Anadarko Petroleum Corporation (NYSE:APC) today announced it has priced its registered public offering of $900 million of senior notes in the following three tranches:

• $275 million of senior fixed-rate notes due 2014, with a coupon of 5.75 percent;
• $300 million of senior fixed-rate notes due 2019, with a coupon of 6.95 percent; and
• $325 million of senior fixed-rate notes due 2039, with a coupon of 7.95 percent.

Anadarko expects to close the offering on June 12, 2009, and intends to use a portion of the net proceeds from the offering to fund a portion of the redemption of the remaining approximately $913 million of its outstanding floating rate notes due Sept. 15, 2009, which were called for a redemption date of June 30, 2009, and for general corporate purposes, which may include future retirement of additional indebtedness.

Citigroup Global Markets Inc., Morgan Stanley & Co. Incorporated, Banc of America Securities LLC and RBC Securities Inc. acted as joint book-running managers for the offering. The offering was made only by means of a prospectus and related prospectus supplement, copies of which may be obtained from Citigroup Global Markets Inc. by calling 877-858-5407 or by emailing to batprospectusdept@citi.com or by mail to Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220, Attn: Prospectus Department; or from Morgan Stanley & Co. Incorporated by calling 866-718-1649 or by emailing to prospectus@morganstanley.com or by mail to 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department; or from Banc of America Securities LLC by calling 800-294-1322 or by emailing to dg.prospectus_distribution@bofasecurities.com or by mail to 100 West 33rd Street, 3rd Floor, New York, NY 10001, Attn: Prospectus Department; or from RBS Securities Inc. by calling 866-884-2071 or by mail to 600 Steamboat Road, Greenwich, CT 06830.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offer is being made only through the prospectus as supplemented, which is part of a shelf registration statement that became effective on Sept. 8, 2006.

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Anadarko believes that its expectations are based on reasonable assumptions. No assurance, however, can be given that such expectations will prove to have been correct. A number of factors could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this news release, including Anadarko’s ability to successfully close on the notes offering and to use the net proceeds as indicated in this news release. See “Risk Factors” in the company’s 2008 Annual Report on Form 10-K and other public filings and press releases. Anadarko undertakes no obligation to publicly update or revise any forward-looking statements.

Anadarko Petroleum Corporation
MEDIA:
John Christiansen, 832-636-8736
john.christiansen@anadarko.com
or
Matt Carmichael, 832-636-2845
matt.carmichael@anadarko.com
or
INVESTORS:
John Colglazier, 832-636-2306
john.colglazier@anadarko.com
or
Chris Campbell, CFA, 832-636-8434
chris.campbell@anadarko.com