Board Responsibility
	Board Bios
	Committees and Members
	Board Compensation
	SEDI Filings
	Code of Business Conduct and Ethics

During 2007 directors, other than Mr. Marshall who is an officer of Fortis Inc., were compensated with a combination of annual retainer, meeting attendance fees and Deferred Share Units ("DSUs"). In 2004, the Board of Directors (the "Board") of Fortis Inc. introduced the Directors’ Deferred Share Unit Plan (“DSU Plan”) as an optional vehicle for directors to elect to receive credit of their annual retainer to a notional account of DSUs in lieu of cash. The Board may also determine from time to time that special circumstances exist that would reasonably justify the grant of DSUs to a director as compensation in addition to any regular retainer or fee to which the director is entitled. Options were granted to directors in 2005 pursuant to the 2002 Stock Option Plan. During 2006, the Board elected to discontinue the grant of stock options to directors and initiated an annual grant of DSUs. During the financial year ended 31 December 2007, the annual retainer for each non-officer director, excluding the Chair, was $35,000. The annual retainer for the Chair was $125,000. The additional annual retainer for a committee chair was $15,000. Each non-officer director, including the Chair, was paid a meeting fee of $1,500 for each meeting of the Board and Committees, attended in person or by telephone, together with reimbursement of travel expenses. The following table summarizes the director compensation for 2007:

Individual Director Compensation - 2007   Annual Retainer (Cash) $ Annual Retainer       (Optional DSUs)(1)(2) $ Annual Retainer       (Mandatory DSUs)(2)(3) $ Meeting Fees    (Cash)(4) $ Total Compensation $ Peter E. Case 35,000 - 30,000 31,500 96,500 Bruce Chafe (5) 125,000 - 30,000 42,000 197,000 Frank J. Crothers 22,822 30,000 9,000 61,822 Geoffrey F. Hyland - 35,000 30,000 21,000 86,000 Linda L. Inkpen - 35,000 30,000 25,500 90,500 H. Stanley Marshall (6) - - - - - John S. McCallum - 50,000 30,000 37,500 117,500 Harry McWatters 22,822 30,000 13,500 66,322 David G. Norris - 50,000 30,000 36,000 116,000 Michael A. Pavey - 35,000 30,000 24,000 89,000 Roy P. Rideout - 50,000 30,000 28,500 108,500 Total $160,000 $300,644 $300,000 $268,500 $1,029,144   (1) These amounts represent the annual Board and Committee Chair retainers of directors who elected to receive DSUs in payment of their 2007 cash retainers.   (2) During 2007, the cumulative DSU holdings of participants increased by the notional reinvestment of dividends.  The net amount expensed by the Corporation for DSUs related to notional dividends and decreased share value to $28.99, as at 31 December 2007, was $22,647. This amount is not included in the above table.   (3) These amounts represent the annual equity compensation in the form of DSUs granted to directors. During 2006, the equity component of the Corporation’s annual director compensation was changed from the granting of stock options to the issuance of DSUs. The DSU values are included in the cumulative holdings of the respective directors as detailed in  the table on page 13 of the Management Information Circular dated 04 April 2008.   (4) The meeting fees represent $1,500 per Board or Committee meeting attended in person or by telephone by the director as disclosed in the particulars of director nominees on pages 6 through 11 of the  Management Information Circular dated 04 April 2008 .   (5) Mr. Chafe will be retiring as Chair and not standing for re-election as director at the Meeting in accordance with the Director Tenure Policy detailed on page 14 of the  Management Information Circular dated 04 April 2008 .   (6) Mr. Marshall, as CEO, does not receive compensation as a director of the Corporation.

DSUs granted in lieu of cash payment of annual retainer are credited to participating directors as of 1 January of each year by dividing the total applicable annual retainer by the daily average of the high and low board lot trading prices of the Common Shares on the TSX for the last five (5) trading days immediately preceding the grant of the DSUs. Additional DSUs are credited on the quarterly dividend payment dates as notional dividends are assumed to be reinvested.

The annual grant of DSUs, that comprises the equity component of the Corporation’s annual directors’ compensation, is credited to all directors who are not officers of the Corporation as of the grant date at the daily average of the high and low board lot trading prices of the Common Shares on the TSX for the last five (5) trading days immediately preceding the grant of the DSUs. On 8 May 2007, directors who were not officers of the Corporation were each granted 1,064 DSUs at a price of $28.19, equivalent to approximately $30,000 in value. Additional DSUs are credited on the quarterly dividend payment dates as notional dividends are assumed to be reinvested.