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Northern Border Pipeline Company
FERC Gas Tariff
First Revised Volume No. 1

Substitute Original Sheet No. 197

                               RATE SCHEDULE TPB
                         THIRD PARTY BALANCING SERVICE


  3.  RATES AND PAYMENTS (Continued)

       3.1   Rates (Continued)

             Balancing Provider shall pay Company each month the product 
             of the applicable rate for this service multiplied by the 
             applicable number of days in the calendar month multiplied 
             by the Balancing Provider's Maximum Balancing Quantity 
             ("MBQ") specified in Exhibit A(s) of the Agreement.

       3.2   Payment

             Payment under this Rate Schedule shall be in accordance 
             with Section 6 of the General Terms and Conditions.

  4.  NOMINATIONS AND SCHEDULING

      Shippers delivering gas to the Balanced Point shall nominate gas 
      consistent with the requirements of Section 10 of the General Terms 
      and Conditions.

  5.  FAILURE OF BALANCING PROVIDER TO RESPOND

      When Balancing Provider fails to provide sufficient quantities of 
      gas at the Balanced Point to effectuate balancing service pursuant 
      to this Rate Schedule for the Variable Load Point Customer, 
      Balancing Provider shall be deemed responsible for any resultant 
      charges under the General Terms and Conditions including under 
      Subsection 10.63, should Company issue an Operational Flow Order.

      To the extent Balancing Provider fails to maintain a daily 
      operational imbalance quantity which is equivalent to or less than 
      three percent (3%) of the MBQ, Company may terminate the Agreement 
      without further notice, unless such failure is due to Company's 
      actions.  Such termination will not relieve Balancing Provider of 
      its liabilities under this Rate Schedule or such other lawful 
      remedies as Company may pursue.

Issued by: Raymond D. Neppl, Vice President
Issued on: April 19, 2004                     Effective on: April 1, 2004
Filed to comply with order of the Federal Energy Regulatory Commission, Docket 
No. RP04-205-000, issued March 31, 2004, 06 FERC ¶ 61,333
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