Canadian Overseas Petroleum Limited: Canadian Overseas Petroleum Limited Announces Offering of Common Shares

NOT FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS
RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.


Canadian Overseas Petroleum Limited ("COPL" or the "Company") (TSX VENTURE:XOP),
has filed with, and obtained a receipt for, a preliminary short form prospectus
from the securities regulatory authorities in all of the provinces of Canada,
(excluding Quebec) (the "Qualifying Provinces"), in connection with a marketed
offering (the "Offering") of common shares in the capital of the Company (the
"Common Shares"). The Offering will be led by FirstEnergy Capital Corp. as lead
agent on behalf of a syndicate of agents including Canaccord Genuity Corp. and
GMP Securities L.P. (collectively the "Agents"). The number of Common Shares to
be issued and the price at which they will be offered will be determined in the
context of the market. 


The Company is targeting to raise C$25,000,000 in aggregate gross proceeds
pursuant to the Offering. The Company intends to use the net proceeds from the
Offering to fund COPL's ongoing activities in Block LB-13 offshore Liberia where
COPL is carried by ExxonMobil Exploration and Production Liberia Limited,
exploration in New Zealand and for general corporate purposes.


The Offering is subject to customary conditions and the receipt of required
regulatory approvals, including the approval of the TSX Venture Exchange (the
"TSX-V"). The offering is scheduled to close on or about May 29th, 2013, or such
other date as the Company and the Agents may agree. The Common Shares will be
offered in all of the Qualifying Provinces and on a private placement basis in
the United States, the United Kingdom and Europe. 


This news release shall not constitute an offer to sell or the solicitation of
an offer to buy any securities in the United States, nor shall there be any sale
of the Common Shares in any jurisdiction in which such offer, solicitation or
sale may be unlawful. The Common Shares have not been and will not be registered
under the 1933 Act or any U.S. state securities laws and may not be offered or
sold in the United States absent registration under the 1933 Act or an
applicable exemption from the registration requirements of the 1933 Act and
applicable U.S. state securities laws. 


About the Company

COPL is an oil and gas exploration company focused on oil prospects in the
offshore West African continental margin and shale oil prospects onshore New
Zealand. COPL's Common Shares are listed under the symbol "XOP" on the TSX-V.


Forward Looking Statements

This press release may contain forward-looking statements based on COPL's
current expectations and assumptions as to a number of factors including
weather, regulatory approvals and general economic and industry conditions. If
those expectations and assumptions prove to be incorrect, or factors change,
then actual results could differ materially from the forward-looking statements
contained in this press release. 


Generally, statements included in this press release that address activities,
events or developments that COPL expects, believes or anticipates will or may
occur in the future are forward-looking statements. Such forward-looking
statements involve substantial known and unknown risks and uncertainties,
certain of which are beyond COPL's control, including: the impact of general
economic conditions in the areas in which COPL operates, civil unrest, industry
conditions, changes in laws and regulations including the adoption of new
environmental laws and regulations and changes in how they are interpreted and
enforced, increased competition, the lack of availability of qualified personnel
or management, fluctuations in commodity prices, foreign exchange or interest
rates, stock market volatility and obtaining required approvals of regulatory
authorities. In addition there are risks and uncertainties associated with the
oil and gas industry, therefore COPL's actual results, performance or
achievement could differ materially from those expressed in, or implied by,
these forward-looking statements will transpire or occur, or if any of them do
so, what benefits, including the amounts of proceeds, which COPL will derive
therefrom. Such statements are based on assumptions made by COPL based on its
experience perception of historical trends, current conditions, expected future
developments and other factors it believes are appropriate in the circumstances.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Canadian Overseas Petroleum Limited
Mr. Arthur Millholland
President and CEO
403.262.5441


Canadian Overseas Petroleum Limited
Rob Elgie
Manager of Investor Relations
403.262.5441


Pelham Bell Pottinger Public Relations
James Henderson
Managing Director or Mark Antelme
[phone]