Inter Pipeline Fund ("Inter Pipeline") (TSX:IPL.UN) announced today that it has
received a copy of an unsolicited mini-tender offer by TRC Capital Corporation
("TRC"), pursuant to which TRC has offered to purchase up to 5,000,000, or
approximately 1.95%, of the outstanding Class A limited partnership units
("units") of Inter Pipeline. The $11.00 per unit offer price represents a 4.68%
discount to the $11.54 closing price of Inter Pipeline's units on the Toronto
Stock Exchange on June 9, 2010, the day before the offer was made. 


Inter Pipeline strongly recommends that unitholders reject this unsolicited,
below market offer. TRC has made numerous unsolicited mini-tender offers to
purchase shares of other companies. Mini-tender offers are widely disseminated
offers to purchase a small percentage of a company's shares at a below market
price while avoiding certain filing, disclosure and procedural requirements
applicable to most bids under Canadian securities legislation.


Inter Pipeline is not associated with TRC, the offer or the offer documentation. 

Securities regulators in Canada and the United States have recommended that
shareholders exercise caution in connection with mini-tender offers and that
they consult with their investment advisors prior to accepting an unsolicited
offer of this nature. Comments from the Canadian Securities Administrators on
mini-tenders can be found under Staff Notice 61-301 at:
www.osc.gov.on.ca/en/SecuritiesLaw_csa_19991210_61-301.jsp. The U.S. Securities
and Exchange Commission has published investor tips regarding mini-tender offers
on its website at: www.sec.gov/investor/pubs/minitend.htm.


Inter Pipeline Fund

Inter Pipeline is a major petroleum transportation, natural gas liquids
extraction, and bulk liquid storage business based in Calgary, Alberta, Canada.
Structured as a publicly traded limited partnership, Inter Pipeline owns and
operates energy infrastructure assets in western Canada, the United Kingdom,
Germany and Ireland. Additional information about Inter Pipeline can be found at
www.interpipelinefund.com 


Inter Pipeline is a member of the S&P/TSX Composite Index.  Class A Units trade
on the Toronto Stock Exchange under the symbol IPL.UN.


Eligible Investors

Only persons who are residents of Canada, or if partnerships are Canadian
partnerships, in each case for purposes of the Income Tax Act (Canada) are
entitled to purchase and own Class A Units of Inter Pipeline.


Disclaimer

Certain information contained herein may constitute forward-looking statements
that involve risks and uncertainties.  Readers are cautioned not to place undue
reliance on forward-looking statements.  Such information, although considered
reasonable by the General Partner of Inter Pipeline at the time of preparation,
may later prove to be incorrect and actual results may differ materially from
those anticipated in the statements made.  For this purpose, any statements that
are not statements of historical fact may be deemed to be forward-looking
statements.  Forward-looking statements often contain terms such as "may",
"will", "should", "anticipate", "expects" and similar expressions.  Such risks
and uncertainties include, but are not limited to, risks associated with
operations, such as loss of markets, regulatory matters, environmental risks,
industry competition, potential delays and cost overruns of construction
projects, including the Corridor pipeline system expansion project, and the
ability to access sufficient capital from internal and external sources. You can
find a discussion of those risks and uncertainties in Inter Pipeline's
securities filings at www.sedar.com.  The forward-looking statements contained
in this news release are made as of the date of this document, and, except to
the extent required by applicable securities laws and regulations, Inter
Pipeline assumes no obligation to update or revise forward-looking statements
made herein or otherwise, whether as a result of new information, future events,
or otherwise.  The forward-looking statements contained in this document are
expressly qualified by this cautionary note.


All dollar values are expressed in Canadian dollars unless otherwise noted.

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