Health, Safety and Environment Shaping the future.

 
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Health, Safety and Environment Shaping the future.
HSE Annual Report 2009

Health, Safety
and Environment

                         Shaping the future.

                                               1
Health, Safety and Environment Shaping the future.
2
Health, Safety and Environment Shaping the future.
Contents
4    Foreword

6    Activities and Regions

8    HSE – Our systematic approach

10   Occupational Safety

22   Health

26   Environmental Protection

40   2010 – A year dedicated to cancer prevention

42   Contacts

                                                      3
Health, Safety and Environment Shaping the future.
Ladies and Gentlemen,
    The global economic and financial crisis in 2009 posed challenges for
    Wintershall. But with a good result we were able to outdare this crisis. The
    production of oil and natural gas has increased by 4 % in total to 136 million
    barrels of oil equivalent (BOE). The earnings before interest and taxes (EBIT)
    amounted to 2,289 million Euros, of which 1,781 million Euros were achieved
    in Exploration & Production and 508 million Euros in Natural Gas Trading.

    However, sustainable economic success is not possible without a high level
    performance in Health, Safety and Environment (HSE). Therefore, we at
    Wintershall have committed ourselves to the basic values that derive from
    our company philosophy: success, innovation, increasing added value,
    health and environmental protection, safety intercultural competence, mutual
    respect and open dialogue as well as a high level of integrity.

    Wintershall places as much importance on HSE as on financial targets.
    Nothing is so urgent or important that HSE principles can be compromised.
    The protection of people and the environment is an inherent part of our
    world-wide HSE Policy to which all of my colleagues of the Board of Execu-
    tive Directors and myself have committed ourselves.

    From our staff but also from our contractors we expect full support for the
    implementation of our HSE policy through their dedication and prudence.
    We are convinced:

    Everyone counts.

    We were satisfied with the 2009 economic result. But, in comparison to the
    previous year, we could not further improve our HSE performance. Despite
    the high level of HSE performance, the incident rate per one million man hours
    (LTIF) of 0.65 for our own employees and 1.68 for our contractors was con-
    stant, respectively rose slightly compared to the previous year. Fortunately all
    of the incidents were without long-term health implications. Nevertheless,
    together with our contractors we have to work on the improvement and I call
    on all members of staff to get actively involved in this process.

    In the area of environmental protection we have moved one step closer to
    reaching our goal of “No flaring of associated gas by 2012”. At our production
    site Emlichheim a combined heat and power plant for using associated gas

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Health, Safety and Environment Shaping the future.
Foreword
was taken into operation. The gas is now used to produce energy which
sustainably reduces CO2 emissions to protect the environment.

This report was compiled to give our employees, partners, the authorities and
the general public a summary of our activities in the area of Health, Safety
and Environmental Protection (HSE) in 2009.

This report is not only limited to the display of the standard international
figures, verified by the advisory firm KPMG, but also reports on the many
examples of our HSE activities during the previous year.

We are well prepared and full of confidence to successfully manage the
challenges we are facing in 2010 in the field of health, safety and environment.

Zero accidents and stop of associated gas flaring by 2012 – these are our
ambitious goals for the future.

Wintershall – Generating safety.

Dr. Rainer Seele
Chairman of the Board

                                                                                    5
Health, Safety and Environment Shaping the future.
6
    Activities and Regions
Health, Safety and Environment Shaping the future.
Activities and Regions
Wintershall has been actively involved in the exploration for and production
of crude oil and natural gas for more than 75 years, since 1969 as a wholly
owned subsidiary of BASF. We focus on exploring for and producing oil and
gas in selected core regions: Europe, North Africa, South America, as well
as Russia and the Caspian Sea region, where the company has built up a high
level of regional and technological expertise. With an annual production of
over 140 million barrels oil equivalent, we are Germany’s largest crude oil and
natural gas producer.

We have also been pioneers in setting up a Joint Venture with Gazprom for
trading natural gas for Western Europe – our second business sector. Our
two successful business sectors are united under the “Gas for Europe” con-
cept. That means: Finding and producing gas in and around Europe and
being involved in shaping the connecting infrastructure that transports the
gas to customers in Europe.

                                                                                  7
Health, Safety and Environment Shaping the future.
8
    HSE – Our systematic approach
Health, Safety and Environment Shaping the future.
HSE – Our systematic approach
To systematically reduce risks for people and the environment is the aim of
our HSE Management System. Nothing is so urgent or important that HSE
principles can be compromised.

Values, principles and standards also serve the safety of our employees.
After all they are our most valuable resource.

Economic interests do not prevail over HSE. The main principles, defined in
our HSE Policy, are:

•   Integration of HSE into all of our activities and continuous improvement
    of the HSE performance.
•   “Everybody counts” – Every employee consistently implements
    our HSE Policy.
•   Recognition of our social responsibility.
•   Responsibility for global climate protection.
•   Compliance with international conventions, local legislation and
    our own standards.

To achieve these goals HSE needs to be effectively integrated into all of our
activities. The WINS Health, Safety and Environmental Management System
(HSE MS) ensures an adequate consideration of HSE towards our activities.
The system consists of 12 elements which are aligned to the four superior
elements: planning, implementation, reporting and system improvement.

                             Well-planned
                             Implemented
                             Notified
                             System improved

                             Corporate Level

                             HSE Policy

                             HSE MS, 12 Elements, Management Standards

                             Procedures, Guidance and Work Instructions

                                                                                      9
Health, Safety and Environment Shaping the future.
10
     Occupational Safety
Occupational Safety
Generating responsibility and safety
Responsibility and safety are basic values and an integral part of our com-
pany philosophy. The safety of our employees is of the highest priority at
Wintershall. In our expectations we do not differentiate between contractors
and our own employees. Our successes in the past years encourage us to
continue our commitment for further improvement. Responsibility, proactive-
ness and everyone’s personal dedication are key prerequisites to ensure a
long-term high level of safety.

Our management takes on responsibility for its employees so that everyone
feels safe at work and returns home healthy at the end of the day. This also
applies to the contractors working for us. They have to comply with high
standards, but are also actively supported in their occupational safety work.
Our ambitious goal is zero incidents in all of our activities. And even though
this goal may not be achieved every year, we continue to work towards pre-
venting accidents and operating our plants safely. Should an incident occur,
we are well prepared to do our utmost to minimise the impact on the people
involved, the environment and the public.

Naturally, preventing work-related incidents contributes greatly to a stable pro-
duction. At the same time, healthy and motivated employees contribute with
their high performance and creativity to the economic success of the company
and costs are saved through less time lost. People come first at Wintershall.

                                                                                     11
Occupational Safety

                      Indicators
                      In 2009 we recorded three lost time injuries (LTI) of our own employees and
                      eight LTIs of our contractors. Despite this relatively low severity, we could
                      not quite reach the high level of the past few years. This result did not meet
                      our ambitious expectations and clearly shows the areas where we need to
                      improve in the years ahead.

                                                                                          Wintershall / WINGAS              Contractors
                                                                                           2009                2008    2009           2008

                       Number of employees *                                              2,077                2,017    -                 -

                       Fatalities (FAT)                                                       0                 0       0                 0

                       Incident with > 1 day lost (LTI)                                       3                 3       8                 8

                       Lost Time Incident Frequency Rate
                       per one million man hours (LTIF)                                    0.65                0.66    1.68           1.47

                       * Excluding employees on fixed-term contracts; part-time employees included pro rata.

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Occupational Safety
The incident statistics for our own employees show that last year we could
almost keep the level of the previous year. We achieved a Lost Time Injury
Frequency Rate (LTIF) of 0.65, slightly below that of the previous year. For our
contractors the number of LTIs remained at 8, the LTIF rate has increased
though from 1.47 in 2008 to 1.68.

With the contractors, this development is, among other things, attributed to
the strong increase in the demand for skilled workers in the past few years
which negatively impacts the qualifications and experience of the personnel
and hence safety. We need to work together with our partners in order to
achieve the high training standards in the oil and gas industry. We will consis-
tently implement the methods developed for contractor management so that
contractors also meet the requirements that we set for our own employees.
The efforts of the past years have created a solid foundation for the achieved
level. However, this does not mean that we can rest on our laurels. We will
continuously strive to maintain the high level of safety and to further improve
our performance by new targets, smart ideas and even more commitment.

Our Health, Safety and Environmental Management System (WINS) is im-
plemented company-wide and has been improved through the intensive ex-
change of knowledge between experts in the Operating Companies (OPCOs)
and the Business Units (BUs), and through the commitment in the Technical
Committees of the International Association for Oil and Gas Producers (OGP)
and the German Trade Association of the Oil and Gas Industry (WEG).

As in the years before we made great efforts in 2009 and can look back on a
year of innovative projects, initiatives and campaigns. This report will present
examples of some of the interesting projects and initiatives.

                                                                                      13
Projects, Initiatives and Campaigns

                                      Operating Companies (OPCOs)
                                      Germany (WIDE)
                                      The new database for hazardous substances
                                      In summer 2009 the new database for hazardous substances for the German
                                      production sites went online. This database provides quick access to infor-
                                      mation about hazardous substances used, e. g. Material Safety Data Sheets,
                                      Risk Assessments and Work Instructions for employees. This database is
                                      available on the Intranet. A peripheral access and therefore user-friendly
                                      working is ensured for all employees. Central maintenance and updating
                                      ensure that database contents are up to date at all times.

                                      All documents can be printed or exported as Word, Excel or Power Point files.
                                      Sorting and searching functions make it easy to find the requested information.
                                      Only a few mouse clicks are necessary to compile a hazardous substance
                                      register for a site.

                                      The employees have been trained using the new database whereby a high
                                      acceptance could be achieved. The database is not only used by the em-
                                      ployees themselves, but also by supervisors, e.g. for the regular trainings for
                                      the safe handling of hazardous substances.

                                      Germany (WINGAS)
                                      HSE now also in the driving school
                                      To motivate employees to actively work with the HSE documentation (opera-
                                      ting manual), WINGAS Operation hosted an HSE quiz consisting of six rounds
                                      in the time from November 2008 till April 2009.

                                      Each round included 12 questions which referred to all areas of the opera-
                                      ting manual of WINGAS Operation. For the winner of each round, the overall
                                      winners and respectively for participants who completed all rounds of the
                                      quiz, small give-aways have been handed out. All successful “learner drivers”
                                      received their “operating manual driving license” at the end of the campaign.

                                      Due to the good feedback to this campaign another HSE quiz was launched
                                      in October 2009. This time the focus was set on operating procedures. The
                                      employees were requested to dive deeply into this matter. Upon successful
                                      completion of the quiz they received their “diving license”.

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Projects, Initiatives and Campaigns
Libya (WILI)
Process Safety related inspections
In 2009 a checklist was implemented to verify, by means of plant inspections,
the compliance with our minimum standards regarding safe plant design of
existing process facilities. This checklist was not meant to replace formal safety
or SHE reviews, HAZIDs, HAZOPs etc. Instead the routine inspections on
occupational safety should be extended by a further component, especially on
process safety. The group of participants for the plant inspections consisted
of experts of several departments, e.g. plant manager, engineering, technical
assistance as well as the local HSE department. The aim of the process safety
inspections is local improvement regarding plant safety and the initiation of
an exchange of experiences between the OPCOs to improve plant safety.
In WILI four inspections focussed on plant safety were conducted in 2009.
All inspections identified minor room for improvement, e.g. concerning the
existing documentation. The plant safety inspections are also used as
preparation for upcoming audits, in such a way that during the inspections
participants took over the role of the auditor themselves.

In general, a number of minor items were identified, e. g. the grounding of
installations, condition of equipment, accessibility and labelling of instrumen-
tation and metering equipment, alignment of the outlets of pressure relief
equipment, which can influence the safety of the process facilities. Incident
investigations in the E&P industry have shown that in most cases a chain of
small incidents leads to an accident. Therefore the inspections are a valuable
contribution to further improve the safety of our plants.

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Projects, Initiatives and Campaigns

                                      Russia (WIRF)
                                      Safety Campaign
                                      WIRF performed a 4 week lasting “Safety Campaign”. This program is aimed
                                      to improve the safety perception and awareness of all employees, creating a
                                      strong sense of ownership for their own safety. The key to the success of the
                                      “Safety Campaign” is that it was tailored to the employees’ needs and got
                                      them all involved in setting goals, planning, team-work, and sharing responsi-
                                      bility. The “Safety Campaign” uniquely involves all employees in small indivi-
                                      dual and group activities such as answering the “question of the day” or making
                                      a department safety poster. These activities took only a minute or two of each
                                      employee’s time. However, by repeating these activities several times during
                                      the campaign, good habits, such as team work, task sharing, better communi-
                                      cation skills, safety conversations, knowledge of the company’s policies and
                                      procedures start to integrate further in the participants minds and daily practices.

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Projects, Initiatives and Campaigns
Other inspiring activities included such as generating weekly Safety Newsletter
by the employees from all departments. Additionally, all employees were
asked to nominate themselves or a colleague for the Wintershall “Safety Hero”.
All departments participated by writing a department safety pledge and nomi-
nated a representative for a short movie. One great contribution of the “Safety
Campaign” is the creation of the “Wintershall’s Angels committee”, a group
of volunteers from within the company to generate, motivate, and communi-
cate safety issues throughout the company. The level of acceptance and
involvement by employees in the “Safety Campaign” demonstrated the need
to coach employees about how to develop a positive self-image, sense of
belonging and communication skills, work ethics and taking full responsibility
of one’s own safety.

                                                                                         17
Projects, Initiatives and Campaigns

                                      Offshore Qatar
                                      WAQ-6 Drilling Campaign / Block 11
                                      Together with our partner ENSCO we successfully drilled the well WAQ-6 in
                                      block 11 offshore Qatar. The entire ENSCO staff and the management team
                                      showed a high level of commitment to HSE. Due to the distinctive HSE aware-
                                      ness the project was completed without any accidents or environmental inci-
                                      dents despite of a drilling time of 6 weeks only.

                                      Before spud-in, the crew of the supply vessel and the Wintershall drilling engi-
                                      neers completed, as part of the emergency preparedness, a practical training
                                      course on how to respond to an oil spill. In the theoretical part, various oil con-
                                      tamination scenarios were simulated and communication during crisis situa-
                                      tions was practiced. The workshop started with providing general knowledge,
                                      like how oil behaves in water and the impact of oil spills on the environment.
                                      An emergency strategy was also created during the exercise and courses of
                                      action for environmental protection were worked out.

                                      The practical part of the exercise began on the coast of Doha. Here tools for
                                      fighting oil spills such as skimmers, oil barriers and pumps were introduced.
                                      After this, the drill took place aboard the ship. An oil spill scenario was simula-
                                      ted and a 200 meter long barrier and other equipment available were used to
                                      fight the contamination. We are pleased that the theoretical knowledge and
                                      practical experience had not to be used during this project.

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Projects, Initiatives and Campaigns
Norway (WINO)
The New Operators' Emergency Response Association
In the last 8 years, almost 40 new companies have qualified as operators on
the Norwegian Continental Shelf (NCS), and during the coming years these
companies will be responsible for a significant portion of the exploration acti-
vity taking place. To build and maintain a competent emergency organisation
requires specific resources and competencies that are not immediately avail-
able within most of the new companies. It is therefore common practice that
part of the organisation is provided by a consultancy firm who also provides
systems and expertise.

Therefore, in February 2008 WINO (former Revus) launched the idea of
establishing a joint professional emergency preparedness centre for new play-
ers on the NCS through the Norwegian Oil Industry Association (OLF). It was
our clear view that this would provide a higher quality and more cost effective
emergency response service than those currently available on the market.

The idea was well received and subsequently a project group was established
with a mandate to conduct a feasibility study. WINO took the project leadership
with additional project members from Endevour, Det norske, Centrica, and
VNG. 27 oil companies shared the cost of the study, hereunder also Wintershall.

The study concluded that it would be feasible to establish a joint emergency
response centre. Based on this outcome, an application was submitted
to OLF for funding of the project management in 2009. The project was
approved and sponsored with 145,000 Euros.

                                                                                      19
Projects, Initiatives and Campaigns

                                      The second project phase was than initiated. A full time project leader was
                                      engaged and a steering committee was established. GDF SUEZ, Centrica,
                                      Det norske, Nexen and Wintershall were represented in the steering committee.
                                      WINO took the role of steering committee leader. The Operator Emergency
                                      Response Association (OERA) was established in a statutory general meeting
                                      on the 19th of June 2009.

                                      The joint emergency response centre is operational since 1st of March 2010.
                                      Until then Wintershall Norge (WINO) had 2nd line emergency response arran-
                                      gements in place with several consultancy companies: Acona Wellpro for our
                                      Songa Delta operations, ARG for Bredford Dolphin operations and Petrofac for
                                      the planned UK operation. During mid-2010 we will start using OERA only.

                                      We see several advantages of one permanent 2nd line emergency response
                                      organisation:

                                      • a higher quality and more cost effective emergency response service,
                                      • improved safety and higher degree of simplification,
                                      • increased continuity and stability for all involved emergency
                                        response teams,
                                      • usage of the same emergency response organisation independent
                                        of the rig,
                                      • improved education and training of personnel involved.

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Projects, Initiatives and Campaigns
Kassel Headquarter (HQ)
Extended Contractor Management
In order to improve the safety of contractor works in the Kassel HQ and to
respond to the increased number of contractor incidents, the contractor
management, until recently only applicable to operations, was extended to
the contractors working in the Kassel HQ. This was also part of the 2009
HSE Program.

The initiated measures included an HSE evaluation of the contractors by
means of documents provided (HSE documentation) as well as a kickoff
meeting together with the contractor companies. The companies involved
are commissioned for construction, electrical installation, facility management
and maintenance work. The aim of these measures was to inform and instruct
the contractors with regard to our HSE requirements and therefore to increase
the HSE performance of those companies.

The HSE department in cooperation with the responsible project manager
has conducted the evaluation of the contractors on the basis of the HSE
documentation provided. Scope and contents of the evaluation are based on
the HSE prequalification of contractors, which is described in the Wintershall
HSE Management System.

In total, two events with representatives of approximately 40 companies
took place under the lead of the General Administration Department. Positive
feedback was received. Thus these events were of benefit for the compre-
hension and acceptance of the measures. As a result the biggest room for
improvement was identified in the areas HSE organization, defining respon-
sibilities and hazard identification as part of an induction plan. To follow-up
the derived improvement potential, the contractor management of the
Kassel HQ will further be intensified in the coming year.

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22
     Health
Health
The aim of our occupational health is to directly or indirectly protect employees
from work-related health implications or diseases. At the same time it works
to maintain a high standard of health in the workplace. Prevention, health pro-
motion and ensuring effective medical care during emergencies are the focus
of our work in the area of occupational health. The topic of health is of parti-
cular interest for exploration or production activities carried out under extreme
climate conditions, in remote areas and with a local medical infrastructure
which does not meet international standards. In these instances we take spe-
cial precautions to reduce the health risks for employees and contractors
as much as possible.

As in previous years, in 2009 no employee became ill as a result of an occu-
pational disease. Work conditions in the areas of exploration, production and
administration are of a very high standard which, as the following example
will show, could be improved upon last year.

                                                                                     23
Health

         Germany (WIDE)
         „Health and Safety Day“
         More than 300 employees took the chance to take part in the „Health and
         Safety Day“ at the WIDE locations Barnstorf, Rehden, Emlichheim, Landau
         and Aitingen.

         This campaign was supported by company physicians, health insurance
         companies, suppliers of medical equipment, opticians, hearing aid acousti-
         cians, fitness companies, physiotherapists, nutritionists and the Workers
         Liability Insurance (Bergbau BG). They acted as contact and consultancy part-
         ners on site with competent and friendly experts.

         There was a variety of choices, information points and interactive events,
         e.g. slips and trips walkabout and a driving simulator.

         Points where employees could learn more about a healthy diet and about their
         own body were particularly popular. There was a high interest in the back
         checks, analysing cholesterol and blood glucose levels, eye tests, audiometric
         tests as well as measuring the foot pressure and the venous flow.

         Literally “relaxed” was the physiotherapy: Massages of neck and back cared
         for lax muscles, elastic joints and smiling faces. Waiting times could be
         shortened at the juice station. Healthy non-alcoholic cocktails with a lot of
         taste were mixed. Those who wanted could take recipes back home. Many
         additional tips for a healthy breakfast were given, e.g. whole-grain bread, fresh
         fruit, cereals and yoghurt.

         Making people aware of their body along with information on health and
         safety led to a very positive feedback.

24
Health
Wintershall /WINGAS
Exercise counts – The “Steps to Health” campaign
Regular exercise and sport have a positive effect on the cardiovascular system
and prevent diabetes. Despite of that approximately 66 % of the adults in
Germany get too little exercise which causes a serious health impact. Already
today 15 – 20 % of adults in industrialised countries are overweight. Increa-
sing daily exercises promotes a long-term reduction in bodyweight, therefore
Wintershall carried out the “Steps to Health” campaign. During this global
campaign every employee received a free pedometer with the aim to motivate
people to walk 8,000 to 10,000 steps a day. This number is recommended
by doctors and leads to an improvement of the physical and mental health.
Worldwide all of Wintershall and WINGAS sites participated. The positive
feedback showed that the majority of those who participated in the “Steps
to Health” campaign gained a benefit. We are encouraged from this pleasant
result to further work on the improvement of our employees' health, for exam-
ple by healthy diet and additional training courses.

                                                                                 25
26
     Environmental Protection
Environmental Protection
Clean Energy
Energy and climate change are prevailing topics in current political discussions.
Wintershall produces oil and natural gas worldwide, as well as in Germany
and in other EU member states. In Europe, our production is near the consu-
mers and thus contributes to securing the supply. At the same time, WINGAS,
our Joint Venture with Gazprom, imports natural gas into Germany. Natural
gas is the most climate friendly fossil energy source. An increased supply of
natural gas makes a fuel switch in electricity and heat production, from less
climate friendly energy sources to natural gas, economically more attractive.
We are making a valuable contribution towards this.

We are striking a new path in the exploration for new fields. We are exploring
in areas that are ecologically sensitive or are an important part of the cultural
heritage of a country. We do this very prudently, analysing precisely what the
impact would be on the environment before starting our activities. We also
consider the social aspects and protect cultural heritage. We establish suit-
able actions, together with experts and our contractors, to minimise impacts
on the environment and people. The responsible care of natural resources
during exploration, field development and production is a matter of course for
Wintershall. It is for this reason that we continuously work to improve the
energy efficiency of our plants. We work according to the national laws in each
country and orientate ourselves towards the international standards of the
oil and gas industry.

We meet the challenges of a globally intensifying competitive environment
through responsible care, high standards and technical innovation. Our
decisive factor for success is to more efficiently use the resources necessary
for production by applying new and/or improved methods, thereby minimising
the impacts on the environment.

                                                                                         27
Environmental Projects and Initiatives

                                         2009 was a successful year. New projects are the result of the increasing
                                         significance of environmental protection for exploration, production and
                                         transport of oil and natural gas. Our employees have been made aware of
                                         and are committed to the environment.

                                         We are particularly proud of the construction of a combined heat and power
                                         plant at Wintershall’s Emlichheim site where associated gas is used as a fuel.
                                         The associated gas is no longer flared, but used as fuel for power and heat
                                         generation. In Libya we increased the energy efficiency in power generation
                                         which helps to fight against climate change.

                                         In Germany we are one step closer to our goal to remediate all mud pits
                                         by 2012.

28
Environmental Projects and Initiatives
Libya (WILI)
Energy efficiency project wins the HSE Award 2009
The Wintershall HSE Award is given every year to pro-active and innovative
solutions that help us to make further progress in HSE. In 2009, a team from
Libya, that succeeded to optimize the power generation during shut downs
of the Gas Utilization Plant (GUP), has won.

Despite of the fact that there is no legal requirement in Libya to undertake
measures to reduce greenhouse gas emissions, this year’s HSE Award
winner team demonstrated how our company-wide climate protection policy
is already realized. The winner team found an innovative solution to prevent
the usage of H2S-containing gas from external suppliers as a fuel in power
generation in Concession C 96 during shut downs of the GUP.

Produced wet gas can now be used as fuel for gas turbines serving to drive
power generators. For this purpose an installation, which since 2001 was
no longer needed, was technically upgraded and increased in its capacity.
In future 7,000 Nm³/h of wet gas, which would otherwise be flared, can be
used for power generation. This corresponds to a greenhouse gas emission
reduction of 14 t CO2/h. Hazards for employees, the environment and assets,
which are associated with the H2S-containig gas, can be fully eliminated by
this innovative solution.

                                                                                       29
Environmental Projects and Initiatives

                                         The Netherlands (WINZ)
                                         Recycling of an Offshore-Platform
                                         The recycling of an offshore platform is a good example how to combine
                                         environmental protection and cost effectiveness. For the second time, a
                                         natural gas production platform has been dismantled and refurbished – so
                                         that it could produce natural gas again under its new name E18-A.

                                         The P14-A gas production platform, originally built in 1993, was dismantled
                                         from its location in the Dutch North Sea and transported to a shipyard near
                                         Rotterdam. The topside of the platform with several floors and a helicopter
                                         pad was completely refurbished and modernized at the shipyard in Ridderkerk.
                                         By reusing a large part of the P14-A platform more than 500 tons of steel
                                         have been saved since this amount of steel did not had to be manufactured.
                                         This accounts for about 9,900 GJ of energy saved.

                                         To minimize emissions during the production phase E18-A has been solely
                                         equipped with electrical devices. No combustion engines have been installed.
                                         The platform is connected to the nearby F16-A platform via an umbilical to
                                         provide electricity and production chemicals as well as to transmit process
                                         data. As a result the number of platform visits is minimized. Less helicopter
                                         flights and fewer boat transports reduce the effect on the environment and
                                         the risk for health and safety.

30
Environmental Projects and Initiatives
Wintershall worldwide
Flaring Policy 2012
Flaring of associated gas means that not only valuable energy resources are
destroyed around the world, but also large amounts of greenhouse gases
are emitted into the atmosphere. As part of our responsibility to the environ-
ment, we have committed ourselves to not flaring associated gas during
normal operation unless there is no other feasible alternative.

The flaring of associated gas is to be discontinued by 2012; new plants are
being built with associated gas utilisation. Today we are already utilising > 95 %
of the annually accruing volume of associated gas. Flaring for reasons of plant
safety, during well testing, during a scheduled plant shutdown or during main-
tenance or repair work is still not completely avoidable and will continue to be
necessary in the future. The flaring policy will be implemented at all oil produc-
tion sites operated by Wintershall by 2012. This is our contribution as an envi-
ronmentally conscious company that, at the same time, meets the highest
international standards.

.

                                                                                             31
Environmental Protection Figures

                                   As a 100% subsidiary of BASF SE, Wintershall is committed to the Respon-
                                   sible Care Initiatives. The emissions tied to the production of oil and gas are
                                   reported to the respective consortium as per the BASF Responsible Care
                                   Reporting Guidelines according to the level of the Wintershall share in the
                                   particular consortium. Since 2006 Wintershall, as an OGP member, has been
                                   reporting the environmental emissions of exploration and production in the
                                   framework of the OGP report “Environmental Performance in the E&P Industry”.

                                   Emissions from exploration are not considered in this report. Specific emis-
                                   sions were reported in relation to the production volume in the 2009 reporting
                                   year of around 18.7 million toe (tonnes oil equivalent).

32
Environmental Protection Figures
Energy
For production, processing and transport of oil and natural gas electrical
energy is used; e.g. for driving pumps and compressors as well as for thermal
energy, e.g. as steam for tertiary oil production. Depending on the accessi-
bility of our production sites to main power suppliers, we purchase power
from the public grid or produce power ourselves at remote locations. We con-
tinuously strive for improving our energy efficiency in energy use and power
generation. Examples of the year 2009 are the start-up of a highly efficient
combined heat and power facility at the Emlichheim site (Germany) and the
installation of waste heat recovery at the new gasturbine-generator facility
in Nakhla (Libya).

In 2009 a total of 140,929 MWh of electricity and 565,162 tons of steam were
used in our processes.

                                                                                      33
Environmental Protection Figures

                                   Emission of Greenhouse Gases
                                   In 2009, a total of 1.67 million t CO2 (2008: 1.29 M t CO2) and 5,940 t CH4
                                   (2008: 3,625 t CH4) were emitted through Wintershall and WINGAS production.
                                   This corresponds to a specific emission of 0.08 t CO2 / toe (2008: 0.07 t CO2 /
                                   toe) for Wintershall production of oil, gas and condensate.

                                    CO2 Emissions source                      CO2 Emissions 2009 (t)   CO2 Emissions 2008 (t)
                                    Production processes                      1,507,838                1,167,584
                                    Indirect (import/export of electricity)   46,814                   44,343
                                    Direct (electricity production)           123,079                  84,797

                                    CH4 Emissions source                      CH4 Emissions 2009 (t)   CH4 Emissions 2008 (t)
                                    Production, undifferentiated              5,940                    3,625

                                   Greenhouse gas emissions in the oil/gas production are related to the energy
                                   consumption for extraction and processing. Compared to the previous year,
                                   our greenhouse gas emissions increased (+29 %), however this was partly
                                   due to higher production (+6.8 ). The increase in our carbon dioxide and
                                   methane emissions is due to the growing demand of energy for producing
                                   from mature fields.

                                   Despite making use of reduction potentials, projects like new connection pipe-
                                   lines and scheduled plant shutdowns effect the greenhouse gas emissions
                                   considerably. During shutdowns, gas is often flared for safety reasons. Apart
                                   from carbon dioxide and methane, no other greenhouse gases are emitted.

34
Environmental Protection Figures
CO2 Emission Trading in Germany
The second period of emission trading in the European Union began on
1 January 2008. Our plants, including the WINGAS TRANSPORT natural gas
compressor stations (Mallnow, Olbernhau, Rückersdorf, Eischleben, Reck-
rod, Lippe, Haiming), the WINGAS natural gas underground storage in Reh-
den and Wintershall’s Emlichheim steam flooding facility received allowances
totalling 730,385 EUA/a. In 2009, our German plants under the emission tra-
ding emitted a total of 493,546 t CO2. So, emissions were lower than our
forecasts for 2009. In the second trading period, we are expecting a short-
fall of emission allowances due to increasing natural gas import and transit
volumes as well as due to the higher demand of energy during production
and processing of oil and natural gas.

The annual average price for EUA was 13.15 Euro/EUA on the EEX spot market.

Since the reduction potential in Germany is exhausted, we will utilise the op-
portunities from the flexible Kyoto Mechanisms Joint Implementation (JI) and
Clean Development Mechanism (CDM) at our overseas production sites.

 Emission allowances (EUA) – price developments on the EEX
 from January 2009 to December 2009 (source: http://www.eex.de)

 €/EUA

 18.00

 16.00

 14.00

 12.00

 10.00

  8.00

  6.00

  4.00

  2.00

  0.00
         02.01.09   03.03.09     02.05.09     01.07.09     30.08.09   29.10.09   28.12.09

                                                                                                  35
Environmental Protection Figures

                                   Emission of other substances into the air
                                   Energy, in the shape of electricity, process heat, steam and mechanical power,
                                   must be generated for producing, processing and transporting oil and gas.
                                   As the production takes place mainly in less developed areas, the generation
                                   of energy must occur at the production site. Fossil fuels (gas, fuel oil, diesel)
                                   are used which emit various substances into the air during thermal conversion.

                                   Other processes which emit substances into the air are flaring during well
                                   testing, or venting of unburned gas (cold flaring). In the past years we could
                                   considerably improve the degree of utilization of associated gas, e.g. by the
                                   use of the Gas Utilization Plant in Libya, through an associated gas compres-
                                   sor and a combined heat and power plant in Germany.

                                   During natural gas transport through pipelines, the natural gas is compressed
                                   at compressor stations in order to compensate for the pressure losses through
                                   friction on the inner wall of the pipe. Electric motors, gas turbines and, since
                                   2007, a steam turbine, are used to drive the compressors. Virtually sulphur-
                                   free natural gas is used as fuel for the gas turbines.

                                    Inorganic substances                   Emissions 2009 (t)      Emissions 2008 (t)
                                    Total inorganic substances             4,586                   3,558
                                    Carbon monoxide (CO)                   2,005                   1,728
                                    Nitrogen oxide (NOX) as NO2            2,276                   1,611
                                    Sulphur oxide (SO2 + SO3) as SO2       305                     219
                                    Organic substances
                                    Volatile organic substances
                                    without methane (NMVOC)                2,375                   1,699
                                    Other substances
                                    Particulate Matter                     20                      21

                                   Due to the higher demand of energy the emissions of air pollutants have in-
                                   creased slightly compared to 2008. Furthermore the production increased
                                   by 6.8 % compared to the previous year.

36
Environmental Protection Figures
Waste water
The by far most significant waste water source of all of Wintershall’s activities
worldwide is the reservoir water which is produced as an oil/gas water mix-
ture during the production of oil and gas. After the oil and gas is separated
in separator systems, waste water remains which contains minor amounts
of dissolved hydrocarbons and other organic substances. During the produc-
tion lifetime the water cut in the reservoir rises whereby the percentage of
water in the oil/gas water mixture increases considerably. A reduction in waste
water production is therefore hardly achievable. In addition to waste water
generated from production, sanitary water is generated which makes up only
a small percentage of the overall production of waste water.

Other waste water is generated through the operation of underground stora-
ges, cleaning work and water treatment. In 2009, a total of 9.8 million m³ of
waste water was produced (2008: 10.7 million m³) whereby a major part
was attributed to production (reservoir water) amounting to 9.6 million m³
(2008: 10.5 million m³). Sanitary water and other waste water, each at 0.1 mil-
lion m³, were of lesser importance compared to the total amount of waste
water produced. After treatment, 6.9 million m³ of waste water was re-injected
into the reservoirs. The waste water of our offshore platforms, totalling 1.9 mil-
lion m³, was fed into the sea in compliance with regulatory standards. Only
1 million m³ of waste water was sent to external waste water treatment plants.

                                                                                           37
Environmental Protection Figures

                                   Waste management
                                   Production waste is unavoidable during the exploration and production of oil
                                   and gas. The amount and the composition of the waste, as well as the effects
                                   on the environment during its recycling or disposal can be influenced consi-
                                   derably by the producer. Wintershall is fulfilling its obligations by making large
                                   efforts to dispose of waste in an environmentally friendly way also in coun-
                                   tries where public or private disposal systems are not in place.

38
Environmental Protection Figures
In 2009 there were 150,122 tonnes of hazardous waste (2008: 101,650 tonnes)
and 34,973 tonnes of non-hazardous waste (2008: 40,913 tonnes). The
volume of waste slightly increased over the previous year due to the start of
the remediation work at the Wietingsmoor mud pit in Germany.

96 % of the waste was disposed of in authorised landfills. Around 2 % of the
waste was recycled through material recycling or energy recovery and around
2 % was incinerated at waste incineration facilities. The classification of waste,
as well as its storage, treatment, transport and disposal was done in accor-
dance with local federal laws. Waste was classified into the customary inter-
national categories “hazardous waste” and “non-hazardous waste”. The
reporting procedure is based on the weight of the waste and refers to the
wet weight.

                                                                                           39
40
     2010 – A year dedicated to cancer prevention
2010 – A year dedicated to cancer prevention
For 2010 we are planning several activities regarding cancer prevention world-
wide. This includes comprehensive information on prevention but also re-
garding the development of several types of cancer and cancer-related health
check-up.

Germany against colon cancer. That is the name of the awareness campaign
against colon cancer in the “Colon Cancer Month”. The aim of this campaign
is to point out the possibility to prevent colon cancer and to increase the
readiness for early detection, because if colon cancer is detected early, nearly
100 % of the cases can be cured. Colon cancer is the third frequent incidence
of cancer and the second frequent cause of death due to cancer in Germany.

The high incidence number and mortality is also due to the lack of knowledge
of preventative measures and cancer-related health check-ups. In the
Kassel Headquarters we will therefore comprehensively inform our em-
ployees by our company physician but also by a gastroenterologist and
a nutritionist. As part of the campaign, test kits will be provided which
will be analysed after completion.

                                                                                       41
Contacts

            Kassel Headquarters
            Guido Schnieders
            Corporate HSE Manager              The Netherlands (WINZ)
            Phone: +49 561 301-1059            Onno Spinder
            guido.schnieders@wintershall.com   HSE & Permitting Manager
                                               Phone: +31 70 358 3185
            Georgina Wien                      onno.spinder@wintershall.com
            HSE Manager WINGAS
            Phone: +49 561 301-1794            Libya (WILI)
            georgina.wien@wintershall.com      Lars Winkels
                                               HSE Manager
            Dr. Kay Rehberg                    Phone: +218 21 3350 339
            HSE Manager New Ventures           lars.winkels@wintershall.com
            Phone: +49 561 301-1670
            kay.rehberg@wintershall.com        Argentinia (WIAR)
                                               Andres Wertheimer
            Jörn Kahle                         Finance & Administration Manager
            HSE Expert                         Phone: +54 11 5554 2708
            Phone: +49 561 301-1510            andres.wertheimer@wintershall.com
            joern.kahle@wintershall.com
                                               Russia (WIRF)
            Klaus Jantos                       Nikolay Popov
            Environmental Expert               HSE Manager
            Phone: +49 561 301-1534            Phone: +7 495 231 2836
            klaus.jantos@wintershall.com       nikolay.popov@wintershall.com

            Germany (WIDE)                     Norway (WINO)
            Dr. Michael Bätcher                Janne Lea
            Head of HSE                        Senior HSEQ Advisor
            Phone: +49 5442 20-416             Phone: +47 51 82 24 0050
            michael.baetcher@wintershall.com   janne.lea@wintershall.com

42
Responsible for the content
Wintershall Holding GmbH
Friedrich-Ebert-Straße 160
34119 Kassel, Germany
Phone: +49 561 301-0
Fax: +49 561 301-1702

Concept and Design
Damm & Bierbaum GmbH, Frankfurt am Main

Typesetting
Damm & Bierbaum GmbH, Frankfurt am Main

Lithography
ORT, Frankfurt am Main
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