ConocoPhillips to acquire Burlington Resources in $35.6 billion transaction

Offshore staff

(US) - ConocoPhillips and Burlington Resources Inc. have signed a definitive agreement under which ConocoPhillips will acquire Burlington Resources in a transaction valued at $35.6 billion.

The transaction, upon approval by Burlington Resources shareholders, will provide ConocoPhillips with natural gas E&P assets, primarily located in North America.

Burlington Resources Operations outside North America contribute more than 15% of total volumes, and have increased significantly in recent years, according to the company.

It produces natural gas in the East Irish Sea, Argentina and onshore China, and oil in Algeria, offshore China, and Ecuador.

Exploration or development programs are under way in these areas as well as in Egypt, Peru, and Colombia.

At Dec. 31, 2004, Burlington Resources had total reserves of 2,001 MMboe. In addition, Burlington Resources has estimated 2005 production of approximately 475 Mboe/d (thousand barrels of oil equivalent per day), and access to significant conventional and unconventional resources.

Jim Mulva, chairman and CEO of ConocoPhillips, says, "We are very pleased to have reached this agreement with Burlington Resources, and are excited about the opportunities it provides our respective companies and shareholders.

"With this transaction, ConocoPhillips will expand our portfolio of high quality, low-risk, long-lived gas reserves, and become a leading producer of natural gas in North America.

"The transaction also enhances ConocoPhillips production growth and North American gas supply position both in the near-term, through projects involving conventional and unconventional resources, and in the long-term through LNG and Arctic gas projects.

"In addition, the broader Burlington Resources portfolio is an excellent complement to our integrated oil and gas portfolio, and significantly increases our weighting in OECD (Organization for Economic Co-operation and Development) country assets."

The transaction is expected to be completed in the first half of 2006.

12/13/05