**U.S. Securities and ExchangeCommission**

**Washington,D.C. 20549**

**Form 40-F/A**

**AmendmentNo. 1**
| **o**      | ** ** | **REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF  THE SECURITIES EXCHANGE ACT of  1934**    |
|------------|------------|-----------------------------------------------------------------------------------------------|
| ** ** | ** ** | ** **                                                                                    |
| **OR**     |
| ** ** | ** ** | ** **                                                                                    | ** ** |
| **x**      | ** ** | **ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15  (d) OF THE SECURITIES EXCHANGE ACT OF 1934** |

 
| **For the fiscal year ended December 31, 2006** | ** ** | **Commission File Number 1-31690** |
|------------------------------------------------------|------------|-----------------------------------------|

 

**TRANSCANADA CORPORATION**

(Exact Name ofRegistrant as specified in its charter)

**Canada**

(Jurisdiction of incorporationor organization)

**4922, 4923, 4924, 5172**

(Primary StandardIndustrial Classification Code Number (if applicable))

**NotApplicable**

(I.R.S. EmployerIdentification Number (if applicable))

**TransCanada Tower, 450 – 1 StreetS.W.**

**Calgary, Alberta, Canada, T2P 5H1**

**(403) 920-2000**

(Addressand telephone number of Registrant’s principal executive offices)

**CT Corporation, Suite 2610, 520Pike Street**

**Seattle, Washington, 98101; (206)622-4511; 1-800-456-4511**

(Name, address (includingzip code) and telephone number (including area code)

of agent forservice in the United States)

Securitiesregistered pursuant to section 12(b) of the Act:

| **Title of each class**                |   | **Name of  each exchange on which registered** |
|----------------------------------------|--------|------------------------------------------------|
| Common Shares  (including Rights under |   | New York Stock  Exchange                       |
| Shareholder Rights  Plan)              |   |                                           |

 

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

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

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

| x  Annual Information Form |   | x  Audited  annual financial statements |
|--------------------------------------|--------|---------------------------------------------------|

 

Indicate thenumber of outstanding shares of each of the issuer’s classes of capital orcommon stock as of the close of the period covered by the annual report.

**At December 31, 2006, 488,975,399common shares**

**wereissued and outstanding**

Indicate by checkmark whether the Registrant by filing the information contained in this Form isalso thereby furnishing the information to the Commission pursuant to Rule12g3-2(b) under the Securities Exchange Act of 1934 (the “Exchange Act”).  If “Yes” is marked, indicate the file numberassigned to the Registrant in connection with such Rule.

| Yes  o |   | No  x |
|------------------|--------|-----------------|

 

Indicate by checkmark whether the Registrant (1) has filed all reports required to be filed bySection 13 or 15(d) of the Exchange Act during the preceding 12 months (or suchshorter 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  x |   | No  o |
|------------------|--------|-----------------|

 

The documents (orportions thereof) forming part of this Form 40-F are incorporated by referenceinto the following registration statements under the Securities Act of 1933, asamended: 
| Form   | ** ** | **Registration No.** | ** ** |
|--------|------------|----------------------|------------|
|   |       |                 |       |
| S-8    |       | 333-5916             |       |
| S-8    |       | 333-8470             |       |
| S-8    |       | 333-9130             |       |
| F-3    |       | 33-13564             |       |
| F-3    |       | 333-6132             |       |
| F-10   |       | 333-140150           |       |

 

 

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**EXPLANATORY NOTE**

TransCanadaCorporation (“TransCanada”) is filing this Form 40-F/A AmendmentNo. 1 to its Annual Report on Form 40-F for the year endedDecember 31, 2006 which was filed with the Securities and ExchangeCommission on February 27, 2007, to re-file its 2006 Reconciliation toUnited States GAAP.  At December 31,2006, the Company recorded the transitional impact of implementing SFAS No. 158“Employers’ Accounting for Defined Benefit Pension and Other PostretirementPlans” to comprehensive income and accumulated other comprehensive income.  The amount should have been recorded directlyto accumulated other comprehensive income without impacting comprehensiveincome.  This restatement corrects thisitem at December 31, 2006.  Thisrestatement does not impact any other items in 2006 and does not impact anyprior years.

Other than asexpressly set forth above, this Form 40-F/A does not, and does not purport to,update, or restate the information in any Item of the Form 40-F or reflect anyevents that have occurred after the Form 40-F was filed.

**UNDERTAKING**

The Registrant****undertakes tomake available, in person or by telephone, representatives to respond toinquiries made by the staff of the U.S. Securities and Exchange Commission (the“Commission”), and to furnish promptly, when requested to do so by theCommission staff, information relating to: the securities registered pursuantto Form 40-F; the securities in relation to which the obligation to file anAnnual Report on Form 40-F arises; or transactions in said securities.

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**SIGNATURES**

Pursuant to the requirements of the Exchange Act, the Registrantcertifies that it meets all of the requirements for filing on Form 40-F and hasduly caused this Annual Report to be signed on its behalf by the undersigned,thereto duly authorized, in the City of Calgary, Province of Alberta, Canada.
|        | **TRANSCANADA CORPORATION** |
|--------|-----------------------------|
|   |                        |   |
|   |                        |   |
|        | Per:                        | /s/ Gregory A. Lohnes |   |
|   |                        | GREGORY A. LOHNES |   |
|   |                        | Executive Vice-President  and Chief Financial Officer |
|   |                        |   |
|   |                        | Date: March 19, 2007 |

 

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**DOCUMENTSFILED AS PART OF THIS REPORT**

13.1               Related supplementarynote entitled “Restated Reconciliation to United States GAAP” and the auditors’report thereon.

**EXHIBITS**

23.1               Consent of KPMG LLP, CharteredAccountants.

31.1               Certificationof Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002.

31.2               Certificationof Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of2002.

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