June 19, 2009

Tristan Oil Ltd. (the “Company”) today announced that it has issued an additional $111,110,000 principal amount of its 10½% Senior Secured Notes due 2012 (the “New Notes”). The New Notes were purchased by Laren Holdings Ltd (“Laren”), a BVI special purpose entity that is owned by a charitable trust, for an aggregate purchase price of $30,000,000 million, $6,000,000 of which is expected be paid on July 2, 2009, and the corresponding amount of New Notes will be held in Escrow pending such payment (such escrowed New Notes, the “Escrowed New Notes”). The proceeds from the sale of the New Notes will be used to pay a portion of the excess profit tax due by Kazpolmunay LLP (“KPM”) and Tolkynneftegaz LLP (“TNG”) and to pay for certain expenses incurred in connection with the issuance of the New Notes.

On June 16, 2009, Laren entered into a $60 million Credit Facility (the “Credit Facility”), with a group of lenders, which was arranged by Renaissance Advisory Services Limited (the “Arranger”). Amounts borrowed under the Credit Facility are due within 6 months and bear interest at a rate of 35%. In addition, upon a change of control of KPM or TNG or an event of default under the Credit Facility, the full amount owing under the Credit Facility will be due and payable.

Laren drew down $48,000,000 from the Credit Facility, of which $24,000,000 was used to purchase the New Notes (other than the Escrowed New Notes) and the balance was loaned to Montvale Invest Ltd. (“Montvale”), KPM and TNG’s oil and condensate trader. It is expected that on or about July 2, 2009, Laren will draw down the remaining $12,000,000 under the Credit Facility, of which $6,000,000 will be used to pay the purchase price of the Escrowed New Notes and the balance will be loaned to Montvale.

Montvale will use loan proceeds from Laren to pay certain accounts payable, through two intermediary entities (the “Intermediary Entities”). KPM and TNG will use the funds to pay the balance of the excess profit tax currently due and for other general corporate purposes.

Laren’s obligations under the Credit Facility are secured by, among other assets, the equity of the entities that own KPM and TNG.

KPM and TNG have agreed to guarantee Laren’s obligations under the Credit Facility on a subordinated basis and, in the event Laren defaults on its obligations under the Credit Facility, KPM and TNG have agreed to buy the loans outstanding under the Credit Facility from the lenders, and pay all accrued interest due to the lenders.

Once the excess profit tax is paid, it is expected that KPM’s and TNG’s seized bank accounts will be released by the Kazakhstan Tax Committee of the Ministry of Finance.

The Company expects to make available its financial report for the three months ended March 31, 2009 by June 22, 2009 and will hold an investor call on June 24, 2009. Details for the investor call will be posted on the Company’s website, www.tristanoil.com.

In addition, on June 12, 2009, one of the Company’s directors, Mr. Ennio Sganzerla, resigned.

Lastly, KPM and TNG expect to receive definitive bids in connection with the trade sale by the end of this month.

Contact: 

Tristan Oil Ltd. 

Artur Lungu, +373 69602130
alungu@tristanoil

Popovici Mihail, +373 79523211
golomoz@tristanoil