Announcement of Offer Price

Petrofac Limited
04 October 2005


 THIS DOCUMENT MAY NOT BE DISTRIBUTED IN OR INTO THE UNITED STATES, AUSTRALIA,
  CANADA OR JAPAN OR TO A RESIDENT, NATIONAL OR CITIZEN OF THE UNITED STATES,
                          AUSTRALIA, CANADA OR JAPAN.

This document is not a prospectus but an advertisement. Investors should not
subscribe for any transferable securities referred to in this announcement
except on the basis of information in the prospectus which can be viewed on the
website of the Regulatory News Service operated by the London Stock Exchange
and is available free of charge at the offices of Credit Suisse First Boston and
Lehman Brothers.

                                Petrofac Limited

                         ("Petrofac" or the "Company")

                         Offer Price of 215 p per share

Petrofac, the international oil and gas facilities service provider, is pleased
to announce that shares have been placed with institutional investors (the
"Offer") at a price of 215 p per share ("the Offer Price"). Based on the Offer
Price, Petrofac's capitalisation on admission will be approximately £742 million
(US$1,313 million).

The Offer consists of 149,939,286 existing ordinary shares representing
approximately 43.4% of the Company's issued share capital. An additional
14,993,928 shares may be sold pursuant to the over-allotment option.

The shares have been placed with a broad base of institutional investors
following a successful roadshow across the UK, continental Europe and the Gulf.

Conditional dealings will commence on the London Stock Exchange at 8.00am today
under the ticker symbol PFC. A pricing statement will be issued today. Admission
and commencement of unconditional dealings on the London Stock Exchange are
expected to take place at 8.00am on Friday 7th October.

Credit Suisse First Boston acted as Sponsor and global co-ordinator in relation
to the Offer. Credit Suisse First Boston and Lehman Brothers acted as joint
bookrunners and joint lead managers and JPMorgan Cazenove and Shuaa Capital
acted as co-lead managers.

Commenting on the announcement, Ayman Asfari, Chief Executive of Petrofac, said:

"We are delighted with the positive response from investors in support of the
flotation of Petrofac. We are particularly pleased with the strength of the
shareholder base which reflects confidence in the strategy of the business and
its prospects for the future.

We now look forward to life as a public company and aim to generate sustainable
growth in value for our shareholders by establishing Petrofac as the leading
international provider of facilities solutions to the oil and gas industry."


For further information, please contact:

Petrofac                                             020 7471 3500
Ayman Asfari Group Chief Executive 
Keith Roberts Chief Financial Officer

Credit Suisse First Boston                           020 7888 8888
Jon Grussing
John Hannaford
Antony Isaacs
Derek Shakespeare

Lehman Brothers                                      020 7102 1000
Stephen Pull
Johanna Campion
Christopher Pilot
Helen Lamb

Bell Pottinger Corporate & Financial                 020 7861 3232
Ann-marie Wilkinson
Geoff Callow


Information on Petrofac

Petrofac is a leading international provider of facilities solutions to the oil
and gas production and processing industry, with a diverse client portfolio
including many of the world's leading integrated, independent and national oil
and gas companies.

In the year ended 31 December 2004, from continuing operations, Petrofac's total
revenue was US$951.5 million, with a net profit attributable to shareholders of
US$46.1 million. In the six months ended 30 June 2005, from continuing
operations, Petrofac's total revenue was US$692.4 million, with a net profit
attributable to shareholders of US$36.4 million. At 30 June 2005, Petrofac's
backlog stood at US$2.5 billion.

Through its three divisions, Engineering & Construction (E&C), Operations
Services (OS) and Resources, Petrofac designs and builds oil and gas facilities;
operates, maintains or manages facilities and trains personnel; and, where
return criteria are met and service revenue synergies identified, co-invests
with clients and partners. Petrofac's range of services allows it to help meet
its clients' needs across the life cycle of oil and gas assets.

Petrofac operates out of four strategically placed international centres in
Aberdeen, Scotland; Sharjah, UAE; Mumbai, India; and Woking, England, and has a
further 13 offices worldwide, with approximately 5,500 employees.

Petrofac's business is focused on the UK Continental Shelf (UKCS), the Middle
East, North Africa and the Former Soviet Union (FSU). Through both organic
growth and strategic acquisition, Petrofac's engineering, procurement and
construction activities have been complemented with development planning and
early stage engineering services, facilities management and training services
and co-investment.

The contents of this announcement, which have been prepared by and are the sole
responsibility of Petrofac Limited ("Petrofac"), have been approved solely for
the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000
by Credit Suisse First Boston (Europe) Limited and Lehman Brothers Europe
Limited and/or Lehman Brothers International (Europe) ("the joint bookrunners")
c/o One Cabot Square, London E14 4QJ. The joint bookrunners are acting for
Petrofac in connection with the Offer and for no one else and will not be
responsible to anyone other than Petrofac for providing the protections afforded
to customers of the respective joint bookrunners or for providing advice in
relation to the Offer, the contents of this announcement or any matters referred
to herein.

The Offer is being made in the United Kingdom to institutional investors and
certain others. Neither this announcement nor any copy of it may be taken or
transmitted into the United States, Australia, Canada or Japan or to a resident,
national or citizen of Australia, Canada or Japan. The Offer and the
distribution of this announcement and other information in connection with the
Offer in certain jurisdictions may be restricted by law and persons into whose
possession any document or other information referred to herein comes should
inform themselves about and observe any such restriction. Any failure to comply
with these restrictions may constitute a violation of the securities laws of any
such jurisdiction.

This announcement does not constitute or form part of any offer or invitation to
sell, or any solicitation of any offer to purchase. Any securities and any
purchase of securities of Petrofac pursuant to the Offer should only be made on
the basis of the information contained in the formal prospectus issued
connection with the Offer ("the Prospectus") and any supplement or amendment
thereto. The Prospectus contains detailed information about Petrofac and its
management, as well as financial statements and other financial data. The
Prospectus can be viewed on the website of the Regulatory News Service operated
by the London Stock Exchange and is available from the offices of Credit Suisse
First Boston at 1 Cabot Square, London E14 4QJ and Lehman Brothers at 25 Bank
Street, London E14 5LE.

The price and value of securities may go up as well as down. Persons needing
advice should contact a professional adviser.

The ordinary shares of Petrofac ("the Shares") have not been and will not be
registered under the US Securities Act of 1933 (as amended) ("the Securities
Act") and, subject to certain exceptions, may not be offered or sold within the
United States. The Shares are being offered and sold outside of the United
States in reliance on Regulation S of the Securities Act. In addition, until 40
days after the commencement of the offering of the Shares, an offer or sale of
the Shares within the United States by any dealer (whether or not participating
in the Offer) may violate the registration requirements of the Securities Act.

This announcement is not for distribution, directly or indirectly, in or into
the United States. It is not an offer of securities for sale into the United
States. The Shares may not be offered or sold in the United States or to US
persons, unless they are registered or exempt from registration. There will be
no public offer of securities in the United States.

Shares in Petrofac have not been and will not be registered under the applicable
securities laws of Australia, Canada or Japan and may not be offered or sold
within Australia, Canada or Japan or to, or for the account or benefit of
citizens or residents of Australia, Canada or Japan.

This announcement includes statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can be identified
by the use of forward-looking terminology, including the terms "believes",
"estimates", "plans", "projects", "anticipates", "expects", "intends", "may",
"will", or "should" or, in each case, their negative or other variations or
comparable terminology. These forward-looking statements include matters that
are not historical facts and include statements regarding Petrofac's intentions,
beliefs or current expectations concerning, among other things, Petrofac's
results of operations, financial condition, liquidity, prospects, growth,
strategies and the oil and gas services industry.

By their nature, forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances. A number of factors could cause
actual results and developments to differ materially from those expressed or
implied by the forward-looking statements.

Forward-looking statements may and often do differ materially from actual
results. Any forward-looking statements in this announcement reflect Petrofac's
view with respect to future events as at the date of this announcement and are
subject to risks relating to future events and other risks, uncertainties and
assumptions relating to Petrofac's operations, results of operations, growth
strategy and liquidity. Save as required by law or by the Listing Rules of the
Financial Services Authority, Petrofac undertakes no obligation publicly to
release the results of any revisions to any forward-looking statements in this
announcement that may occur due to any change in its expectations or to reflect
events or circumstances after the date of this announcement.

Information in this announcement or any of the documents relating to the Offer
cannot be relied upon as a guide to future performance.




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