RD Royal Dutch Petroleum Company

Shell Issues Update on Bakersfield Refinery Sales Process HOUSTON, Sept. 22 /PRNewswire/ -- Shell Oil Products US today released an update on the status of the potential sale of its Bakersfield Refinery. Shell announced last month that it would continue to operate the plant until March 31, 2005 so as to allow the sales process to fully mature. Future updates will be posted on the Internet at http://www.shellbakersfieldrefinery.com/ . "We have received numerous inquiries on the status of the sales process," said Lynn Laverty Elsenhans, President of Shell Oil Products US. "We believe that the issuance of updates will provide insight into our efforts and will allow anyone who is interested in this process to receive timely and accurate information." The sales process is ongoing, and Shell is actively engaged in discussions with several companies regarding their interest in the plant. Although there is a need to maintain a high level of confidentiality in the process, there are key issues and milestones that can be shared. More Than 70 Parties Have Talked To Shell About The Refinery As of today, Shell has received inquiries or actively solicited bids in the sale of the refinery from more than 70 parties. Over 20 companies have signed confidentiality agreements, allowing them to formally enter the sales process. These companies have been provided extensive data regarding the refinery assets and operations along with a draft purchase agreement outlining the terms and conditions that Shell proposes for a sale. Those companies requesting a presentation have had an opportunity to meet with management representatives who provided information on the plant. Companies have also had the opportunity to submit questions to Shell, and Shell has provided further information responsive to the questions. Bids Have Been Submitted A number of companies in the sales process have provided Shell with a bid stating the price they would pay for the refinery and any additional terms and conditions they would propose. Shell is presently evaluating these proposals and will develop a short list of companies from which we will seek additional information or clarification. In fairness to those companies that have been involved in the sales process to date, this process is now closed to new entrants. Negotiations Continue Shell expects that negotiations with potential buyers will continue into the fourth quarter of 2004. If agreement on a sale were reached, an announcement would be made at that time. Should no purchase agreement result, Shell will announce that the sales process has been unsuccessful, and the refinery closure plan will continue as announced. If a sale occurs, actual transfer of ownership would most likely occur during the first quarter of 2005, subject to approval by appropriate regulatory authorities. Terms And Conditions Of A Sale Will Allow Continued Operations While we cannot comment on any specific terms and conditions proposed by any party, we believe the terms and conditions proposed by Shell reflect market realities. As with any commercial transaction, certain terms and conditions are subject to negotiation between the prospective buyer and seller. Shell has proposed that the refinery be sold as an operating facility, including all process units, land, and related equipment. In addition, Shell would lease the products terminal located adjacent to the refinery and associated tanks to the purchaser of the refinery under a long-term agreement, which would give the refinery purchaser full control of the terminal as long as the refinery produces gasoline and diesel. In this way, should the refinery cease to operate, Shell could still provide fuel to consumers in the Bakersfield area. The lease arrangement assures that either a refinery buyer or Shell would operate the terminal and provide the businesses and residents of the San Joaquin Valley with fuel. The refinery is currently served by Shell-owned and third party-owned pipelines. As is common in many refinery sales, these pipelines are not included in the proposed sale. Shell has offered to transport crude and products on certain of its lines under competitive terms, and Shell has committed to work with buyers to increase or offer alternate pipeline capacity in certain corridors should the buyer's crude supply program require. Summary Shell will continue to work with our customers, our employees, the community, and various governmental agencies throughout the process to keep them informed. Shell Oil Products US, a subsidiary of Shell Oil Company, is a leader in the refining, transportation and marketing of fuels, and has a network of nearly 7,000 branded gasoline stations in the Western United States. Shell Oil Company is an affiliate of the Royal Dutch/Shell Group of Companies (NYSE:RDNYSE:SC). For more information, please visit http://www.shell.com/ . DATASOURCE: Shell Oil Products US CONTACT: Stan Mays of Shell Oil Products US, +1-713-241-1582 Web site: http://www.shell.com/ http://www.shellbakersfieldrefinery.com/

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