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            CROWN CENTRAL PETROLEUM CORPORATION

                   L
                   L
                   LETTER TO THE 
                    ETTER TO THE 
                    ETTER TO THE S
                                 S
                                 SHAREHOLDERS
                                  HAREHOLDERS
                                  HAREHOLDERS




     To the Shareholders:
     To the Shareholders:
     To the Shareholders:

     Crown Central's results for 1996 reflect improved
     operating performance. For the full year, Crown
     reported a net loss of $3.0 million ($.31 per share) on
     revenues of $1.64 billion versus a net loss of $70.6
     million ($7.28 per share) on revenues of $1.45 billion
     in 1995.

     Crown Central Petroleum Corporation announced a net
     profit of $10.7 million ($1.09 per share) on revenues
     of $435 million for the fourth quarter of 1996 compared
     to a net loss of $67.8 million ($6.99 per share) on
     revenues of $359 million for the fourth quarter of
     1995.
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     The fourth quarter and  full year 1995 included the
     effects of a one time non-cash write-down of $52.3
     million ($80.5 million pre-tax) in connection with the
     accounting for the impairment of long-lived assets
     (SFAS 121).  Excluding the effects of this one-time
     write-down, the fourth quarter 1996 results represent
     an improvement in net income of $23.8 million ($2.69
     per share) as compared to the fourth quarter 1995 and
     an improvement of $15.4 million in net income ($1.57
     per share) for the full year.

     Operating cash flow (net income before taxes, interest,
     non-cash charges and LIFO accounting provisions,
     referred to as EBITDAAL) amounted to $41.6 million for
     the full year 1996 compared to $35.9 million in 1995
     for an increase of 15.9%.  The cash position at the end
     of 1996 remained strong at $36.0 million with no
     outstanding borrowings under the Company's credit
     facility.


     ________
     Refining
     ________
     Refining
     ________
     Refining


     Several factors contributed to the improved operating
     results in the fourth quarter of 1996.  Stronger prices
     for distillates led to improved Gulf Coast refining
     margins, and wholesale product margins were strong for
     products refined and sold in the La Gloria system. 
     Both refineries experienced lower maintenance and
     manpower costs, continuing a trend that has been
     underway since 1993.

     (Photograph of Henry A. Rosenberg, Jr. Chairman of the
     Board, President and Chief Executive Officer)
     (Photograph's Caption: Henry A. Rosenberg, Jr. Chairman
     of the Board and  Chief Executive Officer)

     In July, Crown and Statoil North America Inc., a
     subsidiary of the national oil company of Norway,
     entered into an agreement for processing crude oil at
     the Houston refinery.  Under the terms of this
     agreement, Statoil supplies 20,000 barrels per day of
     crude oil and Crown in return provides refined products
     to Statoil.  This agreement has enabled Crown to more
     efficiently utilize and manage its production
     facilities.  Due to this arrangement and as a result of
     tighter inventory controls, crude oil and petroleum
     inventories were reduced significantly below 1995
     levels. 

     Two new process units were placed in operation at the
     Houston refinery in 1996.  One of these units permits
     the sale of the FCC lean gas, allowing Crown to receive
     a premium over fuel gas value for the ethylene in this
     stream.  A new reformate splitter was also placed in
     service,  increasing the company's ability to
     manufacture reformulated gasoline.  At the Tyler
     refinery, the FCC and sulfur recovery units were
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     modified, enabling the facility to increase its
     production of gasoline and low sulfur diesel.

     The refineries operated well during 1996, having met
     production targets and operating expense goals, and for
     the second consecutive year the Houston refinery will
     receive the NPRA Gold Award for safety.  We are
     optimistic about the future competitiveness of our
     refineries.  In broad terms, refining industry analysis
     points to modest margin improvements over the
     intermediate term.  Demand for gasoline is strong due
     in part to the popularity of sport utility vehicles,
     increased summer driving and faster speeds being
     permitted on U.S. highways.  Although we can expect to
     see a modest amount of refinery capacity expansion in
     the future, we believe that most of the significant
     increases have already been accomplished.

     The lockout of the labor union employees represented by
     the Oil Chemical and Atomic Workers (OCAW) at Houston
     continues as of the date of this letter.  The company
     has proposed a contract which includes the wage and
     benefit patterns established in the 1996 negotiations
     with the majority of the refineries in the United
     States.  Our efforts will continue to restore and
     maintain the competitiveness of the Houston facility. 
     Crown salaried and temporary contract employees are
     managing the refinery  with reduced operating costs and
     have performed to the highest professional standards
     under difficult circumstances.  The safety record
     during this period has been exceptional with the
     recordable incident rate approximately 65% below the
     rate experienced in 1995. These employees are to be
     commended by management, the board of directors and
     shareholders for a job well done.





     _________
     Marketing
     _________
     Marketing
     _________
     Marketing


     Crown Marketing finished a strong year with increases
     in all major categories of comparable store
     performance.  Merchandise sales were up 3.5%; net
     merchandise dollars were up 9.9%.  Fuel sale gallonage
     increased 3.7% while net fuel margin dollars grew by
     4.4%.  Total store count dropped from 348 at the end of
     1995 to 343 for the year just ended.  This was
     primarily due to the sale of five marginal units in
     Montgomery, Alabama.  One new ground-up unit was built
     in Easton, Maryland and one complete rebuild was opened
     in Columbus, Georgia. In July, the first A&W franchise
     unit was opened in one of our Fast Fare locations in
     Columbus, Georgia. Commitments have been made for other
     sites throughout our service area.

     In May, the creation of CrownCen Marketing Co. as the
     new retail operating unit of Crown Central Petroleum
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     was announced. The CrownCen trade name designation will
     give Crown retail marketing operations a distinct
     identity within the oil business and to its vendors.
     Frank B. Rosenberg, Senior Vice President-Marketing at
     Crown Central Petroleum, was named President of
     CrownCen Marketing Co.

     <PAGE>

     Also, in May, the Company and First Maryland Bankcorp
     credit subsidiary, First Omni Bank, announced the
     public release of the new Crown MasterCard Credit Card.
     An innovative marketing approach, the card offers
     premiums, based on levels of purchases charged at Crown
     stations, to be selected from Crown's ``
                                            SAVE EVERY
     MILE''
           rewards catalog. While competition is intense in
     the credit card market, Crown has been pleased with the
     initial customer response.

     Crown's Point-of-Sale and Scanning project is nearing
     rollout to all of our company operated stores. Once
     completed in late 1997, Crown units will be equipped
     with the latest in retail marketing technology. This
     will allow us to help speed our customers through
     checkout, provide quality training systems for our
     store employees, and deliver in-depth management
     reporting aimed at improving results.



     __________________
     Regulatory Affairs
     __________________
     Regulatory Affairs
     __________________
     Regulatory Affairs


     Over the past year, the petroleum industry has been the
     focus of several federal environmental initiatives that
     could significantly impact the manufacture,
     distribution, and sale of petroleum products into the
     next century. 

     The federal Environmental Protection Agency (EPA) has
     proposed revising the National Ambient Air Quality
     Standards (NAAQS) for ozone and particulate matter. The
     proposal designates hundreds of areas across the
     country as non-attainment. These non-attainment areas
     could require the sale of reformulated gasoline (RFG)
     and installation of Stage II control nozzles on fuel
     dispensers. In addition, both Crown refineries and most
     terminal facilities could be subjected to more
     stringent emission controls. Under a court order, EPA
     must finalize the NAAQS rule by June 1997.

     The EPA is working with state environmental regulators
     through the Ozone Transport Assessment Group (OTAG) to
     address interstate transport of air pollution. OTAG has
     proposed requiring a low-sulfur, reformulated gasoline
     in 37 states east of the Rocky Mountains. OTAG is
     scheduled to submit its final recommendations to EPA by
     March 1997. In addition, EPA will be issuing both a
     proposed rule and guidance document this spring that
     could significantly expand reformulated gasoline
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     markets by allowing all areas of the country to adopt
     the federal RFG program. The program is currently
     limited to non-attainment areas.

     Crown Central, along with other concerned companies and
     trade associations, is working to defeat these
     additional proposals based on the lack of scientific
     data to support a revised NAAQS, and the lack of
     evidence that RFG is cost effective in reducing the
     transport of ozone. Even the Chairman of EPA's own
     Clean Air Scientific Advisory Committee, Dr. George
     Wolff, stated on February 5, ``
                                   the new standard was
     established on too little evidence and wasn't
     scientifically defensible.''
                                 Wolff also stated it would
     take an additional 5 year study to accurately determine
     the need for further air quality regulations.

     The simple fact is that since 1970 when the EPA was
     established, the U.S. population is up 27%, twice as
     many miles are being driven and the GNP has nearly
     doubled, yet six major categories of emission
     pollutants have decreased 24%. New cars today have 95%
     less tailpipe emissions than those of the mid-1960's.

     In April, a new senior comprehensive management
     structure was announced. Randall M. Trembly was elected
     Executive Vice-President of the Corporation. Phil W.
     Taff was elected Executive Vice President and Chief
     Financial Officer. Edward L. Rosenberg was named Senior
     Vice President-Supply and Transportation. Frank B.
     Rosenberg was elected Senior Vice President-Marketing
     and John E. Wheeler, Jr. was elected Senior Vice
     President-Finance and Treasurer. These and other
     appointments were made to consolidate management and
     form responsibilities around key business units.

     Crown's Business Process Improvement Project (BPIP)
     continued in 1996 with successful implementation of new
     procurement and accounts payable business processes and
     information systems throughout the Company. In 1997,
     additional implementations of new financial, sales,
     inventory and asset management systems are expected to
     be brought on-line. We anticipate that this strategic
     initiative will provide key managers with more timely
     and accurate information to enhance decision making and
     help to lower administrative costs.

     On January 30, 1997, Sanford V. Schmidt was elected a
     Director of Crown Central. Mr. Schmidt is Senior Vice
     President and Chief Administrative Officer of American
     Trading and Production Corporation (ATAPCO).

     These are challenging times in the refining and
     marketing industry and the value of our employees is
     shown everyday as we forge ahead with a stronger and
     more determined company. Your continued confidence and
     support is greatly appreciated.

     Sincerely,
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     Henry A. Rosenberg, Jr.
     Chairman and Chief Executive Officer