Petropower Energy Announces Take-over Bid of Justinian Explorations Ltd.

CALGARY, ALBERTA--(BUSINESS WIRE)--March 19, 1997-- Petropower (Alberta Stock Exchange PPW.) -- Petropower Energy Inc. ("Petropower") (trading symbol PPW - ASE), announces that it intends to make a take-over bid pursuant to a securities exchange take-over bid circular to acquire all the issued and outstanding shares of Justinian Explorations Ltd. ("Justinian"), a private Alberta oil and gas company. In anticipation of making the take-over bid, Petropower has entered into a Business Combination Agreement dated March 11, 1997, among all the shareholders of Justinian and certain controlling shareholders of Petropower. The controlling shareholders of Petropower who have signed the Business Combination Agreement beneficially control 67 percent of the issued and outstanding shares of Petropower. The Business Combination Agreement was fully executed on March 14, 1997. Under the Business Combination Agreement it is proposed that each common share of Justinian will be exchanged for seven common shares of Petropower. All of Justinian's outstanding warrants and options are to be exchanged on the same basis. The Agreement also provides that subsequent to the share exchange, the Petropower common shares will be consolidated on a seven to one basis.

The proposed transaction constitutes a reverse take-over as that term is defined in Circular No. 8 of the policies of The Alberta Stock Exchange. As such the proposed transaction is subject to regulatory and shareholder approval. Furthermore, the halt in the trading of Petropower's stock will remain in place until the completion of the review of the proposed transaction.

It is intended that the following individuals will be appointed or nominated to join Bill Fung to Petropower's board; Messrs. Gordon Stollery, Clarence Chow, Colin Ogilvy, Brian Moss, John Weatherall and William Wolodarsky. Upon obtaining all necessary approvals the following officer appointments will be made; Mr. Clarence Chow as President, Dr. Brian Moss as Vice President, Exploration, Mr. Bill Fung as Vice President, Engineering and Operations and Ms. Sandy Luttyck as Secretary-Treasurer.

Justinian is an oil and gas company which holds an interest in a Petroleum Exploration and Production Sharing Agreement respecting certain properties in the Romanian coastal Black Sea area. To date, Justinian has spent approximately $3,000,000 in exploration expenses under the agreement. Justinian is presently budgeting to spend approximately $1,500,000 for its portion of the present 1997 three well drilling program. The issued and outstanding capital of Justinian consists of 12,416,785 common shares, 430,000 warrants to purchase common shares at $0.55 per share and 1,225,000 option to purchase common shares at $0.55 per share. -0-

THE ALBERTA STOCK EXCHANGE HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS RELEASE.

CONTACT: Petropower Energy Inc.

Mr. Bill Fung, 403/265-4404

403/262-6772 (FAX)