X0306 4 2017-02-27 1 0001373835 Spectra Energy Corp. SE 0001494476 Yardley William T. 5400 WESTHEIMER COURT HOUSTON TX 77056 0 1 0 0 Pres, US Transmission&Storage Common Stock 2017-02-27 4 D 0 71940 D 0 D Common Stock 2017-02-27 4 D 0 13384 D 0 I Retirement Savings Plan Option to Purchase Common Stock 2017-02-27 4 D 0 59900 D Common Stock 59900 0 D Performance Shares Feb 2015 2017-02-27 4 D 0 12550 D Common Stock 12550 0 D Performance Shares Feb 2016 2017-02-27 4 D 0 14500 D Common Stock 14500 0 D LTIP Phantom Stock Grant Jul 2014 2017-02-27 4 D 0 10300 D Common Stock 10300 0 D LTIP Phantom Stock Grant Feb 2015 2017-02-27 4 D 0 7950 D Common Stock 7950 0 D LTIP Phantom Stock Grant Feb 2016 2017-02-27 4 D 0 8250 D Common Stock 8250 0 D LTIP Phantom Stock Grant Feb 2017 2017-02-27 4 D 0 9100 D Common Stock 9100 0 D LTIP Phantom Stock Grant Feb 2017 2017-02-27 4 D 0 9100 D Common Stock 9100 0 D Includes shares acquired pursuant to dividend reinvestment. At the effective time of the Merger, each issued and outstanding share of the common stock of the Issuer was converted into the right to receive 0.984 of an Enbridge common share, with cash paid in lieu of fractional shares, in accordance with the Merger Agreement (the "Merger Consideration"). At the effective time of the Merger, each outstanding option of the Issuer, whether vested or unvested, was automatically be converted into an option to purchase, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger, a number of Enbridge common shares on the terms specified in the Merger Agreement. At the effective time, each performance stock unit granted in 2014 or 2015 vested (with performance deemed satisfied (1) at 100% in the case of awards granted in 2014, and (2) based on actual performance through the effective time, in the case of awards granted in 2015) and was cancelled and converted into the right to receive the Merger Consideration in respect of each share of common stock of the Issuer underlying such award. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Post-2015 performance based unit of the Issuer were assumed by Enbridge and automatically converted into a corresponding equity incentive award with respect to Enbridge common shares in accordance with the Merger Agreement. At the effective time of the Merger, each outstanding phantom unit denominated in the common stock of the Issuer was automatically adjusted to represent a phantom unit, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger, denominated in a number of Enbridge common shares in accordance with the Merger Agreement. This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 5, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on September 6, 2016, and by which the Issuer became a wholly owned subsidiary (the "Merger") of Enbridge Inc ("Enbridge") on February 27, 2017 (the "effective time"). /s/ Anna Jones, Attorney-in-Fact 2017-03-01