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Frontline Plc Capital/Financing Update 2010

Mar 26, 2010

6242_rns_2010-03-26_6eac0eac-f946-49d8-aa63-42abea0fa98f.html

Capital/Financing Update

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FRO - Frontline Ltd. launches a convertible bond offering up to USD 225 million, due 2015

NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA,

AUSTRALIA, CANADA OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR

SALES WOULD BE PROHIBITED BY APPLICABLE LAW

Frontline Ltd. ("Frontline" or the "Company") announces today that it intends to

issue up to USD 225 million in principal amount of convertible bonds (the

"Bonds") with a five-year tenor. This amount includes an increase option (in

respect of up to USD 25 million in principal amount of Bonds) that has been

granted to the joint bookrunners of the offering.

The senior unsecured Bonds are convertible into common shares of the Company.

The Bonds are expected to have an annual coupon in the range of 4.00% - 4.50%

payable quarterly in arrear and a conversion premium of 30% - 35% over the

volume weighted average price of the Company's shares on the Oslo Stock Exchange

(converted into USD) between launch and pricing (the 'Reference Price'), subject

to a minimum Reference Price of NOK 178.00.

The Bonds will be issued and redeemed at 100% of their principal amount and

will, unless previously redeemed, converted or purchased and cancelled, mature

in 2015. The Bonds are expected to be settled on or around 14 April 2010. The

Bonds will not be listed on issue but Frontline may decide to list the Bonds on

an exchange at a later stage.

The proceeds from the Bonds will be used for general corporate purposes,

financing of the remaining equity investments in the Company's newbuilding

program and will improve the Company's ability to react to attractive market

opportunities.

ABG Sundal Collier, Arctic Securities and Deutsche Bank are acting as Joint-Lead

Managers.  ABG Sundal Collier and Deutsche Bank are acting as Joint

Boookrunners. First Securities AS and Nordea Bank Norge ASA are acting as

Co-Managers.

Frontline expects to announce the final terms and conditions related to the

convertible bond transaction on 26 March 2010.

The Board of Directors

Frontline Ltd.

Hamilton, Bermuda

March 26, 2010

Questions should be directed to:

Inger M. Klemp: Chief Financial Officer, Frontline Management AS

+47 23 11 40 76

Important Notice

This press release is for information purposes only and does not constitute or

form part of, and should not be construed as an offer or an invitation to sell

or issue, or the solicitation of any offer to buy or subscribe for, any

securities.  In connection with this transaction there has not been, nor will

there be, any public offering of the Bonds. No prospectus will be prepared in

connection with the offering of the Bonds. The Bonds may not be offered to the

public in any jurisdiction in circumstances which would require Frontline to

prepare or register any prospectus or offering document relating to the Bonds in

such jurisdiction. The distribution of this press release and the offer and sale

of the Bonds in certain jurisdictions may be restricted by law. Any persons

reading this press release should inform themselves of and observe any such

restrictions.

This press release is not being issued in or to the United States of America,

Canada, Australia, Japan or in any other jurisdiction in which such distribution

would be prohibited by applicable law. This press release does not constitute or

form part of an offer or solicitation of an offer to purchase or subscribe for

securities in the United States. The Bonds and the shares referred to herein

will not be registered under the United States Securities Act of 1933, as

amended, and may not be offered or sold in the United States, except pursuant to

an applicable exemption from registration. No offering of such securities is

being made in the United States.

This press release is directed only at persons who (i) are outside the United

Kingdom or (ii) have professional experience in matters relating to investments

who fall within Article 19(5) ("investment professionals") of The Financial

Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the

"Order") or (iii) are persons falling, within Article 49(2)(a) to (d) ("high net

worth companies, unincorporated associations etc") of the Order (all such

persons together being referred to as "relevant persons"). This press release is

directed only at relevant persons and must not be acted on or relied on by

persons who are not relevant persons. Any investment or investment activity to

which this press release relates is available only to relevant persons and will

be engaged in only with relevant persons. In addition, if and to the extent that

this press release is communicated in, or the offered securities to which it

relates is made in, any EEA member state that has implemented Directive

2003/71/EC (together with any applicable implementing measures in any member

state, the "Prospectus Directive"), this press release and the offering

described herein are only addressed to and directed at persons in that member

state who are "qualified investors" within the meaning of the Prospectus

Directive (or who are other persons to whom the offer may lawfully be addressed)

and must not be acted on or relied on by other persons in that member state.

ABG Sundal Collier, Arctic Securities and Deutsche Bank are acting for the

Company and no one else in connection with the offer of the Bonds and will not

be responsible to any other person for providing the protections afforded to

their client, or for providing advice in relation to the proposed offer of the

Bonds.

Stabilisation/FSA

Forward Looking Statements

This press release contains forward looking statements. These statements are

based upon various assumptions, many of which are based, in turn, upon further

assumptions, including Frontline management's examination of historical

operating trends. Although Frontline believes that these assumptions were

reasonable when made, because assumptions are inherently subject to significant

uncertainties and contingencies which are difficult or impossible to predict and

are beyond its control, Frontline cannot give assurance that it will achieve or

accomplish these expectations, beliefs or intentions.

Important factors that, in the Company's view, could cause actual results to

differ materially from those discussed in this press release include the

strength of world economies and currencies, general market conditions including

fluctuations in charter hire rates and vessel values, changes in demand in the

tanker market as a result of changes in OPEC's petroleum production levels and

world wide oil consumption and storage, changes in the Company's operating

expenses including bunker prices, dry-docking and insurance costs, changes in

governmental rules and regulations or actions taken by regulatory authorities,

potential liability from pending or future litigation, general domestic and

international political conditions, potential disruption of shipping routes due

to accidents or political events, and other important factors described from

time to time in the reports filed by the Company with the United States

Securities and Exchange Commission.

This information is subject of the disclosure requirements acc. to §5-12 vphl

(Norwegian Securities Trading Act)

[HUG#1398095]