Frontline Plc — Share Issue/Capital Change 2016

Dec 16, 2016

FRO - Share offering: Issue of New Shares

FRO - Share offering: Issue of New Shares

Reference is made to the stock exchange notices published in connection with the

offering (the "Offering") of 13,422,818 new shares (the "New Shares") in

Frontline Ltd. (NYSE/OSE: FRO) (the "Company").

The New Shares have been validly issued, and the Company's issued share capital

has been increased to USD 169,809,324, divided into 169,809,324 issued shares,

each with a nominal value of USD 1.00.

The New Shares will be delivered and registered on the Company's ISIN

BMG3682E1921 and listed on Oslo Børs and the New York Stock Exchange under the

Company's trading symbol "FRO" today on December 16, 2016.

This announcement does not constitute an offer to sell or the solicitation of an

offer to buy securities and shall not constitute an offer, solicitation or sale

in any jurisdiction in which such offer, solicitation or sale is unlawful. The

Offering was made by means of an application agreement, a term sheet and a

prospectus and related prospectus supplements which form a part of the Company's

effective Registration Statement on Form F-3 (Registration No. 333-204884) that

has previously been filed with the US Securities and Exchange Commission (the

"SEC"). Copies of the offering documentation may be obtained by contacting

Arctic Securities at telephone: +47 21 01 30 40 or e-

mail: settlement@arctic.com.

Arctic Securities AS and Arctic Securities LLC have acted as sole manager in the

Offering.

December 16, 2016

The Board of Directors

Frontline Ltd.

Hamilton, Bermuda

Contacts:

Robert Hvide Macleod: Chief Executive Officer, Frontline Management AS

+47 23 11 40 84

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

+47 23 11 40 76

***

Forward-Looking Statements

Matters discussed in this press release may constitute forward-looking

statements. The Private Securities Litigation Reform Act of 1995 provides safe

harbor protections for forward-looking statements, which include statements

concerning plans, objectives, goals, strategies, future events or performance,

and underlying assumptions and other statements, which are other than statements

of historical facts. Words such as "believe", "anticipate", "intends",

"estimate", "forecast", "project", "plan", "potential", "may", "should",

"expect", "pending" and similar expressions identify forward-looking statements.

The forward-looking statements in this press release are based upon various

assumptions.  Although we believe that these assumptions were reasonable when

made, because these assumptions are inherently subject to significant

uncertainties and contingencies which are difficult or impossible to predict and

are beyond our control, we cannot assure you that we will achieve or accomplish

these expectations, beliefs or projections. The information set forth herein

speaks only as of the date hereof, and we disclaim any intention or obligation

to update any forward-looking statements as a result of developments occurring

after the date of this communication.

In addition to these important factors and matters discussed elsewhere herein,

important factors that, in our view, could cause actual results to differ

materially from those discussed in the forward-looking statements include the

strength of world economies, fluctuations in currencies and interest rates,

general market conditions, including fluctuations in charter hire rates and

vessel values, changes in demand in the dry bulk market, changes in our

operating expenses, including bunker prices, drydocking and insurance costs, the

market for our  vessels, availability of financing and refinancing, 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, political events or acts by terrorists, and other important

factors described from time to time in the reports filed by the Company with the

Securities and Exchange Commission.

This information is subject to the disclosure requirements of section 5-12 of

the Norwegian Securities Trading Act.