Venture Production Acquires Interest in Audrey Field

Venture Production has entered into an agreement to acquire ConocoPhillips (UK) Limited's 30.78% unitized interest in the Audrey gas producing field that spans Blocks 48/15a and 49/11a. This will increase Venture's unitized interest in the Audrey field to 60.68% and, subject to customary partner and regulatory approvals, Venture is expected to become field operator. Audrey will become the eighteenth operated field interest in the Venture portfolio and a key component of the Company's Southern North Sea gas basin strategy.

As a result of the increase in its interest in Audrey, Venture's net production is expected to rise by a current average of 12.0 million cubic feet of gas ('MMcf') or 2,000 barrels of oil equivalent ('boe') per day.

The total consideration will be $9.5 million payable in cash, with an adjustment for net cashflow from the field in the period since the effective date of January 1, 2003. The acquisition, which is expected to complete in the third quarter of 2003, will add incremental proven and probable ('2P') reserves of 16.1 billion cubic feet ('Bcf') or 2.7 million boe net to Venture.

In addition to the proven and probable reserves in Audrey, Venture recognizes significant additional 'stranded' reserves, which, as operator, the Company will be in a position to access as part of its overall activity around its 'A' Fields gas basin 'hub'.

Audrey represents the third North Sea acquisition Venture has announced in 2003 and, in aggregate, these transactions will increase Venture's pro-forma 2P reserves to 73.0 million boe, an increase of 23.3 million boe or 47% since December 31, 2002.

Commenting on the news, Bruce Dingwall, Venture's Chief Executive said: 'Increasing our stake in the Audrey gas field is in line with Venture's proven strategy of building large operated working interests in 'stranded' fields and operatorship of Audrey gives us control of another asset with significant development potential. Since the acquisition of our initial Audrey interest 18 months ago we have been ideally placed to assess the field's upside and 'stranded' reserves opportunities and we are keen to start capitalizing on these as soon as possible.

An encouraging aspect of this transaction is the speed with which both ConocoPhillips and Venture have agreed and negotiated the deal. If every transfer of ownership of mature assets between the majors and growing independents can be handle as efficiently as this one then I am confident that we will have overcome one of the historical barriers to doing business in the UKCS.'