ROC places approx 10M shares

Roc Oil Company Limited
24 January 2005



24 January 2005

                        ROC OIL COMPANY LIMITED ('ROC')

                              STOCK EXCHANGE RELEASE

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             ROC TO PLACE APPROXIMATELY 10 MILLION SHARES TO RAISE
                           US$15 MILLION/A$20 MILLION
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ROC is pleased to announce that after the markets had closed in London and
Australia on Friday, 21st January, 2005, it agreed to place 9,900,990 fully paid
ordinary shares at a price of $2.00 per share. The placement price represents an
approximate 11% premium to the weighted average price of ROC's shares traded
during the last 10 trading days. The placement will raise US$15 million/A$19.8
million from two established institutional investors.

The placement, which will be managed by Canaccord Capital (Europe) Limited,
ROC's nominated advisor/broker on the UK Alternative Investment Market (AIM), is
expected to be completed on Thursday, 27 January, 2005. The shares to be issued
under the placement represent about 5.3% of the 185,939,693 enlarged issued
share capital of the Company. Application has been made to AIM and to the
Australian Stock Exchange for admission to trading of the new shares. Further
details on this share issue are set out in the attached Appendix 3B*.

Commenting on the placement, ROC's Chief Executive Officer, Dr John Doran stated
that:

The primary purpose of the placement is to allow ROC to fund potential new
exploration ventures offshore West Africa without recourse to either the
proceeds generated by the sale of the Saltfleetby Gas Field or the funds raised
by the April 2004 Rights Issue.

In the event that ROC does not identify appropriate new West African
opportunities which meet its investment criteria, it is expected that the funds
raised by the placement will be applied to the Company's current African
portfolio.

The placement will substantially increase the number of ROC shares held by
investors based in Europe and, in this context, ROC's Board of Directors is very
pleased to welcome these new shareholders to the Company's share register.



*Appendix 3B attached to the copy of this release on ROC's website 
(http://www.rocoil.com.au/Pages/ASX_Releases/2005_Releases/January-2005.html)


Dr John Doran                            For further information please contact:
Chief Executive Officer                                            John Doran on
                                                            Tel: [phone]
                                                            Fax: [phone]
                                                    E-mail: [e-mail]
                                                         Or visit ROC's website:
                                                               www.rocoil.com.au

                                                                   Dr Kevin Hird
                                            General Manager Business Development
                                                        Tel: [phone]
                                                        Fax: [phone]
                                                      Email: [e-mail]

                                                                    Nick Lambert
                                            Bell Pottinger Corporate & Financial
                                                        Tel: [phone]


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