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EXHIBIT 12.1

Statement of Computation of Ratio of Earnings to Fixed Charges

				Year ended December 31,				Year ended December 31,
		May 28(1)- December 31, 1999										Quarter ended September 30, 2004
				2000		2001		2002		2003
Earnings
	Income from Continuing Operations	(699	)	(1,838	)	(2,224	)	(1,950	)	(1,910	)	(1,789	)
	Fixed Charges	—		596		1,125		426		200		363
	Distributions from Equity Investees	12,124		41,971		45,358		47,493		49,820		41,559
	Total Earnings	11,425		40,729		44,259		45,969		48,110		40,133
Fixed Charges
	Interest expense	—	(2)	596	(3)	1,125		426		200		363
	Total Fixed Charges	—		596		1,125		426		200		363
Ratio: Earnings/Fixed Charges		N/A		68.34		39.34		107.91		240.55		110.56

(1)

Commencement of operations.

On May 28, 1999, we acquired a 30% interest in Northern Border Pipeline. Prior to that date, we had no operations.

(2)

We did not incur interest expense in the period May 28 - December 31, 1999.

(3)

On September 1, 2000 we drew on our third party revolving credit facility to fund a portion of our acquisition of a 49% general partner interest in Tuscarora and incurred interest expense for four months in 2000.

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EXHIBIT 12.1