Marathon Oil To Create Two Independent Companies

Marathon Petroleum Corporation is expected to be the fifth largest U.S. refiner.

January 14, 2011

HOUSTON - Marathon Oil??s Board of Directors announced yesterday plans spin off the company's downstream business, creating two independent energy companies.

Marathon Petroleum Corporation (MPC), to be headquartered in Findlay, Ohio, is expected to be the fifth largest U.S. refiner with a top-tier downstream portfolio of strategically aligned assets concentrated mainly in the Midwest, Gulf Coast and Southeast regions. The spin-off is expected to be tax-free and to be effective June 30, 2011.

Marathon Oil Corporation (MRO) will be a global upstream company with a strong portfolio of assets delivering defined growth leveraged to crude oil production and with exploration upside. MRO will continue to be based in Houston, Texas.

"The substantial improvement in the global business and financial environments over the last two years has created the conditions under which we believe it is now appropriate to move forward with the formation of two strong independent energy companies," said Clarence P. Cazalot Jr., Marathon president and CEO.

"Complementary to the much improved economic environment, Marathon has largely completed a program of significant investment in both our upstream and downstream businesses that will provide each company with a solid foundation to be a leader in its respective industry. We expect these two strong and competitive companies will each have a sound platform for continued long-term shareholder value growth," Cazalot added.

For complete information, go to Marathon??s website.

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