[Translation]
October 12, 2004
To whom it may concern:
INPEX CORPORATION
Kunihiko Matsuo
Representative Director and President(Code Number: 1604)
Inquiries to: Yutaka Inoue
Director, Public Affairs Department(Tel: 03-5448-1201)
Notice of Resolution of the Board of Directors regarding Secondary Offering of Shares
We hereby notify you that the Meeting of the Board of Directors of the Company held on
October 12, 2004 passed a resolution as follows with respect to a secondary offering of sharesin accordance with the listing of the Company’s common shares on the Tokyo Stock
Exchange, Inc.
1. Secondary Offering of Shares(1) Class of Shares subject toCommon shares of the Company
the Offering(2) Number of Shares subject
to the Offering(i) Japanese offering:(ii) International offering:

249,201 shares
94,524 shares

Provided, however, that the final breakdown between thenumber of shares in (i) and (ii) above will be determinedon the Offer Price Determination Date set forth in Item (3)below upon taking the level of demand into account, andthe maximum total number of shares, which is theaggregate of (i) and (ii) above, will be 343,725 shares (the“Total Shares Offered”).
(3) Offer PriceYet to be determined.
The offer price will be determined on November 8, 2004
(the “Offer Price Determination Date”) after presenting thetentative price range, and taking the level of demand into
account based on such tentative price range.

(4) Offerer and Number ofShares subject to theOffering(i) Japanese offering:

Japan National
Oil Corporation

249,201
shares(ii) International offering:

Japan National
Oil Corporation

94,524
sharesThis document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed information
about the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.

(5) Offering Method(i) Japanese offering
The shares will be offered to the public in Japan, and will
be purchased and underwritten by Daiwa Securities SMBC
Co. Ltd., Nikko Citigroup Limited, Nomura Securities Co.,
Ltd., Goldman Sachs (Japan) Ltd., Tokyo Branch, UFJ
Tsubasa Securities Co., Ltd., Shinko Securities Co., Ltd.,
Mitsubishi Securities Co., Ltd., Mizuho Securities Co.,Ltd., SMBC Friend Securities Co., Ltd., Tokai Tokyo
Securities Co., Ltd., Okasan Securities Co., Ltd., Marusan
Securities Co., Ltd., Ichiyoshi Securities Co., Ltd., Cosmo
Securities Co., Ltd., Aizawa Securities Co., Ltd., Morgan
Stanley Japan Ltd., Tokyo Branch, Mito Securities Co.,
Ltd., Tachibana Securities Co., Ltd., Merrill Lynch Japan
Securities Co., Ltd., Tokyo Branch, World Nichiei Frontier
Securities Co., Ltd., Matsui Securities Co., Ltd., UBS
Securities Japan Ltd., Takagi Securities Co., Ltd., Kyokuto
Securities Co., Ltd., Ace Securities Co., Ltd., Retela Crea
Securities Co., Ltd., Chuo-Securities Co., Ltd., Socius
Securities Co., Ltd., livedoor Securities Co., Ltd., Hinode
Securities Co., Ltd., E*TRADE Securities Co., Ltd.,
Maruhachi Securities Co., Ltd., Credit Suisse First Boston
Securities (Japan) Ltd., Tokyo Branch, Naito Securities
Co., Ltd. and J.P. Morgan Securities Asia Pte. Limited,Tokyo Branch.
(ii) International offering
The shares will be offered outside Japan, in overseas
markets mainly in Europe and the United States (providedthat in the United States, the offering will be restricted toprivate offerings to qualified institutional buyers as defined
under and in reliance on Rule 144A under the United States
Securities Act of 1933), and the total amount of theinternational offering will be individually purchased andunderwritten by international managing underwriters,
being Daiwa Securities SMBC Europe Limited, Goldman
Sachs International, Citigroup Global Markets Limited andNomura International plc, acting as international joint leadmanagers.

(6) Subscription Period

November 9, 2004 (Tuesday) to November 12, 2004(Friday)(7) Delivery Date

November 17, 2004 (Wednesday)(8) Subscription Unit1 share

This document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed information
about the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.

(9) Others

The closing of the Japanese offering is conditioned upon
the filing under the Securities and Exchange Act of Japantaking effect.

EndThis document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed information
about the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.

[Reference]
1.
(1)

Summary of Offering
Offerer and Number ofShares subject to theOffering

Common shares of the Company(i) Japanese offering:

Japan National
Oil Corporation

249,201
shares(ii) International offering:

Japan National
Oil Corporation94,524
shares(2)

Period for Declaring
DemandOctober 26, 2004 (Tuesday) to November 5, 2004 (Friday)(3)

Price Determination Date

November 8, 2004 (Monday)(4)

Subscription Period

November 9, 2004 (Tuesday) to November 12, 2004(Friday)(5)

Delivery Date of Share
CertificatesNovember 17, 2004 (Wednesday)

2.

Distribution of Profits to Shareholders(1)

Basic Policy of Profit Distribution
The basic policy of the Company is to make stable dividend payments giving
consideration to a balance between returning profits to shareholders and enhancing theCompany’s financial base. As a result, the Company has continuously paid dividends
from the 11th Business Term, when the Company began paying dividends, to the 39thBusiness Term (fiscal year ended March 2004).

(2)

Use of Retained Earnings
The Company plans to effectively use retained earnings in efficient investments aiming
to secure new reserves, by appropriating such retained earnings to investments in theexploration and development of petroleum and natural gas in Indonesia and otheroverseas locations.

(3)

Specific Measures to Increase Future Dividends to Shareholders
The Company hopes to make positive efforts to return profits to shareholders, but thespecific details of this are yet to be determined.

This document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed information
about the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.

(4)Dividends over the Past Three Fiscal Years (Non-consolidated basis)

Net income pershare
Dividend per share(Interim dividendper share)
Actual dividend
payout ratio
Return on equity
Dividends on equity(Note)
1.
2.

3.
4.

5.

Year Ended March
2002
45,044.66 yen

Year Ended March
2003
45,779.20 yen

Year Ended March
2004
47,959.97 yen

10,000 yen(-)

10,000 yen(-)

10,000 yen
(-)

22.2%

21.8%

20.9%

12.2%
2.6%

11.4%
2.4%

11.0%
2.2%

The net income per share is calculated based on the average number ofoutstanding shares during the term.
The return on equity is the value calculated as the net income divided by theshareholders’ equity (average of the values at the beginning and end of term), andthe dividends on equity is the value calculated as the total amount of dividends
divided by the shareholders’ equity.
The Company conducted a stock split of three for one (3:1) on May 18, 2004.
From the fiscal year ended March 2003, the “Accounting Standards for Earnings
per Share” (Accounting Standards No. 2) and the “Implementation Guidance for
Accounting Standards for Earnings per Share” (Implementation Guidance for
Accounting Standards No. 4) have been applied with respect to the calculation of
the net income per share.
In relation to the stock split described above, the trends of the indices per shareafter making retroactive amendments for the effects of the stock split pursuant to
the notice from the Tokyo Stock Exchange to the underwriter in charge of thisoffering entitled “Points in Preparing the Securities Report (Part I) for ListingApplication” (TSE Listing Examination No. 460 of August 16, 2004, are as
follows for reference purposes. In the table below, the “Accounting Standardsfor Earnings per Share” (Accounting Standards No. 2) and the “Implementation
Guidance for the Accounting Standards for Earnings per Share” (Implementation
Guidance for Accounting Standards No. 4) have not been applied with respect tothe relevant values on and before the fiscal year ended March 2002.
Further, the values on and before the fiscal year ended March 2002 (and all valueswith respect to the dividends per share) have not been audited by Shin Nihon &Co.

Net income pershare

Year Ended March Year Ended March Year Ended March2002
2003
2004
15,014.88 yen
15,259.73 yen
15,986.65 yen

This document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed information
about the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.

Dividends pershare(Interim dividendsper share)

3,333 yen(-)

3,333 yen(-)

3,333 yen(-)

3.
Basic Distribution Policy
The Company’s shares may be sold to investors who have not declared their demand, after
taking into account factors such as the satisfaction of the criteria for the number ofshareholders prescribed in the Criteria for Listing Examination of Shares of the Exchange andsecuring the liquidity of the shares after listing. With respect to sales to investors who havedeclared their demand, the underwriters intend to select those investors from among theinvestors who have declared their demand at the offer price or higher, in accordance with theinternal regulations of each underwriter regarding sale, after taking into account, in principle,
matters such as the degree of active participation in the declaration of such demand,experience and knowledge in securities investments and investment policies. With respect
to sales to investors who have not declared their demand, the underwriters intend to selectinvestors in accordance with the internal regulations of each underwriter regarding sale, after
taking into account, in principle, matters such as the degree of active participation in thedeclaration of such demand, experience and knowledge in securities investments, investment
policies and the trading status with the underwriter.
4.
OthersA number of shares from among the 249,201 shares offered in the Japanese offering arescheduled to be sold to the Employee Stock Ownership Association of the Company.
(Note)The statements in relation to the future dividends in “2. Distribution of Profits toShareholders” are not intended to promise a certain amount of dividends, and are
based on expectations.

EndThis document is a press release for public information only. It has not been prepared for the purpose of soliciting investment in shares ofINPEX Corporation (the “Company”), nor does it constitute an offer of any securities for sale in Japan. If you intend to invest in shares of theCompany, you are required to read the Company’s Japanese prospectus (including any amendments to it) and to make your own decision, atyour responsibility, on whether to invest or not. This is not an offer of securities for sales in the United States. Securities may not be offeredor sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will
be made by means of a prospectus that may be obtained from the Company or the selling shareholder and will contain detailed informationabout the Company and its management, as well as financial statements of the Company. No public offering of securities will be made in
the United States in connection with the above-mentioned transactions.