Petro-Canada Files Prospectus for Government Share Sale

At the request of the Government of Canada, Petro-Canada filed a preliminary prospectus with securities regulators in connection with the sale of the government's remaining 19 per cent stake in the company. The Government of Canada is selling all of its 49,390,104 Petro- Canada common shares through a public offering.

Petro-Canada filed the preliminary prospectus with securities regulatory authorities in Canada and a registration statement with the U.S. Securities Exchange Commission. The joint book-running managers for the offering are CIBC World Markets Inc., Merrill Lynch & Co. and RBC Capital Markets. The offering is expected to close on or about September 29, 2004.

Petro-Canada is not selling any newly issued common shares as part of this offering and will not receive any proceeds from the sale of the shares by the Canadian government.

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