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Pennzoil-Quaker State Reports Full-Year and Q4 2000 Results

    HOUSTON, Feb. 15 Pennzoil-Quaker State Company
today announced full-year 2000 net income of $49.4 million before nonrecurring
charges, or 63 cents per basic share, compared to net income of $44.5 million,
or 57 cents per basic share in 1999, as restated to reflect the previously
announced change in inventory accounting method.  Total revenue was
$3.2 billion for 2000, a 7.2 percent increase compared to 1999.

    The full-year results include a fourth quarter 2000 recurring net loss of
$4.9 million or six cents per share, versus a recurring net loss of two cents
per share a year ago.  Including nonrecurring charges related to asset
impairments, liabilities incurred in connection with the pending sale of the
Shreveport refinery, and merger and restructuring costs, the reported net loss
was $101.3 million or $1.29 per share for the fourth quarter and $86.2 million
or $1.10 per share for the full year.

    "Throughout 2000, we experienced an unprecedented rise in the cost of
basic raw materials and consequently some tough market conditions," said James
J. Postl, president and chief executive officer.  "Gasoline prices
skyrocketed, causing motorists to cut back on driving, resulting in fewer oil
changes and a limited budget for the purchase of discretionary automotive
products.  The rise in crude prices and decline in key foreign currencies
slowed the growth of the company's international business.  In response to
these challenges, Pennzoil-Quaker State Company implemented the appropriate
price increases and accelerated cost cutting initiatives to weather the
economic storm."

    Lubricants and Consumer Products:  For the full-year 2000, lubricants and
consumer products, including international operations, reported operating
income of $201.6 million excluding nonrecurring charges, a 2.2 percent
increase compared to $197.4 million in 1999.  Total revenue was $2 billion,
5.1 percent above the previous year's $1.9 billion.

    Recurring operating income for this segment was $33.5 million in the
fourth quarter versus $45.7 million last year.  Fourth quarter revenue
increased 5.1 percent to $473.1 million, driven by a 15.2 percent increase
from consumer products and a 22.4 percent increase from international.
Lubricants' revenue increased 3.8 percent versus a year ago.

    Pennzoil(R) motor oil is entering its 15th consecutive year as America's
number one selling motor oil with an average 12-month market share of
22.4 percent, up 0.6 points versus prior year.  Quaker State(R) motor oil is
the number two selling motor oil in the United States with an average market
share of 14.1 percent.

    Jiffy Lube International: For the full-year 2000, Jiffy Lube reported
operating income of $27.9 million excluding nonrecurring charges, a
59.4 percent increase compared to $17.5 million in 1999.  Total revenue for
2000 was $341.0 million, a decrease of 20.6 percent compared to $429.3 million
in 1999.

    Recurring operating income for Jiffy Lube in the fourth quarter was
$7.7 million, a 67.4 percent increase from $4.6 million last year.  Comparable
store sales were up 4.8 percent systemwide in the quarter.  Revenues were
$82.7 million, an 11.3 percent decrease from the fourth quarter a year ago due
to the sale of company-owned stores to franchisees.  The year-over-year
improvement in operating income highlights the continued turnaround begun late
in 1999 at the nation's number one fast lube operation.  Jiffy Lube has
generated consistently higher company center comparable sales while increasing
royalty and rental income due to the greater number of franchise stores.

    Excel:  Due principally to higher base oil prices, revenues for the
full-year 2000 related to intersegment sales by Excel to lubricants and
consumer products combined with Excel's equity share of income from the
company's investment in Excel paralubes, totaled $185.7 million, a 47.8
percent increase over 1999.  Recurring operating income for this segment
increased to $31.6 million, up $16.5 million from a year ago, primarily due to
higher base oil margins.

    Recurring operating income for this segment was $0.6 million in the fourth
quarter compared to $5.1 million in 1999.  The year over year decline was the
result of a scheduled turnaround that halted production for half of the
quarter.  This shutdown resulted in lower total revenues before intersegment
sales eliminations of $23.9 million, a 39.1 percent decrease from $39.3
million for the fourth quarter of 1999.

    Base Oil & Specialty Products:  For the full-year 2000, revenue increased
25.4 percent while recurring operating loss decreased $4.2 million from a year
ago to $2.4 million due primarily to lower overhead expenses.

    This segment reported a recurring operating loss in the fourth quarter of
$3.3 million compared to a recurring operating loss of $15.0 million in 1999,
reflecting reduced losses due to asset sales and lower overhead expenses.
Total revenue was $267.4 million, a 4.0 percent decrease from $278.4 million
for the fourth quarter of 1999.  Pennzoil-Quaker State Company plans to
complete its divestiture of its Base Oil and Specialty Products segment in
2001.
    
    The following are the unaudited results of operations for the quarter and
twelve months ended December 31, 2000 and 1999.


                                Three Months Ended      Twelve Months Ended
                                    December 31             December 31
                                 2000        1999        2000         1999
                             (Expressed in thousands except per share amounts)

      REVENUES
        Lubricants and
         Consumer Products      $473,123    $450,073  $2,001,389   $1,904,517
        Base Oil and Specialty
         Products                267,397     278,377   1,094,265      872,523
        Jiffy Lube                82,673      93,221     340,996      429,252
        Excel [A]                 23,937      39,290     185,733      125,658
        Other                        111      (1,830)      5,303       (4,937)
        Intersegment sales       (80,546)    (94,077)   (423,645)    (338,081)
          Total revenues        $766,695    $765,054  $3,204,041   $2,988,932

      OPERATING INCOME
        Lubricants and
         Consumer Products       $10,612     $37,512    $171,145     $171,691
        Base Oil and Specialty
         Products                 (3,329)    (17,352)    (16,166)     (17,301)
        Jiffy Lube                 4,794     (15,239)     23,591      (16,435)
        Excel [A]                    592       5,111      31,589       15,112
        Charges Related to
         Asset Disposals        (131,332)   (493,910)   (131,332)    (493,910)
        Other                      1,396      (1,792)        480        3,366
          Total operating
           income (loss)        (117,267)   (485,670)     79,307     (337,477)

      Corporate administrative
       expenses                   27,376      23,105     113,056       81,134
      Interest charges, net       25,319      21,623      94,895       80,588

      Loss before income tax    (169,962)   (530,398)   (128,644)    (499,199)
      Income tax benefit         (68,631)   (207,249)    (42,470)    (188,056)


      NET LOSS                 $(101,331)  $(323,149)   $(86,174)   $(311,143)

      BASIC AND DILUTED
       LOSS PER SHARE             $(1.29)     $(4.14)     $(1.10)      $(4.00)


      AVERAGE SHARES
       OUTSTANDING
        BASIC                     78,698      78,094      78,468       77,850
        DILUTED                   78,698      78,094      78,468       77,850
      END OF PERIOD SHARES
       OUTSTANDING                78,744      78,286      78,744       78,286

      [A] Operating income for Excel includes partnership income accounted for
          using the equity method.  Excel revenues totaling $24.6 million and
          $36.6 million for the quarters ended December 31, 2000 and 1999,
          respectively, and $166.8 million and $118.4 million for the twelve
          months ended December 31, 2000 and 1999, respectively, are
          eliminated in intersegment sales.


     The following reconciles unaudited results of operations with recurring
results for the three months ended December 31, 2000.

                                                 Three Months Ended
                                                  December 31, 2000
                                                   Nonrecurring
                                         Reported      Items        Recurring
                                           (Expressed in millions except per
                                                    share amounts)

      OPERATING INCOME
        Lubricants and Consumer
         Products                           $10.6    $22.9 [A]      $33.5
        Base Oil and Specialty Products    (134.6)   131.3 [B]       (3.3)
        Jiffy Lube                            4.8      2.9 [C]        7.7
        Excel                                 0.6      ---            0.6
        Other                                 1.4      ---            1.4
          Total operating income
           (loss)                          (117.2)   157.1           39.9

      Corporate administrative expenses      27.4     (6.2)[D]       21.2
      Interest charges, net                  25.3      ---           25.3

      Loss before income tax               (169.9)   163.3           (6.6)
      Income tax provision (benefit)        (68.6)    66.9           (1.7)

      NET LOSS                            $(101.3)   $96.4          $(4.9)

      BASIC AND DILUTED
       LOSS PER SHARE                      $(1.29)   $1.23         $(0.06)

    Explanation of Nonrecurring Items

    [A] Lubricants and Consumer Products
         One-time merger costs               22.9

    [B] Base Oil and Specialty Products
         Charges related to asset disposals 131.3

    [C] Jiffy Lube
         One-time merger costs                2.9

    [D] Corporate and administrative
         One-time merger costs                6.2


    The following reconciles unaudited results of operations with recurring
results for the twelve months ended December 31, 2000.

                                                 Twelve Months Ended
                                                  December 31, 2000
                                                   Nonrecurring
                                         Reported      Items        Recurring
                                           (Expressed in millions except per
                                                    share amounts)

      OPERATING INCOME
        Lubricants and Consumer
         Products                         $171.1     $30.5 [A]      $201.6
        Base Oil and Specialty Products   (147.5)    145.1 [B]        (2.4)
        Jiffy Lube                          23.6       4.3 [C]        27.9
        Excel                               31.6       ---            31.6
        Other                                0.5       ---             0.5
          Total operating income            79.3     179.9           259.2

      Corporate administrative expenses    113.1     (44.2)[D]        68.9
      Interest charges, net                 94.9       ---            94.9

      Income (loss) before income tax     (128.7)    224.1            95.4
      Income tax provision (benefit)       (42.5)     88.5            46.0


      NET INCOME (LOSS)                   $(86.2)   $135.6           $49.4

      BASIC AND DILUTED
       EARNINGS (LOSS) PER SHARE          $(1.10)    $1.73           $0.63

    Explanation of Nonrecurring Items

    [A] Lubricants and Consumer Products
         One-time merger costs              30.5

    [B] Base Oil and Specialty Products
         Charges related to asset
          disposals                        131.3
         Restructuring costs                 0.8
         Costs associated with Shreveport
          fire                              13.0
                                           145.1

    [C] Jiffy Lube
         One-time merger costs               4.3

    [D] Corporate and administrative
         G&A cost reduction project         34.6
         One-time merger costs               9.6
                                            44.2


                       PENNZOIL - QUAKER STATE COMPANY
                             OPERATING HIGHLIGHTS
                                 (UNAUDITED)

                   Three Months Ended     %       Twelve Months Ended     %
                       December 31      Change         December 31      Change
                      2000      1999                2000        1999
    LUBRICANTS AND
     CONSUMER PRODUCTS
      Total recurring
       revenues
       (in thousands):
        Lubricants  $341,245  $328,662     3.8%  $1,426,023  $1,382,702   3.1%
        Consumer
         Products     81,326    70,566    15.2%     347,200     309,346  12.2%
        International 65,389    53,433    22.4%     254,780     215,123  18.4%
        Eliminations
         & Other      (1,134)   (2,588)     N/A     (12,912)     (2,654)   N/A
          Total
           recurring
           revenues $486,826  $450,073     8.2%  $2,015,091  $1,904,517   5.8%

      Recurring
       operating
       income
       (in thousands):
        Lubricants   $26,606    $33,685  -21.0%    $154,846    $148,182   4.5%
        Consumer
         Products      7,141      8,340  -14.4%      35,516      35,146   1.1%
        International   (193)     3,664     N/A      11,237      14,026    N/A
          Total
           recurring
           operating
           income    $33,554    $45,689  -26.6%    $201,599    $197,354   2.2%

    JIFFY LUBE
      Domestic
       systemwide
       sales  (in
       thousands)   $297,085   $291,138    2.0%  $1,185,690  $1,100,524   7.7%
      Same center
       sales Jiffy
       Lube (in
       thousands)   $282,638   $269,763    4.8%  $1,112,034  $1,055,022   5.4%
      Systemwide
       centers open    2,143      2,144    0.0%       2,143       2,144   0.0%

    BASE OIL AND
     SPECIALTY PRODUCTS
      Shreveport raw
       materials
       processed
       (bbls per day) 45,267     50,298   -10.0%     41,734      47,843 -12.8%
      Shreveport
       average
       refiner's
       margin
       ($ per bbl)     $2.23      $2.79   -20.1%      $4.19       $6.02 -30.4%
      WTI Crude Oil
       -average price $31.85     $24.52    29.9%     $30.19      $19.23  57.0%

    EXCEL
      Base oil
       production
       (bbls per day)  4,553      9,784   -53.5%      8,652       9,041  -4.3%
      Average base
       oil margin
       ($ per bbl)    $22.24     $15.38    44.6%     $19.88      $15.98  24.4%


                           PENNZOIL-QUAKER STATE COMPANY
          RECURRING RESULTS, RESTATED FOR CHANGE IN INVENTORY ACCOUNTING
                 (Expressed in millions, except per share amounts)

                    CONSOLIDATED STATEMENT OF RECURRING INCOME

                         Pro Forma
                            1998     Q199    Q299    Q399    Q499     1999

        Net sales         $2,963.8  $698.0  $746.5  $747.5  $759.3  $2,951.3
        Other income, net     69.0     6.1    13.4    12.4     5.7      37.6
          Total revenue    3,032.8   704.1   759.9   759.9   765.0   2,988.9

        Cost of sales      2,108.6   507.1   525.8   545.9   587.0   2,165.8
        Selling, general
         & administrative    671.4   134.8   130.7   126.4   123.0     514.9
        Depreciation &
         amortization        136.6    33.5    30.4    31.7    27.8     123.4
        Taxes other than
         income               12.2     4.4     3.4     4.6     4.6      17.0
          Total            2,928.8   679.8   690.3   708.6   742.4   2,821.1

        Earnings/(loss)
         before interest
         and taxes           104.0    24.3    69.6    51.3    22.6     167.8

        Interest charges      65.9    17.7    21.1    20.2    21.6      80.6
        Income tax/
         (benefit)            19.6     4.3    21.5    14.2     2.7      42.7

        Net Income           $18.5    $2.3   $27.0   $16.9   $(1.7)    $44.5

        Earnings per
         share               $0.24   $0.03   $0.35   $0.21  $(0.02)    $0.57


                           PENNZOIL-QUAKER STATE COMPANY
          RECURRING RESULTS, RESTATED FOR CHANGE IN INVENTORY ACCOUNTING
                 (Expressed in millions, except per share amounts)

                CONSOLIDATED STATEMENT OF RECURRING INCOME CONTINUED

                                     Q100    Q200    Q300    Q400     2000

          Net sales                 $770.3  $842.1  $776.2  $770.3  $3,158.9
          Other income, net           13.1    12.6    22.5    10.9      59.1
            Total revenue            783.4   854.7   798.7   781.2   3,218.0

          Cost of sales              568.9   635.1   592.0   598.8   2,394.8
          Selling, general &
           administrative            131.4   128.4   120.8   134.9     515.5
          Depreciation &
           amortization               25.9    24.2    24.8    24.3      99.2
          Taxes other than income      4.3     4.0     5.4     4.5      18.2
            Total                    730.5   791.7   743.0   762.5   3,027.7

          Earnings/(loss) before
           interest and taxes         52.9    63.0    55.7    18.7     190.3

          Interest charges            21.6    23.6    24.4    25.3      94.9
          Income tax/(benefit)        13.9    17.1    16.7    (1.7)     46.0

          Net Income                 $17.4   $22.3   $14.6   $(4.9)    $49.4

          Earnings per share         $0.22   $0.28   $0.19  $(0.06)    $0.63


               CONSOLIDATED STATEMENT OF RECURRING INCOME BY SEGMENT

                                 Pro Forma
      Description                   1998  Q199   Q299   Q399    Q499     1999
      Income before interest and
       income tax
         Lubricants and consumer
          products                $155.7  $36.6  $61.6  $53.4   $45.7  $197.3
         Jiffy Lube International   15.0    2.9    4.1    5.9     4.6    17.5
         Base oil and specialty
          products                  (7.4)  (2.5)   4.1    6.8   (15.0)   (6.6)
         Excel (A)                   ---   (0.7)   6.3    4.4     5.1    15.1
         Other                       0.2    3.5    7.2   (5.6)   (1.8)    3.3
           Total operating income  163.5   39.8   83.3   64.9    38.6   226.6
         Corporate administrative
          expense                  (59.5) (15.5) (13.7) (13.6)  (16.0)  (58.8)
           Earnings/(loss) before
            interest and taxes     104.0   24.3   69.6   51.3    22.6   167.8
         Interest charges           65.9   17.7   21.1   20.2    21.6    80.6
         Income tax                 19.6    4.3   21.5   14.2     2.7    42.7
         Net income/(loss)         $18.5   $2.3  $27.0  $16.9   $(1.7)  $44.5

         Earnings per share        $0.24  $0.03  $0.35  $0.21  $(0.02)  $0.57

     (A)  In 1998, Excel IBIT was included in the base oil and specialty
          products segment.


         CONSOLIDATED STATEMENT OF RECURRING INCOME BY SEGMENT CONTINUED


      Description                       Q100   Q200   Q300    Q400     2000
      Income before interest and income
       tax
         Lubricants and consumer
          products                      $53.0  $64.9  $50.2   $33.5  $201.6
         Jiffy Lube International         3.7    8.6    7.9     7.7    27.9
         Base oil and specialty
          products                        7.6   (4.1)  (2.6)   (3.3)   (2.4)
         Excel (A)                        5.5   13.6   11.9     0.6    31.6
         Other                           (1.3)  (3.2)   3.6     1.4     0.5
           Total operating income        68.5   79.8   71.0    39.9   259.2
         Corporate administrative
          expense                       (15.6) (16.8) (15.3)  (21.2)  (68.9)
           Earnings/(loss) before
            interest and taxes           52.9   63.0   55.7    18.7   190.3
         Interest charges                21.6   23.6   24.4    25.3    94.9
         Income tax                      13.9   17.1   16.7    (1.7)   46.0
         Net income/(loss)              $17.4  $22.3  $14.6   $(4.9)  $49.4

         Earnings per share             $0.22  $0.28  $0.19  $(0.06)  $0.63

     (A)  In 1998, Excel IBIT was included in the base oil and specialty
          products segment.