EXHIBIT 5


Alberta Securities Commission
British Columbia Securities Commission
The Manitoba Securities Commission
Office of the Administrator, New Brunswick
Securities Commission of Newfoundland
Registrar of Securities, Northwest Territories
Nova Scotia Securities Commission
Registrar of Securities, Nunavut
Ontario Securities Commission
Registrar of Securities, Prince Edward Island
Commission des valeurs mobilieres du Quebec
Saskatchewan Securities Commission
Registrar of Securities, Government of the Yukon Territory

January 30, 2004

Dear Sirs

TRANSCANADA PIPELINES LIMITED (THE "COMPANY")

We refer to the short form prospectus of the Company dated November 20, 2002
relating to the sale and issue of $2,000,000,000 Common Shares, Preferred Shares
or Debt Securities of the Company as supplemented by a prospectus supplement
dated November 29, 2002 relating to the sale and issue of Medium Term Note
Debentures (Unsecured), collectively the "Prospectus".

We are the auditors of the Company and under date of February 25, 2003, we
reported on the following financial statements incorporated by reference in the
Prospectus:

o    Consolidated balance sheets as at December 31, 2002 and December 31, 2001;
     and

o    Consolidated statements of income, retained earnings and cash flows for
     each of the years in the three-year period ended December 31, 2002.

Also incorporated by reference in the Prospectus are the following unaudited
interim financial statements which have been filed with the securities
regulatory authorities:

o    Consolidated balance sheet as at December 31, 2003;

o    Consolidated statements of income and cash flows for the three-month and
     the twelve-month periods ended December 31, 2003 and 2002; and

o    Consolidated statements of retained earnings for the twelve-month periods
     ended December 31, 2003 and 2002.


Page 2
January 30, 2004


We have not audited any financial statements of the Company as at any date or
for any period subsequent to December 31, 2002. Although we have performed an
audit for the year ended December 31, 2002, the purpose and therefore the scope
of the audit was to enable us to express our opinion on the consolidated
financial statements as at December 31, 2002 and for the year then ended, but
not on the financial statements for any interim period within that year.
Therefore, we are unable to and do not express an opinion on the above-mentioned
unaudited interim consolidated financial statements or on the financial
position, results of operations or cash flows as at any date or for any period
subsequent to December 31, 2002.

We have, however, performed a review of the unaudited interim consolidated
financial statements of the Company as at December 31, 2003 and for the three
and twelve-month periods ended December 31, 2003 and 2002. We performed our
review in accordance with Canadian generally accepted standards for a review of
interim financial statements by an entity's auditors. Such an interim review
consists principally of applying analytical procedures to financial data and
making inquiries of, and having discussions with, persons responsible for
financial and accounting matters. An interim review is substantially less in
scope than an audit, whose objective is the expression of an opinion regarding
the financial statements. An interim review does not provide assurance that we
would become aware of any, or all, significant matters that might be identified
in an audit.

Based on our review, we are not aware of any material modification that needs to
be made for these interim consolidated financial statements to be in accordance
with Canadian generally accepted accounting principles.

This letter is provided solely for the purpose of assisting the securities
regulatory authorities to which it is addressed in discharging their
responsibilities and should not be used for any other purpose. Any use that a
third party makes of this letter or any reliance or decisions based on it, are
the responsibility of such third parties. We accept no responsibility for loss
or damages, if any, suffered by any third party as a result of decisions made or
actions taken based on this letter.

Yours very truly

Signed "KPMG LLP"

Chartered Accountants

Calgary, Canada
January 30, 2004