NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN 6.50 per cent Seadrill Limited Unsecured Bond Issue 2010/2015 ISIN NO 001 058949.2 Securities Note Joint Arrangers: Oslo, 24 November 2010

Seadrill Limited Securities Note Important information This securities note (the "Securities Note") has been prepared in connection with listing of the Bonds on the Oslo Børs. This Securities Note does not contain any offer to subscribe and/or purchase the Bonds. Finanstilsynet has controlled and approved the Securities Note pursuant to Section 7-7 and 7-8 of the Norwegian Securities Trading Act. The delivery of this Securities Note shall under no circumstances create any implication that the information about the Issuer contained in this Securities Note is correct as of any time subsequent to its date. Any new material information arising after the publication of this Securities Note and before the completion of the listing of the Bonds will be published as a supplement to this Securities Note in accordance with Section 7-15 of the Norwegian Securities Trading Act. An application has been made to list the Bonds on the Oslo Børs. The listing of the Bonds and this Securities Note are subject to Norwegian law. Any dispute arising out of the listing or this Securities Note is subject to the exclusive jurisdiction of Norwegian courts, with Oslo District Court as court of first instance. All enquires relating to this Securities Note or the matters addressed herein should be directed to the Issuer. No persons other than those described in this Securities Note have been authorised to disclose or disseminate information about this Securities Note or about the matters addressed in this Securities Note. If given, such information may not be relied upon as having been authorised by the Issuer. None of the Company or the Joint Arrangers is providing any advice or recommendation in this Securities Note on the merits of the purchase, subscription for, or investment in, the Bonds or the exercise of any rights conferred by the Bonds. Investing in the Bonds involves risks. Prior to making an investment decision, all prospective purchasers of the Bonds should carefully consider the factors set out under "Risk Factors" below and in the Registration Document, in addition to the other information contained in this Securities Note. The content of the Securities Note does not constitute legal, financial or tax advice and bondholders are encourage to seek legal, financial and/or tax advice in respect of the Bonds on their own account. This Securities Note together with the registration document of even date herewith (the "Registration Document") constitutes the "Prospectus". The distribution of the Prospectus in certain jurisdictions may be restricted by law. Persons into whose possession the Prospectus comes are required by the Company and the Joint Arrangers to inform themselves about and to observe any such restrictions. Furthermore, the restrictions and limitations listed and described herein are not exhaustive, and other restrictions and limitations that are not know or identified by the Company and the Joint Arrangers at the date of the Prospectus may apply in various jurisdictions. Each prospective purchaser of the Bonds must comply with all applicable laws and regulations in force in any jurisdiction in which it purchases, subscribes, offers or sells the Bonds or possesses or distributes the Prospectus and must obtain any consent, approval or permission required by it for acquiring Bonds. The Bonds may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from the registration requirements under the U.S. Securities Act of 1933, as amended (the Securities Act ) and applicable state securities laws. In particular, the Bonds have not been and will not be registered under the Securities Act, and may not be transferred or resold except to (A) a Qualified Institutional Buyer pursuant to rule 144A of the Securities Act, (B) a person who is not an U.S. person in an Offshore Transaction pursuant to regulations under the Securities Act or (C) pursuant to another exemption from registration as permitted under the Securities Act 2 of 16

Seadrill Limited Securities Note and applicable state securities laws. The Bonds will not be registered under the applicable securities laws of any state, province, territory, county or jurisdiction of the United States, Australia, Canada or Japan. Accordingly, unless an exemption under the relevant securities law is applicable, any such securities may not be offered, sold, resold, delivered or distributed, directly or indirectly, in or into the United States, Australia, Canada or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction. 3 of 16

Seadrill Limited Securities Note Table of contents: 1. Risk factors...5 2. Statements...7 3. Forward-looking statements...8 4. Information concerning the securities to be admitted to trading...9 5. Additional Information...16 Enclosures: 1. The Loan Agreement 4 of 16

Seadrill Limited Securities Note 1. Risk factors Prospective investors should carefully consider the following risk factors, in addition to the other information presented in the Securities Note, before making an investment decision. The risks discussed below are not the only risks that may affect the Issuer's business or the value of the Bonds. Additional risks not presently known to the Issuer or risks that the Issuer currently considers being immaterial may also impair the Issuer's business operations and prospects. If any of the following risks occur, this could have a material adverse effect on the financial position of the company and potential investors could lose the entire value of their investment in the Issuer's securities. The actual results of the Issuer may differ materially from those anticipated in any forward looking statements as a result of many factors, including the risks described in this Securities Note. Prospective investors should also read the detailed information set out in the Registration Document and make their own research prior to making any investment decision. Risks related to the market generally All investments in interest bearing securities have risk associated with such investment. The risk is related to the general volatility in the market for such securities, varying liquidity in a single bond issue as well as company specific risk factors. There are three main risk factors that sum up the total risk exposure when investing in interest bearing securities: liquidity risk, interest rate risk and market risk (both in general and issuer specific). The price of a single bond issue will fluctuate in accordance with the interest rate and credit markets in general, the market view of the credit risk of that particular bond issue, and the liquidity of this bond issue in the market. In spite of an underlying positive development in the Issuer's business activities, the price of a bond may fall independent of this fact. Bond issues with a relatively short tenor and a floating rate coupon rate do however in general carry a lower price risk compared to loans with a longer tenor and/or with a fixed coupon rate. Interest rate risk The Bonds carry a fixed rate of 6.50 per cent per annum. The price of bonds with fixed interest is exposed to changes in the market rates. No market-maker agreement is entered into in relation to this bond issue, and the liquidity of bonds will at all times depend on the market participants view of the credit quality of the Issuer as well as established and available credit lines. Factors which are material for the purpose of assessing the market risks associated with the Bonds The Bonds may not be a suitable investment for all investors. Each potential investor in the Bonds must determine the suitability of that investment in light of its own circumstances. In particular, each potential investor should: (i) have sufficient knowledge and experience to make a meaningful evaluation of the Bonds, the merits and risks of investing in the Bonds and the information contained or incorporated by reference in this Securities Note and/or the Registration Document or any applicable supplement; 5 of 16

Seadrill Limited Securities Note (ii) have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its particular financial situation, an investment in the Bonds and the impact the Bonds will have on its overall investment portfolio; (iii) have sufficient financial resources and liquidity to bear all of the risks of an investment in the Bonds, including where the currency for principal or interest payments is different from the potential investor's currency; (iv) understand thoroughly the terms of the Bonds and be familiar with the behaviour of the financial markets; and (v) be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for economic, interest rate and other factors that may affect its investment and its ability to bear the applicable risks. 6 of 16

Seadrill Limited Securities Note 2. Statements Responsibility statement by persons responsible Seadrill Limited is responsible for the information set out in the Prospectus. We confirm that, having taken all reasonable care to ensure that such is the case, the information contained in the Prospectus is, to the best of our knowledge, in accordance with the facts and contains no omission likely to affect its import. Hamilton, Bermuda, 24 November 2010 Seadrill Limited Statement from the Joint Arrangers Carnegie ASA and Pareto Securities AS have acted as Joint Arrangers for the Bond Issue, and have prepared this Securities Note at the request of, and in co-operation with, the management of the Issuer. Our assistance with regard to the preparation of the Securities Note has been based on (i) publicly available information, and (ii) discussions with the management of the Issuer, who have also reviewed the Securities Note and verified the accuracy and completeness of the information contained in the Securities Note. Based upon such information, the Joint Arrangers have endeavoured to assist the Issuer to provide an as accurate and complete presentation of the Issuer as possible. However, no financial or legal due diligence has been performed in connection with the Bond Issue. On the basis of the above, the Joint Arrangers expressly disclaim any legal or financial liability for the completeness or accuracy of this Securities Note. The Joint Arrangers do not, however, make any representation, warranty or undertakings, expressed or implied, and accept no responsibility or liability as to the accuracy or the completeness of the information contained in this Securities Note or any other information supplied in connection with the listing of the Bond Issue. Nor can any of the Joint Arrangers accept any legal or financial liability in relation to the information set out in this Securities Note or any other information supplied in connection with the listing of the Bonds. Oslo, 24 November 2010 Joint Arrangers Carnegie ASA Pareto Securities AS 7 of 16

Seadrill Limited Securities Note 3. Forward-looking statements This Securities Note may include "forward-looking statements". All statements other than statements of historical facts included in this Securities Note, including, without limitation, those regarding the Issuer's financial position, business strategy, plans and objectives of management for future operations are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forwardlooking statements are based on numerous assumptions regarding the Issuer's present and future business strategies and the environment in which the Issuer will operate in the future. Among the important factors that could cause the Issuer's actual results, performance and achievements to differ materially from those in the forward-looking statements include, but are not limited to, those discussed in Chapter 1 (Risk Factors) and in the Registration Document. These forward-looking statements speak only as of the date of this Securities Note. The Issuer expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Issuer's expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based. 8 of 16

Seadrill Limited Securities Note 4. Information concerning the securities to be admitted to trading ISIN Number: NO 001 058949.2 The Bond Issue: Bonds: Borrower/Issuer: 6.50 per cent Seadrill Limited Unsecured Bond Issue 2010/2015. A series of bonds in the total amount of US$350,000,000 issued by the Issuer. Seadrill Limited Bermuda company no. 36832 Norwegian company no. 990 366 586 Maximum Amount: Denomination: Securities Form: US$350,000,000 US$100,000 each, ranking pari passu among themselves The Bonds are electronically registered in book-entry form with the Securities Depository. Disbursement Date: 5 October 2010 Maturity Date: 5 October 2015 Interest bearing from: Interest bearing to and including: Coupon Rate: Effective interest rate: Day Count Fraction-Coupon: Business Day: Disbursement Date Maturity Date 6.50 per cent per annum 6.60 per cent per annum 30/360 in arrears A day when the Norwegian Central Bank's Settlement System is open and when Norwegian banks can settle foreign currency transactions. Business Day Convention: No adjustment will be made, notwithstanding the period end date occurring on a day that is not a Business Day, and if such date is not a Business Day, payments of interest will be made on the first following day that is a Business Day. Interest Payment Date: First Interest Payment Date: Last Interest Payment Date: Issue price: Every 5 April and 5 October each year 5 April 2011 (6 months after Disbursement Date) 5 October 2015 (5 years after Disbursement Date) 100 % (par) 9 of 16

Seadrill Limited Securities Note Put option: Amortisations: Redemption: Currency: Status of the Bonds: Security: Listing: Upon the occurrence of a Change of Control Event each Bondholder shall have a right of early repayment of its Bonds at a price of 100 per cent of par plus accrued interest (the "Put Option"). The Put Option must be exercised within 60 days after the Issuer has given notification to the Bondholders of a Change of Control Event. The Bonds will run without instalments and be repaid in full at Maturity at par. VPS (the Norwegian Central Securities Depository) will credit due interest and principal to the Bondholders. The limitation period for any interest and principal claims is in accordance with Norwegian legislation, i.e. currently 3 years for interest and 10 years for principal. This is a bullet loan with redemption date 5 October 2015. Except as otherwise expressly provided, all amounts payable under the Loan Agreement and any other Finance Document shall be payable in the same currency in which the Bonds are denominated. However, if the Bondholder has not given adequate instructions as set out in clause 11 in the Loan Agreement, within 5 Business Days prior to a Payment Date, the cash settlement will be exchanged into NOK and credited to the NOK bank account registered with the Bondholder s account in the Securities Register. The Bonds shall be senior debt of the Issuer. The Bonds shall rank at least pari passu with all other obligations of the Issuer (save for such claims which are preferred by bankruptcy, insolvency, liquidation or other similar laws of general application) and shall rank ahead of subordinated debt. The Bonds are unsecured. At Oslo Børs. An application for listing will be sent after the Disbursement Date and as soon as possible after the prospectus has been approved by Finanstilsynet. Purpose: Approvals: The net proceeds of the Bonds shall be employed for the Issuer's general corporate purposes. The Bonds were issued in accordance with the Borrower's Board approval dated 27 September 2010. The Prospectus is approved by Finanstilsynet pursuant to Section 7-7 of the Norwegian Securities Trading Act. Loan Agreement: Bond loan agreement in respect of the Bond Issue dated 4 October 2010 and entered into between the Borrower and the Trustee (on behalf of the Bondholders). 10 of 16

Seadrill Limited Securities Note Upon subscription/purchase of Bonds, each Bondholder has accepted the Loan Agreement and is bound by the terms thereof. The Loan Agreement is available through the Joint Arrangers or from the Borrower, and may also be found attached to the Prospectus. Bondholders' meeting: The Bondholders' meeting represents the supreme authority of the Bondholders' community in all matters relating to the Bonds. Each Voting Bond (as defined in the Loan Agreement) carries the right to vote at the Bondholders' meeting. For description of the rights attached to the Bonds, including any limitations of those rights, and procedure for the exercise of those rights, please see clause 16 of the Loan Agreement. Availability of the Documentation: Trustee: www.seadrill.com Norsk Tillitsmann ASA, P.O. Box 1470 Vika, 0116 Oslo, Norway. The obligations and powers of the Trustee are set out in clause 17 of the Loan Agreement. Joint Arrangers: Carnegie ASA Stranden 1, Aker Brygge P.O. Box 684 Sentrum 0106 Oslo, Norway Pareto Securities AS P.O.Box 1411, Vika 0105 Oslo, Norway Paying Agent: Calculation Agent: Securities Register: Fokus Bank AS P.O.Box 1170, Sentrum 0107 Oslo, Norway The Trustee The Securities register in which the Bonds are registered, in accordance with the Norwegian Act of 2002 no. 64 regarding Securities depository. On Disbursement Date the Securities Depository is Verdipapirsentralen ASA ("VPS"), P.O. Box 4, 0051 OSLO Market-Making: There is no market-making agreement entered into in connection with the Bond Issue. Legislation under which the securities have been created: Norwegian law 11 of 16

Seadrill Limited Securities Note Fees and Expenses: The Borrower shall pay any stamp duty and other public fees in connection with the Bond Issue. Any public fees or taxes on sales of Bonds in the secondary market shall be paid by the Bondholders, unless otherwise decided by law or regulation. The Borrower is responsible for withholding any withholding tax imposed by Norwegian law. Covenants: (Capitalised terms as defined in the Loan Agreement) 1. Information covenants The Issuer shall: (a) without being requested to do so, immediately inform the Bond Trustee of any Event of Default as well as of any circumstances which the Issuer reasonably expects to lead to an Event of Default; (b) without being requested to do so, inform the Bond Trustee of any other event which have, or which the Issuer should understand may have, a Material Adverse Effect; (c) without being requested to do so, inform the Bond Trustee if the Issuer intends to sell or dispose of all or a substantial part of its assets or operations, or change the nature of its business; (d) without being requested to do so, the Issuer shall, on a consolidated basis, produce Financial Statements and Quarterly Financial Reports and make them available on its website in the English language (alternatively by sending them to the Bond Trustee) as soon as they become available, and not later than 150 days after the end of the financial year for Financial Statements and 60 days after the end of the relevant quarter for Quarterly Financial Reports; (e) at the request of the Bond Trustee, report the balance of Issuer s Bonds; (f) without being requested to do so, send the Bond Trustee copies of any creditors notifications of the Issuer, including but not limited to; mergers, demergers and reduction of the Issuer s share capital or equity; (g) without being requested to do so, send a copy to the 12 of 16

Seadrill Limited Securities Note Bond Trustee of its notices to the Exchange (if listed) which are of relevance for the Issuer s liabilities pursuant to this Bond Agreement; (h) without being requested to do so, inform the Bond Trustee of changes in the registration of the Bonds in the Securities Register; and (i) within a reasonable time, provide such information about the Issuer s financial condition as the Bond Trustee may reasonably request. The Issuer shall at the request of the Bond Trustee provide the documents and information necessary to maintain the listing and quotation of the Bonds on the Exchange (if listed) and to otherwise enable the Bond Trustee to carry out its rights and duties pursuant to this Bond Agreement and the other Finance Documents, as well as applicable laws and regulations. The Issuer shall in connection with the issue of its Financial Statements, confirm to the Bond Trustee in writing the Issuer s compliance with the financial covenants. 2. General covenants (a) Pari passu ranking The Issuer s obligations under this Bond Agreement and any other Finance Document shall at all times rank at least pari passu with the claims of all its other unsubordinated creditors save for those whose claims are preferred solely by any bankruptcy, insolvency, liquidation or other similar laws of general application. (b) Mergers The Issuer shall not, and shall ensure that no Subsidiary shall, carry out any merger or other business combination or corporate reorganization involving consolidating the assets and obligations of the Issuer with any other company or entity not being a member of the Group if such transaction would have a Material Adverse Effect. The Issuer shall notify the Bond Trustee of any such transaction, providing relevant details thereof, as well as, if applicable, its reasons for believing that the proposed transaction would not have a Material 13 of 16

Seadrill Limited Securities Note Adverse Effect. (c) De-mergers The Issuer shall not carry out any de-merger or other corporate reorganization involving splitting the Issuer into two or more separate companies or entities, if such transaction would have a Material Adverse Effect. The Issuer shall notify the Bond Trustee of any such transaction, providing relevant details thereof, as well as, if applicable, its reasons for believing that the proposed transaction would not have a Material Adverse Effect. (d) Continuation of business (i) The Issuer shall not cease to carry on its business. (ii) The Issuer shall procure that no material change is made to the general nature or scope of the business of the Group from that carried on at the date of this Bond Agreement, or as contemplated by this Bond Agreement. (e) Disposal of business The Issuer shall not, and shall ensure that no Subsidiary shall, sell or otherwise dispose of all or a substantial part of the Group s assets or operations, unless (i) the transaction is carried out at fair market value, on terms and conditions customary for such transactions; and (ii) such transaction would not have a Material Adverse Effect. 3. Corporate and operational matters (a) Intra-group transactions All transactions between any companies in the Group shall be on commercial terms, and shall comply with all applicable provisions of applicable corporate law relevant for such transactions. (b) Transactions with shareholders, directors and affiliated companies The Issuer shall cause all material transactions between any Group Company and (i) any shareholder thereof not being part of the Group, (ii) any director or senior member of management of any company in the Group, (iii) any company in which any company in the Group holds more than 14 of 16

Seadrill Limited Securities Note 10 per cent of the shares, or (iv) or any company, person or entity controlled by or affiliated with any of the foregoing, to be entered into on commercial terms, not less favourable to the Group Company than would have prevailed in arms length transaction with a third party. (c) Compliance with laws The Issuer shall (and shall ensure that all Group Companies shall) comply in all material respects with all laws and regulations it or they may be subject to from time to time (including any environmental laws and regulations). (d) Stock Exchange Listing The Issuer shall use its best endeavours to ensure that its shares shall remain listed on NYSE or another recognized stock exchange. 4. Financial covenants The Issuer shall ensure that the Group maintains a Market Adjusted Equity Ratio of at least 30 %. The financial covenants will apply for the Issuer (on a consolidated basis) at any time and will be tested on a quarterly basis. 15 of 16

Seadrill Limited Securities Note 5. Additional Information No conflicting interests The involved persons in Seadrill Limited have no interests, nor any conflicting interests, that are material to the Bond Issue. Joint Arrangers Seadrill Limited has mandated Carnegie ASA and Pareto Securities AS as Joint Arrangers for the Bond Issue. The Joint Arrangers have acted as advisors to Seadrill Limited in relation to the pricing of the Bond Issue. Listing of the Bonds The Prospectus will be published in Norway. An application for listing at Oslo Børs will be sent as soon as possible after the Disbursement Date. Fees Listing fee: NOK 17 335 Securities Note: NOK 10 000 Registration document: NOK 40 000 Transferability of Bonds Subject to the restrictions set forth in clause 5 of the Loan Agreement and any other restrictions that may be imposed on Bondholders by local laws to which a Bondholder may be subject (due e.g. to its nationality, its residency, its registered address, its place(s) for doing business), the Bonds are freely transferable and may be pledged. 16 of 16