Teekay Offshore Partners L.P. Declares First Quarter Distribution

Hamilton, Bermuda – May 4, 2009 – Teekay Offshore GP LLC, the general partner of Teekay Offshore Partners L.P., has declared a cash distribution of $0.45 per unit for the quarter ended March 31, 2009. The cash distribution is payable on May 15, 2009 to all unitholders of record on May 8, 2009.

“Our distributable cashflow is based upon our portfolio of medium-term fixed-rate contracts with oil companies and is not exposed to changes in oil prices,” commented Peter Evensen, Chief Executive Officer of Teekay Offshore GP LLC. “Our sponsor, Teekay Corporation, has a number of existing FPSOs and shuttle newbuilding units that we hope to acquire in the future which will increase distributable cashflow.”

About Teekay Offshore Partners L.P.
Teekay Offshore Partners L.P., a publicly-traded master limited partnership formed by Teekay Corporation (NYSE: TK), is an international provider of marine transportation and storage services to the offshore oil industry. Teekay Offshore Partners L.P. owns a 51 percent interest in and controls Teekay Offshore Operating L.P. (OPCO), a Marshall Islands limited partnership with a fleet of 34 shuttle tankers (including 9 chartered-in vessels), four floating storage and offtake units (FSO) and 11 conventional crude oil Aframax tankers. In addition, Teekay Offshore Partners L.P. has direct ownership interests in two shuttle tankers and one FSO. Teekay Offshore Partners L.P. also has rights to participate in certain floating production, storage and offloading (FPSO) opportunities.
Teekay Offshore Partners’ common units trade on the New York Stock Exchange under the symbol “TOO”.

Teekay Offshore Partners L.P.