Report on the Tender Offer by China National Petroleum Corporation

Overview of the Tender Offer

1. Purpose of the Tender Offer: The purpose of this tender offer is to terminate the listing status of Jinzhou Petrochemical, aiming to resolve the competition issue between CNPC and Jinzhou Petrochemical, and to reduce and further regulate the related transactions between CNPC, as the controlling shareholder, and Jinzhou Petrochemical.

2. Target of the Tender Offer: All circulating shareholders of Jinzhou Petrochemical.

3. Shares Offered in the Tender Offer: All circulating shares issued by Jinzhou Petrochemical, totaling 150,000,000 shares.

4. Tender Offer Price: 4.25 CNY per share.

5. Payment Method for the Tender Offer: Cash payment.

6. Tender Offer Period: From November 15, 2005, to December 14, 2005.

7. Conditions for Effectiveness of the Tender Offer: By 15:00 on the last trading day of the tender offer period, the number of shares temporarily held by the Shenzhen branch of China Securities Depository and Clearing Corporation Limited must not be less than 31,875,000 shares, meaning CNPC will hold at least 85% of Jinzhou Petrochemical's total share capital, allowing for compliance with Article 158 of the Company Law regarding the termination of stock listing. If the conditions are not met, the tender offer will not take effect, and the original acceptance will be invalid, with the depository company automatically releasing the corresponding shares.