Item 8.01 Other Events

On September 29, 2009, Plains Exploration & Production Company ("PXP") closed the transaction contemplated by that certain amendment (the "Amendment") to PXP's Participation Agreement with Chesapeake Energy Corporation ("Chesapeake") entered into by PXP and certain of its subsidiaries on August 5, 2009. Pursuant to the Amendment, PXP paid to Chesapeake $1.1 billion for PXP's remaining commitment to fund 50% of Chesapeake's share of drilling and completion costs for future Haynesville Shale wells (the "Haynesville Carry"). In addition to this payment, the Amendment requires Chesapeake to drill at least 150 wells per year for the three-year period starting October 1, 2009 and terminates PXP's one-time option exercisable in June 2010 to avoid paying the last $800 million of the Haynesville Carry in exchange for an assignment to Chesapeake of 50% of PXP's interest in its Haynesville acreage.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to PXP's Current Report on Form 8-K filed on August 6, 2009 and incorporated by reference herein.

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