To the shareholders of Bergesen d.y. ASA

SHAREHOLDERS ARE HEREBY INVITED TO ATTEND THE ANNUAL GENERAL MEETING
OF BERGESEN D.Y. ASA TO BE HELD THURSDAY 24 APRIL 2003 AT
1 P.M. AT THE COMPANY'S OFFICE, DRAMMENSVEIEN 106 IN OSLO

AGENDA:
1)
Approval of the notice of the meeting and the agenda.

2)
Election of two persons to sign the protocol together with the
Chairman.

3)
Approval of the annual accounts for 2002, including the company's and
the group's income statement and the balance sheet with notes
including distribution of dividend.

4)
Adoption of remuneration to the Board of Directors and the Auditor.

5)
Reduction of the share capital with NOK 5,691,625 by deletion of
totally 2,276,650 own shares divided into 2,031,500 A-shares and
245,150 B-shares.

6)
Changes of the Articles of Association.
Article 4 to be amended to read:
The company's share capital is NOK 143,363,515 divided into
57,345,406 shares, each of NOK 2.50 par value, consisting of
40,142,700 A-shares, totalling NOK 100,356,750 and 17,202,706
B-shares, totalling NOK 43,006,765.
A-shares each carry one vote at the General Meeting, B-shares are
non-voting shares. Otherwise A- and B-shares represent entirely equal
rights.

7)
Proposal to grant the company's Board of Directors power of attorney
to let the company acquire A- and/or B-shares in the company at a
total nominal value of up to NOK 14,336,351.
The highest and lowest amount to be paid for each share, irrespective
of class of shares, shall be NOK 300.00 and NOK 2.50.
The Board of Directors shall be free to elect the means for
acquisition or sale of shares in the company.
The power of attorney shall be valid for 18 months from the time it
has been granted.

8)
Election of members to the Board of Directors. Mr. Lars A.
Christensen, Mr. Johan Fr. Odfjell and Mr. Christian Ringnes have
accepted to be re-elected. The company's Articles of Association
allow for 5 to 7 members of the Board of Directors. The Board of
Directors presently consists of 5 members. It is proposed that the
Managing Director, Mr.  Svein Erik Amundsen, be elected as a new
member.

9)
Election of Chairman and Vice Chairman of the Board of Directors.



The Annual General Meeting will be opened and conducted by the
Chairman of the Board of Directors. Shareholders wishing to attend
the Annual General Meeting in person or by proxy are requested to
complete the enclosed form, which should be sent by mail to DnB ASA,
Verdipapirservice, Stranden 21, N-0021 Oslo, alternatively on telefax
no. +47 22 48 11 71. Registration may also be made via the company's
homepage www.bergesen.no (may not be used for proxies). Registration
must be received by DnB ASA no later than 1 p.m. on Tuesday 22 April
2003. With regard to rights of attendance and voting we refer you to
The Norwegian Public Limited Companies Act, in particular Chapter 5.
A written power of attorney dated and signed by the beneficial owner
giving such proxy must be presented at the meeting.

Oslo, 4 April 2003
The Board of Directors



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Copyright � Hugin ASA 2003. All rights reserved.