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To: SofaSpud who wrote (13211)11/4/1998 1:49:00 AM
From: Kerm Yerman  Respond to of 15196
 
EARNINGS / Kyrgoil Corporation Reports Improved Operating Performance

CALGARY, Nov. 3 /CNW/ -

Improving Operating Performance
-------------------------------

Kyrgoil Corporation reports substantially improved financial and
operating results in the 1998 third quarter and for the nine months ended
September 30, 1998.

3rd Quarter 3rd Quarter 9 months ended September 30
1998 1997 1998 1997
---- ---- ---- ----

Total revenues $3,381,203 $2,504,047 $7,535,734 $4,125,075

Operating cash flow
(deficiency) $237,042 $(233,815) $(1,055,017) $(2,231,151)

- per share Nil $(0.01) $(0.02) $(0.05)

Operating income
(loss) $(44,976) $(451,937) $(1,902,042) $(2,828,677)

- per share Nil $(0.01) $(0.03) $(0.06)

The performance improvement is a direct result of the below-noted
increases in refined processing and sales volumes realized in 1998 by Kyrgyz
Petroleum Company (''KPC''), Kyrgoil's 50%-owned subsidiary operating in
central Asia as a joint venture with Kyrgyzneftegaz, the Kyrgyz Republic's
national oil company.

Processing and sales volumes (in barrels per day) were as follows:

2nd Quarter 3rd Quarter 9 months ended
June September September 30
1998 1998 1998 1997
---- ---- ---- ----

Total refined volumes 2,060 3,215 2,330 1,825

KFC sales volumes 1,110 1,930 1,405 920

Kyrgoil share of sales
volumes 555 965 702 460

Total refined volumes include the crude oil supplied to the refinery by
Kyrgyzneftegaz. KPC earns 25% of the Kyrgyzneftegaz volumes as a processing
fee.

Increased sales volumes in the third quarter reflect continuing progress
in expanding the distribution network for KPC's refined products together with
the impact of resolution of the value added tax dispute and quality of refined
gasoline problem.

In the nine months ended September 30, 1998 an average blended barrel of
refined product sold for C $38.83; for the year 1997 the average blended
selling price was C $34.89.

Kyrgoil anticipates that the improvement in sales volumes will be
sustained through the fourth quarter. However, the impact of higher volumes
may be offset by lower selling prices.

The Russian Economic and Political Crisis
-----------------------------------------

Recent uncertainty and volatility in the Russian financial markets has
not had a significant impact on KPC's operations.

The Kyrgyz Republic has operated autonomously from Russia since breaking
away from the USSR in 1991 and established its own currency (the som) more
than 5 years ago. The som is freely convertible against the US dollar and KPC
continues to exchange its som-denominated sales revenues for US dollars and to
transfer US dollars out of the Kyrgyz Republic without restriction. To date
KPC has repatriated in excess of US $3 million to Kyrgoil.

Downsized Calgary Office
------------------------

Since commencing operations in the Kyrgyz Republic two years ago, KPC has
become operationally independent from Kyrgoil, as KPC now employs in excess of
200 people full-time. During this time, it has come to rely less on
assistance from Kyrgoil's Calgary office staff.

In January 1998, Mr. Gary Roth was appointed President of both Kyrgoil
and KPC. Mr. Roth has spent the majority of his time in the Kyrgyz Republic.
This appointment has resulted in significant cost savings by having Mr. Roth
serve in two capacities (which had previously been filled by two individuals).

As part of its ongoing effort to reduce costs, Kyrgoil has decided to
further downsize its Canadian office. Mr. Martin Eden, who has been KPC's
Controller and Chief Financial Officer based in the Kyrgyz Republic since
March 1997, will continue in that capacity while also assuming responsibility
as Kyrgoil's Chief Financial Officer. A Chartered Accountant with 18 years of
oil and gas industry experience in Canada and overseas, Mr. Eden will spend
the majority of his time working in the Kyrgyz Republic and will work in the
Calgary office on a limited basis.

Mr. James S. Steel has been appointed Corporate Secretary. He will work
in the Calgary office and will handle investor relations.

The Corporation is presently unable to determine if this downsizing will
affect the status of Kyrgoil's shares as Canadian property for holdings in
deferred profit sharing and retirement savings plans. Any change in the status
of Kyrgoil's shares as Canadian property would not apply until the year 2000.

Kyrgoil Corporation is a Canadian-based public company. Its operations
in the Kyrgyz Republic are conducted through Kyrgyz Petroleum Company, an
integrated oil company formed and owned equally by Kyrgoil and Kyrgyzneftegaz,
the Kyrgyz Republic's national oil company.




To: SofaSpud who wrote (13211)11/4/1998 1:52:00 AM
From: Kerm Yerman  Read Replies (2) | Respond to of 15196
 
JCP - MAJOR TRANSACTION / Grace Resources Inc. Closes Major Transaction

CALGARY, Nov. 3 /CNW/ - GRACE RESOURCES INC. (''GRI'') a junior oil and
gas company is pleased to announce that it has closed its previously announced
transaction to purchase oil and gas assets from an Alberta based oil and gas
company for $300,000 cash and 1,600,000 common shares of Grace Resources Inc.

Grace's production is now 100 barrels of oil equivalent per day split
equally between oil and gas.

Grace Resources Inc. (''GRI'') is a publicly traded company on The
Alberta Stock Exchange.

The Alberta Stock Exchange has neither approved nor disapproved of the
information contained herein.



To: SofaSpud who wrote (13211)11/4/1998 1:56:00 AM
From: Kerm Yerman  Respond to of 15196
 
CORP. NOTICE / Gulf Canada Resources and Keyspan form Midstream Services
Partnership

DENVER, COLORADO, Nov. 3 /CNW/ - Gulf Canada Resources Limited (TSE, ME,
NYSE:GOU) and KeySpan Energy (NYSE:KSE) announced today that the two companies
have agreed to enter into an equal partnership focused on the natural gas
midstream business in western Canada. The new business will be called Gulf
Midstream Services (GMS) and will hold substantially all of Gulf's interests
in western Canada in natural gas gathering and processing facilities,
pipelines and gas products facilities and in Gulf's natural gas and gas
products marketing business.

KeySpan, through its subsidiary KeySpan Energy Development, will acquire
a 50 per cent interest in GMS for total cash consideration paid to Gulf of
$290 million (US$189 million). In addition, KeySpan will provide a three year
$100 million (US$65 million) loan at commercial terms that at Gulf's option
can be repaid or exchanged by KeySpan for an additional 19.7 per cent interest
in GMS. KeySpan has also agreed to fund at Gulf's option up to $27.5 million
(US$18 million) of Gulf's share of capital expenditures in GMS over the next
three years in exchange for a preferential share of GMS's cash flow.

GMS will operate as an independent business and offer a full range of
midstream services, from wellhead to customer, to natural gas producers in
western Canada. GMS's gas gathering and processing facilities include 14 gas
processing plants and associated gathering systems located in western Canada
with over 1,400 million cubic feet per day (mmcf/d) of raw gas processing
capacity, about 750 mmcf/d net to GMS. GMS also has natural gas liquids
fractionation, storage and transportation facilities located at Edmonton, a
major natural gas liquids hub.

GMS will continue to provide Gulf access to natural gas gathering and
processing facilities at market rates. In addition, GMS will market Gulf's
western Canadian natural gas and sulphur production as Gulf's agent, in
accordance with terms agreed upon by the partners, and will purchase all of
Gulf's natural gas liquids.

Gulf employees previously assigned to Gulf's Midstream Services division
will become employees of GMS and will carry out the day-to-day operation and
management of GMS.

''Gulf has built a natural gas midstream asset base that is on the verge
of dramatic growth,'' said Jim Bertram, President of GMS. ''By combining
Gulf's assets, people and marketing experience with KeySpan's resources,
knowledge of gas transportation and end user markets, and shared commitment to
aggressively expand the midstream business, we are forming a powerful
alliance.''

Robert B. Catell, Chairman and Chief Executive Officer of KeySpan Energy,
said, ''Our venture with Gulf Canada Resources fits perfectly with our plans
to actively participate in the management and growth of strategic assets in
the Gulf of Mexico and Canada. These two regions are critical areas of supply
to support the growing Northeast gas market. Our existing investments with
Canadian partners, including the Iroquois pipeline in which we have a 20 per
cent interest, and the Taylor gas processing plant in British Columbia, have
resulted in substantial increases in earnings for our shareholders. Gulf
Canada Resources is a world-class company, with a proven track record in
developing reserves and operating midstream assets. We are strongly committed
to expanding the business and seeking further opportunities in the natural gas
processing industry.''

Richard Auchinleck, President and Chief Executive Officer of Gulf said,
''We are delighted to have a company of KeySpan's stature join us in the
continued development of Gulf's midstream business. This alliance will allow
us to aggressively grow the midstream business and will support our active
gas-oriented exploration program in western Canada.''



To: SofaSpud who wrote (13211)11/4/1998 2:01:00 AM
From: Kerm Yerman  Respond to of 15196
 
EARNINGS / Gulf Resources Canada Announces Third Quarter Results

DENVER, COLORADO, Nov. 3 /CNW/ -

(All dollar amounts in this report are Canadian dollars)
------------------------------------------------------------------------
Three Months Nine Months
Ended September 30, Ended September 30,
1998 1997 1998 1997
---- ---- ---- ----
FINANCIAL
(millions of dollars)
Net oil and natural gas
revenue 259 327 797 875
Cash generated from operations 96 155 286 401
Earnings (loss) for the period (334) 202 (436) 204
Capital expenditures and
exploration expenses 211 289 672 840

PER SHARE(x) (dollars)
Cash generated from operations 0.26 0.51 0.76 1.40
Earnings (loss) for the period (0.98) 0.67 (1.32) 0.68
Average number of shares
(millions) 348.9 293.2 348.2 275.5

VOLUMES (gross sales)
Crude oil and liquids
(thousands of barrels
per day) 114.5 133.0 124.3 116.9
Natural gas
(million cubic feet
per day) 429 511 467 478
------------------------------------------------------------------------
(x) Per share amounts are calculated after payment of preference share
dividends

Gulf Canada Resources Limited reports third quarter results that include
major corporate accomplishments such as:

- The completion of the Corridor Gas Project in Indonesia, on time and on
budget, with first natural gas deliveries on October 3rd;

- The drilling of a successful natural gas discovery on the Corridor
block in Indonesia, currently being tested, and a second Gulf-operated
natural gas discovery was made in the Netherlands;

- The sale of 50 per cent of Gulf Midstream Services for $290 million,
realizing strong value for an asset where value previously went
unrecognized; and

- The continuation of transactions for the sale of non-core assets that
now accumulate to over $1.1 billion year-to-date. In the quarter, the
Company negotiated $340 million of non-producing asset sales including
Gulf Midstream Services, Reno, Nevada real estate and East Coast Canada
properties.

''The success of the initiatives taken this year provide twofold benefits
to Gulf - a stronger balance sheet and better-focused core business areas'',
said Richard Auchinleck, President and CEO of Gulf Canada. ''The start-up of
production at Corridor is the first step in the development of our extensive
gas resources in Indonesia, the Midstream transaction sets the stage for a
growth oriented processing and marketing business, and the successful and
timely execution of our divestiture program has moved Gulf towards its target
year-end net debt level.''

Financial Results

The third quarter ended in a loss of $334 million of which $60 million is
due to a loss from operating results and $274 million to one-time adjustments.
Adjustments follow an extensive company-wide review of assets under the
current oil price environment that resulted in a $465 million after tax
charge, of which over 75 per cent relates to assets acquired by Gulf in the
acquisition of Stampeder Exploration. This is partially offset by after-tax
gains on asset sales of $191 million, including the negotiated sale of 50 per
cent of Gulf Midstream Services for $167 million and $24 million from
discontinued operations.

Operating Results

Sales volumes for the first nine months averaged 176,900 barrels of oil
equivalent per day (boe/d) versus 169,900 boe/d in 1997, reflecting higher
first-half 1998 volumes. For the quarter, sales volumes averaged 161,700
boe/d, a 28,500 boe/d decrease from the same period last year. The difference
is primarily due to asset sales, the largest of which was the United Kingdom
asset sale in the second quarter of 1998.

Exploration and Development

Exploration and development drilling activities had a 74 per cent success
rate with 364 wells drilled year-to-date. In addition, drilling was recently
completed in the Suban prospect on the Corridor block, testing 22 mmcf/d with
less than 10 per cent carbon dioxide. Also in Indonesia, testing continued on
three successful delineation wells drilled on the Corridor block, and two
additional wells were drilled on the adjacent South Jambi 'B' block. Results
will be submitted in the fourth quarter for certification of reserves expected
in early 1999. This drilling success will support expansion plans for
additional South Sumatra gas sales. In the Netherlands, a second
Gulf-operated discovery was made with the Waalwijk natural gas well that was
immediately tied-in to existing production facilities and is currently
testing.

At Steen River in northern Alberta, the Company has decided to proceed
with development plans for a 100 per cent Gulf-owned gas processing plant
expected to start-up mid next year at approximately 30 mmcf/d. Offshore
Canada's East Coast, a 7,300 kilometre seismic program was completed over
Gulf's 100 per cent held, 5.4 million acre area. Evaluation of the data is
currently underway, and Gulf plans to bring in an industry partner to fund the
exploration phase. Initial testing was substantially completed on new
upgrading technology for Gulf's heavy oil division. Preliminary results are
encouraging, and Gulf is in discussions to finalize commercial agreements that
will enable continued testing through a field demonstration project planned
for next year.

Outlook

Fourth quarter operations will benefit from additional sales volumes from
the start-up of the Corridor Gas Project that is expected to be running at
full capacity of 300 mmcf/d (160 mmcf/d net to Gulf Indonesia) by year-end,
more than doubling production from Indonesia. Heavy oil operations will
benefit from improved differentials, as the quarter-end heavy oil price
received exceeded the first half average by approximately 100 per cent. Also
by year-end, Gulf's balance sheet will reflect the initiatives taken during
the year to reduce debt.

Gulf has had excellent success in its 1998 divestiture program to deliver
reduced debt and increased focus on core areas. The Company will continue
similar initiatives over the next twelve to eighteen months to further
strengthen the balance sheet, positioning Gulf more competitively among its
peer group and providing the financial capability to develop new
opportunities. Efforts to increase financial strength and achieve industry-
leading operational performance are expected to improve the value of our
equity, which is always a key objective.

CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
AND RETAINED EARNINGS (DEFICIT)

(Unaudited) Three months Nine months
ended ended
September 30, September 30,
------------------------------------------------------------------------
(millions of dollars) 1998 1997 1998 1997
------------------------------------------------------------------------
EARNINGS (LOSS)
Revenues
Net oil and natural gas $ 259 $ 327 $ 797 $ 875
Gain on sale of shares by
subsidiary - 417 - 417
Other 24 12 98 47
------------------------------------------------------------------------
283 756 895 1,339
------------------------------------------------------------------------
Expenses
Operating - production 99 94 308 273
- other 16 4 71 8
Exploration 45 38 121 89
General and administrative 11 17 45 50
Depreciation, depletion and
amortization 110 169 362 375
Net loss on asset disposals
and provision for future
losses 154 130 134 82
Reduction in carrying value
of assets 212 - 212 -
Pension settlement and
restructuring charges 4 54 7 59
Finance charges, net 67 57 187 160
Income tax expense (73) (9) (82) 39
Minority interest (4) - (10) -
------------------------------------------------------------------------
641 554 1,355 1,135
------------------------------------------------------------------------

Earnings (loss) from continuing
operations (358) 202 (460) 204
Discontinued operations 24 - 24 -
------------------------------------------------------------------------
Earnings (loss) for the period $ (334) $ 202 $ (436) $ 204
------------------------------------------------------------------------
------------------------------------------------------------------------

RETAINED EARNINGS (DEFICIT)
Balance, beginning of period $ 64 $ (9) $ 181 $ -
Earnings (loss) for the period (334) 202 (436) 204
Dividends declared on
preference shares (8) (5) (23) (16)
------------------------------------------------------------------------
Balance, end of period $ (278) $ 188 $ (278) $ 188
------------------------------------------------------------------------
------------------------------------------------------------------------

PER SHARE INFORMATION
(Unaudited)

Cash generated from operations
(dollars per share) $ 0.26 $ 0.51 $ 0.76 $ 1.40
------------------------------------------------------------------------
------------------------------------------------------------------------
Earnings (loss)
(dollars per share)
- continuing operations $(1.05) $ 0.67 $(1.39) $ 0.68
- consolidated $(0.98) $ 0.67 $(1.32) $ 0.68
------------------------------------------------------------------------
------------------------------------------------------------------------

Certain amounts for 1997 have been reclassified to conform with
presentation adopted for 1998

Cash generated from operations per share and earnings (loss) per share
are after deduction of senior preference share dividends (but do not
include the special dividends for payment of arrears which have been
charged to contributed surplus). These per share amounts were calculated
based upon the following:

During the quarter ordinary shares
outstanding (millions) :
Average 348.9 293.2 348.2 275.5

(Note: As of September 30, 1998, Gulf had 348.9 million ordinary shares
outstanding.)

CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) Three months Nine months
ended ended
September 30, September 30,
------------------------------------------------------------------------
(millions of dollars) 1998 1997 1998 1997
------------------------------------------------------------------------
OPERATING ACTIVITIES
Earnings (loss) from
continuing operations $ (358) $ 202 $ (460) $ 204
Non-cash items included
in earnings (loss):
Depreciation, depletion
and amortization 110 169 362 375
Net loss on asset disposals
and provision for future losses 154 130 134 82
Gain on sale of shares by
subsidiary - (417) - (417)
Amortization of deferred
foreign exchange losses 17 4 34 10
Reduction in carrying value
of assets 212 - 212 -
Pension settlement and
restructuring charges - 53 - 53
Exploration expense 45 38 121 89
Deferred income taxes (78) (18) (101) 9
Other (6) (6) (16) (4)
------------------------------------------------------------------------
Cash generated from operations 96 155 286 401
Other long-term liabilities (2) (3) (8) (10)
Changes in non-cash working
capital (89) (20) (117) 35
Other, net - (7) (2) (6)
------------------------------------------------------------------------
5 125 159 420
------------------------------------------------------------------------

INVESTING ACTIVITIES
Proceeds on disposals 407 656 992 729
Acquisitions (9) (811) (64) (1,877)
Capital expenditures and
exploration expenses (211) (289) (672) (840)
Changes in non-cash working
capital (337) (493) (343) (508)
Other, net 43 (12) 33 60
------------------------------------------------------------------------
(107) (949) (54) (2,436)
------------------------------------------------------------------------

DIVIDENDS
Regular dividends declared on
preference shares (8) (5) (23) (16)
Special dividends declared on
preference shares - (3) - (10)
Changes in non-cash working
capital - (1) - (1)
------------------------------------------------------------------------
(8) (9) (23) (27)
------------------------------------------------------------------------
FINANCING ACTIVITIES
Short-term loans 17 (859) (10) (68)
Proceeds from issue of
long-term debt 43 1,075 189 1,504
Long-term debt repayments - (66) (377) (326)
Issue of equity 1 704 59 944
Other - (1) - -
------------------------------------------------------------------------
61 853 (139) 2,054
------------------------------------------------------------------------

Increase (decrease) in cash (49) 20 (57) 11
Cash at beginning of period 180 44 188 53
------------------------------------------------------------------------
Cash at end of period (1) $ 131 $ 64 $ 131 $ 64
------------------------------------------------------------------------
------------------------------------------------------------------------
(1) Comprises cash and short-term investments.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

September 30, December 31,
1998 1997
------------------------------------------------------------------------
(millions of dollars) (Unaudited)
------------------------------------------------------------------------

ASSETS
Current
Cash and short-term investments $ 131 $ 188
Accounts receivable 604 346
Other 161 121
------------------------------------------------------------------------
896 655

Investments, deferred charges
and other assets 326 238
Property, plant and equipment 4,618 5,736
------------------------------------------------------------------------
$ 5,840 $ 6,629
------------------------------------------------------------------------
------------------------------------------------------------------------

LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Short-term loans $ 33 $ 51
Accounts payable 294 420
Current portion of long-term debt 214 29
Current portion of other
long-term liabilities 41 37
Other 117 129
------------------------------------------------------------------------
699 666

Long-term debt 2,467 2,785
Other long-term liabilities 254 201
Deferred income taxes 136 307
Minority interest 179 220
------------------------------------------------------------------------
3,735 4,179
------------------------------------------------------------------------

Shareholders' equity
Share capital
Senior preference shares 577 577
Ordinary shares 1,718 1,660
Contributed surplus 35 35
Retained earnings (deficit) (278) 181
Foreign currency translation
adjustment 53 (3)
------------------------------------------------------------------------
2,105 2,450
------------------------------------------------------------------------
$ 5,840 $ 6,629
------------------------------------------------------------------------
------------------------------------------------------------------------

SUPPLEMENTARY INFORMATION
(Unaudited) Three months Nine months
ended ended
September 30, September 30,
-------------------------------------------------------------------------
1998 1997 1998 1997
-------------------------------------------------------------------------
VOLUMES SOLD (1) (gross/net)
Crude oil and natural gas liquids
(thousands of barrels per day)
North America
- Conventional light
crude oil 35.5 / 30.2 43.4 / 36.1 36.5 / 31.0 41.0 / 33.6
- Conventional
heavy crude oil 13.8 / 12.2 5.3 / 4.7 16.9 / 15.2 1.8 / 1.6
- Synthetic crude
oil 17.8 / 17.8 20.9 / 17.9 18.3 / 18.3 17.8 / 16.6
- Condensate 5.8 / 4.0 6.4 / 4.9 6.0 / 4.2 5.8 / 4.1
- Other natural
gas liquids 9.8 / 7.7 10.5 / 8.5 10.4 / 8.2 10.2 / 8.4

-------------------------------------------------------------------------
82.7 / 71.9 86.5 / 72.1 88.1 / 76.9 76.6 / 64.3
-------------------------------------------------------------------------
International
- Indonesia 20.8 / 17.1 24.3 / 19.0 20.5 / 16.9 22.6 / 16.8
- United Kingdom - / - 20.1 / 19.2 9.6 / 9.1 16.1 / 15.3
- Other 11.0 / 9.5 2.1 / 1.8 6.1 / 5.5 1.6 / 1.5
-------------------------------------------------------------------------
31.8 / 26.6 46.5 / 40.0 36.2 / 31.5 40.3 / 33.6
-------------------------------------------------------------------------
Total liquids 114.5 / 98.5 133.0 /112.1 124.3 /108.4 116.9 / 97.9
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Natural gas (millions
of cubic feet per day)
- North America 365 / 318 419 / 374 378 / 314 399 / 338
- Netherlands 42 / 41 57 / 57 63 / 62 55 / 54
- Other
international 22 / 20 35 / 32 26 / 24 24 / 21
-------------------------------------------------------------------------
Total natural gas 429 / 379 511 / 463 467 / 400 478 / 413
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total barrels of oil
equivalent per
day(2) 161.7 /140.5 190.2 /164.3 176.9 /154.1 169.9 /144.2
-------------------------------------------------------------------------
-------------------------------------------------------------------------

(1) ''Gross'' sales include royalties; ''net'' sales are after royalties.
Volumes exlude:
- NGL and gas
re-injection
requirements (3.9) (4.6) (3.5) (4.4)
- inventory drawdown/
(build-up) (0.2) 1.6 (0.5) (0.2)
(2) North America gas converted at 10:1, Netherlands and Other
international at 6:1

GROSS AVERAGE PRICES
Crude oil and natural gas
liquids (dollars per barrel)
North America
- Conventional light
crude oil 18.55 24.66 18.70 26.30
- Conventional heavy
crude oil 12.60 15.54 8.60 15.54
- Synthetic crude oil 20.59 26.97 20.77 28.01
- Condensate 18.12 26.39 21.28 28.18
- Other natural gas
liquids 9.67 15.65 11.48 18.73
International
- Indonesia 18.64 25.40 18.71 26.41
- United Kingdom 0.00 22.65 17.96 23.12
- Other international 18.74 27.58 19.12 28.46
Average
- unhedged 17.32 23.92 17.12 25.44
- hedged 19.04 23.88 18.38 24.80

Natural gas (dollars per thousand cubic feet)
North America
- unhedged 1.86 1.43 1.90 1.75
- hedged 1.96 1.65 1.93 1.72
International 2.51 3.06 2.96 3.17
Average
- unhedged 1.96 1.72 2.10 1.98
- hedged 2.04 1.91 2.13 1.96

-------------------------------------------------------------------------
AVERAGE EXCHANGE RATES
(Cdn$1) US$ 0.66 US$ 0.72 US$ 0.68 US $ 0.73
-------------------------------------------------------------------------

SUPPLEMENTARY INFORMATION
(Unaudited) Three months Nine months
ended ended
September 30, September 30,
------------------------------------------------------------------------
(millions of dollars) 1998 1997 1998 1997
------------------------------------------------------------------------
NET OIL AND NATURAL GAS REVENUE
(millions of dollars)
Crude oil and natural gas liquids
North America
- Conventional light crude oil $ 78 $ 98 $ 220 $ 273
- Conventional heavy crude oil 16 8 41 8
- Synthetic crude oil 34 51 104 136
- Condensate 10 16 35 45
- Other natural gas liquids 9 15 33 52
Indonesia 36 57 104 163
United Kingdom - 42 55 101
Other international 19 5 32 13
------------------------------------------------------------------------
202 292 624 791
------------------------------------------------------------------------
Natural gas
North America 66 64 199 188
Netherlands 10 17 56 51
Other international 5 9 16 17
------------------------------------------------------------------------
81 90 271 256
------------------------------------------------------------------------
Sulphur 1 - 3 (2)
------------------------------------------------------------------------
284 382 898 1,045
Less: Royalties
North America
- Conventional (15) (32) (74) (110)
- Synthetic - (8) - (10)
Indonesia (6) (12) (19) (42)
Other international (4) (3) (8) (8)
------------------------------------------------------------------------
Net oil and natural gas revenue $ 259 $ 327 $ 797 $ 875
------------------------------------------------------------------------
------------------------------------------------------------------------



To: SofaSpud who wrote (13211)11/4/1998 2:03:00 AM
From: Kerm Yerman  Respond to of 15196
 
FINANCING / Equatorial Energy Inc.

CALGARY, Nov. 3 /CNW/ - Equatorial Energy Inc. (''Equatorial''; Vancouver
- ''OZ'') announced today further details on its proposed Cdn. $2 million
convertible debenture financing referred to in an announcement to the public
dated October 23, 1998.

The five year convertible debentures will bear interest at 10% and will
be convertible into common shares of Equatorial on the basis of: (i) 2,800
common shares for every Cdn. $1,000 face value of debentures the first three
years of the debentures; (ii) 2,456 common shares for every Cdn. $1,000 face
value of debentures during the fourth year of the debentures; and (iii) 2,188
common shares for every Cdn. $1,000 face value of debentures during the fifth
year of the debentures. The debentures are subject to Equatorial's right to
call for conversion of the debentures into common shares after two (2) years
if Equatorial's common shares trade in excess of Cdn. $1.00 for 20 consecutive
days. Security for the debentures will consist of a pledge of Equatorial's
shares in Pilona Petro Tanjung Lontar Ltd. (''Pilona''), a wholly owned
subsidiary and an assignment of certain accounts receivable in Pilona.

The Vancouver Stock Exchange has neither approved nor disapproved the
information contained herein.



To: SofaSpud who wrote (13211)11/4/1998 2:05:00 AM
From: Kerm Yerman  Read Replies (3) | Respond to of 15196
 
FINANCING / TMT Resources Inc. announces private placement

CALGARY, Nov. 2 /CNW/ - Mr. Randy Schuette, President T.M.T. Resources
Inc. (''TMT'') announces that the company has placed with placees 900,000
units, subject to regulatory approvals, at $0.30 per unit. Each unit consists
of one common share of TMT and one share purchase warrant enabling the holder
to purchase an additional common share at $0.30 for a period of one year. The
shares issued in the private placement will be subject to a one year hold
period.

The proceeds will be used to reduce the utilization of the company's line
of credit and for general working capital.




To: SofaSpud who wrote (13211)11/4/1998 2:08:00 AM
From: Kerm Yerman  Respond to of 15196
 
ASE NOTICE / - Trading Reinstatement - Prince Resource Corp. - PNR

CALGARY, Nov. 3 /CNW/ - The Alberta Stock Exchange has issued the
following trading reinstatement:

Issuer Name: Prince Resource Corp.

ASE Ticker Symbol: PNR

Time of Reinstatement: 08:00

Reason for Reinstatement: Alberta
Securities Commission Cease Trade
Order Revoked



To: SofaSpud who wrote (13211)11/4/1998 2:12:00 AM
From: Kerm Yerman  Respond to of 15196
 
SERVICE SECTOR / Unitec to establish new oil & gas technology division
in Saskatchewan

VANCOUVER, Nov. 3 /CNW/ - Unitec International Controls Corporation
VSE Symbol: UIC

Unitec International Controls Corporation today announced, subject to the
approval of the Vancouver Stock Exchange of its financial arrangements, that
it will establish a new Oil & Gas Technology Division in the Province of
Saskatchewan.

John B. Smyth, President, announced that the company expects to select an
operating site and begin recruiting new staff within the next month. The new
division will develop and market oil & gas related technology products through
the Company's growing domestic and international distribution channels.

The Saskatchewan Opportunities Corporation (SOCO) will provide $2 million
in a combination of loan and debenture financing for the new operations. The
loan will be for $1 million with a five year term, while the debenture of a
further $1 million will be for a three year term, convertible into common
stock of the Company at $1.00 per share. A 200,000 share bonus will be
provided in consideration of the loan. SOCO will also be granted 500,000
warrants with an exercise price of $1.00 for a 2 year period.

SOCO is a Crown corporation of the Government of Saskatchewan with a
mandate to facilitate economic development in Saskatchewan through investment
in viable business.

Unitec is an emerging growth company specializing in advanced technology
telemetry, SCADA (Supervisory Control and Data Acquisition) systems and
environmental monitoring equipment for the water, electricity, oil & gas and
transportation sectors. It distributes its products and services through an
expanding network of independent agencies in North and South America, the
Caribbean, Middle East and Southeast Asia.

The Vancouver Stock Exchange has neither approved nor disapproved the
information contained herein.




To: SofaSpud who wrote (13211)11/4/1998 2:21:00 AM
From: Kerm Yerman  Read Replies (2) | Respond to of 15196
 
SERVICE SECTOR / Mullen Transportation Inc. 1998 Interim Report to Shareholders
Nine Months Ended September 30, 1998

ALDERSYDE, AB, Nov. 3 /CNW/ -

SUMMARY
''FINANCIAL RESULTS''

Three Months Nine Months
(Unaudited) Ended September 30 Ended September 30
------------------ ------------------
(Millions of Dollars) 1998 1997 Change 1998 1997 Change
---- ---- ------ ---- ---- ------
GROSS REVENUES $49.1 $58.0 -15.3% $169.4 $168.4 0.6%

EBITDA $7.7 $11.4 -32.5% $30.6 $30.5 0.3%
(Earnings Before Interest,
Income Taxes, Depreciation,
Amortization)

NET INCOME $3.4 $5.1 -33.3% $14.1 $13.7 2.9%

EARNINGS PER SHARE
(Dollars) $0.26 $0.39 -33.3% $1.06 $1.04 1.9%

-------------------------------------------------------------------------

Mullen Transportation Inc. (MTI) recorded lower consolidated revenues and
net income for the three month period ending September 30, 1998 as compared to
the same period one year earlier. The demand for transportation services was
negatively affected by the reduction in capital spending and investment
activity in the oil and gas industry. Other sectors of the economy, including
the building, construction and pipeline industries, remained relatively strong
during the third quarter, in what can only be described as a very difficult
period.

During the third quarter of 1998 MTI generated consolidated revenues of
$49.1 million as compared to $58.0 million the previous year. Profitability
was also lower with operating income declining to $7.7 million from $11.4
million. Net income fell to $3.4 million, $0.26 per share, from $5.1 million,
$0.39 per share. The declines were almost entirely related to the drop in
drilling activity in western Canada. Oil and gas companies reduced their
drilling exploration budgets as a result of depressed oil prices and lower
cash flows.

Results for the nine months ended September 30, 1998 remained above last
year's record performance. Revenues increased marginally to $169.4 million
from $168.4 million. Operating income was $30.6 million as compared to $30.5
million and net income was $14.1 million, or $1.06 per share, a slight
increase over last year's $13.7 million and $1.04 per share.

Business Unit Review

The decline in oil and gas drilling activity in western Canada
accelerated in the third quarter with less than one-third of the drilling rigs
working by the end of September. In comparison over 90 per cent of the rigs
were actively drilling last year. As a result, the Oilfield Services Division
experienced a decrease of 46.4 per cent in revenue and 81.1 per cent in EBITDA
margins. The cash flows of the oil and gas companies were severely impacted
by the drop in world oil prices contributing to a reduction in gas drilling,
even though gas prices appeared to justify such investments. The company
implemented several cost-saving steps during the quarter but these initiatives
were not enough to overcome the realities of lower equipment utilization rates
and pricing.

The Specialized Service Division was also affected by a reduction in
capital expenditures in the downstream segment of the oil and gas sector.
Several key projects slowed during the quarter which hurt the heavy
over-dimensional side of the business. On a more positive note the pipeline
business performed above expectations securing several key stringing and
stockpiling projects. Revenues were 2.7 per cent lower at $18.1 million and
operating income declined to $4.2 million, down 4.5 per cent from last year.

The overall demand for freight services in western Canada slowed during
the third quarter contributing to slightly lower revenues and operating
margins in both our Truckload and Regional L.T.L. Divisions. Both divisions
rely upon the oil and gas industry for a portion of their business and as a
result equipment utilization was negatively impacted.

Outlook

Our view of the future is not any clearer than that reported to our
shareholders in August, 1998. Business activity levels will continue to be
dragged down by lower oil and gas activity and market uncertainty. As such,
it will be difficult to match last year's fourth quarter results.

The overall Canadian economy, however, appears much stronger than that in
western Canada. Our equity investment in Mill Creek Inc. that was completed
on August 1, 1998, has met our expectations adding $0.02 per share to this
quarter's earnings. We will continue to look for companies like Mill Creek
that offer attractive growth opportunities and diversification to our
organization.

On behalf of your Board of Directors,

(SIGNED)
Murray K. Mullen
President & Chief Executive Officer
November 3, 1998

REVENUES AND OPERATING RESULTS BY DIVISION

THREE MONTHS NINE MONTHS
(Unaudited) Ended September 30 Ended September 30
(Millions of Dollars) 1998 1997 Change 1998 1997 Change
-------------------- --------------------
$ $ % $ $ %
REVENUES
OILFIELD SERVICES DIVISION 8.9 16.6 (46.4) 48.1 49.9 (3.6)
TRUCKLOAD DIVISION 16.7 17.3 (3.5) 52.2 50.0 4.4
SPECIALIZED SERVICES
DIVISION 18.1 18.6 (2.7) 53.1 52.2 1.7
REGIONAL L.T.L. DIVISION 5.5 5.7 (3.5) 16.5 17.1 (3.5)
OTHER AND CONSOLIDATING
ADJUSTMENTS (0.1) (0.2) (0.5) (0.8)
-------------------- --------------------
TOTALS 49.1 58.0 (15.3) 169.4 168.4 0.6

OPERATING INCOME (EBITDA)
OILFIELD SERVICES DIVISION 0.7 3.7 (81.1) 8.7 10.9 (20.1)
TRUCKLOAD DIVISION 2.0 2.3 (13.0) 6.6 6.4 3.1
SPECIALIZED SERVICES
DIVISION 4.2 4.4 (4.5) 12.5 10.9 14.7
REGIONAL L.T.L. DIVISION 0.7 0.7 0.0 2.0 2.1 (4.8)
CONSOLIDATING ADJUSTMENTS 0.1 0.3 0.8 0.2
-------------------- --------------------
TOTALS 7.7 11.4 (32.5) 30.6 30.5 0.3



To: SofaSpud who wrote (13211)11/4/1998 2:27:00 AM
From: Kerm Yerman  Respond to of 15196
 
ASE BULLETIN / Powermax Energy Inc. (PWR) - New Listing

CALGARY, Nov. 3 /CNW/ -
BULLETIN NO.: 9811 - 650

ORIGINAL LISTING

POWERMAX ENERGY INC. - A Junior Capital Pool Company

The common shares of Powermax Energy Inc. will be posted for trading at
the opening of business on THURSDAY, NOVEMBER 5, 1998.

Stock Symbol: PWR

ISM Security Code: 550 080

CUSIP Number: 73932N 10 9

Transfer Agent: Montreal Trust Company of Canada - Calgary

Agent: Canadian Western Capital Limited

Powermax Energy Inc. has successfully completed its initial public
offering of 1,000,000 common shares for total gross proceeds of $200,000.
Powermax Energy Inc. has 2,100,000 shares issued and outstanding. Powermax
Energy Inc. is a Junior Capital Pool Company which proposes initially to
identify and evaluate opportunities for the acquisition of an interest in
corporations, properties, assets or businesses, and once identified, to
detemine the terms upon which to acquire an interest therein.

The Company's contact for additional information is Mr. R. James
Milliken, 2710 140 - 4th Avenue S.W., Calgary, Alberta, T2P 3N3. Telephone
(403) 242-9868.

The company will be announcing a proposed Major Transaction in a press
release to be issued on Wednesday, November 4, 1998.




To: SofaSpud who wrote (13211)11/4/1998 2:42:00 AM
From: Kerm Yerman  Respond to of 15196
 
TSE NOTICE / The TSE raises minimum original listing standards for industrial
and oil & gas companies

INTRODUCES REQUIREMENTS FOR COMPANIES
INVOLVED IN RESEARCH AND DEVELOPMENT

TORONTO, Nov. 3 /CNW/ - The Toronto Stock Exchange (TSE) announced today
that it is upgrading listing standards for issuers in the industrial and oil
and gas categories. For the first time, the TSE has set specific requirements
for companies involved in research and development. In addition, the new rules
clarify and expand the responsibilities of sponsoring member brokerage firms.

According to John Carson, Senior Vice President of Market Regulation,
''Raising our listing standards promotes investor confidence. This strengthens
the TSE's position as Canada's senior market, promoting a healthy, liquid
market to the benefit of investors and our listed companies.''

The TSE reviews listing requirements regularly to maintain the high
quality of listings and to reflect changing market conditions. Listing
standards were last revised in 1992 and new requirements for listing mining
companies were announced in August this year. The proposed listing
requirements for industrial, and oil and gas companies take effect immediately
on an interim basis, subject to regulatory approval by the Ontario Securities
Commission (OSC). The changes will be published in the OSC bulletin for
comment shortly.

The proposed revisions are aimed at ensuring acceptable minimum levels of
working capital, net tangible assets, earnings and cash flow. The new rules
raise minimum public distribution requirements for applicants in all
categories: the public float of freely tradable shares must now have a market
value of $4 million. Other key changes in requirements include:

General ''Industrial'' Companies Requirements:

- increase in net tangible assets from $1.0 million to $2.0 million for
profitable companies and $5.0 million to $7.5 million for companies
forecasting profitability

- increase in pre-tax earnings from $100,000 to $200,000

- increase in pre-tax flow requirement from $400,000 to $500,000

Research and Development Companies Requirements:

- minimum $12,000,000 in the treasury

- adequate funds to cover all expenses and capital expenditures for a
period of at least two years

- a minimum two year operating history

- evidence that the company has the technical expertise and
resources to advance the company's research and development programs

Oil and Gas Companies Requirements:

- replace current minimum working capital and/or cash flow requirements
with the requirement that uses of funds be adequately covered for a
period of 18 months by combined sources of funds, including cash flow,
working capital and credit facilities, with an adequate allowance for
contingencies

- ''proved developed reserves'' of $3 million, up from $2 million, based
on the currently prescribed 20% discount rate

The fully automated Toronto Stock Exchange consistently ranks among the
world's top 10 exchanges and is Canada's premier market, accounting for over
85% of all equity trading in Canada. In 1997, more than 25.7 billion shares
traded, valued at more than $423 billion -- about $2 billion a day in share
transactions. With a proud 146-year history at the heart of the Canadian
economy, the TSE continues to provide Canadian and international investors
with a well-regulated, fair and accessible marketplace.

BACKGROUNDER

Proposed New Listing Standards
Industrial, Oil & Gas
Questions and Answers

Q. Were these revisions prompted by the volatile conditions in the stock
market?

A. The TSE regularly reviews regulatory standards to maintain the quality
of listings and to reflect changing market conditions. Listing
requirements were last reviewed in 1992. Revisions in the mining
sector were released earlier this year as part of the current review.

Introducing new requirements for research and development companies
reflects the increasing significance of knowledge-based industries as
a vital growth sector for the TSE and for the Canadian economy
overall.

Q. What is the likely impact of these changes?

A. The proposed revisions strengthen investor confidence, which is in
the best interests of all market participants, including issuers,
investors and regulators. These revisions are designed to promote a
liquid, healthy market. The TSE consulted industry experts to
ensure the new listing criteria are appropriate and reflect key
industry fundamentals.

Q. How will these changes affect smaller companies hoping to list in the near
future?

A. Companies that do not yet meet these standards, but that have the
fundamentals for future success, can defer an application until they
have reached the more advanced stage needed to qualify.

Q. How do these requirements compare with other markets?

A. The new requirements reinforce the TSE's position as Canada's senior
market. Companies that do not meet the TSE's listing requirements have
other alternatives in Canada.

Earlier this year, NASDAQ raised both the quantitative and qualitative
requirements. NASDAQ National Market requirements and those of the
NYSE are more stringent than those of the TSE.

Q. Why have new regulations been introduced for research and development
companies, and what are they?

A. The new regulations recognize the unique nature of these companies.
The TSE consulted industry experts to ensure the new listing criteria
were appropriate and reflected key industry fundamentals.

The decision to include new requirements for research and development
companies reflects the increasing significance of knowledge-based
industries as a vital growth sector for the TSE and for the Canadian
economy overall.

Q. What are the key changes proposed?

The revised regulations raise certain minimum financial thresholds and
clarify listing requirements, as follows.

Industrial Requirements - Financial:

- increase in net tangible assets from $1.0 million to $2.0 million for
profitable companies and $5.0 million to $7.5 million for companies
forecasting profitability

- increase in earnings from $100,000 to $200,000 for junior companies

- increase in pre-tax flow requirement from $400,000 to $500,000 for
junior companies

Research and Development Companies Financial Requirements:

- minimum $12,000,000 in the treasury

- adequate funds to cover all expenses and capital expenditures for a
period of at least two years

- a minimum two year operating history

- evidence that the company has the technical expertise and resources to
advance the company's research and development programs

Oil and Gas Technical Requirements:

- ''proved developed reserves'' of $3 million, up from $2 million, based
on the currently prescribed 20% discount rate

Oil and Gas Financial Requirements:

- Replace current minimum working capital and/or cash flow requirements
with the requirement that uses of funds be adequately covered for a
period of 18 months by combined sources of funds, including cash flow,
working capital and credit facilities, with an adequate allowance for
contingencies

All Categories - Sponsorship:

- expansion of responsibilities and improved articulation of sponsorship
requirements




To: SofaSpud who wrote (13211)11/4/1998 2:53:00 AM
From: Kerm Yerman  Respond to of 15196
 
EARNINGS PART 1 / BP Announces Third Quarter Result 35% Down on a Year Ago;
BP Amoco Merger Plans on Track

NEW YORK, Nov. 3 /CNW/ -- The British Petroleum Company p.l.c.
today issued the following:

- Third quarter replacement cost profit, before exceptional items, was
$736 million, after adjusting for special items.

- Before adjusting for special items of $50 million the result was $686
million. In addition, there were exceptional after tax profits of $604 million
in the quarter.

- The result versus a year ago reflects the one-third fall in the oil
price. The year to date result was 28% lower on an adjusted basis.

- Third quarter oil production increased by 12% and chemicals production
by 10% against a year ago.

- Quarterly dividend 6 pence per share.

The British Petroleum Company today reported its third quarter 1998
results. BP Group Chief Executive, Sir John Browne, commented:

"This result reflects underlying performance improvements in all our
businesses within a difficult business environment. Volume growth and cost
improvements so far during 1998 have delivered $250 million towards our target
of $2 billion of net income improvement by 2002.

"As for BP Amoco, our merger plans are well advanced. Discussions with the
regulatory bodies are going well. Our shareholders have been sent the
documents seeking their approval for the merger and an EGM (Extraordinary
General Meeting) is planned for November 25.

"In parallel with these activities, a great deal of preparatory work has
been done together by BP and Amoco to ensure rapid implementation once the
deal is closed.

"We are currently on track to complete the merger by the end of the year."

Operating Results

Replacement cost profit for the third quarter, before exceptional items,
was $686 million compared with $1,126 million a year ago, reflecting a
substantial fall in oil prices and worse refining and chemicals environments.
The result included special charges of $50 million. The adverse effect of the
environment was partly offset by performance improvements in all businesses.

Exploration and Production profit was $560 million, reflecting the
significantly lower oil price. The result has benefited from the cost savings
instigated earlier in the year. Oil production was up 12% reflecting the
build-up at the newly commissioned fields including the Eastern Trough Area
Project and Schiehallion, both of which came on stream during the quarter.

Downstream, performance improvements in all regions offset the effect of
significantly lower refining margins.

The Chemicals result reflected falling product prices and lower margins,
though these were partially offset by improved volumes. The quarter's result
included a special charge in respect of several periodic and non-recurring
items, amounting to $37 million after tax.

Capital expenditure and acquisitions was $4.6 billion for the first nine
months of the year compared with $4.0 billion a year ago. This is on track for
a year's total of $6 billion, reflecting BP's growth agenda. Capital
expenditure net of divestments is expected to be $5 billion.

Net debt reduced by $0.3 billion during the quarter to $7.2 billion. The
ratio of net debt to net debt plus equity was 22%.

Interest expense increased from $135 million to $160 million and included
a $12 million special charge which related to the exercise of an option to
terminate a $200 million bond. The underlying increase reflects lower
capitalized interest due to new fields coming on stream, the effect of which
has been partly offset by a reduction in debt.

The effective tax rate on replacement cost profit, before exceptional
items, was 27% for the first nine months of the year compared with 31% a year
ago, reflecting the effects of tax relief on higher inventory holding losses.

Net cash inflow in the third quarter was $320 million compared to $103
million a year ago. The decrease in operating cash flow was more than offset
by the effect of higher disposal proceeds.

A quarterly dividend of 6 pence per share was announced. For those
shareholders electing to receive dividends in shares instead of cash, the
share dividend is based on the net cash dividend of 6 pence plus the
associated tax credit, a total of 7.5 pence per share. Based upon the price
used for allocating shares under the Share Dividend Plan, this represents 25%
more than the net cash dividend.

Operating Results

Third Second Third
Quarter Quarter Quarter HIGHLIGHTS Nine Months
1997 1998 1998 1998 1997
Replacement cost
operating profit
1,758 1,386 1,089 Dollars million 3,909 5,549
Replacement cost profit
before exceptional items
1,126 895 686 Dollars million 2,541 3,563
Profit after
exceptional items
Replacement cost
1,111 907 1,290 Dollars million 3,164 3,540
Historical cost
1,169 791 1,203 Dollars million 2,440 3,068
Earnings per ADR:
Replacement cost profit
before exceptional items
1.18 0.93 0.71 Dollars 2.64 3.76
Historical cost profit
after exceptional items
1.24 0.82 1.24 Dollars 2.53 3.24
Dividends per ADR
0.588 0.622 0.638 Dollars 1.871 1.702


Third Second Third
Quarter Quarter Quarter EXTERNAL Nine Months
1997 1998 1998 ENVIRONMENT 1998 1997

BP average oil
17.9 12.6 12.0 price realizations $/bbl 13.0 19.2
Indicative global
1.9 2.4 1.2 refining margin $/bbl 1.9 2.0
Chemicals
935 825 672 integrated margin DM/te 861 886
1.63 1.65 1.65 $/pounds 1.65 1.63
2.93 2.97 2.91 DM/pounds 2.96 2.81

Exploration and Production

Exploration and Production's replacement cost operating profit of $560
million was down on the $1,100 million achieved in the third quarter of 1997
when oil prices were some $6 a barrel higher. There was some offset to this
very significant oil price impact from cost savings from the initiatives
instigated earlier in the year in response to the low oil price. Oil
production was up 12% with several new fields now on stream. However, U.K.
natural gas liftings were down with Centrica liftings back at normal levels
compared with the significant overlifting which occurred last year.

Areas of significant production increase were the Eastern Trough Area
Project in the U.K. central North Sea and, west of Shetland, from Foinaven and
Schiehallion. Shortly after the quarter end, first natural gas was achieved
from the Viking Phoenix project (BP 50%) and from the second phase of the
Bruce field (BP 37% and operator).

During the quarter, BP announced a significant natural gas discovery at
the Barden exploration well in the Norwegian Sea. In the Ormen Lange South
licence PL 208 (BP 45%), preliminary estimates of natural gas reserves for the
field are in the range of 7-14 trillion cubic feet. Shortly after the quarter
end, the Dikanza oil discovery was announced in block 15 (BP 26.7%) offshore
Angola near to the earlier Hungo, Kissanje and Marimba discoveries.

3Q 2Q 3Q Nine Months
1997 1998 1998 HIGHLIGHTS 1998 1997
Replacement cost
1,100 737 560 operating profit $m 2,162 3,723
Results include:
75 61 50 Exploration expense $m 177 240
Key statistics:
Average realizations:
18.3 13.1 12.4 : North Sea $/bbl 13.3 19.3
17.3 12.0 11.7 : Alaskan North Slope (ANS) $/bbl 12.7 19.2
Crude oil and
natural gas production
(Net of royalties)
Crude oil production
375 447 493 U.K. mb/d 461 386
91 85 66 Rest of Europe mb/d 79 89
529 529 516 U.S. mb/d 530 551
213 271 273 Rest of World mb/d 272 207
1,208 1,332 1,348 Total crude oil production mb/d 1,342 1,233
Natural gas production
915 831 713 U.K. mmcf/d 923 1,200
37 30 21 Rest of Europe mmcf/d 27 38
86 116 119 U.S. mmcf/d 114 89
353 301 341 Rest of World mmcf/d 327 339
Total natural
1,391 1,278 1,194 gas production mmcf/d 1,391 1,666
1,448 1,552 1,554 Total production mboe/d 1,582 1,520

Refining and Marketing

Replacement cost operating profit was $449 million, an improvement of 3%
compared to the same quarter last year. This is despite an unfavorable
refining environment in which margins outside Europe were significantly lower.
The result reflects continuing performance improvements in all regions in both
refining and marketing.

The nine months' profit of $1,328 million was 8% higher than in the same
period of last year despite lower refining margins particularly in the U.S.,
Australasia and South East Asia. Improved operating performance in both
refining and marketing together with underlying cost savings and the benefits
from the joint venture with Mobil in Europe all contributed to the higher
result.

The refinery repositioning program continued with the commissioning of the
hydrofiner at the Nerefco refinery in Rotterdam and the disposal of the Lima,
Ohio, refinery. The reduction in refining throughput in the quarter reflects
this sale.

In marketing, the sale of the Belgian retail business was completed in
September as part of the upgrading of BP's asset portfolio.

3Q 2Q 3Q Nine Months
1997 1998 1998 HIGHLIGHTS 1998 1997
Replacement cost
434 493 449 operating profit $m 1,328 1,229
Indicative global
1.9 2.4 1.2 refining margin $/bbl 1.9 2.0
Refinery throughputs
299 313 271 U.K. mb/d 296 294
567 534 553 Rest of Europe mb/d 544 597
551 570 462 U.S. mb/d 529 546
373 353 349 Rest of World mb/d 360 374
1,790 1,770 1,635 Total throughput mb/d 1,729 1,811
Oil sales volumes
Refined products
264 256 265 U.K. mb/d 259 259
769 745 752 Rest of Europe mb/d 755 753
618 629 627 U.S. mb/d 623 605
423 416 411 Rest of World mb/d 406 419
2,074 2,046 2,055 Total marketing sales mb/d 2,043 2,036
1,015 1,348 1,314 Trading/supply sales mb/d 1,284 1,177
3,089 3,394 3,369 Total oil product sales mb/d 3,327 3,213
2,903 2,779 3,636 Crude oil mb/d 3,213 3,574
5,992 6,173 7,005 Total oil sales mb/d 6,540 6,787

Chemicals

Chemicals' underlying replacement cost operating profit for the third
quarter of $159 million was similar to the previous quarter, though the
reported result of $109 million was adversely affected by a special charge in
respect of several periodic and non-recurring items of $50 million before tax.
These include unscheduled plant shutdowns and settlement of several legal
disputes.

Compared to the previous quarter, falling product prices and lower
margins, principally in Europe, have been offset by improved volumes. Compared
to a year ago, the result has benefited from cost savings and volume
improvements. Production in the third quarter, including the effect of the
Styrenix Kunststoffe acquisition, is up 10% compared to the same quarter of
last year.

During the quarter, BP announced that it will construct a $10 million
demonstration unit for its proprietary propane-to-acrylonitrile process at its
Green Lake, Texas manufacturing facility. The unit will be integrated with one
of the three fluid-bed reactors at Green Lake and it is planned to become
operational in the second half of 1999.

3Q 2Q 3Q Nine Months
1997 1998 1998 HIGHLIGHTS 1998 1997
Replacement cost
229 167 109 operating profit $m 469 626
2,304 2,340 2,530 Chemicals' productionA kte 7,270 6,889

A Includes BP share of associated undertakings and other interests in
production.

Other Businesses and Corporate

Other Businesses and Corporate comprises BP Finance, BP Solar, the group's
remaining coal asset, interest income and costs relating to corporate
activities worldwide.

The third quarter result included a special charge of $5 million for
internal costs in respect of the proposed merger with Amoco. In addition, it
included a loss on interest rate trading positions as a result of the sharp
decline in U.S. 10 year Treasury rates and market volatility.

3Q 2Q 3Q Nine Months
1997 1998 1998 HIGHLIGHTS 1998 1997
Replacement cost
(5) (11) (29) operating loss $m (50) (29)

Exceptional Items

Exceptional items include the profits from sales of the exploration and
production interest in Papua New Guinea, the refinery in Lima, Ohio, the
Belgian retail business and the sale of some chemicals businesses.

3Q 2Q 3Q Nine Months
1997 1998 1998 HIGHLIGHTS 1998 1997
Profit (loss) on sale
or termination
(17) 12 740 of operations $m 752 (25)
2 - (136) Taxation (charge) credit $m (129) 2
Exceptional items
(15) 12 604 after taxation $m 623 (23)

Income Adjusted for Special Items

Adjusted Adjusted
Results 3Q 1998 Results
3Q 2Q Adjusted Special Reported Nine Months
1997 1998 Results ItemsA Results $ million 1998 1997

Exploration and
1,100 681 560 - 560 Production 2,106 3,723
Refining and
434 493 449 - 449 Marketing 1,328 1,229
229 167 159 (50) 109 Chemicals 519 626
Other businesses
(5) (11) (24) (5) (29) and corporate (45) (29)
RC operating
1,758 1,330 1,144 (55) 1,089 profit 3,908 5,549
(137) (135) (148) (12) (160) Interest expense(409) (405)
(493) (339) (257) 17 (240) Taxation (944) (1,568)
(2) (1) (3) - (3) MSI (4) (13)
RC profit before
exceptional
1,126 855 736 (50) 686 items 2,551 3,563
Exceptional items
740 before tax
Taxation on
(136) exceptional items
RC profit after
1,290 exceptional items
Inventory holding
(87) gains (losses)
1,203 HC profit

A The special items refer to non-recurring charges and credits reported
in the quarter.

Outlook

Crude oil prices are likely to remain subdued. Although there has been
some supply-side response to the oversupply situation, there is also some
weakening of demand and inventories remain high.

Upstream, production should reflect the continuing build-up from the newly
commissioned fields as well as seasonally higher natural gas liftings. The
build-up from new fields is expected to continue in 1999.

Downstream, refining and marketing margins and volumes are likely to
remain under pressure, due to moderating product demand and high inventory
levels.

In Chemicals, the impact of additional industry capacity and weakening
demand are putting pressure on margins and volumes. This situation is likely
to continue.

BP Group Chief Executive, Sir John Browne, concluded:

"Results remain under pressure from weak trading conditions. Cost and
productivity improvements continue to come through and offset this somewhat."

The foregoing discussion, in particular the statements under 'Outlook',
focuses on certain trends and general market and economic conditions and
outlook on production levels or rates, prices, margins and currency exchange
rates and, as such, are forward-looking statements that involve risk and
uncertainty that could cause actual results and developments to differ
materially from those expressed or implied by this discussion. By their
nature, trends and outlook on production, price, margin and currency exchange
rates are difficult to forecast with any precision, and there are a number of
factors, including the dynamic nature of economic conditions, that could cause
actual results and developments to differ materially from those expressed or
implied by these forward-looking statements. Additional information, including
information on factors which may affect BP's business, is contained in the
Company's Annual Report and Accounts for 1997 and in the Company's 1997 Annual
Report on Form 20-F filed with the U.S. Securities and Exchange Commission.