Westshore Terminals Investment CorporationTSX: WTE

Westshore Terminals Income Fund - 2005 Third Quarter Report

· Issued by Westshore Terminals Investment Corporation via CNW
VANCOUVER, Nov. 4 /CNW/ - Westshore Terminals Income Fund (TSX: WTE.UN)
announced today its earnings for the third quarter ending September 30, 2005.
Please see attached Report to Unitholders for details.

Westshore Terminals Income Fund
Third Quarter Report
For the nine months ended September 30, 2005
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Dear Unitholders:

Until September 30, 2005, Westshore Terminals Income Fund (the "Fund")
derived its cash inflows from its investment in the $645 million subordinated
notes and common shares of Westshore Terminals Ltd. Effective October 1, 2005
and going forward, as a result of the Fund's previously announced
restructuring, the cash inflows of the Fund are based on the distributions
received from the operations of Westshore Terminals Limited Partnership
("Westshore LP").  In this Report "Westshore" refers to Westshore Terminals
Ltd. prior to September 30, 2005 and to Westshore LP thereafter.
The earnings and distributable cash of the Fund are wholly dependent on
the results of Westshore. Westshore's results are determined largely by the
volume of coal shipped by its coal mine customers for sale in the export
market, the rate per tonne charged by Westshore and Westshore's costs. As a
result, Westshore's throughput charges for approximately half of the coal it
handles are calculated by reference to coal prices. Higher prices for hard
coking coal have resulted in Westshore's customers achieving much higher
average settlement prices for the 2005/06 coal year (ending March 31, 2006)
compared to the 2004/05 coal year. Westshore's throughput charges that are
linked to the price of coal (which cover approximately half of the throughput)
increased significantly by the end of the second quarter of 2005, and are
expected to continue at the same levels for the balance of 2005, leading to
materially higher anticipated distributions in the second half of 2005
compared to 2004. As Westshore has some exposure to fluctuations in exchange
rates (as a result of the pricing mechanisms under most of its customer
contracts), Westshore has also put in place some currency hedging which is
intended to offer partial shielding to Westshore from material swings in the
CDN/US dollar exchange rate.
The enclosed financial statements have not been reviewed by the Fund's or
Westshore's auditors.


Westshore Terminals Income Fund
- Management's Discussion and Analysis of Financial Condition
  and Results of Operations

This management's discussion and analysis refers to certain measures
other than those prescribed by Canadian Generally Accepted Accounting
Principles ("GAAP"). These measures do not have standardized meanings and may
not be comparable to similar measures presented by other trusts or
corporations. They are however determined by reference to the Fund's financial
statements. These non-GAAP measures are discussed because the Fund believes
that they provide investors with valuable information in understanding the
results of the Fund's operations and financial position. The following
unaudited financial results along with management's discussion and analysis
should be read in conjunction with the consolidated audited financial
statements and notes thereto included in the Fund's Annual Report for the year
ended December 31, 2004. The date of this management's discussion and analysis
and results of operations is November 3, 2005.
The following table sets out selected consolidated financial information
for the Fund for the quarter ended September 30, 2005. As at November 3, 2005,
the Fund had 70,381,111 issued and outstanding trust units.

<<
-------------------------------------------------------------------------
(In thousands of dollars except per unit amounts)     Three Months Ended
                                                      September 30, 2005
                                                               $
-------------------------------------------------------------------------
REVENUE
-------------------------------------------------------------------------
  Coal                                                      46,063
-------------------------------------------------------------------------
  Other                                                      4,190
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                                                            50,253
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EXPENSES
-------------------------------------------------------------------------
  Operating                                                 16,762
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  Administrative                                             4,109
-------------------------------------------------------------------------
Earnings before income taxes and depreciation               29,382
-------------------------------------------------------------------------
Depreciation                                                 5,728
-------------------------------------------------------------------------
Earnings before income taxes                                23,654
-------------------------------------------------------------------------
Provision for income taxes                                     446
-------------------------------------------------------------------------
Net earnings for the period                                 23,208
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Net earnings per trust unit                                  0.330
-------------------------------------------------------------------------

Adjusted EBITDA
-------------------------------------------------------------------------
  Earnings before income taxes and depreciation             29,382
-------------------------------------------------------------------------
  Subtract:
  Unrealized gains on forward exchange contracts             2,284
-------------------------------------------------------------------------
Adjusted EBITDA                                             27,098
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Distributions declared                                      26,745
-------------------------------------------------------------------------
Distributions declared per trust unit                        0.380
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The following tables set out selected consolidated financial information
for the Fund on a quarterly basis for the last eight quarters.

-------------------------------------------------------------------------
(In thousands of dollars                    Three Months Ended
except per unit amounts)       ------------------------------------------
                                 Sep 30,    Jun 30,    Mar 31,    Dec 31,
                                  2005       2005       2005       2004
                                    $          $          $          $
-------------------------------------------------------------------------
Revenue
  Coal                           46,063     43,969     31,692     29,323
  Other                           4,190     (1,622)        21      5,547
-------------------------------------------------------------------------
                                 50,253     42,347     31,713     34,870
Expenses
  Operating                      16,762     17,237     16,339     17,390
  Administration                  4,109      1,562      1,392      1,725
-------------------------------------------------------------------------
                                 20,871     18,799     17,731     19,115
-------------------------------------------------------------------------
Earnings before income taxes
 and depreciation                29,382     23,548     13,982     15,755
Depreciation                      5,728      5,728      5,728      5,850
-------------------------------------------------------------------------
Earnings before income taxes     23,654     17,820      8,254      9,905
Provision for (recovery of)
 income taxes                       446      1,239     (2,222)    (2,284)
-------------------------------------------------------------------------
Net earnings for the period      23,208     16,581     10,476     12,189
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Distributions declared           26,745     14,076     14,076     16,891
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Distributions declared per
 trust unit                       0.380      0.200      0.200      0.240
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Net earnings per trust unit       0.330      0.236      0.149      0.173
-------------------------------------------------------------------------
-------------------------------------------------------------------------


-------------------------------------------------------------------------
(In thousands of dollars                    Three Months Ended
except per unit amounts)       ------------------------------------------
                                 Sep 30,    Jun 30,    Mar 31,    Dec 31,
                                  2004       2004       2004       2003
                                    $          $          $          $
-------------------------------------------------------------------------
Revenue
  Coal                           28,448     30,267     23,382     28,719
  Other                           4,985      3,110      1,627      1,948
  Fording Canadian Coal Trust
   Distributions                      -          -          -      2,240
-------------------------------------------------------------------------
                                 33,433     33,377     25,009     32,907
Expenses
  Operating                      17,146     15,469     14,228     15,874
  Administration                  1,405      1,403      1,753      1,952
-------------------------------------------------------------------------
                                 18,551     16,872     15,981     17,826
-------------------------------------------------------------------------
Earnings before interest,
 income taxes, depreciation,
 gain on sale of Fording
 Canadian Coal Trust units and
 extraordinary gain              14,882     16,505      9,028     15,081
Depreciation                      5,790      5,791      5,791      5,684
Interest expense                      -          -      1,268      2,159
-------------------------------------------------------------------------
Earnings before income taxes,
 gain on sale of Fording
 Canadian Coal Trust units and
 extraordinary gain               9,092     10,714      1,969      7,238
Gain on sale of Fording
 Canadian Coal Trust units            -          -     11,986     18,898
-------------------------------------------------------------------------
Earnings before income taxes
 and extraordinary gain           9,092     10,714     13,955     26,136
Recovery of income taxes            303        312      1,801      2,104
-------------------------------------------------------------------------
Earnings before extraordinary
 gain                             9,395     11,026     15,756     28,240
Extraordinary gain                    -          -          -        290
-------------------------------------------------------------------------
Net earnings for the period       9,395     11,026     15,756     28,530
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Distributions declared            9,853      9,853     21,115     18,811
-------------------------------------------------------------------------
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Distributions declared per
 trust unit                       0.140      0.140      0.300      0.267
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Net earnings per trust unit       0.133      0.157      0.224      0.406
-------------------------------------------------------------------------
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Results of Operations

In the third quarter of 2005, Westshore shipped approximately 5.2 million
tonnes of coal, compared with 5.0 million tonnes shipped during the same
period in 2004. Volumes shipped in the third quarter were at a slightly lower
rate than in the first six months of the year. Lower shipment levels during
the third quarter of 2005 permitted some buildup of customer coal inventory
levels at the terminal compared to levels experienced over the last year and a
half. The current and anticipated inventory levels should mitigate to some
extent any disruptions to shipments resulting from adverse weather conditions
over the coming months.
Based on available information, Westshore currently anticipates that
total throughput for 2005 will be approximately 22 million tonnes, up from
2004 levels of 21.2 million tonnes. The ability to achieve these tonnages will
depend in part on the timing of shipments to coal buyers and the level of
customer inventories maintained at the coal terminal.
Coal loading revenue increased by 62 % to $46.1 million in the third
quarter of 2005 from $28.4 million in the third quarter of 2004. Of the
increase in revenue, 93% was due to higher average loading rates and 7% was
due to higher volumes.
The average loading rate in the third quarter of 2005 rose by 56% to
$8.82 per tonne compared to $5.67 per tonne for the same period in 2004.
Higher rates in Q3 2005 reflect the higher coal prices for the 2005/06 coal
contract year to date, which in US dollar denominated terms rose by
approximately 134% compared to the same period in the prior coal contract
year.
Other revenue decreased from $5.0 million in the third quarter of 2004 to
$4.2 million in the third quarter of 2005. This decrease is primarily due to
$3.6 million of realized and unrealized hedging gains being recorded for the
three months ended September 30, 2005, compared to gains of $4.7 million in
the third quarter of 2004 (See "Currency Fluctuations"). Demurrage and train
detention costs were similar to the same period in 2004.
Operating expenses were approximately the same in the third quarter of
2005 as in the third quarter of 2004. Administrative expenses rose from
$1.4 million in 2004 to $4.1 million in 2005. $1.8 million of this increase
was attributable to the incentive fee payable to Westar Group Ltd. ("Westar")
under the Management Agreement between Westshore and Westar. No incentive fee
was payable in 2004. Administrative expenses also increased as a result of
costs incurred in connection with the creation of Westshore LP and the
reorganization of the Fund.
As a result of the foregoing, Westshore's earnings before income taxes
and depreciation increased to $29.4 million for the third quarter of 2005
compared to $14.9 million for the same period in 2004.
The provision for income taxes of $0.4 million in the third quarter
included a recovery of $1.7 million of future income taxes as a result of a
reduction in British Columbia provincial income tax rates.

Contract Rate Review

Under the contract that governs coal from the Elkview mine (the "Elkview
Contract"), the customer gave notice on September 30, 2004 that it is
requesting a review of the loading rate, with a view to changing the rate
effective April 1, 2005. Any revised rate would apply for the balance of the
contract to 2010. The loading rate under the Elkview Contract is at present a
function of the Canadian dollar price received for such coal. The Contract
covers production from only the Elkview Mine, and is separate from the
contract that covers the Fording, Greenhills and Coal Mountain mines.
Westshore considers that the rate structure under the Elkview Contract has
operated in accordance with the original intention of the parties. The parties
have commenced a mediation process concerning this matter. If the mediation is
unsuccessful the Elkview Contract provides for the matter to be settled by
arbitration, which, if required, is not expected to commence until late in the
first quarter of 2006.

Currency Fluctuations

Since April 1, 2003, the loading rates under most of Westshore's     
long-term handling contracts have depended in whole or in part on the Canadian
dollar price realized for coal handled by Westshore. To mitigate the resulting
risk, Westshore engaged in periodic hedging activities in 2003 and 2004 and
adopted a longer term hedging policy in mid 2004. In view of the continuing
changes in the value of the Canadian dollar relative to the US dollar, the
exposure of Westshore's revenues to such uncertainty and the large amount of
US dollar driven revenue that Westshore is currently experiencing, Westshore
has adopted a more flexible policy under which it expects to hedge at year end
2005 a portion of its anticipated US dollar related revenues for 2006 based on
the annual budget. Westshore will then continue to review the need and
opportunity for additional future hedging in respect to a portion of its
revenue.
In the financial statements, the effect of currency fluctuations is shown
as impacting coal loading revenues before taking into account the effect of
hedging activities, the financial effect of which is accounted for as other
revenue. As stated in the audited Financial Statements of the Fund for the
year ending December 31, 2004, because Westshore's hedging transactions do not
qualify for "hedge accounting", the value of Westshore's forward exchange
contracts must be "marked to market" at each period end. On this basis, other
revenue for the twelve months ended December 31, 2004 included an unrealized
gain on forward exchange contracts of $11.7 million. By reason of changes in
the value of the Canadian dollar, other revenue for the first nine months of
2005 was reduced by $1.4 million of unrealized hedging losses (essentially
reducing the $11.7 million of revenue previously recorded to $10.3 million).
The unrealized gains and losses are non-cash items. The cash effect of the
hedging program is recognized in other revenue as the forward exchange
contracts mature. For the third quarter of 2005, the inclusion in other
revenue on account of settled contracts was a gain of $1.3 million, whereas in
the third quarter of 2004 there was no impact on revenues.

Liquidity and Capital Resources

The Fund is obliged to distribute to Unitholders its cash inflows, less
administrative costs of the Fund and amounts required for the operation of the
Fund and any amounts which may be paid in connection with any cash redemption
of units. The Fund has no fixed distribution requirements, distributions being
solely a function of amounts received by the Fund. Because the Fund's
investment in Westshore is of a passive nature, it is not anticipated that the
Fund will require significant capital resources to maintain its investment in
Westshore on an ongoing basis.
Westshore has in place with a Canadian chartered bank a $1 million
secured operating facility which, if required, can be utilized to meet working
capital requirements. This facility was not used during the third quarter and
remained undrawn at September 30, 2005. Westshore's distribution policy leaves
approximately 10% of earnings before interest, income taxes, depreciation and
unrealized gains or losses on forward exchange contracts to cover cash
requirements such as capital expenditures and special pension contributions.
Any major capital expenditures may need to be financed, with repayment of any
debt financing coming from undistributed earnings.
During the quarter ended September 30, 2005, the Fund's non-cash working
capital increased by $8.3 million compared to a decrease of $0.2 million for
the same period in 2004. The increase was primarily due to higher trade
accounts receivable, resulting from higher average loading rates.

Quarterly Distributions

On October 14, 2005, the Fund distributed $26,744,822 ($0.38 per unit) in
cash for the third quarter of 2005 to Unitholders of record on September 30,
2005 as compared with $9,853,356 (representing $0.14 per unit) in cash for the
third quarter of 2004. The Q3 2005 distribution for unitholder income tax
purposes was comprised of 66.3% (or $0.251947 per unit) income and 33.7%
(or $0.128053) of the distribution is expected to constitute a return of
capital. These amounts may vary when calculated for the year as a whole. In
determining the third quarter distribution, the Trustees took into account
estimated distributable cash for the balance of 2005 and the anticipated
effects of the Reorganization referred to below, with a view to the fourth
quarter distribution being at a similar level to the third quarter
distribution.

Outlook

For the last quarter of 2005, tonnages shipped at fixed rates are
expected to account for approximately 25% of Westshore's throughput, tonnages
shipped at variable rates but subject to a cap are expected to account for
approximately 30% of throughput, and tonnages shipped at full variable rates
are expected to account for approximately 45% of throughput.
For the first six months of 2005, the Fund paid distributions at levels
comparable to those of the last six months of 2004, as anticipated. For the
last six months of 2005, Westshore is enjoying and expects to continue to
enjoy materially higher throughput rates for approximately half of the coal
shipped than the rates that prevailed in 2004 and in the first four months of
2005, with a resulting increase in the Fund's distributions. One result of
this increase is that for 2005 incentive fees are payable by Westshore to
Westar under the Management Agreement.
Based on Westshore's current assumptions concerning volume per specific
customer, US dollar coal prices and exchange rates and throughput rates
anticipated to be charged, the sensitivities affecting the Fund's
distributions for the next six months to March 31, 2006 are as follows:
-  for every US$10.00 change in the US dollar denominated coal price
   received by the Elk Valley Coal Partnership, the effect on
   distributions by the Fund is expected to be approximately 6 cents per
   unit;
-  for every US$0.01 change in the value of the Canadian dollar, the
   effect on distributions by the Fund is expected to be approximately
   0.6 cents per unit; and
-  for every 1,000,000 tonnes difference in throughput, the effect on
   distributions by the Fund is expected to be approximately 6 cents per
   unit;

The above sensitivities factor in the anticipated effects of Westshore's
hedges currently in place. These sensitivities are expected to be applicable
only for the last six months of 2005 and are based on Westshore's current
assumptions. Sensitivities for any other period would depend upon the
appropriate assumptions at the relevant time.
There are a number of material variables that will impact Westshore's
EBITDA and the Fund's distributions in 2006, most of which are outside the
control of Westshore or the Fund. The Fund has assessed the likely sensitivity
of its distributions in 2006 to changes in tonnage shipped, the US dollar coal
price and the US/CDN dollar exchange rate. On the assumption that throughput
will be in the range of 22 million tonnes, that the US dollar coal price will
be within the range of US$100 to US$110 per tonne and that the US/CDN dollar
exchange rate will be between US $0.80 to US $0.85 per Canadian dollar, the
sensitivity of distributions in 2006 to these factors separately would be as
follows:
-  for every US$5.00 change in the US dollar denominated coal price
   received by the Elk Valley Coal Partnership, the effect on
   distributions by the Fund would to be approximately 5.5 cents per
   unit;
-  for every US$0.01 change in the value of the Canadian dollar, the
   effect on distributions by the Fund would be approximately 1.5 cents
   per unit; and
-  for every 1,000,000 tonnes difference in throughput, the effect on
   distributions by the Fund would be approximately 4.5 cents per unit.

Restructuring

The reorganization of the Fund (the "Reorganization") approved by
unitholders at the Annual and Special Meeting held on June 14, 2005 (the
"Meeting") became effective on October 2, 2005. The Reorganization,
substantially as described in the Management Information Circular dated
May 10, 2005 sent to the unitholders of the Fund in connection with the
Meeting, was completed after the Fund received a tax ruling from the Canada
Revenue Agency on September 12, 2005. Further details relating to the
Reorganization are contained in the Fund's Material Change Report dated
October 12, 2005.

Forward-looking Statements

The foregoing statements concerning tonnages, coal prices, exchange
rates, loading rates, taxation and variability of distributions are      
forward-looking statements but reflect the current expectations of the Fund
and Westshore with respect to future events and performance. Wherever used,
the words "may," "will," "anticipate," "intend," "expect," "plan," "believe,"
and similar expressions identify forward-looking statements. Forward-looking
statements should not be read as guarantees of future performance or results,
and will not necessarily be accurate indications of whether, or the times at
which, such performance or results will be achieved.
Forward-looking statements are based on information available at the time
they are made, assumptions made by management, and management's good faith
belief with respect to future events, and are subject to the risks and
uncertainties outlined in the Fund's Annual Information Form that could cause
actual performance or results to differ materially from those reflected in the
forward-looking statements, historical results or current expectations.
All forward-looking statements will be impacted by and are subject to the
risks set out under Risk Factors in the Fund's Annual Information Form.

Additional Information

Additional information relating to the Fund, including the Fund's latest
Annual Report and Annual Information Form, are available on SEDAR at
www.sedar.com.

On behalf of the Trustees,

(signed)
William W. Stinson
Chairman
November 3, 2005



Westshore Terminals Income Fund
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 Consolidated Statements of Earnings and Cumulative Earnings

(in thousands of dollars,   Three months ended       Nine months ended
except per unit amounts)       September 30             September 30
                                    $                        $
                             2005        2004        2005        2004
-------------------------------------------------------------------------
                          (Unaudited) (Unaudited) (Unaudited) (Unaudited)

REVENUE
Coal                          46,063      28,448     121,724      82,097
Other                          4,190       4,985       2,589       9,656
-------------------------------------------------------------------------
                              50,253      33,433     124,313      91,753
EXPENSES
Operating                     16,762      17,146      50,338      46,843
Administrative                 4,109       1,405       7,063       4,561
-------------------------------------------------------------------------
                              20,871      18,551      57,401      51,404

Earnings before interest,
 income taxes, depreciation
 and gain on sale of Fording
 Canadian Coal Trust units    29,382      14,882      66,912      40,349

Depreciation                   5,728       5,790      17,184      17,371

Interest expense                   -           -           -       1,202
-------------------------------------------------------------------------
Earnings before income taxes
 and gain on sale of Fording
 Canadian Coal Trust units    23,654       9,092      49,728      21,776

Gain on sale of Fording
 Canadian Coal Trust units         -           -           -      11,986
-------------------------------------------------------------------------

Earnings before income taxes  23,654       9,092      49,728      33,762

Provision for (recovery of)
 income taxes                    446        (303)       (537)     (2,416)
-------------------------------------------------------------------------

Net earnings for the period   23,208       9,395      50,265      36,178

Cumulative earnings -
 Beginning of period         284,197     235,557     257,140     208,774
-------------------------------------------------------------------------

Cumulative earnings -
 End of period               307,405     244,952     307,405     244,952
-------------------------------------------------------------------------

Net earnings per trust unit    0.330       0.133       0.714       0.514
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Weighted average number
 of trust units
 outstanding              70,381,111  70,381,111  70,381,111  70,381,111
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Westshore Terminals Income Fund
-------------------------------------------------------------------------

Consolidated Statements of Cash Flows

(in thousands of dollars)   Three months ended       Nine months ended
                               September 30             September 30
                                    $                        $
                             2005        2004        2005        2004
-------------------------------------------------------------------------
                          (Unaudited) (Unaudited) (Unaudited) (Unaudited)

Cash flows from operating
 activities
Net earnings for the period   23,208       9,395      50,265      36,178
  Items not affecting cash
    Unrealized losses (gains)
     on forward exchange
     contracts                (2,284)     (4,746)      1,383      (6,935)
    Depreciation               5,728       5,790      17,184      17,371
    Future income tax
     recovery                 (3,396)     (1,661)     (7,975)     (4,983)
    Gain on sale of Fording
     Canadian Coal Trust
     units                         -           -           -     (11,986)
    Increase in deferred
     employee future
     benefits costs              300         381         509       1,143
-------------------------------------------------------------------------
                              23,556       9,159      61,366      30,788
Increase (decrease) in
 non-cash working capital      8,267        (229)     (2,991)      5,921
-------------------------------------------------------------------------
                              31,823       8,930      58,375      36,709
-------------------------------------------------------------------------
Cash flows from financing
 activities
Repayment of long-term debt        -           -           -     (29,374)
Distributions paid to
 unitholders                 (14,076)     (9,853)    (45,043)    (49,779)
-------------------------------------------------------------------------
                             (14,076)     (9,853)    (45,043)    (79,153)
-------------------------------------------------------------------------
Cash flows from investing
 activities
Additions to plant and
 equipment                    (1,857)       (122)     (2,764)       (489)
Proceeds on sale of Fording
 Canadian Coal Trust units         -           -           -      41,234
-------------------------------------------------------------------------
                              (1,857)       (122)     (2,764)     40,745
-------------------------------------------------------------------------
Increase (decrease) in cash
 and cash equivalents         15,890      (1,045)     10,568      (1,699)

Cash and cash equivalents -
 Beginning of period          30,678      26,991      36,000      27,645
-------------------------------------------------------------------------

Cash and cash equivalents -
 End of period                46,568      25,946      46,568      25,946
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Supplemental cash flow
 information
Cash paid for interest             -           -           -         950
Cash received for interest       162         208         440           -
Income taxes paid                 26         442         168         984
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Westshore Terminals Income Fund
-------------------------------------------------------------------------

Consolidated Balance Sheets

(in thousands of dollars)                     September 30,  December 31,
                                                  2005           2004
                                                    $              $
-------------------------------------------------------------------------
                                               (Unaudited)     (Audited)

ASSETS
Current assets
Cash and cash equivalents                         46,568          36,000
Accounts receivable                                8,070           3,764
Inventories                                        5,716           5,148
Prepaid expenses                                   3,974           2,791
Income taxes receivable                                -           2,648
Other assets                                       6,523           5,013
-------------------------------------------------------------------------
                                                  70,851          55,364
-------------------------------------------------------------------------

Plant and equipment
At cost                                          461,558         458,932
Accumulated depreciation                        (315,216)       (298,170)
-------------------------------------------------------------------------
                                                 146,342         160,762
-------------------------------------------------------------------------

Employee future benefits                           1,727           2,236
Goodwill                                         365,541         365,541
Other assets                                       3,786           6,678
-------------------------------------------------------------------------

                                                 588,247         590,581
-------------------------------------------------------------------------
-------------------------------------------------------------------------

LIABILITIES & UNITHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities          16,854          21,296
Income taxes payable                               4,861               -
Distribution payable to unitholders               26,745          16,891
-------------------------------------------------------------------------
                                                  48,460          38,187

Future income taxes                               43,518          51,493
-------------------------------------------------------------------------
                                                  91,978          89,680

Unitholders' equity
Capital contributions                            663,602         663,602
Cumulative earnings                              307,405         257,140
Cumulative distributions declared               (474,738)       (419,841)
-------------------------------------------------------------------------
                                                 496,269         500,901
-------------------------------------------------------------------------

                                                 588,247         590,581
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Westshore Terminals Income Fund
-------------------------------------------------------------------------

Notes to Financial Statements

1.  Basis of presentation

These interim financial statements do not contain all the information
required for annual financial statements and should be read in
conjunction with the financial statements and notes included in the
Fund's Annual Report for the year ended December 31, 2004. These interim
financial statements have not been audited or reviewed by external
auditors.

2.  Significant accounting policies

These interim financial statements have been prepared in accordance
with Canadian generally accepted accounting principles and follow the
same accounting principles and methods of application as set out in
Note 2 of the Fund's annual financial statements for the year ended
December 31, 2004.

3.  Employee future benefits

                             Three months ended       Nine months ended
                                September 30             September 30
                                     $                        $
                              2005        2004        2005        2004
    ---------------------------------------------------------------------
                          (Unaudited) (Unaudited) (Unaudited) (Unaudited)

    Pension plan benefits    $   744     $   429     $ 1,488     $ 1,286
    Other retirement and
     post-employment benefits    547         591       1,094       1,774
    ---------------------------------------------------------------------

    Employee future benefits
     expense                 $ 1,291     $ 1,020     $ 2,582     $ 3,060
    ---------------------------------------------------------------------
    ---------------------------------------------------------------------



                          Corporate Office
                   Westshore Terminals Income Fund
                   1800 - 1067 West Cordova Street
                Vancouver, British Columbia  V6C 1C7
          Telephone: 604.488.5295   Facsimile: 604.687.2601
                          www.westshore.com

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