LEASE


     THIS LEASE is made and entered into this 6th day of September, 1979, by and
between  BROKEN CIRCLE CATTLE CO., a Wyoming  Corporation  of Star Route #1, Box
21, Evanston,  Wyoming 82930 (hereinafter  referred to as "Lessor") and NORTHERN
GAS PRODUCTS  COMPANY,  a Delaware  Corporation  with principal  offices at 2223
Dodge Street, Omaha, Nebraska 68102 (hereinafter referred to as "Lessee").

     WITNESSETH THAT:

     WHEREAS,  Lessor is the owner of the following  described property situated
in Uinta County, Wyoming, to wit:

     Section 35, T15N,  R120W,  6th P.M.,  Uinta County  Wyoming as described in
     Warranty  Deed dated  January 18,  1973 and  recorded in Volume 294 at Page
     368, Deed Records of Uinta County, Wyoming.


     WHEREAS,  Lessee  desires to lease a portion of  Lessor's  above  described
property  for the  purpose of  constructing,  installing,  erecting,  operating,
maintaining, inspecting, repairing, replacing and removing a natural gas liquids
and/or petroleum products storage, loading and shipping facilities including all
appurtenances and accessories thereto; and

     WHEREAS,  Lessor has stated  its  willingness  to lease to Lessee a certain
portion of Lessor's above described property; and

     WHEREAS,  Lessor and Lessee have agreed upon the terms and conditions under
which a portion of said property shall be leased to Lessee.

     NOW,  THEREFORE,  in consideration  of the mutual  promises,  covenants and
agreements of the parties herein contained, the parties hereto agree as follows:

     1. Lessor does hereby lease and demise unto Lessee the following  described
property situated in Uinta County, Wyoming, to wit:

     A tract of land out of the SW/4,  SE/4 and the SE/4,  SW/4 of said  section
     35, T15N, R12OW, 6th P.M., more particularly described and shown on Exhibit
     "A" attached hereto and by this reference made a part hereof.


(hereinafter  referred  to as  the  "leased  premises")  for  the  construction,
installation,  erection, operation, maintenance, inspection, repair, replacement
and removal of a natural gas liquids and/or petroleum products storage,  loading
and shipping


<PAGE>



facilities,  including if necessary or desirable,  processing and/or separations
facilities and including all  appurtenances  and accessories  thereto,  together
with the right to construct,  maintain,  occupy and use a roadway,  the location
and  description of which is shown on Exhibit A attached  hereto and made a part
hereof, for access to and from the Lessee's above mentioned facilities.

     2. The  primary  term of this Lease  shall be few) a period of thirty  (30)
years commencing on the 6th day of September, 1979, and ending on the 5th day of
September,  2009,  unless sooner  terminated  as  hereinafter  provided.  At the
expiration  of the  primary  term of this  Lease (if this  Lease is then in full
force and effect) and thereafter at the end of each extended  term,  Lessee may,
at its option  exercisable in the manner  provided  below,  renew and extend the
term of this Lease for  successive  terms of five (5) years,  each upon the same
terms, conditions and covenants contained herein. If Lessee shall elect to renew
this Lease as hereinabove provided, the notice of exercise of Lessee's option to
renew shall be given to Lessor in writing  (delivered  to Lessor or mailed to it
by certified  or  registered  United  States Mail) not less than sixty (60) days
prior to the  expiration  of the primary term or any extended  term, as the case
may be, of this Lease.

     3. Lessee shall pay the Lessor a base rental of Thirty  Thousand and 00/100
Dollars ($30,000.00) per year during the period this Lease is in effect, payable
in advance.  Commencing with the second  anniversary of the commencement of this
Lease and on each yearly anniversary thereafter,  the base rental shall increase
or decrease,  as the case may be, by an amount equal to the Percentage Change in
the Consumer  Price Index.  Such rental  adjustment  shall be effective  for the
ensuing one year period until further adjusted as above provided.

     As used in this Paragraph 3:

     (a) "Consumer Price Index" shall mean that index entitled, "All Items, Wage
Earners and Clerical Workers", revised (CPI-W) (1967=100),  issued by the Bureau
of Labor Statistics of the United States Department of Labor, Washington, D.C.

     (b) "Percentage Change" shall be a percent in the amount of any increase or
decrease in the level of the Consumer  Price  Index,  as herein  defined,  as it
stands on the anniversary  date for which the adjustment is being made, from the
level of the  Consumer  Price  Index as it  stood on the  immediately  preceding
anniversary date of this Lease. In the event that the commencement  date of this
Lease  shall  occur  on any day  other  than the  first  day of the  month,  the
"anniversary  date" for  purposes of applying  the level of the  Consumer  Price
Index shall be the first day of the month in which the anniversary occurs.


                             2

<PAGE>



     In the event that the consumer Price Index is not available,  the successor
or substitute index shall be used for the computations  herein set forth. In the
event that the Consumer Price Index or such successor or substitute index is not
published, a reliable governmental or nonpartisan  publication,  which is agreed
upon by both parties,  and which evaluates the information  theretofore  used in
determining  the  Consumer  Price  Index,  shall  be used  for the  computations
provided for above.

     The rental for the  initial  year of this Lease  shall be paid on or before
the commencement  date of this Lease,  with each succeeding  year's rental to be
paid on or within 20 days after the anniversary date of the commencement of this
Lease.

     4. During the term of this Lease, Lessee shall keep and maintain the leased
premises  in  good,  sanitary,  and  neat  order,  condition  and  repair.  Upon
termination of this Lease, Lessee shall return the property to Lessor in as near
as  practicable  as good a condition as received,  ordinary  wear and tear,  and
damage  by  fire,  explosion,  earthquake,  flood,  acts of God or the  elements
excepted.

     5. Lessee may construct,  place, install or erect any building or buildings
(and appurtenances  thereto) or other improvements,  equipment or other personal
property upon said leased premises. In this regard, Lessor and Lessee agree that
any  such   building  or  buildings   (and   appurtenances   thereto)  or  other
improvements,   equipment  or  other  personal  property,  constructed,  placed,
installed,  or erected by Lessee upon the leased premises shall be considered to
be the personal  property of Lessee and shall in no manner become affixed to the
realty in the sense of  permanent  fixtures  forming part of the  freehold,  and
Lessee  shall  have the right at any time and from time to time to remove all or
any portion of said personal property of Lessee.  In this regard,  Lessor grants
to Lessee after the  expiration of this lease the right of ingress to and egress
from the leased  premises  for a period not to exceed  ninety (90) days in order
that Lessee may remove any such personal property.

     6. Lessor  covenants  that  Lessor is seized of the leased  premises in fee
simple and has full right to make this  lease and that  Lessee  shall have quiet
and peaceable possession of the leased premises during the term hereof.

     7. Lessor  shall pay all real  estate  taxes and  assessments  which may be
levied or assessed  against the land hereby  leased.  Lessee  shall pay any such
taxes  levied  against  any  personal  property  of  Lessee  on said land or any
improvement  placed or erected  thereon by Lessee.  Both  parties  agree to make
timely payment of any such taxes in order that the respective interest of Lessee
and Lessor shall not be adversely affected.


                             3

<PAGE>



     8.  Lessee  shall  keep the leased  premises  free and clear from any liens
arising out of any work performed,  materials furnished, or obligations incurred
by Lessee. Lessor, shall, likewise, keep the leased premises free and clear from
any liens arising out of any work performed, materials furnished, or obligations
incurred by Lessor or Lessor's tenant.

     9.  Lessee  shall  have the  right to  fence  all or any part of the  above
described  tract at  Lessee's  option.  Lessee  shall have the right to restrict
access and use of the roadway  constructed  by Lessee and described in Paragraph
1.

     10.  Lessee  shall have the right,  at Lessee's  expense,  to relocate  any
irrigation  facilities  of Lessor  or  Lessor's  tenant  that in  Lessee's  sole
discretion interfere or may interfere with Lessee's present or future use of the
above described tract.

     11. In the event that the leased  premises shall be taken for public use by
any city,  state,  federal  government,  public  authority or other  corporation
having the power of eminent  domain,  then this Lease shall  terminate as of the
date on which  possession  thereof shall be taken for such public use, or at the
option of Lessee,  as of the date on which the premises shall become  unsuitable
for  Lessee's use thereof by reason of such taking;  provided  however,  that if
only a part of the leased premises shall be so taken such  termination  shall be
at the  option of  Lessee  only.  If such a taking of only a part of the  leased
premises occurs, and Lessee elects not to terminate this Lease, there shall be a
proportionate  reduction  of the rent to be paid under this Lease from and after
the date such possession is taken for public use. Lessee shall have the right to
participate,  directly or indirectly, in any award for such public taking to the
extent that it may have  suffered  compensable  damage as a Lessee on account of
such public taking.  The term "eminent domain" shall include the exercise of any
similar  governmental  power and any  purchase or other  acquisition  in lieu of
condemnation.

     12.  Any  holding  over  after  the  expiration  of the term of this  Lease
(including any extension term),  with the consent of Lessor,  shall be construed
to be a tenancy  from year to year,  at the same  yearly  rental as  provided in
paragraph 3 above,  and on the same terms and  conditions  as  contained in this
Lease.

     13. Lessee shall have the right at any time to assign
all or any part of its interest under this Lease.

     14. If Lessor or Lessee fails in any respect to comply fully with the terms
and  provisions  of the  Lease,  either  the  Lessor or Lessee  may  notify  the
defaulting  party in  writing  of the  matters  in  regard to which  default  is
asserted.  if the defaulting  party does not either (a) cure such default within
sixty (60) days,  or (b)  utilize  due  diligence  to begin,  within such 60 day
period, to

                             4

<PAGE>



rectify such default if such default cannot be completely  rectified within said
sixty (60) days,  then the party not in default may,  without  waiving any other
rights or remedies it may have, terminate this Lease by giving written notice to
the other of such termination.

     15. Lessee shall hold  harmless and  indemnify  Lessor from and against any
and all loss or cost  (excepting  those  caused by the  negligence  or  willfull
misconduct of Lessor,  its  employees,  agents,  invitees or licensees)  arising
directly  from  Lessee's  use or enjoyment  of said  premises and from  Lessee's
exercise of the rights and privileges granted hereunder.

     16.  Contemporaneous  with the  execution of this Lease,  Lessor  agrees to
execute and deliver to Lessee an easement,  the form of which is attached hereto
as Exhibit B, for the  construction,  operation and maintenance of a pipeline or
pipelines across the following described property of Lessor:

     Section 35, T15N , R12OW, 6th P.M.,  Uinta County,  Wyoming as described in
     Warranty  Deed dated  January 18,  1973 and  recorded in Volume 294 at Page
     368, Deed Records of Uinta County, Wyoming.


     17.  Notices  by Lessor or Lessee,  as  hereinabove  provided,  shall be by
registered or certified United States Mail,  postage  prepaid,  addressed to the
parties at their respective addresses as indicated on Page 1 of this Lease.

     18. Each and every  provision of this Lease shall be binding upon and inure
to the parties hereto and their heirs, executives, successors and assigns.

     19. Notwithstanding any other provision to the contrary,  this Lease may be
terminated by Lessee upon sixty (60) days written notice to Lessor.

     IN WITNESS WHEREOF, the parties hereto have executed this lease the day and
year first above written.

"Lessor"                        "Lessee"

BROKEN CIRCLE CATTLE CO.        NORTHERN GAS PRODUCTS
COMPANY


By   /s/Philip Myers              By    /s/ Rex Donaldson
     President                      Vice President


Attest: /s/Ken Myers               Attest: /s/S.M. Sawtell
         Secretary                       Secretary

                             5

<PAGE>



STATE OF NEBRASKA )
                       ss
COUNTY OF DOUGLAS )

     On this  4th day of  September,  1979,  before  me, a  Notary  Public  duly
commissioned  and  qualified in and for said County,  personally  came the above
named Rex Donaldson Vice  President,  S. M. Sawtell  Secretary,  of Northern Gas
Products  Company who are  personally  known to me to be the  identical  persons
whose names are affixed to the above  instrument as Vice President and Secretary
of said Corporation,  and they acknowledged the instrument to be their voluntary
act and deed, and the voluntary act and deed of said Corporation.

     WITNESS,  my hand and  official  seal at Omaha,  in said  County,  the date
aforesaid.

                                       /s/J.H. Quinn
                                    Notary Public

My commission expires the 5th day of March, 1982


STATE OF WYOMING  )
                       ss
COUNTY OF UINTA   )

     On this  6th  day of  September,  1979,  before  me a  notary  public  duly
commissioned  and  qualified in and for said County,  personally  came the above
named Philip Myers President,  Ken Myers, Secretary, of Broken Circle Cattle Co.
who are  personally  known to me to be the  identical  persons  whose  names are
affixed to the above  instrument as ______  President and ____ Secretary of said
Corporation,  and they acknowledged the instrument to be their voluntary act and
deed, and the voluntary act and deed of said Corporation.


                                      /s/Leonard K. Defa
                                    Notary Public

My commission expires the 6th day of September, 1979.






                             6

<PAGE>



                                          LEASE EXHIBIT A-1

                                      [MAP]





<PAGE>



                                          LEASE EXHIBIT A-2

              C. E. Spurlock, Jr. Associates
          Consulting Engineers and Land Surveyors


C. E. SPURLOCK, JR.                              P.O. BOX O
P. E. &, L. S. LICENSE NO. 396       150 NORTH THIRD STREET
HAROLD E. O'MALLEY                    LANDER, WYOMING 82520
P. E. &, L. S. LICENSE NO. 468         PHONE (307) 332-5280

                                  July 2, 1979

                                 DESCRIPTION OF
TRACT PROPOSED TO BE PURCHASED BY NORTHERN GAS PRODUCTS CO.
     A tract of land in the SW1/4SE1/4 and the SE1/4SW1/4 of
Section 35, Township 15 North, Range 120 West, 6th P.M., Uinta County,  Wyoming,
more particularly described as follows:
     Beginning at Corner No. 1, which is on the South line
of said Section 35 and on the Southwesterly right-of-way
line of the Union Pacific Railroad and bears N. 89(degree) 53' W.
a distance of 2359.8 feet from the Southeast corner of
said Section 35; thence proceed N. 89(degree) 53' W. along said
Section line a distance of 279.4 feet to Corner No. 2.,
the South quarter corner of said Section 35; thence
proceed S 89(degree) 53' W. along said Section line a distance of
333.45 feet to Corner No. 3; thence proceed Northwesterly
along a circular curve to the right a distance of 1201.14
feet to Corner No. 4 (the curve has a radius of 3364.65, a
tangent of 607.03, and a chord of 1194.77 - the chord
bears N. 37(degree) 32.6' W.); thence proceed N. 62(degree) 41' E. a
distance of 400.0 feet, more or less, to Corner No. 5
which is on the Southwesterly right-of-way line of said
railroad; thence proceed Southeasterly along said
right-of-way along a curve to the left a distance of
1154.2 feet to Corner No. 6 (the curve has a radius of
2964.65 feet, a


<PAGE>



                                          LEASE EXHIBIT A-3

              C. E. Spurlock, Jr. Associates
          Consulting Engineers and Land Surveyors


C. E. SPURLOCK, JR.                              P.O. BOX O
P. E. &, L. S. LICENSE NO. 396       150 NORTH THIRD STREET
HAROLD E. O'MALLEY                    LANDER, WYOMING 82520
P. E. &, L. S. LICENSE NO. 468         PHONE (307) 332-5280

                                  July 2, 1979


tangent of 584.48 feet and a chord of 1146.88 feet the
chord bears S. 38(degree) 28.1' E.); thence proceed S. 49(degree) 26.3'
E. along said right- of-way a distance of 358.06 feet,
more or less, to Corner No. 1., the point of beginning.
     This tract contains 12.447 acres.





                           P E. & L. S. WyomIng License
                                     No. 396


<PAGE>


                                                                     EXHIBIT A-4


                                      [MAP]






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