Forest Oil Corporation has entered into a definitive agreement to acquire 100 percent of the outstanding stock of The Houston Exploration Company in a stock and cash transaction totaling approximately $1.5 billion plus the assumption of net debt estimated to be $100 million at December 31, 2006. Forest Oil worked with JANA Partners LLC (JANA), the holder of 14.7% of the outstanding shares of Houston Ex, with the result that JANA on Sunday agreed to vote in favor of the transaction. JANA has also agreed not to propose any extraordinary transactions with Forest or to seek to influence the management or control of Forest for a year following the close of the transaction. The transaction positions Forest as one of the top independent onshore North American exploration and production companies.