BP (BP)

VALIDITY OF SECURITIES

The Group General Counsel of BP will pass upon the validity of the debt securities and guarantees as to matters of English law. The Managing Attorney—Corporate of BP will pass upon the validity of the debt securities and guarantees as to matters of United States law. The Senior Legal Counsel of BP Canada will pass upon Canadian law matters. (The opinion of the Senior Legal Counsel to BP Canada will state that claims may be barred pursuant to laws relating to limitation of actions, interest on judgment debt is limited pursuant to the Judgment Interest Act (Alberta) and a court in Canada is precluded from giving a judgment in any currency other than Canadian currency pursuant to the Currency Act (Canada)).

In connection with particular offerings of debt securities in the future, the validity of those debt securities may be passed upon by Sullivan & Cromwell LLP, U.S. counsel to BP, as to certain matters of New York law. Cleary Gottlieb Steen & Hamilton LLP or any other law firm named in the applicable prospectus supplement will pass upon the validity of those debt securities and certain other matters of New York law for any underwriters or agents.

VALIDITY OF SECURITIES

In connection with particular offerings of the debt securities in the future, the validity of the debt securities and guarantees may be passed upon for us by Sullivan & Cromwell LLP as to certain matters of New York law, and for any underwriters by Cleary Gottlieb Steen & Hamilton LLP or any other law firm named in the applicable prospectus supplement, as to certain matters of New York law. The validity of the debt securities and guarantees may be passed upon for us by the Group General Counsel as to certain matters of English law.

VALIDITY OF SECURITIES

VALIDITY OF SECURITIES

The Group General Counsel of BP will pass upon the validity of the debt securities and guarantees as to matters of English law. The Managing Attorney—Corporate of BP will pass upon the validity of the debt securities and guarantees as to matters of United States law. The Senior Legal Counsel of BP Canada will pass upon Canadian law matters. (The opinion of the Senior Legal Counsel to BP Canada will state that claims may be barred pursuant to laws relating to limitation of actions, interest on judgment debt is limited pursuant to the Judgment Interest Act (Alberta) and a court in Canada is precluded from giving a judgment in any currency other than Canadian currency pursuant to the Currency Act (Canada)).

In connection with particular offerings of debt securities in the future, the validity of those debt securities may be passed upon by Sullivan & Cromwell LLP, U.S. counsel to BP, as to certain matters of New York law. Cleary Gottlieb Steen & Hamilton LLP or any other law firm named in the applicable prospectus supplement will pass upon the validity of those debt securities and certain other matters of New York law for any underwriters or agents.

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Rupert M. Bondy, Group General Counsel of BP. As of the date of this Prospectus, Mr. Bondy owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain rights to purchase such shares).

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Rupert M. Bondy, Group General Counsel of BP. As of the date of this Prospectus, Mr. Bondy owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain rights to purchase such
shares).

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Rupert M. Bondy, Group General Counsel of BP. As of the date of this Prospectus, Mr. Bondy owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain rights to purchase such shares).

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Rupert M. Bondy, Group General Counsel of BP. As of the date of this Prospectus, Mr. Bondy owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain rights to purchase such
shares).

VALIDITY OF SECURITIES

The Group General Counsel of BP will pass upon the validity of the debt securities and guarantees as to matters of English law. The Managing Attorney—Corporate of BP will pass upon the validity of the debt securities and guarantees as to matters of United States law. The Senior Legal Counsel of BP Canada will pass upon Canadian law matters. (The opinion of the Senior Legal Counsel to BP Canada will state that claims may be barred pursuant to laws relating to limitation of actions, interest on judgment debt is limited pursuant to the Judgment Interest Act (Alberta) and a court in Canada is precluded from giving a judgment in any currency other than Canadian currency pursuant to the Currency Act (Canada)).

In connection with particular offerings of debt securities in the future, the validity of those debt securities may be passed upon by Sullivan & Cromwell LLP, U.S. counsel to BP, as to certain matters of New York law. Cleary Gottlieb Steen & Hamilton LLP or any other law firm named in the applicable prospectus supplement will pass upon the validity of those debt securities and certain other matters of New York law for any underwriters or agents.

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Peter B.P. Bevan, Group General Counsel and Executive Vice President of BP. As of the date of this Prospectus, Mr. Bevan owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain rights to purchase such shares).

VALIDITY OF SECURITIES

The validity under English law of the ordinary shares of BP underlying the BP ADSs to be offered pursuant to the Plan has been passed upon for BP by Peter B.P. Bevan, Group General Counsel and Executive Vice President of BP. As of the date of this Prospectus, Mr. Bevan owned less than 0.1% of the BP ordinary shares outstanding (including options representing certain
rights to purchase such shares).

VALIDITY OF SECURITIES

The Group General Counsel of BP will pass upon the validity of the debt securities and guarantees as to matters of English law. The Managing Attorney—Corporate of BP will pass upon the validity of the debt securities and guarantees as to matters of United States law. The Senior Legal Counsel of BP Canada will pass upon Canadian law matters. (The opinion of the Senior Legal Counsel to BP Canada will state that claims may be barred pursuant to laws relating to limitation of actions, interest on judgment debt is limited pursuant to the Judgment Interest Act (Alberta) and a court in Canada is precluded from giving a judgment in any currency other than Canadian currency pursuant to the Currency Act (Canada)).

In connection with particular offerings of debt securities in the future, the validity of those debt securities may be passed upon by Sullivan & Cromwell LLP, U.S. counsel to BP, as to certain matters of New York law. Cleary Gottlieb Steen & Hamilton LLP or any other law firm named in the applicable prospectus supplement will pass upon the validity of those debt securities and certain other matters of New York law for any underwriters or agents.

VALIDITY OF SECURITIES

The Group
General Counsel of BP will pass upon the validity of the debt securities and guarantees as to matters of English law. The Managing Attorney—Corporate of BP will pass upon the validity of the debt securities and guarantees as to matters of
United States law. The Senior Legal Counsel of BP Canada will pass upon Canadian law matters. (The opinion of the Senior Legal Counsel to BP Canada will state that claims may be barred pursuant to laws relating to limitation of actions, interest on
judgment debt is limited pursuant to the Judgment Interest Act (Alberta) and a court in Canada is precluded from giving a judgment in any currency other than Canadian currency pursuant to the Currency Act (Canada)).