Suncor Energy and Petro-Canada Merger Receives Competition Bureau Approval


CALGARY, July 21, 2009 - Suncor Energy Inc. (TSX/SU; NYSE/SU) and Petro-Canada
(TSX/PCA; NYSE/PCZ) announced today that the Competition Bureau has approved the
proposed merger of Suncor and Petro-Canada.

The approval is reflected in a consent agreement with the Competition Bureau which will
be registered with the Competition Tribunal in Ottawa. Under the consent agreement the
companies have agreed to take steps to maintain retail and wholesale competition in
Ontario, including divesting 104 retail locations, and entering into certain supply and
throughput arrangements in Ontario for a period of 10 years.

With all the conditions necessary to complete the merger satisfied, Suncor and Petro-
Canada intend to make the merger effective August 1, 2009.

"The Bureau's review process was very intensive and thorough," said Rick George, who
is currently president and chief executive officer of Suncor and will assume the same
role in the merged company. "We are satisfied that the resulting terms will preserve the expected benefits of the merger and maintain a competitive refined products market in Ontario."

"With this major milestone behind us, our focus now is to get the final pieces in place to
close the deal and launch what will be Canada's premier energy company," said George.

For further information on the Suncor and Petro-Canada merger go to suncorpetrocanada.com.

ABOUT SUNCOR

Suncor Energy Inc. is an integrated energy company headquartered in Calgary, Alberta.
Suncor's oil sands business, located near Fort McMurray, Alberta, extracts and
upgrades oil sands and markets refinery feedstock and diesel fuel, while operations
throughout western Canada produce natural gas. Suncor also operates a refining and
marketing business which includes refining, retail, pipeline and distribution operations in Ontario, Canada and in Colorado and Wyoming in the United States. Suncor's common shares (symbol: SU) are listed on the Toronto and New York stock exchanges. Suncor Energy (U.S.A.) Inc. is an authorized licensee of the Shell® and Phillips 66® brand and marks in the state of Colorado. Sunoco in Canada is separate and unrelated to Sunoco in the United States, which is owned by Sunoco, Inc. of Philadelphia.

ABOUT PETRO-CANADA

Petro-Canada is one of Canada's largest oil and gas companies, operating in both the
upstream and the downstream sectors of the industry in Canada and internationally. The
Company creates value by responsibly developing energy resources and providing world
class petroleum products and services. Petro-Canada is proud to be a National Partner
to the Vancouver 2010 Olympic and Paralympic Winter Games. Petro-Canada's
common shares trade on the Toronto Stock Exchange under the symbol PCA and on the
New York Stock Exchange under the symbol PCZ.

For further information about Petro-Canada, please visit www.petro-canada.ca or call:

Investor inquiries:
Ken Hall,
(403) 296-7859

Media inquiries:
Jon Hamilton,
(905) 804-5911

For further information about Suncor, please visit www.suncor.com or call:

Investor inquiries:
John Rogers,
(403) 269-8670

Media inquiries:
Brad Bellows,
(403) 269-8717

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