McMoRan Offers Stock & Convertible Notes

McMoRan Exploration Co. (NYSE: MMR) plans to offer privately $75 million in convertible notes. The notes will be due in 2011 and convertible, at the option of the holders, into shares of McMoRan's common stock at a conversion price to be determined on the pricing date. A portfolio of U.S. government securities will be pledged as security for the first six scheduled interest payments on the notes.

The notes will only be offered to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933. The notes and the common stock issuable upon conversion of the notes will not be registered under the Securities Act of 1933 or the securities laws of any other jurisdiction. Unless they are registered, the notes and the common stock issuable upon conversion of the notes may be offered and sold only in transactions that are exempt from registration under the Securities Act of 1933 or the securities laws of any other jurisdiction. This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes.

The company also intends to offer publicly approximately 5.0 million shares of its common stock. An additional 15 percent of that number of shares will be subject to an over-allotment option exercisable by the underwriters.

We intend to use the net proceeds of this offering for drilling our near-term oil and gas prospects, for continuing our efforts to develop the Main Pass Energy HubTM project, and for working capital requirements and general corporate purposes.

The offering will be made under McMoRan's effective shelf registration statement. The common stock may be sold and offers to buy may be accepted only by means of a prospectus and prospectus supplement.
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