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	NOTES FOR DREXEL BURNHAM & LAMBERT SPEECH APRIL 6, 1984

HISTORY OF EXPLORATION

—1964, FORMED MESA FROM PREDECESSOR COMPANIES

—HAVE OPERATED IN U.S. CANADA, NORTH SEA AND AUSTRALIA

—1970, ONE OF FIRST INDEPENDENTS TO MAKE MAJOR LEASE ACQUISITIONS IN GULF OF MEXICO

—49 PLATFORMS IN GULF OF MEXICO NOW

—BEATRICE FIELD, SOLD IN 1979 FOR $65 MM

—CANADA, SOLD 1979 FOR $600 MM

—AUSTRALIA, SOLD 1983 FOR $42.2 MM

HISTORY OF ACQUISITION

—1969, HUGOTON PRODUCTION COMPANY INCREASED GAS RESERVES 15-FOLD

—1973, PUBCO PETROLEUM CORP.

—1979, ASHLAND EXPLORATION, INC.

HISTORY OF INNOVATION

—1979, MESA ROYALTY TRUST

—1982, MESA OFFSHORE TRUST

HISTORY OF INVESTMENTS

—1982, CITIES SERVICE, SOLD 4.1 MM SHARES FOR $55/SHARE OR $31.5 MM PRE-TAX GAIN

—LAST 1982, GENERAL AMERICAN, ELIMINATED $76 MM OF DEBT, $42.4 MM PRE-TAX GAIN

—GULF CORP.
           —GIG HOLDS 21.7 MM SHARES
           —MESA HOLDS 14.5 MM SHARES
           —MESA RECEIVES $1.15 BILLION OR PRE-TAX OF $500 MM
           —PENN CENTRAL PREFERRED STOCK AND WARRANTS OF $300 MM, WHICH HAVE REGISTRATION RIGHTS

STRATEGY

—FOCUS ON OIL PROSPECTS

—BUDGET TRIMMED TO $100 MM

—WILL PURSUE UNDERVALUED ASSETS

—WILL STAY ON THIS COURSE UNTIL PRICING LOOKS BETTER

INDUSTRY

—RESTRUCTURING IS VITAL

—WILL BENEFIT SHAREHOLDERS, CONSUMERS, GOVERNMENT AND THE NATION