SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2004 COMMISSION FILE NUMBER: 1-8887 TRANSCANADA PIPELINES LIMITED ----------------------------------------------- (Translation of Registrant's Name into English) 450 - 1ST STREET S.W., CALGARY, ALBERTA, T2P 5H1, CANADA -------------------------------------------------------- (Address of Principal Executive Offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F Form 40-F X ----- ----- Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X ----- ----- The following document is hereby filed with the Securities and Exchange Commission for the purpose of being and hereby is incorporated by reference into Post-Effective Amendment No. 1 on Form F-9 to Registration Statement on Form F-10 (File No. 333-101140) of TransCanada PipeLines Limited: 1 Underwriting Agreement dated March 22, 2004 between TransCanada PipeLines Limited and the underwriters listed therein. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TRANSCANADA PIPELINES LIMITED Date: March 23, 2004 By: /s/ Rhondda E.S. Grant ----------------------------------- Name: Rhondda E.S. Grant Title: Vice-President and Corporate Secretary EXHIBIT INDEX 1 Underwriting Agreement dated March 22, 2004 between TransCanada PipeLines Limited and the underwriters listed therein.