8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


       Date of Report (Date of earliest event reported): NOVEMBER 17, 2004


                         NORTHERN BORDER PARTNERS, L.P.
             (Exact name of registrant as specified in its charter)


           DELAWARE                       1-12202                 93-1120873
(State or other jurisdiction of         (Commission             (IRS Employer
        incorporation)                  File Number)         Identification No.)


          13710 FNB PARKWAY
           OMAHA, NEBRASKA                                       68154-5200
(Address of principal executive offices)                         (Zip Code)

       Registrant's telephone number, including area code: (402) 492-7300


                      -------------------------------------
         (Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:


[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))





ITEM 5.01   CHANGES IN CONTROL OF REGISTRANT

         As previously announced, Enron Corp. agreed to sell CrossCountry
Energy, LLC ("CrossCountry Energy") to CCE Holdings, LLC ("CCE Holdings"), a
joint venture between Southern Union Company and GE Commercial Finance Energy
Financial. On September 16, 2004, Southern Union Company and ONEOK, Inc. each
announced that ONEOK had entered into an agreement to purchase Northern Plains
Natural Gas Company, Pan Border Gas Company, and NBP Services Corporation
(collectively the "Transfer Group Companies") from CCE Holdings for $175
million.

         On November 17, 2004, Northern Border Partners, L.P. announced that it
had been informed by ONEOK that it had completed the purchase of the Transfer
Group Companies. ONEOK financed the acquisition through available cash and
short-term credit facilities. With the purchase, ONEOK, through our general
partners, Northern Plains Natural Gas Company, LLC and Pan Border Gas Company,
LLC, will hold an aggregate 1.65% general partner interest of a total 2% general
partner interest and 500,000 units representing limited partner interests in
Northern Border Partners.


ITEM 5.02   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
            APPOINTMENT OF PRINCIPAL OFFICERS

          The partnership agreements for Northern Border Partners and Northern
Border Intermediate Limited Partnership, collectively "the Partnership", provide
that the policy committees of the Partnership shall consist of three members,
one of whom shall be appointed by each of our general partners.

         Effective with the purchase of CrossCountry Energy by CCE Holdings on
November 17, 2004, Stanley C. Horton resigned as a member of the Policy
Committee of the Partnership and as a member of the Management Committee of
Northern Border Pipeline Company. Effective with the purchase of the Transfer
Companies on November 17, 2004, David L. Kyle has been appointed by Northern
Plains Natural Gas Company as its member and the Chairman of the Policy
Committee of the Partnership. Mr. Kyle has also been appointed by Pan Border Gas
Company as its member to the Management Committee of Northern Border Pipeline
Company. William R. Cordes, the former Chairman of the Policy Committee, remains
as a member of the Policy Committee of the Partnership appointed by Pan Border
Gas Company. Mr. Cordes and Mr. Jerry L. Peters remain as our Chief Executive
Officer and Chief Accounting and Financial Officer, respectively. In addition,
Mr. Cordes will remain as the Chairman of the Management Committee of Northern
Border Pipeline Company.

         Besides Chairman of the Policy Committee of Northern Border Partners,
Mr. Kyle, 52, is the Chairman of the Board, President, and Chief Executive
Officer of ONEOK, Inc. He was employed by Oklahoma Natural Gas Company in 1974
as an engineer trainee. He served in a number of positions prior to being
elected Vice President of Gas Supply September 1, 1986, and Executive Vice
President May 17, 1990 of Oklahoma Natural Gas Company. He was elected President
of Oklahoma Natural Gas Company on September 1, 1994. He was elected President
of ONEOK, Inc. effective September 1, 1997, and was elected Chairman of the
Board and appointed the Chief Executive Officer of ONEOK, Inc. August 28, 2000.
Mr. Kyle is a member of the boards of directors of Bank of Oklahoma Financial
Corporation and Blue Cross and Blue Shield of Oklahoma.

         A subsidiary of ONEOK, is a shipper on Northern Border Pipeline.








ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.

     (c)    Exhibits.

            99.1     Northern Border Partners, L.P. press release dated
                     November 17, 2004.











                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                         NORTHERN BORDER PARTNERS, L.P.

Date:  November 17, 2004                 By:    /s/  Jerry L. Peters
                                                -------------------------------
                                         Name:  Jerry L. Peters
                                         Title: Chief Financial and Accounting
                                                Officer






                                  EXHIBIT INDEX


Exhibit 99.1 --  Northern Border Partners, L.P. Press Release dated November 17,
                 2004.

EX-99.1

                                                                    EXHIBIT 99.1

(NORTHERN BORDER PARTNERS, L.P. LOGO)              News     13710 FNB Parkway
                                                   Release  Omaha, NE 68154-5200

                                                   For Further Information
                                                   Contact:

                                                   Media Contact:
                                                   Martha Sumner-Kenney
                                                   (402) 492-3401

                                                   Investor Contacts:
                                                   Ellen Konsdorf
                                                   Lisa Couillard
                                                   (877) 208-7318

NORTHERN BORDER PARTNERS, L.P. ANNOUNCES
SALE OF GENERAL PARTNER INTERESTS

FOR IMMEDIATE RELEASE: WEDNESDAY, NOVEMBER 17, 2004

         OMAHA - Northern Border Partners, L.P. (NYSE - NBP) announced that
today ONEOK, Inc. closed its purchase of Northern Plains Natural Gas Company,
LLC from CCE Holdings, LLC. Northern Plains, together with its wholly-owned
subsidiary Pan Border Gas Company, LLC owns 82.5 percent of the general partner
interest and 500,000 common units of Northern Border Partners. The remaining
17.5 percent of the Northern Border general partnership interest is owned by
Northwest Border Pipeline Company, a subsidiary of TransCanada Corporation. Also
included in ONEOK's purchase is NBP Services, LLC, which provides administrative
and operating services to Northern Border Partners.

         As previously announced, Enron Corp. agreed to sell Northern Plains, a
subsidiary of CrossCountry Energy, LLC to CCE Holdings, a joint venture between
Southern Union Company and GE Commercial Finance Energy Financial Services. On
September 16, 2004, Southern Union Company and ONEOK each announced that ONEOK
had entered into an agreement to purchase Northern Plains, Pan Border, and NBP
Services from CCE Holdings for $175 million.

         Effective with the purchase of Northern Plains by ONEOK, David L. Kyle,
chairman of the board, president, and chief executive officer of ONEOK, has been
appointed by Northern Plains as its member and chairman of the Policy Committee
of Northern Border Partners. William R. Cordes, the former chairman of the
Policy Committee, remains as a member of the Policy Committee. Mr. Cordes
remains as Northern Border's chief executive officer and Mr. Jerry L. Peters
remains as Northern Border's chief accounting and financial officer.

         "We are very pleased to start our new relationship with ONEOK as a
general partner and look forward to working with ONEOK and TransCanada to grow
the partnership and continue to provide quality service to our customers," said
Bill Cordes, chief executive officer, Northern Border Partners, L.P.

         ONEOK, Inc. is a diversified energy company involved primarily in oil
and gas production, natural gas processing, gathering, storage and transmission
primarily in the mid-continent areas of the United States. The company's energy
services operations provide service to customers in most states. The company is
the largest natural gas distributor in Kansas and




Oklahoma, and the third largest in Texas, operating as Kansas Gas Service,
Oklahoma Natural Gas and Texas Gas Service, serving almost 2 million customers.
More information can be found at http://www.oneok.com.

         Northern Border Partners, L.P. is a publicly traded partnership formed
to own, operate and acquire a diversified portfolio of energy assets. The
Partnership owns and manages natural gas pipelines and is engaged in the
gathering and processing of natural gas. More information may be found at
http://www.northernborderpartners.com.