Pogo Announces Pricing of $450 Million of Senior Subordinated Notes

Pogo Producing Company (NYSE:PPP) has priced a private offering of $450 million of 7 7/8% Senior Subordinated Notes due 2013. Pogo intends to use net proceeds from the sale of the notes to repay senior debt, a portion of which was used to finance the recent acquisition of Latigo Petroleum, Inc. Pogo expects to close the sale of the notes on June 6, 2006, 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.

Pogo Producing Company explores for, develops and produces oil and natural gas. Headquartered in Houston, Pogo owns approximately 4,000,000 gross leasehold acres in major oil and gas provinces in North America, 3,119,000 acres in New Zealand and 1,480,000 acres in Vietnam. Pogo common stock is listed on the New York Stock Exchange under the symbol "PPP."

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