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Houston, Texas — November 12, 2003 — Plains Resources Inc. (NYSE:PLX) today reported net income of $5.8 million, or $0.24 per diluted share for the third quarter of 2003 compared to income from continuing operations of $3.8 million, or $0.14 per diluted share for the third quarter of 2002. Including income from discontinued operations for Plains Exploration & Production Company (NYSE: PXP), which the Company distributed to its stockholders in a tax-free spin-off on December 18, 2002, the Company reported net income of $11.2 million, or $0.44 per diluted share, in the third quarter of 2002.

Net income in the third quarter of 2003 includes a noncash pre-tax gain of $9.1 million related to the public equity offering completed by Plains All American Pipeline, L.P. (NYSE:PAA) and a $1.7 million charge to equity in earnings of PAA as a result of a $7.4 million compensation accrual by PAA associated with its long term incentive plan. Collectively, these items increased the Company’s net income by $4.5 million, or $0.19 per diluted share.

“While the special items discussed above make the comparison of results between the periods difficult, the Company has consistently provided guidance in its Form 8-K filings that PAA would likely recognize the compensation expense in 2003” stated Mr. John T. Raymond, Chief Executive Officer and President. “The compensation accrual by PAA is actually a positive event for the Company in that it was, in part, triggered by the expected fourth quarter conversion of 25% of PAA’s subordinated units into common units. As our 8-K guidance indicates, we expect that the Company will recognize a noncash pre-tax gain of up to $10.0 million in the fourth quarter when 25% of the subordinated units are converted to common units. Unlike the compensation expense accrual by PAA, accounting rules do not allow us to recognize a gain until the conversion of the subordinated units actually occurs. PAA’s SEC filings indicate that, if it continues to meet the requirements, 25% of the subordinated units will convert into common units in the fourth quarter of 2003 and

the remainder will convert in the first quarter of 2004. We look forward to the conversion of our 4.5 million subordinated units into common units of PAA.”

The Company reported equity in earnings from its ownership in PAA of $3.1 million compared to $4.5 million in the third quarter of 2002. The decrease is primarily a result of the compensation accrual by PAA in the third quarter of 2003. The Company’s cash distribution from PAA was $7.8 million in the third quarter of 2003, a 5% increase from the third quarter 2002 distribution of $7.4 million.

Oil production volumes were 2,141 barrels per day in the third quarter of 2003 compared to 2,511 barrels per day in the prior year quarter. In accordance with SEC Staff Accounting Bulletin 101, the Company’s results reflect revenue from oil production in the period it is sold as opposed to when it is produced. The Company reported sales of 2,293 barrels of oil per day in the third quarter of 2003 compared to 2,446 barrels per day in the third quarter of 2002. Unit gross margin in the third quarter of 2003, after deducting $2.70 per barrel of derivative cash settlements, declined to $6.02 per barrel as compared to $10.91 in the third quarter of 2002 due to lower realized oil prices and increased production expenses due primarily to higher workover, electricity and fuel costs. The Company’s average wellhead oil price, after deducting quality differentials, hedging and derivative cash settlements, was $20.61 per barrel in the third quarter of 2003 as compared to $22.89 per barrel in last year’s third quarter, primarily due to higher quality differentials to NYMEX prices.

For the first nine months of the year net income was $14.2 million, or $0.57 per diluted share, compared to income from continuing operations of $6.0 million, or $0.20 per diluted share, in 2002. Including income from discontinued operations, the Company reported net income of $27.5 million, or $1.08 per diluted share, for the nine months ended September 30, 2002.

The Company will host a conference call to discuss the results on Wednesday, November 12, 2003. The call will begin at 10:00 a.m. (central time). The dial-in conference number is: 800-227-9428 or international: 785-832-2422. Reference Conference I.D.#: Plains. The replay will be available for 2 weeks at 800-839-4013 or international at 402-220-2982.

To access the Internet webcast, please go to the Company’s website at www.plainsresources.com under investor relations section choose “conference calls.” Following the live webcast, the call will be archived for a period of sixty (60) days on the Company’s website.

Plains Resources is an independent energy company engaged in the acquisition, development and exploitation of crude oil and natural gas. Through its ownership in Plains All American Pipeline, L.P., Plains Resources has interests in the midstream

activities of marketing, gathering, transportation, terminaling and storage of crude oil. Plains Resources is headquartered in Houston, Texas.

Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, among other things, economic conditions, oil and gas price volatility, uncertainties inherent in the exploration for and development and production of oil and gas and in estimating reserves, regulatory changes and other factors discussed in Plains Resources’ filings with the Securities and Exchange Commission.

Plains Resources Inc.
Consolidated Statements of Income
(Amounts in thousands, except per share data)


			Three Months Ended						Nine Months Ended
			September 30,						September 30,

			2003			2002			2003			2002

Revenues
	Oil sales		$	4,917		$	5,323		$	16,541		$	14,289
	Hedging			—			(172	)		(307	)		(423	)

				4,917			5,151			16,234			13,866

Costs and Expenses
	Production expenses			1,910			1,604			5,288			4,301
	Production and ad valorem taxes			251			146			888			374
	Oil transportation expenses			917			946			2,945			2,776
	General and administrative			1,476			1,312			4,883			4,687
	Depreciation, depletion and amortization			1,089			942			3,522			3,269
	Accretion of asset retirement obligation			58			—			171			—
	Other operating expenses			—			—			137			—

				5,701			4,950			17,834			15,407

Other Income (Expense)
	Equity in earnings of Plains All American Pipeline, L.P.			3,142			4,454			14,864			14,060
	Gain on Plains All American Pipeline, L.P. unit offerings			9,119			14,512			15,227			14,512
	Gain (loss) on derivatives			(1,211	)		—			(2,958	)		—
	Interest expense			(627	)		(2,324	)		(1,636	)		(5,801	)
	Loss on debt extinguishment			—			(10,319	)		—			(10,319	)
	Interest and other income			21			236			127			263

				10,444			6,559			25,624			12,715

Income From Continuing Operations Before Income Taxes				9,660			6,760			24,024			11,174
	Income tax benefit (expense)
		Current		287			(836	)		(2,314	)		1,569
		Deferred		(4,122	)		(2,157	)		(8,398	)		(6,788	)

Income From Continuing Operations				5,825			3,767			13,312			5,955
	Income from discontinued operations, net of tax			—			7,418			—			21,500

Income before cumulative effect of accounting change				5,825			11,185			13,312			27,455
	Cumulative effect of accounting change, net of tax			—			—			933			—

Net Income				5,825			11,185			14,245			27,455
	Preferred dividends			—			(350	)		(603	)		(1,050	)

Income Available to Common Stockholders			$	5,825		$	10,835		$	13,642		$	26,405

Earnings Per Share (in dollars)
	Basic
		Income from continuing operations	$	0.25		$	0.14		$	0.54		$	0.21
		Discontinued operations		—			0.31			—			0.90
		Change in accounting policy		—			—			0.04			—

			$	0.25		$	0.45		$	0.58		$	1.11

	Diluted
		Income from continuing operations	$	0.24		$	0.14		$	0.53		$	0.20
		Discontinued operations		—			0.30			—			0.88
		Change in accounting policy		—			—			0.04			—

			$	0.24		$	0.44		$	0.57		$	1.08

Weighted average shares outstanding
		Basic		23,381			23,956			23,610			23,826
		Diluted		23,975			24,617			25,040			24,455


				Three Months Ended						Nine Months Ended
				September 30,						September 30,

				2003			2002			2003			2002

Distributions from PAA (thousands of dollars)
		General partner interest		$	815		$	596		$	2,313		$	1,549
		Limited partner units			6,976			6,822			20,776			20,009

				$	7,791		$	7,418		$	23,089		$	21,558

Production and Sales Volumes
	Production volumes (MBbls)				197			231			635			708
	Daily average production volumes (Bbls)				2,141			2,511			2,326			2,593
	Sales volumes (MBbls)				211			225			690			643
	Daily average sales volumes (Bbls)				2,293			2,446			2,527			2,355
Unit Economics ($/Bbl)
		Average oil sales price
			Average NYMEX	$	30.21		$	28.25		$	30.94		$	25.45
			Differential		(6.90	)		(4.60	)		(6.97	)		(3.23	)

					23.31			23.65			23.97			22.22
			Hedging		—			(0.76	)		(0.43	)		(0.66	)
			Derivative cash settlements (1)		(2.70	)		—			(2.45	)		—

					20.61			22.89			21.09			21.56
		Production expenses			(9.05	)		(7.13	)		(7.66	)		(6.69	)
		Production and ad valorem taxes			(1.19	)		(0.65	)		(1.29	)		(0.58	)
		Oil transportation expenses			(4.35	)		(4.20	)		(4.27	)		(4.32	)

		Gross margin after derivative cash settlements		$	6.02		$	10.91		$	7.87		$	9.97

(1)

Effective February 1, 2003 we were required to discontinue hedge accounting and reflect the mark-to-market value of our hedges in earnings. Earnings for the three-month and nine-month periods ended September 30, 2003 include losses on the change in fair value of derivatives of $0.6 million and $1.3 million, respectively, and losses on derivative cash settlements of $0.6 and $1.7 million, respectively. The amounts presented represent the effect of losses on derivative cash settlements on our average sales prices.


				September 30,			December 31,
				2003			2002

			ASSETS
Current Assets
	Cash and cash equivalents			$	1,368		$	8,807
	Accounts receivable and other current assets				4,513			3,104
	Inventories				1,699			2,305

					7,580			14,216

Property and Equipment, at cost
	Oil and gas properties — full cost method				352,963			349,517
	Other property and equipment				27			27

					352,990			349,544
	Less allowance for depreciation, depletion and amortization				(299,327	)		(299,214	)

					53,663			50,330

Ownership in Plains All-American Pipeline, L.P.					93,116			70,042

Other Assets
	Deferred income taxes				—			16,957
	Other				10,175			9,867

					10,175			26,824

				$	164,534		$	161,412

		LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
	Accounts payable and other current liabilities			$	7,805		$	8,187
	Current maturities of long-term debt				20,000			18,000

					27,805			26,187

Long-Term Bank Debt					35,000			27,000

Asset Retirement Obligation					2,016			—

Other Long-Term Liabilities					3,355			2,716

Deferred Income Taxes					2,379			—

Stockholders’ Equity
	Series D cumulative convertible preferred stock				—			23,300
	Common stock				2,825			2,806
	Additional paid-in capital				276,458			273,162
	Retained earnings (deficit)				(94,646	)		(103,882	)
	Accumulated other comprehensive income				5,387			(2,862	)
	Treasury stock, at cost				(96,045	)		(87,015	)

					93,979			105,509

				$	164,534		$	161,412


Contact:		Stephen A. Thorington Executive Vice President and Chief Financial Officer (832) 239-6096 or (800) 934-6083