press release

Chevron Press Release - Chevron's Oronite Additives Division Plans Acquisition

SAN RAMON, Calif., May 19, 1998 -- Oronite Additives, a division of Chevron Chemical Co. LLC, and Exxon Chemical Co. today announced that Oronite has agreed to buy the assets of Exxon Chemicals Paratone® crankcase olefin copolymer (OCP) Viscosity Index Improver (VII) business.

The sale is contingent on approval by government regulatory authorities in the United States and Europe of a joint venture between Exxon Chemicals Paramins Business Unit and Shell Additives, as well as approval of the Oronite acquisition. The signing of the Purchase and Sale Agreement culminated more than six months of negotiations.

"We are extremely pleased with this acquisition, since it will immediately establish Oronite as the market leader in the crankcase VII product arena. Paratone® products are recognized worldwide for their superior quality and excellent value," said James R. Lieto, vice president of Chevron Chemical and general manager of Oronite. "This addition will expand our already extensive additives line, so we can provide Oronite customers with all their needs for finished oil formulations."

"This sale was prompted by government regulatory authority concern that the market position of our proposed Paramins-Shell Additives joint venture might be too strong in the crankcase Viscosity Index Improver business with the combination of the Shellvis® VII and Paratone® VII businesses," said George A. Rizzo, president of Exxon Chemical Americas. "Consequently, we have agreed to divest this business to help clear the way for JV regulatory approval by the U.S. Federal Trade Commission and the European Merger Task Force. This is an important step toward formation of the Paramins-Shell Additives joint venture."

Oronite will acquire Paramins Paratone® VII for use in crankcase lubricant applications in all types of automobile, truck, locomotive and other engines. By adding VII, a single-grade oil can be made into a multi-grade oil, such as 10W-40, which is "thin" at low temperatures and "thick" at high temperatures. Customers are oil companies and independent lubricant producers that include crankcase OCP Viscosity Index Improvers as part of the petroleum additives package to produce finished lubricants.

Oronites purchase includes the Paratone trademark, patents and technical information in the crankcase OCP VII field, Paratone brand names and formulations, customer lists for existing business and VII inventory. Most Paratone customers will be supplied and serviced by Oronite upon the close of the sale. The JV, when formed, is not excluded from re-entering the OCP VII business.

Under the Agreement, Exxon Chemical will sell most of its rights to technology, technical know-how and commercial relationships currently used by its Paramins Business Unit to operate the crankcase OCP Viscosity Index Improvers business. An additional feature of the divestment includes an agreement by Exxon to supply Oronites worldwide OCP polymer needs for Viscosity Index Improver applications.

Until close of the sale and in anticipation of government regulatory approval of both the U.S. Federal Trade Commission and the European Merger Task Force, Chevron is being appointed a non-exclusive distributor of Paratone VII products in selected markets.

Lieto expects the transition to be smooth because some key Paramins employees will be joining Oronite. In addition, Oronite will add a number of customer service representatives, laboratory technicians and other support personnel.

Chevron Chemical Co. is headquartered in San Ramon, Calif. Oronite, a division of Chevron Chemical, is a leading developer, manufacturer and marketer of lubricant and fuel additives.

Exxon Chemical, headquartered in Houston, Texas, is the worlds third largest petrochemical company. Its Paramins Business Unit is a major, global developer, manufacturer and marketer of lubricant and fuel additives.

Note to editors:

Exxon Chemical is a division of Exxon Corp., and Chevron Chemical is a subsidiary of Chevron Corp. Paratone® is a trademark of Exxon Corporation and Shellvis® is a trademark of Shell Chemical Company.

Updated: May 1998