Devon Energy Acquires Anderson Exploration

Devon Energy Corporation and Anderson Exploration Ltd. announced that the boards of directors of both companies have unanimously approved an acquisition agreement.

Pursuant to the agreement, Devon has agreed to acquire the outstanding common shares of Anderson for C$40.00 (US$25.80)(i) per share in cash. The aggregate value of the offer, including Devon's assumption of approximately US$1.2 billion of debt and other obligations of Anderson, is approximately US$4.6 billion.

In the Anderson transaction, Devon will acquire estimated proved reserves of 532 million barrels of oil equivalent and approximately eight million net undeveloped acres. Devon has allocated $680 million of the aggregate purchase price to Anderson's undeveloped acreage and seismic data.

This agreement follows Devon's August 14, 2001 announcement that it intends to acquire Mitchell Energy & Development Corp. for a total of US$3.5 billion. Upon successful completion of both transactions, Devon will be the largest independent producer of oil and natural gas in North America. Both transactions are expected to close in the fourth quarter of 2001. Devon and Mitchell expect to amend the preliminary joint proxy statement/prospectus that has been filed with the SEC. The amended joint proxy statement/prospectus will include the pro forma effects of the Anderson acquisition. Neither the Mitchell nor the Anderson transactions are conditional upon each other.

"Expanding our presence in Canada has been an important objective for Devon," said J. Larry Nichols, Devon's Chairman, President and CEO. "Anderson was at the top of our list of acquisition opportunities. J. C. Anderson has built an exceptional, gas-weighted production platform with powerful exploration potential. Combining Anderson with our existing Canadian organization firmly establishes Devon in Canada. Following this transaction and our pending acquisition of Mitchell Energy, Devon will be in position to deliver strong production and reserve growth for years to come."

George P. Mitchell, Chairman and CEO of Mitchell Energy & Development Corp., said, "Speaking as someone who looks forward to becoming Devon's largest shareholder, I fully support the acquisition of Anderson. This transaction creates the preeminent North American independent."