On November 5, 2009, Plains Exploration & Production Company ("PXP") issued a press release announcing third quarter 2009 results. The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. In connection with such release, PXP has prepared investor slides, which will be available on our website at www.pxp.com under Investor Relations.

Pursuant to Item 7.01, PXP is updating its 2009 guidance and furnishing its operating and financial guidance for the year ended December 31, 2010.

The information presented herein under Item 2.02 and Item 7.01 shall not be deemed "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.

Statement Regarding Forward-Looking Statements

This Report on Form 8-K includes forward-looking information regarding PXP that is intended to be covered by the safe harbor "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as "will", "would", "should", "plans", "likely", "expects", "anticipates", "intends", "believes", "estimates", "thinks", "may", and similar expressions, are forward-looking statements. Although we believe that our expectations are based on reasonable assumptions, there are risks, uncertainties and other factors that could cause actual results to be materially different from those in the forward-looking statements. These factors include, among other things:

• reserve and production estimates;

• oil and gas prices;

• the impact of derivative positions;

• production expense estimates;

• cash flow estimates;

• future financial performance;

• capital and credit market conditions;

• planned capital expenditures; and

• other matters that are discussed in PXP's filings with the SEC.

These statements are based on our current expectations and projections about future events and involve known and unknown risks, uncertainties, and other factors that may cause our actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. Please refer to our filings with the SEC, including our Form 10-K for the year ended December 31, 2008, for a discussion of these risks.

All forward-looking statements in this report are made as of the date hereof, and you should not place undue reliance on these statements without also considering the risks and uncertainties associated with these statements and our business that are discussed in this report and our other filings with the SEC. Moreover, although we believe the expectations reflected in the forward-looking statements are based upon reasonable assumptions, we can give no assurance that we will attain these expectations or that any deviations will not be material. Except for any obligation to disclose material information under the Federal securities laws, we do not intend to update these forward-looking statements and information.

PXP's 2009 capital budget is expected to be $1.55 billion, including capitalized interest and general and administrative expenses. The capital budget reflects the Company's participation in additional Gulf of Mexico exploratory drilling, additional Haynesville Shale wells, a slower than anticipated reduction in rig rates and service costs and increased capitalized interest and general and administrative expense partially offset by the elimination of the Haynesville carry. PXP's 2009 capital budget continues to be focused on its major development areas. PXP's resources will be primarily directed to the Haynesville Shale, the California long-life oil resource base, the Flatrock area development and high-impact Miocene and Paleogene exploration projects in the Gulf of Mexico shelf and deep water.

2010 Capital Budget

PXP is targeting a $900 million to $1.1 billion 2010 capital budget, including capitalized interest and general and administrative expenses. Approximately 60% of the capital investment is allocated to production and development activities, 30% to the Haynesville Shale and 10% for exploration projects. PXP intends to fund its 2010 capital budget from internally generated funds and borrowings under its senior revolving credit facility and has flexibility to adjust spending as market conditions warrant.

Disclosure of Full Year 2010 Estimates

The following table and accompanying notes reflect current estimates of certain results for the full year 2010 for PXP. These estimates are based on assumptions and estimates that management believes are reasonable based on currently available information; however, management's assumptions and our future performance are both subject to a wide range of business risks and uncertainties and there is no assurance that these goals and estimates can or will be met. Any number of factors could cause actual results to differ materially from those in the following table and accompanying notes, including but not limited to the factors discussed above. The estimates set forth below are given as of the date hereof only based on information available as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements. Further information on risks and uncertainties is available in our filings with the SEC, and we encourage you to review these filings.

                    Plains Exploration & Production Company

                Full Year 2010 Operating and Financial Guidance



                                                                    Year Ended
                                                                 December 31, 2010
Production Volumes (MBOE/day)
Production volumes sold                                              88.0-92.0
% Oil                                                                 49%-52%
% Gas                                                                 51%-48%

Price Realization % Index (Unhedged)
Oil - NYMEX                                                           87%-91%
Gas - Henry Hub                                                       95%-99%

Production Costs per BOE
Lease operating expense                                             $8.25-$9.00
Steam gas costs (1)                                                 $2.25-$3.00
Electricity                                                         $1.40-$1.60
Production and ad valorem taxes                                     $1.65-$2.00
Gathering and transportation                                        $1.40-$1.60

Depreciation, Depletion and Amortization per BOE (2)

General and Administrative Expenses (in millions)
Cash                                                                  $89-$94
Stock based compensation (3)                                          $48-$53

Interest Expense
Average revolver balance                                    30 Day LIBOR + 2.00%-2.75%
$600 Million Senior Notes                                                     7 3/4%
$565 Million Senior Notes                                                       10%
$500 Million Senior Notes                                                        7%
$400 Million Senior Notes                                                     7 5/8%
$400 Million Senior Notes                                                     8 5/8%

Effective Tax Rate                                                    40%-44%

Weighted Average Equivalent Shares Outstanding (in
thousands)
Basic                                                                        140,600
Diluted                                                                      142,400

Capital Expenditures (in millions) (4)                              $900-$1,100

Derivative Instruments
Crude Oil Put Options
Bbls/day                                                                       40,000
Floor                                                                        $  55.00
Option premium and interest ($/Bbl)                                          $   5.00
Natural Gas Three-way Collars (5)
MMBtu/day                                                                      85,000
Ceiling                                                                      $   8.00
Floor                                                                        $   6.12
Floor Limit                                                                  $   4.64
Option premium and interest ($/MMBtu)                                        $   0.034

(1) Steam gas costs assume a base SoCal Border index price of $6.30 per MMBtu. The purchased volumes are anticipated to be 36,000 - 40,000 MMBtu per day.

(2) Will provide at the time we report year-end reserves.

(3) Based on current outstanding and projected awards and current stock price.

(4) Includes capitalized interest and general and administrative expenses.

(5) If NYMEX is less than the $6.12 per MMBtu floor, we receive the difference between NYMEX and the $6.12 per MMBtu floor up to a maximum of $1.48 per MMBtu. We pay the difference between NYMEX and the $8.00 per MMBtu if NYMEX is greater than the $8.00 ceiling.

(d) Exhibit 99.1 Plains Exploration & Production Company press release dated November 5, 2009.