• ROC to acquire AEL by scheme of arrangement for scrip consideration of 1.33 ROC shares for each AEL share, subject to net cash adjustment.

• Concurrent off-market takeover bid by ROC for Anzon Australia for scrip consideration of 0.792 ROC shares plus 5 cents cash for each Anzon share.

• AEL Scheme not dependent on Anzon Australia takeover offer, but Anzon Australia takeover offer is dependent on AEL Scheme.

• Estimated current value of A$2.69 (�1.30) per AEL share and A$1.65 per Anzon share.

• Creation of significant new upstream oil & gas entity.

Roc Oil Company Limited ("ROC") (ASX/AIM: ROC) and Anzon Energy Limited ("AEL") (AIM: AEL) today announce that the Boards of both companies have unanimously recommended a merger of the two companies ("the Merger") to create a significant independent upstream oil and gas company listed on the Australian Stock Exchange ("ASX") and the Alternative Investment Market of the London Stock Exchange ("AIM") .

The merged ROC and AEL (the "Merged Company") will have attributable production and reserves in eight producing fields and development, appraisal and advanced exploration projects in Australia, China, Mauritania, Angola and the North Sea.

The Merger will be effected by way of an AEL scheme of arrangement ("AEL Scheme") under which ROC will acquire all of the issued share capital of AEL.

Concurrently, ROC proposes to make an offer for all the outstanding shares in Anzon Australia Limited ("AZA"), a company in which AEL has a 52% fully-diluted shareholding, by way of an off market takeover offer ("AZA Takeover Offer"), details of which will also be announced today. The combination of ROC, AEL and AZA will be referred to in this announcement as the "Combined Group".

The AEL Scheme is not dependent on the outcome of the Anzon Takeover Offer.

Following completion of the AEL Scheme, ROC will own a fully-diluted 52% of AZA and will consolidate the attributable reserves and the financial results of AZA.

In order to implement the AEL Scheme, ROC and AEL have today entered into a Merger Implementation Deed ("MID") which reflects the terms of the proposed Merger. A summary of the key terms of the MID are set out in Annexure A to this announcement.

As AEL's only material asset is its 52% fully-diluted shareholding in AZA, the offer price for each AEL share ("AEL Offer Price") has been set by reference to the offer price under the AZA Takeover Offer, and will be adjusted for AEL's net cash position at the record date of the AEL Scheme. Under the terms of the MID, shareholders in AEL will receive ROC shares in exchange for their AEL shares. The exact number of ROC shares to be issued as consideration will be calculated based on the final AEL Offer Price and on ROC's closing share price on 13 June 2008 of A$2.02. It is currently estimated that ROC will issue in the order of 150 million shares, representing 33% of the issued capital of the Merged Company.

On the basis of AEL's current estimate of its net cash position at the record date of the AEL Scheme, the merger ratio is 1.33 ROC shares for every AEL share. Based on ROC's closing price on 13 June 2008, this values AEL at A$303 million (�147 million) or A$2.69 (�1.30) per share (assuming an AUD/GBP exchange rate of 0.485).

The merger of ROC and AEL will create a leading independent Australian and international oil and gas producer with attributable net 2P oil reserves and best estimate contingent gas and condensate resources of at least 34 MMBOE.[1]

In the event that the AZA Takeover Offer is consummated, ROC believes that the Combined Group (ROC, AEL & AZA) will have:

• approximately 47 MMBOE¹ net 2P oil reserves and best estimate gas and condensate resources;

• approximately 14,500 BOEPD production; and

• a pro forma market capitalisation of approximately A$1.2 billion (�585 million).

These metrics will position the Combined Group as one of the leading oil and gas exploration and production companies on the ASX and one of the largest non-FSU oil and gas exploration and production companies on AIM.

The Board of AEL unanimously believes that the transaction represents an excellent outcome for AEL shareholders:

• The AEL Offer Price provides a substantial premium over the market price of AEL shares. The offer represents a premium of 35% to the closing price of AEL shares on 13 June 2008.

• The Merger will remove the single asset risk and corporate structure which may have adversely impacted the share price of AEL and its ability to grow and develop as a company.

• The Merger provides AEL shareholders with exposure to a diversified portfolio of assets with significant upside potential from ROC's unique suite of production, development, appraisal and advanced exploration assets, including substantial expansion opportunities in Australia, China, West Africa and East Africa. Importantly, AEL shareholders will also maintain their exposure to the continued development of the Basker-Manta-Gummy oil and gas project, in the Bass Strait.

• The Combined Group offers increased diversity, scale and market liquidity as well as the opportunity to participate in and benefit from any potential market or financial re-rating of ROC.

• The AEL Scheme also provides eligible Australian AEL shareholders with the potential for scrip-for-scrip rollover relief from potential capital gains tax.

ROC has confirmed that it will invite at least one of the current AEL directors to join the board of ROC, if the Merger is completed.

The AEL Scheme

The AEL Board has considered the advantages and disadvantages of the Merger and, in the absence of a superior proposal and subject to an Independent Expert's Report concluding that the AEL Scheme is in the best interests of AEL shareholders, intends to recommend that AEL shareholders vote in favour of the AEL Scheme. Each of the members of the AEL Board intends to vote in favour of the AEL Scheme at the AEL Scheme Meeting in relation to the AEL shares held or controlled by them.

AEL intends to appoint an Independent Expert to opine on whether the AEL Scheme is in the best interests of all AEL shareholders. A copy of the Independent Expert's Report will be included in the AEL Scheme Booklet which, under the current timetable, will be despatched to shareholders in August 2008.

The AEL Scheme will require the approval of AEL shareholders and the Court, together with satisfaction of other conditions customary for a transaction of this nature. These conditions are included in the AEL MID, a summary of which is attached as Annexure A to this announcement.

AEL and ROC have agreed mutual break fees of A$2.7 million in the event the AEL Scheme does not proceed in certain circumstances, as well as customary exclusivity provisions.

Michael Arnett, Chairman of AEL, commented on the Transaction, stating:

"The Merger is a great result for the shareholders of AEL. Not only do they have the opportunity to realise significant value for their investment in AEL but it also provides the opportunity for AEL shareholders to become part of a larger, more diverse organisation."

Commenting on the Merger, Andrew Love, Chairman of ROC stated that:

"This is a very good result for all shareholders in both companies because the objectives of the two companies are genuinely aligned. All of us who have been involved in the front line of this Merger believe that the enlarged company will occupy a rare space in the Australian and international oil and gas scene, and we are already focused on taking it to the next level".

Cancellation of AEL's listing on AIM

Following the successful implementation of the Merger, AEL will become a 100%-owned subsidiary of ROC and it is the intention of the Board of ROC that they will cancel the admission of AEL's securities to AIM on the AEL Scheme implementation date, expected to be during September 2008, but that ROC will maintain a listing on AIM.

Indicative Dates for AEL Scheme

Advisers

ROC is being advised by Gresham Advisory Partners Limited (financial adviser) and Allens Arthur Robinson (legal adviser)

AEL is being advised by Macquarie Capital Advisers (financial adviser) and Corrs Chambers Westgarth (legal adviser)

A full version of this announcement is available on AEL's website www.anzonenergy.com and ROC's website: www.rocoil.com.au

For further information please contact:

Information on ROC

ROC is one of Australia's leading independent oil and gas companies which has grown its business through a combination of organic exploration and development as well as through acquisitions. ROC's current portfolio of assets covers approximately 79,000 sq km, of which 18,000 sq km are net to ROC. The group is currently producing approximately 11,000 BOEPD from 6 fields located in Australia, Africa, China and the North Sea. ROC is listed on ASX and AIM with a market capitalisation of approximately A$600 million (�290 million).

ROC reported a net loss of US$83.3 million for the year ended 31 December 2007 (US$44.9 million net loss in 2006).

Information on AEL

AEL is an Australian registered company which was established in 2001 for the purpose of developing oil and gas opportunities. AEL is currently listed on AIM with a diluted market capitalisation of approximately �110 million (A$225 million) as at 16 June 2008. AEL currently has an investment in Australia through its interest in AZA.

AEL reported a net profit of A$60.3 million for the year ended 31 December 2007 (A$26 million net profit in 2006).

Information on AZA

AZA is an upstream oil and gas company listed on the ASX in 2004, to acquire, explore, develop and commercialise oil and gas fields in Australasia. AZA's principal asset is a 40% interest in the Basker, Manta and Gummy fields in Bass Strait, of which AZA is also the operator. AZA has built an enviable record of declaring a profit in each full year since listing. The key to this performance has been the rapid development of the Basker Manta oil fields by AZA's technical team of staff and contractors.

AZA is currently listed on the ASX with a diluted market capitalisation of approximately A$510 million (�250 million) as at 16 June 2008. AZA reported a net profit of A$152.4 million for the year ended 31 December 2007 (A$11.3 million net profit in 2006).

For further information, see ROC OIL Website