-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WmsCY3ThNG5BXrpbVGUOWZCWkvbNjBNOmrJsmW2LSjUavCgnTrIWVgdr6KD54asT kZVnjzJ9YypUqFPKBr9XLQ== 0001157523-09-001432.txt : 20090220 0001157523-09-001432.hdr.sgml : 20090220 20090219212706 ACCESSION NUMBER: 0001157523-09-001432 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090219 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090220 DATE AS OF CHANGE: 20090219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TESORO CORP /NEW/ CENTRAL INDEX KEY: 0000050104 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 950862768 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03473 FILM NUMBER: 09623018 BUSINESS ADDRESS: STREET 1: 300 CONCORD PLAZA DRIVE CITY: SAN ANTONIO STATE: TX ZIP: 78216-6999 BUSINESS PHONE: 2108288484 MAIL ADDRESS: STREET 1: 300 CONCORD PLAZA DRIVE CITY: SAN ANTONIO STATE: TX ZIP: 78216-6999 FORMER COMPANY: FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/ DATE OF NAME CHANGE: 19920703 8-K 1 a5900734.htm TESORO CORPORATION 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):  February 19, 2009


Tesoro Corporation
(Exact name of registrant as specified in its charter)

Delaware

1-3473

95-0862768

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer Identification No.)


300 Concord Plaza Drive

San Antonio, Texas

 

78216-6999

(Address of principal executive offices)

(Zip Code)

(210) 828-8484
(Registrant’s telephone number,
including area code)


Not Applicable
(Former name or former address, if
changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02     Results of Operations and Financial Condition.

Tesoro Corporation on February 19, 2009 issued a press release announcing financial results for its fourth quarter ended December 31, 2008.  The press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.  

The information above is being furnished, not filed, pursuant to Item 2.02 of Form 8-K.  Accordingly, the information in Item 2.02 of this Current Report, including the press release, will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.

Item 9.01     Financial Statements and Exhibits.

  (d) Exhibits.
 
99.1 Press release announcing fourth quarter financial results issued on February 19, 2009 by Tesoro Corporation.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date:

February 19, 2009

 
 

TESORO CORPORATION

 

 

 

 

By:

/S/ GREGORY A. WRIGHT    

Gregory A. Wright

Executive Vice President, Chief Financial Officer

3

Index to Exhibits


Exhibit Number

 

Description

 
99.1

Press release announcing fourth quarter financial results issued on February 19, 2009 by Tesoro Corporation.




4

EX-99.1 2 a5900734_ex991.htm EXHIBIT 99.1

Exhibit 99.1

Tesoro Corporation Announces Fourth Quarter and Full Year 2008 Results

SAN ANTONIO--(BUSINESS WIRE)--February 19, 2009--Tesoro Corporation (NYSE:TSO) today reported fourth quarter 2008 net earnings of $97 million, or $0.70 per diluted share compared to a net loss of $40 million, or $(0.29) per diluted share for the fourth quarter of 2007. Excluding special items, Tesoro had net income of $137 million, or $0.99 per share for the 2008 fourth quarter.

The 2008 fourth quarter special items include an after-tax charge of $(0.41) per share for a receivable for which collection was deemed unlikely, partially offset by a $0.12 per share after-tax accrual reversal following a reduction in estimated costs associated with asset retirement obligations.

Full year 2008 earnings were $278 million, or $2.00 per diluted share compared to $566 million, or $4.06 per diluted share for 2007. Full year 2008 operating income was $471 million, compared to operating income of $967 million in 2007 because of lower per barrel refining margins and higher per barrel manufacturing costs.


The Company’s fourth quarter segment operating income of $204 million was $196 million higher than the $8 million of segment operating income in the fourth quarter of 2007. The increase was primarily due to higher gross margins as we improved our capture of the available industry benchmark margins, especially in the Hawaii and California regions, and improved results from our retail segment. The increase in segment operating income was partially offset by lower throughput rates.

Despite the lower industry benchmarks in the quarter, the Company’s gross refining margin increased 51% to $12.47 per barrel (/bbl) from $8.28/bbl a year ago. Margin realization improved as a result of our efforts to increase crude flexibility and distillate production. The California region benefited from the second full quarter of operating the delayed coker at Golden Eagle, as well as 10 to 15 thousand barrels per day (mbpd) of increased waterborne crude receipts at Los Angeles, allowing us to capture the benefits of attractive heavy, foreign crude discounts in the quarter. At Hawaii, initiatives that we implemented starting in early 2008 led to a 10% increase in heavy crude runs relative to the fourth quarter 2007. For the entire system, runs of light crude grades in the quarter were down 4% versus a year ago. On the product side, continued efforts to maximize distillate production across the system in the quarter led to a 4% increase in diesel and jet fuel production versus the fourth quarter 2007. System throughput was 555 mbpd versus 639 mbpd a year ago.

“The actions we’ve been taking since late in 2007 have positioned the Company to succeed even in this weak market environment,” said Bruce Smith, Chairman, President and CEO of Tesoro. “While falling commodity prices did benefit our wholesale and retail marketing channels, the capital and non-capital initiatives we implemented beginning in early 2008 have enhanced our ability to deliver substantial and sustainable improvements in our capture of the available margin, and I am pleased to see these successful efforts reflected in our fourth quarter results.”


Direct manufacturing costs before depreciation and amortization were $248 million in the fourth quarter, versus $300 million in the prior quarter, as a result of the 25% decrease in natural gas prices together with a $27 million asset retirement obligation reversal, partially offset by higher purchased energy costs in Hawaii.

Capital Spending and Cash

For the fourth quarter 2008, capital spending was $200 million, including deferred turnaround spending. Capital spending for all of 2008 was $724 million, down from $932 million in 2007. We currently expect our 2009 capital expenditures, including turnarounds to be approximately $600 million.

At the end of 2008, we had a cash balance of $20 million. The impact of falling commodity prices during the quarter negatively impacted cash, causing us to borrow $66 million on our revolving credit facility. We estimate the contraction of receivables versus payables due to crude prices dropping $60/bbl in the quarter to have been approximately $325 million, including the impact from the receivable write-off. We are encouraged to see a reversal of this trend, and by the fact that the West Coast has experienced an increase in industry benchmark margins.

“While the strength in first quarter West Coast margins has been a pleasant surprise, we plan to continue to follow our 2009 business plan which is based on industry benchmark margins that are lower than 2008, and our expectation that we will realize continued improvement in margin capture. Our program of non-capital objectives and benefits of our 2008 income capital spending is resilient and continues to provide the platform for our organic growth opportunities,” said Smith.


Board Declares Quarterly Dividend

Tesoro announced today that its Board of Directors has approved a regular quarterly cash dividend of $0.10 per share. The dividend is payable March 16th, 2009 to shareholders of record as of March 2nd, 2009.

Public Invited to Listen to Analyst Conference Call

At 8:00 a.m., CST, Friday, February 20th, 2009 Tesoro will broadcast, live, its conference call with analysts regarding fourth quarter and full year 2008 results and other business matters. Interested parties may listen to the live conference call over the Internet by logging on to http://www.tsocorp.com, or via phone by dialing 888-241-0558 (international dial-in: 647-427-3417). A replay of the call will be available for thirty days, and may be accessed via phone by dialing 800-678-0453 (international replay: 402-220-1458) and entering passcode 81028143.

Tesoro Corporation, a Fortune 150 company, is an independent refiner and marketer of petroleum products. Tesoro, through its subsidiaries, operates seven refineries in the western United States with a combined capacity of approximately 660,000 barrels per day. Tesoro's retail-marketing system includes over 870 branded retail stations, of which over 380 are company operated under the Tesoro®, Shell®, Mirastar® and USA Gasoline™ brands.

This earnings release contains certain statements that are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 concerning the market environment, and our expectations about our cash flow, our capital spending and our margin capture. For more information concerning factors that could affect these statements see our annual report on Form 10-K and quarterly reports on Form 10-Q, filed with the Securities and Exchange Commission. We undertake no obligation to publicly release the result of any revisions to any such forward-looking statements that may be made to reflect events or circumstances that occur, or which we become aware of, after the date hereof."


TESORO CORPORATION
STATEMENTS OF CONSOLIDATED OPERATIONS
(Unaudited)
(In millions except per share amounts)
     
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007
Revenues $ 4,326 $ 6,533 $ 28,309 $ 21,915
Costs and Expenses:
Costs of sales and operating expenses (a) 3,911 6,399 27,070 20,308
Selling, general and administrative expenses (b) 147 74 325 263
Depreciation and amortization 113 102 401 357
Loss on asset disposals and impairments 5   7   42   20  
 
Operating Income (Loss) 150 (49 ) 471 967
Interest and Financing Costs (28 ) (19 ) (111 ) (91 )
Interest Income 2 4 7 33
Foreign currency exchange gain (loss) 20 (1 ) 12 (4 )
Other Income (c) -   -   50   -  
 
Earnings (Loss) Before Income Taxes 144 (65 ) 429 905
Income Tax Provision (Benefit) 47   (25 ) 151   339  
Net Earnings (Loss) $ 97   $ (40 ) $ 278   $ 566  
Net Earnings (Loss) Per Share:
Basic $ 0.71 $ (0.29 ) $ 2.03 $ 4.17
Diluted $ 0.70 $ (0.29 ) $ 2.00 $ 4.06
Weighted Average Common Shares:
Basic 137.3 136.0 136.8 135.7
Diluted 138.7 136.0 139.2 139.5

Note: Our results of operations for the year ended December 31, 2007 include our Los Angeles refinery assets and retail stations since acquired in May 2007.

(a) During 2008, a reduction in inventory quantities resulted in a liquidation of applicable LIFO inventory quantities carried at lower costs in prior years. This LIFO liquidation resulted in a decrease in costs of sales of $138 million.

(b) The three months and year ended December 31, 2008 includes a $91 million charge to write-off a receivable for which collection was deemed unlikely.

(c) During 2008, we received net refunds totaling $50 million from the Trans Alaska Pipeline System for prior year's refinery transportation and distribution costs associated with our protest of intrastate rates set between 1997 and 2003.

NET EARNINGS ADJUSTED FOR SPECIAL ITEMS
(Unaudited)
(In millions except per share amounts)
   
Three Months Ended
December 31,
2008 2007
Net Earnings - U.S. GAAP $ 97 $ (40 )
Special Items, After-tax:
Receivable write-off (b) 57 -
Asset retirement obligations adjustment (17 ) -  
Net Earnings Adjusted for Special Items $ 137   $ (40 )
 
Net Earnings Per Share - U.S. GAAP $ 0.70 $ (0.29 )
Special Items Per Share, After-tax:
Receivable write-off (b) 0.41 -
Asset retirement obligations adjustment (0.12 ) -  
Net Earnings Per Share Adjusted for Special Items $ 0.99   $ (0.29 )

Note:The special items present information that the Company believes is useful to investors. The Company believes that the special items described above are not indicative of its core operations.


TESORO CORPORATION
SELECTED OPERATING SEGMENT DATA
(Unaudited)
(In millions)
       
 
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007
Operating Income (Loss)

Refining (b)

$ 153 $ 9 $ 627 $ 1,188
Retail 51   (1 ) 46   (8 )
Total Segment Operating Income 204 8 673 1,180
Corporate and Unallocated Costs (54 )

 

(57 ) (202 ) (213 )
Operating Income (Loss) 150 (49 ) 471 967
Interest and Financing Costs (28 ) (19 ) (111 ) (91 )
Interest Income 2 4 7 33
Foreign currency exchange gain (loss) 20 (1 ) 12 (4 )
Other Income (c) -   -   50   -  
Earnings (Loss) Before Income Taxes $ 144   $ (65 ) $ 429   $ 905  
 
Depreciation and Amortization
Refining $ 87 $ 87 $ 326 $ 314
Retail 17 9 49 28
Corporate 9   6   26   15  
Depreciation and Amortization $ 113   $ 102   $ 401   $ 357  
 
Capital Expenditures
Refining $ 154 $ 231 $ 561 $ 720
Retail 10 7 20 10
Corporate 14   27   38   59  
Capital Expenditures $ 178   $ 265   $ 619   $ 789  
BALANCE SHEET DATA
(Unaudited)

(Dollars in millions)

   
December 31, December 31,
2008 2007
Cash and Cash Equivalents $ 20 $ 23
Total Assets $ 7,433 $ 8,128
Total Debt $ 1,611 $ 1,659
Total Stockholders' Equity $ 3,218 $ 3,052
Total Debt to Capitalization Ratio 33 % 35 %

TESORO CORPORATION
OPERATING DATA
(Unaudited)
     
 
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007
REFINING SEGMENT
Total Refining Segment
Throughput (thousand barrels per day)
Heavy crude (d) 186 203 192 159
Light crude 332 408 369 407
Other feedstocks 37 28 34 29
Total Throughput 555 639 595 595
 
Yield (thousand barrels per day)
Gasoline and gasoline blendstocks 256 313 275 280
Jet fuel 72 82 78 77
Diesel fuel 141 137 143 129

Heavy oils, residual products, internally produced fuel and other

116 135 129 133
Total Yield 585 667 625 619
 
 
Gross refining margin ($/throughput bbl) (e) $ 12.47 $ 8.28 $ 11.50 $ 12.73

Manufacturing cost before depreciation and amortization ($/throughput bbl) (e)

$ 4.86 $ 4.92 $ 5.19 $ 4.37
 
Segment Operating Income ($ millions)
Gross refining margin (f) $ 637 $ 486 $ 2,506 $ 2,762
Expenses
Manufacturing costs (g) 248 289 1,131 949
Other operating expenses (g) 50 79 284 258

Selling, general and administrative (b)

98 18 127 43
Depreciation and amortization (h) 87 87 326 314
Loss on asset disposals and impairments 1 4 11 10
Segment Operating Income $ 153 $ 9 $ 627 $ 1,188
 
Refined Product Sales (thousand barrels per day) (i)
Gasoline and gasoline blendstocks 313 349 326 319
Jet fuel 86 102 92 96
Diesel fuel 136 127 144 131
Heavy oils, residual products and other 81 106 94 97
Total Refined Product Sales 616 684 656 643
 
Refined Product Sales Margin ($/barrel) (i)
Average sales price $ 71.24 $ 99.47 $ 112.06 $ 89.47
Average costs of sales 63.36 92.20 102.37 78.14
Refined Product Sales Margin $ 7.88 $ 7.27 $ 9.69 $ 11.33

(d) We define heavy crude oil as crude oil with an American Petroleum Institute gravity of 24 degrees or less. Amounts in prior years have been reclassified to conform to the 2008 presentation.

(e) Management uses gross refining margin per barrel to evaluate performance and compare profitability to other companies in the industry. Gross refining margin per barrel is calculated by dividing gross refining margin by total refining throughput and may not be calculated similarly by other companies. Gross refining margin is calculated as revenues less costs of feedstocks, purchased refined products, transportation and distribution. Management uses manufacturing costs per barrel to evaluate the efficiency of refinery operations. Manufacturing costs per barrel is calculated by dividing manufacturing costs by total refining throughput and may not be comparable to similarly titled measures used by other companies. Investors and analysts use these financial measures to help analyze and compare companies in the industry on the basis of operating performance. These financial measures should not be considered as alternatives to segment operating income, revenues, costs of sales and operating expenses or any other measure of financial performance presented in accordance with accounting principles generally accepted in the United States.

(f) Consolidated gross refining margin totals gross refining margin for each of our regions adjusted for other costs not directly attributable to a specific region. Other costs resulted in a $2 million increase and a $1 million decrease for the three months ended December 31, 2008 and 2007, respectively, and a $5 million increase and a $21 million decrease for the years ended December 31, 2008 and 2007, respectively. Gross refining margin includes the effect of intersegment sales to the retail segment at prices which approximate market. Gross refining margin approximates total refining throughput times gross refining margin per barrel.

(g) In 2008, we reclassified certain environmental expenses from manufacturing expenses to other operating expenses. We have reclassified $18 million and $22 million for the three months and year ended December 31, 2007, respectively, to conform to the 2008 presentation.

(h) Includes manufacturing depreciation and amortization per throughput barrel of approximately $1.57 and $1.41 for the three months ended December 31, 2008 and 2007, respectively, and $1.40 and $1.37 for the years ended December 31, 2008 and 2007, respectively.

(i) Sources of total refined product sales included refined products manufactured at the refineries and refined products purchased from third parties. Total refined product sales margin includes margins on sales of manufactured and purchased refined products and the effects of inventory changes.


TESORO CORPORATION
OPERATING DATA
(Unaudited)
   
 
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007
Refining By Region

California (Golden Eagle and Los Angeles) (j) (k)

Throughput (thousand barrels per day)

Heavy crude (d) 166 174 164 133
Light crude 61 82 73 72
Other feedstocks 24 18   21 17
Total Throughput 251 274   258 222
 
Yield (thousand barrels per day)
Gasoline and gasoline blendstocks 127 157 133 121
Jet fuel 15 17 18 11
Diesel fuel 76 65 72 53

Heavy oils, residual products, internally produced fuel and other

52 51   54 49
Total Yield 270 290   277 234
 
Gross refining margin (in millions) (e) $ 316 $ 317 $ 1,332 $ 1,317
Gross refining margin ($/throughput bbl) (e) $ 13.66 $ 12.60 $ 14.08 $ 16.33
Manufacturing cost before depreciation and amortization ($/throughput bbl) $ 6.13 $ 7.01 $ 7.18 $ 6.94
 
Pacific Northwest (Alaska & Washington) (j)
Throughput (thousand barrels per day)
Heavy crude (d) - 14 7 11
Light crude 128 160 143 163
Other feedstocks 10 6   9 8
Total Throughput 138 180   159 182
 
Yield (thousand barrels per day)
Gasoline and gasoline blendstocks 56 74 63 77
Jet fuel 30 33 32 33
Diesel fuel 25 35 30 33

Heavy oils, residual products, internally produced fuel and other

31 45   39 46
Total Yield 142 187   164 189
 
Gross refining margin (in millions) (e) $ 24 $ 107 $ 396 $ 730
Gross refining margin ($/throughput bbl) (e) $ 1.83 $ 6.42 $ 6.82 $ 10.94
Manufacturing cost before depreciation and amortization ($/throughput bbl) $ 4.19 $ 3.55 $ 3.99 $ 2.99
 
Mid-Pacific (Hawaii)
Throughput (thousand barrels per day)
Heavy crude (d) 20 15 21 15
Light crude 46 59   48 66
Total Throughput 66 74   69 81
 
Yield (thousand barrels per day)
Gasoline and gasoline blendstocks 15 16 16 19
Jet fuel 18 20 18 23
Diesel fuel 11 11 11 14

Heavy oils, residual products, internally produced fuel and other

24 28   26 27
Total Yield 68 75   71 83
 
Gross refining margin (in millions) (e) $ 140 $ (51 ) $ 170 $ 35
Gross refining margin ($/throughput bbl) (e) $ 23.14 $ (7.42 ) $ 6.72 $ 1.18
Manufacturing cost before depreciation and amortization ($/throughput bbl) $ 3.52 $ 2.90 $ 3.30 $ 2.23

(j) We experienced reduced throughput during scheduled turnarounds at the Golden Eagle refinery during the 2008 first and second quarters, the Washington refinery during the 2008 first quarter, the Los Angeles refinery during the 2007 second quarter and the Golden Eagle and Utah refineries during the 2007 first quarter.

(k) Operating data for 2007 includes the Los Angeles refinery since acquired in May 2007.


TESORO CORPORATION
OPERATING DATA
(Unaudited)
       
 
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007
Mid-Continent (North Dakota & Utah) (j)
Throughput (thousand barrels per day)
Light crude 97 107 105 106
Other feedstocks 3 4 4 4
Total Throughput 100 111 109 110
 
Yield (thousand barrels per day)
Gasoline and gasoline blendstocks 58 66 63 63
Jet fuel 9 12 10 10
Diesel fuel 29 26 30 29

Heavy oils, residual products, internally produced fuel and other

9 11 10 11
Total Yield 105 115 113 113
 
Gross refining margin (in millions) (e) $ 155 $ 115 $ 603 $ 701
Gross refining margin ($/throughput bbl) (e) $ 16.82 $ 11.27 $ 15.12 $ 17.51
Manufacturing cost before depreciation and amortization ($/throughput bbl) $ 3.50 $ 3.32 $ 3.44 $ 3.07

TESORO CORPORATION
OPERATING DATA
(Unaudited)
 
 
Three Months Ended Years Ended
December 31, December 31,
2008 2007 2008 2007 (l)
RETAIL SEGMENT
Number of Stations (end of period)
Company-operated 389 449 389 449
Branded jobber/dealer 490   462   490   462  
Total Stations 879   911   879   911  
 
Average Stations (during period)
Company-operated 390 449 422 362
Branded jobber/dealer 491   457   489   384  
Total Average Retail Stations 881   906   911   746  
 
Fuel Sales (millions of gallons)
Company-operated 257 301 1,072 856
Branded jobber/dealer 71   67   282   242  
Total Fuel Sales 328   368   1,354   1,098  
 
Fuel Margin ($/gallon) (m) $ 0.32 $ 0.15 $ 0.21 $ 0.15
Merchandise Sales ($ millions) $ 52 $ 56 $ 223 $ 202
Merchandise Margin ($ millions) $ 13 $ 14 $ 57 $ 52
Merchandise Margin % 25 % 25 % 26 % 26 %
 
Segment Operating Income (Loss) ($ millions)
Gross Margins
Fuel (n) $ 105 $ 54 $ 286 $ 164
Merchandise and other non-fuel margin 18   21   78   69  
Total Gross Margins 123 75 364 233
Expenses
Operating expenses 46 60 216 182
Selling, general and administrative 5 7 24 24
Depreciation and amortization 17 9 49 28
Loss on asset disposals and impairments (o) 4   -   29   7  
Segment Operating Income (Loss) $ 51   $ (1 ) $ 46   $ (8 )

(l) The retail operating data for 2007 includes the Shell and USA Gasoline stations since acquired in May 2007.

(m) Management uses fuel margin per gallon to compare profitability to other companies in the industry. Fuel margin per gallon is calculated by dividing fuel gross margin by fuel sales volume and may not be calculated similarly by other companies. Investors and analysts use fuel margin per gallon to help analyze and compare companies in the industry on the basis of operating performance. This financial measure should not be considered as an alternative to segment operating income and revenues or any other measure of financial performance presented in accordance with accounting principles generally accepted in the United States.

(n) Includes the effect of intersegment purchases from the refining segment at prices which approximate market.

(o) The loss on asset disposals and impairments for the year 2008 reflects closing 42 Mirastar stations and the pending sale or closure of additional retail stations.

CONTACT:
Tesoro Corporation
Investors:
Scott Phipps, Director, Investor Relations, 210-626-4882
or
Media:
Lynn Westfall, SVP of External Affairs and Chief Economist, 210-626-4697

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