XTO Xto Energy, Inc.

XTO Energy Announces Pricing of Increased Common Stock Offering FORT WORTH, Texas, May 19 /PRNewswire-FirstCall/ -- XTO Energy Inc. announced that it has priced a public offering of 20,750,000 shares of its common stock at a price to the public of $25.23 per share, which was the last sales price reported on the NYSE today. All shares are being sold by XTO Energy. Proceeds of the offering are expected to fund a portion of its recent and pending property acquisitions through the repayment of borrowings on XTO Energy's bank revolving credit facility. XTO Energy also has granted the underwriters a 30-day option to purchase up to 3,031,212 additional shares of its common stock solely to cover over-allotments, if any. The offering is expected to settle and close on May 25, 2004. Lehman Brothers and Morgan Stanley are joint book-running managers for the offering. Copies of the prospectus supplement relating to the offering may be obtained from the offices of Lehman Brothers Inc., c/o ADP Financial Services, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, New York 11717, and Morgan Stanley & Co. Incorporated, Prospectus Department, 1585 Broadway, New York, New York 10036. This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of the state. XTO Energy Inc. is a premier domestic natural gas and oil producer engaged in the acquisition, exploitation and development of quality, long-lived producing properties in North America. Its legacy properties are concentrated in Texas, New Mexico, Arkansas, Oklahoma, Kansas, Wyoming, Colorado, Alaska, Utah and Louisiana. This document 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. Forward-looking statements include estimates and give our current expectations or forecasts of future events. Although we believe our forward-looking statements are reasonable, they can be affected by inaccurate assumptions or by known or unknown risks and uncertainties. DATASOURCE: XTO Energy Inc. CONTACT: Louis G. Baldwin, Executive Vice President & CFO, +1-817-870-2800, or Gary D. Simpson, Vice President - Investor Relations, +1-817-870-2800, both of XTO Energy Inc. Web site: http://www.xtoenergy.com/

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