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WHITE & CASE LLP
LIMITED LIABILITY PARTNERSHIP
1155 Avenue of the Americas
New York, New York 10036-2787
TELEPHONE: (1-212) 819-8200
FACSIMILE: (1-212) 354-8113
December 7, 2000
Board of Directors of Amerada Hess Corporation
re: Cash and Share Offer for Shares of LASMO plc
Dear Sirs:
We have acted as United States counsel to Amerada Hess Corporation
("Amerada Hess"), a corporation organized under the laws of Delaware, in
connection with their offer to acquire all of the issued and outstanding share
capital of LASMO plc, a corporation organized under the laws of England (the
"Offer"). At your request, we are rendering our opinion concerning the principal
United States federal income tax consequences of the Offer. In connection
therewith, we reviewed copies of the Registration Statement (as defined below).
This opinion letter is based on the Internal Revenue Code of 1986, as
amended, the Treasury Regulations issued thereunder and administrative and
judicial interpretations thereof, in each case, as in effect and available on
the date hereof. We assume that the obligations contained in the operative
documents for the Offer described in the Offer Document forming a part of the
Registration Statement to which this opinion is filed as an exhibit (the
"Registration Statement") will be performed in accordance with the terms
described therein.
Based on the foregoing and subject to the assumptions, qualifications and
limitations contained therein, we hereby confirm our opinion contained in the
Offer Document under the caption "United States Federal Income Taxation."
We have not considered and render no opinion on any aspect of law other
than as expressly set forth above.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and the reference to us under the caption "United States
Federal Income Taxation" in the Registration Statement. In giving such consent,
we do not thereby admit that we are in the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended.
Very truly yours,
/s/ White & Case LLP
