Pogo Prices $300 Million of Senior Subordinated Notes

Pogo Producing Company (NYSE: PPP) has priced a private offering of $300 million of 6 5/8% Senior Subordinated Notes due 2015. Pogo intends to use net proceeds from the sale of the notes to reduce outstanding senior indebtedness under its revolving credit facility. Pogo expects to close the sale of the notes on March 29, 2005, subject to satisfaction of customary closing conditions.

The notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act") or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

This announcement shall not constitute an offer to sell or the solicitation of an offer to buy the notes nor shall there be any sale of the notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.


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