Proposed Acquisition of Nexen Inc. by CNOOC Limited Receives Industry Canada Approval

 Proposed Acquisition of Nexen Inc. by CNOOC Limited Receives Industry Canada
                                   Approval

  PR Newswire

  CALGARY, Alberta, December 7, 2012

CALGARY, Alberta, December 7, 2012 /PRNewswire/ --

Nexen Inc. (TSX: NXY) (NYSE: NXY) announced today that under the terms of the
Investment Canada Act , the Honourable Christian Paradis, Minister of
Industry, has approved the proposed acquisition of Nexen by CNOOC Limited
(CNOOC). No further approvals are required in Canada.

"This is an important milestone in the process and confirms our belief that
this transaction provides a number of significant benefits to Canada and to
Nexen," said Kevin Reinhart, Nexen's interim President and CEO. "We remain
focused on working with CNOOC to bring this transaction to a close."

The closing of the acquisition remains subject to the receipt of applicable
government and regulatory approvals, and the satisfaction or waiver of the
other customary closing conditions.

About Nexen

Nexen Inc. is a Canadian-based global energy company, listed on the Toronto
and New York stock exchanges under the symbol NXY. Nexen is focused on three
growth strategies: oil sands and shale gas in western Canada and conventional
exploration and development primarily in the North Sea, offshore West Africa
and deepwater Gulf of Mexico. Nexen adds value for shareholders through
successful full-cycle oil and gas exploration and development, and leadership
in ethics, integrity, governance and environmental stewardship.

Forward-Looking Statements

Certain statements in this Release constitute "forward-looking statements"
(within the meaning of the United States Private Securities Litigation Reform
Act of 1995, as amended) or "forward-looking information" (within the meaning
of applicable Canadian securities legislation). Such statements or information
(together "forward-looking statements") are generally identifiable by the
forward-looking terminology used such as "anticipate", "believe", "intend",
"plan", "expect", "estimate", "budget", "outlook", "forecast" or other similar
words. Any statements as to possible timing and anticipated receipt of
required regulatory and court approvals for the arrangement with CNOOC
Limited; the ability of the parties to satisfy the conditions to, and to
complete, the transaction; the anticipated timing of the closing of the
transaction; and, changes in any of the foregoing are forward-looking
statements.

All of the forward-looking statements in this Release are qualified by the
assumptions that are stated or inherent in such forward-looking statements.
Although we believe that these assumptions are reasonable based on the
information available to us on the date such assumptions were made, this list
is not exhaustive of the factors that may affect any of the forward-looking
statements and the reader should not place an undue reliance on these
assumptions and such forward-looking statements. Nexen undertakes no
obligation to update publicly or revise any forward-looking statements or
information, whether as a result of new information, future events or
otherwise, unless so required by applicable securities laws. The key
assumptions that have been made in connection with the forward-looking
statements include the following: the ability of the parties to the July 23,
2012 Arrangement Agreement to receive, in a timely manner and on satisfactory
terms, the necessary regulatory, and other third party approvals, including
but not limited to the receipt of applicable foreign investment approval
required in the United States and elsewhere and the required approvals from
the Government of the People's Republic of China and in other foreign
jurisdictions; and, the ability of the parties to the Arrangement Agreement to
satisfy, in a timely manner, the conditions to the closing of the transaction.

Forward-looking statements are subject to known and unknown risks and
uncertainties and other factors, many of which are beyond our control and each
of which contributes to the possibility that our forward-looking statements
will not occur or that actual results and achievements may differ materially
from those expressed or implied by such statements. Such factors include,
among others: the possible failure of Nexen and CNOOC Limited to obtain
necessary regulatory and other third party approvals, including those noted
above, or to otherwise satisfy the conditions to the completion of the
transaction, in a timely manner or at all; if the transaction is not completed
and Nexen continues as an independent entity, there are risks that the
announcement of the transaction and the dedication of substantial resources of
Nexen to the completion of the transaction could have an impact on Nexen's
current business relationships (including with future and prospective
employees, customers, distributors, suppliers and partners) and could have a
material adverse effect on the current and future operations, financial
condition and prospects of Nexen; the possible failure of Nexen to comply with
the terms of the Arrangement Agreement may result in Nexen being required to
pay a fee to CNOOC Limited, the  result of which could have a material
adverse effect on Nexen's financial position and results of operations and its
ability to fund growth prospects and current operations; and other factors,
many of which are beyond our control. Additional information on these and
other factors that could affect the completion of the transaction are included
in the information circular and proxy statement of Nexen dated August 16,
2012, which has been filed with the applicable securities regulatory
authorities and may be accessed through the SEDAR website (
http://www.sedar.com ), the SEC's website ( http://www.sec.gov ) and Nexen's
website ( http://www.nexeninc.com ).The impact of any one risk, uncertainty or
factor on a particular forward-looking statement is not determinable with
certainty as these factors are interdependent, and management's future course
of action would depend on our assessment of all information at that time.

For further information:

For investor relations inquiries, please contact: Janet Craig Vice President,
Investor Relations +1-403-699-4230

For media and general inquiries, please contact: Pierre Alvarez Vice
President, Corporate Relations +1-403-699-5202

801 - 7 ^th Ave SWCalgary, Alberta, Canada T2P 3P7 http://www.nexeninc.com







    (NXY. NXY.PR.U. NXY)
 
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