Title: Algebraic explanation of Hoare's notion of refinement Abstract: Refinement is a notion in software engineering. One "refines" data or programs. Taking the idea from Hoare, we formulate program refinement as follows. We first define a syntax for programs. We then develop a functorial semantics for that; so an interpretation is a functor. We wish to compare two interpretations and show that one is a refinement of the other. For that purpose, we need an order in homsets, so, we develope the functorial semantics with locally ordered categories and locally ordered functors, rather than mere categories and functors. The refinement relation is then an existence of lax transformation between the interpretation locally ordered functors. So, we show how these mathematical machinary is used in formulating refinement. Especially, the "extensibility" phenomenon Hoare mentioned about refinement in his unpublished draft is explained by enriched adjunction and we can say that such extension is possible whenever the language construct can be described as algebraic structure on LocOrd_l, defined in the next paragraph. This means our theory covers a number of language constructs but, to make the talk more concrete, we put a nondeterministic imperative language with at most countable number of branches. In this language, it is easy to encode "if" statements and "while" statements, so we regard it is an appropriate model to argue about imperative languages. We also mention about the language used in the work by Hoare, He and Sanders, where one wishes to model the iteration by greatest fixpoints. That language cannot be modelled by relation algebras, but it can be described by algebraic structure on LocOrd_l. Then we go to mathematical background of our work. The category of locally ordered categories and locally ordered functors has monoidal structure given by so called Gray tensor. It is not symmetric but it is biclosed. Moreover, that category is enriched over itself, by considering the category of locally ordered functors and lax transformations. We call the enriched category LocOrd_l, l for lax transformation. We show how countableary LocOrd_l-algebraic structures on LocOrd_l is defined in detail and show the definition of algebraic structure describing the structure of our language. We need countable arity in order to model the countable nondeterminism.