UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 40-F/A(Amendment No. 1)

o

REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934ORý

ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 2013
Commission File Number 001-15150

ENERPLUS CORPORATION(Exact name of Registrant as specified in its charter)

Alberta, Canada(Province or other jurisdiction of
incorporation or organization)

1311(Primary Standard Industrial Classification Code Number
(if applicable))

N/A(I.R.S. Employer Identification
Number (if applicable))


The Dome Tower, 3000, 333 - 7th Avenue S.W.
Calgary, Alberta, Canada T2P 2Z1
(403) 298-2200(Address and telephone number of Registrant's principal executive offices)

CT Corporation System
111 Eighth Avenue, 13th Floor
New York, New York 10011
(212) 894-8940(Name, address (including zip code) and telephone number (including area code)
of agent for service in the United States)

Securities
registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class

Name of each exchange on which registeredCommon Shares

Toronto Stock Exchange
The New York Stock Exchange


Securities
registered or to be registered pursuant to Section 12(g) of the Act: None

Securities
for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

For
annual reports, indicate by check mark the information filed with this Form:

ý    Annual
information form                                    ý Audited annual financial statements

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.

202,757,689 Common
Shares

Indicate
by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months
(or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

Yes    ý                                    No
    o

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was
required to submit and post such files).

Yes    ý                                    No
    o





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EXPLANATORY NOTE

The sole purpose of this amendment is to file to correct an improper reference to International Financial Reporting Standards in the
Report of Independent Registered Public Accounting Firm with respect to the audit of Registrant's internal control over financial reporting (the "Report on Internal Controls"). As part of this
amendment, we are refiling the Report on Internal Controls in its entirety as Exhibit 99.1. Other than correcting the reference to International Financial Reporting Standards in the Report on
Internal Controls, no changes have been made to the Registrant's Form 40-F filed on February 21, 2014.

UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A.    Undertaking

The Registrant undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission staff, and to furnish
promptly, when requested to do so by the Commission staff, information relating to: the securities registered pursuant to Form 40-F; the securities in relation to which the obligation to file
an annual report on Form 40-F arises; or transactions in said securities.

B.    Consent to Service of Process

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SIGNATURES

Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on
Form 40-F/A and has duly caused this annual report to be signed on its behalf by the undersigned, thereto duly authorized.

ENERPLUS CORPORATIONBy:

/s/ IAN C. DUNDAS Ian C. Dundas
President and Chief Executive OfficerDate: February 25, 2014


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EXHIBIT INDEX

99.1

Report of Independent Registered Public Accounting Firm.99.2

Consent of Independent Registered Public Accounting Firm.99.3

Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.99.4

Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.99.5

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.6

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


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