APA GROUP — Interim / Quarterly Report 2009

Feb 24, 2009

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ASX RELEASE

25 February 2009

The Manager

Company Announcements Office Australian Securities Exchange 4[th] Floor, 20 Bridge Street Sydney NSW 2000

Electronic Lodgement

Dear Sir or Madam

Company Announcement

I attach the following announcement for release to the market:

• Australian Pipeline Trust Appendix 4D

• Australian Pipeline Trust Interim Financial Report

• APT Investment Trust Interim Financial Report

Yours sincerely

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Mark Knapman Company Secretary

Australian Pipeline Trust

Results For Announcement To The Market For the Half Year Ended 31 December 2008 Appendix 4D

Revenue and Net Profit/(Loss)

Revenue and Net Profit/(Loss)
		Percentage		Amount
		Change
		%		$’000
Underlying Results
Underlying Revenue	up	13.0	to	500,673
Underlying EBITDA	up	15.9	to	248,825
Underlying Operating profit after tax and minorities	up	26.7	to	56,653
Underlying Operating cash flow	up	12.3	to	122,838
Underlying Operating cash flow per security	up	3.3	to	25.8c
Earnings per security before significant items (cents per	up	16.7	to	11.9c
security)

The underlying results for APA Group exclude one-off significant items and include two adjustments to revenue and earnings arising from their treatment under A-IFRS, as follows:

• Significant items totalling a loss of $24.6 million ($31.6 million after tax) (2007: loss of $4.4 million, $3.1 million after tax);

• Capital distributions received from Envestra ($6.7 million) and the Ethane Pipeline Income Fund ($0.4 million) are included in the underlying result, ie. the capital components of $7.1 million of the distributions received have been reclassified to revenue and earnings – (2007: $5.7 million); and

• Earnings from a number of complementary assets which are treated as finance leases under AIFRS, ie. finance lease principal repayments of $3.6 million have been reclassified to revenue – (2007: $1.3 million).

The Directors are of the view that the underlying results provide a more accurate portrayal of the results of operations of APA Group.

Statutory Results Percentage Change % Revenue before significant items up 12.4 EBITDA before significant items up 14.7 EBIT before significant items up 16.3 Operating profit after tax and minorities before significant items up 27.0 Profit after tax and significant items attributable to members down 50.0 Earnings per security before significant items (cents per security) up 16.9 Earnings per security (cents per security) down 4.4c EBIT = Earnings before interest and tax EBITDA = EBIT before depreciation and amortisation

Amount $’000

to 490,034 to 238,186 to 189,118 to 49,565 to 17,966 to 10.4c to 3.8c

Australian Pipeline Trust

Results For Announcement To The Market For the Half Year Ended 31 December 2008 Appendix 4D

Dividends (Distributions)

Dividends (Distributions)
Distributions paid and proposed in relation to the half year ended 31 December 2008: Final distribution paid 10 September 2008 in respect of the financial year ended 30 June 2008 - Profit distributiona - Capital distribution Total distributions paid Interim distributions paid in respect of financial year ending 30 June 2009a Interim distribution proposed in respect of financial year ending 30 June 2009 - Profit distributiona - Capital distribution Total distributions proposed aUnfranked Record date for determining entitlements to the unrecognised interim distribution in respect of the year ending 30 June 2009	Amount per security Franked Amount per security
	12.2¢ 2.8¢ - -
	15.0¢ -
	- -
	11.81¢ 3.19¢ - -
	15.00¢ -

• interim distribution 6 March 2009

Australian Pipeline Trust

Results For Announcement To The Market For the Half Year Ended 31 December 2008 Appendix 4D

Brief Explanation of Revenue, Net Profit/(Loss) and Dividends (Distributions)

Refer Directors’ Report.

The Directors have proposed an interim distribution of 9.0 cents per security, unfranked, to be paid on 27 March 2009.

The Directors also note that APT Investment Trust has proposed an interim distribution of 6.0 cents per unit, which consists of an unfranked interest income distribution of 2.81 cents and a capital distribution of 3.19 cents, also to be paid on 27 March 2009.

Total distribution for the APA stapled security for the December half year is 15.0 cents per stapled security.

Reporting Period

Current Reporting Period: Half year ended 31 December 2008 Previous Corresponding Period: Half year ended 31 December 2007

Distribution Reinvestment Plan

The dividend or distribution plans shown below are in operation.

The distribution reinvestment plan that is in operation is the Australian Pipeline Trust Distribution Reinvestment Plan. The plan became effective on 15 August 2003.

The last date(s) for receipt of election notices for the dividend or 6 March 2009 distribution plans

Details of Entities Over Which Control Has Been Gained or Lost

During the half year ended APA divested a number of annuity-style assets into the unlisted vehicle Energy Infrastructure Investments (EII). APA established EII in December 2008, selling its electricity transmission assets, gas-fired power generators, gas processing facilities and two pipelines – the Telfer/Nifty Gas Pipeline and the Bonaparte Gas Pipeline (including the Wickham Point Pipeline). APA retains 19.9% interest in the vehicle and remains operator of the assets. The net proceeds received from new equity partners, Marubeni Corporation and Osaka Gas, and debt totalled $647 million.

Net Tangible Assets Per Security

Net tangible assets per security (refer above)	31 December 2008 $ 30 June 2008 $
	0.88 1.24

Australian Pipeline Trust

Results For Announcement To The Market For the Half Year Ended 31 December 2008 Appendix 4D

Compliance Statement

Information on Audit or Review

(a) The Interim half-year report is based on accounts to which one of the following applies.

The accounts have been audited. The accounts have been subject to review. The accounts are in the process of being The accounts have not yet been audited or subject to review. audited or reviewed.

(b) Description of likely dispute or qualification if the accounts have not yet been audited or subject to review or are in the process of being audited or subjected to review.

• N/A -

(c) Description of dispute or qualification if the accounts have been audited or subjected to review.

• N/A -

(d) The entity has a formally constituted audit committee.

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Sign here:
25 February 2009
Chairman Date
Print name: L F Bleasel AM
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Australian Pipeline Trust ARSN 091 678 778

Interim Financial Report For the Half Year ended 31 December 2008

Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

The directors of Australian Pipeline Limited (“Responsible Entity”) submit the interim financial report of Australian Pipeline Trust (“Trust”) and its controlled entities, and APT Investment Trust and its controlled entities (collectively “Consolidated Entity” or “APA”) for the half year ended 31 December 2008 (“current period”).

Directors

The names of the directors of the Responsible Entity during or since the current period are:

Mr L F Bleasel, AM Chairman

Mr J A Fletcher

Mr R A Higgins, AO

Mr M Muhammad Mr M Ratilal

Mr R J Wright

Mr M J McCormack Managing Director

The names of the alternate directors during or since the current period are as follows:

Ms W S Saidi Alternate for Mr M Muhammad Mr W Z W Ariffin Alternate for Mr M Ratilal

Company Secretary

Mr M T Knapman

Principal activities

The principal activities of the Consolidated Entity during the course of the current period were the ownership and operation of energy infrastructure, including:

• Gas transmission and distribution businesses and investments located across Australia;

• Other energy assets, including coal seam gas processing plants, gas fired power stations, and electricity transmission systems; and

• Asset management and operations services for third parties, including the gas transmission and distribution assets of Envestra Limited.

Significant changes in state of affairs

The following significant changes in the state of affairs of APA occurred during the current period:

• Divestment of a number of assets with annuity-style incomes into the unlisted vehicle Energy Infrastructure Investments Pty Limited (EII). APA established EII in December 2008, and sold to EII its electricity transmission assets, gas-fired power generators, gas processing facilities and two pipelines – the Telfer/Nifty Gas Pipeline and the Bonaparte Gas Pipeline (including the Wickham Point Pipeline). APA retains a 19.9% equity interest in EII and continues to operate the assets. The net proceeds received from new equity partners, Marubeni Corporation and Osaka Gas, and debt totalled $647 million.

• Completion of the Bonaparte Gas Pipeline. Construction began in May 2008 and completed in December 2008. The Pipeline is yet to transport gas due to delays by others in completing the gas production facilities.

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

Distributions

APA’s distribution for the current period is 15.0 cps, an increase of 3.4%, or 0.5 cps on the previous corresponding period (“pcp”). This comprises an APT profit distribution of 9.0 cps unfranked and an APTIT distribution of 6.0 cps comprising a 2.81 cent unfranked interest income distribution and a 3.19 cent tax deferred capital distribution. The interim distribution is payable on or about 27 March 2009.

Financial and operational review

Underlying results

The underlying results for APA Group exclude one-off significant items (refer Note 4 to the financial statements) and include two adjustments to revenue and earnings arising from their treatment under A- IFRS. Accordingly, the following items have been reclassified to revenue and earnings in the underlying result:

• The capital distributions received from Envestra and the Ethane Pipeline Income Fund (previously Mariner Pipeline Income Fund), i.e. the capital components of the distributions received totalling $7.1 million (pcp: $5.7 million); and

• Earnings from a number of complementary assets which are treated as finance leases under A- IFRS, i.e. finance lease principal repayments of $3.6 million (pcp: $1.3 million).

The directors are of the view that the underlying results provide a more accurate portrayal of the results of operations of APA Group.

The table below summarises the underlying results for key financial performance measures for the current period.

Underlying results Half Year ended	31 Dec 2008	31 Dec 2007	Changes onpcp	Changes onpcp
	$000	$000	$000	%
Total revenue Total revenue excluding pass-through EBITDA Interest expense (net) Operating profit after tax and minorities Operating cash flow(1) Operating cash flow per security (cents) Earnings per security (cents) Distribution per security (cents)	500,673 367,655 248,825 (121,906) 56,653 122,838 25.8 11.9 15.0	442,975 305,480 214,656 (110,423) 44,700 109,344 25.0 10.2 14.5	57,698 62,175 34,169 (11,483) 11,953 13,494 0.8 1.7 0.5	13.0 20.4 15.9 (10.4) 26.7 12.3 3.3 16.7 3.4

(1) Operating cash flow = net cash from operations after interest and tax payments, adjusted for significant items

Underlying profit

APA Group reported underlying operating profit after tax and minorities of $56.7 million, an increase of 26.7% compared with $44.7 million reported in the pcp.

The main factors driving the increase in underlying profit include:

• Increased throughputs on the Victorian Transmission System to reflect strong growth in volumes from power generation together with increased volumes being delivered into the Moomba to Sydney pipeline system,

• Significant increase in revenue on the Moomba Sydney Pipeline through higher volumes and tariffs,

• Strong growth from Western Australia due to expanded capacity and new revenue contracts, and

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

• A full six months operating and maintenance savings as a result of the termination in October 2007 of the Alinta Pipeline Management Agreement which provided operational services to APA’s foundation gas transmission pipelines.

Revenue

Underlying revenue was $500.7 million, a 13.0% increase on pcp of $443.0 million. Excluding passthrough revenue of $133.0 million, revenue was $367.7 million, an increase of 20.4% (pcp: $305.5 million).

Earnings per security

Underlying earnings per security calculated on a weighted average basis, for the current period was 11.9 cps, an increase of 16.7% (pcp: 10.2 cps). The weighted average number of securities on issue during the current period was 475,788,000, up from 437,356,000 in the pcp due to capital raising activities.

Operating cash flow

Underlying operating cash flow per security grew by 0.8 cps to 25.8 cps, an increase of 3.3% (pcp: 25.0 cps). Cash generation grew strongly by 12.3% to $122.8 million exceeding the additional costs of debt in the current period, and more than covering distributions returned to securityholders.

Distribution

APA’s interim distribution is 15.0 cps, an increase of 3.4%, or 0.5 cps on pcp. APA retains its target of continued growth of distributions of at least 5% for the 2009 financial year while maintaining a prudent payout ratio. The distribution payout ratio for the current period was 59.8%, further demonstrating APA’s ability to fully fund its distributions out of operating cash flows.

Statutory results

Excluding underlying adjustments and after significant items, reported profit attributable to APA securityholders for the current period was $18.0 million, a decrease of $18.0 million or 50% below $36.0 million reported last year.

The following table provides a summary of key financial data for the year:

Statutory results Half year ended	31 Dec 2008	31 Dec 2007	Changes on pcp	Changes on pcp
	$000	$000	$000	%
Operating results before significant items Gas transmission and distribution revenue Asset management revenue Electricity transmission revenue Complementary revenue Other income – interest	280,514 34,524 11,383 16,171 14,425	243,673 23,536 12,562 14,461 4,320	36,841 10,988 (1,179) 1,710 10,105	15.1 46.7 (9.4) 11.8 233.9
Total revenue excluding pass-through Pass-through revenue(1)	357,017 133,017	298,552 137,495	58,465 (4,478)	19.6 (3.3)
Total revenue	490,034	436,047	53,987	12.4
EBITDA Depreciation and amortisation EBIT Net interest expense Pre-tax profit Income tax expense	238,186 (49,068) 189,118 (121,906) 67,212 (17,614)	207,728 (45,089) 162,639 (110,423) 52,216 (13,170)	30,458 (3,979) 26,479 (11,483) 14,996 (4,444)	14.7 (8.8) 16.3 (10.4) 28.7 (33.7) (40.6)
Minorities	(32)	(23)	(9)

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

Statutory results Half year ended	31 Dec 2008	31 Dec 2007	Changes on pcp	Changes on pcp
	$000	$000	$000	%
Operating profit after tax and minorities, before significant items	49,565	39,023	10,542	27.0
Significant items after income tax	(31,599)	(3,083)	(28,515)	-
Profit after income tax and minorities	17,966	35,940	(17,974)	(50.0)

(1) Pass-through revenue is revenue on which no margin is earned. Pass-through revenue arises in the NT Gas business and the Asset management operations on Envestra assets.

Significant items in the current period amounted to $24.6 million ($31.6 million after tax) and relate to “one-off” costs associated with the creation of EII ($14.4 million), settlement of acquisition related liabilities ($1.4 million) and a revaluation loss on interest rate hedges which are deemed ineffective, acquired as part of the GasNet acquisition ($8.7 million).

Segment performance

APA’s operations and financial performance in the current period reflect the part year contribution of acquired businesses (current year and prior year), growth in existing businesses, and benefits achieved through the continued integration of recently acquired businesses into its internal management model.

Underlying revenue and EBITDA performance of APA’s business segments is tabled below.

Half year ended	31 Dec 2008	31 Dec 2007	Changes on pcp	Changes on pcp
	$000	$000	$000	%
Revenue Gas transmission and distribution Queensland New South Wales Victoria South Australia Western Australia Northern Territory Electricity transmission Asset management Complementary assets Total Pass-through revenue Unallocated revenue Total underlying revenue	287,602 70,489 54,399 66,014 11,343 74,272 11,085 11,383 34,524 19,722 353,231 133,017 14,425 500,673	249,480 67,399 42,526 47,462 11,139 71,127 9,827 12,562 23,406 15,712 301,160 137,495 4,320 442,975	38,122 3,090 11,873 18,552 204 3,145 1,258 (1,179) 11,118 4,010 52,071 (4,478) 10,105 57,698	15.3 4.6 27.9 39.1 1.8 4.4 12.8 (9.4) 47.5 25.5 17.3 (3.3) 233.9 13.0
EBITDA Gas transmission and distribution Queensland New South Wales Victoria South Australia Western Australia Northern Territory Electricity transmission Asset management Complementary assets Total underlying EBITDA	214,009 50,744 44,031 50,457 10,786 56,120 1,871 8,508 15,100 11,208 248,825	182,226 47,901 31,677 35,067 11,022 55,393 1,166 10,052 12,844 9,537 214,659	31,783 2,843 12,354 15,390 (236) 727 705 (1,544) 2,256 1,671 34,166	17.4 5.9 39.0 43.9 (2.1) 1.3 60.5 (15.4) 17.6 17.5 15.9

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

Gas transmission and distribution revenue (excluding pass-through revenue) was $287.6 million, an increase of 15.3% (pcp: $249.5 million). The increase was principally due to the growth in revenue and services on the Victorian Transmission System, the Moomba Sydney Pipeline and the Western Australian pipelines.

The increase in the Victorian Transmission System revenue of $18.6 million was primarily the result of the tariff increase at the last regulatory reset, which took effect 1 January 2008. Moomba Sydney Pipeline revenue increased by $11.9 million due to additional pipeline peak services. Western Australia’s gas transportation revenue increased by $3.1 million despite the gas supply impacts caused by the Varanus Island incident in June 2008.

EBITDA increased by 15.9% to $248.8 million reflecting both the additional revenue outlined above and reduced operating expenses resulting from synergy benefits and the removal of third party operating fees since October 2007.

The decrease in electricity transmission revenue and EBITDA is due to the sale of the assets to EII, with the assets operating 20 days (or 11%) less in the current period than in the pcp.

Asset management revenue increased by $11.1 million primarily due to new work undertaken by APA in the current period. EBITDA increased by $2.3 million reflecting the lower margin of this additional work.

Complementary assets revenue and EBITDA increased by $4.0 million and $1.7 million respectively. This increase is due to the full 6 month operation of the X41 Power Station (one month operation in the pcp), offset by 20 days less contribution from the assets as a result of the sale to EII.

Operational highlights

Gas transmission and distribution

APA continued to operate and develop its gas transmission and distribution assets across mainland Australia.

Queensland

• Carpentaria Gas Pipeline - Construction of the new compressor station at Davenport Downs continued. The compressor station, which will increase pipeline capacity by 15%, will be commissioned in the second half of the 2009 calendar year.

• Roma Brisbane Pipeline– A feasibility study for the expansion of the pipeline was completed in 2008 and negotiations are underway with potential customers.

• APA Gas Network, Queensland – connections increased to 75,240 from 73,960 at the start of the current period. Throughput for the current period was 5.4 PJ. Demand for natural gas continues to increase, driven in part by the Queensland Government’s Climate Smart 2050 Policy. Construction of a new gate station and lateral commenced in the fast growing residential area in the south western suburbs of Brisbane. This will allow APA to deliver gas to a natural gas bus refuelling depot that will supply the Brisbane City Council bus fleet from mid-2009. This lateral will also enable the connection of new residential estates in this area.

• Expansion of the gas distribution network into new housing developments in the fast growing Gold Coast area began in June 2008, with 29 km of gas mains laid, reaching approximately 1,800 new home sites. A new high pressure main, completed in October 2008, connects the existing network to the northern end of Coomera and will allow APA to connect approximately 9,000 homes in this suburb over the coming years.

New South Wales

• Work was completed on increasing the capacity of the Moomba Sydney Pipeline, with the additional capacity available by winter 2009. Capacity will be increased by 15% this year, with a total

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

increase of 20% over a 5 year period to meet increasing winter peak requirements. The cost of the total expansion is approximately $100 million, fully underwritten by long term shipper arrangements.

• In August 2008 APA acquired the Central Ranges Pipeline and associated distribution network in Tamworth for $23.5 million. The 294 km Central Ranges Pipeline is connected to APA’s Central West Pipeline at Dubbo, and is capable of providing additional storage capacity in the Moomba Sydney Pipeline system as well as delivering gas to the Central Ranges region.

• In July 2008 APA entered into a Heads of Agreement with gas producer Eastern Star Gas to investigate transport of their Gunnedah Basin coal seam gas to south east Australian gas markets. The location of APA’s pipeline infrastructure, in particular the Central Ranges Pipeline, will reduce the cost and time required to achieve this.

• In December 2008 APA's nominee, APA Ethane Limited, was appointed Responsible Entity of Ethane Pipeline Income Fund. The Fund’s sole operating asset is the Moomba Sydney Ethane Pipeline, which APA manages and operates.

Victoria

• Gas Volumes – Total gas volume transported through the Victorian Transmission System for the current period was 134.3 PJ, (pcp: 131.7 PJ). Gas Power Generation demand was high at 10.5 PJ for the current period Overall gas demand was greater than 1,000 TJ/day for the months of July and August.

• Flows of up to 45 TJ/d between Victoria and New South Wales were achieved. Interstate flow for the current period was 3.4 PJ and continues to grow.

• The Brooklyn Lara Pipeline was commissioned in July 2008 and allowed the Victorian Transmission System to meet extreme winter demand in August, including four successive days of greater than 1,200 TJ/day.

• Engineering work on the Northern expansion project on the Victorian Transmission System commenced. This project will see the installation of three new compressors added to enhance the capacity of the northern section of the system as well as flows between Victoria and NSW.

Western Australia

• Goldfields Gas Pipeline - Construction of two compressor stations at Wyloo West and Ned’s Creek are well advanced and scheduled for completion in mid 2009. Pipeline capacity will increase by 20%. The agreements with Hammersley Iron’s Paraburdoo mine and Minara Resources Murrin Murrin operations underpin the additional pipeline capacity.

• In June 2008 gas supplies in WA, including into the Goldfields Gas Pipeline and Telfer Gas Pipeline, were disrupted due to the explosion at Apache Energy’s Varanus Island gas processing plant. The plant recommenced production at half capacity in July 2008 and close to full production by December 2008 Overall this incident has had no material financial impact on APA due to a combination of factors including the take or pay nature of APA’s revenue contracts on both pipelines, the ability of shippers to source some alternate gas supplies, and the anticipated retrieval of some revenue shortfall through business interruption insurance.

• The Parmelia Gas Pipeline and the Mondarra Gas Storage Facility increased operation during the initial interruption caused by the Varanus Island incident, significantly contributing to the emergency response in the months following the interruption.

• The Telfer Gas Pipeline and Nifty lateral were sold to Energy Infrastructure Investments Pty Limited in December 2008. APA continues to operate this pipeline and lateral.

Northern Territory

• In December 2008, APA completed the construction of the Bonaparte Gas Pipeline project, a 287 kilometre pipeline that will transport gas from Wadeye to the Amadeus Gas Pipeline under a 25 year Gas Transportation Agreement with Northern Territory’s Power and Water Corporation. The pipeline will deliver gas once the Eni Blacktip gas processing plant is completed.

• APA entered into a Memorandum of Understanding with Power and Water Corporation (PWC) to build, own and operate the Wickham Point Pipeline in August 2008. The 12 km Pipeline will run

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

from the existing Amadeus Gas Pipeline to the LNG Plant at Wickham Point near Darwin, and will be utilised to supplement gas supply to Power and Water Corporation in peak periods or in emergency supply situations. The total cost of the pipeline is expected to be $34 million, with completion expected by second quarter 2009. PWC will be the long term customer for gas transportation and storage services in the pipeline.

• The Bonaparte Gas Pipeline and the Wickham Point Pipeline were sold to Energy Infrastructure Investments Pty Limited in December 2008. APA will operate both these pipelines.

South Australia

• APA participated in Envestra’s Distribution Reinvestment Plan (DRP), increasing its interest in Envestra from 18.3% to 19.1%. The total value of distributions reinvested was $7.3 million for the current period.

• In December Envestra Limited announced a non-renounceable rights issue, partly underwritten by APA. In February 2009, APA Group increased its interest in Envestra Limited by 11.5% to 30.6% through participation in and partly underwriting Envestra’s rights issue, for a total cost of $64.4 million.

Electricity transmission

APA’s two electricity transmission assets, Directlink and Murraylink, were sold to Energy Investment Infrastructure in December 2008. APA will continue to operate both these assets.

Asset management

APA provides asset management and operational services to a number of third parties with the main customers being Envestra, Ethane Pipeline Income Fund and since December 2008, Energy Infrastructure Investments. These services are provided under long term contracts.

Complementary assets

APA’s four main complementary assets are energy assets developed by APA. These assets, which include the Daandine and X41 power stations, and the Kogan North and Tipton West gas processing plants, were sold to Energy Infrastructure Investments in December 2008. APA will continue to operate these assets.

The remaining complementary assets include a number of NGV and cogeneration businesses. All complementary assets have performed in line with expectations.

Establishment of Energy Infrastructure Investment

In December 2008, APA established its unlisted investment vehicle Energy Infrastructure Investments Pty Limited (EII). APA achieved proceeds above the book value for the sale of a number of its assets with annuity-style income into EII. However, costs related to the establishment of EII, including debt costs, stamp duty and advisor fees resulted in a net loss before tax of $14.7 million. The funds released from the transaction reduced APA’s borrowings by $647 million, with gearing as calculated under APA’s debt covenants falling to 69.7%.

APA retains a minority interest of 19.9% in EII, with equity partners Marubeni Corporation and Osaka Gas of Japan holding interests of 49.9% and 30.2% respectively. APA will continue to manage and operate the assets under a long term agreement with a market-based fee structure.

The assets sold to EII are subject to either long-term contractual arrangements or regulatory frameworks, and comprise

• Electricity interconnectors – Murraylink and Directlink,

• Gas power generation – Daandine and X41 power stations,

• Coal seam gas processing plants – Tipton West and Kogan North, and

• Gas pipelines – Telfer/Nifty Gas Pipeline, Bonaparte Gas Pipeline and Wickham Point Pipeline (under construction).

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

All assets are currently operating with the exception of the Bonaparte and Wickham Point pipelines, which will begin operation in 2009.

The enterprise value of Energy Infrastructure Investments is $703 million, with equity contribution of $165 million and new five year, non-recourse project debt of $538 million.

Finance and other activities

Capital management

During the current financial year, APA undertook capital raising activities to fund the continuing growth of the business. APA’s issued capital increased by $37.3 million to $881.5 million (30 June 2008: $844.2 million) due to the following equity movements (net of costs):

• On 8 December 2008, APA issued 11,704,821 securities through a SPP, raising $30.4 million. The issue price was $2.5935 per security.

• APA issued one tranche of securities under its DRP on 10 September 2008, of 9,995,267 securities at $2.65 per security raising $26.5 million.

APA executed new 3 year debt facility agreements totalling $165 million to refinance the first tranche of Medium Term Notes of $150 million that matured in August 2008, and the remainder to supplement APA’s existing debt facilities.

At 31 December 2008, APA had in excess of $700 million in cash and committed undrawn facilities available at the contracted margins to meet the capital growth needs of the business.

APA’s only debt maturing in 2009 is the second and final tranche of the Medium Term Notes of $300 million due in March 2009.

APA has a prudent treasury policy which requires conservative levels of hedging interest rate exposures to minimise the potential impacts from adverse movements in rates. All interest rates and exchange rates on project debt and US Private Placement facilities have been fixed for the life of the facilities. APA also enters into interest rate hedges which fix a proportion of the interest rate exposure on the syndicated facility. At 31 December 2008, 80% of all interest rate exposures were either hedged or fixed interest rates, for varying periods out as far as 13 years.

In addition, a level of interest rate protection is provided through CPI indexing in revenue contracts and the regulatory reviews applicable to many of APA’s assets.

Borrowings and finance costs

At 31 December 2008, APA had borrowings of $3,261.7 million, principally from syndicated debt facilities, US Private Placement notes and other medium term notes, compared to $3,401.1 million as at 30 June 2008.

The decrease in borrowings was principally due to the pay down of debt using part of the proceeds from the EII transaction partly offset by increased borrowings to fund organic capital expenditure projects and the acquisition of the Central Ranges pipeline. Net underlying finance costs increased by $11.5 million or 10.4% to $121.9 million in the current period. The increase is a result of additional borrowings and the full six months impact from the acquisition related borrowings.

APA’s debt covenant Interest Cover Ratio for the half year was 1.88 times, well in excess of its default ratio of 1.1 times.

Income tax

The effective income tax rate before significant items has increased in the current period (26.2%) but is broadly consistent with the previous year.

Capital expenditure

Capital expenditure for the half year totalled $194.3 million with over 95% allocated to growth projects, including the Northern Territory Bonaparte Gas Pipeline, compressor stations in Western Australia, Queensland and New South Wales

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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

Securityholder base

During the current period, the Board maintained the Distribution Reinvestment Plan.

At the Annual Meeting held on 30 October 2008, APA securityholders passed a special resolution approving amendments to the constitutions of Australian Pipeline Trust and APT Investment Trust to allow the Responsible Entity, Australian Pipeline Limited, to require the sale of parcels of APA securities worth less than $500. On 16 December 2008, APA announced a facility for the sale of those small parcels of APA securities, and another facility for the sale of parcels of APA securities with a value between $500 and $1,000. Those facilities closed on 30 January 2009 and subsequently 2,584,934 securities were sold under the facilities with the result that there was a reduction of 26,565 in the number of securityholders on APA’s register.

As at 31 December 2008, 489,941,242 APA securities were on issue (30 June 2008: 468,241,154).

Regulatory matters

Key regulatory matters addressed during the current period included:

National Gas Law

The new National Gas Law and Rules were introduced on 1 July 2008 to replace the previous Gas Pipelines Access Law and Gas Code. This new regulation applies to APA regulated gas assets in eastern states from 1 July 2008 onwards and is expected to apply in Western Australia from early 2009.

The new regulation is broadly similar to the previous regime but contains some changes, including the introduction of a light regulation option for some pipelines and networks in some circumstances and formalisation of the mechanism for regulatory holidays for new pipelines.

Where a pipeline is subject to light regulation, the pipeline owner does not have to submit a full access arrangement for regulatory approval. Following the introduction of the new regulation, both the Carpentaria Gas Pipeline and the regulated section of the Moomba Sydney Gas Pipeline are now subject to light regulation. There is potential for other pipelines to be subject to light regulation in the future.

National Greenhouse and Energy Reporting Act

From 1 July 2008, APA has been collecting its greenhouse emissions as required by the National Greenhouse and Energy Reporting Act 2007 (NGERs), with the first report due 31 October 2009. APA’s direct emissions mainly arise from compressor fuel usage on transmission pipelines and unaccounted for gas (UAG) on distribution networks. The NGERS reporting system underpins the Government’s proposed Carbon Pollution Reduction Scheme (CPRS) which is due to commence in 2010/11. Draft legislation outlining key elements of the scheme is due to be released late in February 2009.

Subsequent events

Except as disclosed elsewhere in this report, the directors are unaware of any matter or circumstance occurring since the current period that has significantly affected or may significantly affect the operations of the Consolidated Entity, the results of those operations or the state of affairs of the Consolidated Entity in future financial years.

Responsible Entity’s holdings of securities

No securities in Australian Pipeline Trust are held by the Responsible Entity.

9

Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2008

Directors’ security holdings

The aggregate number of securities held directly, indirectly or beneficially by directors or their directorrelated entities at 31 December 2008 is 573,487 (30 June 2008: 530,314).

Auditor independence declaration

A copy of the Auditor’s independence declaration as required under section 307C of the Corporation Act 2001 is included on page 31.

Rounding off of amounts

APA is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in the directors’ report and the financial report are rounded off to the nearest thousand dollars, unless otherwise indicated.

Signed in accordance with a resolution of the directors of the Responsible Entity made pursuant to section 298(2) of the Corporations Act 2001.

On behalf of the directors

==> picture [186 x 51] intentionally omitted <==

L F Bleasel AM Chairman

==> picture [138 x 69] intentionally omitted <==

R J Wright Director

SYDNEY, 25 February 2009

10

Australian Pipeline Trust Condensed Consolidated Income Statement

For the half year ended 31 December 2008

	Note
		31 Dec	31 Dec
		2008	2007
		$000	$000
Continuing operations
Revenue	3(a)	487,260	434,058
Share of net profits of joint venture entities
accounted for using the equity method		2,774	1,989
		490,034	436,047
Asset operation and management expenses		(65,997)	(58,784)
Depreciation and amortisation expense	3(b)	(49,068)	(45,089)
Other pipeline costs - passthrough	3(b)	(133,017)	(137,495)
Finance costs	3(b)	(145,668)	(116,971)
Employee benefit expense		(38,437)	(24,966)
Loss on sale of businesses		(14,427)	-
Other expenses		(845)	(4,931)
Profit before tax		42,576	47,811
Income tax expense		(24,578)	(11,848)
Profit for the year		17,998	35,963
Attributable to:
Equity holders of the parent		3,478	22,470
Minority interest - APT Investment Trust equity holders		14,488	13,470
APA Group stapled securityholders		17,966	35,940
Minority interest - Other		32	23
		17,998	35,963
Earnings per security
Basic (cents per security)	9	3.8	8.2

Diluted earnings per security is exactly the same as basic earnings per security.

The above income statement should be read in conjunction with the accompanying notes.

11

Australian Pipeline Trust Condensed Consolidated Balance Sheet

As at 31 December 2008

Australian Pipeline Trust Condensed Consolidated Balance Sheet As at 31 December 2008
	31 Dec	30 Jun
	2008	2008
	$000	$000
Current assets
Cash and cash equivalents	417,852	105,455
Trade and other receivables	136,005	130,202
Other financial assets	724	-
Inventories	13,467	10,962
Other	4,050	2,883
	572,098	249,502
Non-current assets classified as held for sale	-	601,731
Total current assets	572,098	851,233
Non-current assets
Receivables	20,185	21,426
Other financial assets	140,277	153,144
Investments accounted for using the equity method	139,356	136,314
Property, plant and equipment	3,291,251	3,236,723
Goodwill	520,779	520,774
Other intangible assets	171,059	171,643
Other	3,273	5,735
Total non-current assets	4,286,180	4,245,759
Total assets	4,858,278	5,096,992
Current liabilities
Trade and other payables	107,936	151,558
Borrowings	300,278	450,150
Other financial liabilities	4,229	5,187
Provisions	38,490	38,752
Other	5,243	12,109
	456,176	657,756
Liabilities directly associated with non-current
assets classified as held for sale	-	99,678
Total current liabilities	456,176	757,434
Non-current liabilities
Borrowings	3,017,780	2,660,973
Other financial liabilities	1,061	160,195
Deferred tax liabilities	221,157	246,995
Provisions	32,569	19,007
Other	4,129	2,180
Total non-current liabilities	3,276,696	3,089,350
Total liabilities	3,732,872	3,846,784
Net assets	1,125,406	1,250,208

The above balance sheet should be read in conjunction with the accompanying notes.

12

Australian Pipeline Trust Condensed Consolidated Balance Sheet

Australian Pipeline Trust Condensed Consolidated Balance Sheet
As at 31 December 2008	Note
		31 Dec	30 Jun
		2008	2008
		$000	$000
Equity
Australian Pipeline Trust Equity and Reserves:
Issued capital	7(i)	881,479	844,150
Reserves	8	(117,892)	(1,945)
Retained earnings		(7,850)	43,375
Equity attributable to securityholders of the parent		755,737	885,580
Minority interests:
APT Investment Trust Equity and Reserves
Issued capital	7(ii)	363,877	357,559
Reserves	8	(768)	-
Retained earnings		6,484	6,980
Total APT Investment Trust Minority Interest		369,593	364,539
Other minority interest		76	89
Total Minority Interest		369,669	364,628
Total Equity		1,125,406	1,250,208

The above balance sheet should be read in conjunction with the accompanying notes.

13

Australian Pipeline Trust Condensed Consolidated Statement of Recognised Income and Expense

For the half year ended 31 December 2008

	31 Dec	31 Dec
	2008	2007
	$000	$000
Loss on available-for-sale investments taken to equity	(41,547)	(31,021)
Net gain on cash flow hedges taken to equity	176,074	64,297
Actuarial gain/(loss) on defined benefit plan	(18,028)	-
Income tax on items taken directly to equity	47,414	(19,267)
Net income/(expense) recognised directly in equity	163,913	14,009
Profit for the year	17,998	35,963
Transfer of (gain)/loss on cash flow hedges to profit or loss (net of related
tax)	(186,872)	19,731
Total recognised income and expense for the period	(4,961)	69,703
Attributable to:
Equity holders of the parent	(18,713)	56,210
Minority interest - APT Investment Trust	13,720	13,470
Minority interest - other	32	23
	(4,961)	69,703

The above statement of recognised income and expense should be read in conjunction with the accompanying notes.

14

Australian Pipeline Trust Condensed Consolidated Cash Flow Statement

For the half year ended 31 December 2008

	Note	31 Dec	31 Dec
		2008	2007
		$000	$000
Cash flows from operating activities
Receipts from customers		537,790	468,474
Payments to suppliers and employees		(312,365)	(278,291)
Dividends and distributions received		13,074	12,142
Proceeds from repayment of finance leases		2,613	1,251
Interest received		14,692	7,277
Interest and other costs of finance paid		(141,525)	(105,953)
Income tax refunded/(paid)		(192)	(10)
Net cash provided by operating activities		114,087	104,890
Cash flows from investing activities
Payments for property, plant and equipment		(194,287)	(95,300)
Proceeds from sale of property, plant and equipment		11	366
Proceeds from sale of businesses	10	534,592	-
Payments for available-for-sale investments		(7,326)	(8,362)
Payments for financial assets		(10,591)	-
Payments for equity accounted for investments		(22,304)	-
Payments for intangible assets		(2,000)	-
Payment for businesses acquired (net of cash acquired)	11	(23,442)	(636,416)
Settlement of acquisition related liabilities		856	-
Net cash provided by / (used in) investing activities		275,509	(739,712)
Cash flows from financing activities
Proceeds from borrowings		380,000	701,000
Repayments of borrowings		(443,681)	(109,991)
Proceeds from issue of securities		56,844	95,888
Payments of security issue costs		(83)	(142)
Distributions paid to:
- Securityholders of APT		(42,142)	(8,634)
- Securityholders of APTIT		(14,984)	(12,951)
- Capital return to securityholders of APTIT		(13,111)	(8,634)
- Other minority interest		(42)	(18)
Net cash (used in) / provided by financing activities		(77,198)	656,518
Net increase in cash and cash equivalents		312,397	21,696
Cash and cash equivalents at the beginning of the financial year		105,455	60,078
Cash and cash equivalents at the end of the financial year		417,852	81,774

The above cash flow statement should be read in conjunction with the accompanying notes.

15

Australian Pipeline Trust Notes to the Financial Statements

For the half year ended 31 December 2008

Note Contents

• 1 Significant Accounting Policies

• 2 Segment Information 3 Profit from Operations

• 4 Significant items

• 5 Distributions

• 6 Notes to the Consolidated Cash Flow Statement

• 7 Issued Capital

• 8 Reserves

• 9 Earnings Per Security

• 10 Disposal of Businesses

• 11 Acquisitions of Businesses

• 12 Contingent Liabilities

• 13 Subsequent Events

16

For the half year ended 31 December 2008

Australian Pipeline Trust Notes to the Financial Statements

1. SIGNIFICANT ACCOUNTING POLICIES

Statement of compliance

The half year financial report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 ‘Interim Financial Reporting’. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 ‘Interim Financial Reporting’. The half year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the most recent annual financial report.

Basis of preparation

The condensed consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

The consolidated entity is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998 and in accordance with that Class Order amounts in the Directors' report and the half year financial report are rounded to the nearest thousand dollars ($000) unless otherwise indicated.

The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the entity’s 2008 annual financial report for the financial year ended 30 June 2008.

Adoption of new and revised Accounting Standards

In the current year, the consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for annual reporting periods beginning on or after 1 July 2008.

Critical accounting judgements and key sources of estimation uncertainty

Critical judgements in applying the entity's accounting policies

The following are the critical judgements that management has made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements:

Accounting for acquisitions

Assets acquired are recorded at the cost of acquisition, being the purchase consideration determined as at the date of acquisition plus costs incidental to the acquisition. Cost is allocated to individual identifiable assets and liabilities. Management makes a number of judgements in allocating cost, particularly in relation to the valuation of identifiable intangible assets such as contractual arrangements, including assumptions relating to potential contract renewals and associated useful life.

17

Australian Pipeline Trust Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

Critical accounting judgements and key sources of estimation uncertainty (continued)

Key sources of estimation uncertainty

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Impairment of assets

Determining whether property, plant and equipment, identifiable intangible assets and goodwill is impaired requires an estimation of the value-in-use of the cash-generating units. The value-in-use calculation requires the Consolidated Entity to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate the present value of cash-generating units.

Estimates and assumptions used are reviewed on an ongoing basis.

Determining whether available-for-sale investments are impaired requires an assessment as to whether declines in value are significant or prolonged. Management has taken into account a number of qualitative and quantitative factors in making this assessment. An assessment that the decline in value represented an impairment would result in the transfer of the decrement from reserves to the income statement.

Useful lives of non-current assets

The Consolidated Entity reviews the estimated useful lives of property, plant and equipment at the end of each annual reporting period. Any reassessment of useful lives in a particular year will effect the depreciation or amortisation expense.

18

Australian Pipeline Trust Notes to the Financial Statements (continued) For the half year ended 31 December 2008

2. BUSINESS AND GEOGRAPHICAL SEGMENTS

The Consolidated Entity operates in one geographical segment, being Australia.

Descriptions of business segments

The Consolidated Entity comprises the following main business segments:

• gas transportation infrastructure (ie gas transmission and distribution infrastructure);

• electricity transmission infrastructure;

• asset mangement; and

• other / complementary assets.

Primary reporting format - business segment Half year ended 31 December 2008 Segment revenue External sales revenue Equity profits Passthrough revenue Finance lease and investment interest income Distribution - other entities Total segment revenue Unallocated revenue Consolidated revenue Segment result Earnings before interest, tax, depreciation and amortisation ("EBITDA") Depreciation and amortisation Earnings before interest and tax ("EBIT") Net finance cost (a) Profit before tax Income tax expense Profit for the period (excluding significant items) Significant items after tax Profit for the period Share of net profits of joint venture entities accounted for using the equity method	Gas Electricity Asset Complementary/ Transportation Transmission Management Other Assets Consolidated $000 $000 $000 $000 $000 277,217 11,383 34,370 11,201 334,170 2,620 - 154 - 2,774 42,899 - 90,119 - 133,017 602 - - 4,970 5,573 74 - - - 74	Gas Electricity Asset Complementary/ Transportation Transmission Management Other Assets Consolidated $000 $000 $000 $000 $000 277,217 11,383 34,370 11,201 334,170 2,620 - 154 - 2,774 42,899 - 90,119 - 133,017 602 - - 4,970 5,573 74 - - - 74
	323,412 11,383 124,643 16,171 475,609 14,425 490,034 204,301 8,508 14,946 7,657 235,412 2,620 - 154 - 2,774 (40,163) (4,230) (4,506) (169) (49,068)	475,609 14,425
		490,034
	166,758 4,278 10,594 7,488	189,118 (121,907)
		67,211 (17,614)
		49,597 (31,599)
		17,998

Half year ended 31 December 2007 Segment revenue External sales revenue Equity profits Passthrough revenue Finance lease and investment interest income Distribution - other entities Total segment revenue Unallocated revenue Consolidated revenue Segment result Earnings before interest, tax, depreciation and amortisation ("EBITDA") Depreciation and amortisation Earnings before interest and tax ("EBIT") Net finance cost (a) Profit before tax Income tax expense Profit for the period (excluding significant items) Significant items after tax Profit for the period Share of net profits of joint venture entities accounted for using the equity method	Gas Electricity Asset Complementary/ Transportation Transmission Management Other Assets Consolidated $000 $000 $000 $000 $000 236,672 12,562 23,486 11,117 283,837 1,939 - 50 - 1,989 48,014 - 89,481 - 137,495 2,377 - - 3,344 5,721 2,685 - - - 2,685	Gas Electricity Asset Complementary/ Transportation Transmission Management Other Assets Consolidated $000 $000 $000 $000 $000 236,672 12,562 23,486 11,117 283,837 1,939 - 50 - 1,989 48,014 - 89,481 - 137,495 2,377 - - 3,344 5,721 2,685 - - - 2,685
	291,687 12,562 113,017 14,461 431,727 4,320 436,047 174,610 10,052 12,794 8,283 205,739 1,939 - 50 - 1,989 (37,578) (4,696) (589) (2,226) (45,089)	431,727 4,320
		436,047
	138,971 5,356 12,255 6,057	162,639 (110,423)
		52,216 (13,170)
		39,046 (3,083)
		35,963

(a) Excluding finance lease income, Envestra loan note interest and any gains or losses on revaluation of derivatives.

19

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	31 Dec
For the half year ended 31 December 2008	2008	2007
	$000	$000

3. PROFIT FROM OPERATIONS

Profit before income tax includes the following items of revenue and expense:

(a) REVENUE

An analysis of the Consolidated Entity's revenue for the half year is as follows:

Operating revenue
Gas transportation revenue:
- gas transportation revenue	274,907	230,706
-passthrough revenue	42,899	48,014
	317,806	278,720
Electricitytransmission revenue	11,383	12,562
Asset Management revenue:
- asset management revenue	34,370	23,486
-passthrough revenue	90,119	89,481
	124,489	112,967
Other / Complementaryrevenue	11,201	11,117
	464,878	415,365
Finance income
Interest	15,028	7,908
Finance lease income	4,970	3,454
	19,998	11,362
Dividends
Other entities	74	1,364
	74	1,364
Other income
Rental income	425	122
Other revenue	1,885	5,844
	2,310	5,966
	487,260	434,058

20

Australian Pipeline Trust Notes to the Financial Statements (continued)

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	31 Dec
For the half year ended 31 December 2008	2008	2007
	$000	$000
(b) EXPENSES
Profit before tax includes the following expenses:
Depreciation and amortisation expense
Depreciation of non-current assets	46,732	43,096
Amortisation of non-current assets	2,336	1,993
	49,068	45,089
Other operating costs - passthrough
Operating lease - rental expenses	9,818	9,947
Gas pipeline costs	33,081	38,067
Envestra - management, operating and maintenance costs	90,119	89,481
	133,017	137,495
Finance costs
Interest	134,875	114,801
Amortisation of deferred borrowing costs	1,367	1,334
Finance lease charges	23	21
Other finance costs	584	778
	136,849	116,934
(Gain) / loss on fair value of other derivatives	8,733	(48)
Unwindingof discount on non-currentprovisions	85	85
	145,668	116,971
4. SIGNIFICANT ITEMS
Individually significant revenues/(expenses) included in profit after related income tax expense are as follows:
Revaluation of interest rates swaps - deemed 'ineffective' under AASB139	(8,733)	48
Integration costs associated with new acquisitions	-	(3,110)
Unsuccessful acquisition due diligence costs	-	(1,343)
Loss on sale of businesses	(14,427)	-
Settlement of acquisition related liabilities	(1,475)	-
Loss from significant items before related income tax	(24,635)	(4,405)
Income tax related to significant items above	(6,964)	1,322
Loss from significant items after related income tax	(31,599)	(3,083)

21

Australian Pipeline Trust Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

5. DISTRIBUTIONS
Recognised amounts:	31 December	2008	31 December	2007
	Cents per	Total	Cents per	Total
	security	$000	security	$000
Final distribution paid on 10 September 2008
(2007: 28 September 2007)(b)
Profit distribution - APT(a)	9.0	42,142	2.0	8,634
Profit distribution - APTIT(a)	3.2	14,984	3.0	12,951
Capital distribution - APTIT	2.8	13,111	2.0	8,634
	15.0	70,236	7.0	30,219
Unrecognised amounts:
Interim distribution payable on 27 March 2009(2007: 28 March 2008)
Profit distribution - APT(a)	9.0	44,095	9.8	44,918
Profit distribution - APTIT(a)	2.8	13,767	2.0	9,167
Capital distribution - APTIT	3.2	15,629	2.7	12,375
	15.0	73,491	14.5	66,460

(a) Profit distributions were unfranked (2007: unfranked).

(b) As previously advised, the APA Group changed the frequency of distributions from quarterly to semi-annually, commencing December 2007.

The interim distribution in respect of the financial year ending 30 June 2009 has not been recognised in this half year

financial report because the distribution was not declared or determined or publicly recommended prior to 31 December 2008.

22

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	31 Dec
For the half year ended 31 December 2008	2008	2007
	$000	$000

6. NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

Reconciliation of cash and cash equivalents

For the purposes of the cash flow statement, cash and cash equivalents includes cash

on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial period as shown in the cash flow statement is reconciled to the related items in the balance sheet as follows:

Cash at bank and on hand (i)	90,741	70,293
Short term deposits (ii)	327,112	11,481
Bank overdraft	-	-
	417,852	81,774

(i) As at 31 December 2008, Australian Pipeline Limited held $5.0 million on deposit to meet its financial requirements as the holder of an Australian Financial Services Licence.

	Licence. (i) As at 31 December 2008, Australian Pipeline Limited held $5.0 million on deposit to meet its financial requirements as the holder of an Australian Financial Services
	(ii) Short term deposits include $325 million of proceeds from the divestment of a
	number of annuity-style assets into the unlisted vehicle Energy Infrastructure
	Investments Pty Limited.
7.	ISSUED CAPITAL	31 Dec	30 Jun
		2008	2008
		$000	$000
	(i) APT Securities, fully paid(a)	881,479	844,150
		2008
		No. of
		securities
		'000	$000
	Movements:
	Balance at 1 July 2008	468,241	844,150
	Issued under Distribution Reinvestment Plan	9,995	15,892
	Institutional placements of units	-	-
	Security purchase plan	11,705	21,492
	Renounceable rights issue	-	-
	Issue cost of securities	-	(55)
	Balance at 31 December 2008	489,941	881,479

(a) Fully paid securities carry one vote per security and carry the right to distributions.

23

Australian Pipeline Trust

Notes to the Financial Statements (continued)

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	30 Jun
For the half year ended 31 December 2008	2008	2008
	$000	$000

7.	ISSUED CAPITAL (continued)
	(ii) APT Investment Trust Securities, fully paid	363,877	357,559
		2008
		No. of
		securities
		'000	$000
	Movements:
	Balance at 1 July 2008	468,241	357,559
	Issued under Distribution Reinvestment Plan	9,995	10,595
	Security purchase plan	11,705	8,864
	Issue cost of securities	-	(30)
	Capital return to securityholders	-	(13,111)
	Balance at 31 December 2008	489,941	363,877
		31 Dec	30 Jun
		2007	2007
		$000	$000
	(i) APT Securities, fully paid(a)	825,369	801,055
		2007
		No. of
		securities
		'000	$000
	Movements:
	Balance at 1 July 2007	431,701	801,055
	Issued under Distribution Reinvestment Plan	2,984	3,103
	Security purchase plan	23,659	21,257
	Issue cost of securities	-	(46)
	Balance at 31 December 2007	458,344	825,369
	(a) Fully paid securities carry one vote per security and carry the right to distributions.
		31 Dec	30 Jun
		2007	2007
		$000	$000
	(ii) APT Investment Trust Securities, fully paid	361,051	298,253
		2007
		No. of
		securities
	Movements:	'000	$000
	Balance at 1 July 2007	431,701	298,253
	Issued under Distribution Reinvestment Plan	2,984	7,758
	Security purchase plan	23,659	63,770
	Issue cost of securities	-	(96)
	Capital return to securityholders	-	(8,634)
	Balance at 31 December 2007	458,344	361,051

24

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	30 Jun
For the half year ended 31 December 2008	2008	2008
	$000	$000
8. RESERVES
Hedging	(10,348)	64,821
Asset revaluation	8,669	8,669
Available-for-sale investment revaluation	(116,982)	(75,435)
	(118,660)	(1,945)
Hedging reserve
Balance at 1 July 2008	64,821	(11,881)
Gain/(loss) recognised:
Interest rate swaps/currency swaps	176,074	17,880
Transferred to profit or loss:
Interest rate swaps/currency swaps	(266,960)	91,270
Deferred tax arising on hedges	31,859	(32,482)
Share of hedge reserve of associate	(16,142)	34
Balance at 31 December 2008	(10,348)	64,821
The hedging reserve represents hedging gains and losses recognised on the effective
portion of cash flow hedges. The cumulative deferred gain or loss on the hedge is
recognised in the profit and loss when the hedged transaction impacts the profit and
loss or is included as a basis adjustment to the non-financial hedge item, consistent
with the applicable accounting policy.
Asset revaluation reserve
Balance at 1 July2008	8,669	8,669
Balance at 31 December 2008	8,669	8,669
The asset revaluation reserve arose on the revaluation of the existing interest in a
pipeline as a result of a business combination. Where revalued pipelines are sold, that
portion of the asset revaluation reserve which relates to that asset and is effectively
realised, is transferred directly to retained earnings. The reserve can be used to pay
distributions only in limited circumstances.
Available-for-sale investment revaluation reserve
Balance at 1 July 2008	(75,435)	-
Revaluation gain/(loss) recognised	(41,547)	(75,435)
Deferred tax arising on revaluation	-	-
Balance at 31 December 2008	(116,982)	(75,435)
The available-for-sale investment revaluation reserve arises on the revaluation of
available-for-sale financial assets. Where a revalued financial asset is sold, that portion
of the reserve which relates to that financial asset and is effectively realised, is
recognised in profit or loss. Where a revalued financial asset is considered impaired,
that portion of the reserve which relates to that financial asset is recognised in
profit or loss.

25

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	31 Dec
For the half year ended 31 December 2008	2008	2007
	$000	$000

9. EARNINGS PER SECURITY

The earnings and weighted average number of ordinary securities used in the calculation of basic

and diluted earnings per security as follows:

Net profit attributable to securityholders for calculating basic and diluted earnings per security 17,966 35,940

	No. of securities	No. of securities
	'000	'000
Adjusted weighted average number of ordinary securities used in the calculation of basic
and diluted earnings per security	475,788	437,356

26

Australian Pipeline Trust Notes to the Financial Statements (continued) For the half year ended 31 December 2008

10. DISPOSAL OF BUSINESSES

APA disposed of a number of annuity-style assets into the unlisted vehicle Energy Infrastructure Investments (EII). APA established EII in December 2008, selling its electricity transmission assets, gasfired power generators, gas processing facilities and two pipelines – the Telfer/Nifty Gas Pipeline and the Bonaparte Gas Pipeline (including the WIckham Point Pipeline). APA retains 19.9% interest in the vehicle and remains operator of the assets.

Net assets disposed:- Current assets Trade and other receivables Other Total current assets Non-current assets Receivables Property, plant and equipment Total non-current assets Total assets Current liabilities Trade and other payables Borrowings Other financial liabilities Other Total current liabilities Non-current liabilities Borrowings Total non-current liabilities Total liabilities Net assets less: loss on sale of businesses less: Working capital less: Receivables - sale of business Net cash inflow on acquisition	12 Dec 2008 $000 10,866 40
	10,906
	94,823 575,972
	670,795
	681,701
	28,606 5,053 4,113 998
	38,770
	69,294
	69,294
	108,064
	573,636
	(14,427) (12,016) (12,602)
	534,592

27

Australian Pipeline Trust Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

11. ACQUISITIONS OF BUSINESSES

Principal activity Date of acquisition Proportion of shares acquired During the half year ended 31 December 2008 % Central Ranges Pipeline Gas Transmission 22 August 2008 100 During the half year ended 31 December 2007 % Gas Transmission 2 July 2007 100 2 October 2007 n/a (a)Includes transaction costs Net assets acquired Current assets Trade and other receivables Inventories Other Non-current assets Property, plant and equipment Investments accounted for using the equity method Other financial assets Current liabilities Trade and other payables Provisions Non-current liabilities Borrowings Provisions Net cash outflow on acquisition of Central Ranges Pipeline Operating & maintenance services Names of business acquired: Alinta Contract Termination and Contract Novation (of Pipeline Management Agreement) Origin Energy Networks (Asset Management business and investment in Envestra Limited)	Cost of acquisition(a) $000 23,442
	23,442
	$000 421,288 207,034
	628,322
	Provisional fair value on acquisition
	Total $000 328 197 254 23,954 - - (629) - (204) (457)
	23,442

The initial accounting for the acquisition for the entities acquired during the half year has only been provisionally determined at reporting date.

28

Australian Pipeline Trust
Notes to the Financial Statements (continued)	31 Dec	30 Jun
For the half year ended 31 December 2008	2008	2008
	$000	$000

12. CONTINGENT LIABILITIES

Contingent liabilities
Bank guarantees	9,350	10,549
Sales of businesses(a)	5,580	-
	14,930	10,549

(a) APA has agreed to indemnify Energy Infrastructure Investments Pty Ltd (EII) in respect of certain costs associated with the establishment of the EII structure. APA believes such costs will not be payable but should this be incorrect APA would incur additional costs of up to $5.6 million.

13. SUBSEQUENT EVENTS

In February 2009, APA Group increased its interest in Envestra Limited by 11.5% to 30.6% through participation in and partly underwriting Envestra’s rights issue, for a total cost of $64.4 million.

APA took up its entitlement under the issue for $21.2 million. APA has also taken up the shortfall of the Envestra rights issue pursuant to its underwriting role for $43.2 million, net of underwriting fees. As a result, APA’s interest in Envestra has increased from 19.1% to 30.6%.

On 25 February 2009, the Directors declared an interim distribution of 15.0 cents per security ($73.491 million) for the APA Group (comprising a distribution of 9.0 cps from Australian Pipeline Trust and a distribution of 6.0 cps from APT Investment Trust, made up of 2.81 cents per security income distribution (unfranked) and 3.19 cents per security tax deferred distribution). The distribution will be paid on 27 March 2009.

29

Australian Pipeline Trust Declaration by the Directors of Australian Pipeline Limited

For the half year ended 31 December 2008

The Directors declare that:

• (a) in the Directors’ opinion, there are reasonable grounds to believe that Australian Pipeline Trust will be able to pay its debts as and when they become due and payable; and

• (b) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with Accounting Standards and giving a true and fair view of the financial position and performance of the Consolidated Entity.

Signed in accordance with a resolution of the Directors of the Responsible Entity made pursuant to section 295(5) of the Corporations Act 2001.

On behalf of the Directors

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L F Bleasel AM

Chairman

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R J Wright

Director

SYDNEY, 25 February 2009

30

Deloitte Touche Tohmatsu A.B.N. 74 490 121 060

Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia

The Directors Australian Pipeline Limited as responsible entity for Australian Pipeline Trust HSBC Building Level 19, 580 George Street Sydney NSW 2000

DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au

25 February 2009

Dear Directors

Auditors Independence Declaration to Australian Pipeline Limited as responsible entity for Australian Pipeline Trust

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Australian Pipeline Limited as responsible entity for Australian Pipeline Trust.

As lead audit partner for the review of the financial statements of Australian Pipeline Trust for the half year ended 31 December 2008, I declare that to the best of my knowledge and belief, there have been no contraventions of:

• (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

• (ii) any applicable code of professional conduct in relation to the review.

Yours faithfully

DELOITTE TOUCHE TOHMATSU

==> picture [61 x 39] intentionally omitted <==

Samantha Lewis Partner

==> picture [97 x 17] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation.

31

Deloitte Touche Tohmatsu A.B.N. 74 490 121 060

Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia

DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au

Independent Auditor’s Review Report to the Unitholders of Australian Pipeline Trust

We have reviewed the accompanying half-year financial report of Australian Pipeline Trust, which comprises the balance sheet as at 31 December 2008, and the income statement, cash flow statement, statement of recognised income and expense for the half-year ended on that date, selected explanatory notes and the directors’ declaration of the consolidated entity comprising the Trust and the entities it controlled at the end of the half-year or from time to time during the halfyear as set out on pages 11 to 30.

Directors’ Responsibility for the Half-Year Financial Report

The directors of the Trust are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of an Interim Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2008 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of Australian Pipeline Trust, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

==> picture [96 x 18] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation.

32

==> picture [140 x 27] intentionally omitted <==

Auditor’s Independence Declaration

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Australian Pipeline Trust is not in accordance with the Corporations Act 2001 , including:

• (a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2008 and of its performance for the half-year ended on that date; and

• (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

DELOITTE TOUCHE TOHMATSU

==> picture [54 x 35] intentionally omitted <==

Samantha Lewis Partner Chartered Accountants Sydney, 25 February 2009

33

APT Investment Trust ARSN 115 585 441

Interim Financial Report For the Half Year Ended 31 December 2008

APT Investment Trust and its Controlled Entities Directors’ Report

The directors of Australian Pipeline Limited (“APL” or “Responsible Entity”) submit the interim financial report of APT Investment Trust (“APTIT” or “Trust”) and its controlled entities (together “Consolidated Entity”) for the half year ended 31 December 2008. This report and the financial statements attached refer to the consolidated results of APTIT, one of the two stapled entities of APA Group, with the other stapled entity being Australian Pipeline Trust (together “APA”).

Directors

The names of the directors of the Responsible Entity during and since the current period are:

Mr L F Bleasel, AM Chairman

Mr J A Fletcher

Mr R A Higgins, AO

Mr M Muhammad

Mr M Ratilal

Mr R J Wright

Mr M J McCormack Managing Director

Alternate directors who served during the current period are as follows:

Ms W S Saidi Alternate for Mr M Muhammad Mr W Z W Ariffin Alternate for Mr M Ratilal

Company Secretary

Mr M T Knapman

Principal activities

APTIT operates as an investment and financing entity within the Australian Pipeline Trust stapled group.

Significant changes in state of affairs

In the opinion of the Directors of the Responsible Entity, no significant changes in the state of affairs of APTIT occurred during the year.

Review and results of operations

APTIT reported net profit after tax of $14,488,000 (2007: $13,470,000) for the half year ended 31 December 2008 on total revenue of $14,495,000 (2007: $13,474,000).

As part of APA Group’s 19.9% investment in Energy Infrastructure Investments Pty Ltd (‘EII’), APL as responsible entity for APTIT acquired the Redeemable Ordinary Shares in EII for $32.6 million.

1

APT Investment Trust and its Controlled Entities Directors’ Report

Distributions

The Directors have declared an interim distribution of 6.0 cents per security ($29.396 million). The distribution comprises a 2.81 cent interest income distribution and a 3.19 cent capital distribution. The distribution will be paid on 27 March 2009.

Subsequent events

Except as disclosed elsewhere in this report, the directors are unaware of any matter or circumstance occurring since the end of the financial year that has significantly affected or may significantly affect the operations of the Consolidated Entity, the results of those operations or the state of affairs of the Consolidated Entity in future financial years.

In February 2009, APA Group increased its interest in Envestra Limited by 11.5% to 30.6% through participation in and partly underwriting Envestra’s rights issue, for a total cost of $64.4 million. As part of this transaction, APL as responsible entity for APTIT, acquired an additional $1.8 million investment in Envestra loan notes. As a result, APTIT’s investment in Envestra loan notes increased from 19.1% to 30.6%.

Responsible Entity’s holdings of securities

No securities in the Trust are held by the Responsible Entity.

Directors’ securityholdings

The aggregate number of securities held directly, indirectly or beneficially by directors or their director-related entities at the 31 December 2008 is 573,487 (30 June 2008: 530,314).

Auditor independence declaration

A copy of the Auditor’s independence declaration as required under section 307C of the Corporation Act 2001 is included on page 13.

Rounding off of amounts

APTIT is an entity of the kind referred to in Australian Securities and Investments Commission Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in this report and the half year financial report are rounded off to the nearest thousand dollars, unless otherwise indicated.

Signed in accordance with a resolution of the Directors of the Responsible Entity made pursuant to section 298(2) of the Corporations Act 2001.

On behalf of the Directors

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L F Bleasel AM Chairman

==> picture [137 x 55] intentionally omitted <==

R J Wright Director

SYDNEY, 25 February 2009

2

APT Investment Trust Condensed Consolidated Income Statement

For the half year ended 31 December 2008

	Note	31 Dec 2008	31 Dec 2007
		$000	$000
Continuing operations
Revenue	2	14,495	13,474
Expenses	2	(6)	(4)
Profit before tax		14,488	13,470
Income tax expense		-	-
Profit for the year		14,488	13,470
Attributable to:
Equity holders of the parent		14,488	13,470
Minority interest		-	-
		14,488	13,470
Earnings per security
Basic and diluted earnings per security (cents)	6	3.0	3.1

The above income statement should be read in conjunction with the accompanying notes.

3

APT Investment Trust Condensed Consolidated Balance Sheet

As at 31 December 2008

	Note	31 Dec 2008	30 Jun 2008
		$000	$000
Current assets
Receivables		620	705
Total current assets		620	705
Non-current assets
Receivables		13,783	14,030
Other financial assets		355,190	349,761
Total non-current assets		368,973	363,791
Total assets		369,593	364,496
Current liabilities
Trade and other payables		-	10
Total liabilities		-	10
Net assets		369,593	364,486
Equity
Issued capital	4	363,877	357,556
Reserves	5	(768)	(50)
Retained earnings		6,484	6,980
Total equity		369,593	364,486

The above balance sheet should be read in conjunction with the accompanying notes.

4

APT Investment Trust

Condensed Consolidated Statement of Changes in Equity

For the half year ended 31 December 2008

	Issued	Retained
	Capital	Earnings	Reserves	Total
	$000	$000	$000	$000
2008
Balance at 1 July 2008	357,556	6,980	(50)	364,486
Profit for the year	-	14,488	-	14,488
Issue of capital	19,431	-	-	19,431
Valuation loss recognised	-	-	(718)	(718)
Distribution	(13,110)	(14,984)	-	(28,094)
Balance at 31 December 2008	363,877	6,484	(768)	369,593
2007
Balance at 1 July 2007	298,251	-	-	298,251
Profit for the year	-	13,470	-	13,470
Issue of capital	71,433	-	-	71,433
Distribution	(8,634)	(12,951)	-	(21,585)
Balance at 31 December 2007	361,050	519	-	361,569

The above statement of changes in equity should be read in conjunction with the accompanying notes.

5

APT Investment Trust Condensed Consolidated Cash Flow Statement

For the half year ended 31 December 2008

	31 Dec 2008	31 Dec 2007
	$000	$000
Cash flows from operating activities
Payments to suppliers	(17)	-
Trust distribution - subsidiary	9,034	8,634
Capital distribution received - subsidiary	7,398	8,634
Capital distribution received - related party	6,724	5,677
Capital distribution received - other	341	-
Interest received - related parties	5,014	4,484
Finance lease receivable repayments	608	585
Interest paid	-	(4)
Net cash provided by operating activities	29,103	28,010
Cash flows from investing activities
Acquisition of finance lease receivable	-	(15,084)
Payments for available for sale investments	-	(18,298)
Payment for financial asset	(32,566)	-
Acquisition of subsidiary, net of cash acquired	-	271
Advances to related parties	12,125	(44,747)
Net cash used in investing activities	(20,441)	(77,858)
Cash flows from financing activities
Proceeds from issue of securities	19,432	71,433
Distributions to securityholders	(28,094)	(21,585)
Net cash (used in) / provided by financing activities	(8,662)	49,848
Net increase/(decrease) in cash and cash equivalents	-	-
Cash and cash equivalents at the beginning of the financial period	-	-
Cash and cash equivalents at the end of the financial period	-	-

6

APT Investment Trust Notes to the Financial Statements

For the half year ended 31 December 2008

Note Contents

• 1 Significant Accounting Policies

• 2 Profit from Operations

• 3 Distributions

• 4 Issued Capital

• 5 Reserves

• 6 Earnings Per Security

• 7 Contingent Liabilities and Contingent Assets

• 8 Subsequent Events

7

APT Investment Trust Notes to the Financial Statements

For the half year ended 31 December 2008

1. SIGNIFICANT ACCOUNTING POLICIES

Statement of compliance

The half year financial report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 ‘Interim Financial Reporting’. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 ‘Interim Financial Reporting’. The half year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the most recent annual financial report.

Basis of preparation

The condensed consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

APTIT is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in the Directors' report and the half year financial report are rounded to the nearest thousand dollars ($000) unless otherwise indicated.

The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the entity’s 2008 annual financial report for the financial year ended 30 June 2008.

Adoption of new and revised Accounting Standards

In the current year, APTIT has adopted all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for annual reporting periods beginning on or after 1 July 2008.

8

APT Investment Trust

Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

2. PROFIT FROM OPERATIONS

Profit before income tax includes the following items of revenue and expense:

2. PROFIT FROM OPERATIONS
Profit before income tax includes the following items of revenue and expense: REVENUE Distributions Trust distribution - subsidiary Other entities	31 Dec 2008 31 Dec 2007 $000 $000 9,034 8,634 74 -
	9,108 8,634
Finance income Interest - related parties Finance lease income - related party	5,014 4,484 373 356
	5,387 4,840
Total Revenue	14,495 13,474
EXPENSES Finance costs	6 4
Total Expenses	6 4
3. DISTRIBUTIONS Recognised amounts: Final distribution paid on 10 September 2008 (2007: 28 September 2007) Profit distribution (a) Capital distribution Unrecognised amounts: Interim distribution payable on 27 March 2009 (2008: 30 March 2008) Profit distribution (a) Capital distribution	14,984 12,951 13,110 8,634
	28,094 21,585
	13,767 9,167 15,629 12,375
	29,396 21,542

(a) Profit distributions unfranked (2007: unfranked).

The interim distribution in respect of the financial year ending 30 June 2009 has not been recognised in this half year financial report because the distribution was not declared, determined or publicly recommended prior to 31 December 2008. The distribution will be paid on 27 March 2009.

9

APT Investment Trust

Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

4. ISSUED CAPITAL Securities, fully paid Movements: Balance at the beginning of the financial year Security purchase plan Issue of securities under Distribution Reinvestment Plan Issue cost of securities Capital distributions paid Balance at the end of the financial period Securities, fully paid Movements: Balance at the beginning of the financial year Security purchase plan Issue of securities under Distribution Reinvestment Plan Issue cost of securities Capital distributions paid Balance at the end of the financial period 5. RESERVES Available-for-sale investment revaluation reserve Balance at the beginning of the financial year Valuation loss recognised Deferred tax arising on revaluation Balance at the end of the financial period	31 Dec 2008 30 Jun 2008 $000 $000 363,877 357,556
	No. of securities 000 $000 468,241 357,556 11,705 8,864 9,995 10,595 - (28) - (13,110) 31 Dec 2008
	489,941 363,877
	31 Dec 2007 30 Jun 2007 $000 $000 361,050 298,251
	No. of securities 000 $000 431,701 298,251 23,659 63,770 2,984 7,759 - (96) - (8,634) 31 Dec 2007
	458,344 361,050
	31 Dec 2008 30 Jun 2008 $000 $000 (50) - (718) (50) - -
	(768) (50)

The available-for-sale investment revaluation reserve arises on the revaluation of available-for-sale financial assets. Where a revalued financial asset is sold, that portion of the reserve which relates to that financial asset and is effectively realised, is recognised in profit or loss. Where a revalued financial asset is considered impaired, that portion of the reserve which relates to that financial

asset is recognised in profit or loss.

10

APT Investment Trust

Notes to the Financial Statements (continued)

For the half year ended 31 December 2008

APT Investment Trust Notes to the Financial Statements (continued) For the half year ended 31 December 2008
6. EARNINGS PER SECURITY Basic and diluted earnings per security (cents) The earnings and weighted average number of ordinary securities used in the calculation of basic and diluted earnings per security are as follows: Net profit attributable to securityholders for calculating basic and diluted earnings per security ($000) Weighted average number of ordinary securities on issue used in the calculation of basic and diluted earnings per security	31 Dec 2008 31 Dec 2007 3.0 3.1
	$000 $000 14,488 13,470
	000 000 475,788 437,356 No. of securities

7. CONTINGENT LIABILITIES AND CONTINGENT ASSETS

At 31 December 2008, there are no material contingent liabilities or contingent assets (2007: nil).

8. SUBSEQUENT EVENTS

On 25 February 2009, the Directors declared an interim distribution for the 2009 financial year, of 6.0 cents per security ($29.396 million). The distribution represents a 2.81 cps interest income distribution and a 3.19 cps capital distribution. The distribution will be paid on 27 March 2009.

11

APT Investment Trust Declaration by the Directors of Australian Pipeline Limited For the half year ended 31 December 2008

The Directors declare that:

(a) in the Directors’ opinion, there are reasonable grounds to believe that APT Investment Trust will be able to pay its debts as and when they become due and payable; and

(b) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with Accounting Standards and giving a true and fair view of the financial position and performance of the Consolidated Entity.

Signed in accordance with a resolution of the Directors of the Responsible Entity made pursuant to section 295(5) of the Corporations Act 2001.

On behalf of the Directors

==> picture [184 x 49] intentionally omitted <==

L F Bleasel AM Chairman

==> picture [126 x 64] intentionally omitted <==

R J Wright Director

SYDNEY, 25 February 2009

12

Deloitte Touche Tohmatsu A.B.N. 74 490 121 060

Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia

The Directors Australian Pipeline Limited as responsible entity for APT Investment Trust HSBC Building Level 19, 580 George Street Sydney NSW 2000

DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au

25 February 2009

Dear Directors

Auditors Independence Declaration to Australian Pipeline Limited as responsible entity for APT Investment Trust

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Australian Pipeline Limited as responsible entity for APT Investment Trust.

As lead audit partner for the review of the financial statements of APT Investment Trust for the half year ended 31 December 2008, I declare that to the best of my knowledge and belief, there have been no contraventions of:

• (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

• (ii) any applicable code of professional conduct in relation to the review.

Yours faithfully

DELOITTE TOUCHE TOHMATSU

==> picture [55 x 36] intentionally omitted <==

Samantha Lewis Partner

==> picture [97 x 17] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation.

13

Deloitte Touche Tohmatsu A.B.N. 74 490 121 060

Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia

DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au

Independent Auditor’s Review Report to the Unitholders of APT Investment Trust

We have reviewed the accompanying half-year financial report of APT Investment Trust, which comprises the balance sheet as at 31 December 2008, and the income statement, cash flow statement, statement of recognised income and expense for the half-year ended on that date, selected explanatory notes and the directors’ declaration of the consolidated entity comprising the Trust and the entities it controlled at the end of the half-year or from time to time during the halfyear as set out on pages 3 to 12.

Directors’ Responsibility for the Half-Year Financial Report

The directors of the Trust are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001 . This responsibility includes establishing and maintaining internal control relevant to the preparation and fair presentation of the half-year financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of an Interim Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2008 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of APT Investment Trust, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

==> picture [96 x 17] intentionally omitted <==

Liability limited by a scheme approved under Professional Standards Legislation.

14

==> picture [140 x 27] intentionally omitted <==

Auditor’s Independence Declaration

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of APT Investment Trust is not in accordance with the Corporations Act 2001 , including:

• (a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2008 and of its performance for the half-year ended on that date; and

• (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

DELOITTE TOUCHE TOHMATSU

==> picture [54 x 36] intentionally omitted <==

Samantha Lewis Partner Chartered Accountants Sydney, 25 February 2009

15

==> picture [584 x 100] intentionally omitted <==

ASX RELEASE

25 February 2009

For further information please contact:

Chris Kotsaris, Investor Relations APA Group Joanne Collins, Kreab Gavin Anderson Telephone: (02) 9693 0049 or Mob: 0402 060 508 Telephone: (02) 9552 8939 or Mob: 0423 029 932 Email: chris.kotsaris@apa.com.au Email: jcollins@kreabgavinanderson.com.

About APA Group (APA)

APA Group, comprising Australian Pipeline Trust and APT Investment Trust, is the major ASX-listed energy transmission company in Australia with interests in almost 12,000 km of natural gas pipeline infrastructure, over 2,300 km of gas distribution networks in south east Queensland.

APA manages and operates all its assets and also provides management and operation services to gas distribution and transmission company Envestra and other third parties.