Plains Exploration & Production 8K Entry into a Material Definitive Agreement | SEC 2 Jul 08

Innovative Balanced Experienced

PXP is an independent oil and gas company primarily engaged in the

activities

acquiring,

developing,

exploring

and

producing

oil

and

gas

its

core areas of operation: California, Rockies, Gulf Coast, Gulf of Mexico,

Texas

Panhandle,

South

Texas

and

the

Permian

Basin

the

United

States.

PXP is headquartered in Houston, Texas.

www.pxp.com

Exhibit 99.2

PXP

PXP

Except for the historical information contained herein, the

matters discussed in this presentation are “forward-looking

statements”

as defined by the Securities and Exchange

Commission. These statements involve certain assumptions PXP

made based on its experience and perception of historical trends,

current conditions, expected future developments and other

factors it believes are appropriate under the circumstances.

The forward-looking statements are subject to a number of

known and unknown risks, uncertainties and other factors that

could cause our actual results to differ materially. These risks

and uncertainties include, among other things, uncertainties

inherent in the exploration for and development and production

of oil & gas and in estimating reserves, unexpected future capital

expenditures, general economic conditions, oil and gas price

volatility, the success of our risk management activities,

competition, regulatory changes and other factors discussed in

PXP’s filings with the Securities and Exchange Commission.

Corporate Headquarters

Contacts

Plains Exploration & Production Company

700 Milam, Suite 3100

Houston, Texas 77002

Forward Looking Statements

This presentation is not for reproduction or distribution to others without PXP’s consent.

Corporate Information

James C. Flores –

Chairman, President & CEO

Winston M. Talbert –

Exec. Vice President & CFO

Hance V. Myers –

Vice President Investor Relations

Joanna Pankey –

Manager, Investor Relations

& Shareholder Services

Phone: 713-579-6000

Toll Free: 800-934-6083

Email: investor@pxp.com

Web Site: www.pxp.com

PXP

PXP Today

Strategic Enhancement of Asset Portfolio

Increased diversification into high quality basins

Large inventory of cash producing and growth opportunities

Improving unit economics and cost structure

Lower risk more balanced asset base

$10+ billion enterprise value

600

million

BOE

proved

reserves

92,000 –

96,000 BOE per day average

production expected in 2008

(1) Represents

year

end

2007

proved

reserves

adjusted

for

asset

sales

closed

February

2008

and

the

South

Texas

property

acquisition closed in April 2008.

(1)

PXP

51.9

53.5

57.1

85.1

95.7

Production

Thousand BOEPD

$18.25

$19.26

$17.98

$17.85

$17.57

Production Costs

$/BOE

2007

2008

2007

2008

83%

84%

85%

89%

2005

2006

2007

Oil Price Realization

% NYMEX

2008

$94.6

$111.0

$146.0

$275.4

$350.2

Operating Cash Flow

Non-GAAP Measure

(1)

$Million

2007

2008

(1) Non-GAAP to GAAP reconciliation provided at the end

of the presentation.

Accelerating Value

PXP

Valuation –

Pre Haynesville

Sell-Side Consensus NAV = $97.29 / share

$12.50

$17.37

$20.39

$20.87

$20.94

$22.51

$25.04

$25.09

$26.58

$30.94

$51.75

PXD

PXP

APC

APA

NBL

XTO

NFX

COG

EOG

CHK

Enterprise

Value/per

BOE

Proved

Reserves

(1)

(1) Source: Credit Suisse as of 6/20/08; PXP share price $75.71

Net Asset Valuation: 6/18/08

PXP

Capital Allocation Analysis

$10

$15

$20

PXP F&D

$15.00 BOE

PXP

$17.37 BOE

(1)

H’ville F&D

~$11.00 BOE

EV/BOE

PXP Portfolio Operations

PXP H’ville Operation

(1)

Source:

Credit

Suisse

6/20/08;

PXP

price

$75.71

PXP

High Quality Resource Basin Assets

Accelerates PXP’s production and

reserve growth

Acquire 20% of Chesapeake’s

dominant 550,000 acre leasehold

position in the Haynesville shale, the

premier emerging shale resource play

Chesapeake as operator and PXP

have 6,875 potential well locations

Currently drilling with 5 rigs, planning

up to 12 rigs by YE 2008, 30 rigs by

YE 2009 and 60 rigs by YE 2010

Typical well profile

–

Depth: 10,500’

–

13,000’

–

Lateral: 3,000’

–

5,000’

–

Thickness: ~ 200’

–

300’

Haynesville play covers

1+ million acres

Haynesville shale resource

potential estimated over 80

TCFE of natural gas in place

Reserves: 4.5 –

8.5 Bcfe per well

Initial Production: 5 –

15 MMcfd

Haynesville Shale

Partnering with Chesapeake

PXP

Haynesville Economics

PXP Interest:

20% WI / 15% NRI

Gross Acreage:

550,000

Potential Locations:

6,875

Est. Gross Resource Potential:

40 Tcfe

Est. Median Gross Well Cost:

$6.5mm

(1)

Est. Median Gross EUR per Well:

6.5 Bcfe

$1.25 Mcfe or $7.50/BOE

PXP Net H’ville Drill & Complete F&D:

$1.83 Mcfe or $10.98/BOE

PXP Net H’ville F&D Cost:

(1) Assumed D&C costs for first 3 years = $6.5 mm per well, after 3 years = $5.5 mm per well.

PXP

Piceance

Basin

Partnership with OXY

Basin covers 1+ million acres

Resource potential estimated over 200-300

TCFE

of natural gas in place

IP = 500 to 1,000 Mcf/d

Reserves = 0.6 to 1.0 Bcf

One of the largest gas accumulations

in North America

Estimated 200-300 Tcf

of gas in place

PXP and OXY each have a 50 percent

working interest in 72,000 gross acres

of oil and gas properties located in the

Piceance

Three key fields (Brush Creek, East

Plateau, and Hells Gulch)

PXP is the operator

3,600 potential well locations

Currently drilling with 5 rigs, planning

up to 7 rigs by YE 2008

Typical well profile

–

Depth: 5,000’

–

9,000’

–

Thickness: 1,000’

–

2,500’

PXP

Piceance

Basin Economics

PXP Interest:

50% WI / 40% NRI

Gross Acreage:

~72,000

Potential Locations:

~3,600

Est. Gross Resource Potential:

~3.0 Tcfe

Est. Gross Well Cost:

$1.5mm

Est. Gross EUR per Well:

.8 Bcfe

$2.34 Mcfe or $14.06/BOE

PXP Net Piceance

F&D Cost:

PXP

100

120

2008

2010

2012

2014

2016

2018

2020

2022

200

400

600

800

Haynesville & Piceance

Gross

Well Count/PXP Net Production

MBOEPD

Number

Haynesville Project

Annual Well Count

Production

2008

2010

2012

2014

2016

2018

2020

2022

100

200

300

400

MBOEPD

Number

Piceance Basin

PXP

Value Generator -

Production Growth

100

150

200

2007

2008e

2009e

2010e

2011e

2012e

Base

Drillbit Growth

Production: 20+% CAGR

2008e production represents guidance mid-point. 2009 through 2012 represents corporate targets.

Drillbit growth includes Haynesville, California Offshore, Gulf of Mexico,

Thousand BOEPD

PXP

Value Generator -

Proved Reserves Growth

200

400

600

800

1,000

2007

2008e

2009e

2010e

2011e

2012e

Base

Drillbit Growth

Million BOE

63%

Oil

65%

Oil

59%

Oil

53%

Oil

47%

Oil

18yr

R/P

17yr

R/P

17yr

R/P

17yr

R/P

16yr

R/P

2008e through 2012e represents corporate targets.

Drillbit growth includes Haynesville, California Offshore, Gulf of Mexico.

Reserves: 10+% CAGR

44%

Oil

15yr

R/P

PXP

2+ Billion BOE Resource Potential

Potential Reserves

950 MMBOE

230 MMBOE

175 MMBOE

153 MMBOE

36 MMBOE

~1.5 Billion BOE

Development Resource Potential

Region

Haynesville

California

Rockies

Permian/Panhandle

Gulf of Mexico

~575 Million BOE

Exploration Resource Potential

Potential Reserves

100 MMBOE

400 MMBOE

75 MMBOE

Region

Rockies -

Eagle

Gulf of Mexico

Vietnam

PXP

Lower Risk Capital Allocation

21%

71%

2008E

$1.5 billion

2009E

$1.75 billion

10%

27%

63%

Development Capital

Haynesville

Capital Program

Excludes acquisition capital.

Development capital includes exploitation, capitalized interest and G&A costs.

Exploration Capital

PXP

California

Onshore

342 MMBOE net

proved reserves

2,500+ future well

locations

26 yr R/P

Reserves: As of 12/31/07.

The shaded area is for illustrative purposes only and does not reflect actual lease acreage.

Offshore

27 MMBOE net

proved reserves

T-Ridge Project

Received Santa

Barbara County

Planning

Commission

approval of Final

Development Plan

in April 2008

Los

Angeles

Basin

Los

Angeles

Basin

San Joaquin

Valley

San Joaquin

Valley

Arroyo

Grande

Arroyo

Grande

Pt Pedernales/

T-Ridge

Pt Arguello

PXP

Rockies

Madden Field

39 MMBOE net

proved reserves

Piceance Basin

72,000 acres

44 MMBOE net proved

reserves

3,600 potential well locations

Reserves: As of 12/31/07. Piceance production and reserves pro forma for OXY sale.

The shaded area is for illustrative purposes only and does not reflect actual lease acreage.

Green River Basin

60,000 acres

Eagle Project development

permitting in progress

Green River

Basin

Green River

Basin

Piceance

Basin

Piceance

Basin

Madden Field

PXP

Permian Basin

48 MMBOE net

proved reserves

enhanced

recovery potential

Permian/Panhandle/South Texas

Panhandle

495,000 acres

715 square miles of 3D

seismic

41 MMBOE net

proved reserves

20 to 30 wells planned

in 2008

Reserves: As of 12/31/07. Permian reserves pro forma for OXY sale.

The shaded area is for illustrative purposes only and does not reflect actual lease acreage.

Big Mac

60,000 acres

275 square mile 3D

seismic

33 MMBOE net reserve

potential

2 to 4 wells planned in

2009

South Texas

41 MMBOE net proved

reserves

25 to 30 wells planned

in 2008

PXP

Gulf of Mexico

Success Continues

Discoveries

Friesian

New Orleans

Vicksburg

Flatrock Field #1,2,3

2008+ Drilling

Friesian # 2

Fredricksburg

Flatrock

4 wells planned

South

Timbalier 168

Salida

PXP

Salida

Eagle

Vietnam # 1

2009

Flatrock

# 6, # 7

T-Ridge

4Q08

Upside Growth Drilling Catalysts

Near-Term Project Inventory

Flatrock # 5

Friesian # 2

2Q08

3Q08

Flatrock

# 3, # 4

Mound Point

East # 1

South

Timbalier

168 # 1

Fredricksburg

Haynesville

PXP

2009 Outlook –

Compelling Investment

Growth

20+% CAGR production growth 2007-2012e

10+% CAGR reserve growth 2007-2012e

Costs

Per unit LOE lower

Per unit F&D lower

Downside commodity price protection

Commodity price upside with downside protection

utilizing attractive floors and collars for a significant

percentage of 2008, 2009 and 2010 oil and gas

production

PXP

Valuation –

Pre Haynesville

$85/share

$80 Oil/$8 Natural Gas

$126/share

$100 Oil/$10 Natural Gas

$178/share

NYMEX Strip

$106/share

$90 Oil/$9 Natural Gas

Source: JP Morgan Securities Inc. 6/13/2008

PXP Net Asset Value

PXP Current Share Price -

$75.85

+Haynesville ???

PXP

Addendum

PXP

$55.00

Strike Price

32,500 Bbls

Crude Oil

Put Options

2009

$8.00 Floor

$12.11 Ceiling

15,000 MMBtu

Natural Gas

Collars

$10.00 Floor

$20.00 Ceiling

150,000 MMBtu

Natural Gas

Collars

$106.16

Strike Price

40,000 Bbls

Crude Oil

Put Options

$55.00

Strike Price

42,000 Bbls

Crude Oil

Put Options

2008

$60.00 Floor

$80.13 Ceiling

2,500 Bbls

Crude Oil

Collars

$111.49

Strike Price

40,000 Bbls

Crude Oil

Put Options

2010

$10.00 Floor

$20.00 Ceiling

150,000 MMBtu

Natural Gas

Collars

July –

Dec.

Average

Price

Daily

Volumes

Instrument

Type

Production

Period

Hedging Overview

PXP

Income Statement Summary

0.28

1.43

EPS (diluted)

20.6

163.5

Net Income

36.7

270.2

Income Before Income Tax

62.0

286.0

Income From Operations

54.9

144.2

DD&A & Accretion Expense

22.5

39.9

General Administrative Expense

85.3

153.0

Production Expense

$ 224.7

$ 623.1

Revenues

March

2007

March

2008

($000s)

$ 481

$ 4.59

General & Administrative

18.25

17.57

Production Costs

$ 47.72

$ 71.27

Oil & Gas Revenues

March

2007

March

2008

Unit Economics

($/BOE)

PXP

Balance Sheet Summary

280.4

Cash Held in Escrow

104.4

95.3

Other

$9,693.3

$8,297.0

3,338.2

3,245.8

Stockholders’

Equity

1,959.4

1,959.8

Deferred Income Tax

272.6

275.9

Other Long-term Liabilities

3,305.0

2,160.0

Long-term Debt

$ 818.1

$ 655.5

Current Liabilities

$9,693.3

$8,297.0

536.8

533.4

Goodwill

8,377.2

6,827.9

PP&E Net

$ 674.9

$ 560.0

Current Assets

March

2007

March

2008

($000s)

PXP

GAAP to Non-GAAP Reconciliation

)

(

284.8

302.3

144.5

121.3

20.0

87.2

1.9

27.1

15.3

98.1

(21.8)

(28.8)

(25.6)

(23.5)

350.2

275.4

146.0

111.0

94.6

2008

The following chart reconciles Net Cash Provided by Operating Activities (GAAP) to Operating Cash Flow (non-GAAP)

for the periods highlighted below. Management believes this presentation may be useful to investors because it is

illustrative of the impact of the Company's derivative contracts. PXP management uses this information for

comparative purposes within the industry and as a means of measuring the Company's ability to fund capital

expenditures and service debt. This measure is not intended to replace the GAAP statistic but to provide additional

information that may be helpful in evaluating the Company's operational trends and performance.

Operating cash flow is calculated by adjusting the GAAP measure of cash provided by operating activities to exclude

changes in operating assets and liabilities and include derivative cash flows that are classified as financing or investing

activities in the statement of cash flows. Pursuant to GAAP certain cash payments with respect to our derivative

instruments are required to be reflected as financing or investing activities.

Plains Exploration & Production Company

Reconciliation of GAAP to Non-GAAP Measure

Net cash provided by operating activities (GAAP)

Changes in operating assets and liabilities

Cash payments for commodity derivative contracts

that settled during the period that are reflected

as investing or financing cash flows in the

statement of cash flows

Operating cash flow (Non-GAAP)

Plains Exploration & Production Inactive 8-KEntry into a Material Definitive Agreement