Common use of Face of Security Clause in Contracts

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING RATE GUARANTEED NOTE DUE 2018 No. $ CUSIP NO. 00000XXX0 BP Capital Markets p.l.c., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or registered assigns, the principal sum of Dollars ($ ) on the Stated Maturity (as defined on the reverse of this Security), and to pay interest thereon from February 13, 2015 (the “Issuance Date”) or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly on the 13th calendar day of each February, May, August and November, commencing May 13, 2015 and finally on the Stated Maturity (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period (as defined below) equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on February 11, 2015 plus the Spread (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning on the Issuance Date and ending on but excluding the first Interest Payment

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING RATE GUARANTEED NOTE DUE 2018 2017 No. $ CUSIP NO. 00000XXX0 BP Capital Markets p.l.c., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or registered assigns, the principal sum of Dollars ($ ) on the Stated Maturity (as defined on the reverse of this Security), and to pay interest thereon from February 13, 2015 (the “Issuance Date”) or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly on the 13th 10th calendar day of each February, May, August and November, commencing May 1310, 2015 and finally on the Stated Maturity (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period (as defined below) equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on February 11, 2015 plus the Spread (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning on the Issuance Date and ending on but excluding the first Interest Payment

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING RATE GUARANTEED NOTE DUE 2018 2019 No. $ CUSIP NO. 00000XXX0 BP Capital Markets p.l.c., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or registered assigns, the principal sum of Dollars ($ ) on the Stated Maturity (as defined on the reverse of this Security), and to pay interest thereon from February 1310, 2015 2014 (the “Issuance Date”) or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly on the 13th 10th calendar day of each February, May, August and November, commencing May 1310, 2015 2014 and finally on the Stated Maturity (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period (as defined below) equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on February 116, 2015 2014 plus the Spread (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning on the Issuance Date and ending on but excluding the first Interest Payment

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING 4.875% PERPETUAL SUBORDINATED NON-CALL 10 FIXED RATE GUARANTEED NOTE DUE 2018 RESET NOTES No. $ _____ $_____ CUSIP NO. 00000XXX0 05565Q DV7 BP Capital Markets p.l.c.CAPITAL MARKETS P.L.C., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede CEDE & Co.CO., or registered assigns, the principal sum of _____ Dollars ($ $_____) on the Stated Maturity date on which this Security becomes due for redemption in accordance with the terms of the Securities (as defined on the reverse of this Security“Redemption Date”), and to pay interest thereon thereon, but subject to deferral (in whole or in part) as set forth in the provisions on the reverse of this Security and in the Indenture, from February 13June 22, 2015 2020 (the “Issuance Date”) ), or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly semi-annually in arrear on the 13th calendar day June 22 and December 22 of each February, May, August and Novemberyear, commencing May 13on December 22, 2015 and finally on the Stated Maturity 2020 (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period period from, and including, the Issuance Date to, but excluding, June 22, 2030 (as defined belowthe “First Reset Date”) equal to Three-Month LIBOR 4.875% per annum; and (as determined by ii) from, and including, the Calculation Agent pursuant First Reset Date, equal to the provisions set forth on the reverse of this Security) on February 11, 2015 plus the Spread Five-Year Treasury Rate (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest in relation to that Reset Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning Margin (as defined on the Issuance Date reverse of this Security) applicable to that Reset Period. Reference is hereby expressly made to the Indenture for a description of the terms and ending on but excluding conditions upon which the first Interest PaymentNotes are or are to be issued and held and the rights, remedies and obligations of the holders of the Notes, of the Company and of the Trustee in respect thereof, all to the same effect as if the provisions of the Indenture were herein set forth, to all of which provisions the Holder by acceptance hereof acknowledges and assents.

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING RATE GUARANTEED NOTE DUE 2018 No. $ CUSIP NOXX. 00000XXX0 BP Capital Markets p.l.c., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co., or registered assigns, the principal sum of Dollars ($ ) on the Stated Maturity (as defined on the reverse of this Security), and to pay interest thereon from February 13September 26, 2015 2013 (the “Issuance Date”) or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly on the 13th 26th calendar day of each FebruaryMarch, MayJune, August September and NovemberDecember, commencing May 13December 26, 2015 2013 and finally on the Stated Maturity (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period (as defined below) equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on February 11September 24, 2015 2013 plus the Spread (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning on the Issuance Date and ending on but excluding the first Interest Payment

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. BP CAPITAL MARKETS P.L.C. FLOATING 4.375% PERPETUAL SUBORDINATED NON-CALL 5.25 FIXED RATE GUARANTEED NOTE DUE 2018 RESET NOTES No. $ _____ $_____ CUSIP NO. 00000XXX0 05565Q DU9 BP Capital Markets p.l.c.CAPITAL MARKETS P.L.C., a corporation duly organized and existing under the laws of England and Wales (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede CEDE & Co.CO., or registered assigns, the principal sum of _____ Dollars ($ $_____) on the Stated Maturity date on which this Security becomes due for redemption in accordance with the terms of the Securities (as defined on the reverse of this Security“Redemption Date”), and to pay interest thereon thereon, but subject to deferral (in whole or in part) as set forth in the provisions on the reverse of this Security and in the Indenture, from February 13June 22, 2015 2020 (the “Issuance Date”) ), or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly semi-annually in arrear on the 13th calendar day March 22 and September 22 of each February, May, August and Novemberyear, commencing May 13on September 22, 2015 and finally on the Stated Maturity 2020 (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period period from, and including, the Issuance Date to, but excluding, September 22, 2025 (as defined belowthe “First Reset Date”) equal to Three-Month LIBOR 4.375% per annum; and (as determined by ii) from, and including, the Calculation Agent pursuant First Reset Date, equal to the provisions set forth on the reverse of this Security) on February 11, 2015 plus the Spread Five-Year Treasury Rate (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest in relation to that Reset Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning Margin (as defined on the Issuance Date reverse of this Security) applicable to that Reset Period. Reference is hereby expressly made to the Indenture for a description of the terms and ending on but excluding conditions upon which the first Interest PaymentNotes are or are to be issued and held and the rights, remedies and obligations of the holders of the Notes, of the Company and of the Trustee in respect thereof, all to the same effect as if the provisions of the Indenture were herein set forth, to all of which provisions the Holder by acceptance hereof acknowledges and assents.

Face of Security. This Security is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Global Security is exchangeable for Securities registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Security (other than a transfer of this Security as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Company or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. [This Security has been issued with original issue discount for U.S. federal income tax purposes (“OID”). Holders may obtain the issue price, the amount of OID, the issue date and the yield to maturity by contacting [ ] at [ ].] BP CAPITAL MARKETS P.L.C. AMERICA INC. FLOATING RATE GUARANTEED NOTE DUE 2018 [ ] No. $ CUSIP NO. 00000XXX0 [ ] BP Capital Markets p.l.cCAPITAL MARKETS AMERICA INC., a corporation duly organized and existing under the laws of England and Wales the State of Delaware (herein called the “Company”, which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede CEDE & Co.CO., or registered assigns, the principal sum of Dollars ($ ) on the Stated Maturity (as defined on the reverse of this Security), and to pay interest thereon from February 13, 2015 (the “Issuance Date”) [ ] or from the most recent Interest Payment Date (as defined below) to which interest has been paid or duly provided for, quarterly on the 13th [ ]th calendar day of each FebruaryMarch, MayJune, August September and NovemberDecember, commencing May 13, 2015 [ ] and finally on the Stated Maturity (each, an “Interest Payment Date”), at the rate of interest per annum (i) for the initial Interest Period (as defined below) equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on February 11, 2015 [ ] plus the Spread (as defined on the reverse of this Security) and (ii) thereafter, for each other Interest Period equal to Three-Month LIBOR (as determined by the Calculation Agent pursuant to the provisions set forth on the reverse of this Security) on the Interest Determination Date (as defined on the reverse of this Security) plus the Spread, until the principal hereof is paid or made available for payment. The period beginning on the Issuance Date and ending on but excluding the first Interest Paymentthis