Devon Energy to Acquire Remaining Shares of Northstar Energy

Devon Energy Corporation (Amex: DVN) and its Canadian subsidiary Northstar Energy Corporation (Toronto: NSX) announced that Northstar has authorized a shareholder vote to consider an internal reorganization. The reorganization requires a vote of all Northstar shareholders. The authorization of a shareholder vote triggered an Automatic Redemption Date for the outstanding exchangeable shares in accordance with the exchangeable share provisions. This gave Devon the right, which has been exercised, to acquire the remaining outstanding Northstar exchangeable shares. The Northstar exchangeable shares, which were issued in conjunction with Devon's merger with Northstar in 1998, will be exchanged for Devon common shares on a one-for-one basis on August 27, 2004.

Of the original 16.1 million Northstar exchangeable shares issued, approximately 1.4 million exchangeable shares remain outstanding. For financial reporting purposes, the Northstar exchangeable shares are already included in Devon's outstanding share count. Therefore, no change in the number of shares outstanding will result from the exchange. A notice providing further details will be mailed to the holders of the exchangeable shares.

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