Exercise of synthetic options by PROD employees

 As stated in the interim financial report for Q3 2010, the company has on 25
October 2010 entered into termination agreements with Bjørn Henriksen (President
& CEO) Sven Børre Larsen (EVP & CFO), Roy Hallås (EVP & COO) and Claes W.Olsen
(EVP Business Development). As part of these termination agreements, the
following synthetic stock options have been exercised:

 Bjørn Henriksen has exercised 363,000 options. Following this, Mr. Henriksen
holds no shares or options in the company.

Sven Børre Larsen has exercised 281,000 options. Following this, Mr. Larsen
holds no shares or options in the company.

Roy Hallås has exercised 281,000 options. Following this, Mr. Hallås holds no
shares or options in the company.

Claes W. Olsen has exercised 100,000 options. Following this, Mr. Olsen holds no
shares or options in the company.

As per the options agreements, the exercise price was NOK 17.50, equal to the
closing price on 25 October 2010, the date of exercise. The options were
exercised as a result of a change of control clause in the option agreements
being triggered by BW Offshore' take-over.

Furthermore, certain additional primary insiders have on 25 October 2010
exercised the following synthetic stock options, on the same terms as set out
above:

Helge Ystheim, President Prosafe Production Services Pte Ltd., has exercised
150,000 options. Following this, Mr. Ystheim holds 60,000 synthetic options with
strike NOK 36.52. He does not hold any shares.

Ketil Eik, SVP Treasury, has exercised 100,000 options. Following this, Mr. Eik
holds 60,000 synthetic options with strike NOK 36.52. He does not hold any
shares.

Per Darland, SVP Risk Management, has exercised 100,000 options. Following this,
Mr. Darland holds no shares, but retains 60,000 synthetic options with strike
NOK 36.52. He does not hold any shares.

Staale Andreassen, SVP Finance, has exercised 100,000 options. Following this,
Mr. Andreassen holds no shares or options in the company. He does not hold any
shares.









This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)


[HUG#1455212]