Purpose
Advantages
Administration
Participation
Price of New Units
Costs
Reports to Participants
Federal Anti-Terrorism and Anti-Money Laundering Legislation
Certificates for Units
Termination of Participation
Rights Offering
Subdivisions
Unitholder Voting
Responsibilities of the Fund and the Plan Agent
Taxes
Amendment, Suspension or Termination of the Plan
Notices
Effective Date of the Plan

Purpose

This Trust Unit Monthly Distribution Reinvestment and Unit Purchase Plan (the "Plan") enables residents of Canada who hold at least one (1) Trust Unit (an "Eligible Unit") of Enerplus Resources Fund (the "Fund") to reinvest cash distributions (a "distribution reinvestment") on Eligible Units in new Trust Units ("Units") of the Fund at 95% of the Average Market Price of the Units (as defined under "Price of New Units" below). In addition, the Plan allows eligible holders of Units ("Unitholders"), whether or not they participate in the distribution reinvestment component of the Plan, to invest additional sums ("optional cash payments") in new Units of the Fund. In both cases, such Units are purchased directly from the treasury of the Fund by Computershare Trust Company of Canada (the "Plan Agent"), who acts as agent on behalf of the Participants under the Plan. The Plan provides a way for the Fund to issue additional equity capital to existing Unitholders resident in Canada. Unless authorized or otherwise announced by the Fund, Unitholders who are not residents in Canada are not eligible to participate in the Plan.

For the purposes of the Plan, a "Participant" means any eligible registered holder of Eligible Units, and in addition, for the optional cash payment component of the Plan, also includes any Nominee (as defined below) who participates in the optional cash payment component of the Plan on behalf of an eligible beneficial Unitholder. Eligible beneficial Unitholders (being eligible Unitholders who do not have a Unit certificate registered in their name but hold their Units through a broker, investment dealer, bank, trust company or other nominee holder (each a "Nominee")) who wish to participate in the Plan must coordinate their enrollment and participation in the Plan through such Nominee.

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Advantages

Under the distribution reinvestment component of the Plan, a Participant may purchase new Units of the Fund with the cash distributions paid on the Eligible Units which are registered in the name of the Participant. The price of Units purchased with such cash distributions will be 95% of the Average Market Price of the Units in respect of the applicable distribution payment date. Under the optional cash payment component of the Plan, a Participant (who may be, but is not required to be, enrolled in the distribution reinvestment component of the Plan, may also make optional cash payments, up to a maximum of $5,000 per month (with a minimum of $250 per remittance), which will be used to purchase new Units of the Fund. The price of Units purchased with optional cash payments will be the Average Market Price of the Units in respect of the applicable distribution payment date, without any discount. No commissions, service charges or brokerage fees are generally payable by Participants in connection with the Plan.

Full investment of Participants' funds is possible under the Plan because the Plan permits fractions of Units (to three decimal places), as well as whole Units, to be purchased and held for Participants. Additionally, distributions in respect of whole Units and fractions of Units purchased under the Plan will be held by the Plan Agent for the Participants' accounts and automatically invested under the Plan in new Units of the Fund.

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Administration

The Plan Agent acts as agent for the Participants under the Plan. The Fund promptly pays over to the Plan Agent, on behalf of the Participants, all cash distributions paid on their Eligible Units enrolled in the distribution reinvestment component of the Plan and all optional cash payments made by them. The Plan Agent uses such funds to purchase new Units for the Participants from the treasury of the Fund. New Units purchased under the Plan will be registered in the name of the Plan Agent, or its nominee, as agent for Participants in the Plan.

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Participation

Any Canadian resident holder of at least one (1) Eligible Trust Unit is eligible to participate in the Plan. An eligible Unitholder may participate in either one or both of the distribution reinvestment component or the optional cash payment component of the Plan.

Any eligible registered Unitholder may enroll in the distribution reinvestment component of the Plan at any time by duly completing an Enrollment Form and returning it to the Plan Agent no later than four (4) business days prior to the relevant distribution record date. If the Plan Agent receives an Enrollment Form after such date, the cash distribution in respect of that distribution record date will be paid by the Fund to the Unitholder in the usual manner on the corresponding distribution payment date, and participation in the Plan will commence on the next distribution payment date. The Fund's distribution record dates are normally on or about the 10th day of each month, and the Fund's distribution payment dates are normally on or about the 20th day of each month. Eligible beneficial Unitholders whose Units are not registered in their own names but are held through a Nominee may participate in the distribution reinvestment component of the Plan by either: (i) having their Units transferred into and registered in their own names, or (ii) by instructing their Nominee to participate in the Plan on their behalf while maintaining the Units in the Nominee's account. Once a Unitholder has enrolled in the distribution reinvestment component of the Plan, participation continues automatically unless terminated in accordance with the terms of the Plan.

By enrolling in the Plan, a Participant directs the Fund to forward to the Plan Agent all of the Participant's monthly cash distributions on Eligible Units enrolled in the Plan (including all Units held under the Plan) and directs the Plan Agent to invest such distributions in new Units of the Fund for the benefit of the Participant. The Plan Agent will apply such funds received under the Plan to the purchase of new Units from the treasury of the Fund.

An Enrollment Form is may be obtained from the Plan Agent at the address below, or by contacting the Plan Agent's National Customer Contact Centre at 1-866-921-0978. Such forms are also available on the Fund's website at www.enerplus.com.

In order to enroll in the optional cash payment component of the Plan, an eligible registered Unitholder must duly complete an Optional Cash Purchase – Participant Declaration and Contribution Voucher and return it to the Plan Agent, together with a cheque in Canadian dollars made payable to "Computershare", no later than four (4) business days prior to the applicable distribution record date. Eligible beneficial Unitholders whose Units are not registered in their own names but are held through a Nominee or other registered holder may participate in the Plan by either: (i) having their Units transferred into and registered in their own names, or (ii) by instructing their Nominee or such registered holder to participate in the Plan on their behalf while maintaining the Units in the Nominee's account or registered in such holder's name. A registered holder who wishes to make optional cash payments on behalf of one or more beneficial owners must make the declaration set forth in the Optional Cash Purchase – Participant Declaration and Contribution Voucher that: (i) it is making the optional cash payment on behalf of one or more beneficial owners of Units that are registered in such registered holder's name, (ii) it has applied to participate in the Plan on behalf of each such beneficial owner, and (iii) at least $250 per remittance and not more than $5,000 per month is being paid on behalf of each beneficial owner. Nominees who are participants in CDS Clearing and Depository Services Inc. ("CDS") must complete and provide the appropriate CDS participant forms in order to make optional cash payments on behalf of eligible beneficial Unitholders who hold their Units through such Nominee. Such CDS participant forms may contain a similar declaration to that described above.

The Fund is subject to a limit such that, in any financial year, it may not issue pursuant to optional cash payments, in aggregate, more than the maximum number of Units permitted by applicable laws and regulatory policies (currently equal to 2% of the number of Units issued and outstanding at the beginning of the financial year). If applications to purchase Units with optional cash payments are received that would result in the Fund exceeding this limit, then purchases of Units on the next distribution payment date would be pro-rated among all participants on the basis of the number of Units sought to be purchased with optional cash payments. No further optional cash payments would be accepted until the end of the applicable financial year.

An Optional Cash Purchase – Participant Declaration and Contribution Voucher is inserted with each statement of account and may also be obtained from the Plan Agent at the address below, or by contacting the Plan Agent's National Customer Contact Centre at 1-866-921-0978. Such forms are also available on the Fund's website at www.enerplus.com.

By participating in the optional cash payment component of the Plan, the Participant (or Nominee, as applicable) directs the Plan Agent to invest the accompanying optional cash payments in new Units of the Fund for the benefit of the Participant or applicable beneficial Unitholder. The Plan Agent will apply such funds received under the Plan to the purchase of new Units from the treasury of the Fund.

Monthly distributions paid on Units held by the Plan Agent for the account of a Participant under the Plan will be automatically reinvested in new Units on each distribution payment date.

No interest will be paid to Participants on any funds held for investment under the Plan. Optional cash payments will be cashed as soon as practicable following receipt by the Plan Agent to ensure that payment will not be denied for insufficient funds by the applicable distribution payment date.

The Fund reserves the right to refuse participation to any person who, in the opinion of the directors of EnerMark Inc. (the administrator of the Fund), is participating in the Plan primarily with a view to arbitrage trading.

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Price of New Units

On each monthly distribution payment date, cash distributions payable on Units enrolled in the distribution reinvestment component of the Plan, and optional cash payments duly received, will be applied automatically to the purchase of Units from the Fund's treasury at the applicable subscription price for new Units. The Fund will advise the Plan Agent of the Average Market Price applicable to each distribution payment date.

The price of new Units purchased with reinvested distributions on Eligible Units pursuant to the distribution reinvestment component of the Plan will be 95% of the Average Market Price of the Units in respect of the applicable distribution payment date. The price of new Units purchased under the optional cash payment component of the Plan is the Average Market Price of the Units in respect of the applicable distribution payment date, without any discount. For the purposes of the Plan, "Average Market Price" means the weighted average trading price of the Units on the Toronto Stock Exchange for the 20 trading days immediately preceding a distribution payment date on which at least a board lot of such Trust Units was traded.

Each Participant's account will be credited with that number of Units purchased for the Participant, including fractions computed to three decimal places, which is equal to the amounts to be invested for each Participant divided by the applicable purchase price.

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Costs

There are no brokerage commissions payable in connection with the Plan. All administrative costs of the Plan, including the fees and expenses of the Plan Agent, are borne by the Fund. However, beneficial Unitholders should contact the Nominee through which their Units are held to confirm what fees (if any) such Nominee may charge to enroll or participate in the Plan on their behalf.

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Reports to Participants

An account will be maintained by the Plan Agent for each Participant in the Plan. With each monthly distribution, an unaudited statement of account will be mailed to each Participant. These statements are a Participant's continuing record of purchases and should be retained for income tax purposes. In addition, each Participant will be sent annually the appropriate information for tax reporting purposes.

Participants are responsible for calculating and monitoring their own adjusted cost base in Units for income tax purposes, as certain averaging rules may apply and such calculations may depend on the cost of other Units held by a Participant.

Beneficial owners of Units who are enrolled in the Plan through a Nominee may or may not be provided with such reports or forms from their Nominee.

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Federal

Federal anti-terrorism and anti-money laundering legislation requires that Participants wishing to make optional cash payments provide certain personal information. If an optional cash payment is being made, Participants will be required to complete the Optional Cash Purchase – Participant Declaration and Contribution Voucher and submit to the Plan Agent. Nominees who make optional cash payments on behalf of beneficial Unitholders through CDS may be required to provide similar information and declarations.

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Certificates for Units

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Termination of Participation

Participation in the Plan may be terminated by a Participant at any time by duly completing the termination portion of the voucher on the reserve of the statement of account provided each month to Participants and sending it to the Plan Agent. Beneficial Unitholders must contact the Nominee through which their Units are held in order to terminate their participation in the Plan.

When a Participant terminates participation in the Plan, the Participant will receive a certificate for the whole Units held for such Participant's account and a cash payment for any fraction of a Unit held. Any optional cash payments received prior to termination but not yet invested will be returned to the Participant, without interest. Any fractional Unit interest will be paid in cash calculated on the Average Market Price of the Units applicable to the distribution record date immediately preceding the effective date of termination. If the Plan Agent does not receive the termination request form at least four (4) business days prior to a distribution record date, settlement of the Participant's account will not commence until after the next distribution payment has been completed. No notice of termination will be processed by the Plan Agent between a distribution record date and the corresponding distribution payment date, and the Participant's account will not be closed until after that distribution payment date.

Participation in the Plan will be terminated automatically upon receipt by the Plan Agent of a written notice of the death of a Participant. A certificate for the number of whole Units will be issued by the Fund in the name of the deceased Participant or in the name of the estate of the deceased Participant, as appropriate, and the Plan Agent will send such certificate and a cash payment for any uninvested optional cash payments and for any fraction of a Unit to the legal representative of the deceased Participant.

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Rights Offering

In the event the Fund makes available to its holders of Units rights to subscribe for additional Units or other securities, rights certificates will be issued by the Fund to each Participant in respect of the whole Units held for a Participant's account under the Plan on the record date for such rights issue.

Rights based on a fraction of a Unit held for a Participant's account will be sold for such Participant by the Plan Agent and the net proceeds invested as an optional cash payment on the next distribution payment date.

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Subdivisions

If Units of the Fund are distributed pursuant to a subdivision of Eligible Units, such Units received by the Plan Agent for Participants under the Plan will be retained by the Plan Agent and credited by the Plan Agent proportionately to the accounts of the Participants in the Plan. A certificate for any Units resulting from such a subdivision of Eligible Units which are registered in the name of a Participant, rather than the name of the Plan Agent, will be sent directly to the Participant in the same manner as to Unitholders who are not participating in the Plan.

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Unitholder Voting

Whole Units held for a Participant's account under the Plan on the record date for a vote of Unitholders will be voted in accordance with the instructions of the Participant given on a form to be furnished to the Participant. Units for which instructions are not received will not be voted.

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Responsibilities of the Fund and the Plan Agent

Neither the Fund nor the Agent shall be liable for any act or for any omission to act in connection with the operation of the Plan including, without limitation, any claims for liability:

(a) arising out of failure to terminate a Participant's account upon such Participant's death prior to receipt of notice in writing of such death;

(b) with respect to the prices at which Units are purchased for the Participant's account and the times such purchases are made;

(c) with respect to decisions by the Fund to raise or not issue new equity through the Plan on any given distribution payment date, or the amount of equity issued (if any);

(d) with respect to any decision to amend or terminate the Plan in accordance with the terms hereof;

(e) arising out of any determination made by the Fund or the Plan Agent as to a Unitholder's eligibility to participate in the Plan or any component thereof, including the cancellation of a Unitholder's participation for failure to satisfy the eligibility requirements; or

(f) for any income taxes or other liabilities payable by any registered or beneficial Unitholder in connection with their direct or indirect participation in the Plan.

Participants should recognize that neither the Fund nor the Plan Agent can assure a profit or protect them against a loss on the Units purchased under the Plan.

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Taxes

It should be understood that the fact that distributions are reinvested in Units under the terms of the Plan does not relieve Participants of any liability for taxes that may be payable on such amounts. To the extent that a distribution from the Fund would be included in the income of holders of Units for the purposes of the Income Tax Act (Canada), such amount will be included in the income of Unitholders who elect to reinvest such amount. The amount reinvested by Unitholders (plus any cash consideration) will be added to the adjusted cost base of their Units for the purpose of computing any subsequent gain or loss thereon.

Unitholders are responsible for calculating and monitoring their own adjusted cost base in Units for income tax purposes, as certain averaging rules may apply and such calculations may depend on the cost of other Units held by such Unitholder. Beneficial owners of Units who are enrolled in the Plan through a Nominee may or may not be provided with such reports or forms from their Nominee.

Participants are urged to consult their tax advisers as to their particular tax position.

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Amendment, Suspension or Termination of the Plan

The Fund reserves the right to amend, suspend or terminate the Plan at any time, but such action shall have no retroactive effect that would prejudice the interests of the Participants. All Participants will be sent written notice of any such amendment, suspension or termination. In the event of termination of the Plan by the Fund, certificates for whole Units held for Participants' accounts under the Plan and cash payments for any fraction of a Unit and any uninvested optional cash payments will be remitted with due dispatch by the Plan Agent to the Participants. In the event of suspension of the Plan by the Fund, no investment will be made by the Plan Agent on the distribution payment date immediately following the effective date of such suspension. Any optional cash payments which are not invested as of the effective date of such suspension and any Unit distributions subject to the Plan and paid after the effective date of such suspension will be remitted by the Plan Agent to the Participants.

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Notices

All notices required to be given under the Plan shall be mailed to Participants at the addresses shown on the records of the Plan or at a more recent address as furnished by the Participant.

Notices to the Fund shall be sent to:

Enerplus Resources Fund
The Dome Tower
Suite 3000
333 - 7th Avenue S.W.
Calgary, Alberta T2P 2Z1

Attention: Vice President, Investor Relations and Corporate Communications
Telephone: (403) 298-2200 or 1-800-319-6462
Facsimile: (403) 298-2211
E-mail: investorrelations@enerplus.com

Notices to the Plan Agent shall be sent to:

Computershare Investor Services Inc.
100 University Avenue, 9th Floor
Toronto, Ontario M5J 2Y1

Attention: Dividend Reinvestment Department
Telephone: 1-866-921-0978

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Effective Date of the Plan

The effective date of the Plan, as revised, is May 30, 2008.

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