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FOR IMMEDIATE RELEASE
May 01, 1998
AG INVITES COMMENTS ON ANACORTES REFINERY BUYER


SEATTLE - May, 1, 1998 --Today, the Shell Oil Company announced that it plans to sell its Anacortes refinery to the Tesoro Petroleum Corporation, which supplies gas to approximately 30 retail locations in Southwestern Washington and Oregon and owns refineries in Alaska and Hawaii.

As part of its review process, all of the potential purchasers of the refinery, including Tesoro, were investigated by the Attorney General's Office. Each potential purchaser's financial history, environmental compliance, industry experience, and relationships in communities where they operate were examined.

“Our initial investigation of Tesoro indicates that it meets the required legal criteria and appears to be a good fit with the community and its work force,” said Attorney General Christine Gregoire. “However, over the next 30 days we will be looking forward to receiving public comments about any managerial, operational or financial capabilities of Tesoro that would impact its capability to compete and maintain the refinery as a viable, ongoing operation."

Gregoire is very pleased that Tesoro has scheduled meetings with refinery employees early next week and is planning to hold a community meeting soon.

Written comments should be received by May 20, 1998 and will be reviewed and considered in the Attorney General's final decision to accept or reject the proposed buyer. The Oregon Attorney General and the Federal Trade Commission must also approve the purchaser.

The sale of the refinery was required under consent decrees signed with the Washington and Oregon Attorneys General and the FTC after concerns were raised that antitrust laws would be violated and gas prices could go up when Shell and Texaco combined their refining and marketing operations in the western United States.

The Attorneys General must notify Shell of their approval or rejection of Tesoro as a purchaser of the refinery by May 30, 1998. If the company is rejected as a potential buyer, another viable purchaser must be identified by Shell.

About 85 percent of the gasoline in Washington is supplied by one of four major refiners in the state. The four are Shell, Texaco, Arco and Tosco. A combined Texaco and Shell operation would have produced 43 percent of the gasoline manufactured in the Pacific

Northwest. After the sale, the new owner of the refinery will have an 18.2 percent share of the refining market. Arco's market share will be approximately 34 percent and Tosco will have just over 17 percent.

Written comments about the Tesoro Company should be sent to the Antitrust Section of the Attorney General's Office, 900 Fourth Avenue, Suite 2000, Seattle, WA 98164.

-30-

Tesoro 10-K financial statement filed with the Securities and Exchange Commission.

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