Executive Overview

  Outlook

  Operations

  Market Conditions

  Results of Operations

  Critical Accounting Estimates

  Cash Flows

  Liquidity and Capital Resources

  Environmental Matters and Other Contingencies

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the preceding consolidated financial statements and notes in Item 1 .

Executive Overview



We are an independent exploration and production company, focused on U.S.
resource plays: Eagle Ford in Texas, Bakken in North Dakota, STACK and SCOOP in
Oklahoma and Permian in New Mexico and Texas. Our U.S. assets are complemented
by our international operations in E.G. Our overall business strategy is to
responsibly deliver competitive corporate return levels, free cash flow and cash
returns to shareholders, all of which are sustainable and resilient through
long-term commodity price cycles. We expect to achieve our business strategy by
adherence to a disciplined reinvestment rate capital allocation framework that
limits our capital expenditures relative to our expected cash flow from
operations. Keeping our workforce safe, maintaining a strong balance sheet,
responsibly meeting global energy demand with a focus on continuously improving
environmental performance, serving as a trusted partner in our local communities
and maintaining best in-class corporate governance standards are foundational to
the execution of our strategy.

In December 2022, we closed on a transaction to acquire approximately 130,000 net proved and unproved acres, with an average 97% working interest, in the Eagle Ford resource play from Ensign Natural Resources ("Ensign") for cash consideration of $3.0 billion.



Compared to the same period of 2022, we experienced a decrease in revenue and
net income from operations and operating cash flow, all of which were impacted
by lower commodity prices. Total company net sales volumes increased during the
first three months of 2023 when compared to prior year quarter. Below are
certain key financial and operational highlights for the quarter:

Financial and operational results



•Our net income was $417 million in the first quarter of 2023 as compared to net
income of $1.3 billion in the same period last year. Included in our financial
results for the current quarter:

•Revenues from contracts with customers decreased $194 million compared to the
same quarter last year as a result of lower realized commodity prices, partially
offset by increased sales.

•We recorded a net gain of $15 million on commodity derivatives as compared to a net loss of $143 million during the same quarter last year, which increased income by $158 million.

•Depreciation, depletion and amortization was $520 million, which was an increase of $97 million as compared to the same quarter last year.

•Our provision for income taxes increased by $626 million compared to the same quarter last year, primarily due to the first quarter of 2022 $685 million non-cash tax benefit from the partial release of a valuation allowance on certain U.S. and state deferred tax assets.

•Successfully integrated the Eagle Ford assets of Ensign into our existing operations in the resource play.

•In March 2023, we announced the signing of a Heads of Agreement ("HOA") to progress the development of the Equatorial Guinea Regional Gas Mega Hub.


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•Net sales volumes in the U.S. segment increased 22% compared to the same period
last year, primarily driven by increased production from the acreage acquired
from Ensign.

Prioritized return of capital to investors and maintained investment grade balance sheet

•In the first three months of 2023, we repurchased $334 million of shares through our share repurchase program.

•As of March 31, 2023, we have $178 million of cash on hand and $2.2 billion of total liquidity.



•Paid $63 million of dividends, or $0.10 per share, during the first three
months of 2023, compared to dividends paid of $0.07 per share during the first
three months of 2022.

•All three primary credit rating agencies continue to rate us as investment grade, with S&P reaffirming our credit rating in March 2023.

Outlook

Capital Budget



In February 2023, we announced a 2023 capital budget of $1.9 billion to
$2.0 billion that prioritizes free cash flow generation over production growth,
consistent with our disciplined capital allocation framework. Approximately 60%
of the 2023 capital budget is weighted to the first half of the year.

Operations



  The following table presents a summary of our sales volumes for each of our
segments. Refer to   Results of Operations   for a price-volume analysis for
each of the segments.

                                          Three Months Ended March 31,
Net Sales Volumes                   2023                  2022      Increase (Decrease)
United States (mboed)                           341         280                    22  %
International (mboed)                            56          61                    (8) %
Total (mboed)                                   397         341                    16  %


United States

The following tables provide additional details regarding net sales volumes, sales mix and operational drilling activity for our significant operations within this segment. The increase in net sales volumes in our U.S. segment compared to the same period in the prior year was primarily a result of our acquisition of the Eagle Ford assets of Ensign in December 2022.



                                                Three Months Ended March 31,
Net Sales Volumes                         2023                  2022      Increase (Decrease)
Equivalent Barrels (mboed)
Eagle Ford                                            144        80                      80  %
Bakken                                                 95       118                     (19) %
Oklahoma                                               55        51                       8  %
Permian                                                45        20                     125  %
Other United States                                     2        11                     (82) %
Total United States                                   341       280                      22  %


                                                                      Three Months Ended March 31, 2023
Sales Mix - U.S. Resource Plays     Eagle Ford             Bakken                Oklahoma                Permian                Total
Crude oil and condensate                   52  %                 66  %                   22  %                  55  %                52  %
Natural gas liquids                        23  %                 19  %                   31  %                  23  %                23  %
Natural gas                                25  %                 15  %                   47  %                  22  %                25  %


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                                              Three Months Ended March 31,
Drilling Activity - U.S. Resource Plays        2023                      2022
Gross Operated
Eagle Ford:
Wells drilled to total depth                    35                        29
Wells brought to sales                          36                        28
Bakken:
Wells drilled to total depth                    18                        14
Wells brought to sales                          17                        20
Oklahoma:
Wells drilled to total depth                     1                         3
Wells brought to sales                           5                         9
Permian:
Wells drilled to total depth                     8                         -
Wells brought to sales                           8                         -


International

Net sales volumes were lower in the first quarter of 2023 as compared to the
first quarter of 2022 primarily due to natural decline. In addition, timing of
sales impacted the sales volumes of our equity method investees in the quarter.
The following table provides details regarding net sales volumes for our
operations within this segment:

                                                 Three Months Ended March 31,
Net Sales Volumes                         2023                   2022       Increase (Decrease)
Equivalent Barrels (mboed)
Equatorial Guinea                                      56          61                      (8) %

Equity Method Investees
LNG (mtd)                                           2,112       3,489                     (39) %
Methanol (mtd)                                      1,378         982                      40  %
Condensate and LPG (boed)                           8,817       6,914                      28  %


Market Conditions

Commodity prices are the most significant factor impacting our revenues,
profitability, operating cash flows, the amount of capital we invest in our
business, redemption of our debt, payment of dividends and funding of share
repurchases. Commodity prices experienced significant volatility in 2022 and
this has continued into 2023. Russia's invasion of Ukraine was a geopolitical
shock that caused energy prices to spike significantly higher in early to
mid-2022. However, Russian oil production has remained at higher levels than
expected, European gas shortages were averted as record levels of LNG were
imported into that market and an exceptionally warm winter in both the US and
Europe has refilled gas inventories to multi year highs causing prices to fall
back significantly. Economic headwinds, caused by increasing interest rates as
central banks continue to fight inflation, are a threat to demand growth as we
move forward, but demand growth in China could be a significant offset, as they
continue to emerge from strict COVID restrictions. Price volatility was also
exacerbated by ongoing OPEC+ petroleum supply limitations, strategic petroleum
reserve releases and economic sanctions involving producer countries. We
continue to expect commodity price volatility given the complex global dynamics
of supply and demand that exist in the market. Refer to Item 1A. Risk Factors in
our 2022 Annual Report on Form 10-K for further discussion on how volatility in
commodity prices could impact us.

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United States

  The following table presents our average price realizations and the related
benchmarks for crude oil and condensate, NGLs and natural gas for the first
quarter of 2023 and 2022.

                                                                         Three Months Ended March 31,
                                                                                                     Increase
                                                                2023              2022              (Decrease)
Average Price Realizations(a)
Crude oil and condensate (per bbl)(b)                        $  74.69          $ 94.43                      (21) %
Natural gas liquids (per bbl)                                   24.27            37.32                      (35) %
Natural gas (per mcf)(c)                                         2.95             4.79                      (38) %

Benchmarks


WTI crude oil average of daily prices (per bbl)              $  75.99          $ 95.01                      (20) %

Magellan East Houston ("MEH") crude oil average of daily prices (per bbl)

                                                77.36            96.67                      (20) %
Mont Belvieu NGLs (per bbl)(d)                                  25.33            38.24                      (34) %

Henry Hub natural gas settlement date average (per mmbtu) 3.42

       4.95                      (31) %


(a)Excludes gains or losses on commodity derivative instruments.
(b)Inclusion of realized gains (losses) on crude oil derivative instruments
would have decreased average price realizations by $2.00 per bbl for the first
quarter of 2022.
(c)Inclusion of realized gains (losses) on natural gas derivative instruments
would have minimal impact on average price realizations for the first quarter of
2023 and 2022.
(d)Bloomberg Finance LLP: Y-grade Mix NGL of 55% ethane, 25% propane, 5% butane,
8% isobutane and 7% natural gasoline.

Crude oil and condensate - Price realizations may differ from benchmarks due to the quality and location of the product.

Natural gas liquids - The majority of our sales volumes are sold at reference to Mont Belvieu prices.

Natural gas - A significant portion of our volumes are sold at bid-week prices, or first-of-month indices relative to our producing areas.

International (E.G.)

The following table presents our average price realizations and the related benchmark for crude oil for the first quarter of 2023 and 2022.

Three Months Ended March 31,


                                                                                                         Increase
                                                                 2023                2022               (Decrease)
Average Price Realizations
Crude oil and condensate (per bbl)                         $       58.57          $  59.63                       (2) %
Natural gas liquids (per bbl)                                       1.00              1.00                        -  %
Natural gas (per mcf)                                               0.24              0.24                        -  %

Benchmark


Brent (Europe) crude oil (per bbl)(a)                      $       81.17          $ 100.30                      (19) %


(a)Average of monthly prices obtained from the United States Energy Information Agency website.



Crude oil and condensate - Alba field liquids production is primarily
condensate. We generally sell our share of condensate in relation to the Brent
crude benchmark. Alba Plant LLC processes the rich hydrocarbon gas which is
supplied by the Alba field under a fixed-price long term contract. Alba Plant
LLC extracts NGLs and condensate which is then sold by Alba Plant LLC at market
prices, with our share of the revenue reflected in income from equity method
investments on the consolidated statements of income. Alba Plant LLC delivers
the processed dry natural gas to the Alba Unit Parties for distribution and sale
to AMPCO and EG LNG.

Natural gas liquids - Wet gas is sold to Alba Plant LLC at a fixed-price long
term contract resulting in realized prices not tracking market price. Alba Plant
LLC extracts and keeps NGLs, which are sold at market price, with our share of
income from Alba Plant LLC being reflected in the income from equity method
investments on the consolidated statements of income.

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Natural gas - Dry natural gas, processed by Alba Plant LLC on behalf of the Alba
Unit Parties, is sold by the Alba field to EG LNG and AMPCO at fixed-price
contracts resulting in realized prices not tracking market price. The gas sales
contracts between Alba Unit and EG LNG and AMPCO expire on December 31, 2023 and
in 2026, respectively. We derive additional value from the equity investment in
our downstream gas processing units EG LNG and AMPCO. EG LNG sells LNG on a
market-based contract and AMPCO markets methanol at market prices. In March
2023, we announced the signing of a HOA to progress the development of the
Equatorial Guinea Regional Gas Mega Hub. The next phase involves processing Alba
Unit gas under new contractual terms effective January 1, 2024 that would
increase our exposure to global LNG market prices. In addition to processing
Alba Unit gas, Alba Plant LLC and EG LNG process third-party gas from the Alen
field under a combination of a tolling and a market linked profit-sharing
arrangement, the benefits of which are included in our respective share of
income from equity method investees. This profit-sharing arrangement provides
exposure to global LNG market prices.

Results of Operations

Three Months Ended March 31, 2023 vs. Three Months Ended March 31, 2022



Revenues from contracts with customers are presented by segment in the table
below:

                                                                        Three Months Ended March 31,
(In millions)                                                            2023                   2022
Revenues from contracts with customers
United States                                                      $        1,503          $     1,714
International                                                                  64                   47
Segment revenues from contracts with customers                     $        

1,567 $ 1,761

Below is a price/volume analysis for each segment. Refer to the preceding

Operations and Market Conditions sections for additional detail related to our net sales volumes and average price realizations.

Increase (Decrease) Related to


                                             Three Months Ended                                                                 Three Months Ended
(In millions)                                  March 31, 2022            Price Realizations          Net Sales Volumes            March 31, 2023
United States Price/Volume Analysis
Crude oil and condensate                    $            1,341          $            (313)         $              157          $            1,185
Natural gas liquids                                        216                        (91)                         44                         169
Natural gas                                                151                        (86)                         74                         139
Other sales                                                  6                                                                                 10
Total                                       $            1,714                                                                 $            1,503
International Price/Volume Analysis
Crude oil and condensate                    $               40          $              (1)         $               18          $               57
Natural gas liquids                                          1                          -                           -                           1
Natural gas                                                  5                          -                           -                           5
Other sales                                                  1                                                                                  1
Total                                       $               47                                                                 $               64


Net gain (loss) on commodity derivatives in the first quarter of 2023 was a gain
of $15 million, compared to a net loss of $143 million for the same period in
2022. We have commodity derivative contracts which settle against the Henry Hub
index. We record commodity derivative gains/losses as the index pricing and
forward curves change each period. See   Note 12   to the consolidated financial
statements for further information.

Income from equity method investments decreased $47 million in the first quarter
of 2023, when compared to the first quarter of 2022, primarily as a result of
lower prices realized by our equity method investees during the first quarter of
2023.

Production expenses increased $49 million in the first quarter of 2023 versus
the same period in 2022, primarily as a result of our acquisition of the Eagle
Ford assets of Ensign in December 2022 and inflationary pressures when compared
to the first quarter of 2022. In addition, in our International segment,
production expenses were higher due to planned major non-routine maintenance
that was completed in April 2023.

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The following table provides production expense and production expense rates
(expense per boe) for each segment:

                                                                            

Three Months Ended March 31,


                                                                              Increase                                                Increase
($ in millions; rate in $ per boe)        2023              2022             (Decrease)             2023            2022             (Decrease)
Production Expense and Rate                                  Expense                                                    Rate
United States                         $   178             $  141                      26  %       $ 5.82          $ 5.59                       4  %
International                         $    23             $   11                     109  %       $ 4.54          $ 1.92                     136  %


Shipping, handling and other operating decreased $23 million in the first
quarter of 2023 versus the same period in 2022, primarily as a result of costs
related to retrofit or replacement of equipment in the Bakken recorded in the
first quarter of 2022. See   Note 21   to the consolidated financial statements
for further information.

Depreciation, depletion and amortization increased $97 million in the first
quarter of 2023 primarily as a result of higher production volumes. In addition,
the DD&A rate is impacted by capitalized costs and the sales volume mix between
fields.

Our segments apply the units-of-production method to the majority of assets,
including capitalized asset retirement costs; therefore, volumes have an impact
on DD&A expense. The following table provides DD&A expense and DD&A expense
rates for each segment:

                                                                            

Three Months Ended March 31,


                                                                          Increase                                                   Increase
($ in millions; rate in $ per boe)     2023            2022              (Decrease)              2023             2022              (Decrease)
DD&A Expense and Rate                                     Expense                                                     Rate
United States                       $   505          $  404                       25  %       $ 16.46          $ 16.02                        3  %
International                       $    12          $   15                      (20) %       $  2.41          $  2.80                      (14) %


Net interest and other increased $60 million in the first quarter of 2023
primarily as a result of increased interest expense associated with borrowings
on our Term Loan Facility and Revolving Credit Facility and the recording of a
$17 million gain on the settlement of interest rate swaps in the first quarter
of 2022. See   Note 12   to the consolidated financial statements for further
information.

Provision for income taxes reflects an effective income tax rate of 21% in the
first quarter of 2023. The provision for income taxes in the first quarter of
2022 included a non-cash tax benefit of $685 million arising from the partial
release of a valuation allowance on certain U.S. and state deferred tax assets.
See   Note 6   to the consolidated financial statements for further information.

Segment Income



Segment income represents income that excludes certain items not allocated to
our operating segments, net of income taxes. See   Note 5   to the consolidated
financial statements for further details regarding items not allocated to the
operating segments.

The following table reconciles segment income to net income:



                                                                       Three Months Ended March 31,
(In millions)                                                            2023                  2022
United States                                                      $         425          $       661
International                                                                 89                  115
Segment income                                                               514                  776
Items not allocated to segments, net of income taxes                         (97)                 528
Net income                                                         $         417          $     1,304


United States segment income in the first quarter of 2023 was $425 million of
income versus $661 million of income for the same period in 2022. The decrease
in income was primarily due to lower price realizations, an increase in DD&A
expense and production expense, partially offset by an increase in net sales
volumes and realized net gains on commodity derivatives in the first quarter of
2023.

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International segment income in the first quarter of 2023 was $89 million of
income versus $115 million of income for the same period in 2022. The decrease
was primarily due to lower price realizations by our equity method investees.

Items not allocated to segments, net of income taxes in the first quarter of
2023 was a loss of $97 million versus $528 million of income for the same period
in 2022. The decrease was largely attributable to the partial release of a
valuation allowance on certain U.S. and state deferred tax assets in the first
quarter of 2022, which resulted in a non-cash deferred tax benefit of
$685 million. In addition, we had increased interest expense as a result of
outstanding borrowings on our Term Loan Facility and Revolving Credit Facility,
offset by unrealized net gains on commodity derivatives in the first quarter of
2023.

Critical Accounting Estimates



There have been no material changes or developments in the evaluation of the
accounting estimates and the underlying assumptions or methodologies pertaining
to our Critical Accounting Estimates disclosed in our Form 10-K for the year
ended December 31, 2022.

Cash Flows

  The following table presents sources and uses of cash and cash equivalents:

                                                                  Three Months Ended March 31,
(In millions)                                                      2023                    2022
Sources of cash and cash equivalents
Net cash provided by operating activities                   $            

865 $ 1,067



Proceeds from revolving credit facility                                  175                    -
Equity method investments - return of capital                              -                    7
Other                                                                     11                   24
Total sources of cash and cash equivalents                  $          1,051          $     1,098
Uses of cash and cash equivalents
Additions to property, plant and equipment                  $           

(532) $ (332)



Repayments of revolving credit facility                                 (175)                   -
Debt repayment                                                           (70)                   -

Shares repurchased under buyback programs                               (334)                (592)
Dividends paid                                                           (63)                 (52)
Purchases of shares for tax withholding obligations                      (30)                 (21)
Other                                                                     (3)                   -
Total uses of cash and cash equivalents                     $         

(1,207) $ (997)

Sources of cash and cash equivalents

Cash flows generated from operating activities during the first quarter of 2023 were 19% lower compared to 2022, primarily as a result of lower realized commodity prices, partially offset by higher volumes resulting from our acquisition of the Eagle Ford assets of Ensign in December 2022.



During the first three months of 2023, we borrowed and repaid $175 million under
our Revolving Credit Facility. See the Liquidity and Capital Resources section
below for further information.

Uses of cash and cash equivalents



During the first three months of 2023, we repurchased approximately 13 million
shares of our common stock pursuant to the share repurchase program at a cost of
$334 million, paid dividends of $63 million and redeemed the $70 million 8.5%
Senior Notes on the maturity date. Additionally, we repurchased $30 million of
shares during the first three months of 2023 related to our tax withholding
obligations associated with the vesting of employee restricted stock awards and
restricted stock units; these repurchases do not impact our share repurchase
program authorization.

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The following table shows capital expenditures by segment and reconciles to
additions to property, plant and equipment as presented in the consolidated
statements of cash flows:

                                                                  Three Months Ended March 31,
(In millions)                                                       2023                   2022
United States                                                $           597          $       346
International                                                              2                   (1)
Not Allocated to Segments (Corporate)                                      2                    3
Total capital expenditures (accrued)                                     601                  348
Change in capital expenditure accrual                                    (69)                 (16)

Total use of cash and cash equivalents for property, plant and equipment

                                                $           

532 $ 332




The increase in our capital expenditures for the U.S. segment in the first three
months of 2023 compared to the same period in 2022 was largely driven by
increased investment and drilling related to the Eagle Ford acreage we acquired
from Ensign in December 2022. Additionally, inflationary pressures related to
oil field services, labor, drilling materials and equipment, as well as
increased activity in the current quarter compared to the same period in 2022,
contributed to the increase in capital expenditures.

Liquidity and Capital Resources

Capital Resources and Available Liquidity



Our main sources of liquidity are cash and cash equivalents, internally
generated cash flow from operations, capital market transactions and our
Revolving Credit Facility. At March 31, 2023, we had approximately $2.2 billion
of liquidity consisting of $178 million in cash and cash equivalents and $2.1
billion available under our Revolving Credit Facility.

Our working capital requirements are supported by our cash and cash equivalents
and our Revolving Credit Facility. We may draw on our Revolving Credit Facility
to meet short-term cash requirements or issue debt or equity securities through
the shelf registration statement discussed below as part of our longer-term
liquidity and capital management program. Because of the alternatives available
to us as discussed above, we believe that our short-term and long-term liquidity
are adequate to fund not only our current operations, but also our near-term and
long-term funding requirements including our capital spending programs, defined
benefit plan contributions, repayment of debt maturities, dividends and other
amounts that may ultimately be paid in connection with contingencies. See   Note
21   to the consolidated financial statements for further discussion of how our
commitments and contingencies could affect our available liquidity. General
economic conditions, commodity prices, and financial, business and other factors
could affect our operations and our ability to access the capital markets.

We maintain investment grade ratings at all three primary credit rating
agencies. A downgrade in our credit ratings could increase our future cost of
financing or limit our ability to access capital and could result in additional
credit support requirements. We do not have any triggers on any of our corporate
debt that would cause an event of default in the case of a downgrade of our
credit ratings. See Item 1A. Risk Factors in our Annual Report on Form 10-K for
the year ended December 31, 2022 for a discussion of how a downgrade in our
credit ratings could affect us.

We may incur additional debt in order to fund our working capital requirements,
capital expenditures, acquisitions or development activities or for general
corporate or other purposes. A higher level of indebtedness could increase the
risk that our liquidity and financial flexibility deteriorates. See Item 1A.
Risk Factors in our Annual Report on Form 10-K for the year ended December 31,
2022 for a further discussion of how our level of indebtedness could affect us.

Credit Arrangements and Borrowings



In November 2022, we entered into a two-year $1.5 billion Term Loan Facility and
borrowed the full amount thereunder in December 2022. The Term Loan Facility can
be prepaid without penalty.

As of March 31, 2023, we had net borrowings of $450 million against our $2.5 billion Revolving Credit Facility and $5.9 billion of total long-term debt outstanding, of which $131 million is due within the next year.



Both our Term Loan Facility and Revolving Credit Facility include a covenant
requiring that our total debt to total capitalization ratio not exceed 65% as of
the last day of the fiscal quarter. Our total debt-to-capital ratio was 26% at
both March 31, 2023 and December 31, 2022. See   Note 14   to the consolidated
financial statements for further information.

Refer to our 2022 Annual Report on Form 10-K for a listing of our long-term debt maturities.


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On April 3, 2023, we closed a $200 million remarketing to investors of
sub-series 2017A-1 bonds that are part of the $1 billion St. John the Baptist,
State of Louisiana revenue refunding bonds Series 2017. The bonds are subject to
an interest rate of 4.05% and a mandatory purchase date of July 1, 2026.

Other sources of liquidity



We have an effective universal shelf registration statement filed with the SEC
pursuant to which we, as a "well-known seasoned issuer" for purposes of SEC
rules, subject to market conditions, are permitted to issue and sell an
indeterminate amount of various types of debt, equity securities and other
capital instruments, if and when necessary or perceived by us to be opportune,
in one or more public offerings.

Capital Requirements

Share Repurchase Program

Our Board of Directors has authorized a share repurchase program. Our remaining authorization at March 31, 2023 was approximately $2.1 billion.

Subsequent to the quarter, we repurchased approximately $110 million of shares of our common stock through May 3, 2023.

Dividends



On April 26, 2023, our Board of Directors approved a dividend of $0.10 per share
payable June 12, 2023 to stockholders of record at the close of business on May
17, 2023.

Income Taxes

As described in   Note 6   to the consolidated financial statements, the IRA was
signed into law during 2022. Under current law and guidance, we do not
anticipate being subject to the corporate book minimum tax in 2023. The U.S.
Treasury is expected to publish further guidance and regulations that will be
relevant to scoping considerations and the calculation of minimum income tax
liabilities. As this guidance is issued, we will continue to evaluate and assess
the impact the IRA may have on our current and future period income taxes. If we
conclude that we do trigger the minimum income tax, we may have to make
estimated tax payments.

Other Contractual Cash Obligations



As of March 31, 2023, there are no material changes to our consolidated cash
obligations to make future payments under existing contracts, as disclosed in
our 2022 Annual Report on Form 10-K.

Environmental Matters and Other Contingencies



We have incurred and will continue to incur capital, operating and maintenance
and remediation expenditures as a result of environmental laws and regulations.
If these expenditures, as with all costs, are not ultimately offset by the
prices we receive for our products and services, our operating results will be
adversely affected. We believe that substantially all of our competitors must
comply with similar environmental laws and regulations. However, the specific
impact on each competitor may vary depending on a number of factors, including
the age and location of its operating facilities, marketing areas and production
processes. These laws generally provide for control of pollutants released into
the environment and require responsible parties to undertake remediation of
hazardous waste disposal sites. Penalties may be imposed for noncompliance.

Other than the items set forth in   Part II - Item 1. Legal Proceedings  , there
have been no significant changes to the environmental, health and safety matters
under Item 1. Business or Item 3. Legal Proceedings in our 2022 Annual Report on
Form 10-K. See   Note 21   to the consolidated financial statements for a
description of other contingencies.
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Forward-Looking Statements



This Quarterly Report on Form 10-Q 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 (the "Exchange Act"). All statements, other than
statements of historical fact, including without limitation statements regarding
our future performance, business strategy, capital budget and allocations,
reserve estimates, asset quality, production guidance, drilling plans, capital
plans, future debt retirement, cost and expense estimates, asset acquisitions
and dispositions, expected impacts of the IRA, tax assumptions and allowances,
future financial position, statements regarding future commodity prices,
anticipated benefits of the Ensign acquisition, and statements regarding
management's other plans and objectives for future operations, are
forward-looking statements. Words such as "anticipate," "believe," "continue,"
"could," "estimate," "expect," "forecast," "future," "guidance," "intend,"
"may," "outlook," "plan," "positioned," "project," "seek," "should," "target,"
"will," "would" or similar words may be used to identify forward-looking
statements; however, the absence of these words does not mean that the
statements are not forward-looking. While we believe that our assumptions
concerning future events are reasonable, these expectations may not prove to be
correct. A number of factors could cause results to differ materially from those
indicated by such forward-looking statements including, but not limited to:

•conditions in the oil and gas industry, including supply and demand levels for crude oil and condensate, NGLs and natural gas and the resulting impact on price;

•changes in expected reserve or production levels;



•changes in political or economic conditions in the U.S. and E.G., including
changes in foreign currency exchange rates, interest rates, inflation rates and
global and domestic market conditions;

•actions taken by the members of OPEC and Russia affecting the production and pricing of crude oil and other global and domestic political, economic or diplomatic developments;

•capital available for exploration and development;

•risks related to our hedging activities;

•voluntary or involuntary curtailments, delays or cancellations of certain drilling activities;



•well production timing;

•liabilities or corrective actions resulting from litigation, other proceedings and investigations or alleged violations of law or permits;

•drilling and operating risks;

•lack of, or disruption in, access to storage capacity, pipelines or other transportation methods;

•availability of drilling rigs, materials and labor, including the costs associated therewith;

•difficulty in obtaining necessary approvals and permits;



•the availability, cost, terms and timing of issuance or execution of,
competition for, and challenges to, mineral licenses and leases and governmental
and other permits and rights-of-way, and our ability to retain mineral licenses
and leases;

•non-performance by third parties of their contractual obligations, including due to bankruptcy;

•administrative impediments or unexpected events that may impact dividends or other distributions, and the timing thereof, from our equity method investees;

•unforeseen hazards such as weather conditions, a health pandemic (including COVID-19), acts of war or terrorist acts and the governmental or military response thereto;

•the impacts of supply chain disruptions that began during the COVID-19 pandemic and the resulting inflationary environment;



•security threats, including cybersecurity threats and disruptions to our
business and operations from breaches of our information technology systems, or
breaches of the information technology systems, facilities and infrastructure of
third parties with which we transact business;

•our ability to achieve, reach or otherwise meet initiatives, plans or ambitions with respect to ESG matters;

•our ability to pay dividends and make share repurchases;

•our ability to secure increased exposure to global LNG market prices;

•impacts of the IRA;


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Table of Contents •the risk that the Ensign assets do not perform consistent with our expectations, including with respect to future production or drilling inventory;

•other geological, operating and economic considerations; and



•the risk factors, forward-looking statements and challenges and uncertainties
described in our 2022 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q
and other filings with the SEC.

All forward-looking statements included in this report are based on information
available to us on the date of this report. Except as required by law, we
undertake no obligation to revise or update any forward-looking statements as a
result of new information, future events or otherwise.
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