Equinor — Capital/Financing Update 2013

Dec 11, 2013

FINAL TERMS

The Final Terms applicable to the Notes will be in the following form and will contain such information as is applicable in respect of such Notes (all references to numbered Conditions being to the relevant Condition in the Terms and Conditions of the relevant Notes (the Conditions)):

11 December 2013

STATOIL ASA

Guaranteed by STATOIL PETROLEUM AS

Issue of €150,000,000 3.345 per cent. Notes due December 2033 (the "Notes")

Issued pursuant to the US\$12,000,000,000 Euro Medium Term Note Programme

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Offering Circular dated 5 December 2013 which constitutes a base prospectus for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Circular. Full information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering Circular is available for viewing during normal business hours at and copies may be obtained from the registered offices of the Issuer and the Guarantor and from the specified office of each of the Paying Agents. In addition, the Offering Circular has been published on the website of the London Stock Exchange through a regulatory information service (http://www.londonstockexchange.com/exchange/news/market-news/marketnews-home.html).

1.		Issuer:	Statoil ASA
		(ii) Guarantor:	Statoil Petroleum AS
2.	(i)	Series Number:	$2013 - 5$
		(ii) Tranche Number:	1
	(iii)	Date on which the Notes will be consolidated and form a	Not Applicable
		single Series:
3.		Specified Currency or Currencies:	Euro (" $\varepsilon$ ")
4.		Aggregate Nominal Amount:
	(i)	Series:	€150.000

$\mathbf 1$

	(ii) Tranche:	€150,000,000
5.	Issue Price:	100 per cent of the Aggregate Nominal Amount
6.	(i) Specified Denominations:	€100,000 and integral multiples of €1,000 in excess thereof up to and including €199,000. No Notes in definitive form will be issued with a denomination above €199,000.
	(ii) Calculation Amount:	€1,000
7.	Issue Date and Interest Commencement Date:	12 December 2013
8.	Maturity Date:	12 December 2033
9.	Interest Basis:	3.345 per cent Fixed Rate (see paragraph 14 below)
10.	Redemption/Payment Basis:	Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount
11.	Change of Interest Basis or Redemption/Payment Basis:	Not Applicable
12.	Put/Call Options:	Make-Whole Redemption (see paragraph 17 below)
13.	Date Board approval for issuance of Notes and Guarantee obtained:	28 October 2013 and 25 April 2013 respectively

Provisions Relating to Interest (if any) Payable

14.		Fixed Rate Note Provisions:	Applicable
	(i)	Rate(s) of Interest:	3.345 per cent per annum (payable annually in arrear)
	(ii)	Interest Payment Date(s):	12 December in each year up to including the Maturity Date
	(iii)	Fixed Coupon Amount:	€ 33.45 per Calculation Amount
	(iv)	Broken Amount(s):	Not Applicable
	(v)	Day Count Fraction:	Actual/Actual (ICMA)
	(vi)	Determination Date(s):	12 December in each year

15.		Floating Rate Note Provisions:			Not Applicable
16.		Zero Coupon Note Provisions:			Not Applicable
	Provisions Relating to Redemption
17.	Issuer Call:				Not Applicable
18.		Investor Put:			Not Applicable
19.		Final Redemption Amount:			€1,000 per Calculation Amount
20.	Early Redemption Amount(s) payable on redemption for taxation reasons or on event of default:			€1,000 per Calculation Amount
21.			Make-Whole Redemption:		Applicable
	(i)	Make-Whole Redemption Date(s):			as set out in Condition 6(d)
	(ii)	Make-Whole Redemption Margin:			10 basis points
	(iii)	Reference Bond:			DBR 4.750 per cent. due July 2034 (ISIN: DE0001135226)
	(iv)	Quotation Time:			Not Applicable
	(v)	Reference Rate Determination Date:			The third Business Day preceding the relevant Make-Whole Redemption Date
	(vi)	If redeemable in part:
			Amount:	(a) Minimum Redemption $£100,000$
		(b)	Maximum Amount:		Redemption €150,000,000
	(vii)		set out in the Conditions):	Notice periods (if other than as	Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
22.		Form of Notes:
	(i)	Form:			Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes upon only upon the occurrence of an Exchange Event
	(ii)	New Global Notes:			Yes

Additional Financial Centre(s): 23.

U.S. Selling Restrictions: 24.

Signed on behalf of the Issuer Bv: $\ddotsc$

Duly authorised

Not Applicable

Reg. S Compliance Category 2; TEFRA D

Signed on behalf of the Guarantor: $By:$ ... . . . . . . . . .

Duly authorised

PART B - OTHER INFORMATION

$\mathbf{1}$ LISTING AND ADMISSION TO TRADING

• $(i)$ Listing and admission to trading: Application is expected to be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market and listed on the Official List of the UK Listing Authority with effect from 12 December 2013
• Estimate $(ii)$ of total expenses GBP 3,600 related to admission to trading:

$2.$ RATINGS

Ratings:

The Notes are expected to be rated: Moody's: Aa2 S&P: AA-

$3.$ INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to manager no person involved in the issue of the Notes has an interest material to the offer. The manager and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and the Guarantor and their affiliates in the ordinary course of business.

$\overline{\mathbf{4}}$ . YIELD (Fixed Rate Notes only)

Indication of yield:

3.345 per cent.

כ.		OPERATIONAL INFORMATION

(i)	ISIN Code:	XS1004979727
(ii)	Common Code:	100497972

• $(iii)$ Any clearing system(s) other Not Applicable than Euroclear Bank S.A./N.V. and Clearstream, Luxembourg, société anonyme and the relevant identification number(s):
• $(iv)$ Delivery: Delivery against payment
• Names addresses $(v)$ and $\circ$ f Not Applicable additional Paying Agent(s) (if $any)$ :