PDVSA Prices Tender Offer, Announces Consent Solicitation for Bonds



Petroleos de Venezuela, S.A. ("PDVSA") today announced the pricing of its previously announced cash tender offer and consent solicitation for any and all of the outstanding 7.33% bonds due 2009 (CUSIP Nos. 156877AA0/G2025MAA9; ISIN No. USG2025MAA92) (the "2009 Bonds"), 7.90% bonds due 2020 (CUSIP Nos. 156877AB8/G2025MAB7; ISIN No. USG2025MAB75) (the "2020 Bonds") and 8.03% bonds due 2028 (CUSIP Nos. 156877AC6/G2025MAC5; ISIN No. USG2025MAC58) (the "2028 Bonds" and, together with the 2020 Bonds and the 2009 Bonds, collectively, the "Bonds") issued by Cerro Negro Finance, Ltd. in connection with the Cerro Negro extra-heavy crude oil project in the Orinoco Belt region.

The tender offer and consent solicitation are being made pursuant to an Offer to Purchase and Consent Solicitation Statement, dated November 29, 2007 and related Consent and Letter of Transmittal.

The applicable purchase price for each $1,000 principal amount of each Series of Bonds (the "Offer Consideration") validly tendered on or prior to midnight, New York City time, on December 27, 2007, the expiration date, and accepted for purchase by PDVSA will be $1,019.19 per $1,000 principal amount of the 2009 Bonds, $1,080.00 per $1,000 principal amount of the 2020 Bonds, and $1,124.95 per $1,000 principal amount of the 2028 Bonds.

The payment date for validly tendered and accepted Bonds is currently expected to be Friday, December 28, 2007. As provided in the Offer to Purchase, the Offer Consideration was determined as of 2:00 p.m., New York City time today, December 26, 2007, by reference to (i) for the 2009 Bonds, a fixed spread of 30 basis points over the yield to maturity based on the close price of the 4.75% U.S. Treasury Note due February 28, 2009, (ii) for the 2020 Bonds, a fixed spread of 50 basis points over the yield to maturity based on the close price of the 4.25% U.S. Treasury Note due November 15, 2017, and (iii) for the 2028 Bonds, a fixed spread of 50 basis points over the yield to maturity based on the close price of the 5.00% U.S. Treasury Note due May 15, 2037, together with any accrued but unpaid interest up to but not including the payment date for the Bonds. The yield to maturity of the respective U.S. Treasury reference securities as of the price determination date was determined to be 3.312% for the 2009 Bonds, 4.255% for the 2020 Bonds and 4.656% for the 2028 Bonds.

As of 5:00 p.m., New York City time, on December 26, 2007, PDVSA had received valid tenders and consents from holders of approximately $454,500,000 in aggregate principal amount of the Bonds, representing approximately 96.7% of the outstanding Bonds.


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