PROSAFE PRODUCTION PUBLIC LIMITED

                     STATEMENT FROM THE BOARD OF DIRECTORS

      - The Board does not recommend the offer from BW Offshore Limited -


This  statement  is  made  by  the  Board  of Directors (the "Board") of Prosafe
Production  Public Limited ("Prosafe  Production" or the  "Company") pursuant to
sections  6-16 and 6-19 of  the Norwegian  Securities Trading  Act in connection
with  the voluntary offer  by BW Offshore  Limited ("BW Offshore",  "BWO" or the
"Offeror")  to acquire all outstanding shares  in Prosafe Production not already
owned  by  BW  Offshore  (the  "Offer").  The  complete details of the Offer are
described  in the Offeror's  offer document approved  by Oslo Stock Exchange and
dated 27 July 2010.

The  Offer is open for acceptance in the period from and including 29 July 2010
to  25 August 2010 at  17:30 (CET) (the  "Offer Period").  BWO have reserved the
right to extend the Offer Period one or more times, however not beyond 6 October
2010 at 17:30 (CET).

The consideration offered by BW Offshore to the Company's shareholders under the
Offer  is  1.2 shares  in  BWO  and  NOK  2.00 in cash per each share in Prosafe
Production.  Based on BWO's  closing price of  NOK 8.00 per share  on Friday 13
August 2010, the Offer values each Prosafe Production share at NOK 11.60 and the
total  share capital of  Prosafe Production to  approximately NOK 2,960 billion.
Based  on the closing  price of the  BWO share on  Friday 18 June 2010, the last
trading  day prior  to BWO's  public announcement  of its  intention to make the
Offer,  of NOK 9.13 per share, the Offer values each Prosafe Production share at
NOK 12.96 and the total share capital of Prosafe Production to approximately NOK
3,306 billion.

The  Board and its Advisors have noted the alternative consideration offered (in
the  form of 1.2 BWO  shares and NOK  5.25 per share) in  the event that Prosafe
Production  should complete the  sale of its  turrent and swivel business within
two  days prior to expiry of the Offer Period (and on certain other conditions).
As it is clear that such sale will not be completed within the set deadline, cf.
also the Company's press release of 30 June 2010, this alternative consideration
is without relevance.


Recommendation

After  careful evaluation and  consideration of the  terms and conditions of the
Offer,  the Board has unanimously decided  to advise the shareholders of Prosafe
Production not to accept the Offer. The Board has based its recommendation on an
assessment  of factors  that the  Board has  deemed relevant  in relation to the
Offer,  including,  but  not  limited  to,  assumptions  regarding the Company's
business and financials.

The  Board has also  received two separate  fairness opinions from its financial
advisors First Securities AS and Pareto Securities AS (together the "Advisors"),
both dated 11 August 2010. The opinions both conclude that the Offer is not fair
to the shareholders of Prosafe Production from a financial point of view.

In  their evaluations, the Advisors  haven taken into account  that the Offer is
part  consideration in cash and part  consideration in shares hence presenting a
potential upside to the investor in a combined company. The opinions are further
based  upon  and  subject  to  the  assumptions, considerations, qualifications,
factors and limitations set forth therein.


Other considerations

The  Offer  represents  no  premium  to  the  current  shareholders  in  Prosafe
Production  and is therefore  not in line  with what the  Board and its Advisors
perceive to be market practice. As Prosafe Production and BW Offshore operate in
the  same market and should expect  synergies from joint operations, an expected
premium would be even more relevant.

As  set out in the press release  of 22 June 2010, The Board continues, together
and  with assistance from the Advisors,  to evaluate the Company's strategic and
financial  options  in  order  to  maximize  value  for  all shareholders of the
Company, including actively pursuing alternative bidders to present an offer for
the shares of Prosafe Production.

As  of 9 August 2010, BWO owns directly or indirectly 23.88% of the total number
of  shares in Prosafe Production, while  BW Euroholdings Limited, a wholly owned
subsidiary of BW Group (the largest shareholder in BWO), owns 6.01% of the total
number of shares in Prosafe Production.

The  Board believes  that a  potential acquisition  of Prosafe  Production by BW
Offshore  will likely result  in an integration  of parts of  the two companies'
organizations  and  hence  it  may  be  consequences  for  Prosafe  Production's
employees  with  regards  to  employee  functions  and  the  Company's places of
business.


Directors' and Management's assessment of the Offer as shareholders

The  Board members who own shares in the Company (directly or indirectly), Ronny
Johan  Langeland and Arne Austreid, as well  as the CEO Bjørn Henriksen, COO Roy
Hallås and CFO Sven Børre Larsen, have all decided not to accept the Offer.

                                   * * * * *
The  Board`s  recommendation  is  effective  as  of  this date and is subject to
modification or change in the event of a material change in market conditions or
events   directly  affecting  Prosafe  Production,  in  which  case  an  updated
recommendation will be provided.


                            Limassol, 15 August 2010

          The Board of Directors in Prosafe Production Public Limited




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


[HUG#1438036]








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