Re Agreement

Impax Group PLC
03 December 2003



Impax Group plc

Impax Group plc ('Impax') has entered into an agreement (the 'Agreement') with
All American Oil and Gas Inc. ('AAOG') relating to the Nukern Oil Field (the
'Field'). The purpose of this Agreement is to facilitate disposal of the Field.
The agreement covers work programmes on the Field and financial arrangements
relating to sale of the Field.

The work programmes incorporate essential maintenance and a limited development
programme.

Temsik Investments Ltd, which purchased CSV Holdings, Inc. from Impax earlier
this year, is an equity investor in AAOG. CSV Holdings will manage the
programmes and will receive management fees based on the level of oil production
with a minimum payment of $5,000 per month.

Impax and AAOG will seek a purchaser for the Field. In addition, Impax has
granted AAOG an option, exercisable prior to 31 August 2004, to purchase the
Field under two alternative consideration structures:

 1. $2.5 million in cash plus a 5% overriding royalty interest on all production
    from the Field; or
 2. $500,000 in cash plus a production note for $4 per barrel on the first
    1,312,500 barrels produced from the Field. The production note also
    stipulates minimum payments, interest terms and repayment in full in the
    event of onward sale.

The consideration under these arrangements would today correspond broadly to the
book value of the Field. Both consideration structures include provisions to
ensure that, in the event that the field is subsequently resold by AAOG to a
third party, Impax will share in any profits accruing to AAOG above specified
levels.

3 December 2003

For further information please contact:

Impax Group plc                         020 7434 1122
Nigel Taunt
Ian Simm


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