EXHIBIT 5.1

                          Fulbright & Jaworski L.L.P.
                           1301 McKinney, Suite 5100
                           Houston, Texas 77010-3095


October 10, 2001


Lakehead Pipe Line Company, Inc.
Lake Superior Place 21 West Superior Street
Duluth, Minnesota 55802

Ladies and Gentlemen:

         We have acted as counsel to Lakehead Pipe Line Partners, L.P., a
Delaware limited partnership (the "Partnership"), and Lakehead Pipe Line
Company, Inc., a Delaware corporation and the general partner of the
Partnership, with respect to certain legal matters in connection with the
registration by the Partnership under the Securities Act of 1933, as amended
(the "Act"), of the offer and sale by the Partnership from time to time,
pursuant to Rule 415 under the Act, of units representing limited partner
interests in the Partnership (the "Class A Common Units"). We have also
participated in the preparation of the Prospectus (the "Prospectus") contained
in the Partnership's Registration Statement on Form S-3 (Reg. No. 333-59758)
(the "Registration Statement") to which this opinion in an exhibit.

         As the basis for the opinion hereinafter expressed, we have examined
such statutes, regulations, partnership and corporate records and documents,
including the Amended and Restated Partnership Agreement of the Partnership (the
"Partnership Agreement"), certificates of corporate and public officials, and
other instruments as we have deemed necessary or advisable for the purposes of
this opinion. In such examination we have assumed the authenticity of all
documents submitted to us as originals and the conformity with the original
documents of all documents submitted to us as copies.

         In connection with this opinion, we have assumed that (i) the
Registration Statement, and any amendments thereto (including post-effective
amendments), will have become effective; (ii) all the Class A Common Units will
be issued and sold in compliance with applicable federal and state securities
laws and in the manner stated in the Registration Statement and the appropriate
prospectus supplement; and (iii) a definitive purchase, underwriting or similar
agreement with respect to any the Class A Common Units offered will have been
duly authorized and validly executed and delivered by the Partnership and the
other parties thereto.

         Based on the foregoing, and having regard for such legal considerations
as we have deemed relevant, we are of the opinion that:

         1.       The Partnership has been duly formed and is an existing
                  limited partnership under the Delaware Revised Uniform Limited
                  Partnership Act; and







         2.       When (i) the Partnership has taken all necessary action to
                  approve the issuance of the Class A Common Units, the terms of
                  the offering and related matters and (ii) the Class A Common
                  Units have been issued and delivered in accordance with terms
                  of the applicable definitive purchase, underwriting or similar
                  agreement approved by the Partnership upon payment of the
                  consideration therefor provided for therein, then the Class A
                  Common Units will be validly issued, fully paid and
                  non-assessable.

         We have assumed, without independent verification, that the
certificates for the Class A Common Units will conform to the specimens thereof
examined by us and will have been duly countersigned by a transfer agent and
duly registered by a registrar of the Class A Common Units.

         The foregoing opinion is limited to the federal laws of the United
States of America, the laws of the State of Texas and the Revised Uniform
Limited Partnership Act of the State of Delaware and the Constitution of the
State of Delaware, each as interpreted by the courts of the State of Delaware,
and we are expressing no opinion as to the effect of the laws of any other
jurisdiction.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to us under the caption "Legal
Matters" in the Prospectus.


                                            Very truly yours,

                                            /s/ FULBRIGHT & JAWORSKI  L.L.P.

                                            Fulbright & Jaworski L.L.P.