FOURTH AMENDED AND RESTATED

IMPLEMENTATION PROCEDURES FOR

CRUDE OIL LIFTINGS

Effective Date: January 1, 1994

FOURTH AMENDED AND RESTATED
IMPLEMENTATION PROCEDURES FOR
CRUDE OIL LIFTINGS
TABLE OF CONTENTS
ARTICLE PAGE

I. DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2

II. EFFECTIVE DATE. . . . . . . . . . . . . . . . . . . . . . . . . . . .8

III. GENERAL PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . .9

IV. NOTICES TO CONTRACTORS REGARDING PSC AND IJV
AVAILABILITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . 11

V. NOTICES TO CONTRACTORS REGARDING CONTRACTORS'
AVAILABILITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

VI. VESSEL NOMINATION AND SCHEDULING. . . . . . . . . . . . . . . . . . 16

VII. LAYTIME AND DEMURRAGE . . . . . . . . . . . . . . . . . . . . . 25

VIII. EMERGENCY DISPOSAL. . . . . . . . . . . . . . . . . . . . . . . 25

XI. ACCOUNTING PROCEDURES . . . . . . . . . . . . . . . . . . . . . . . 28

X. CONFLICTS AND ORDER OF PRECEDENCE . . . . . . . . . . . . . . . . . 28

XI. NOTICES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28

XII. SUCCESSORS AND ASSIGNS. . . . . . . . . . . . . . . . . . . . . 31

XIII. GOVERNING LAW . . . . . . . . . . . . . . . . . . . . . . . . . 31

XIV. CAPTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 31

XV. ENTIRE AGREEMENT. . . . . . . . . . . . . . . . . . . . . . . . . . 32

XVI. AMENDMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . 32

XVII. WAIVER. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32

EXHIBIT A - Example of IJV Party Year-End (Over)/Under Carry
Forward A-1

EXHIBIT B - Accounting Procedures for Final Settlement with Pertamina
and Tax Matters B-1

FOURTH AMENDED AND RESTATED
IMPLEMENTATION PROCEDURES FOR
CRUDE OIL LIFTINGS

THESE FOURTH AMENDED AND RESTATED IMPLEMENTATION PROCEDURES
FOR CRUDE OIL LIFTINGS are entered into as of the Effective Date by
and among VIRGINIA INDONESIA COMPANY, LASMO SANGA SANGA LIMITED,
OPICOIL HOUSTON, INC., UNION TEXAS EAST KALIMANTAN LIMITED,
UNIVERSE GAS & OIL COMPANY, INC. and VIRGINIA INTERNATIONAL
COMPANY.

Capitalized terms used herein, unless otherwise defined, have
the meanings set forth in Article I.

W I T N E S S E T H :

WHEREAS, pursuant to the Third Amended and Restated
Implementation Procedures, Contractors established procedures
pursuant to which each Contractor lifts its crude oil entitlement
under the PSC; and

WHEREAS, Contractors wish to enter into this Agreement to
amend and restate the Third Amended and Restated Implementation
Procedures to provide for certain revisions thereto.

NOW, THEREFORE, in consideration of the mutual covenants
herein contained, Contractors hereby agree as follows:

ARTICLE I - DEFINITIONS

In this Agreement, the following terms shall have the meanings set
forth below:

"Agreement" shall mean the Fourth Amended and Restated
Implementation Procedures for Crude Oil Liftings.

"Annual Crude Oil Gross Receipts" attributable to a Contractor
shall mean the sum of the gross receipts determined for each
Month of a Year by multiplying the number of Barrels such
Contractor Lifted in the Month by the applicable Crude Oil
Price for such Month, including any payments made to or by
such Contractor pursuant to the Final Settlement with
Pertamina.

"Barrel", "Crude Oil", "Natural Gas", "Operating Costs",
"Contract Area", and such other words not specifically defined
herein shall have the meanings set forth in the PSC.

"Contractors" shall mean VICO, LASMO Sanga Sanga Limited,
OPICOIL Houston, Inc., Union Texas East Kalimantan Limited,
Universe Gas & Oil Company, Inc. and Virginia International
Company, collectively. "Contractor" shall refer to any one of
the Contractors.

"Contractor's Availability" shall mean, with respect to a
Crude Oil Stream, as of any given date, a Contractor's Working
Interest Share of IJV Availability, as adjusted downward or
upward, respectively, by such Contractor's then current
Overlift or Underlift.

"Contractors' Share Oil" shall mean, as to each Crude Oil
Stream, the quantity of Crude Oil to which Contractors are
entitled under Section 6.1.3 and 6.3.1 of the PSC.

"Cost Oil" shall mean, as to each Crude Oil Stream, the
quantity of oil which is for recovery of Operating Costs under
Section 6.1.2 of the PSC and the quantity of oil to which
Contractors are entitled under Section 6.1.7 of the PSC.

"Crude Oil Offtake Coordinator" shall have the meaning
attributed to it in Section 3.4 hereof.

"Crude Oil Price" shall mean the price of Crude Oil in effect
for a particular period, as provided in Section 7.1.1(a) of
the PSC, used to determine the weighted average price of Crude
Oil for a Year for purposes of calculating cost recovery
pursuant to Section 6.1 of the PSC.

"Crude Oil Stream" shall mean at any particular time each type
of Crude Oil available for Lifting by the Contractors that the
Terminal Operator segregates and stores separately at the
Santan Terminal from other types of Crude Oil available for
Lifting by the Contractors.

"Domestic Market Obligation" shall mean the quantity of PSC
Availability which Contractors are obligated to furnish to
fulfill the obligation towards the supply of the domestic
market in Indonesia under Section 5.1.2 (p) of the PSC.

"Effective Date" shall mean the date specified in Article II
hereof.

"Emergency Lifting Quantity" shall have the meaning attributed
to it in Section 8.2 hereof.

"Final Settlement" shall have the meaning attributed to it in
Exhibit B hereof.

"IJV Availability" shall mean, with respect to a Crude Oil
Stream, as of any given date, all PSC Availability, less any
portion thereof nominated by Pertamina to be Lifted pursuant
to the terms of the PSC, including Pertamina Share Oil, Cost
Oil or the Domestic Market Obligation.

"Interparty Imbalance" shall be calculated pursuant to Exhibit
A at the end of each Year and shall mean, for each Contractor
and with respect to each Crude Oil Stream, the Contractor's
Working Interest Share of the IJV's entitlement, pursuant to
the PSC, to all Liftings by the IJV and Pertamina during the
Year, less the Contractor's Liftings for the Year, adjusted
for the Contractor's Working Interest Share of the Final
Settlement for such Year.

"Lift", "Lifted" and "Lifting" all refer to the act of taking
Crude Oil at the Point of Lifting. A Lifting shall be deemed
to have occurred in the Month designated on the corresponding
bill of lading.

"LNG" shall mean liquefied Natural Gas.

"Month" shall mean a calendar month.

"Offtake Procedure" shall mean the Crude Oil Offtake
Procedure, Santan Terminal dated October 23, 1974, by and
among Roy M. Huffington, Inc. (predecessor to VICO as operator
for activities conducted pursuant to the PSC), on behalf of
the Contractors (or their respective predecessors in
interest), Union Oil Company of Indonesia (whose successor in
interest is Unocal Indonesia Company), Japex Indonesia Limited
(whose successor in interest is Indonesia Petroleum, Ltd.) and
Pertamina, as hereafter amended.

"Overlift" or "Underlift" shall be calculated separately for
Pertamina and for each Contractor as of any date specified
herein, and shall mean, with respect to a Crude Oil Stream:

a. for Pertamina, the cumulative amount, expressed in
Barrels, by which the quantity of Crude Oil Pertamina has
Lifted during that Year up to such date is, respectively,
greater or less than the sum of (i) the quantity of PSC
Availability as of the first day of that Year to which
Pertamina was entitled under the terms of the PSC plus
(ii) the quantity of additions to PSC Availability during
such period to which Pertamina was entitled under the
terms of the PSC; and

b. for each Contractor, the cumulative amount, expressed in
Barrels, by which the quantity of Crude Oil that
Contractor has Lifted during that Year (Y) up to such date
is, respectively, greater or less than the sum of (i) the
quantity of PSC Availability as of the first day of that
Year to which the Contractor was entitled under the terms
of the PSC (including the Interparty Imbalance carried
forward from the prior Year (Y-1) pursuant to Section 5.3
hereof) plus (ii) the quantity of additions to PSC
Availability during such period to which the Contractor
was entitled under the terms of the PSC.

"Pertamina" shall mean PERUSAHAAN PERTAMBANGAN MINYAK DAN
GAS BUMI NEGARA, the Indonesian State Enterprise established
on the basis of Law No. 8/1971.

"Pertamina Share Oil" shall mean the quantity of Crude Oil to
which Pertamina is entitled under Section 6.1.3 and 6.3.1 of
the PSC.

"Point of Lifting" shall mean the flange between the Santan
Terminal's delivery hose and cargo intake of a vessel at
Santan Terminal.

"PSC" shall mean the Amended and Restated Production Sharing
Contract dated April 23, 1990, but effective August 8, 1968,
and the Production Sharing Contract dated April 23, 1990, but
effective August 8, 1998, both between Pertamina and the
Contractors (or their predecessors in interest), as such
contracts may be subsequently amended, amended and restated or
extended.

"PSC Availability" shall mean, with respect to a Crude Oil
Stream, as of any given date, all quantities of that Crude Oil
Stream available for Lifting by Pertamina and the Contractors
under the terms of the PSC, the Santan Operating Agreement and
the Offtake Procedure.

"Quarter" shall mean a quarter of a Year beginning on the
first day of January, April, July or October.

"Santan Operating Agreement" shall mean the Santan Terminal
Facilities Joint Operating Agreement dated October 22, 1974,
by and among Union Oil Company of Indonesia (whose successor
in interest is Unocal Indonesia Company), as Terminal
Operator, Japex Indonesia Limited (whose successor in interest
is Indonesia Petroleum, Ltd.) and Roy M. Huffington, Inc.
(predecessor to VICO as operator for activities conducted
pursuant to the PSC), as hereafter amended.

"Santan Terminal" shall mean those facilities described in
Section 1.1 of the Santan Operating Agreement.

"Terminal Operator" shall mean the party designated under the
provisions of Section 3 of the Santan Operating Agreement to
act as Operator thereunder.

"Third Amended and Restated Implementation Procedures" shall
mean the Third Amended and Restated Implementation Procedures
for Crude Oil Liftings, effective as of July 1, 1993, among
the Contractors.

"VICO" shall mean Virginia Indonesia Company.

"Working Interest Share" of a Contractor shall mean the
working interest of such Contractor in the Indonesian Joint
Venture established pursuant to the Joint Venture Agreement
dated August 8, 1968 among the Contractors (or their
predecessors in interest).

"Year" shall mean a calendar year.

ARTICLE II - EFFECTIVE DATE

Effective January 1, 1994 (the "Effective Date"), this Agreement
shall supersede and replace the Third Amended and Restated
Implementation Procedures.

ARTICLE III - GENERAL PROVISIONS

3.1 Each Contractor shall have the right and obligation to take in
kind and separately dispose of its respective Contractor's
Availability of each Crude Oil Stream. The Contractors agree
that as of August 1, 1994 there are two Crude Oil Streams
available at the Santan Terminal: (i) Bontang Mix, which
results from the commingling of Crude Oil from VICO-operated
fields with liquid condensates from the Bontang LNG plant; and
(ii) Attaka/Badak, which results from the commingling of
Bontang Mix with Crude Oil from fields operated by other
parties. From the Effective Date through July 31, 1994, the
Contractors agree that only Badak Crude Oil was available at
the Santan Terminal.

3.2 Any Contractor shall have the right to nominate for Lifting in
any Month any portion of IJV Availability of a Crude Oil
Stream not nominated for Lifting by any other Contractor as of
the tenth (10th) day of the preceding Month.

3.3 The Contractors recognize that of primary importance in the
operation of the Contract Area as well as the Santan Terminal
is the uninterrupted production of Natural Gas and its
subsequent transformation into LNG at the Bontang liquefaction
facilities in order to meet contractual obligations and market
demands therefor.

3.4 VICO is hereby appointed and authorized by the Contractors to
schedule and control all Crude Oil Liftings in conjunction
with the Terminal Operator and to act on behalf of the
Contractors when dealing with Pertamina pursuant to the terms
and conditions of the Offtake Procedure.

3.5 VICO shall appoint a representative to be designated as the
Crude Oil Offtake Coordinator who shall coordinate Liftings
among the Contractors and at the same time endeavor to ensure
that all Liftings are scheduled such that (i) the production
of Natural Gas from the Contract Area and subsequent
transformation thereof into LNG is not interrupted or
otherwise adversely affected and (ii) planned Crude Oil
production can at all times be contained within the limits of
available storage.

3.6 Each Contractor shall consult with and seek advice and
assistance from the Crude Oil Offtake Coordinator on matters
relating to scheduling of Liftings and shipments.

3.7 Title to and risk of loss of all Crude Oil Lifted shall pass
to the Lifting Contractor at the Point of Lifting.

3.8 All deliveries of IJV Availability shall be made at the Santan
Terminal to a vessel nominated pursuant to the terms of this
Agreement.

3.9 All Lifting Contractors shall comply with the applicable
Santan Port Rules which have been properly adopted pursuant to
Sections 4.4 and 4.5 of the Santan Operating Agreement in
order to ensure the safe operation of the Santan Terminal and
its harbor. VICO shall provide copies of the Santan Port
Rules to the Contractors upon request and shall advise of any
proposed and actual changes with respect thereto.

3.10 Each Contractor shall pay or arrange for payment of all
consular, agency, towage, pilotage, customs, quarantine,
tonnage and port fees, taxes, charges and expenses
assessed against or with respect to a vessel engaged in
Lifting Crude Oil on behalf of that Contractor.

3.11 Except as otherwise provided in this Agreement, each
Contractor shall be responsible for all taxes and other
payments arising with respect to all Crude Oil Lifted by
such Contractor.

ARTICLE IV - NOTICES TO CONTRACTORS REGARDING PSC AND IJV
AVAILABILITY

4.1 On or before October 15th of each Year (Y), VICO shall notify
all Contractors of the following:

a. VICO's estimate of PSC Availability of each Crude Oil
Stream as of the last day of each Month of the ensuing
Year (Y+1);

b. VICO's estimate for each Crude Oil Stream of Crude Oil
Price, Cost Oil, Pertamina Share Oil and Domestic Market
Obligation for the ensuing Year (Y+1); and

c. VICO's estimate of PSC Availability of each Crude Oil
Stream allocated to each Contractor for Lifting during
each Quarter of the following Year (Y+1).

4.2 Upon notification, if any, by Terminal Operator of the receipt
from Pertamina of the notice issued pursuant to Section 4(c)
of the Offtake Procedure, VICO shall send to each Contractor
a notice detailing the following for each Crude Oil Stream:

a. VICO's estimate of PSC Availability for each Month of the
following Year (Y+1);

b. Pertamina's estimate, if available, of the Domestic Market
Obligation and Pertamina Share Oil which Pertamina will
nominate for Lifting during each Quarter of the following
Year (Y+1); and

c. VICO's estimate of IJV Availability for each Quarter
of the Year (Y+1).

4.3 VICO shall immediately notify the Contractors of the receipt
from Pertamina of any notice of its decision to market Cost
Oil under Section 7.1.1(d) of the PSC. Within twenty (20)
days of receipt of VICO's notice of Pertamina's decision, each
Contractor shall notify VICO if it elects to match the sales
price designated by Pertamina for such Cost Oil and the volume
of Cost Oil it plans to Lift from each Crude Oil Stream. All
estimates of IJV Availability previously delivered under this
Article shall be subject to revision in the event Pertamina
should exercise its right to and does, in fact, market Cost
Oil pursuant to Section 7.1.1(d) of the PSC.

4.4 VICO shall issue each Month a revised estimate of IJV
Availability of each Crude Oil Stream for the current Year
(Y) by Quarters reflecting changes, if any, in the
estimated PSC Availability, the applicable Crude Oil Price
or in any other factor used by a Contractor to calculate
the volume of Cost Oil as to that Crude Oil Stream.

ARTICLE V - NOTICES TO CONTRACTORS REGARDING CONTRACTORS'
AVAILABILITY

5.1 On or before the first (1st) day of each Month (M), VICO shall
send to each Contractor a notice setting out the following
information, which shall be presented separately for each
Crude Oil Stream:

a. Estimated Overlift or Underlift position of each
Contractor and of Pertamina at the end of the preceding
Month (M-1);

b. Estimated PSC Availability at the end of the preceding
Month (M-1);

c. The estimated additions to PSC Availability during the
Month (M), the following Month (M+1) and a provisional
forecast for the succeeding two (2) Months (M+2 and M+3);

d. Pertamina's and each Contractor's Liftings for the Year to
date and cargo nominations for the Month (M); and

e. Each Contractor's Availability for the following Month
(M+1) and the PSC Availability which is available for
Lifting by Pertamina during such Month (M+1). For
purposes of calculating a Contractor's Availability for
the following Month (M+1) under this subsection, a
Contractor shall be deemed to have Lifted the quantity of
Crude Oil equal to its accepted nomination, if any, for
the Month (M).

5.2 In the event VICO determines that there is a significant
increase or decrease in the Cost Oil being attributed to the
Contractors, VICO may choose to allocate such increased or
decreased volumes to the Contractors in varying increments
over any given period of Months (thereby increasing or
reducing IJV Availability for such Months) in order to avoid
any problems associated with a significant one-time alteration
in the amount of Crude Oil available for Lifting by the
Contractors or Pertamina.

5.3 Each Contractor's Interparty Imbalance shall be carried
forward from each Year (Y) to the following Year (Y+1) and
shall be included in the Contractor's Overlift or Underlift
for such following Year (Y+1). Such carry-forward shall be
performed in the manner prescribed by Section 5.4 hereof.

5.4 For each Year (Y) following the Effective Date, as to each
Crude Oil Stream, VICO shall provide to all Contractors the
following information (substantially in the form of Exhibit A
attached hereto and made a part hereof) by March 1 of the
following Year (Y+1):

a. Each Contractor's Interparty Imbalance at the beginning of
the Year (Y);

b. Each Contractor's Working Interest Share of additions to
PSC Availability during the Year (Y);

c. The actual quantities of Crude Oil Lifted by each
Contractor during the Year (Y);

d. The actual quantities of Crude Oil Lifted by Pertamina
during the Year (Y); and

e. Each Contractor's Interparty Imbalance at the end of the
Year (Y).

5.5 In reporting quantities of Crude Oil Lifted by each Contractor
during any period pursuant to this Article V, VICO shall
utilize the best information available at the time of each
such report. The Contractors recognize, however, that events
occurring subsequent to a report may result in adjustments to
the reported quantities of Crude Oil Lifted by one or more
Contractors. Pending any such adjustment, information
reported by VICO shall be considered valid for all purposes of
this Agreement.

ARTICLE VI - VESSEL NOMINATION AND SCHEDULING

6.1 The Lifting of Crude Oil by the Contractors shall be scheduled
by VICO in conjunction with the Terminal Operator, which is
the party ultimately responsible pursuant to the terms of the
Santan Operating Agreement for coordinating the shipping
program at the Santan Terminal. The actual Lifting of Crude
Oil at the Santan Terminal shall be governed by the provisions
of the Santan Operating Agreement (including the Offtake
Procedure) and, as between the Contractors, the terms and
conditions set forth herein, to the extent they do not
conflict with the Santan Operating Agreement.

6.2 Not later than the fifth (5th) day of each Month (M), each
Contractor shall advise VICO of its requested nomination(s)
for each Crude Oil Stream for the forthcoming Month (M+1) and
its provisional nominations for the following two (2) Months
(M+2 and M+3). With respect to Month (M+1), such
nomination(s) shall include the following:

a. The name of each vessel nominated to be loaded at Santan
Terminal (the designation "TBN" being acceptable);

b. The quantity to be delivered to each vessel, such quantity
(when considered with other quantities co-loaded from the
Santan Terminal pursuant to Section 6.7 hereof) not to
exceed the applicable maximum or be lower than the
applicable minimum established for an individual Lifting
by Terminal Operator; and

c. The date range for each vessel, which range shall be two
(2) days before and two (2) days after the expected
arrival date.

6.3 If, in the opinion of VICO, cargo nominations received from
the Contractors exceed the estimated IJV Availability of a
Crude Oil Stream for any Month (M+1), then as to that Crude
Oil Stream VICO shall bring such amounts into balance by
application of the following procedures, in the sequence
indicated:

a. First, VICO shall endeavor to bring such amounts into
balance by consultation among the Contractors.

b. Second, should consultation be unsuccessful, then each
nominating Contractor shall be allocated an amount equal
to such Contractor's Availability or the amount of its
nomination, whichever is less. For purposes of this
Section 6.3, a Contractor's Availability shall be deemed
to be zero (0) if it is otherwise determined to be a
negative number.

c. Third, should the aggregate of the amounts allocated
pursuant to Subsection b. above exceed the estimated IJV
Availability for Month (M+1), then in lieu of such
allocation the IJV Availability shall be allocated for
each Contractor based on the lesser of the following:

i. The Contractor's nomination; or

ii. An amount determined for each nominating Contractor
by multiplying the IJV Availability for Month (M+1)
by a fraction having a numerator equal to such
Contractor's Availability for Month (M+1) and a
denominator equal to the sum of Contractor's
Availabilities of all Contractors nominating for such
Month.

d. Fourth, any balance of the Crude Oil Stream available for
Lifting following the procedure set out in Subsections a.
through c. above shall be allocated to the nominating
Contractors in the following order of priority:

i. First, to a Contractor with a positive Contractor's
Availability for Month (M+1) in an amount not
exceeding such Contractor's nomination (or the
balance thereof, as the case may be), and if there is
more than one such Contractor, priority shall be
established in sequence commencing first with the
nomination submitted by the Contractor with the
greatest Contractor's Availability for such Month;
and

ii. Second, to a Contractor with a negative Contractor's
Availability for Month (M+1) in an amount not
exceeding such Contractor's nomination (or the
balance thereof, as the case may be), and if there is
more than one such Contractor, first priority shall
be established in sequence commencing with the
nomination submitted by the Contractor with the
smallest negative Contractor's Availability for such
Month.

Should two or more Contractors have Contractor's
Availabilities of identical size, whether positive or
negative, the highest ranking shall be given to the Contractor
whose last Lifting (including, for this purpose, scheduled
Liftings for the remainder of the Month) prior to the end of
the Month (M) was earliest in time.

6.4 A Contractor whose Lifting has been reduced in accordance with
Section 6.3 hereof shall have the right to withdraw its
nomination by notice given promptly to VICO. In the event of
such withdrawal, VICO shall reapply the priorities according
to Section 6.3 hereof to all other nominations. With respect
to any Month (M+1), all the adjustments, if any, which are to
be made pursuant to Section 6.3 hereof and to this Section to
the Contractors' nominations shall be taken into account
before it is determined whether any conflict exists as
described in Section 6.5 hereof.

6.5 If VICO receives two or more nominations, as adjusted pursuant
to Sections 6.3 and 6.4 to the extent that such sections are
applicable, which in terms of loading date conflict (which
shall include being insufficiently separated in time to allow
for the accumulation at Santan Terminal of PSC Availability
necessary to supply in full the accepted nominations of the
Contractors during the period under consideration), VICO shall
endeavor to resolve such conflict (by means of one or more
loading date alterations or loading quantity reductions, or
both) by consultation with the Contractors. Should such
endeavor be unsuccessful, then the nomination having the
highest ranking (as determined in accordance with Section
6.3.d hereof) shall be accepted and the nomination(s)
conflicting with it rejected. This Section shall be invoked
whether the two or more nominations which conflict as to
loading date are nominations for Lifting of the same or of
different Crude Oil Streams. Any Contractor whose nomination
is so rejected shall promptly be notified accordingly by VICO
and shall have the right to submit, within two (2) working
days of such notice, a further nomination for a date range in
Month (M+1) other than (but which may overlap with) the date
range for which it originally nominated and for a quantity of
Crude Oil not greater than the quantity accepted by VICO in
respect of the original nomination. The foregoing provisions
of this Section shall be applied to any conflict between such
further nomination and any other nomination with respect to
Month (M+1). Notwithstanding the above, should the terms and
provisions of the Offtake Procedure, including Exhibit 1,
Tanker Nomination Procedure, attached thereto, conflict with
the scheduling priorities as determined above, the provisions
of the Offtake Procedure shall control.

6.6 With respect to Month (M+1), if insufficient nominations are
received from the Contractors to enable, in VICO's reasonable
opinion, a shipping program for that Month to be compiled
which will keep available Crude Oil stocks of any Crude Oil
Stream within available storage capacity of the Santan
Terminal, then VICO shall endeavor through consultation with
the Contractors to achieve a sufficient increase in such
nominations. If such endeavor is unsuccessful, VICO shall
determine the minimum acceptable level of production for that
Crude Oil Stream and, should the aforesaid nominations be
insufficient to permit that level of production to be
maintained, one or more of the Contractors with a positive
Contractor's Availability for that Crude Oil Stream shall be
deemed to have nominated a quantity (or an additional
quantity) of Crude Oil, beginning with the Contractor with the
largest positive Contractor's Availability and followed
successively, as necessary, by the Contractor(s) with the next
largest positive Contractor's Availability, equal to the
lesser of (i) the difference between the Contractor's
Availability of such Contractor and its nomination submitted
for the Month (M+1), or (ii) the remaining Barrels required to
be Lifted to maintain the acceptable level of production. No
Contractor shall be required to nominate a volume of Crude Oil
pursuant to this provision which, when combined with any
existing nomination of such Contractor, would be less than any
minimum lift requirement imposed by Terminal Operator.

6.7 Contractors may nominate for less than full cargoes of Crude
Oil, and the nominations of more than one Contractor may be
Lifted and loaded onto the same vessel. Further, one or more
Contractors may combine Liftings of a Crude Oil Stream with
liftings of a fungible Crude Oil by another non-Contractor
party from Santan Terminal.

6.8 Within one (1) day of receipt by VICO of the shipping program
from Terminal Operator pursuant to Section 1.4 of Exhibit 1,
Tanker Nomination Procedure, to the Offtake Procedure [but no
later than the 18th day of each Month (or, in the case of
February, the 16th day of such Month), assuming the proper and
timely notice is given by Terminal Operator], VICO shall
notify each Contractor of the accepted shipping program for
the Month (M+1) and provisional programs for the following two
(2) Months (M+2 and M+3) together with an expected loading
date for the Month (M+1) within the five (5) day date range
notified under Section 6.2 hereof (or applicable under Section
6.5 or 6.6 hereof).

6.9 At least twelve (12) days prior to the expected loading
date(s) referred to in Section 6.8, each Contractor Lifting in
Month (M+1) shall:

a. Establish with VICO a firmly scheduled three (3) day date
range(s) of arrival at the Santan Terminal (within the
date range(s) specified in Section 6.2.c hereof) for the
Lifting(s) during Month (M+1) of nominations which are
acceptable to the Lifting Contractor and VICO; and

b. Submit to VICO the following information for each such
Lifting in order that such information can be conveyed to
Terminal Operator:
i. Designation of the tanker, including both its name
and size (the designation "TBN" being acceptable only
if it is acceptable to Terminal Operator);
ii. Date range of the Lifting(s) (as established pursuant
to a. above);
iii. Designation of Crude Oil Stream from which the
Lifting is to be made;
iv. Quantity of Crude Oil to be loaded on each tanker;
v. Designation of the Consignor and Consignee along with
the required number of documentation copies needed
for each (the standard documentation passing from
Jakarta to the Santan Terminal to include a Bill of
Lading reading "Freight Payable as Arranged",
Certificate of Quantity, Certificate of Quality,
Certificate of Origin, Cargo Manifest, Ullage Report,
Tanker Time and Loading Report, the Master's Receipt
for Sample, the Master's Receipt for Shipping
Documents, the Dry Certificate and the Notice of
Readiness);
vi. Destination of the tanker(s); and
vii. Name of the Lifting Contractor or Contractors.

The failure of a Lifting Contractor to provide the above-
referenced information (with the exception of the name of the
designated tanker) shall result in VICO having the right to
invoke the emergency sale provisions of Article VIII hereof
for the exclusive account of such Contractor,
notwithstanding any provisions thereof to the contrary.
Except as otherwise provided below, such accepted program for
the forthcoming Month (M+1) shall be considered final and
binding.

6.10 If as a result of circumstances arising after the
establishment of a firm shipping program for a Month (M+1)
such program becomes infeasible, VICO shall, in
consultation with Terminal Operator and the Contractors,
make such equitable revisions to the scheduled Lifting(s)
of one or more Contractors as are necessary to restore the
feasibility of the program.

6.11 In order to ensure continuous production, VICO shall be
further empowered to request alterations to the programs
notified pursuant to Section 6.8 hereof.

6.12 Any Contractor may at any time request changes to its
scheduled Lifting and VICO shall endeavor to implement
such changes to the extent practicable under the terms of
the Offtake Procedure, provided such changes do not
jeopardize the scheduled Lifting of any other Contractor
or cause a reduction of production.

6.13 All other matters concerning the actual Lifting of Crude
Oil at Santan Terminal, whether or not specifically
addressed in this Agreement, including, but not limited
to, substitution of vessels, changes in Lifting date
ranges, notification requirements and other harbor
procedures, applicable safety regulations and Santan
Terminal documentation requirements, shall be governed by
the Santan Operating Agreement and the Offtake Procedure
attached thereto (including the Tanker Nomination
Procedure which is attached as Exhibit 1 thereto), all of
which are incorporated herein by reference as though fully
set forth herein. The actual Liftings shall be ultimately
scheduled and implemented by Terminal Operator; therefore,
any notices required to be given to Terminal Operator by
a Lifting Contractor shall be first submitted to VICO
within a reasonable time prior to the date such notice is
due under the applicable terminal procedures to allow VICO
to relay such notice to Terminal Operator as required.
VICO shall use its best efforts to relay by the
appropriate time any notice to Terminal Operator on behalf
of a Contractor but shall in no way be held responsible
for a failure to do so.

ARTICLE VII - LAYTIME AND DEMURRAGE

The provisions of Part II of Exhibit 1, Tanker Nomination
Procedure, to the Offtake Procedure concerning laytime and
demurrage shall be specifically incorporated herein for all
purposes, including, but not limited to, the calculation of laytime
and amounts due for demurrage, if any.

ARTICLE VIII - EMERGENCY DISPOSAL

8.1 If the production of Crude Oil or Natural Gas from the
Contract Area is in jeopardy because insufficient quantities
of any Crude Oil Stream have been Lifted or scheduled for
Lifting and if, in the opinion of VICO, an emergency has
thereby arisen, then VICO may take such action as may be
reasonably necessary, including arranging for the disposition
of sufficient quantities of that Crude Oil Stream so as to
maintain the production of Crude Oil and Natural Gas at an
acceptable rate. Such Crude Oil shall be sold by VICO through
an independent broker selected by VICO on an F.O.B. Santan
Terminal basis. VICO shall use its best efforts to receive
the current market price for such Crude Oil sold, but in no
way warrants its ability or the ability of the broker to do
so. The quantities allocated to the Contractors as set forth
below shall be sold by VICO for the separate accounts of the
respective Contractors concerned.

8.2 Except as otherwise provided in Section 6.9 and in this
Section, the quantity of Crude Oil in each Lifting under this
Article (the "Emergency Lifting Quantity") shall be allocated
to those Contractors (if any) which have an Underlift with
respect to the relevant Crude Oil Stream as of a time
immediately prior to the Lifting in question. However, if a
Contractor has been scheduled to make a Lift pursuant to an
accepted shipping program during a Month in which VICO deems
an emergency to exist hereunder but such Lift has not occurred
or been completed, or if a Contractor's nomination for the
Month in which an emergency Lift occurs had been rejected
pursuant to Section 6.5 hereof and was not rescheduled for
such Month despite the best efforts of such Contractor to do
so, the Barrels such Contractor is scheduled to Lift from the
relevant Crude Oil Stream, or the Barrels attributable to such
Contractor's rejected nomination, shall be subtracted from the
Underlift attributable to such Contractor, if any, when
determining the existence or size of a Contractor's Underlift
for purposes of this Section. In addition, notwithstanding
the foregoing, if a Contractor is underlifted at the time of
an emergency Lift but has a positive Contractor's Availability
for the relevant Crude Oil Stream at the beginning of the
month in which such Lift occurs which is less than the minimum
Lift requirement imposed by Terminal Operator, the Barrels
comprising such Contractor's Underlift shall not be considered
for purposes of allocating to such Contractor an Emergency
Lifting Quantity hereunder. The Emergency Lifting Quantity
(or a portion thereof) shall first be allocated to the
Contractor having the largest Underlift for the relevant Crude
Oil Stream. The number of Barrels allocated to such
Contractor shall equal the number of Barrels that, when
subtracted from such Contractor's Underlift, reduces such
Underlift to the extent that it equals the Underlift of the
second most underlifted Contractor. Thereafter, any remaining
Emergency Lifting Quantity shall be allocated to both such
underlifted Contractors equally, on a Barrel per Barrel basis,
until their respective Underlifts, when reduced by the number
of Barrels allocated hereunder, equal the size of the
Underlift of the third most underlifted Contractor. This
process shall continue in similar fashion until the entire
Emergency Lifting Quantity has been allocated or until all
Underlifts for the relevant Crude Oil Stream attributable to
the Contractors have been eliminated. If the combined
Underlifts of the Contractors pursuant to this Section is less
than the Emergency Lifting Quantity, the volume in excess of
such combined Underlifts shall be allocated to each respective
Contractor based on such Contractor's Working Interest Share.
Those Barrels allocated to a Contractor hereunder comprising
a portion of the Emergency Lifting Quantity shall be
considered as having been Lifted by such Contractor under the
terms of this Agreement.

8.3 The proceeds from the sale of the Emergency Lifting Quantity
(after deduction of all related costs, including the fee
charged by the above-mentioned broker) shall be distributed to
the Contractors in the proportion in which the Emergency
Lifting Quantity was allocated to the Contractors in Section
8.2 hereof.

8.4 VICO shall immediately advise each Contractor by means of
facsimile transmission or telex whenever VICO decides to make
a Lifting in accordance with this Article VIII. Upon
confirmation of an emergency sale, VICO shall immediately
advise each Contractor by means of facsimile transmission or
telex of the terms of the sale, including the price, credit
terms and the volume sold.

ARTICLE IX - ACCOUNTING PROCEDURES

9.1 Exhibit B, attached hereto and made a part hereof, prescribes
the manner of Final Settlement with Pertamina and the manner
in which Indonesian taxes shall be shared among the
Contractors.

ARTICLE X - CONFLICTS AND ORDER OF PRECEDENCE

10.1 The provisions of this Agreement shall be controlling as
among the Contractors with regard to the matters referred
to herein, and shall take precedence over any conflicting
provisions of the Operating Agreement dated August 8, 1968
among the Contractors (or their predecessors in interest).

10.2 Should the provisions of this Agreement be inconsistent
with the provisions of the Santan Operating Agreement, the
Santan Operating Agreement shall be controlling.

ARTICLE XI - NOTICES

11.1 All notices related to this Agreement shall be in writing
and delivered by certified mail, return receipt requested,
or transmitted by telex or facsimile communication to the
designated addresses listed below:

LASMO SANGA SANGA LIMITED
c/o Lasmo Trading Limited
100, Liverpool Street
London EC2M 2BB
United Kingdom
Attention: David Barter
Fax No.: (011-44) 71-945-4602
Telex No.: 8812970

w/c.c. LASMO SANGA SANGA LIMITED
c/o The LASMO Companies in Indonesia
10th Floor, Landmark Centre, Tower A
Jalan Jenderal Sudirman No. 1
P. O. Box 3415/Jkt.
Jakarta 12910, Indonesia
Attention: Ian D. Brown
Fax No.: (011-62) 21-571-1004
Telex No.: 45218 LOMSL 1A

OPICOIL HOUSTON, INC.
2801 Post Oak Blvd., Suite 300
Houston, Texas 77056
Attention: C. Y. Chung
Fax No.: 713-297-8108

UNION TEXAS EAST KALIMANTAN LIMITED
c/o Union Texas Petroleum Corporation
1330 Post Oak Boulevard
P. O. Box 2120
Houston, Texas 77252
Attention: Crude Oil Marketing Department
Fax No.: 713-968-2837
Telex No.: 637-3790

UNIVERSE GAS & OIL COMPANY, INC.
NYK Tennoz Building
2-20, Higashi-shinagawa 2-chome
Shinagawa-ku, Tokyo 140
Japan
Attention: Hitoshi Yamatoya
Fax No.: (011-81) 3-5462-0679
Telex No.: J26268

w/c.c. Houston Liaison Office
c/o Japex (U.S.) Corporation
2700 Post Oak Boulevard, Suite 1200
Houston, Texas 77056
Attention: Hideaki Miyakawa
Fax No.: 713-871-9619

VIRGINIA INDONESIA COMPANY
P. O. Box 1551
Houston, Texas 77251-1551
Attention: Crude Oil Offtake Coordinator
Fax No.: 713-754-6998
Telex No.: 166100

VIRGINIA INTERNATIONAL COMPANY
c/o The LASMO Companies
One Houston Center
1221 McKinney, Suite 600
Houston, Texas 77010-2015
Attention: Andy Crouch
Fax No.: 713-654-8527

w/c.c. Virginia International Company
c/o Union Texas Petroleum Corporation
1330 Post Oak Boulevard
P. O. Box 2120
Houston, Texas 77252
Attention: Crude Oil Marketing Department
Fax No.: 713-968-3606
Telex No.: 203109

11.2 A Contractor may change its address or designated
addressee(s) by written notice to the other Contractors.

ARTICLE XII - SUCCESSORS AND ASSIGNS

This Agreement shall be binding upon each of the Contractors and
their respective successors and assigns.

ARTICLE XIII - GOVERNING LAW

This Agreement shall be governed by and interpreted in accordance
with the laws of the State of Texas. Any dispute relating to the
interpretation of or performance under this Agreement shall be
finally settled by arbitration in accordance with Section 9 of the
Joint Venture Agreement, dated August 8, 1968, as amended, among
the Contractors (or their predecessors in interest).

ARTICLE XIV - CAPTIONS

All captions, headings or titles appearing within the body of this
Agreement are used solely for the purpose of identification and are
not to be used in interpreting the rights, duties and obligations
of the Contractors.

ARTICLE XV - ENTIRE AGREEMENT

This Agreement constitutes the entire agreement among the
Contractors and supersedes all previous negotiations, commitments
and writings with respect to the subject matter hereof.

ARTICLE XVI - AMENDMENTS

This Agreement may not be changed or modified in any manner, except
by an instrument executed by the Contractors, in writing, and
signed by each Contractor's duly authorized officer or
representative.

ARTICLE XVII - WAIVER

No waiver of any breach of this Agreement shall be held to be a
waiver of any other or subsequent breach.

IN WITNESS WHEREOF, each of the Contractors has caused this
Agreement to be executed by its duly authorized officer as of the
Effective Date.

VIRGINIA INDONESIA COMPANY LASMO SANGA SANGA LIMITED

By__________/s/____________________By__________/s/_________________

OPICOIL HOUSTON, INC. UNION TEXAS EAST KALIMANTAN
LIMITED

By___________/s/__________________ By___________/s/______________

UNIVERSE GAS & OIL COMPANY, INC. VIRGINIA INTERNATIONAL COMPANY

By___________/s/___________________ By___________/s/_______________

Exhibit A

EXAMPLE OF IJV PARTY YEAR-END (OVER)/UNDER CARRY-FORWARD

[See ANDERSON - M:\123\CRUDE-4A]

Exhibit B

ACCOUNTING PROCEDURES
FOR FINAL SETTLEMENT WITH PERTAMINA
AND TAX MATTERS

1. Final Settlement with Pertamina

With respect to each Crude Oil Stream, within sixty (60) days
after the end of each Year (Y), VICO shall send to each
Contractor a notice setting forth the respective underlift or
overlift position of the Contractors and Pertamina for each
Crude Oil Stream, as documented in that certain report filed
by VICO each year with Pertamina/BPPKA, entitled "Fourth
Quarter Financial Status Report for East Kalimantan Area"
(the "4th Quarter Report"). For purposes of this Exhibit B,
any payment owed by either the Contractors or Pertamina for a
Year (Y) based on the applicable underlift or overlift
position described in the 4th Quarter Report shall be referred
to as the "Final Settlement" for such Year (Y).

Any Final Settlement payment received from Pertamina shall be
distributed by VICO, within two (2) business days after
receipt thereof, to the Contractors in proportion to their
Working Interest Shares. Any Final Settlement amount due
Pertamina by the Contractors shall be borne by the Contractors
individually in proportion to their Working Interest Shares.
Upon VICO's request, each Contractor shall advance to VICO its
respective share of any payment due Pertamina pursuant to this
Exhibit B.

With respect to each Crude Oil Stream, if the Contractors make
a payment to Pertamina or Pertamina makes a payment to the
Contractors with respect to the Year (Y), the amount of Crude
Oil Lifted by each Contractor during the Year (Y), as reported
pursuant to Section 5.4 hereof, shall be adjusted, provided
that, until the 4th Quarter Report is filed with
Pertamina/BPPKA, the corresponding unadjusted positions shall
be considered valid for the purposes of applying the
provisions of Section 5.1 of this Agreement. If the
Contractors make a payment to Pertamina, the amount of Crude
Oil Lifted by each Contractor during the Year (Y) shall be
reduced by the number of Barrels determined by dividing the
amount (expressed in United States Dollars) the Contractor
contributed to the payment to Pertamina by the price per
Barrel utilized in the 4th Quarter Report, being the weighted
average Crude Oil Price in effect during such Year. If
Pertamina makes a payment to the Contractors, the amount of
Crude Oil Lifted by each Contractor during the Year (Y) shall
be increased by the number of Barrels determined by dividing
the amount (expressed in United States Dollars) a Contractor
received by the price per Barrel utilized in the 4th Quarter
Report.

2. Contractor's Share of Taxes

As to each Crude Oil Stream, when the Final Settlement
position between the Contractors and Pertamina is determined,
a settlement between Contractors shall be made to ensure that
the amount of Indonesian income taxes paid by each Contractor
corresponds to the tax liability on each Contractor's final
year-end lifting entitlement. The amount of Indonesian income
taxes incurred on Crude Oil Lifted by a Contractor shall be
computed as if such Contractor's Indonesian tax return was
prepared taking into consideration such Contractor's Annual
Crude Oil Gross Receipts but excluding therefrom such
Contractor's Working Interest Share of cost recovery and
investment credit. For purposes of the above computation, the
Domestic Market Obligation adjustment shall be allocated to
the Contractors based on their respective Working Interest
Shares. Each Contractor shall bear its own lifting price
variance. An adjustment will be made to each Contractor's
taxable income for the Interparty Imbalance (in Barrels)
multiplied by the price per Barrel utilized in the 4th Quarter
Report.

An illustration of the calculation of each Contractor's share
of the final tax liability is attached.

Each Contractor's income tax liability as determined above
shall be compared to actual Indonesian income taxes paid,
including each Contractor's share of taxes paid on Domestic
Market Obligation receipts. As soon as practicable after the
end of a Year, VICO shall notify the Contractors of the amount
of taxes owed and paid by each Contractor with respect to such
Year, and if during the course of such Year a Contractor has
paid an amount in taxes which is below or in excess of its
income tax liability, an appropriate adjustment shall be made
with respect to such Contractor in the following month's cash
call.

3. Termination of Production, P.S.C.

Once production of Crude Oil ceases or the Contract Area is
returned to Pertamina, or at such earlier time as shall be
agreed by the Contractors, the Contractors shall, within
ninety (90) days of such date, meet to determine an interim
settlement procedure among the Contractors, pending Final
Settlement with Pertamina.

Total Contractor Pertamina
PSC Share Share

PSC Liftings for the Year-mbbls 6,800
PSC Average Price for Year-$/bbl 17.42
Gross Revenue-$000s 118,475

Cost Recovery-$000s 50,000 50,000 0
Equity-$000s 68,475 23,344 45,131
DMO Requirement-$000s 0 (10,097) 10,097
118,475 63,246 55,229

Entitlement-mbbls 6,800 3,630 3,170

PARTNERS

A B C D Total Pertamina Total PSC

Working Interest % 40% 25% 20% 15% 100%

Barrels

Actual Liftings ICP
Q1 20.00 250 200 150 75 675 950 1,625
Q2 18.00 300 225 175 100 800 850 1,650
Q3 17.00 0 575 225 100 900 800 1,700
Q4 15.00 100 950 650 125 1,825 0 1,825
Total Liftings 17.42 650 1,950 1,200 400 4,200 2,600 6,800
Entitlement 1,452 908 726 545 3,630 3,170 6,800
Total (Over)/Under Lift 802 (1,042) (474) 145 (570) 570 0
Settlement with Pertamina (1) 228 142 114 85 570 (570) 0
Remaining (Over)/Under Balance 1,030 (900) (360) 230 0 0 0
Interparty Imbalance in
Barrels (2) (1,030) 900 360 (230) (0) 0 (0)
0 0 0 0 (0) 0 0
VALUES
Revenues for Tax Purposes
Liftings Revenue at ICP 11,900 32,075 19,725 6,875 70,575 47,900 118,475
DMO Revenue (Assuming Old Oil) 46 29 23 17 116 (116) 0
Over/Under Lift Adjustments at
Weighted Average ICP:
Final Settlement (3,972) (2,482) (1,986) (1,489) (9,929) 9,929 0
Interparty Imbalance 17,945 (15,681) (6,272) 4,007 0 0 0
Taxable Revenue-Entitlements
Basis 25,920 13,941 11,490 9,410 60,762 57,713 118,475
Less Cost Recovery (20,000)(12,500) (10,000) (7,500) (50,000)
Taxable Income 5,920 1,441 1,490 1,910 10,762
Tax @ 56% 3,315 807 834 1,070 6,027

(1) Settlement is in cash at the end of the first quarter in year Y+1. Entitlements are adjusted accordingly in equivalent
barrels.
(2) Settlement is in barrels in Year Y+1.

January 1, 1994

Mr. David Barter
LASMO SANGA SANGA LIMITED
c/o Lasmo Trading Limited
100, Liverpool Street
London EC2M 2BB
England, United Kingdom
Mr. C. Y. Chung
OPICOIL HOUSTON, INC.
2801 Post Oak Boulevard, Suite
300
Houston, Texas 77056
Mr. Chris J. Biggs
UNION TEXAS EAST KALIMANTAN
LIMITED
c/o Union Texas Petroleum
Corporation
1330 Post Oak Boulevard
P. O. Box 2120
Houston, Texas 77252
Mr. Hitoshi Yamatoya
UNIVERSE GAS & OIL COMPANY,
INC.
NYK Tennoz Building
2-20, Higashi-shinagawa 2-chome
Shinagawa-ku, Tokyo 140
Japan

Mr. Andy Crouch
VIRGINIA INTERNATIONAL COMPANY
c/o The LASMO Companies
One Houston Center
1221 McKinney, Suite 600
Houston, Texas 77010-2015

Re: Establishment of Lifting Groups;
Side Letter to Fourth Amended and Restated
Implementation Procedures for Crude Oil Liftings

Gentlemen:

For purposes hereof, please refer to the Fourth Amended and
Restated Implementation Procedures for Crude Oil Liftings (the
"Agreement") dated effective January 1, 1994, by and among the
undersigned. All references to article and section numbers herein
are to the corresponding provisions in the Agreement, and all the
terms used herein shall have the meanings attributed to them in the
Agreement.

The Contractors hereby agree that, for the period herein stated,
the right and obligation to Lift the Contractor's Availability of
each Crude Oil Stream attributable to Virginia International
Company ("Virginia International") and Virginia Indonesia Company
("VICO") under the terms and provisions of the Agreement shall be
allocated and transferred in equal portions to LASMO Sanga Sanga
Limited ("LASMO") and Union Texas East Kalimantan Limited ("UTP").
These two combinations of interests shall be referred to
respectively as the "LASMO Lifting Group" and "UTP Lifting Group".

The interests of those Contractors comprising each of the LASMO
Lifting Group and UTP Lifting Group shall be combined, and each
group shall be considered as a Contractor under the Agreement, for
purposes of determining or allocating, as the case may be, Working
Interest Share, Contractor's Availability, Overlifts, Underlifts,
annual and monthly nominations and entitlements, Emergency Lifting
Quantity, Final Settlement and Domestic Market Obligation, subject
to the further provisions hereof. Notwithstanding the foregoing,
each of the Parties shall continue to prepare its individual tax
returns based on its specific interest and shall be entitled to
receive all notices as specified in Article XI.

As among the members of the two lifting groups created hereby, the
nominations and Liftings of such groups shall be allocated based on
a Contractor's prorata share of the combined interests of the
lifting group participants. These percentages are as follows:

LASMO or UTP . . . . . . . . . . 69.42148%
Virginia International . . . . . 20.66116%
VICO . . . . . . . . . . . . . . 9.91736%

The agreement set forth herein shall remain in effect for so
long as (i) each of LASMO plc and Union Texas Petroleum Holdings,
Inc., directly or indirectly through their respective subsidiaries,
continues to own fifty percent (50%) of the Unimar Company, which
in turn indirectly owns Virginia International and VICO or (ii) the
Agreement is terminated, whichever first occurs.

If the foregoing fully and accurately sets forth our
agreement, please indicate your acceptance of this letter in the
appropriate space below.

Sincerely,

VIRGINIA INDONESIA COMPANY

By: _______________/S/_____________________
Name:
Title: