Riverstone Leads Investor Group in Acquisition of Dresser, Inc.

Dallas, Texas – Riverstone Holdings LLC ("Riverstone") announced today that a consortium led by Riverstone has signed a definitive agreement to acquire Dresser, Inc. Riverstone is joined by First Reserve ("First Reserve") and Lehman Brothers Co-Investment Partners ("Lehman Brothers") in the investor group. First Reserve previously acquired Dresser in 2001 in partnership with Odyssey Investment Partners, and will invest in the current transaction through its recently formed First Reserve Fund XI, L.P. Riverstone will invest through its Carlyle/Riverstone Global Energy and Power Fund III, L.P. The terms of the transaction were not disclosed.

Dresser, based in Dallas, Texas, is a leading manufacturer and marketer of highly engineered products and services for energy industry and infrastructure applications. The Company serves customers in the oil and gas, coal, refinery and petrochemical processing, electrical power generation and natural gas industries, as well as water and waste-water utilities.

John Lancaster, Managing Director of Riverstone, commented, "Dresser has been a leader in the energy industry since its founding in 1880 and remains extremely well positioned for growth. This investment is consistent with Riverstone’s objective to sponsor companies that benefit from the continued and increasing investment in energy and related infrastructure globally. We are pleased that First Reserve and Lehman Brothers are joining us in this investment, and look forward to working together with them and the team at Dresser to build on the Company’s legacy of providing top-tier products and services."

Patrick M. Murray, Chairman and CEO of Dresser, commented, "We are excited about the new ownership of Dresser. We believe our dedicated and talented employees, our worldwide footprint, blue-chip customer base, and strong product portfolio positions us very well for continued growth in the future."

Latham & Watkins provided legal advice and Lehman Brothers served as financial advisor to the consortium.

About Dresser
Dresser is a leader in providing highly engineered infrastructure products for the global energy industry. The Company enjoys leading positions in a broad portfolio of products including valves, actuators, meters, switches, regulators, piping products, natural gas-fueled engines, retail fuel dispensers and associated retail point of sale systems, and air and gas handling equipment. Leading brand names within the Dresser portfolio include Dresser Wayne® retail fueling systems, Waukesha® natural gas-fired engines, Masoneilan® control valves, Mooney® regulators, Consolidated® pressure relief valves, and Roots® blowers and rotary gas meters. With manufacturing and customer service facilities located strategically in 20 countries and a sales presence in over 100 countries, Dresser is able to meet customer needs throughout the world. For more information on Dresser, visit www.dresser.com.

About First Reserve
First Reserve is the oldest and largest private equity firm specializing in the energy industry. First Reserve was the first private equity investment firm to actively pursue building a broadly diversified global investment portfolio of companies involved in the various sectors of the energy industry. Since 1992, First Reserve has raised over $12.7 billion for its buyout-focused funds. Throughout its 25-year history, the strong franchise that the firm has developed by investing exclusively in companies involved in the energy industry has served as a competitive advantage for First Reserve. For more information on First Reserve, visit www.firstreserve.com.

About Lehman Brothers
Lehman Brothers Co-Investment Partners is a $1.6 billion fund which invests alongside premier private equity funds globally. Founded in 1850, Lehman Brothers is a leading investment bank with activities in equity and fixed income sales, trading and research, investment banking, private investment management, asset management, and private equity. The firm is headquartered in New York, with regional headquarters in London and Tokyo, and operates in a network of offices around the world. For more information on Lehman Brothers, visit www.lehman.com.