Desire Petroleum PLC

24 December 2003

Desire Petroleum Plc

('Desire Petroleum' or 'the Company')

Proposed Placing of 35,313,100 new ordinary shares of 1p each in Company

('Placing Shares') and Open Offer of up to 37,500,184 new ordinary shares of 1p

each in the Company ('Open Offer Shares') on the basis of 1 Open Offer Share for

every 3 existing ordinary shares of 1p each in the Company ('Existing Ordinary

Shares')

Introduction

Your Board indicated in the announcement of Desire Petroleum 's interim results

on 23 September 2003 that the Company intended to raise further funds and that

shareholders of the Company ('Shareholders') would be given the opportunity to

participate in any fundraising. Your Board is therefore pleased to announce that

the Company proposes to raise up to approximately £7.28 million (before

expenses) by way of a placing ('the Placing') of 35,313,100 Placing Shares at a

price of 10p per share ('the Issue Price') and an open offer of up to 37,500,184

Open Offer Shares at the Issue Price ('the Open Offer'). The Placing has been

fully underwritten by Seymour Pierce.

Qualifying Shareholders are invited to subscribe for Open Offer Shares under the

Open Offer on the basis of:

1 Open Offer Share for every 3 Existing Ordinary Shares

held at 22 December 2003 ('Record Date'). Qualifying Shareholders may apply for

their pro rata entitlement, less than their pro rata entitlement, or their pro

rata entitlement together with any further number of Open Offer Shares. The Open

Offer is conditional, inter alia, on the passing of resolutions to be proposed

at the Extraordinary General Meeting of the Company to be held on 21 January

2004, on the placing agreement entered into between the Company, the Directors

of the Company and Seymour Pierce Limited becoming unconditional and on

admission of the Placing Shares and Open Offer Shares (together, 'New Ordinary

Shares') to trading on the AIM market ('Admission').

The principal purpose of the Placing and Open Offer is to provide funds for the

Company to enable it to negotiate and to enter into a seismic survey agreement

with Fugro Geoteam A/S ('Fugro') to engage Fugro formally to carry out a 3D

seismic survey over certain areas within Tranches C and D (areas situated in the

North Falkland Basin of the Falkland Islands ('North Falkland Basin').

Background Information

Desire Petroleum (named after HMS Desire which discovered the Falkland Islands

in 1592) was incorporated in 1996 specifically to participate in the first round

of licences granted by the Falkland Islands Government to explore for

hydrocarbons. The Company currently has the following interests in exploration

licences:

a. the exclusive right to search for hydrocarbons from the seabed and subsoil

of certain blocks within Tranches C, D, I and L of the North Falkland Basin;

b. a 12.5 per cent.interest in a licence to search for hydrocarbons from the

seabed and subsoil of certain blocks within Tranche F of the North Falkland

Basin ('Tranche F Licence ').The remaining 87.5 per cent.interest in this

licence is held by Sodra Petroleum A.B. (a subsidiary of Talisman Energy

Inc.).The interests in the Tranche F Licence are the subject of a joint

operating agreement.

In 1998, the Company's then issued ordinary share capital was admitted to

trading on AIM, following a share placing which raised £15 million before

expenses.

Desire Petroleum participated in two of the six wells drilled in the North

Falkland Basin during 1998 - one in Tranche C and the other in Tranche F. With

the exception of the well in Tranche C, five of the wells encountered oil shows,

but none provided evidence of an economically significant oil prospect. However,

the presence of a very thick (approximately 1,150m), lacustrine source rock (now

known to be the second-richest yet found worldwide) was established. The

Directors believe this source rock has operated as an effective, basin-wide

seal, which the Board suspects prevented the migration of oil to the sandstone

reservoirs encountered above it. These sandstone reservoirs were the target of

the initial drilling campaign and the presence of the seal could explain why

these reservoirs are not charged with oil.

Only one well penetrated any depth below the source rock and, although it did

encounter hydrocarbons, because the well was drilled in the centre of the North

Falkland Basin, farthest from a potential sand source, only siltstone

reservoirs, of poor quality, were encountered. However, this result does suggest

that, if suitable reservoirs do exist below and/or adjacent to the source rock,

they are likely to be charged with oil.

It has been calculated that very large volumes of oil (up to 60 billion barrels)

may have been generated and expelled from the source rock. The Board 's view is

that because the seal is so effective, this oil should not have escaped and

recent studies have concentrated on identifying where reservoirs, into which the

oil could have migrated, might be located. The Directors believe that these

areas within Tranches C and D, in respect of which Desire Petroleum is the

exclusive licensee and which straddle the main oil-generating kitchen, are

best-placed for the presence of oil accumulations and recent work has been

directed at identifying potential reservoirs within them.

As a result, a new model of the geology ('New Model') has been developed by the

Company which, if correct, may lead to the discovery of oil in commercial

quantities. The New Model has identified at least three areas each of which the

Directors believe has the potential to contain recoverable reserves of up to one

billion barrels of oil, should suitable reservoir rocks be present.

The New Model predicts sandstone development, both below and adjacent to the

source rock, which, due to the subtle geometry, is difficult to define on the

basis of 2D seismic data alone. The Directors believe that this problem should

be resolved by the use of 3D seismic data which should give a greatly enhanced

resolution of the sub-surface geology. The Company and Fugro have already signed

heads of terms which provide, once sufficient funds have been raised by the

Company, for a fixed price turnkey contract to be entered into by the Company

and Fugro to engage Fugro to acquire 3D seismic data over what the Directors

believe to be the most prospective areas of the Company 's licensed areas within

Tranches C and D ('Seismic Survey Agreement'). Fugro is one of the world 's

major off-shore seismic contractors.

Once the 3D seismic data has been interpreted, the results will, assuming that

the 3D seismic data shows enhanced drilling prospects, form the basis on which

the next phase of drilling will be designed by the Company. These results will

also be used as the basis upon which the Company conducts further negotiations

with potential partners who have expressed an interest in the North Falkland

Basin. The most probable time for the next phase of drilling, assuming that the

3D seismic data shows enhanced drilling prospects, will be the Austral summer of

2004-5.

Reasons for the Placing and the Open Offer and Use of Proceeds

Assuming the Open Offer is fully subscribed, the Placing and the Open Offer will

raise proceeds of approximately £6.97million for the Company (net of expenses).

The Directors intend that the net proceeds will:

a. enable the Company to enter into the Seismic Survey Agreement to engage

Fugro to carry out the 3D seismic survey described above, initially in

respect of parts of Tranches C and D. Depending on the total funds raised

from the Open Offer, funds may also be used to pay for the interpretation of

the 3D seismic data collected by Fugro;

b. repay an outstanding loan in the sum of £100,000 plus interest to Phipps and

Company Limited;

c. pay certain deferred fees to each of Phipps and Company Limited (partly in

respect of Directors' fees owed to Stephen Phipps), Molard Financial

Management Services SA (in respect of the services of Walter Ian Logan

Forrest), Dr Alan John Martin, Dr Ian Gordon Duncan and QM Marketing Limited

(in respect of the services of Dr David Quick).These deferred fees total

£396,560 (plus VAT where applicable) in aggregate. However, certain of the

aforementioned persons intend to subscribe for 4,015,600 New Ordinary Shares

in aggregate which, at the Issue Price, represents an aggregate cash

subscription of £401,560 (see 'Directors 'and Certain Shareholders

'Intentions 'below).

The balance of the funds raised from the Placing and the Open Offer will be used

as additional working capital.

Principal terms of the Placing and the Open Offer

The Company proposes to issue 35,313,100 Placing Shares and 37,500,184 Open

Offer Shares at the Issue Price which, assuming the Open Offer is fully

subscribed, will raise in aggregate approximately £7.28 million for the Company

(before expenses). Seymour Pierce has fully underwritten the Placing.

1 Open Offer Share for every 3 Existing Ordinary Shares

registered in their name on the Record Date and so on in proportion for any

other number of Existing Ordinary Shares so registered. Qualifying Shareholders

may apply for their pro rata entitlement, less than their pro rata entitlement,

or their pro rata entitlement together with any further number of Open Offer

Shares. Where appropriate, the entitlement of Qualifying Shareholders will be

rounded down to the nearest whole number of Open Offer Shares and any fractional

entitlements will be aggregated and sold, if required, for the benefit of the

Company to satisfy excess applications. The Placing Shares and the Open Offer

Shares will, when issued and fully paid, rank pari passu in all respects with

the Existing Ordinary Shares of the Company and will, once allotted, rank in

full for all dividends and other distributions declared, made or paid on the

share capital of the Company in respect of the period after such allotment.

For example, if a Qualifying Shareholder holds 10,000 Existing Ordinary Shares,

his pro rata entitlement pursuant to the Open Offer is 3,333 Open Offer Shares

('Initial Entitlement '). The excess application facility entitles applications

to be made for any number of Open Offer Shares in addition to the 3,333 Open

Offer Shares representing the Initial Entitlement.

The Placing and the Open Offer is conditional, inter alia, on both the passing

of the Resolutions to be proposed at the EGM and Admission. It is expected that

dealings in the New Ordinary Shares will commence on AIM on 22 January 2004 (or

such later date as shall be determined by Seymour Pierce and the Company, being

not later than 1 March 2004). If Admission has not so occurred by such later

date, application monies will be returned to applicants without interest as soon

thereafter as is practicable and in any event by 8 March 2004.

Further information on the Open Offer, including the procedure for application

and payment, is set out in the prospectus (and application form which

accompanies it) which will be posted today to all shareholders of the Company.

Directors 'and Certain Shareholders 'Intentions

•Phipps and Company Limited, a corporate Shareholder in which Stephen

Lawrey Phipps is a shareholder and director has undertaken to subscribe for

3,218,600 New Ordinary Shares which, at the Issue Price, represents a cash

subscription of £321,860;

•Dr Colin Barry Phipps,Marion Phipps and Michael Field, as trustees of the

Phipps and Company Limited retirement benefit scheme, have undertaken to

subscribe for an aggregate of 2,500,000 New Ordinary Shares which, at the

Issue Price, represents a cash subscription of £250,000;

•Dr Alan John Martin has undertaken to subscribe for 225,000 New Ordinary

Shares which, at the Issue Price, represents a cash subscription of £22,500;

•Walter Ian Logan Forrest has undertaken to subscribe for 225,000 New

Ordinary Shares which, at the Issue Price, represents a cash subscription of

£22,500;

•QM Marketing Limited (a corporate Shareholder in which Dr David Quick is

a director and shareholder) has undertaken to subscribe for 225,000 New

Ordinary Shares which, at the Issue Price, represents a cash subscription of

£22,500; and

•Dr Ian Gordon Duncan intends to subscribe for 122,000 New Ordinary Shares

which, at the Issue Price, represents a cash subscription of £12,200.

Extraordinary General Meeting

The Placing and the Open Offer are conditional, inter alia, on the approval of

Shareholders which is to be sought at an EGM convened for 10.00 a.m. on 21

January 2004. At this meeting the following resolutions will be proposed:

1. to increase the authorised share capital of the Company from £1,400,000 to

£2,500,000 by the creation of 110,000,000 New Ordinary Shares;

2. to authorise the Directors to allot, inter alia, Ordinary Shares pursuant to

section 80 of the Act, sufficient to satisfy applications under the Placing

and the Open Offer and otherwise up to an aggregate nominal value of

£1,374,994.48; and

3. to disapply the statutory pre-emption rights set out in section 89 of the

Act to enable the New Ordinary Shares to be allotted, and to authorise the

Directors to allot further Ordinary Shares pursuant to section 95 of the Act

up to an aggregate nominal value of £928,132.84.

Action to be Taken

Form of Proxy

A Form of Proxy will be enclosed with the prospectus posted to all shareholders

of the Company today for use by Shareholders at the EGM. Whether or not

Shareholders intend to be present at the EGM, they are asked to complete, sign

and return the Form of Proxy to the Company 's registrars, Capita Registrars,

The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU as soon as possible but

in any event so as to arrive no later than 10.00 a.m.on 19 January 2004.The

completion and return of a Form of Proxy will not preclude Shareholders from

attending the EGM and voting in person should they wish to do so. Accordingly,

whether or not Shareholders intend to attend the EGM in person or take up any

Open Offer Shares under the Open Offer, they are urged to complete and return

the Form of Proxy as soon as possible.

Application Form

Qualifying Shareholders who wish to apply for Open Offer Shares under the Open

Offer, you should complete the application form which accompanies the prospectus

which has today been posted to all Shareholders and return it, together with the

appropriate remittance for the full amount payable on application, to be

received no later than 3.00 p.m.on 20 January 2004 at the of offices of the

Company 's receiving agents, Capita IRG Plc, Corporate Actions, P.O.Box 166, The

Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TH.

Recommendation

The Directors consider the Placing and Open Offer to be in the best interests of

the Company and Shareholders as a whole and accordingly unanimously recommend

that they vote in favour of the Resolutions. The following have irrevocably

undertaken to vote in favour of the Resolutions:

a. •Phipps and Company Limited (a corporate Shareholder in which Stephen Lawrey

Phipps is a director and shareholder);

b. •The trustees of the Phipps and Company Limited retirement benefit scheme;

c. •Dr Alan John Martin;

d. •Dr Ian Gordon Duncan;

e. •Walter Ian Logan Forrest;

f. •Dr David Huw Quick; and

g. •QM Marketing Limited (a corporate Shareholder in which Dr David Huw Quick is

a director and shareholder).

The irrevocable undertakings referred to above represent beneficial holdings

amounting in aggregate to 29,193,397 Existing Ordinary Shares, representing

25.95 per cent.of the Company 's existing issued share capital.

The terms and expressions used in this announcement have the same meaning as

those defined in the prospectus which was issued by the Company on 24 December

2003.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Record Date for the Open Offer 22 December

2003

Prospectus published 24 December

2003

Latest time and date for splitting Application Forms to 3.00 p.m. on 15

satisfy bona fide market claims under the Open Offer January 2004

Latest time and Date for receipt of Form of Proxy 10.00 a.m. on

19 January 2004

Latest time and Date for receipt of completed 3.00 p.m. on 20

Application Forms and payment in full under the Open January 2004

Offer

EGM 10.00 a.m. on

21 January 2004

Admission effective and dealings commence in the New 8.00 a.m. on 22

Ordinary Shares on AIM and (where applicable) CREST January 2004

stock accounts expected to be credited Despatch of definitive share certificates for New 29 January 2004 Ordinary Shares no later than .This information is provided by RNS

The company news service from the London Stock Exchange.