FORT WORTH, Texas, July 23, 2008 /PRNewswire-FirstCall via COMTEX News Network/ -- XTO Energy Inc.
(NYSE: XTO) announced that it has priced a public offering of 26,000,000
shares of its common stock at a price to the public of $48.00 per share. All
shares are being sold by XTO Energy. Proceeds of the offering are expected to
fund recently announced property acquisitions and to repay indebtedness under
its commercial paper program. XTO Energy also has granted the underwriters a
30-day option to purchase up to 3,900,000 additional shares of its common
stock solely to cover over-allotments, if any. The offering is expected to
settle and close on July 29, 2008, subject to customary closing conditions.

Lehman Brothers, JPMorgan and UBS Investment Bank are joint book-running
managers for the offering. Copies of the preliminary prospectus supplement
relating to the offering may be obtained from the offices of Lehman Brothers
Inc., c/o Broadridge, 1155 Long Island Avenue, Edgewood, NY 11717, Tel:
888-603-5847, Fax: 631-254-7140; J.P. Morgan Securities Inc., Prospectus
Library, 4 Chase Metrotech Center, CS Level, Brooklyn, NY 11245, Tel:
718-242-8022, Fax: 718-242-1350; UBS Securities LLC, Attention: Prospectus
Department, 299 Park Avenue, New York, NY 10171 or by Tel: 888-827-7275. An
electronic copy of the prospectus supplement will be available on the website
of the Securities and Exchange Commission at http://www.sec.gov.

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 domestic natural gas producer engaged in the
acquisition, exploitation and development of quality, long-lived oil and
natural gas properties in the United States. Its properties are concentrated
in Texas, New Mexico, Arkansas, Oklahoma, Kansas, Wyoming, Colorado, Alaska,
Utah, Louisiana, Mississippi, Montana, North Dakota, Pennsylvania and West
Virginia.

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.
Further information on risks and uncertainties is available in the Company's
filings with the Securities and Exchange Commission, which are incorporated by
this reference as though fully set forth herein.

SOURCE XTO Energy Inc.

http://www.xtoenergy.com

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