8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 17, 2011

DELEK US HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-32868	52-2319066
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

7102 Commerce Way	37027
Brentwood, Tennessee	(Zip Code)
(Address of principal executive offices)

Registrant’s telephone number, including area code: (615) 771-6701

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

     On March 17, 2011, Delek US Holdings, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “SPA”) with Ergon, Inc., a Mississippi corporation (“Ergon”), and Lion Oil Company, an Arkansas corporation (“Lion Oil”), providing for the Company’s acquisition of the 53.7 percent equity interest in Lion Oil currently owned by Ergon. Upon the closing of the acquisition, the Company will own an 88.3 percent equity interest in Lion Oil.

     The Company has agreed to acquire Ergon’s equity interest in Lion Oil for a combination of cash, stock and the payment or replacement of all debt currently owed by Lion Oil to Ergon, including the following: (a) the Company will issue restricted shares of its common stock to Ergon, valued at approximately $45 million (the number of shares to be determined by the average closing price of the Company’ common stock as reported on the New York Stock Exchange for the ten consecutive trading days immediately preceding the closing date, with an option, under certain circumstances, to substitute cash in lieu of restricted common stock); (b) Lion Oil and/or the Company will make cash payments in the aggregate amount of $50 million to Ergon; (c) Lion Oil will execute a new $50 million term note payable to Ergon that will be guaranteed by the Company; (d) Lion Oil will transfer its interests in a pipeline subsidiary to Ergon; and (e) the Company will pay or cause to be paid to Ergon an amount equal to the adjusted net working capital of Lion Oil and certain subsidiaries. In addition, Lion Oil will divest specified non-refining assets to or for the benefit of Ergon.

     The closing of the transactions contemplated by the SPA is subject to certain conditions, including the receipt of required antitrust approvals (or termination or expiration of applicable waiting periods), the receipt of other governmental approvals under the Defense Production Act, the delivery of several ancillary agreements and other customary closing conditions.

     The SPA may be terminated under several circumstances, including by mutual agreement, or by us or Ergon if the transaction has not closed or the closing conditions to be satisfied by the other party are incapable of being satisfied on or before April 29, 2011. In addition, we have the right to terminate the SPA in our discretion, and would forfeit a $5 million deposit if we elect to do so.

     A copy of the press release announcing the execution of the SPA is attached as Exhibit 99.1

     Material Relationships

     In 2007, the Company acquired a 34.6 percent equity interest in Lion Oil from several former Lion Oil shareholders. Since 2007, two of the Company’s executive officers, Fred Green and Assi Ginzburg, have served on Lion Oil’s Board of Directors. Lion Oil owns and operates an 80,000 barrel per day, crude oil refinery in El Dorado, Arkansas, three crude oil pipelines, a crude oil gathering system and two refined petroleum product terminals in Memphis and Nashville, Tennessee. The two terminals supply products to some of the Company’s 180 convenience stores in the Memphis and Nashville markets. These product purchases totaled $15.4 million, $9.8 million and $11.7 million in 2010, 2009 and 2008, respectively. The Company’s refining segment also made sales of $1.5 million, $2.5 million and $1.9 million, respectively, of intermediate products to the Lion Oil refinery during 2010, 2009 and 2008. These product purchases and sales were made at market values.

Item 7.01 Regulation FD Disclosure.

     (i) As discussed under Item 1.01 of this Form 8-K, on March 17, 2011, the Company entered into the SPA to purchase a 53.7 percent equity interest in Lion Oil. In addition to the information concerning the SPA set forth in Item 1.01 and the press release filed as Exhibit 99.1, the Company will hold an investor conference call on March 21, 2011 to discuss the transaction. The presentation slides that will accompany the conference call are being disclosed to the public in this Form 8-K and on the Company’s website for purposes of Regulation FD, and are attached as Exhibit 99.2 and incorporated by reference into this Item 7.01.

     (ii) In addition, the Company has been advised that Delek Group Ltd., an Israeli corporation (“Delek Group”), will file a publicly available document in Hebrew with the Israel Securities Authority (“ISA”) containing

the previously undisclosed historical financial information set forth in the table below concerning Lion Oil. The previously undisclosed information is expected to be filed with the ISA in order to satisfy disclosure requirements applicable to Delek Group under the securities laws of Israel. Delek Group is the Company’s indirect majority stockholder and controlled approximately 73 percent of the Company’s outstanding shares of common stock on March 10, 2011.

     Lion Oil’s fiscal year currently ends on April 30 of each year, and the Company currently accounts for its 34.6 percent minority interest using the cost method. The financial information presented in the table (a) summarizes historical financial information from Lion Oil’s unaudited consolidated financial statements for the nine-month period ended January 31, 2011 and Lion Oil’s audited consolidated financial statements for its fiscal years ended April 30, 2010, 2009 and 2008 and (b) is not reflected, as shown, in the Company’s actual operating results or balance sheet data for the periods indicated.

LION OIL COMPANY AND CONSOLIDATED SUBSIDIARIES
Summarized Historical Financial Information
For The Nine Months Ended January 31, 2011 and
For The Years Ended April 30, 2010, 2009, 2008

	Nine Months			Fiscal Year		Fiscal Year			Fiscal Year
	Ended			Ended		Ended			Ended
	January 31,			April 30,		April 30,			April 30,
	2011			2010		2009			2008
Revenue	$	1,963,098,335		$	1,899,443,256	$	2,255,317,062		$	2,544,582,896
Gross Profit (including refinery operating costs)		59,720,886			59,942,701		29,915,659			75,224,127
Terminal Operating Expenses		11,673,870			8,572,673		8,205,372			9,505,222
Net Income		(3,002,031	)		1,350,962		(6,890,229	)		17,448,643

	As of January		As of April		As of April		As of April
	31, 2011		30, 2010		30, 2009		30, 2008
Current Assets	$	298,147,338	$	350,662,090	$	224,915,415	$	408,713,830
Total Assets		897,565,351		978,203,934		730,407,414		756,628,020
Current Liabilities		172,265,522		166,850,672		152,926,886		251,767,126
Non-Current Liabilities		461,625,030		544,676,432		312,154,660		232,644,797
Stockholders’ Equity		263,674,799		266,676,830		265,325,868		272,216,097

     (iii) In accordance with General Instruction B.2 to Form 8-K, the information under this Item 7.01 shall be deemed to be “furnished” to the SEC and not be deemed to be “filed” with the Securities and Exchange Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 9.01 Financial Statements and Exhibits.

(a)	Financial statements of businesses acquired.
	Not applicable.

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(b)	Pro forma financial information.
	Not applicable.
(c)	Shell company transactions.
	Not applicable.
(d)	Exhibits.

99.1	Press release of Delek US Holdings, Inc. issued on March 21, 2011.
99.2	Presentation slides for investor conference call held on March 21, 2011.

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SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	DELEK US HOLDINGS, INC.
Date: March 21, 2011
	By:	/s/ Mark B. Cox
	Name: Mark B. Cox
	Title: Executive Vice President/Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release of Delek US Holdings, Inc. issued on March 21, 2011.
99.2	Presentation slides for investor conference call held on March 21, 2011.

EX-99.1

Exhibit 99.1

DELEK US HOLDINGS ANNOUNCES AGREEMENT TO ACQUIRE
MAJORITY EQUITY INTEREST IN LION OIL COMPANY

BRENTWOOD, Tenn., March 21, 2011 — Delek US Holdings, Inc. (NYSE: DK), a diversified energy company with assets in the petroleum refining, marketing and retail industries, today announced that the Company has signed a definitive agreement to acquire the majority equity interest in Lion Oil Company (“Lion Oil”) currently held by Ergon, Inc. (“Ergon”).

In 2007, Delek US acquired a 34.6 percent minority interest in Lion Oil from multiple selling shareholders. At the close of the proposed transaction, Delek US will own an additional 53.7 percent equity interest in Lion Oil, bringing Delek US’ total equity ownership in Lion Oil to 88.3 percent. Upon becoming the new majority shareholder, Delek US will assume operational control and management of the Lion Oil refinery and certain related assets.

Lion Oil owns and operates an 80,000 barrel per day, 9.0 complexity refinery located in El Dorado, Arkansas; the 80-mile Magnolia-El Dorado crude oil transportation system that runs between Shreveport, Louisiana and the Magnolia crude terminal (west of the El Dorado refinery); the 28-mile El Dorado crude oil transportation system that runs from the Magnolia terminal to the El Dorado refinery, as well as two associated product pipelines; a crude oil gathering system with more than 800 miles of pipeline; and three light product distribution terminals located in Memphis and Nashville, Tennessee and El Dorado, Arkansas. Lion Oil also owns and operates an asphalt distribution terminal located in El Dorado, Arkansas.

Delek US has agreed to acquire Ergon’s equity interest in Lion Oil for a combination of cash, stock and the payment or replacement of all debt currently owed by Lion to Ergon, including the following: (a) Delek US will issue restricted shares of common stock to Ergon valued at approximately $45 million (determined by the average closing price of Delek US’ common stock for the ten consecutive trading days immediately preceding the closing date); (b) Lion Oil and/or Delek US will make a cash payment of $50 million to Ergon; (c) Lion Oil will execute a new $50 million term note payable to Ergon that will be guaranteed by Delek US; and (d) Lion Oil will divest certain assets to Ergon.

In addition, Delek US has agreed to assist Lion Oil in obtaining third-party financing of working capital previously provided by Ergon.

- MORE -

Delek US Holdings — Lion Oil Majority Equity Interest Announcement
Page 2

“This transaction represents a significant expansion of our downstream asset base throughout the Gulf Coast and Mid-Continent regions. Upon becoming the new majority owner and operator of Lion Oil, we will be well-positioned to participate at each level of an integrated supply chain that includes the production, wholesale distribution and retail marketing of refined products in the region,” stated Uzi Yemin, President and Chief Executive Officer of Delek US Holdings.

“The addition of the El Dorado refinery will more than double our total production capacity. The El Dorado refinery’s location affords it access to a variety of local, domestic offshore and foreign crudes. Over time, we believe we will be able to source and process an increased quantity of cost advantaged crudes at El Dorado, representing a clear economic opportunity for us,” continued Yemin.

The El Dorado refinery is currently able to produce low sulfur gasoline and ultra low-sulfur diesel products, in compliance with existing clean fuels requirements. The refinery completed a turnaround in late 2009, with the next turnaround currently scheduled for 2014.

Yemin continued: “From a strategic perspective, we believe this transaction will further our goal of being a vertically integrated company and will diversify our exposure beyond a single refining asset. Given that the El Dorado refinery has the ability to supply light products to portions of our convenience store network in Tennessee and Arkansas we will, for the first time in our history, own and operate a refinery capable of supplying our retail stores in neighboring markets.”

“This transaction will also significantly expand our wholesale distribution network in multiple new markets throughout the Mid-Continent region. From El Dorado, we will have the ability to market products to owned and third-party terminals with access to a major product pipeline system which runs from the Gulf Coast into the Midwestern United States,” stated Yemin.

“Our management of an integrated supply chain will help to mitigate supply risks while optimizing distribution synergies across our downstream asset base, thereby positioning us to expand our competitive reach,” continued Yemin.

“With the continued support of our Israeli relationship banks and our majority shareholder, Delek Group, we are in the process of securing long-term financing for this transaction. Moreover, as a result of our ongoing financing efforts and increasing free cash flow from current operations, we anticipate Delek US will have improved liquidity at the close of this transaction, when compared to year-end 2010,” stated Yemin.

“We look forward to partnering with the employees of Lion Oil and the community of El Dorado. We remain committed to operating all of our businesses in a safe, reliable and environmentally sound manner that will grow value for our shareholders, while providing economic benefits to the employees and customers in the areas that we serve,” noted Yemin.

The transaction is expected to close during the second quarter 2011, subject to the completion of financing arrangements and the satisfaction of customary closing conditions. Upon closing, Delek US will discontinue use of the cost method of accounting for its investment in Lion Oil, and Lion Oil will be treated as a consolidated subsidiary of Delek US.

Delek US Holdings — Lion Oil Majority Equity Interest Announcement
Page 3

The Company will hold a conference call today, March 21, 2011 at 10:00 a.m. Central Time, to discuss this transaction. Investors will have the opportunity to listen to the conference call via live webcast by going to www.DelekUS.com and clicking on the ‘Investors’ tab. For those who cannot listen to the live broadcast, a telephonic replay will be available through April 4, 2011 by dialing 800-642-1687. An archived version of the replay will also be available on Delek US’ website for 90 days.

A series of presentation slides will accompany the conference call and webcast. These slides may be accessed on the Delek US Holdings website by selecting the ‘Investors’ tab prior to the start of the event.

About Delek US Holdings, Inc.

Delek US Holdings, Inc. is a diversified energy business focused on petroleum refining, marketing and supply of refined products, and retail marketing of fuel and general merchandise. The refining segment operates a high conversion, independent refinery, with a design crude distillation capacity of 60,000 barrels per day, in Tyler, Texas. The marketing and supply segment markets refined products through its terminals in Abilene, Texas and San Angelo, Texas as well as other third party terminals. The retail segment markets gasoline, diesel and other refined petroleum products and convenience merchandise through a network of company-operated retail fuel and convenience stores, operated under the MAPCO Express^®, MAPCO Mart^®, East Coast^®, Discount Food Mart™, Fast Food and Fuel™ and Favorite Markets^® brand names.

Safe Harbor Provisions Regarding Forward-Looking Statements

This press release contains forward-looking statements that are based upon current expectations and involve a number of risks and uncertainties. Statements concerning our current estimates, expectations and projections about our future results, performance, prospects and opportunities and other statements, concerns, or matters that are not historical facts are “forward-looking statements,” as that term is defined under the federal securities laws.

Investors are cautioned that the following important factors, among others, may affect these forward-looking statements. These factors include but are not limited to: our ability to complete the Lion Oil transaction; management’s ability to execute its strategy of growth through acquisitions and transactional risks in acquisitions; our competitive position and the effects of competition; the projected growth of the industry in which we operate; changes in the scope, costs, and/or timing of capital projects; losses from derivative instruments; general economic and business conditions, particularly levels of spending relating to travel and tourism or conditions affecting the southeastern United States; risks and uncertainties with the respect to the quantities and costs of crude oil, the costs to acquire feedstocks and the price of the refined petroleum products we ultimately sell; potential conflicts of interest between our majority stockholder and other stockholders; and other risks contained in our filings with the Securities and Exchange Commission.

Delek US Holdings — Lion Oil Majority Equity Interest Announcement
Page 4

Forward-looking statements should not be read as a guarantee of future performance or results and will not be accurate indications of the times at, or by which such performance or results will be achieved. Forward-looking information is based on information available at the time and/or management’s good faith belief with respect to future events, and is subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Delek US undertakes no obligation to update or revise any such forward-looking statements.

U.S. Investor / Media Relations Contact:
Noel Ryan III
Director — Head of Investor Relations & Corporate Communications
Delek US Holdings, Inc.
615-435-1356 (Direct)

EX-99.2

Exhibit 99.2

Delek US Holdings Agrees To Acquire A Majority Equity Interest In Lion Oil Company March 21, 2011

Safe Harbor Provision 2 Delek US Holdings is traded on the New York Stock Exchange in the United States under the symbol "DK" and, as such, is governed by the rules and regulations of the United States Securities and Exchange Commission. This presentation may contain forward-looking statements that are based upon current expectations and involve a number of risks and uncertainties. Statements concerning our current estimates, expectations and projections about our future results, performance, prospects and opportunities and other statements, concerns, or matters that are not historical facts are "forward-looking statements," as that term is defined under United States securities laws. Investors are cautioned that the following important factors, among others, may affect these forward-looking statements. These factors include but are not limited to: our ability to complete the Lion Oil transaction; management's ability to execute its strategy of growth through acquisitions and transactional risks in acquisitions; our competitive position and the effects of competition; the projected growth of the industry in which we operate; changes in the scope, costs, and/or timing of capital projects; losses from derivative instruments; general economic and business conditions, particularly levels of spending relating to travel and tourism or conditions affecting the southeastern United States; risks and uncertainties with the respect to the quantities and costs of crude oil, the costs to acquire feedstocks and the price of the refined petroleum products we ultimately sell; potential conflicts of interest between our majority stockholder and other stockholders; and other risks contained in our filings with the Securities and Exchange Commission. Forward-looking statements should not be read as a guarantee of future performance or results and will not be accurate indications of the times at, or by which such performance or results will be achieved. Forward-looking information is based on information available at the time and/or management's good faith belief with respect to future events, and is subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Delek US undertakes no obligation to update or revise any such forward-looking statements.

Transaction Overview SECTION ONE

Transaction Summary Asset Overview Purchase Summary 80,000 BPD refinery in El Dorado, Arkansas 80-mile Magnolia-El Dorado crude oil system (Shreveport, LA to Magnolia terminal) 28-mile El Dorado crude oil system (Magnolia terminal to El Dorado refinery) Crude oil gathering system with more than 800 miles of pipelines 3 light product distribution terminals (Memphis and Nashville, TN; El Dorado, AR) Owned asphalt distribution terminal in El Dorado, Arkansas Delek US has agreed to acquire Ergon's 53.7% equity interest in Lion Oil for a combination of cash, stock and the extinguishment and replacement of all debt currently owed by Lion to Ergon as follows: $45 million in restricted Delek US Common Stock(1) Lion Oil and/or Delek US will make a cash payment of approximately $50 million to Ergon Lion Oil will execute a new $50 million term note payable to Ergon that will be guaranteed by Delek US; and Lion Oil will divest certain non-refining assets to Ergon In addition, Delek US has agreed to assist Lion Oil in obtaining third-party financing of working capital previously provided by Ergon 4 (1) Determined by the average closing price of Delek US' common stock as reported on the New York Stock Exchange for the ten consecutive trading days immediately preceding the closing date

Lion Oil Ownership History Timeline Inception of Lion Oil Ergon, Inc. and other investors assume ownership Delek US acquires 28.4% interest from a single shareholder Delek US acquires an additional 6.2% interest Delek US agrees to acquire an additional 53.7% controlling interest; ownership expected to increase to 88.3% Ownership History Key Events Lion Oil has been managed by Ergon, Inc. for more than two decades. The company has been majority owned by Ergon since 1999 July/Sept 2007: Delek US acquires 34.6% minority interest through multiple transactions with selling shareholders, including 28.4% from a single shareholder March 2011: Delek US agrees to acquire Ergon's 53.7% majority equity interest; total equity ownership expected to increase to 88.3%; Delek US expected to become the new operator of Lion Oil in 2Q:11 5

El Dorado, Arkansas Refinery 6 Turnaround Inland, PADD III Refinery With Broad Distribution Footprint Throughout the Mid-Continent Medium Sour Crude Oil Refinery Typical crude gravity - 30.5°API Typical crude sulfur - 1.75% Key Sources of Crude Local Arkansas crude gathering system (21% of crude slate) Offshore Louisiana and foreign crudes Production and Complexity 80,000 BPD nameplate capacity 9.0 complexity rating Key Product Distribution Enterprise Products Pipeline (TEPPCO) Mississippi River Valley, Ohio River Valley Compliance with Regulatory Mandates Clean fuels compliant (ULSD, LS gasoline) Benzene reduction in gasoline (MSAT II) complete in July 2011 Capital Spending Invested $470 mm in El Dorado since 2007; major projects complete Maintenance CAPEX levels - $25 mm CAPEX in 2011 Products Manufactured Gasoline and ultra-low sulfur diesel fuels Asphalt, refinery grade propylene, LPG

Combined Asset Overview Delek US (Dec. 31, 2010) Lion Oil Assets Delek US (Post-Transaction) Refining Segment Marketing Segment Other 1 refinery, Tyler, TX PADD III 60,000 BPD 9.4 complexity High conversion 3 company-owned terminals 7 product pipelines Crude pipelines 412 retail company operated retail locations More than 60% of underlying real estate is owned 1 refinery, El Dorado, AR PADD III 80,000 BPD 9.0 complexity Clean fuels compliant 3 light product terminals - Memphis and Nashville, TN and El Dorado, AR Connected to Enterprise Products Pipeline Asphalt distribution business; owned asphalt terminal in El Dorado, AR 2 PADD III refineries 140,000 BPD Moderate complexity Expanded crude slate Expanded product mix Scales logistics business to include distribution points throughout the Gulf Coast and Mid- Continent regions Diversified set of downstream assets 7

Combined Asset Map 8 West Texas Crude Louisiana Offshore Crude Foreign Crude Tyler Refinery El Dorado Refinery Delek US Terminals Lion Oil Terminals Crude Pipelines Product Pipelines

Key Strategic Opportunities 9 Optimize Crude Slate Increased access to wide range of domestic, offshore & foreign crude oils Adding capability to process medium sour crudes Access to crudes priced on both a WTI and Brent-basis Enhance Production Capabilities More than doubles production capacity above pre-transaction levels Entry point into asphalt market Still heavily weighted toward light, high-value products post-transaction Capture Supply Chain Synergies Supply chain synergies with (MAPCO) retail store network Lion has two light product terminals in Tennessee More than 200 MAPCO locations operating in Tennessee and Arkansas Expand Wholesale Marketing Business Expand wholesale marketing business into the Mid-Continent Wholesale distribution strategy designed to optimize margin capture Other Strategic Benefits Eliminate single-asset refiner risk Limited capital requirements over the near-term Overhead cost savings

Crude Supply and Processing SECTION TWO

El Dorado Crude Slate 11 Access to Domestic, Local Offshore and Foreign Crudes Local Arkansas Crudes(1) ~21% of crude slate (2010) - WTI-Linked Crudes Arkansas crude purchased at avg. discount to WTI of $8.12/bbl (2010) Delivered into 4 gathering stations and the refinery Local crude gathering system in Arkansas - 60 mile radius from El Dorado Local Louisiana Offshore Crudes ~45% of crude slate (2010) Louisiana offshore crudes purchased at avg. premium to Dated Brent of $0.88/bbl (2010) Delivered from Louisiana by the ExxonMobil pipeline connecting to the Lion crude pipeline near Shreveport Foreign Crudes ~34% of crude slate (2010) Foreign crudes purchased at avg. premium to Dated Brent of $0.44/bbl (2010) Delivered from Louisiana by the ExxonMobil pipeline connecting to the Lion crude pipeline near Shreveport Local Arkansas Crudes Local Louisiana Offshore Crudes

Transaction Expected To Diversify Delek US' Crude Slate 12 Balanced Exposure - Less Dependence on Light, Sweet Crude Pricing Essentially 50/50 (Sour-intermediate vs. Light) Crude Slate Becomes More Balanced Crude Slate Transition - Pre/Post Transaction Tyler Refinery El Dorado Refinery Pro-Forma (Combined) (CHART) (CHART) (CHART)

Production SECTION THREE

El Dorado Unit Capacities 14 Unit Description Present Capacity (BPD)

Measuring Refinery Complexity 15 Tyler and El Dorado Are Both Moderate Complexity Assets(1) (1) Stancil & Company, Oil & Gas Journal, Company Reports (CHART)

El Dorado Capacity Utilization Above 90% In 2010 16 (1) 2010 assumes nameplate capacity of 80,000 BPD following major turnaround and expansions projects in 2009; nameplate capacity 2006-2009 is estimated at 71,500 BPD El Dorado Production Capabilities Improved After Turnaround in 2009(1) Turnaround (CHART)

Anticipated Combined Product Slate(1) 17 Tyler Refinery El Dorado Refinery Pro-Forma (Combined) (1) "Other" includes LPG, Black Oil and other residual products (CHART) (CHART) (CHART)

Light Product Distribution SECTION FOUR

Light Product Marketing Throughout the Mid-Continent 19 Access To The Enterprise Products Pipeline(1) Integration Opportunity -- Refining Will Supply Retail Expands marketing opportunity into the Mid-Continent El Dorado will supply MAPCO store locations In Tennessee and Arkansas Tyler and El Dorado Will Ship Product North Supply markets that support better margins Expand Retail Store Presence In Adjacent Markets Build/acquire new store locations in markets adjacent to El Dorado (i.e. Little Rock, Arkansas) (1) Formerly the TEPPCO pipeline system

Distribution "Quick Hit" Opportunities 20 New Operating Approach May Yield Near-Term Benefit Move Exchange Barrels From the Magellan System to Enterprise Products System Previously marketed products on Magellan system at lower netbacks than on the Enterprise system Gasoline and diesel could be sold in the spot market on the Enterprise system (Northeast of El Dorado) at better values Ethanol Blending Opportunity Ethanol comprised ~3-4% of total El Dorado gasoline sales in 2010 Seek to blend 10% ethanol at all product terminals Completing installation of blending facilities at El Dorado truck rack Generate incremental margin; generates more RINS Retail Supply Synergies Supply Memphis market with products through the Memphis terminal Enhance Nashville supply capability through an owned terminal Re-Engineered Distribution Strategy Designed To Generate Incremental Returns

Transaction Synergies SECTION FIVE

Summary of Potential Transaction Synergies 22 Crude Supply Improves crude procurement expertise Optimize crude slate between Tyler and El Dorado Distribution Realize supply synergies between refining and retail Expand wholesale marketing through Enterprise system Develop long-term product supply contracts on third-party pipelines Production Eliminate single-asset refinery risk Staggered turnarounds minimize supply disruptions Diversified product slate provides opportunity to capitalize on U.S. economic recovery

Capital Spending SECTION SIX

Major Capital Projects Have Been Completed 24 *Includes refining segment only; 2009 capital spending includes cost to rebuild saturated gas plant Historical/Projected Capital Spending at Tyler and El Dorado ($MM) (CHART)

Transaction Financing SECTION SEVEN

Transaction Financing Overview 26 Determined by the average closing price of Delek US' common stock as reported on the NYSE for the ten consecutive trading days immediately preceding the closing date Lion Oil will enter into five-year term loan agreements with Israeli banks in the amount of up to $100 million, a portion of which will be used for the purchase of equipment and shares Lion Oil will execute a $50 million term note payable to Ergon that will be guaranteed by Delek US

Working Capital, Financing and Other 27 Crude Supply and Inventory Financing(1) Lion will enter into a multi-year supply and off-take agreement with a major financial institution Effective financial support for crude procurement and inventory ownership Accounts Receivable Financing Lion will utilize Delek Refining's existing asset backed lending facility to finance its accounts receivable working capital Other Financing Items(2) In order to support the $50 mm cash purchase price portion of the assets and to finance the remaining working capital, Lion will enter into a long term loan agreements with Israeli based banks in sum of up to $100 mm Delek Group (or affiliate) will provide Delek US with an additional $40 mm through a promissory note at closing to supplement existing liquidity position Final working capital needs will fluctuate based on market prices and inventory levels Any post-closing funding requirements will be dependent on refining market economics and resulting free cash flow between now and transaction close

Transaction Sources and Uses 28 $45 million in restricted shares of Delek US common stock(1) $145 million for equipment and shares Transaction Sources Transaction Uses $50 million term note payable by Lion to Ergon (guaranteed by Delek US)(2) $100 million in loans from Israeli banks to Lion(3) $40 million from an affiliate of Delek Group(4) Total Sources = $235 million $50 million cash to supplement other working capital financing(5) $40 million to supplement Delek US liquidity position Total Uses = $235 million Determined by the average closing price of Delek US' common stock as reported on the NYSE for the ten consecutive trading days immediately preceding the closing date Six-year note; 4% annual interest rate; annual amortization begins at the end of year two Loan amounts could range from $75 to $100 million Subject to change, contingent on cash flows from operations generated by Delek US Represents the remaining working capital funding requirement not financed through Delek Refining's existing asset-based lending facility and the new inventory supply and off-take arrangement