Shell Transitions Sites in Six Areas to Circle K

Parent company alimentation Couche-Tard to sell Shell fuels
Shell Oil Products US (Shell) and its affiliate Motiva Enterprises LLC (Motiva) signed purchase and sale agreements today with Circle K Stores Inc., a wholly owned subsidiary of Alimentation Couche-Tard Inc. Through these agreements, Circle K will purchase Shell-branded supply contracts and Shell and Motiva's interest in stations in Baton Rouge, Denver, greater Memphis area, Orlando, Tampa and southwest Florida, subject to regulatory approval and closing. The stations will remain Shell-branded.

The transaction will result in the conversion of approximately 240 stations from direct to wholesale management, which is part of Shell and Motiva's strategy to grow the Shell brand in the United States. The agreement also includes the conversion of existing Circle K fuel sites to the Shell brand in several areas. Under this arrangement, the convenience stores will remain Circle K branded while the fuels offering will become Shell branded.

"This agreement gets Shell one step closer to our vision of becoming the best fuels retailer in the world," said Stu Crum, Shell's general manager of Retail Strategy & Portfolio in the U.S. "Bringing together the No. 1 selling brand of gasoline in the U.S. with one of the country's most popular convenience-store chains will strengthen our offer and help attract new customers. It will give Shell customers easier access to a wider variety of premium convenience items and services."

Because the Shell and Circle K brands complement each other, Shell and Motiva believe the transaction is a clear demonstration of their commitment to become more competitive in the marketplace. Selling company-owned assets in these areas better positions the Shell brand for future growth and will be the best use of capital employed.

The companies plan to finalize the transaction before the end of 2006 provided all appropriate regulatory approvals are received.

Shell Oil Products US, a subsidiary of Shell Oil Company, is a leader in the refining, transportation and marketing of fuels, and has a network of approximately 6,000 Shell-branded gasoline stations in the western United States. Shell Oil Company is an affiliate of the Shell Group (NYSE:RDS.A and NYSE:RDS.B). Motiva Enterprises LLC refines and markets branded products through approximately 7,700 Shell-branded stations in the Eastern and southern U.S. Shell Oil Company is a 50 percent owner of Motiva Enterprises LLC, along with Saudi Refining, Inc.

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