ACQUISITION HIGHLIGHTS

• Heritage’s Congo interests:

- 25% interest in the Kouakouala A production permit

- 14% interest in the La Noumbi exploration licence

- 30% interest in the Mengo field on the Kouakouala B development

permit.

• All licences are located close to the M’Boundi Field (1.4 billion barrels of oil originally in place), one of the largest onshore fields in Africa, which currently produces over 65,000 bopd.

• The cash consideration for the acquisition is US$28 million together with 2,000,000 warrants in Afren.

IMPACT ON AFREN

• Immediate production (25% interest of 1,093 bopd gross Kouakouala field production)

• High impact exploration potential on the La Noumbi licence with 2,830 sq km of under-explored acreage (Afren: 14%)

• Share of potential of the Mengo Field which has 2 billion barrels of oil in place (Afren: 30%)

• Strategic entry into Congo

• Continuation of pan-African diversification strategy

AFREN POST ACQUISITION

• Diversified portfolio of 10 assets in the Joint Development Zone of Nigeria São Tomé and Príncipe, Nigeria, Gabon and Congo

• Production: Kouakouala in Congo

• Near term development: 15,000 to 20,000 barrels of oil per day by 2008 from Ogedeh, Okoro and Setu Fields in Nigeria

• High impact exploration: La Noumbi in Congo and Block 1 of the Joint Development Zone of Nigeria São Tomé and Príncipe

• Low cost exploration: Iris Marin, Themis Marin and Ibekelia in Gabon

Brian O’Cathain, Chief Executive of Afren, commented: "This acquisition is very exciting for Afren, providing a strategic entry into Congo and further diversification of Afren’s West African portfolio. The acquisition delivers immediate production and cash flow together with high impact exploration in one of Africa’s most prolific on-shore basins. The La Noumbi licence is adjacent to and on trend with the M’Boundi field, one of the largest onshore oilfields in Africa. Afren is delighted to be in Congo, and looks forward to working closely with the national oil company SNPC and the Congolese authorities to develop other opportunities in Congo.

This complements the recent announcement of a significant agreement with Amni in Nigeria for the development of two proved undeveloped fields of 30 to 60 million barrels and follows the announced Obo-1 discovery on Block 1 of the Joint Development Zone. Since the IPO in March 2005, Afren has expanded its West African presence to the Joint Development Zone of Nigeria São Tomé and Príncipe, Nigeria, Gabon and Congo, growing its portfolio to ten assets with a combination of production, near term development and high impact exploration opportunities". 7 June 2006

Acquisition of Heritage Oil Corporation’s interests in the Republic of Congo Afren is acquiring the entire issued share capital of Heritage Congo Limited, which holds Heritage’s interests in the Republic of Congo (Brazzaville). This includes a 25 percent interest in the Kouakouala A production permit ("Kouakouala"), a 14 percent interest in the La Noumbi exploration licence ("La Noumbi") and a 30 percent interest in the Mengo field on the Kouakouala B development permit ("Mengo"). All the icences are located close to or adjacent to the M’Boundi Field (1.4 billion barrel stock ank oil originally in place ("STOIIP")), which currently produces over 65,000 barrels f oil per day ("bopd").

The consideration for the acquisition is US$28 million in cash and 1,500,000 Afren arrants, with a term of five years and an exercise price of £0.60 per share and an dditional 500,000 warrants in Afren, with a term of five years and an exercise price of £0.80 per share, the issuance of which will be contingent upon the satisfaction of certain conditions.

The acquisition is expected to close later this year, subject to certain conditions precedent, including customary governmental approvals and the waiver of preemption rights by its partners which the Company expects will be met.

This follows the recent announcement of a significant agreement in Nigeria for the development of the Okoro and Setu fields; two proved undeveloped offshore fields of 30 to 60 million barrels, which will be the focus of an intensive development programme alongside the Ogedeh development, together generating combined production of between 15,000 to 20,000 bopd by 2008.