PXP Announces 2009 Third Quarter Results

November 5, 2009 7:35 AM EST

HOUSTON, Nov. 5 /PRNewswire-FirstCall/ -- Plains Exploration & Production Company (NYSE: PXP) ("PXP" or the "Company") announces third quarter 2009 financial and operating results and files full-year 2010 guidance with the SEC on a Form 8-K.

Revenues of $312.2 million generated $39.3 million of net income, or $0.30 per diluted share, in the third quarter 2009. Net income including realized gains and losses and excluding unrealized gains and losses on our mark-to-market derivative contracts was $185.3 million, or $1.40 per diluted share (a non-GAAP measure). Net cash provided by operating activities was $168.2 million and operating cash flow was $427.9 million (a non-GAAP measure).

A reconciliation of non-GAAP financial measures used in this release to comparable GAAP financial measures is included with the financial tables in this release.

James C. Flores, Chairman, President and CEO of PXP commented, "We delivered solid results for the third quarter and are financially and operationally well positioned to continue delivering strong and consistent reserve and production growth. PXP reports significant progress in lowering costs, increasing production, strengthening liquidity and expanding its resource potential during today's challenging environment. Excluding the impact of our 2008 divestments, increased production from the Haynesville Shale and Flatrock properties resulted in an 8% increase in sales volumes in the first nine months of 2009 compared to the same period a year ago. Lease operating expenses per unit decreased 7% for the first nine months due to the success of our cost reduction program. The favorable quarterly results again highlight our sound execution of the strategic plan, successful hedge program, and high-quality asset base.

"Our 2010 capital spending plan leverages on those strengths and allocates capital to asset areas with the greatest returns and highest growth prospects. PXP's Board of Directors approved a $900 million to $1.1 billion 2010 capital budget versus an estimated $1.55 billion 2009 capital budget. The 2010 capital investment is predominately focused on the continued development of our substantial Haynesville Shale acreage position, our large, high free-cash flow California oil business and our Texas Panhandle, South Texas and Gulf of Mexico asset areas. Approximately 10% of the 2010 capital plan is allocated to Gulf of Mexico exploration. We continue to target reserve growth of 20% through 2011 and production growth of 8-10% in 2010 and 2011 driven by the Haynesville Shale layered on top of our stable oil production base. PXP remains focused on cost control, operational execution and reserve and production growth from its balanced portfolio of excellent assets."

OPERATIONAL HIGHLIGHTS

    -- Outstanding drilling results continue in the Haynesville Shale and
       production from this resource base is growing quickly. Third quarter
       average daily production of approximately 48 million cubic feet
       equivalent (MMCFE) net to PXP has ramped up from 14 MMCFE per day net
       during the first quarter 2009 and 28 MMCFE per day net in the second
       quarter. Production is expected to continue to increase and exceed
       approximately 70 MMCFE per day net by year-end 2009 and approximately
       125 MMCFE net per day by year-end 2010. PXP and its partner, and
       operator, Chesapeake Energy Corporation (NYSE: CHK) are currently
       operating 35 rigs and expect to operate an average of 40 rigs in 2010,
       plus 15 or more rigs operated by others on our acreage consistent with
       this year's activity.

       Two notable Haynesville Shale wells completed by Chesapeake are as
       follows: The Caspiana 13-15-12 H-1 in Caddo Parish, LA achieved a
       peak rate of 20.2 million cubic feet (MMCF) per day; and The Bradway
       24-15-12 H-1 in Caddo Parish, LA achieved a peak rate of 18.6 MMCF
       per day.

    -- The Flatrock area wells averaged 59 MMCFE per day net to PXP in the
       third quarter of 2009.  As previously reported, the Flatrock #5 well
       was re-completed in the primary Rob-L zone in September 2009. The
       Flatrock #3 well is currently offline and will be re-completed in the
       fourth quarter of 2009. The Flatrock #4 well was shut in during August
       2009 because of a mechanical (not reservoir) issue associated with the
       well bore and is expected to recommence production by year-end 2009.

    -- Positive drilling results at the Blueberry Hill exploratory well,
       operated by McMoRan and located on Louisiana State Lease 340 in the
       Gulf of Mexico, indicate a discovery. A second sidetrack well was
       drilled to a total depth of 21,942 feet in October 2009. The operator
       plans to temporarily abandon the sidetrack #2 well and drill an offset
       appraisal well approximately 2,000 feet southeast with a proposed total
       depth of 21,850 feet. Offset drilling operations are expected to
       commence in November 2009. Development planning is underway. Blueberry
       Hill is located 11 miles southeast of Flatrock. PXP holds a 47.9%
       working interest.

    -- The Hurricane Deep sidetrack well, operated by Chevron and located on
       South Marsh Island 217, on the southern flank of the Flatrock structure
       has a proposed total depth of 21,750 feet and is targeting the
       significant Gyro sand encountered in the Hurricane Deep well. The
       operator plans to commence sidetrack operations in the fourth quarter
       of 2009. PXP holds a 30.0% working interest.

    -- Three significant Gulf of Mexico exploration prospects with a total
       reserve potential of more than 200 million BOE net to PXP are currently
       drilling:

       -  The Davy Jones exploration prospect, operated by McMoRan and located
          on South Marsh Island Block 230 is drilling towards a proposed total
          depth of 28,000 feet. PXP holds a 27.7% working interest.

       -  The Rickenbacker exploration prospect, operated by Anadarko and
          located on Keathley Canyon Block 470, is drilling towards a
          proposed total depth of approximately 33,700 feet. PXP holds a
          15.0% working interest.

       -  The Lucius exploration prospect, operated by Anadarko and located on
          Keathley Canyon Block 875, began drilling operations in October and
          is drilling towards a proposed total depth of 21,000 feet. PXP holds
          a 33.3% working interest.

    -- The Northwood exploration prospect, operated by Chevron and located on
       Green Canyon Block 945, was drilled to a total depth of 35,955 feet and
       is being plugged and abandoned.

DERIVATIVE SUMMARY

Approximately 80% of our 2009 estimated sales volumes, using the mid-point of our annual guidance, are protected by oil and natural gas derivative positions and natural gas physical purchases. For 2009, natural gas volumes are protected with $10 by $20 collars on 150,000 MMBtu per day while crude oil volumes have put options with a $55 strike price on 32,500 barrels per day. Approximately 68% of our 2010 estimated sales volumes, using the mid-point of our annual guidance, are protected by oil and natural gas derivative positions and natural gas physical purchases. For 2010, natural gas volumes are protected by three-way collars having a $6.12 floor with $4.64 limit and an $8.00 ceiling on 85,000 MMBtu per day, and crude oil volumes for 2010 have put options with a $55 strike price on 40,000 barrels per day. A summary of PXP's open commodity derivative positions is included with the financial tables in this release.

2010 FULL-YEAR GUIDANCE

PXP filed full-year 2010 guidance with the SEC in a Form 8-K.

CONFERENCE CALL

PXP will host a conference call today, Thursday, November 5, 2009 at 8:00 a.m. Central time. Investors wishing to participate in the conference call may dial 1-800-567-9836 or 1-973-935-8460. The conference call and replay ID is: 34949709. The replay can be accessed by dialing 1-800-642-1687 or 1-706-645-9291. A live webcast of the conference call will be available in the Investor Information section of PXP's website at www.pxp.com.

PXP is an independent oil and gas company primarily engaged in the activities of acquiring, developing, exploring and producing oil and gas in California, Texas, Louisiana and the Gulf of Mexico. PXP is headquartered in Houston, Texas.

ADDITIONAL INFORMATION & FORWARD-LOOKING STATEMENTS

This press release contains forward-looking information regarding PXP that is intended to be covered by the safe harbor "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. All statements included in this press release that address activities, events or developments that PXP expects, believes or anticipates will or may occur in the future are forward-looking statement. These include statements regarding:

    * reserve and production estimates,
    * oil and gas prices,
    * the impact of derivative positions,
    * production expense estimates,
    * cash flow estimates,
    * future financial performance,
    * capital and credit market conditions,
    * planned capital expenditures, and
    * other matters that are discussed in PXP's filings with the SEC.

These statements are based on our current expectations and projections about future events and involve known and unknown risks, uncertainties, and other factors that may cause our actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. Please refer to our filings with the SEC, including our Form 10-K, for the year ended December 31, 2008, for a discussion of these risks.

All forward-looking statements in this report are made as of the date hereof, and you should not place undue reliance on these statements without also considering the risks and uncertainties associated with these statements and our business that are discussed in this report and our other filings with the SEC. Moreover, although we believe the expectations reflected in the forward-looking statements are based upon reasonable assumptions, we can give no assurance that we will attain these expectations or that any deviations will not be material. Except for any obligation to disclose material information under the Federal securities laws, we do not intend to update these forward-looking statements and information.

    Plains Exploration & Production Company
    Consolidated Statements of Income (Unaudited)
    (amounts in thousands, except per share data)

                                    Three Months Ended    Nine Months Ended
                                       September 30,        September 30,
                                       -------------        -------------
                                      2009      2008      2009        2008
                                      ----      ----      ----        ----
    Revenues
      Oil sales                    $249,619  $528,787  $625,822  $1,531,138
      Gas sales                      62,428   181,971   192,233     528,374
      Other operating revenues          141     8,779     1,326      15,805
                                        ---     -----     -----      ------
                                    312,188   719,537   819,381   2,075,317
                                    -------   -------   -------   ---------
    Costs and Expenses
      Lease operating expenses       60,276    76,943   194,564     236,699
      Steam gas costs                10,956    37,418    37,425     110,175
      Electricity                    10,585    14,367    33,895      36,665
      Production and ad valorem
       taxes                          7,917    27,348    29,995      77,757
      Gathering and transportation
       expenses                      10,349     4,405    25,667      15,356
      General and administrative     36,419    29,374   111,066     114,505
      Depreciation, depletion and
       amortization                 101,755   139,956   280,691     411,558
      Accretion                       3,541     3,258    10,628       9,868
      Legal recovery                      -         -   (87,272)          -
      Other operating (income)
       expense                       (4,403)        -     1,553           -
                                     ------       ---     -----         ---
                                    237,395   333,069   638,212   1,012,583
                                    -------   -------   -------   ---------

    Income from Operations           74,793   386,468   181,169   1,062,734
    Other Income (Expense)
      Gain on sale of assets              -         -         -      34,658
      Interest expense              (16,355)  (32,994)  (54,287)    (87,114)
      Debt extinguishment costs      (1,183)   (3,138)  (12,093)    (13,401)
      Gain on mark-to-market
       derivative contracts          14,795   451,083    13,217     390,175
      Other income (expense)            569   (13,842)      761     (12,181)
                                        ---   -------       ---     -------
    Income Before Income Taxes       72,619   787,577   128,767   1,374,871
      Income tax expense
        Current                     (21,696) (210,023)  (33,757)   (312,276)
        Deferred                    (11,597)  (84,409)   (6,837)   (203,031)
                                    -------   -------    ------    --------
    Net Income                      $39,326  $493,145   $88,173    $859,564
                                    =======  ========   =======    ========
    Earnings per Share
      Basic                           $0.30     $4.58     $0.74       $7.87
      Diluted                         $0.30     $4.50     $0.73       $7.72
    Weighted Average Shares
     Outstanding
      Basic                         131,701   107,725   119,288     109,195
                                    =======   =======   =======     =======
      Diluted                       132,725   109,617   120,003     111,297
                                    =======   =======   =======     =======



    Plains Exploration & Production Company
    Operating Data (Unaudited)

                                  Three Months Ended    Nine Months Ended
                                     September 30,         September 30,
                                     -------------         -------------
                                     2009      2008        2009      2008
                                     ----      ----        ----      ----
    Daily Average Volumes
      Oil and liquids sales (Bbls)  47,399    55,803      48,521    56,199
      Gas (Mcf)
        Production                 220,103   225,232     204,605   220,145
        Used as fuel                 6,443     5,691       6,678     6,053
        Sales                      213,660   219,541     197,927   214,092
      BOE
        Production                  84,083    93,342      82,622    92,890
        Sales                       83,009    92,393      81,509    91,881
    Unit Economics (in dollars)
      Average NYMEX Prices
        Oil                         $68.24   $118.22      $57.32   $113.52
        Gas                           3.40     10.28        3.91      9.76
      Average Realized Sales
       Price Before
        Derivative Transactions
        Oil (per Bbl)               $57.26   $103.00      $47.24    $99.43
        Gas (per Mcf)                 3.18      9.01        3.56      9.00
        Per BOE                      40.86     83.62       36.76     81.81
      Cash Margin per BOE (1)
        Oil and gas revenues        $40.86    $83.62      $36.76    $81.81
        Costs and expenses
           Lease operating
            expenses                 (7.89)    (9.06)      (8.75)    (9.40)
           Steam gas costs           (1.43)    (4.40)      (1.68)    (4.38)
           Electricity               (1.39)    (1.69)      (1.52)    (1.46)
           Production and ad
            valorem taxes            (1.04)    (3.22)      (1.35)    (3.09)
           Gathering and
            transportation           (1.36)    (0.52)      (1.15)    (0.61)
           Oil and gas related
            DD&A                    (12.66)   (15.71)     (11.89)   (15.72)
                                    ------    ------      ------    ------
        Gross margin (GAAP)          15.09     49.02       10.42     47.15
          Oil and gas related DD&A   12.66     15.71       11.89     15.72
          Realized gains and losses
           on derivative
           instruments (2)           32.30     (1.81)      34.25     (2.17)
                                     -----     -----       -----     -----
        Cash margin (Non-GAAP)      $60.05    $62.92      $56.56    $60.70
                                    ======    ======      ======    ======

    Oil and gas capital
     expenditures accrued ($ in
     thousands) (3)               $446,630  $356,762  $1,249,048  $806,408


    (1)  Cash margin per BOE (a non-GAAP measure) is calculated by adjusting
         gross margin per BOE (a GAAP measure) to include realized gains and
         losses on derivative instruments and to exclude DD&A.  Management
         believes this presentation may be helpful to investors as it
         represents the cash generated by our oil and gas production that is
         available for, among other things, capital expenditures and debt
         service.  PXP management uses this information to analyze operating
         trends for comparative purposes within the industry.  This measure is
         not intended to replace the GAAP statistic but rather to provide
         additional information that may be helpful in evaluating trends and
         performance.

    (2)  Three and nine months ended September 30, 2009 amounts include $38.94
         per barrel or $22.23 per BOE attributable to July-September 2009
         production and $29.82 per barrel or $17.75 per BOE attributable to
         March-September 2009 production, respectively, for the $106 crude oil
         puts and $54 crude oil swaps that were monetized in the first quarter
         of 2009.  Year to date amounts also include $9.16 per barrel or $5.45
         per BOE associated with the January and February settlement of the
         $106 crude oil puts and the $54 crude oil swaps that we monetized in
         the first quarter of 2009.

    (3)  Additions to oil and gas properties reported in our consolidated
         statement of cash flows differ from the accrual basis amounts
         reflected above due to the timing of cash payments.  Excludes
         acquisitions.



    Plains Exploration & Production Company
    Reconciliation of GAAP to Non-GAAP Measure

                                                     Three Months Ended
                                                     September 30, 2009
                                                     ------------------
                                                     Oil     Gas    BOE
                                                     ---     ---    ---

      Average Realized Sales Price

      Average realized price before
       derivative instruments (GAAP) (1)            $57.26  $3.18 $40.86
        Realized gains on derivative
         instruments (2)                             36.83   4.38  32.30
                                                     -----   ----  -----

      Realized cash price including derivative
       settlements (non-GAAP)                       $94.09  $7.56 $73.16
                                                    ======  ===== ======


                                                     Three Months Ended
                                                     September 30, 2008
                                                     ------------------
                                                     Oil     Gas    BOE
                                                     ---     ---    ---

      Average Realized Sales Price

      Average realized price before derivative
       instruments (GAAP) (1)                      $103.00  $9.01 $83.62
        Realized gains and losses on derivative
         instruments                                 (4.22)  0.31  (1.81)
                                                     -----   ----  -----

      Realized cash price including derivative
       settlements (non-GAAP)                       $98.78  $9.32 $81.81
                                                    ======  ===== ======


    (1)  Excludes the impact of production costs and expenses and DD&A.

    (2)  Includes $38.94 per barrel or $22.23 per BOE attributable to July-
         September 2009 production for the $106 crude oil puts and $54 crude
         oil swaps that were monetized in the first quarter of 2009.


                                                     Nine Months Ended
                                                     September 30, 2009
                                                     -------------------
                                                     Oil     Gas    BOE
                                                     ---     ---    ---

      Average Realized Sales Price

      Average realized price before derivative
       instruments (GAAP) (3)                       $47.24  $3.56 $36.76
        Realized gains on derivative
         instruments (4)                             39.90   4.33  34.25
                                                     -----   ----  -----

      Realized cash price including derivative
       settlements (non-GAAP)                       $87.14  $7.89 $71.01
                                                    ======  ===== ======


                                                     Nine Months Ended
                                                     September 30, 2008
                                                     -------------------
                                                     Oil     Gas    BOE
                                                     ---     ---    ---

      Average Realized Sales Price

      Average realized price before derivative
       instruments (GAAP) (3)                       $99.43  $9.00 $81.81
        Realized gains and losses on derivative
         instruments                                 (3.98)  0.12  (2.17)
                                                     -----   ----  -----

      Realized cash price including derivative
       settlements (non-GAAP)                       $95.45  $9.12 $79.64
                                                    ======  ===== ======


    (3)  Excludes the impact of production costs and expenses and DD&A.

    (4)  Includes $29.82 per barrel or $17.75 per BOE attributable to March-
         September 2009 production for the $106 crude oil puts and $54 crude
         oil swaps that were monetized in the first quarter of 2009.  Also
         includes $9.16 per barrel or $5.45 per BOE associated with the
         January and February settlement of the $106 crude oil puts and the
         $54 crude oil swaps that we monetized in the first quarter of 2009.



    Plains Exploration & Production Company
    Consolidated Statements of Cash Flows (Unaudited)
    (in thousands of dollars)
                                  Three Months Ended       Nine Months Ended
                                     September 30,           September 30,
                                     -------------           -------------
                                   2009        2008        2009        2008
                                   ----        ----        ----        ----
    CASH FLOWS FROM OPERATING
     ACTIVITIES
    Net income                   $39,326    $493,145     $88,173    $859,564
    Items not affecting cash
     flows from operating
     activities
      Gain on sale of assets           -           -           -     (34,658)
      Depreciation, depletion,
       amortization and
       accretion                 105,296     143,214     291,319     421,426
      Deferred income tax
       expense                    11,597      84,409       6,837     203,031
      Debt extinguishment
       costs                       1,183       3,138      12,093      13,401
      Gain on mark-to-market
       derivative contracts      (14,795)   (451,083)    (13,217)   (390,175)
      Noncash compensation        15,250      (1,520)     47,816      38,931
      Other noncash items          1,566       1,344       4,479       4,230
    Change in assets and
     liabilities from operating
     activities                    8,773     264,930    (127,614)     31,189
                                   -----     -------    --------      ------
    Net cash provided by
     operating activities        168,196     537,577     309,886   1,146,939
                                 -------     -------     -------   ---------
    CASH FLOWS FROM INVESTING
     ACTIVITIES
    Additions to oil and gas
     properties                 (415,737)   (247,082) (1,242,698)   (688,205)
    Acquisition of oil and gas
     properties               (1,137,142) (1,681,676) (1,137,142) (2,012,969)
    Payment of accrued merger
     costs                             -      (1,801)          -     (76,645)
    Proceeds from sales of oil
     and gas properties and
     related assets, net of
     costs and expenses                -      18,278           -   1,736,059
    Derivative settlements        76,910      (6,619)  1,457,232     (36,212)
    Decrease in restricted
     cash                              -           -           -      59,092
    Additions to other property
     and equipment                (2,807)     (7,005)    (12,167)    (34,448)
    Other                            162        (442)        162      (1,671)
                                     ---        ----         ---      ------
    Net cash used in investing
     activities               (1,478,614) (1,926,347)   (934,613) (1,054,999)
                              ----------  ----------    --------  ----------
    CASH FLOWS FROM FINANCING
     ACTIVITIES
    Borrowings from revolving
     credit facilities            75,000   7,263,596   2,315,090  11,501,352
    Repayments of revolving
     credit facilities                 -  (5,840,465) (3,545,090)(11,672,221)
    Proceeds from issuance of
     Senior Notes                393,340           -     916,439     400,000
    Costs incurred in connection
     with financing arrangements  (7,327)    (19,384)    (19,441)    (25,448)
    Derivative settlements             -     (11,009)      1,392     (24,097)
    Issuance of common stock     397,161           -     648,035           -
    Purchase of treasury stock         -           -           -    (304,192)
    Other                              -      (4,035)         28       9,647
                                     ---      ------         ---       -----
    Net cash provided by (used
     in) financing activities    858,174   1,388,703     316,453    (114,959)
                                 -------   ---------     -------    --------
    Net decrease in cash
     and cash equivalents       (452,244)        (67)   (308,274)    (23,019)
    Cash and cash equivalents,
     beginning of period         455,845       2,494     311,875      25,446
                                 -------       -----     -------      ------
    Cash and cash equivalents,
     end of period                $3,601      $2,427      $3,601      $2,427
                                  ======      ======      ======      ======



    Plains Exploration & Production Company
    Consolidated Balance Sheets (Unaudited)
    (in thousands of dollars)
                                                    September 30, December 31,
                                                         2009          2008
                                                         ----          ----
                           ASSETS
    Current Assets
      Cash and cash equivalents                          $3,601      $311,875
      Accounts receivable                               159,107       175,896
      Commodity derivative contracts                     63,913       945,838
      Inventories                                        20,491        23,368
      Prepaid expenses and other current assets          29,514        19,464
                                                         ------        ------
                                                        276,626     1,476,441
                                                        -------     ---------
    Property and Equipment, at cost
      Oil and natural gas properties - full cost
       method
        Subject to amortization                       8,661,710     7,106,785
        Not subject to amortization                   3,346,861     2,513,424
      Other property and equipment                      123,157       110,990
                                                        -------       -------
                                                     12,131,728     9,731,199
      Less allowance for depreciation,
       depletion, amortization and impairment        (5,491,734)   (5,217,803)
                                                     ----------    ----------
                                                      6,639,994     4,513,396
                                                      ---------     ---------
    Goodwill                                            535,265       535,265
                                                        -------       -------
    Commodity Derivative Contracts                            -       530,181
                                                            ---       -------
    Other Assets                                         59,994        56,632
                                                         ------        ------
                                                     $7,511,879    $7,111,915
                                                     ==========    ==========

            LIABILITIES AND STOCKHOLDERS' EQUITY
    Current Liabilities
      Accounts payable                                 $361,041      $363,713
      Royalties and revenues payable                     73,579        87,874
      Interest payable                                   33,548        20,843
      Income taxes payable                                    -       102,948
      Deferred income taxes                             131,716       285,426
      Other current liabilities                         126,426       132,841
                                                        -------       -------
                                                        726,310       993,645
                                                        -------       -------
    Long-Term Debt                                    2,493,583     2,805,000
                                                      ---------     ---------

    Other Long-Term Liabilities
      Asset retirement obligation                       169,287       159,473
      Other                                              34,746        32,061
                                                         ------        ------
                                                        204,033       191,534
                                                        -------       -------
    Deferred Income Taxes                               926,124       744,456
                                                        -------       -------
    Stockholders'  Equity
      Common stock                                        1,439         1,129
      Additional paid-in capital                      3,400,559     2,739,625
      Retained earnings (deficit)                         3,072       (85,101)
      Accumulated other comprehensive loss                    -          (684)
      Treasury stock, at cost                          (243,241)     (277,689)
                                                       --------      --------
                                                      3,161,829     2,377,280
                                                      ---------     ---------
                                                     $7,511,879    $7,111,915
                                                     ==========    ==========



    Plains Exploration & Production Company
    Summary of Open Derivative Positions
    At October 1, 2009

                                                         Average
               Instrument     Daily       Average        Deferred
    Period (1)   Type        Volumes      Price (2)      Premium         Index
    ----------   ----        -------      --------       -------         -----
    Sales of Crude Oil Production
    2009
    Oct - Dec  Put options  32,500 Bbls  $55.00 Strike   $3.38 per Bbl     WTI
                                          price

    2010
    Jan - Dec  Put options  40,000 Bbls  $55.00 Strike   $5.00 per Bbl (3) WTI
                                          price

    Sales of Natural Gas Production
    2009
    Oct - Dec  Collars    150,000 MMBtu  $10.00 Floor - $0.346 per MMBtu Henry
                                         $20.00 Ceiling                   Hub

    2010
    Jan - Dec  Three-way   85,000 MMBtu  $6.12 Floor    $0.034 MMBtu     Henry
               collars (4)                with a                          Hub
                                         $4.64 Limit
                                         $8.00 Ceiling


    (1)  All of our derivative instruments are settled monthly.

    (2)  The average strike prices do not reflect the cost to purchase the put
         options or collars.

    (3)  In addition to the deferred premium, a premium averaging $3.86 per
         barrel was paid from the proceeds of our first quarter 2009
         derivative monetization upon entering into these derivative
         contracts.

    (4)  If NYMEX is less than the $6.12 per MMBtu floor, we receive the
         difference between NYMEX and the $6.12 per MMBtu floor up to a
         maximum of $1.48 per MMBtu.  We pay the difference between NYMEX and
         $8.00 per MMBtu if NYMEX is greater than the $8.00 ceiling.



    Plains Exploration & Production Company
    Reconciliation of GAAP to Non-GAAP Measure

    The following table reconciles net income (GAAP) to adjusted net income
    (non-GAAP) for the three and nine months ended September 30, 2009 and
    2008. Adjusted net income includes realized gains and losses and excludes
    unrealized gains and losses on mark-to-market derivative contracts, gain
    on sale of assets and legal recovery and the effects of nonrecurring tax
    related expenses and benefits.  Management believes this presentation may
    be helpful to investors.  PXP management uses this information to analyze
    operating trends and for comparative purposes within the industry. This
    measure is not intended to replace the GAAP statistic but rather to
    provide additional information that may be helpful in evaluating the
    Company's operational trends and performance.


                                                   Three Months Ended
                                                       September 30,
                                                       -------------
                                                  2009              2008
                                                  ----              ----
                                                   (millions of dollars)

     Net income (GAAP)                           $39.3             $493.1

        Unrealized gain on mark-to-market
         derivative contracts                    (14.8)            (451.1)
        Realized gain (loss) on mark-to-market
         derivative contracts (1)                246.7              (15.4)
        Adjust income taxes (2)                  (85.9)             169.7
                                                 -----              -----

     Adjusted net income (non-GAAP)             $185.3             $196.3
                                                ======             ======

                                                     Nine Months Ended
                                                        September 30,
                                                        -------------
                                                  2009              2008
                                                  ----              ----
                                                   (millions of dollars)

     Net income (GAAP)                           $88.2             $859.6

        Unrealized gain on mark-to-market
         derivative contracts                    (13.2)            (390.2)
        Realized gain (loss) on mark-to-market
         derivative contracts (1)                762.3              (54.6)
        Gain on sale of assets                       -              (34.7)
        Legal recovery                           (87.3)                 -
        Adjust income taxes (2)                 (266.6)             174.4
                                                ------              -----

     Adjusted net income (non-GAAP)             $483.4             $554.5
                                                ======             ======


    (1)  Three and nine months ended September 30, 2009 totals include $169.8
         million attributable to July-September 2009 production and $394.9
         million attributable to March-September production, respectively, for
         the $106 crude oil puts and $54 crude oil swaps that were monetized
         in the first quarter of 2009. Nine month 2009 totals also include
         $121.4 million associated with the January and February settlement of
         the $106 crude oil puts and the $54 crude swaps that we monetized in
         the first quarter of 2009. The remaining proceeds from the
         monetization are not included in the above table because they are
         attributable to production months subsequent to September 30, 2009.
         The amounts presented in the above table differ from the adjustments
         reflected in the calculation of operating cash flow on the following
         page due to the accrued amounts reflected in the income statement
         versus the actual cash received or paid reflected in the consolidated
         statement of cash flows.

    (2)  Tax rates assumed based upon adjusted earnings are 39% for the three
         months ended September 30, 2009 and 2008. Tax rates assumed based
         upon adjusted earnings are 39% and 38% for the nine months ended
         September 30, 2009 and 2008, respectively.  Tax rates exclude the
         effects of nonrecurring tax related expenses and benefits.


    Plains Exploration & Production Company
    Reconciliation of GAAP to Non-GAAP Measure

    The following tables reconcile Net Cash Provided by Operating Activities
    (GAAP) to Operating Cash Flow (non-GAAP) for the three and nine months
    ended September 30, 2009 and 2008.  Management believes this presentation
    may be useful to investors.  PXP management uses this information for
    comparative purposes within the industry and as a means of measuring the
    Company's ability to fund capital expenditures and service debt. This
    measure is not intended to replace the GAAP statistic but rather to
    provide additional information that may be helpful in evaluating the
    Company's operational trends and performance.

    Operating cash flow is calculated by adjusting net income to add back
    certain non-cash and non-operating items, including unrealized gains and
    losses on mark-to-market derivative contracts, to include derivative cash
    settlements for realized gains and losses on mark-to-market derivative
    contracts that are classified as either investing or financing activities
    for GAAP purposes and to exclude certain nonrecurring items.

                                      Three Months Ended   Nine Months Ended
                                         September 30,       September 30,
                                         -------------       -------------
                                         2009     2008       2009      2008
                                         ----     ----       ----      ----
                                                (millions of dollars)
      Net income                        $39.3    $493.1     $88.2    $859.6
      Items not affecting
       operating cash flows
        Gain on sale of assets              -         -         -     (34.6)
        Depreciation, depletion,
         amortization and accretion     105.3     143.2     291.3     421.4
        Deferred income tax expense      11.6      84.4       6.8     203.0
        Debt extinguishment costs         1.2       3.1      12.1      13.4
        Unrealized gain on
         mark-to-market derivative
         contracts                      (14.8)   (451.0)    (13.2)   (390.2)
        Noncash compensation             15.3      (1.5)     47.8      38.9
        Other noncash items               1.6       1.3       4.5       4.2
      Realized gain (loss) on
       mark-to-market derivative
       contracts (1)                    246.7     (17.6)    779.2     (60.3)
      Legal recovery                        -         -     (87.3)        -
      Current income taxes
       attributable to derivative
       contracts and property sales      21.7     210.0      33.8     312.3
                                         ----     -----      ----     -----

      Operating cash flow (non-GAAP)   $427.9    $465.0  $1,163.2  $1,367.7
                                       ======    ======  ========  ========

      Reconciliation of non-GAAP
       to GAAP measure
        Operating cash flow
         (non-GAAP)                    $427.9    $465.0  $1,163.2  $1,367.7
        Legal recovery                      -         -      87.3         -
        Changes in assets and
         liabilities from operating
         activities                       8.7     265.0    (127.6)     31.2
        Realized (gain) loss on
         mark-to-market derivative
         contracts (1)                 (246.7)     17.6    (779.2)     60.3
        Current income taxes
         attributable to derivative
         contracts and property sales   (21.7)   (210.0)    (33.8)   (312.3)
                                        -----    ------     -----    ------

      Net cash provided by operating
       activities (GAAP)               $168.2    $537.6    $309.9  $1,146.9
                                       ======    ======    ======  ========


    (1)  Three and nine months ended September 30, 2009 totals include $169.8
         million attributable to July-September 2009 production and $394.9
         million attributable to March-September production, respectively, for
         the $106 crude oil puts and $54 crude oil swaps that were monetized
         in the first quarter of 2009.  Nine month 2009 totals also include
         $121.4 million associated with the January and February settlement of
         the $106 crude oil puts and the $54 crude oil swaps that were
         monetized in the first quarter of 2009. Such amounts are classified
         as investing activities for GAAP purposes.  The remaining proceeds
         from the monetization are included as a cash receipt from investing
         activities in the accompanying consolidated statement of cash flows
         but are not included in the non-GAAP measure of operating cash flow
         because they are attributable to production months subsequent to
         September 30, 2009.




    Plains Exploration & Production Company
    Derivative Settlements
    (in thousands of dollars)

    The following tables reflect cash receipts (payments) for derivatives
    attributable to the following production periods.



                              Three Months Ended      Nine Months Ended
                                 September 30,          September 30,
                                 -------------          -------------
                                2009       2008         2009      2008
                                ----       ----         ----      ----

        Oil sales             $(9,199)  $(21,686)     $133,494  $(61,330)
        Natural gas sales      86,110      6,325       233,871     6,752
                               ------      -----       -------     -----
                              $76,911   $(15,361)     $367,365  $(54,578)
                              =======   ========      ========  ========





                                             2009       2010
                                             ----       ----
    Amortization of monetized
     derivatives (1)
        First Quarter                      $57,211   $123,730
        Second Quarter                     167,943    125,105
        Third Quarter                      169,788    126,479
        Fourth Quarter                     169,788    126,479
                                           -------    -------

                                          $564,730   $501,793
                                          ========   ========


    (1) Represents the net receipts for derivatives monetized in the first
        quarter of 2009 attributable to their production periods.

SOURCE Plains Exploration & Production Company


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