<?xml version="1.0" encoding="utf-8"?><rss version="2.0"><channel><title>NA</title><link>http://www.arcenergytrust.com/news/latestnews.rss</link><description>News Releases For ARC Resources</description><language>en-CA</language><pubDate>17/11/2008 4:37:51 PM</pubDate><lastBuildDate>21/11/2008 5:58:05 PM</lastBuildDate><copyright>Copyright (c) 2008, ARC Resources Ltd.</copyright><docs>http://blogs.law.harvard.edu/tech/rss</docs><generator>ARC Resources RSS</generator><ttl>10</ttl><image /><item><title>ARC Energy Trust announces December 15, 2008 cash distribution amount</title><link>http://www.arcenergytrust.com/en-ca/news/article.htm?newsreleaseref=news_1227496</link><description>CALGARY, Nov. 17, 2008 (Canada NewsWire via COMTEX News Network) -- (AET.UN and ARX - TSX) ARC Energy Trust (the "Trust") announces that the cash distribution to be paid on December 15, 2008, in respect of the November 2008 production, for unitholders of record on November 30, 2008, will be $0.20 per trust unit. The ex-distribution date is November 26, 2008.
&lt;p&gt;As at November 17, 2008 the Trust's trailing twelve-month cash distributions, including the November 17, 2008 payment, total $2.72 per trust unit.
&lt;/p&gt;
&lt;p&gt;ARC Energy Trust is one of Canada's largest conventional oil and gas royalty trusts with an enterprise value of approximately $5.2 billion. The Trust expects full year 2008 oil and gas production to average approximately 64,000 to 65,000 barrels of oil equivalent per day from six core areas in western Canada. The Trust's 2008 capital expenditure program remains unchanged, including the ongoing development of its Montney assets. ARC Energy Trust units trade on the TSX under the symbol AET.UN and ARC Resources exchangeable shares trade under the symbol ARX.
&lt;/p&gt;
&lt;p&gt;Note: Barrels of oil equivalent (boe) may be misleading, particularly if used in isolation. In accordance with NI 51-101, a boe conversion ratio for natural gas of 6 mcf:1 bbl has been used, which is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.
&lt;/p&gt;
&lt;p&gt;ADVISORY - In the interests of providing ARC unitholders and potential investors with information regarding ARC, including management's assessment of ARC's future plans and operations, certain information contained in this document are forward-looking statements within the meaning of the "safe harbour" provisions of the United States Private Securities Litigation Reform Act of 1995 and the Ontario Securities Commission. Forward-looking statements in this document include, but are not limited to, ARC's internal projections, expectations or beliefs concerning future operating results, and various components thereof; the production and growth potential of its various assets, estimated total production and production growth for 2008 and beyond; the sources, deployment and allocation of expected capital in 2008; and the success of future development drilling prospects. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause ARC's actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    ARC RESOURCES LTD.

    John P. Dielwart,
    President and Chief Executive Officer
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;%SEDAR: 00001245E          %CIK: 0001029509
&lt;/p&gt;
&lt;p&gt;SOURCE: ARC Energy Trust
&lt;/p&gt;
&lt;p&gt;SOURCE: ARC Resources Ltd.
&lt;/p&gt;
&lt;pre&gt;about ARC Energy Trust, please visit our website www.arcenergytrust.com or contact:
Investor Relations, E-mail: ir@arcresources.com, Telephone: (403) 503-8600, Fax:
(403) 509-6417, Toll Free 1-888-272-4900, ARC Resources Ltd., Suite 2100, 440 - 2nd
Avenue S.W., Calgary, AB, T2P 5E9
&lt;/pre&gt;
</description><pubDate>17/11/2008 4:38:00 PM</pubDate><guid isPermaLink="false">http://www.arcenergytrust.com/en-ca/news/permalink.htm?newsreleaseref=news_1227496</guid></item><item><title>ARC Resources Ltd./ARC Energy Trust Announce the October 2008 increase to the ARX Exchangeable Shares Exchange Ratio</title><link>http://www.arcenergytrust.com/en-ca/news/article.htm?newsreleaseref=news_1220614</link><description>CALGARY, Oct. 31, 2008 (Canada NewsWire via COMTEX News Network) -- (AET.UN and ARX - TSX) ARC Resources Ltd. along with ARC Energy Trust announces the increase to the exchange ratio of the exchangeable shares of the corporation from 2.45490 to 2.49032. Such increase will be effective on November 17, 2008.
&lt;p&gt;The following are the details on the calculation of the exchange ratio:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    -------------------------------------------------------------------------

                                     10 day
                                   weighted
                                    average
                                    trading              Effective
    Record                 ARC       price                date of
    date of              Energy    of AET.UN                the      Exchange
    ARC Energy            Trust   (prior to    Increase   increase    ratio
    Trust       Opening  distrib-   the end       in         in       as of
    distrib-   exchange   ution      of the    exchange   exchange  effective
    ution        ratio   per unit    month)    ratio(xx)    ratio      date
    -------------------------------------------------------------------------

    October                                               November
    31, 2008    2.45490   $0.24     $16.6359    0.03542   17, 2008   2.49032

    -------------------------------------------------------------------------

    (xx) The increase in the exchange ratio is calculated by dividing the ARC
         Energy Trust distribution per unit by the 10 day weighted average
         trading price of AET.UN and multiplying by the opening exchange
         ratio.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;A holder of ARC Resources Ltd. exchangeable shares can exchange all or a portion of their holdings at any time by giving notice to their investment advisor or Computershare Investor Services at its principal transfer office in Suite 600, 530 - 8th Avenue SW, Calgary, Alberta, T2P 3S8, their telephone number is 1-800-564-6253 and their website is www.computershare.com.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    ARC RESOURCES LTD.
    John P. Dielwart,
    President and Chief Executive Officer
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;%SEDAR: 00001245E          %CIK: 0001029509
&lt;/p&gt;
&lt;p&gt;SOURCE: ARC Energy Trust
&lt;/p&gt;
&lt;p&gt;SOURCE: ARC Resources Ltd.
&lt;/p&gt;
&lt;pre&gt;about ARC Energy Trust, please visit our website www.arcenergytrust.com or contact:
Investor Relations, E-mail: ir@arcresources.com, Telephone: (403) 503-8600, Fax:
(403) 509-6417, Toll Free 1-888-272-4900, ARC Resources Ltd., 2100, 440 - 2nd Avenue
S.W., Calgary, AB, T2P 5E9
&lt;/pre&gt;
</description><pubDate>31/10/2008 3:22:00 PM</pubDate><guid isPermaLink="false">http://www.arcenergytrust.com/en-ca/news/permalink.htm?newsreleaseref=news_1220614</guid></item><item><title>ARC Energy Trust announces third quarter 2008 results</title><link>http://www.arcenergytrust.com/en-ca/news/article.htm?newsreleaseref=news_1220329</link><description>CALGARY, Oct. 30, 2008 (Canada NewsWire via COMTEX News Network) -- (AET.UN and ARX - TSX) ARC Energy Trust ("ARC" or "the Trust") announces results for the third quarter and nine months ended September 30, 2008.
&lt;pre&gt;
    &amp;lt;&amp;lt;
                                      Three Months Ended    Nine Months Ended
                                         September 30          September 30
                                       2008       2007       2008       2007
    -------------------------------------------------------------------------
    FINANCIAL
    ($Cdn millions, except per unit
     and per boe amounts)
    Revenue before royalties          485.7      300.2    1,405.6      913.6
      Per unit(1)                      2.24       1.42       6.53       4.36
      Per boe                         82.06      53.41      78.84      53.73
    Cash flow from operating
     activities(2)                    251.4      179.6      734.8      531.2
      Per unit(1)                      1.16       0.85       3.41       2.54
      Per boe                         42.48      31.95      41.22      31.23
    Net income                        311.7      120.8      450.3      389.0
      Per unit(3)                      1.46       0.58       2.12       1.88
    Distributions                     171.3      125.0      442.8      372.2
      Per unit(1)                      0.80       0.60       2.08       1.80
      Per cent of cash flow from
       operating activities(2)           68         70         60         70
    Net debt outstanding(4)           773.2      699.8      773.2      699.8
    OPERATING
    Production
      Crude oil (bbl/d)              28,509     28,437     28,372     28,682
      Natural gas (mmcf/d)            192.0      173.3      197.0      177.6
      Natural gas liquids (bbl/d)     3,822      3,795      3,862      4,013
      Total (boe/d)                  64,325     61,108     65,063     62,296
    Average prices
      Crude oil ($/bbl)              114.20      73.40     107.20      66.45
      Natural gas ($/mcf)              8.68       5.52       8.94       6.90
      Natural gas liquids ($/bbl)     82.87      55.64      77.92      52.07
      Oil equivalent ($/boe)          81.42      53.28      78.44      53.61
    Operating netback ($/boe)
      Commodity and other revenue
       (before hedging)(5)            82.06      53.41      78.84      53.73
      Transportation costs            (0.80)     (0.65)     (0.77)     (0.73)
      Royalties                      (15.00)     (8.76)    (14.18)     (9.28)
      Operating costs                (10.19)     (9.93)    (10.14)     (9.51)
      Netback (before hedging)        56.07      34.07      53.75      34.21
    -------------------------------------------------------------------------
    TRUST UNITS
    (millions)
    Units outstanding,
     end of period(6)                 217.4      208.8      217.4      208.8
    Weighted average units(7)         216.6      210.9      215.2      209.4
    -------------------------------------------------------------------------
    TRUST UNIT TRADING STATISTICS
    ($Cdn, except volumes) based
     on intra-day trading
    High                              33.30      22.60      33.95      23.86
    Low                               22.33      19.00      20.00      19.00
    Close                             23.10      21.17      23.10      21.17
    Average daily volume (thousands)    841        503        790        588
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Per unit amounts (with the exception of per unit distributions) are
        based on weighted average trust units outstanding plus trust units
        issuable for exchangeable shares. Per unit distributions are based on
        the number of trust units outstanding at each distribution record
        date.
    (2) Cash flow from operating activities is a GAAP measure. Historically,
        management has disclosed Cash Flow, as a non-GAAP measure calculated
        using cash flow from operating activities less the change in non-cash
        working capital and the expenditures on site restoration and
        reclamation as they appear on the Consolidated Statements of Cash
        Flows. Cash Flow for the third quarter of 2008 would be
        $278.6 million ($1.29 per unit) and $763.5 million ($3.55 per unit)
        year-to-date. Distributions as a percentage of Cash Flow would be
        61 per cent for the third quarter of 2008 (58 per cent year-to-date).
        Please refer to the non-GAAP measures section in the MD&amp;amp;A for further
        details.
    (3) Net income per unit is based on net income after non-controlling
        interest divided by weighted average trust units outstanding
        (excluding trust units issuable for exchangeable shares).
    (4) Net debt excludes current unrealized amounts pertaining to risk
        management contracts and the current portion of future income taxes.
    (5) Includes other revenue.
    (6) Includes 1.1 million exchangeable shares exchangeable into 2.43068
        trust units each for an aggregate 2.7 million trust units.
    (7) Includes trust units issuable for outstanding exchangeable shares at
        period end.


    HIGHLIGHTS AND ACCOMPLISHMENTS
    ------------------------------

    -   During the third quarter, the Trust paid record distributions of
        $171.3 million ($0.80 per unit). The third quarter distribution
        increased 33 per cent relative to 2007 and included a $0.20 per unit
        top-up. The top-up distributions were declared and paid based on
        strong commodity prices during the quarter.

    -   Cash flow from operating activities for the quarter was
        $251.4 million ($1.16 per unit), a 40 per cent increase compared to
        $179.6 million ($0.85 per unit) in 2007. The increase is primarily a
        result of a 53 per cent increase in the Trust's total realized
        commodity price for the quarter and a five per cent increase in
        production volumes. Using the more traditional non-GAAP measure of
        Cash Flow that excludes changes in non-cash working capital and site
        restoration spending for the quarter, Cash Flow was $278.6 ($1.29 per
        unit).

    -   Production for the quarter increased five per cent to 64,325 boe per
        day compared with the third quarter of 2007 with the growth in
        production at Dawson accounting for most of the increase in
        production. Third quarter volumes were marginally decremented for
        scheduled turnarounds and downtime. The Trust has maintained its full
        year production guidance of between 64,000 and 65,000 boe per day.

    -   As WTI oil prices were strong throughout much of the third
        quarter averaging US$118 per barrel, the Trust posted realized
        cash risk management hedging losses of $26.8 million on its oil
        volumes ($34.3 million on total contracts) negatively impacting cash
        flows in the quarter; however, the Trust was also able to participate
        in the market prices on approximately 70 per cent of its total third
        quarter production.

    -   Total capital spending for the quarter, including undeveloped crown
        land purchases of $18.6 million and net undeveloped land property
        acquisitions of $13.1 million, was $149.5 million. This amount was
        funded 79 per cent by the Trust's cash flow from operating activities
        and proceeds from the distribution re-investment program ("DRIP").
        The Trust has revised the 2008 capital spending guidance down to
        $530 million from $550 million and intends to finance the fourth
        quarter capital program with cash flow and available borrowing
        capacity under existing credit facilities.

    -   During the third quarter, the Trust drilled 94 wells (83 net) with a
        100 per cent success rate on operated properties. The majority of the
        wells drilled were in the Southeast Alberta area where the Trust
        drilled 47 gas wells as part of its shallow gas program. Year-to-
        date, the Trust has drilled 59 gross oil wells and 87 gross gas wells
        with a 100 per cent success rate.

    -   The Trust's board of directors has approved a $585 million capital
        program in 2009, which will set the stage for considerable production
        growth in 2010. This program will maintain base production in the
        order of 64,000 boe per day while accelerating development of the
        Montney resource play in northeastern British Columbia. The Trust
        expects to drill 17 wells and construct an ARC operated 60 mmcf per
        day gas plant in the Dawson area which we expect will increase
        production to over 72,000 boe per day in 2010. The Trust will also
        proceed with additional spending on its CO(2) pilot project at
        Redwater with the goal of assessing commercial viability of large
        scale CO(2) sequestration and injection. The Trust will pursue the
        cost effective means of financing its 2009 capital program
        including: a combination of cash flow, existing credit facilities,
        potential DRIP proceeds and assets dispositions and new borrowings
        or equity, if necessary. The Trust will pursue the most cost
        effective means of financing its 2009 capital program through a
        combination of cash flow, existing credit facilities, DRIP proceeds,
        potential asset disposition proceeds and new borrowings or equity,
        if necessary. Management will review the 2009 capital program on a
        regular basis in the context of prevailing economic conditions and
        make adjustments as deemed necessary to the program, subject to
        quarterly review by the Trust's Board of Directors.

    -   The Trust has completed an assessment of the Alberta Government's
        New Royalty Framework ("Framework") and has estimated that the
        Trust's average corporate royalty rate will increase from
        approximately 18 per cent in 2008 to between 20 and 28 percent in
        2009 depending upon commodity prices.  A table showing the expected
        sensitivity to commodity prices is included in the MD&amp;amp;A.  Currently,
        65 per cent of the Trust's production is in Alberta.  The 2009
        capital budget proposes to invest 60 per cent of funds outside of
        Alberta as the Trust can deliver greater levels of return to
        unitholders in jurisdictions that are not subject to the new
        Framework.

    -   The Trust reviewed distribution levels in light of the outlook
        for commodity prices and the estimated increase in Alberta royalties
        pursuant to the new Framework in 2009. Following the $0.24 per unit
        October distribution to be paid November 17, 2008, the monthly
        distribution will be $0.20 per unit per month. Distribution levels
        are reviewed regularly and revisions are approved at the discretion
        of the Board of Directors.

    -   The recent global economic downturn, decline in commodity prices and
        resultant declines in global stock markets have had a significant
        impact on all businesses and individuals and ARC is no exception. The
        Trust has experienced a significant decline in its trust unit price
        similar to other oil and gas entities. Additionally, the decline in
        commodity prices during and subsequent to quarter end will have a
        direct impact on the Trust's cash flows, payout ratios and levels of
        debt funding of capital programs in the future. Likewise, the
        financial and lending markets have been faced with reduced lending
        capacity which in turn will result in reduced access to capital and
        increased borrowing costs for businesses and individuals. The Trust
        has diligently maintained a conservative capital structure and low
        debt levels, attributes that are particularly important in light of
        the current economic situation. At September 30, the Trust's net debt
        to annualized cash flow and net debt to total capitalization were 0.8
        times and 13 per cent, respectively. While the current economic
        environment presents challenges, ARC's business remains strong, our
        assets are top quality, our financial position is good and our future
        internal development prospects are the best we have ever had.

    -   Montney Resource Play Development

        At Dawson, ARC drilled and completed two delineation wells on the
        outer edges of the field as well as drilling four deviated infill
        wells from the 6-25-79-15W6 surface location in the third quarter.
        With seven wells drilled into section 25, ARC expects to use new
        completion techniques, microseismic fracture mapping and pressure
        data acquisition in order to contribute to the understanding of the
        infill drilling density required to optimally exploit this field.
        Production from the field averaged approximately 40 mmcf per day, as
        planned and unplanned maintenance limited the ability of the
        processing facilities to run at the maximum contracted capacity.

        At West Dawson, ARC drilled two horizontal delineation wells at
        2-7-79-15W6 with one well targeting the lower Montney and the second
        targeting the upper Montney horizons. This is the first horizontal
        well to target the lower Montney within the main Dawson Pool.

        Approval has been received from the National Energy Board to
        construct a 10 mmcf per day gas line from the Dawson field to Fourth
        Creek in Alberta. ARC expects to have the new line completed by late
        fourth quarter 2008 with start-up dependent on installation of a new
        compressor at the Spectra 5-22 location.

        ARC has decided to accelerate the construction plans for additional
        processing capacity for the Dawson field. Engineering and procurement
        of long lead time items for a 60 mmcf per day gas plant has been
        initiated. ARC now expects to have this gas plant on-line early in
        2010.

        ARC engaged GLJ Petroleum Consultants to update the Dawson Montney
        property reserves evaluation utilizing production and drilling data
        to the end of the third quarter. As of October 1, 2008 GLJ estimates
        that there are 416 Bcf (71 mmboe) of Proved plus Probable reserves at
        Dawson. This is an addition of 171 Bcf (29 mmboe) of Proved reserves
        and 254 Bcf (43 mmboe) of Proved plus Probable reserves for the
        Dawson property (based on 6:1 gas/oil boe conversion). Additional
        information on the revised reserves evaluation for Dawson can be
        found in the "ARC Energy Trust Announces Significant Increase in
        Montney Reserves and Land Valuations" news release dated October 30,
        2008 and filed on SEDAR at www.sedar.com.

        The Trust continues to expand its Montney land base through purchases
        of land at crown land sales and acquisitions from other companies.
        The Trust also continues to convert undeveloped lands to developed
        lands through the drilling of wells. As at the end of the third
        quarter, the Trust held 148 gross undeveloped sections (123 net) of
        lands in the Dawson and the Montney West Exploratory Lands. This is
        up from 96 gross undeveloped sections (87 net) at December 31, 2007.

        The Trust began the delineation process of the Sunrise discovery with
        the drilling of two successful vertical delineation wells,
        participation in a partner operated horizontal delineation well and
        the drilling of two horizontal wells. The two horizontal wells were
        drilled from the 9-13 discovery well into the upper Montney
        formations. Testing of the ARC operated wells will take place in the
        fourth quarter, but based on log analysis and the successful testing
        of a partner operated horizontal well at Sunrise (50 per cent ARC
        working interest), ARC has allocated funds from its 2009 budget for
        development of this field.

        Elsewhere, ARC had a successful start to the exploratory drilling
        program on the new Montney lands with the drilling of the Saturn
        13-11-81-20W6 vertical well and a subsequent follow-up horizontal
        well. Drilling of a second vertical well at Saturn, the first wells
        at Sunset and Monias and two wells at Sundown are expected to take
        place in the fourth quarter.

    -   Enhanced Oil Recovery Initiatives

        The Trust spent $10.1 million during the third quarter of 2008 on
        enhanced oil recovery ("EOR") initiatives, including development
        capital for the Weyburn and Midale CO(2) floods in Saskatchewan. The
        highlight of the quarter was the successful start-up of the Redwater
        EOR CO(2) pilot. Injection commenced on July 29 and has been
        proceeding smoothly. The Trust expects that it will take 12 to
        18 months before it will be known if the pilot has been successful in
        increasing oil production and has shown potential for a commercial
        scale EOR scheme.


    MANAGEMENT'S DISCUSSION AND ANALYSIS
    ------------------------------------
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;This management's discussion and analysis ("MD&amp;amp;A") is the Trust management's analysis of its financial performance and significant trends or external factors that may affect future performance. It is dated October 29, 2008 and should be read in conjunction with the unaudited Consolidated Financial Statements for the period ended September 30, 2008, the MD&amp;amp;A and the unaudited Consolidated Financial Statements for the period ended June 30, 2008, the MD&amp;amp;A and the unaudited Consolidated Financial Statements for the period ended March 31, 2008, and the audited Consolidated Financial Statements and MD&amp;amp;A for the period ended December 31, 2007 as well as the Trust's 2007 Annual Information Form that is filed on SEDAR at www.sedar.com.
&lt;/p&gt;
&lt;p&gt;The MD&amp;amp;A contains forward-looking statements and readers are cautioned that the MD&amp;amp;A should be read in conjunction with the Trust's disclosure under "Forward-Looking Statements" included at the end of this MD&amp;amp;A.
&lt;/p&gt;
&lt;p&gt;Executive Overview
&lt;/p&gt;
&lt;p&gt;ARC Energy Trust ("ARC") is one of the top 20 producers of conventional oil and gas in western Canada. As at September 30, 2008, ARC held interests in excess of 18,000 wells with approximately 5,500 wells operated by ARC and the remainder operated primarily by other major oil and gas companies. ARC's production has averaged between 61,000 and 67,000 boe per day in each quarter for the last three years. The total capitalization of ARC, which trades on the Toronto Stock Exchange, as at September 30, 2008 was $5.8 billion as shown on Table 21. Subsequent to quarter end, the market has experienced a high degree of volatility and Trust has seen a decrease in total capitalization to approximately $4.4 billion on October 29, 2008.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    ARC's objective as an energy company is to provide superior and
sustainable long-term returns to unitholders. Key attributes to the business
plan include:

    -   Concentrated activities in three major areas: conventional oil and
        natural gas assets, resource plays and enhanced oil recovery
        initiatives. In addition to these major initiatives, ARC continually
        reviews acquisition and disposition opportunities to high grade its
        asset base and provide future growth opportunities.

    -   Pay a portion of cash flow to unitholders annually. The Trust will
        distribute $0.24 per unit for the November 17, 2008 distribution;
        thereafter the distribution is set at $0.20 per unit beginning with
        the December 15, 2008 distribution. The remainder of the cash flow
        is used to fund reclamation costs and a portion of capital
        expenditures and land acquisitions. Since the Trust's inception in
        July 1996 to September 30, 2008, the Trust has distributed $3.1
        billion or $23.11 per unit.

    -   Annual replacement of production and reserves through drilling new
        wells and associated oil and natural gas development activities. The
        vast majority of the annual capital budget is being deployed on a
        balanced drilling program of low and moderate risk wells, well tie-
        ins and other related costs, and the acquisition of undeveloped land.
        The Trust continues to focus on major properties with significant
        upside, with the objective to replace production declines through
        internal development opportunities.

        Table 1 illustrates ARC's production and reserves per unit that have
        been achieved while making distributions since January 1, 2006, of
        $6.88 per unit or $1.5 billion.

        Table 1
        ---------------------------------------------------------------------
        Per Trust Unit              Q3 2008   YTD 2008       2007       2006
        ---------------------------------------------------------------------
        Normalized production
         per unit(1)                   0.30       0.31       0.30       0.31
        Normalized reserves
         per unit(1)(2)                   -          -       1.35       1.40
        Distributions per unit        $0.80      $2.08      $2.40      $2.40
        ---------------------------------------------------------------------
        ---------------------------------------------------------------------
        (1) Normalized indicates that all years as presented have been
            adjusted to reflect a net debt to capitalization of
            15 per cent. It is assumed that additional trust units were
            issued (or repurchased) at a period end price for the reserves
            per unit calculation and at an annual average price for the
            production per unit calculation in order to achieve a net debt
            balance of 15 per cent of total capitalization each year. The
            normalized amounts are presented to enable comparability of
            annual per unit values.
        (2) Reserves per unit are only calculated on an annual basis when the
            Trust has a full independent reserve evaluation prepared.

    -   The periodic strategic acquisition of producing and undeveloped
        properties to enhance current production or provide the potential for
        future drilling locations and if successful, additional production
        and reserves.

    -   Using prudent production practices to maximize the recovery of oil
        and natural gas from the reservoirs.

    -   Controlling costs for both routine operating expenditures and costs
        incurred for capital projects. ARC expects that the aggregate amount
        of operating costs will increase over time as ARC adds approximately
        300 wells per year to its operating base to replace the natural
        decline on existing producing wells.

    ARC's business plan and operating practices also include the following
strategies and action plans that are being undertaken to increase ARC's
competitiveness and future profitability:

    -   Continual development of staff expertise and the hiring and retention
        of some of the industry's best and most qualified personnel.

    -   Building relationships with suppliers, joint venture partners,
        government and other stakeholders and conducting business in a fair
        and equitable manner.

    -   Promoting the use of proven and effective technologies to enhance the
        recoverable resources in place and reduce costs.

    -   Being an industry leader in health, safety and environmental
        performance.

    -   Actively supporting local initiatives and charities in the
        communities in which we live and work.

    The effectiveness of ARC's business plan can best be measured by
historical results as shown in Table 2. Investors and unitholders will
appreciate that commodity prices are a significant factor in determining
profitability and market returns of the units, however the combination of
appreciating commodity prices and the successful execution of ARC's business
plan has resulted in the following returns to unitholders:

    Table 2
    -------------------------------------------------------------------------
    Total Returns(1)                        Trailing    Trailing    Trailing
    ($ per unit except for per cent)        One Year  Three Year   Five Year
    -------------------------------------------------------------------------
    Distributions per unit                $     2.68  $     7.48  $    11.27
    Capital appreciation per unit         $     2.39  $     0.74  $     9.50
    Total return per unit                 $     5.07  $     8.22  $    20.77
    Annualized total return per unit           21.2%        9.1%       23.3%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (1) Calculated as at September 30, 2008.


    2008 Guidance

    Table 3 is a summary of the Trust's 2008 Revised Guidance and a review of
2008 actual results compared to guidance:

    Table 3
    -------------------------------------------------------------------------
                                                    September 2008    Actual
                                                          Guidance  2008 YTD
    -------------------------------------------------------------------------
    Production (boe/d)                               64,000-65,000    65,063
    -------------------------------------------------------------------------
    Expenses ($/boe):
      Operating costs                                        10.20     10.14
      Transportation                                          0.80      0.77
      G&amp;amp;A expenses(1)                                         2.75      2.65
      Interest                                                1.50      1.39
    Capital expenditures ($ millions)(2)                       530     379.1
    Weighted average trust units and
     units issuable (millions)                                 216       217
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    (1) G&amp;amp;A guidance has been revised from the original estimate of $3.15 per
        boe. The components of the $2.75 per boe G&amp;amp;A guidance for the full
        year are as follows: cash G&amp;amp;A - $1.70 perboe; cash component of
        LTIP -$0.90 per boe; non-cash LTIP component - $0.15 per boe
    (2) 2008 Capital Expenditure Guidance has been revised downward to
        $530 million from the original estimate of $550 million.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The 2008 Guidance provides unitholders with information as to management's expectations for results of operations for 2008. Readers are cautioned that the 2008 Guidance may not be appropriate for other purposes.
&lt;/p&gt;
&lt;p&gt;The Trust reviewed distribution levels in light of the outlook for commodity prices and the estimated increase in Alberta royalties pursuant to the new Framework in 2009. Following the $0.24 per unit October distribution to be paid November 17, 2008, the monthly distribution will be $0.20 per unit per month. Distribution levels are reviewed regularly and revisions are approved at the discretion of the Board of Directors.
&lt;/p&gt;
&lt;p&gt;Actual results for the first nine months of 2008 were in line with 2008 guidance with some minor exceptions as follows:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    -   G&amp;amp;A expenses of $2.65 per boe were lower than initial guidance of
        $3.15 per boe due to the decrease in the Trust's unit price at
        quarter-end that resulted in a lower non-cash LTIP expense. Full year
        G&amp;amp;A cash expenses are still expected to be in line with guidance
        while total G&amp;amp;A may fluctuate due to the variability of the Trust's
        unit price. The Trust has lowered the cash LTIP expense to $0.90 per
        boe from $1.00 per boe and the non-cash LTIP expense to $0.15 per boe
        from $0.44 per boe based on the reduction in the unit price.

    -   Capital expenditures guidance included amounts that the Trust
        anticipated spending on crown land acquisitions throughout the year,
        however, it was difficult to know the success rate that the Trust
        would have in the silent bid process used for crown land sales. At
        this time, the Trust is revising its guidance to $530 million down
        from the original guidance of $550 million.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Non-GAAP Measures
&lt;/p&gt;
&lt;p&gt;Historically, management used the non-GAAP measure Cash Flow or cash flow from operations to analyze operating performance, leverage and liquidity. We have now chosen to use the GAAP measure cash flow from operating activities instead of Cash Flow or cash flow from operations. There are two differences between the two measures and cash flow from operating activities: positive or negative changes in non-cash working capital and the deduction of expenditures on site restoration and reclamation as they appear on the Consolidated Statements of Cash Flows. Although management feels that Cash Flow, or cash flow from operations, is a valued measure of funds generated by the Trust during the reported quarter, we have changed our disclosure to only discuss the GAAP measure in the MD&amp;amp;A in order to avoid any potential confusion by readers of our financial information and in our opinion, to more fully comply with the intent of certain regulatory requirements.
&lt;/p&gt;
&lt;p&gt;Our historical measure of Cash Flow reflected revenues and costs for the three months reported in the quarter. This amount, however, comprised accruals for at least one month of revenue and approximately two months of costs. The oil and gas industry is designed such that revenues are typically collected on the 25th day of the month following the actual production month. Royalties are typically paid two months following the actual production month and operating costs are paid as the invoices are received. This can take several months; however, most invoices for operated properties are paid within approximately two months of the production month. In the event that commodity prices and or volumes have changed significantly from the last month of the previous reporting period over the last month of the current reporting period, a difference could occur between cash flow from operating activities and our historical non-GAAP measure of Cash Flow or cash flow from operations. Additionally, periods where the Trust spends a significant amount on site restoration and reclamation would result in a difference between cash flow from operating activities and Cash Flow or cash flow from operations.
&lt;/p&gt;
&lt;p&gt;At the time of writing this MD&amp;amp;A, substantially all revenues have been collected for the production period of September 2008. Management performs analysis on the amounts collected to ensure that the amounts accrued for September are accurate. Analysis is also performed regularly on royalties and operating costs to ensure that amounts have been accurately accrued.
&lt;/p&gt;
&lt;p&gt;Management uses certain key performance indicators ("KPIs") and industry benchmarks such as distributions as a per cent of cash flow from operating activities, operating netbacks ("netbacks"), total capitalization, finding, development and acquisition costs, recycle ratio, reserve life index, reserves per unit and production per unit to analyze financial and operating performance. Management feels that these KPIs and benchmarks are key measures of profitability and overall sustainability for the Trust. These KPIs and benchmarks as presented do not have any standardized meaning prescribed by Canadian GAAP and therefore may not be comparable with the calculation of similar measures for other entities.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    2008 Third Quarter Financial and Operational Results

    Financial Highlights
    Table 4
    -------------------------------------------------------------------------
                                 Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
    (Cdn $ millions,
     except per unit                             %                       %
     and volume data)           2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Cash flow from operating
     activities                251.4   179.6      40   734.8   531.2      38
    Cash flow from operating
     activities per unit(1)     1.16    0.85      36    3.41    2.54      34
    Net income                 311.7   120.8     158   450.3   389.0      16
    Net income per unit(2)      1.46    0.58     152    2.12    1.88      13
    Distributions per unit(3)   0.80    0.60      33    2.08    1.80      16
    Distributions as a per cent
     of cash flow from
     operating activities         68      70      (3)     60      70     (14)
    Average daily production
     (boe/d)(4)               64,325  61,108       5  65,063  62,296       4
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Per unit amounts are based on weighted average trust units
        outstanding plus trust units issuable for exchangeable shares at
        year-end.
    (2) Based on net income after non-controlling interest divided by
        weighted average trust units outstanding excluding trust units
        issuable for exchangeable shares.
    (3) Based on number of trust units outstanding at each cash distribution
        date.
    (4) Reported production amount is based on company interest before
        royalty burdens. Where applicable in this MD&amp;amp;A natural gas has been
        converted to barrels of oil equivalent ("boe") based on 6 mcf: 1 bbl.
        The boe rate is based on an energy equivalent conversion method
        primarily applicable at the burner tip and does not represent a value
        equivalent at the well head. Use of the term boe in isolation may be
        misleading.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Net Income
&lt;/p&gt;
&lt;p&gt;Net income in the third quarter of 2008 was $311.7 million ($1.46 per unit), an increase of $190.9 million from $120.8 million ($0.58 per unit) in 2007. While cash flow from operating activities increased $71.8 million in the third quarter of 2008 compared to the same period in 2007 (see Table 6 for details), there were several non-cash items that impacted the Trust's net income in the current quarter as follows:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    -   The Trust recorded a $187.5 million unrealized gain on risk
        management contracts, a $185.4 million increase compared to an
        unrealized gain of $2.1 million for the same period of 2007. The
        unrealized gain was attributed to the decline in commodity prices
        during the third quarter.
    -   The Trust recorded a $15.5 million non-cash foreign exchange loss on
        its U.S. denominated debt as a result of the weakening of the
        Canadian dollar relative to the U.S. dollar during the quarter
        compared to a non-cash gain of $25.7 million in 2007.
    -   The Trust recorded a non-cash G&amp;amp;A recovery of $5.5 million in the
        third quarter compared to a non-cash expense of $3.7 million in 2007
        on the Trust's Long-term incentive plan due to the decrease in the
        trust unit price in the quarter.
    -   The Trust recorded a $48.4 million future income tax expense for the
        third quarter of 2008 compared to a $6.3 million recovery in 2007.
        The future income tax expense was attributed to the unrealized gain
        on risk management contracts in the quarter.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;A measure of sustainability is the comparison of net income to distributions. Net income incorporates all costs including depletion expense and other non-cash expenses whereas cash flow from operating activities measures the cash generated in a given period before the cost of acquiring or replacing the associated reserves produced. Therefore, net income may be more representative of the profitability of the entity and thus a relevant measure against which to measure distributions to illustrate sustainability. As net income is sensitive to fluctuations in commodity prices and the impact of risk management contracts, currency fluctuations and other non-cash items, it is expected that there will be deviations between annual net income and distributions. Table 5 illustrates the annual shortfall of distributions to net income as a measure of long-term sustainability.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 5
    -------------------------------------------------------------------------
    Net income and Distributions
    ($ millions except per cent)    Q3 2008   YTD 2008       2007       2006
    -------------------------------------------------------------------------
    Net income                        311.7      450.3      495.3      460.1
    Distributions                     171.3      442.8      498.0      484.2
    -------------------------------------------------------------------------
    Excess (Shortfall)                140.4        7.5       (2.7)     (24.1)
    Excess (Shortfall) as per cent
     of net income                      45%         2%        (1%)       (5%)
    Distributions as a per cent of
     cash flow from operating
     activities                         68%        60%        71%        66%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    Cash Flow from Operating Activities

    Cash flow from operating activities increased by 40 per cent in the third
quarter of 2008 to $251.4 million from $179.6 million in the third quarter of
2007. The increase in third quarter 2008 cash flow from operating activities
is detailed in Table 6.

    Table 6
    -------------------------------------------------------------------------
                                                          ($ per          (%
                                         ($ millions) trust unit)   variance)
    -------------------------------------------------------------------------
    Q3 2007 Cash flow from
     Operating Activities                      179.6        0.85           -
    -------------------------------------------------------------------------
    Volume variance                             15.8        0.07           9
    Price variance                             169.6        0.80          94
    Cash losses on risk management contracts   (42.3)      (0.19)        (24)
    Royalties                                  (39.6)      (0.19)        (22)
    Expenses:
      Transportation                            (1.2)      (0.01)         (1)
      Operating(1)                              (6.6)      (0.03)         (4)
      Cash G&amp;amp;A                                  (0.6)          -           -
      Interest                                   0.8           -           -
      Realized foreign exchange gain / loss     (0.8)          -           -
    Weighted average trust units                   -       (0.03)          -
    Non-cash and other items(2)                (23.3)      (0.11)        (13)
    -------------------------------------------------------------------------
    Q3 2008 Cash flow from Operating
     Activities                                251.4        1.16           -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Excludes non-cash portion of LTIP expense recorded in operating
        costs.
    (2) Includes the changes in non-cash working capital and expenditures on
        site restoration and reclamation.

    Year-to-date cash flow from operating activities increased by 38 per cent
in 2008 to $734.8 million from $531.2 million in the first nine months of
2007. The increase in 2008 cash flow from operating activities is detailed in
Table 6a.

    Table 6a
    -------------------------------------------------------------------------
                                                          ($ per          (%
                                         ($ millions) trust unit)   variance)
    -------------------------------------------------------------------------
    YTD 2007 Cash flow from
     Operating Activities                      531.2        2.54           -
    -------------------------------------------------------------------------
    Volume variance                             44.1        0.21           8
    Price variance                             447.8        2.14          84
    Cash losses on risk management contracts  (123.8)      (0.60)        (23)
    Royalties                                  (95.0)      (0.45)        (18)
    Expenses:
      Transportation                            (1.4)      (0.01)          -
      Operating(1)                             (18.8)      (0.09)         (4)
      Cash G&amp;amp;A                                  (8.1)      (0.04)         (2)
      Interest                                   2.8        0.01           1
      Realized foreign exchange gain / loss     (0.9)          -           -
    Weighted average trust units                   -       (0.09)          -
    Non-cash and other items(2)                (43.1)      (0.21)         (8)
    -------------------------------------------------------------------------
    YTD 2008 Cash flow from Operating
     Activities                                734.8        3.41           -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Excludes non-cash portion of LTIP expense recorded in operating
        costs.
    (2) Includes the changes in non-cash working capital and expenditures on
        site restoration and reclamation.


    2008 Cash Flow from Operating Activities Sensitivity

    Table 7 illustrates sensitivities to pre-hedged operating income items
with operational changes and changes to the business environment:

    Table 7
    -------------------------------------------------------------------------
                                                  Impact on Annual
                                       Cash flow from operating activities(2)
    -------------------------------------------------------------------------
    Business Environment                  Assumption      Change      $/Unit
    -------------------------------------------------------------------------
    Oil price (US$WTI/bbl)(1)             $   107.10  $     1.00  $     0.04
    Natural gas price (Cdn $AECO/mcf)(1)  $     8.40  $     0.10  $     0.03
    Cdn$/US$ exchange rate                $     1.04  $     0.01  $     0.05
    Interest rate on floating rate debt   %      4.0  %      1.0  $     0.03
    Operational
    Liquids production volume (bbl/d)        31,500   %      1.0  $     0.05
    Natural gas production volumes
     (mmcf/d)                                 195.5   %      1.0  $     0.02
    Operating expenses per boe            $   10.20   %      1.0  $     0.01
    Cash G&amp;amp;A expenses per boe             $    2.60   %     10.0  $     0.03
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Analysis does not include the effect of hedging contracts.
    (2) Assumes constant working capital.


    Production
    Table 8
    -------------------------------------------------------------------------
                                 Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
                                                 %                       %
    Production                  2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Light &amp;amp; medium crude oil
     (bbl/d)                  27,211  27,207       -  27,073  27,353      (1)
    Heavy oil (bbl/d)          1,298   1,230       6   1,299   1,329      (2)
    Natural gas (mmcf/d)       192.0   173.3      11   197.0   177.6      11
    NGL (bbl/d)                3,822   3,795       1   3,862   4,013      (4)
    -------------------------------------------------------------------------
    Total production
     (boe/d)(1)               64,325  61,108       5  65,063  62,296       4
    % Natural gas production      50      47       6      50      48       4
    % Crude oil and liquids
     production                   50      53      (6)     50      52      (4)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Reported production for a period may include minor adjustments from
        previous production periods.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Production volumes averaged 64,325 boe per day in the third quarter of 2008 up five per cent from the same period in 2007. The majority of the increase in volumes was from the Dawson area due to the start-up of a third party gas plant in the fourth quarter of 2007. The volumes were in line with management's expectations and incorporated minor downtime for planned turnarounds that were completed during the quarter. The Trust is maintaining its full year production guidance at 64,000 to 65,000 boe per day.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 9 summarizes the Trust's third quarter production by core area:

    Table 9
    -------------------------------------------------------------------------
                                       Three Months Ended September 30, 2008
    -------------------------------------------------------------------------
    Production                        Total        Oil        Gas        NGL
    Core Area(1)                     (boe/d)    (bbl/d)   (mmcf/d)    (bbl/d)
    -------------------------------------------------------------------------
    Central AB                        7,428      1,380       29.0      1,218
    Northern AB &amp;amp; BC                 21,705      5,112       90.2      1,553
    Pembina &amp;amp; Redwater               13,972      9,866       19.1        921
    S.E. AB &amp;amp; S.W. Sask.              9,629        977       51.9          8
    S.E. Sask. &amp;amp; MB                  11,591     11,175        1.8        122
    -------------------------------------------------------------------------
    Total                            64,325     28,510      192.0      3,822
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                                       Three Months Ended September 30, 2007
    -------------------------------------------------------------------------
    Production                        Total        Oil        Gas        NGL
    Core Area(1)                     (boe/d)    (bbl/d)   (mmcf/d)    (bbl/d)
    -------------------------------------------------------------------------
    Central AB                        7,694      1,522       29.6      1,234
    Northern AB &amp;amp; BC                 19,106      5,776       71.2      1,475
    Pembina &amp;amp; Redwater               13,497      9,411       18.7        971
    S.E. AB &amp;amp; S.W. Sask.              9,679      1,008       52.0         10
    S.E. Sask. &amp;amp; MB                  11,132     10,720        1.8        105
    -------------------------------------------------------------------------
    Total                            61,108     28,437      173.3      3,795
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Provincial references: AB is Alberta, BC is British Columbia, Sask.
        is Saskatchewan, MB is Manitoba, S.E. is southeast and S.W. is
        southwest.

    Table 9a summarizes the Trust's production by core area for the first nine
months of 2008:

    Table 9a
    -------------------------------------------------------------------------
                                        Nine Months Ended September 30, 2008
    -------------------------------------------------------------------------
    Production                        Total        Oil        Gas        NGL
    Core Area(1)                     (boe/d)    (bbl/d)   (mmcf/d)    (bbl/d)
    -------------------------------------------------------------------------
    Central AB                        7,549      1,405       29.5      1,228
    Northern AB &amp;amp; BC                 22,550      5,473       93.1      1,553
    Pembina &amp;amp; Redwater               13,599      9,405       19.7        911
    S.E. AB &amp;amp; S.W. Sask.              9,826        991       52.9         12
    S.E. Sask. &amp;amp; MB                  11,539     11,098        1.8        158
    -------------------------------------------------------------------------
    Total                            65,063     28,372      197.0      3,862
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
                                        Nine Months Ended September 30, 2007
    -------------------------------------------------------------------------
    Production                        Total        Oil        Gas        NGL
    Core Area(1)                     (boe/d)    (bbl/d)   (mmcf/d)    (bbl/d)
    -------------------------------------------------------------------------
    Central AB                        7,984      1,644       30.2      1,313
    Northern AB &amp;amp; BC                 19,545      5,815       73.2      1,526
    Pembina &amp;amp; Redwater               13,579      9,378       18.9      1,051
    S.E. AB &amp;amp; S.W. Sask.              9,969      1,065       53.4          9
    S.E. Sask. &amp;amp; MB                  11,218     10,780        1.9        114
    -------------------------------------------------------------------------
    Total                            62,296     28,682      177.6      4,013
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Provincial references: AB is Alberta, BC is British Columbia, Sask.
        is Saskatchewan, MB is Manitoba, S.E. is southeast and S.W. is
        southwest.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Revenue
&lt;/p&gt;
&lt;p&gt;Revenue increased to $485.7 million for the third quarter of 2008. The increase in revenue was attributable to both higher realized oil prices and increased production volumes. Prior to hedging activities, ARC's total realized commodity price was $82.06 per boe in the third quarter of 2008, a 54 per cent increase from the $53.41 per boe received prior to hedging in 2007. For the nine months ended September 30, 2008, the Trust realized $78.84 per boe, a 47 per cent increase over the realized price of $53.73 per boe received in the comparable period in 2007. Both of these amounts are prior to hedging losses.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    A breakdown of revenue is as follows in Table 10:

    Table 10
    -------------------------------------------------------------------------
    Revenue                       Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
                                                 %                       %
    ($ millions)                2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Oil revenue                299.5   192.0     56    833.3   520.3      60
    Natural gas revenue        153.3    88.1     74    482.6   334.3      44
    NGL revenue                 29.1    19.4     50     82.4    57.0      45
    -------------------------------------------------------------------------
    Total commodity revenue    481.9   299.5     61  1,398.3   911.6      53
    Other revenue                3.8     0.7    443      7.3     2.0     265
    -------------------------------------------------------------------------
    Total revenue              485.7   300.2     62  1,405.6   913.6      54
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The oil and natural gas prices realized by the Trust are based upon quality and transportation differentials from major North American commodity postings. The Trust's realized oil price was 94 per cent of the Edmonton posted oil prices, slightly higher than the comparable quarter of 2007 where ARC received 92 per cent. The Trust has not experienced any significant change in the quality composition of its oil production hence the increase in price relative to Edmonton posted prices is due to the strengthening of prices for sour and medium sour blend postings relative to Edmonton posted prices. Approximately 43 per cent of ARC's crude oil production is light sweet oil, 53 per cent is light and medium sour crude with the balance being heavy oil. The Trust's natural gas price of $8.68 per mcf was lower than the AECO monthly average in the quarter of $9.27 per mcf as a portion of the Trust's natural gas production is sold at the AECO daily spot price which averaged $7.75 per mcf during the third quarter.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 11
    -------------------------------------------------------------------------
                                 Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
                                                 %                       %
                                2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Average Benchmark Prices
    AECO gas ($/mcf)(1)         9.27    5.61      65    8.58    6.81      26
    WTI oil (US$/bbl)(2)      118.18   75.33      57  113.39   66.22      71
    Cdn$/US$ foreign
     exchange rate              1.04    1.04       -    1.02    1.10      (7)
    Edmonton Posted oil
     (Cdn$/bbl)               121.77   79.78      53  114.99   72.99      58
    -------------------------------------------------------------------------
    ARC Realized Prices
     Prior to Hedging
    Oil ($/bbl)               114.20   73.40      56  107.20   66.45      61
    Natural gas ($/mcf)         8.68    5.52      57    8.94    6.90      30
    NGL ($/bbl)                82.87   55.64      49   77.91   52.07      50
    -------------------------------------------------------------------------
    Total commodity revenue
     before hedging ($/boe)    81.42   53.28      53   78.44   53.61      46
    Other revenue ($/boe)       0.64    0.13     392    0.40    0.12     233
    -------------------------------------------------------------------------
    Total revenue before
     hedging ($/boe)           82.06   53.41      54   78.84   53.73      47
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Represents the AECO monthly posting.
    (2) WTI represents West Texas Intermediate posting as denominated in US$.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Risk Management and Hedging Activities
&lt;/p&gt;
&lt;p&gt;ARC continues to maintain an ongoing risk management program to reduce the volatility of revenues in order to increase the certainty of distributions, protect acquisition economics, and fund capital expenditures. The risk management program and Board approved parameters are discussed in the Trust's 2007 Annual Report filed on SEDAR and available on the Trust's website - www.arcenergytrust.com.
&lt;/p&gt;
&lt;p&gt;Strong commodity prices throughout the third quarter had a significant positive impact on the Trust's revenue; however, these strong prices resulted in realized cash losses of $34.3 million on the Trust's oil and natural gas risk management contracts. Despite strong average commodity prices during the third quarter, prices decreased late in the quarter and futures prices as of September 30, 2008 were significantly lower than June 30, 2008. Consequently, the Trust recorded a $187.5 million unrealized non-cash mark-to-market gain on risk management contracts.
&lt;/p&gt;
&lt;p&gt;Table 12 is a summary of the total gain (loss) on risk management contracts for the third quarter of 2008 as compared to the same period in 2007.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 12
    -------------------------------------------------------------------------
    Risk Management
     Contracts                    Crude Oil    Natural     Foreign
    ($ millions)                  &amp;amp; Liquids        Gas  Currency(3)    Power
    -------------------------------------------------------------------------
    Realized cash (loss) gain
     on contracts(1)                  (26.9)      (7.5)      (0.2)         -
    Unrealized (loss) gain on
     contracts(2)                     139.6       39.6        5.6        1.9
    -------------------------------------------------------------------------
    Total gain (loss) on risk
     management contracts             112.7       32.1        5.4        1.9
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    --------------------------------------------------------------
    Risk Management
     Contracts                                 Q3 2008    Q3 2007
    ($ millions)                   Interest      Total      Total
    --------------------------------------------------------------
    Realized cash (loss) gain
     on contracts(1)                    0.3      (34.3)       8.0
    Unrealized (loss) gain on
     contracts(2)                       0.8      187.5        2.1
    --------------------------------------------------------------
    Total gain (loss) on risk
     management contracts               1.1      153.2       10.1
    --------------------------------------------------------------
    --------------------------------------------------------------

    (1) Realized cash gains and losses represent actual cash settlements or
        receipts under the respective contracts.
    (2) The unrealized (loss) gain on contracts represents the change in fair
        value of the contracts during the period.
    (3) Unrealized gain on foreign currency contracts includes a $6.2 million
        dollar gain on contracts related to repayments of the Trust's U.S.
        denominated long-term debt. See the Foreign Exchange Gains and Losses
        section of this MD&amp;amp;A for further details on the debt related
        contracts.


    Table 12a
    -------------------------------------------------------------------------
    Risk Management
     Contracts                    Crude Oil    Natural     Foreign
    ($ millions)                  &amp;amp; Liquids        Gas  Currency(3)    Power
    -------------------------------------------------------------------------
    Realized cash (loss) gain
     on contracts(1)                  (78.0)     (17.8)       0.1          -
    Unrealized (loss) gain
     on contracts(2)                    3.3       13.2        6.5        1.9
    -------------------------------------------------------------------------
    Total gain (loss) on risk
     management contracts             (74.7)      (4.6)       6.6        1.9
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    --------------------------------------------------------------
    Risk Management
     Contracts                                YTD 2008   YTD 2007
    ($ millions)                   Interest      Total      Total
    --------------------------------------------------------------
    Realized cash (loss) gain
     on contracts(1)                  (12.8)    (108.5)      15.3
    Unrealized (loss) gain
     on contracts(2)                    1.1       26.0       (8.0)
    --------------------------------------------------------------
    Total gain (loss) on risk
     management contracts             (11.7)     (82.5)       7.3
    --------------------------------------------------------------
    --------------------------------------------------------------

    (1) Realized cash gains and losses represent actual cash settlements or
        receipts under the respective contracts.
    (2) The unrealized (loss) gain on contracts represents the change in fair
        value of the contracts during the period.
    (3) Unrealized gain on foreign currency contracts includes a $6.9 million
        dollar gain on contracts related to repayments of the Trust's U.S.
        denominated long-term debt. See the Foreign Exchange Gains and Losses
        section of this MD&amp;amp;A for further details on the debt related
        contracts.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The volatility of oil and natural gas prices can lead to significant changes in the mark-to-market position of the Trust's oil and natural gas contracts. Unrealized losses at September 30, 2008 were calculated using forward strip prices as of that date to arrive at a closing mark-to-market loss position excluding contracts designated as effective accounting hedges, of $38.6 million compared to a loss position of $226 million at June 30, 2008 resulting from a weakening in commodity prices late in the third quarter. Commodity prices continued to decline after the quarter end, resulting in an increase in the value of the Trust's risk management contracts.
&lt;/p&gt;
&lt;p&gt;For the remainder of 2008 the Trust has unlimited price participation on approximately 70 per cent of forecast production. The remaining 30 per cent of production volumes have price caps at average prices of US$90 per barrel on crude oil and Cdn$9.68 per GJ on natural gas along with downside price protection at average prices of US$68.13 per barrel on crude oil and Cdn$7.42 per GJ on natural gas. For 2009, the Trust has 5,000 barrels per day of production capped at US$90 per barrel. Subsequent to the quarter end the Trust has bought back a portion of this contract to regain the upside price potential on this production. Table 13 is an indicative summary of the Trust's positions for crude oil, natural gas and related foreign exchange for the next twelve months as at September 30, 2008:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 13
    -------------------------------------------------------------------------
    Hedge Positions Summary
    As at September 30, 2008(1)(2)
    -------------------------------------------------------------------------
                                          Q4 2008               Q1 2009
    -------------------------------------------------------------------------
    Crude Oil                       US$/bbl    bbl/day    US$/bbl    bbl/day
    -------------------------------------------------------------------------
    Sold Call                         90.00     10,000      90.00      5,000
    Bought Put                        68.13     10,000      55.00      5,000
    Sold Put                          51.07      7,000      40.00      5,000
    -------------------------------------------------------------------------
    Natural Gas                     Cdn$/GJ     GJ/day    Cdn$/GJ     GJ/day
    -------------------------------------------------------------------------
    Sold Call                          9.68     48,570      10.51     42,202
    Bought Put                         7.42     48,570       7.81     42,202
    Sold Put                           5.26     10,480          -          -
    -------------------------------------------------------------------------
    Foreign Exchange               Cdn$/US$  $ million   Cdn$/US$  $ million
    -------------------------------------------------------------------------
    Bought Put                       1.0750       3.00          -          -
    Sold Put                         1.0300       3.00          -          -
    Swap                             1.0150      12.00          -          -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    -------------------------------------------------------------------------
    Hedge Positions Summary
    As at September 30, 2008(1)(2)
    -------------------------------------------------------------------------
                                          Q2 2009               Q3 2009
    -------------------------------------------------------------------------
    Crude Oil                       US$/bbl    bbl/day    US$/bbl    bbl/day
    -------------------------------------------------------------------------
    Sold Call                         90.00      5,000      90.00      5,000
    Bought Put                        55.00      5,000      55.00      5,000
    Sold Put                          40.00      5,000      40.00      5,000
    -------------------------------------------------------------------------
    Natural Gas                     Cdn$/GJ     GJ/day    Cdn$/GJ     GJ/day
    -------------------------------------------------------------------------
    Sold Call                            -          -           -          -
    Bought Put                           -          -           -          -
    Sold Put                             -          -           -          -
    -------------------------------------------------------------------------
    Foreign Exchange               Cdn$/US$  $ million   Cdn$/US$  $ million
    -------------------------------------------------------------------------
    Bought Put                            -          -          -          -
    Sold Put                              -          -          -          -
    Swap                                  -          -          -          -
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) The prices and volumes noted above represent averages for several
        contracts and the average price for the portfolio of options listed
        above does not have the same payoff profile as the individual option
        contracts. Viewing the average price of a group of options is purely
        for indicative purposes. The natural gas price shown translates all
        NYMEX positions to an AECO equivalent price. In addition to positions
        shown here, ARC has entered into additional basis positions.
    (2) Please refer to note 9 in the Notes to the Consolidated Financial
        Statements for full details of the Trust's hedging positions as at
        September 30, 2008.

    Table 13 should be interpreted as follows using the fourth quarter 2008
crude oil hedges as an example. To accurately analyze the Trust's hedge
position, contracts need to be modeled separately, as using average prices and
volumes may be misleading.

    -   If the market price is below $51.07, ARC will receive $68.13 less the
        difference between $51.07 and the market price on 7,000 barrels per
        day. For example if the market price is $51.06, ARC will receive
        $68.12 on 7,000 barrels per day.
    -   If the market price is between $51.07 and $68.13, ARC will receive
        $68.13 on 10,000 barrels per day.
    -   If the market price is between $68.13 and $90.00, ARC will receive
        the market price on 10,000 barrels per day.
    -   If the market price exceeds $90.00, ARC will receive $90.00 on
        10,000 barrels per day.

    Operating Netbacks

    The Trust's operating netback, after realized commodity and related
foreign exchange hedging losses, increased 42 per cent to $50.28 per boe in
the third quarter of 2008 compared to $35.52 per boe in the same period of
2007. The increase in netbacks in 2008 is primarily due to a 53 per cent
increase in the Trust's weighted average sales price. The increase in revenue
was partially offset by an increase in royalties and operating costs.

    The components of operating netbacks are shown in Tables 14 and 14a:

    Table 14
    -------------------------------------------------------------------------
                      Light and
                         Medium    Heavy  Natural           Q3 2008  Q3 2007
    Netbacks          Crude Oil      Oil      Gas      NGL    Total    Total
     ($ per boe)         ($/bbl)  ($/bbl)  ($/mcf)  ($/bbl)  ($/boe)  ($/boe)
    -------------------------------------------------------------------------
    Weighted average
     sales price         114.92    98.97     8.68    82.87    81.42    53.28
    Other revenue             -        -        -        -     0.64     0.13
    -------------------------------------------------------------------------
    Total revenue        114.92    98.97     8.68    82.87    82.06    53.41
    Royalties            (17.57)  (10.53)   (1.99)  (23.83)  (15.00)   (8.76)
    Transportation        (0.18)   (1.10)   (0.24)       -    (0.80)   (0.65)
    Operating costs(1)   (13.80)  (11.26)   (1.19)   (9.78)  (10.19)   (9.93)
    -------------------------------------------------------------------------
    Netback prior to
     hedging              83.37    76.08     5.26    49.26    56.07    34.07
    Realized gain (loss)
     on risk management
     contracts           (10.81)       -    (0.43)       -    (5.79)    1.45
    -------------------------------------------------------------------------
    Netback after
     hedging              72.56    76.08     4.83    49.26    50.28    35.52
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Operating expenses are composed of direct costs incurred to operate
        oil and gas wells. A number of assumptions have been made in
        allocating these costs between oil, heavy oil, natural gas and
        natural gas liquids production.

    Table 14a
    -------------------------------------------------------------------------
                      Light and
                         Medium    Heavy  Natural          YTD 2008 YTD 2007
    Netbacks          Crude Oil      Oil      Gas      NGL    Total    Total
     ($ per boe)         ($/bbl)  ($/bbl)  ($/mcf)  ($/bbl)  ($/boe)  ($/boe)
    -------------------------------------------------------------------------
    Weighted average
     sales price         108.09    88.49     8.94    77.92    78.44    53.61
    Other revenue             -        -        -        -     0.40     0.12
    -------------------------------------------------------------------------
    Total revenue        108.09    88.49     8.94    77.92    78.84    53.73
    Royalties            (16.69)   (9.49)   (1.89)  (22.15)  (14.18)   (9.28)
    Transportation        (0.13)   (1.16)   (0.23)       -    (0.77)   (0.73)
    Operating costs(1)   (14.00)  (10.94)   (1.21)   (7.18)  (10.14)   (9.51)
    -------------------------------------------------------------------------
    Netback prior to
     hedging              77.27    66.90     5.61    48.59    53.75    34.21
    Realized gain (loss)
     on risk management
     contracts(2)        (10.49)       -    (0.33)       -    (6.08)    0.93
    -------------------------------------------------------------------------
    Netback after
     hedging              66.78    66.90     5.28    48.59    47.67    35.14
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Operating expenses are composed of direct costs incurred to operate
        oil and gas wells. A number of assumptions have been made in
        allocating these costs between oil, heavy oil, natural gas and
        natural gas liquids production.
    (2) Realized loss on risk management contracts excludes the settlement
        amount for the treasury interest rate lock contracts that were
        unwound during the first quarter of 2008.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Royalties as a percentage of pre-hedged commodity revenue net of transportation costs were 18.5 per cent ($15.00 per boe) and 16.6 per cent ($8.76 per boe), respectively, for the third quarters of 2008 and 2007. The increase in the royalty rate from 16.6 per cent to 18.5 per cent was partially due to a higher proportion of gas revenue as natural gas royalty rates are generally higher, on average than royalty rates on crude oil production. In 2007, the Trust's royalty rates were lower than normal levels due to Gas Cost Allowance credits and royalty credits received on a portion of the Trust's BC gas production. The higher rate is also attributed to changes to the Trust's production profile as new production has come on to offset production declines at existing properties.
&lt;/p&gt;
&lt;p&gt;Operating costs increased to $10.19 per boe in the third quarter of 2008 compared to $9.93 per boe in the third quarter of 2007. Costs for the third quarter were in-line with expectations as turnarounds and maintenance activities continued throughout the summer months. For 2008, the Trust has maintained guidance at $10.20 per boe based on production of between 64,000 and 65,000 barrels per day. Total operating costs are projected to be approximately $235 million for the full year of 2008.
&lt;/p&gt;
&lt;p&gt;Alberta Government New Royalty Framework
&lt;/p&gt;
&lt;p&gt;On April 10, 2008, the Alberta Government announced revisions to the New Royalty Framework ("Framework" or "NRF") that will take effect on January 1, 2009 pending final legislation which is expected in November 2008.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    The revisions to the Framework include the following:

    -   Increased royalty rates on conventional and non-conventional oil and
        natural gas production in Alberta whereby royalty rates may increase
        to maximum rates of 50 per cent;
    -   Sliding scale royalty calculations based on a broader range of
        commodity prices whereby conventional oil and natural gas royalty
        rates may increase up to maximum prices of approximately Cdn$120 per
        barrel and Cdn$16 per GJ, respectively;
    -   The elimination of royalty incentive and royalty holiday programs
        with the exception of specific programs relating to deep oil and
        natural gas drilling programs, innovative technology and enhanced
        recovery programs;
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Approximately 65 per cent of the Trust's production is in Alberta; consequently, the Framework will have a significant adverse impact on the Trust's Alberta and corporate royalty rates. The Trust has completed an assessment of the Framework and has estimated that the Trust's average corporate royalty rate will increase from approximately 18 per cent of revenue in 2008 to between 20 and 28 per cent of revenue in 2009 depending upon commodity prices as illustrated in Table 14b.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 14b
    -------------------------------------------------------------------------
                    Royalty Rates - New Royalty Framework
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Edmonton posted oil (Cdn$/bbl)(1)            $60     $80    $100    $120
    AECO natural gas (Cdn$/GJ)(1)                 $6      $8     $10     $12
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Current Alberta royalty rate(2)            17.5%   17.5%   17.5%   17.5%
    -------------------------------------------------------------------------
    NRF Alberta royalty rate(3)                20.0%   25.0%   29.0%   33.0%
    -------------------------------------------------------------------------
        % Increase - Alberta royalty rate        14%     43%     66%     89%
    -------------------------------------------------------------------------
    Current Corporate royalty rate(2)          18.0%   18.0%   18.0%   18.0%
    -------------------------------------------------------------------------
    NRF Corporate royalty rate(3)              20.0%   23.0%   26.0%   28.0%
    -------------------------------------------------------------------------
        % Increase - Corporate royalty rate      11%     28%     44%     56%
    -------------------------------------------------------------------------
        Incremental Annual Corporate
         royalties ($ Millions)                $15.0   $60.0  $125.0  $200.0
    -------------------------------------------------------------------------
        Decrease in annual cash flow per unit  $0.07   $0.27   $0.58   $0.91
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Canadian dollar denominated prices before quality differentials.
    (2) Current Alberta and Corporate royalty rates are consistent across all
        price scenarios as price ceilings have been exceeded under the
        current royalty regime whereby royalty rates change only marginally
        across the price scenarios presented.
    (3) Estimated royalty rates based on draft guidelines that are subject to
        interpretation. Changes to draft royalty guidelines may result in
        changes to the estimated royalty rates. Royalty rate includes Crown,
        Freehold and Gross Override royalties for all jurisdictions in which
        the Trust operates.

    Table 14c illustrates provincial royalty rates following implementation of
the Framework whereby royalty rates in Alberta will be significantly higher
than royalty rates in the Trust's other operating jurisdictions. Production in
each province currently approximates 65 per cent in Alberta, 22 per cent in
Saskatchewan, 11 per cent in British Columbia and one per cent in Manitoba.
The Trust may redirect future capital spending from Alberta if rates of return
erode relative to other provinces following implementation of the Framework in
January 2009.

    Table 14c
    -------------------------------------------------------------------------
               Provincial Royalty Rates - New Royalty Framework
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Edmonton posted oil (Cdn$/bbl)(1)            $60     $80    $100    $120
    AECO natural gas (Cdn$/GJ)(1)                 $6      $8     $10     $12
    -------------------------------------------------------------------------

    -------------------------------------------------------------------------
    Current Alberta royalty rate(2)            17.5%   17.5%   17.5%   17.5%
    -------------------------------------------------------------------------
    NRF Alberta royalty rate(2)                20.0%   25.0%   29.0%   33.0%
    -------------------------------------------------------------------------
    Saskatchewan royalty rate(2)               20.7%   20.7%   20.7%   20.7%
    -------------------------------------------------------------------------
    British Columbia royalty rate(2)           23.5%   23.5%   23.5%   23.5%
    -------------------------------------------------------------------------
    Manitoba royalty rate(2)                   17.4%   17.4%   17.4%   17.4%
    -------------------------------------------------------------------------
    (1) Canadian dollar denominated prices before quality differentials.

    (2) Royalty rate includes Crown, Freehold and Gross Override royalties
        for all jurisdictions in which the Trust operates.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;As royalties under the new Framework are sensitive to both commodity prices and production levels, the estimated NRF Alberta and corporate royalty rates will fluctuate with commodity prices, well production rates, production decline of existing wells, and performance and location of new wells drilled. The estimated Alberta and corporate royalty rates are based on draft guidelines that may change pending the outcome of final legislation.
&lt;/p&gt;
&lt;p&gt;The Trust will upgrade its production accounting system in the fourth quarter to accommodate royalty calculations and reporting requirements under the Framework effective January 1, 2009.
&lt;/p&gt;
&lt;p&gt;General and Administrative Expenses and Trust Unit Incentive Compensation
&lt;/p&gt;
&lt;p&gt;Cash G&amp;amp;A expenses net of overhead recoveries on operated properties, excluding cash costs of the Whole Trust Unit Incentive Plan ("Whole Unit Plan"), increased seven per cent to $9 million in the third quarter of 2008 from $8.4 million in the same period of 2007. Increases in G&amp;amp;A expenses for 2008 were due to increased staff levels and higher compensation costs.
&lt;/p&gt;
&lt;p&gt;The Trust recorded a non-cash G&amp;amp;A recovery of $5.5 million (a recovery of $0.93 per boe) during the third quarter, representing a reduction in the value of the Whole Unit Plan due to the decrease in the Trust's unit price from $33.95 per unit at June 30, 2008 to $23.10 at September 30, 2008. There were no cash payments under the plan in the third quarter. Subsequent to quarter end, the Trust made a cash payment under the plan of $9.3 million of which $7.0 million was recorded in G&amp;amp;A. The amount paid subsequent to quarter end was fully accrued as non-cash expense in the third quarter and the cash payment will be reflected as cash G&amp;amp;A and a decrement to cash flow from operating activities in the fourth quarter.
&lt;/p&gt;
&lt;p&gt;Table 15 is a breakdown of G&amp;amp;A and trust unit incentive compensation expense:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 15
    -------------------------------------------------------------------------
    G&amp;amp;A and Trust Unit
     Incentive Compensation      Three Months Ended       Nine Months Ended
     Expense                         September 30            September 30
    -------------------------------------------------------------------------
    ($ millions                                    %                       %
     except per boe)            2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    G&amp;amp;A expenses                13.3    12.0      11    40.3    38.1       6
    Operating recoveries        (4.3)   (3.6)     19   (12.2)  (12.0)      2
    -------------------------------------------------------------------------
    Cash G&amp;amp;A before
     Whole Unit Plan             9.0     8.4       7    28.1    26.1       8
    Whole Unit Plan  - cash        -       -       -    14.4     8.3      74
                     - accrued  (5.5)    3.7    (249)    4.7    (0.3)   1667
    -------------------------------------------------------------------------
    Total G&amp;amp;A and trust unit
     incentive compensation
     expense                     3.5    12.1     (71)   47.2    34.1      38
    -------------------------------------------------------------------------
    Total G&amp;amp;A and trust unit
     incentive compensation
     expense per boe            0.59    2.16     (73)   2.65    2.00      33
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The components of the initial $3.15 per boe G&amp;amp;A guidance for the full year were as follows: cash G&amp;amp;A - $1.71/boe; cash component of LTIP - $1.00 per boe; non-cash LTIP component - $0.44 per boe. The $1.00 per boe cash and $0.44 per boe non-cash Whole Unit Plan amounts have been revised downward to $0.90 per boe cash and $0.15 per boe non-cash to account for the decline in the trust unit price which impacts the fourth quarter cash payout and non-cash expense amounts under the Whole Unit Plan. The cash G&amp;amp;A guidance remains unchanged at $1.70 per boe for the remainder of 2008. The revised full year guidance for G&amp;amp;A is now $2.75 per boe.
&lt;/p&gt;
&lt;p&gt;Whole Unit Plan
&lt;/p&gt;
&lt;p&gt;The Whole Unit Plan results in each employee, officer and director (the "plan participants") receiving cash compensation in relation to the value of a specified number of underlying trust units. The Whole Unit Plan consists of Restricted Trust Units ("RTUs") for which the number of units is fixed and will vest over a period of three years and Performance Trust Units ("PTUs") for which the number of units is variable and will vest at the end of three years.
&lt;/p&gt;
&lt;p&gt;Upon vesting, the plan participant is entitled to receive a cash payment based on the fair value of the underlying trust units plus accrued distributions. The cash compensation issued upon vesting of the PTUs is dependent upon the performance of the Trust compared to its peers and indicated by the performance multiplier. The performance multiplier is based on the percentile rank of the Trust's total unitholder return compared to its peers. Total return is calculated as the sum of the change in the market price of the trust units in the period plus the amount of distributions in the period. The performance multiplier ranges from zero, if ARC's performance ranks in the bottom quartile, to two for top quartile performance.
&lt;/p&gt;
&lt;p&gt;Table 16 shows the changes to the Whole Unit Plan during the first nine months of 2008 along with the estimated value of the plan at September 30, 2008:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 16
    -------------------------------------------------------------------------
    Whole Unit Plan
    (units in thousands and         Number of      Number of           Total
     $ millions except per unit)         RTUs           PTUs   RTUs and PTUs
    -------------------------------------------------------------------------
    Balance, beginning of period          746            903           1,649
    Granted in the period                 414            353             767
    Vested in the period                 (193)          (183)           (376)
    Forfeited in the period               (41)           (42)            (83)
    -------------------------------------------------------------------------
    Balance, end of period(1)             926          1,031           1,957
    -------------------------------------------------------------------------
    Estimated distributions
     to vesting date(2)                   277            431             708
    Estimated units upon vesting
     after distributions                1,203          1,462           2,665
    Performance multiplier(3)               -            1.5               -
    -------------------------------------------------------------------------
    Estimated total units upon vesting  1,203          2,145           3,348
    -------------------------------------------------------------------------
    Trust unit price at
     September 30, 2008                $23.10         $23.10          $23.10
    Estimated total value upon
     vesting ($ millions)                27.8           49.5            77.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Based on underlying units before performance multiplier and accrued
        distributions.
    (2) Represents estimated additional units to be issued equivalent to
        estimated distributions accruing to vesting date.
    (3) The performance multiplier only applies to PTUs and was estimated to
        be 1.5 at September 30, 2008 based on an average calculation of all
        outstanding grants. The performance multiplier is assessed each
        period end based on actual results of the Trust relative to its
        peers.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The value associated with the RTUs and PTUs is expensed in the statement of income over the vesting period with the expense amount being determined by the trust unit price, the number of PTUs to be issued on vesting, and distributions. In periods where substantial trust unit price fluctuation occurs, the Trust's G&amp;amp;A expense is subject to significant volatility.
&lt;/p&gt;
&lt;p&gt;Table 17 is a summary of the range of future expected payments under the Whole Unit Plan based on variability of the performance multiplier and units outstanding as at September 30, 2008:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 17
    -------------------------------------------------------------------------
    Value of Whole Unit Plan
     as at September 30, 2008            Performance multiplier
    -------------------------------------------------------------------------
    (units thousands and
     $ millions except per unit)            -            1.0             2.0
    -------------------------------------------------------------------------
    Estimated units to vest
      RTUs                              1,203          1,203           1,203
      PTUs                                  -          1,462           2,923
    -------------------------------------------------------------------------
    Total units(1)                      1,203          2,665           4,126
    -------------------------------------------------------------------------
      Trust unit price(2)              $23.10         $23.10          $23.10
      Trust unit distributions
       per month(2)                     $0.24          $0.24           $0.24
    -------------------------------------------------------------------------
    Value of Whole Unit Plan
     upon vesting                        27.8           61.6            95.3
    -------------------------------------------------------------------------
      Officers                            2.9           18.8            34.8
      Directors                           1.9            1.9             1.9
      Staff                              23.0           40.9            58.6
    -------------------------------------------------------------------------
    Total payments under
     Whole Unit Plan(3)                  27.8           61.6            95.3
    -------------------------------------------------------------------------
      2008                                4.3            6.5             8.6
      2009                               10.7           19.1            27.6
      2010                                8.3           19.8            31.2
      2011                                4.5           16.2            27.9
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Includes additional estimated units to be issued for accrued
        distributions to vesting date.
    (2) Values will fluctuate over the vesting period based on the volatility
        of the underlying trust unit price and distribution levels. Assumes
        future trust unit price of $23.10 per trust unit and distributions
        based on current levels at September 30.
    (3) Upon vesting, a cash payment is made equivalent to the value of the
        underlying trust units. The payment is made on vesting dates in March
        and April for the spring grants, and September and October for the
        fall grants of each year and at that time is reflected as a reduction
        of cash flow from operating activities.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Due to the variability in the future payments under the plan, the Trust estimates that between $27.8 million and $95.3 million will be paid out from 2008 through 2011 based on the current trust unit price, distribution levels and the Trust's market performance relative to its peers.
&lt;/p&gt;
&lt;p&gt;Provision for Non-recoverable Accounts Receivable
&lt;/p&gt;
&lt;p&gt;On July 22, 2008, SemCanada Crude filed for protection under the Companies' Creditors Arrangement Act ("CCAA"). At that time, the Trust had a receivable of $30.6 million owing from the counterparty for crude oil production that SemCanada marketed on behalf of the Trust. To date, the Trust has recorded a provision for non-recoverable accounts receivable of $18 million ($13.5 million net of tax) for the estimated non-recoverable portion of the $30.6 million balance as Management believes that some portion of the $30.6 million owed by SemCanada is recoverable. The Trust has no additional exposure to SemCanada Crude as all production was allocated to other marketing counterparties effective July 23, 2008.
&lt;/p&gt;
&lt;p&gt;Interest Expense
&lt;/p&gt;
&lt;p&gt;Interest expense decreased to $7.8 million in the third quarter of 2008 from $8.6 million in the third quarter of 2007 due to a decrease in short-term interest rates. As at September 30, 2008, the Trust had $695.7 million of debt outstanding, of which $231 million was fixed at a weighted average rate of 4.8 per cent and $464.7 million was floating at current market rates plus a credit spread of 60 basis points. The Canadian market interest rates have declined to approximately 4.2 per cent in the third quarter of 2008 as compared to approximately 4.9 per cent in the same period of 2007. U.S. London Inter-Bank Offer Rate ("LIBOR") interest rates have declined to approximately 3.1 per cent in the third quarter of 2008 as compared to approximately six per cent in the same period of 2007. Although Canadian interest rates and US LIBOR rates have decreased on average since the third quarter of 2007, they have been volatile towards the end of the September and into the month of October due to the credit crisis and the uncertainty surrounding some banks' sources of funds. In light of this volatility, the Trust has maintained annual guidance for interest expense at $1.50 per boe.
&lt;/p&gt;
&lt;p&gt;Foreign Exchange Gains and Losses
&lt;/p&gt;
&lt;p&gt;In the third quarter of 2008, the Trust recorded a loss of $16.3 million on foreign exchange transactions compared to a gain of $25.7 million in the same period of 2007. These amounts include both realized and unrealized foreign exchange gains and losses.
&lt;/p&gt;
&lt;p&gt;Realized foreign exchange gains or losses arise from U.S. denominated transactions such as interest payments, debt repayments and hedging settlements.
&lt;/p&gt;
&lt;p&gt;Unrealized foreign exchange gains and losses are due to revaluation of U.S. denominated debt balances into Canadian dollars based on period end foreign exchange rates. The unrealized gain/loss impacts net income but does not impact cash flow from operating activities as it is a non-cash amount. During the third quarter, the Canadian dollar weakened to 1.06 CAD$/US$ from 1.01 CAD$/US$ at June 30, 2008, resulting in an unrealized loss of $15.5 million on U.S. dollar denominated debt of US$374 million.
&lt;/p&gt;
&lt;p&gt;ARC entered into forward contracts to lock in exchange rates for principal repayments on US$127.2 million of the US$218 million fixed term debt outstanding. The forward contracts had a mark-to-market gain position at September 30, 2008 of $9.5 million. The unrealized gain on these contracts has been included in the unrealized risk management contracts on the Consolidated Statement of Income and Deficit.
&lt;/p&gt;
&lt;p&gt;Taxes
&lt;/p&gt;
&lt;p&gt;In the third quarter of 2008 the Trust recorded a future income tax expense of $48.4 million versus an income tax recovery of $6.3 million in the third quarter of 2007. The third quarter expense of $48.4 million is primarily due to the $187.5 million unrealized mark-to-market gain on risk management contracts. The Trust has recorded a current future income tax asset of $13.9 million as at September 30, 2008 relating to the current portion of mark-to-market losses on risk management contracts. The net future tax liability on the balance sheet reflects the estimated tax liability associated with the Trust's income tax pools being less than the net book value of the Trust's assets. Each quarter as the Trust makes distributions it effectively passes the taxable income in the current period on to its unitholders.
&lt;/p&gt;
&lt;p&gt;On February 26, 2008, the Federal Government announced as part of the Federal budget that the provincial component of the tax on the Trust is to be calculated based on the general provincial rate in each province in which the Trust has a permanent establishment. This is the same way a corporation would calculate its provincial tax rate, and is different than the original calculation of the tax on the Trust, which had a deemed provincial rate of 13 per cent rather than Alberta's provincial rate of 10 per cent. At the time of writing this MD&amp;amp;A, the Federal budget had been substantively enacted; however, the specific rules for determining the provincial rates for trusts had not been substantively enacted as at September 30, 2008. As a result, a reduction in the tax rate used for the Trust's future income tax calculation has not been reflected in the third quarter of 2008.
&lt;/p&gt;
&lt;p&gt;On July 14, 2008, the Department of Finance released proposed amendments (the "Conversion Rules") to the Income Tax Act (Canada) to facilitate the conversion of existing income trusts into corporations. In general, the proposed amendments will permit a conversion to be tax deferred for both the unitholders and the income trust. However, the Conversion Rules provide alternative approaches to completing a tax deferred conversion. The Department of Finance requested comments on the Conversion Rules by September 15, 2008 and it is anticipated that there will be further amendments to the Conversion Rules. Management and the Board of Directors continue to review the impact of the trust tax on our business strategy and while there has not been a decision as to ARC's future direction, at this time we are of the opinion that the conversion from a trust into a corporation may be the most logical and tax efficient alternative for ARC unitholders. We expect future technical interpretations and details will further clarify the legislation. At the present time, ARC believes that if structural or other similar changes are not made, the relative after-tax distribution amount in 2011 to taxable Canadian investors will remain approximately the same at the same distribution levels, however, will decline for both tax-deferred Canadian investors (RRSPs, RRIFs, pension plans, etc.) and foreign investors.
&lt;/p&gt;
&lt;p&gt;Depletion, Depreciation and Accretion of Asset Retirement Obligation
&lt;/p&gt;
&lt;p&gt;The depletion, depreciation and accretion ("DD&amp;amp;A") rate decreased slightly to $15.79 per boe in the third quarter of 2008 from $16.11 per boe in the third quarter of 2007. Total depletion of oil and gas assets increased by $3.4 million due to an increase in the Trust's production volumes for the quarter. The lower depletion rate in the third quarter and first nine months of 2008 relative to 2007 is due to a slight increase in the Trust's proven reserve base and a reduction in future development capital associated with the Trust's proven reserve base in 2008.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    A breakdown of the DD&amp;amp;A rate is detailed in Table 18:

    Table 18
    -------------------------------------------------------------------------
    DD&amp;amp;A Rate                    Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
    ($ millions except                             %                       %
      per boe amounts)          2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Depletion of oil &amp;amp; gas
     assets(1)                  91.1    87.7       4   276.5   267.8       3
    Accretion of asset
     retirement obligation(2)    2.3     2.9     (21)    6.9     8.7     (21)
    -------------------------------------------------------------------------
    Total DD&amp;amp;A expense          93.4    90.6       3   283.4   276.5       2
    DD&amp;amp;A rate per boe          15.79   16.11      (2)  15.90   16.26      (2)
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Includes depletion of the capitalized portion of the asset retirement
        obligation that was capitalized to the Property Plant &amp;amp; Equipment
        ("PP&amp;amp;E") balance and is being depleted over the life of the reserves.
    (2) Represents the accretion expense on the asset retirement obligation
        during the year.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Capital Expenditures and Net Acquisitions
&lt;/p&gt;
&lt;p&gt;During the third quarter of 2008, the Trust spent $136.4 million on capital expenditures, including $18.6 million for purchases of undeveloped land at land sales. In addition, $13.1 million was spent on net acquisitions of both producing properties and undeveloped land. Year-to-date, the Trust has spent $379.1 million on capital expenditures, including $105.3 million on undeveloped land. As well, the Trust has spent $23.4 million on minor producing property and undeveloped land property acquisitions in the first nine months of 2008.
&lt;/p&gt;
&lt;p&gt;The following summarizes the Trust's year-to-date spending as it relates to our strategic focus areas:
&lt;/p&gt;
&lt;p&gt;Resource Plays
&lt;/p&gt;
&lt;p&gt;The Trust's resource play spending consists of costs incurred for projects in the Montney gas play, the Bakken oil play and the Trust's natural gas from coal ("NGC") projects. Year-to-date, the Trust has spent $200.6 million which includes land purchases of $107.5 million.
&lt;/p&gt;
&lt;p&gt;In the Montney, ARC has spent a total of $72.3 million ($159.8 million including crown land purchases and property purchases from other companies) during the period. At September 30, 2008, the Trust had drilled and completed four horizontal and two vertical wells while an additional 15 wells (3 horizontal and 12 vertical) have been drilled and are scheduled to be completed in the fourth quarter. The Trust is on schedule with the construction of its 10 mmcf per day pipeline from Dawson to Fourth Creek with project completion expected in the fourth quarter.
&lt;/p&gt;
&lt;p&gt;In the Bakken, the Trust purchased undeveloped land for $19.9 million and spent $11.7 million on the drilling of five wells that are all on production at the end of the third quarter at a combined rate of over 1,000 boe per day.
&lt;/p&gt;
&lt;p&gt;NGC project spending has totaled $9.2 million for the first nine months of 2008.
&lt;/p&gt;
&lt;p&gt;Tertiary EOR Initiatives
&lt;/p&gt;
&lt;p&gt;Total spending of $34 million included $11.3 million spent on the Redwater CO(2) injection pilot project during the first nine months of 2008. During the third quarter the Trust received final approval from the Energy Resources Conservation Board for the pilot project and began injecting CO(2) on July 29th. In addition, $12.4 million has been spent at Weyburn where the Trust participates in a CO(2) EOR flood operated by EnCana Corporation. Finally, the Trust spent $10 million on projects at Midale where the Trust participates in a CO(2) EOR flood operated by Apache Corporation.
&lt;/p&gt;
&lt;p&gt;Conventional Assets
&lt;/p&gt;
&lt;p&gt;ARC's conventional assets accounted for total spending of $167.7 million, including land purchases. Some of the highlights of the conventional program are as follows.
&lt;/p&gt;
&lt;p&gt;The Trust has drilled and completed 20 oil wells in the Pembina Cardium area, all of which are on production at the end of the third quarter.
&lt;/p&gt;
&lt;p&gt;In Southwest Saskatchewan, the Trust has drilled a total of 49 shallow gas wells. Of these wells, 26 are currently on production and the remaining 23 will be completed and tied-in during the fourth quarter. In addition, the Trust completed 22 wells in the first quarter of 2008 that were drilled in the fourth quarter of 2007. The Trust was planning to drill an additional 26 shallow gas wells in this area, however, environmental regulatory approvals have caused delays which may cause the Trust to defer this project until 2009.
&lt;/p&gt;
&lt;p&gt;In Redwater, the Trust has drilled eight wells of which three are on production with the remaining five expected to be completed in the fourth quarter.
&lt;/p&gt;
&lt;p&gt;Acquisitions and Dispositions
&lt;/p&gt;
&lt;p&gt;The Trust completed minor net producing property acquisitions for $0.2 million and undeveloped land purchases for $23.2 million year-to-date. The acquisition of undeveloped property for $23.2 million is included in the Montney resource play land purchases discussed above.
&lt;/p&gt;
&lt;p&gt;A breakdown of capital expenditures and net acquisitions is shown in Table 19:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 19
    -------------------------------------------------------------------------
    Capital Expenditures         Three Months Ended       Nine Months Ended
                                     September 30            September 30
    -------------------------------------------------------------------------
                                                   %                       %
    -------------------------------------------------------------------------
    ($ millions)                2008    2007  Change    2008    2007  Change
    -------------------------------------------------------------------------
    Geological and geophysical   1.3     2.9     (55)   23.3    11.9      96
    Drilling and completions    91.4    73.4      25   188.3   154.4      22
    Plant and facilities        24.2    21.1      15    59.9    54.1      11
    Undeveloped land            18.6    33.0     (44)  105.3    34.9     202
    Other capital                0.9     1.5     (40)    2.3     2.6     (12)
    -------------------------------------------------------------------------
    Total capital
     expenditures              136.4   131.9       3   379.1   257.9      47
    -------------------------------------------------------------------------
    Producing property
     acquisitions(1)               -    27.3    (100)    0.3    42.0     (99)
    Undeveloped land property
     acquisitions               13.1       -     100    26.9       -     100
    Producing property
     dispositions(1)               -       -       -    (0.1)   (4.6)    (98)
    Undeveloped land property
     dispositions                  -       -       -    (3.7)      -     100
    -------------------------------------------------------------------------
    Total capital expenditures
     and net acquisitions      149.5   159.2      (6)  402.5   295.3      36
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Value is net of post-closing adjustments.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Approximately 57 per cent of the $136.4 million capital program in the third quarter of 2008 was financed with cash flow from operating activities compared to 38 per cent in the same period of 2007. Property acquisitions were financed through debt. On a year-to-date basis, the Trust has funded 77 per cent of the capital expenditures with cash flow from operating activities as compared to 58 percent for the first nine months of 2007.
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 20
    -------------------------------------------------------------------------
    Source of Funding of Capital Expenditures and Net Acquisitions
    ($ millions)
    -------------------------------------------------------------------------
                               Three Months Ended         Three Months Ended
                               September 30, 2008         September 30, 2007
    -------------------------------------------------------------------------
                          Devel-     Net    Total    Devel-     Net    Total
                         opment   Acquis-  Expend-  opment   Acquis-  Expend-
                        Capital   itions   itures  Capital   itions   itures
    -------------------------------------------------------------------------
    Expenditures          136.4     13.1    149.5    131.9     27.3    159.2
    -------------------------------------------------------------------------

    Cash flow from
     operating activities   57%        -      53%      38%        -      31%
    Proceeds from DRIP
     and Rights Plan        29%        -      26%      21%        -      17%
    Debt                    14%     100%      21%      41%     100%      52%
    -------------------------------------------------------------------------
                           100%     100%     100%     100%     100%     100%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Table 20a
    -------------------------------------------------------------------------
    Source of Funding of Capital Expenditures and Net Acquisitions
    ($ millions)
    -------------------------------------------------------------------------
                           YTD September 30, 2008     YTD September 30, 2007
    -------------------------------------------------------------------------
                          Devel-     Net    Total    Devel-     Net    Total
                         opment   Acquis-  Expend-  opment   Acquis-  Expend-
                        Capital   itions   itures  Capital   itions   itures
    -------------------------------------------------------------------------
    Expenditures          379.1     23.4    402.5    257.9     37.4    295.3
    -------------------------------------------------------------------------

    Cash flow from
     operating activities   77%        -      72%      58%        -      50%
    Proceeds from DRIP
     and Rights Plan        23%      38%      24%      33%        -      29%
    Debt                      -      62%       4%       9%     100%      21%
    -------------------------------------------------------------------------
                           100%     100%     100%     100%     100%     100%
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;Asset Retirement Obligation and Reclamation Fund
&lt;/p&gt;
&lt;p&gt;The Asset Retirement Obligation ("ARO") increased by $3.1 million in the first nine months of 2008 to $143.1 million ($140 million at December 31, 2007) for future abandonment and reclamation of the Trust's properties.
&lt;/p&gt;
&lt;p&gt;Included in the September 30, 2008 ARO balance is a $1.6 million increase related to development activities in the first nine months of 2008 as well as changes in estimates for the existing liability. The ARO liability was also increased by $6.9 million for accretion expense in the period and was reduced by $7.8 million for actual abandonment expenditures incurred in the first nine months of 2008.
&lt;/p&gt;
&lt;p&gt;The Trust maintains two reclamation funds that together held $26.9 million at September 30, 2008, one exclusively for the reclamation of the Redwater property and the other for all of the Trust's other properties.
&lt;/p&gt;
&lt;p&gt;In total, ARC contributed $9 million cash to its reclamation funds in the first nine months of 2008 and earned interest of $0.9 million on the fund balances. The fund balances were reduced by $9 million for cash-funded abandonment expenditures in the first nine months of 2008.
&lt;/p&gt;
&lt;p&gt;Capitalization, Financial Resources and Liquidity
&lt;/p&gt;
&lt;p&gt;A breakdown of the Trust's capital structure is detailed in Table 21 as at September 30, 2008 and December 31, 2007:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    Table 21
    -------------------------------------------------------------------------
    Capital Structure and Liquidity               September 30,  December 31,
    ($ millions except per cent and ratio amounts)        2008          2007
    -------------------------------------------------------------------------
    Net debt obligations(1)                              773.2         752.7
    Market value of trust units and exchangeable
     shares(2)                                         5,021.9       4,349.3
    -------------------------------------------------------------------------
    Total capitalization(3)                            5,795.1       5,102.0
    -------------------------------------------------------------------------
    Net debt as a percentage of total capitalization     13.3%         14.8%
    Net debt to annualized YTD cash flow from
     operating activities                                  0.8           1.1
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Net debt is a non-GAAP measure and is calculated as long-term debt
        plus current liabilities less the current assets as they appear on
        the Consolidated Balance Sheets. Net debt excludes current unrealized
        amounts pertaining to risk management contracts and the current
        portion of future income taxes.
    (2) Calculated using the total trust units outstanding at September 30,
        2008 including the total number of trust units issuable for
        exchangeable shares at September 30, 2008 multiplied by the closing
        trust unit price of $23.10.
    (3) Total capitalization as presented does not have any standardized
        meaning prescribed by Canadian GAAP and therefore it may not be
        comparable with the calculation of similar measures for other
        entities. Total capitalization is not intended to represent the total
        funds from equity and debt received by the Trust.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;The Trust's current credit facilities comprise US$218 million in senior secured notes currently outstanding, a Cdn$800 million syndicated bank credit facility, of which $452.3 million was outstanding at September 30, 2008 and a Cdn$25 million demand working capital facility, of which $12.4 million was outstanding at September 30, 2008. On April 15, 2008 ARC extended the credit facility to April 2011 under the same terms. The credit facility syndicate includes 11 domestic and international banks. The Trust's debt agreements contain a number of covenants all of which were met as at September 30, 2008; these agreements are available at www.SEDAR.com. The major financial covenants are described below:
&lt;/p&gt;
&lt;pre&gt;
    &amp;lt;&amp;lt;
    -   Long-term debt is not to exceed three times annualized cash flow from
        operating activities prior to interest expense, expenditures on site
        restoration and reclamation and changes in non-cash working capital.
    -   Long-term debt is not to exceed 50 per cent of unitholders' equity
        plus long-term debt.
    &amp;gt;&amp;gt;

&lt;/pre&gt;
&lt;p&gt;As at September 30, 2008 ARC has approximately $270 million of unused credit available, net of the working capital deficiency (before risk management contracts and the current portion of future income tax), under its bank credit facility and the ability to issue an additional US$100 million of long-term notes under an agreement with one lender. This option, which will expire in May 2009, would allow the Trust to issue long-term notes at a rate equal to the related U.S. treasuries corresponding to the term of the notes plus an appropriate credit risk adjustment at the time of issuance.
&lt;/p&gt;
&lt;p&gt;As a result of the weakened global economic situation, the Trust along with all other oil and gas entities will have restricted access to capital and increased borrowing costs. Although the Trust's business and asset base have not changed, the lending capacity of all financial institutions has been diminished and risk premiums have increased. These issues will impact the Trust as it reviews financing alternatives for the 2009 capital program, assesses potential future acquisition opportunities and manages future cash flow decremented by lower commodity prices and higher borrowing costs. The Trust intends to finance the remainder of its 2008 capital program and its 2009 capital program with cash flow, existing credit facilities, proceeds from the DRIP, potential asset dispositions and new borrowings or equity if necessary. Beyond that, the Trust may need to access additional capital and/or curtail capital expenditure plans and if so, will execute the most cost effective and efficient means of financing its ongoing operations.
&lt;/p&gt;
&lt;p&gt;Unitholders' Equity
&lt;/p&gt;
&lt;p&gt;At September 30, 2008, there were 217.4 million trust units issued and issuable for exchangeable shares, an increase of 4.2 million trust units from December 31, 2007. The increase in number of trust units outstanding is mainly attributable to the 3.7 million trust units issued pursuant to the DRIP during the nine months of 2008 at an average price of $25.16 per unit. Unitholders electing to reinvest distributions or make optional cash payments to acquire trust units from treasury under the DRIP may do so at a five per cent discount to the prevailing market price with no additional fees or commissions.
&lt;/p&gt;
&lt;p&gt;The Trust had two thousand rights outstanding as of September 30, 2008 under an employee plan where further rights issuances were discontinued in 2004. The rights are fully vested and may be exercised to purchase trust units at an average adjusted exercise price of $10.33 per unit as at September 30, 2008. The rights will expire on or before December 31, 2008. During the first nine months of 2008, the 