Proposed Merger of Best Pacific and Spirit

Business Wire, Feb 17, 1997

CALGARY, Alberta--(BUSINESS WIRE)--Feb. 17, 1997--Best Pacific (Alberta Stock Exchange:BPG.) Spirit (Alberta Stock Exchange:SRP.) Best Pacific Resources Ltd. ("Best Pacific") and Spirit Corporation ("Spirit") today announced that they have entered into a merger agreement, pursuant to which it is proposed that Best Pacific will make an offer to purchase all of the issued and outstanding shares of Spirit by way of a take over bid.

Holders of common shares of Spirit will be offered one (1) unit ("Unit") of Best Pacific in exchange for each six and one-half (6 1/2) common shares of Spirit tendered pursuant to the take over bid offer. Each Unit of the offer shall consist of one (1) common share of Best Pacific and one-half of one (1/2) share purchase warrant of Best Pacific. Each full warrant shall entitle the holder thereof to purchase one (1) common share of Best Pacific at a purchase price of $1.75 per common share, on or before June 30, 1998.

Best Pacific and Spirit further announce that Best Pacific and certain shareholders of Spirit have entered into a lock-up agreement pursuant to which holders of approximately 39 percent of the issued and outstanding common shares of Spirit have agreed to tender their common shares pursuant to the take over bid offer. The directors of both companies have unanimously approved the merger proposal.

The companies, after a thorough analysis, see significant synergistic benefits resulting from the merger. On a pro forma basis, cash flow per share is enhanced and the combination increases the working interest in an important exploratory well soon to be drilled. Shareholders of Spirit will receive a security with greatly enhanced liquidity and strong growth prospects. The combined company will have more than 1,350 barrels of oil equivalent of daily production and 33,250 net acres of undeveloped land. -0-

Neither the Alberta Stock Exchange nor any other regulatory body have reviewed this news release and they neither approve nor disapprove of the contents of this news release.

CONTACT: Best Pacific Resources Ltd.

Stephen C.M. Ko, 403/263-8389

403/233-7463 (FAX)

or

Spirit Corporation

Michael E. Lobsinger, 403/233-8876

403/233-8878 (FAX)