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Enbridge Modifies Terms for Transfer of U.S. Natural Gas Systems to Enbridge Energy Partners

CALGARY, ALBERTA--Enbridge today announced that it has agreed to

revised terms for the transfer of the Midcoast, Northeast Texas

and South Texas systems to Enbridge Energy Partners, L.P. (the

"Partnership"). The price of the transfer will be reduced from

US$929 million to US$820 million, plus adjustments for working

capital and other items.

The terms were revised based on a review of the performance of the

Northeast Texas system following the release of second quarter

2002 results and after consideration of current market conditions.

The transfer price of US$820 million is expected to result in a

book loss of approximately Cdn$76 million, which would be

recognized in the third quarter of 2002.

"The transfer of the Midcoast and Northeast Texas assets to the

Partnership is consistent with our original intent and our plans

to develop Enbridge's footprint in the United States," said

Patrick D. Daniel, President and Chief Executive Officer. "The

transfer proceeds will enhance our flexibility to capitalize on

the many other opportunities available to us in this market. At

the same time, the transfer advances the Partnership's strategy

with respect to geographic and commodity diversification and its

goal to increase distributions to unitholders. We are confident

that these assets will generate stable and growing cash flows for

the Partnership and provide opportunities to expand the existing

platform."

The closing of the transfer, which is expected to occur during the

fourth quarter, remains subject to the Partnership obtaining

necessary financing and other conditions.

Enbridge Inc. is a leader in energy transportation and

distribution in North America and internationally. As a

transporter of energy, Enbridge operates, in Canada and the U.S.,

the world's longest crude oil and liquids transportation system.

The Company also is involved in international energy projects and

has a growing involvement in the natural gas transmission and

midstream businesses. As a distributor of energy, Enbridge owns

and operates Canada's largest natural gas distribution company,

which provides distribution services in Ontario, Quebec and New

York State; and is developing a gas distribution system for the

Province of New Brunswick. Enbridge employs approximately 4,000

people, primarily in Canada, the U.S. and South America.

Enbridge's common shares trade on the Toronto Stock Exchange in

Canada and on the New York Stock Exchange in the U.S. under the

symbol ENB. Information about Enbridge is available on the

Company's web site at www.enbridge.com.

When used in this news release, the words "anticipate", "expect",

"project", "believe", "estimate", "forecast" and similar

expressions are intended to identify forward-looking statements,

which include statements relating to pending and proposed

projects. Such statements are subject to certain risks,

uncertainties and assumptions pertaining to operating performance,

regulatory parameters, weather and economic conditions and, in the

case of pending and proposed projects, risks relating to design

and construction, regulatory processes, obtaining financing and

performance of other parties, including partners, contractors and

suppliers.

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