FILED BY KERR-MCGEE CORPORATION
                                                  PURSUANT TO RULE 425 UNDER THE
                                         SECURITIES ACT OF 1933 AND DEEMED FILED
                                               PURSUANT TO RULE 14A-12 UNDER THE
                                                 SECURITIES EXCHANGE ACT OF 1934

                                      SUBJECT COMPANY:  WESTPORT RESOURCES CORP.
                                              SECURITIES ACT FILE NO. 333-114886





The  communication  filed  herewith  is  a  transcript  of  an  earning  release
conference  call in  connection  with the merger of Kerr-McGee  Corporation  and
Westport Resources Corporation.




Date/Time of Call:         April 28, 2004 at 10:00 a.m.

RICK BUTERBAUGH:

     Thank you Louise, and good morning. With me today is Luke Corbett, chairman
and CEO, Bob Wohleber,  senior vice president and chief financial officer,  Dave
Hager, senior vice president responsible for exploration and production activity
and Greg Pilcher, senior vice president and general counsel.

     Our comments  today will contain  forward-looking  statements.  Please note
that actual results or events may differ  materially  from our  expectations  or
projections.  Information  concerning  some of the  factors and risks that could
cause material  differences  are  identified in the Risk Factors  section of the
company's annual report on Form 10-K, prospectus on S-4 and other SEC filings.

     In  addition,  we will be making  reference to figures that adjust the GAAP
results for items  identified  on page 9 of the  earnings  release  under "Other
Information,  Net of Income  Taxes."  This  includes the pricing of oil and gas,
general and  administrative  costs and all factors that impact  operating profit
for both oil and gas and chemical or their components which therefore impact net
income. A detailed reconciliation to the GAAP financial measures can be found on
the company's website at www.kerr-mcgee.com and selecting the Investor Relations
and  Guidance  tabs.  It is likely  that  during the Q&A period that we may make
reference  to  other  non-GAAP   numbers.   If  this  occurs,   the  appropriate
reconciliations to the GAAP numbers will be posted on our website.

     By now, you should have received a copy of Kerr-McGee's  first-quarter 2004
earnings release. If you have not received a copy of the press release,  you can
access  it  on  the  company's  website  at  www.kerr-mcgee.com,   by  selecting
"First-quarter Earnings."

     For the first  quarter  of 2004,  Kerr-McGee  once  again  delivered  solid
results in line with our expectations.  Production volumes were at the upper end
of guidance,  unit operating  costs remained in line, and our major  development
projects continue on or ahead of schedule. We have already achieved success with
our  exploratory  drilling  program  at NW Milne  Point  project  in Alaska  and
satellite  discoveries in the deepwater  gulf. And, we have continued to enhance
our leading acreage  position in the gulf where we were high bidder on 22 blocks
in the central  Gulf of Mexico  lease sale,  of which 9 blocks have already been
awarded.

     Earlier this month,  we announced the $3.4 billion merger of Kerr-McGee and
Westport  Resources.  This  transaction  brings  high-quality,  long-life,  U.S.
natural gas assets,  primarily in the  Rockies,  which  complement  Kerr-McGee's
existing  position  onshore  and in the Gulf of  Mexico  while  maintaining  our
historic high-margin cash flow per barrel. As a result, we expect free cash flow
from these properties, after dividends, to add more than $150 million annually.

     The Westport properties will significantly  enhance our base production and
reserves  position.  These  properties  also offer a large inventory of low-risk
exploitation  projects  where we can apply  our  tight-gas  expertise  which was
proven at the Wattenberg  field.  We believe that these  properties will further
enhance the consistency and  predictability  of both our production and drilling
results as we continue to pursue attractive  opportunities in our high-potential
deepwater program.

     We are very  excited  about the  opportunities  and  flexibility  that this
transaction provides Kerr-McGee. The transaction is expected to close during the
third  quarter  of this  year,  and,  therefore,  all  results  and  projections
presented today will be for Kerr-McGee only on a stand-alone basis.

     For the first  quarter of 2004,  Kerr-McGee  reported  net income of $152.2
million.  To put this on a  comparable  basis to Thomson  Financial's  FirstCall
estimates,  excluding special items, foreign currency  translation,  derivatives
and stock  revaluation  totaling a $7.2 million charge, as detailed on page 9 of
the  earnings  release,   under  "Other  Information,   Net  of  Income  Taxes,"
Kerr-McGee's  adjusted income from continuing  operations was $159.4 million, or
$1.48 per share, exceeding the FirstCall consensus estimates of $1.34.

     Total  first-quarter  production  averaged more than 270,000 barrels of oil
equivalent per day, once again in the upper band of our expected range.  Our oil
and gas volumes both increased from the fourth quarter  despite the fact that we
have now  excluded  previously  projected  volumes  which were  associated  with
royalty  relief  fields in the  deepwater  Gulf of Mexico which are now excluded
from our reported volumes.

     The Mineral  Management  Service has advised that the price  thresholds for
2004 are likely to be exceeded and  indicated  that  royalty  relief will not be
available on some leases in 2004.  Although we disagree  with the MMS  regarding
the lapsing of royalty relief and are challenging the MMS determination, we have
revised our volume estimates to reflect the MMS position.

     The  suspension  of royalty  relief  impacts  volumes from our Gunnison and
Northwestern  fields as well as certain  fields in the  Nansen/Navajo  area.  In
total,  this is  projected  to reduce oil  volumes  by about  1,000 BOPD and gas
volumes by about 15 MMCF per day.  Despite  this  reduction,  through  efficient
execution and the flexibility of our exploitation  program, we have been able to
offset this impact and are still maintaining our original production guidance at
approximately 260,000 barrels of equivalent per day for 2004.

     Excluding the royalty relief volumes just discussed,  first-quarter average
daily oil production from  continuing  operations was 143,000  barrels;  up more
than 2% from  fourth-quarter  2003  volumes  and  still  exceeded  our  previous
projections.  Actual oil sales  volumes were 2,300 BOPD  greater  than  reported
production due to the timing of liftings primarily in the North Sea.

     First-quarter  natural gas sales increased to 763 MMCF per day which is, up
nearly 3% versus the prior quarter. Again gas volume is up despite the reduction
from the royalty relief volumes.

     Oil and gas  commodity  prices  continued  the  upward  trend in the  first
quarter,  increasing from the fourth-quarter levels.  Benchmark NYMEX prices for
WTI and Brent averaged $35.25 and $31.30 per barrel, respectively, for the first
quarter.  This is up nearly  $4.10  per  barrel  for WTI and up about  $2.20 per
barrel for Brent, relative to the fourth-quarter averages.  Kerr-McGee's average
worldwide oil prices  increased  $1.44 per barrel  reflecting  the impact of our
hedging activities.

     For natural gas, the average NYMEX price increased to about $5.70 per MMBtu
for  the  first  quarter,   which  is  up  nearly  $.30  per  MMBtu  versus  the
fourth-quarter average.  Kerr-McGee's average gas realization increased by $1.10
when  compared  with the fourth  quarter,  primarily  due to higher hedge prices
received in the first quarter.

     The  combination of increased  volumes and pricing  resulted in oil and gas
revenues for the first quarter of $752  million,  up more than 19% compared with
the  prior  quarter,  as  disclosed  on  page 9 of the  earnings  release  under
"Selected  Exploration and Production  Information."  Marketing  revenues of $82
million and associated costs are disclosed separately to give a more transparent
depiction of these activities.

     Lease  operating  expense  for the first  quarter  was $3.58 per  barrel of
equivalent,  slightly better than our previous projection. The regional breakout
of unit LOE costs for the first  quarter is as follows:  U.S.  Onshore  region -
about $2.95; Gulf of Mexico - about $2.80; and the North Sea - about $5.10.

     Unit  transportation  costs in the first  quarter  were flat with the prior
quarter at $1.08 per barrel of equivalent.

     First-quarter  unit  depreciation  and  depletion  charges  for oil and gas
activities were $6.52 per barrel of equivalent and accretion expense  associated
with the  abandonment  provision  was $6.6  million.  Both of these  amounts are
slightly below our previous projections.

     Exploration  expense  for the first  quarter was $50.6  million.  Just $8.1
million  was for  dry-hole  costs,  reflecting  the  success of our  exploration
program to date. On a regional basis,  total  exploration  expense for the first
quarter  is as  follows:  In the U.S.  - $32  million;  in the  North  Sea - $12
million;  other  international - $7 million.  Total exploration  expense for the
year is still  projected to be $300  million,  excluding  the impact of Westport
activities.

     First-quarter  drilling  success  includes the discovery of the Ticonderoga
field  located in 5,250 feet of water on Green  Canyon  Block 768.  The well and
side-track deepening  encountered more than 250 feet of net high-quality oil pay
from three zones.  As a result we have  increased  our gross  expected  resource
potential from this satellite  field into the range of 30 to 50 million  barrels
of  equivalent.  Additional  appraisal  drilling will be conducted  this year to
fully  determine the aerial extent of the field.  Kerr-McGee is operator of this
field with a 50% working interest.

     Development planning is under way to tie back Ticonderoga to our 100%-owned
Constitution  field,  which is currently under development just five miles north
of Ticonderoga.  Ticonderoga will add significant value to the host Constitution
facility.  We are  confident  we can  expand  the  Constitution  facility's  oil
processing  capacity to about 55,000  barrels of oil per day at minimal cost and
not delay first production from Constitution.  This discovery is the most recent
validation  of the  benefits of our hub and spoke  strategy and the reduced risk
profile of our 2004 drilling program.

     During the quarter, we also finished drilling the second well at the Dawson
Deep prospect in the greater Gunnison area. This satellite discovery, located on
Garden  Banks  625,  is being  evaluated  as a subsea  tieback  to our  Gunnison
facility  just three  miles  away.  Kerr-McGee  operates  Dawson Deep with a 25%
working interest and Gunnison facility with a 50% interest.

     The results  from Dawson Deep are  providing  valuable  insight  into other
satellite  prospects around our Gunnison facility.  We expect to drill up to two
additional  satellites  in this area in 2004,  all of which we will operate with
50%  interests.  Later this  quarter,  we expect to spud the Tin Cup prospect on
Garden Banks 582 which has a resource  potential of up to 40 million  barrels of
equivalent.

     On Alaska's North Slope, we finished  drilling two successful  wells in the
NW Milne Point area at the  Nikaitchuq  prospect.  The Nikaitchuq #1, a vertical
well, was tested at more than 960 barrels of  high-quality  oil per day from the
Sag River formation. The #2 well was drilled 9,000 feet southeast of the initial
well and successfully  extended the reservoir down dip. We are encouraged by the
results to date and will  continue to  evaluate  the data  collected.  From this
data, we will  re-calibrate  our 3-D seismic over this area to better define our
appraisal drilling program for the upcoming drilling season.

     You will recall that  Kerr-McGee  entered this prolific basin in January of
this year where we now hold interests in approximately  18,000 acres and operate
with a 70% interest.  We also have an option for an  additional  50,000 acres in
this area.

     Earlier this month,  a well was spud on the San Jacinto  prospect in DeSoto
Canyon 618,  which we are  participating  in with a 20%  interest.  This well is
meeting our  expectations and could become part of a future  development  within
the Atwater  Valley area where we already  have  discoveries  at  Merganser  and
Vortex.  On the shelf,  a well was spud at Main Pass 113 with  Kerr-McGee as the
operator with a 65% working  interest.  We also expect to spud an appraisal well
at Garden Banks 244 in early May.

     Later in the second  quarter we expect to spud a deepwater  wildcat well in
the gulf at the West Raptor  prospect.  The West  Raptor  prospect is located in
DeSoto  Canyon 445 and if  successful  could also be part of the Atwater  Valley
development area. The resource estimate for this prospect is 20-40 MM barrels of
equivalent and Kerr-McGee has a 33% working interest.

     Two  other  prospects,  Essex and  Chilkoot  are  being  prepared  for late
second-quarter  or early  third-quarter  spuds.  Essex is located in Mississippi
Canyon blocks 23, 24 and 25 and the Chilkoot prospect is located in Green Canyon
320.  Again,  Kerr-McGee  will  operate  both of  these  wells  with 50% and 33%
interests  respectively,  which takes  advantage  of our  extensive,  recognized
expertise in efficient  deepwater  drilling.  These two prospects  offer a total
gross resource potential exceeding 200 million barrels of equivalent.

     Internationally,  the first of two wells  expected in Brazil this year will
spud this week at the Dragon  prospect on the BM-C-7 block in the Campos  basin.
Kerr-McGee  participates  with a 33%  interest.  We estimate the gross  resource
potential on this prospect to be 100-400 MM BO.

     Moving to our major development projects, each remain on, or slightly ahead
of schedule. At the Gunnison facility, we have now completed the second dry-tree
well and  production  continues to ramp up.  Current rates from the three subsea
wells and two  dry-tree  completions  are more than 12,000 BOPD and 140 MMCF per
day. The  remaining  five  dry-tree  completions  are expected to be finished by
year-end,  resulting in total volume of  approximately  30,000 BOPD and 180 MMCF
per day.

     The cell spar and topsides  for the Red Hawk field have now been  completed
and installed.  The  commissioning  phase is ongoing,  and the subsea lines have
already  been tied in. The export line will be pulled  through and hung off this
week. We are still on track for first production about mid-year.

     At the Constitution  field, first steel has already been cut in Finland for
fabrication of the spar and the topsides in Houma,  Louisiana.  We are currently
evaluating  options to increase topside capacity for the probable tieback of the
Ticonderoga  discovery.  However,  we do not expect this  activity to change our
estimate of first production from Constitution  which is still expected mid-year
of 2006.

     In Bohai Bay,  development  drilling is in progress  with two rigs working,
and construction of the hub FPSO facility is proceeding well.

     Looking at the second quarter,  we are maintaining our previous  production
guidance  despite the impact of  eliminating  volumes  associated  with  royalty
relief that I discussed earlier.  Additionally, we still anticipate producing in
the range of 252,000 to 271,000 barrels of equivalent per day on average for the
year. A detailed quarterly  breakout of expected  production volumes for 2004 by
product   and  by   region   is   available   on  the   company's   website   at
www.kerr-mcgee.com  by accessing  the  guidance  tab in the  investor  relations
section.

     Unit lease operating costs for the second quarter are projected to increase
to about $3.75/barrel of equivalent,  and depreciation and depletion charges are
projected to be $6.90/barrel of equivalent.  Exploration  expense is expected to
be approximately $75 million.

     In our chemical operations, adjusted operating profit for the first quarter
of 2004 was $2.7 million.  Adjusted  operating profit from just our TiO2 pigment
operations  was $5.4  million,  at the low end of our  previous  guidance.  This
reflects  the  projected  decrease  in  sales  volume  from the  fourth  quarter
partially offset by a slight  improvement in net realizations.  We are beginning
to see signs of marginal improvement in both volumes and pricing, however Europe
continues  to  be  volatile  with  pockets  of  weakness.  Unexpected  operating
interruptions   at  our  Hamilton   and  Botlek   plants   negatively   impacted
first-quarter operating costs but we believe these issues will be fully resolved
in the second quarter.  Combined plant utilization rates averaged  approximately
90% during the first quarter.

     TiO2  capital  projects  remain  on  schedule,  and  commissioning  of  the
High-Productivity   Oxidation   Line  at  the  Savannah  plant   continues.   We
successfully  began to ramp up  production  but as expected we will incur higher
start-up costs during this period.

     Sales volumes are expected to rise with the  seasonality  during the second
quarter and as a result, we expect  second-quarter  operating profit from all of
our chemical operations to increase into the range of $8-$10 million.

     The corporate portion of adjusted G&A cost as well as other costs was about
$31 million on a pre-tax basis in the first  quarter.  Net interest  expense for
the quarter was about $56 million.

     At this time I will turn the call over to Bob Wohleber, who will review the
other financial items. Bob....


BOB WOHLEBER:

     Operating profit during the quarter  increased to $330 million,  which is a
58% increase over the $209 million operating profit generated last quarter.  Net
Income for the quarter increased to $152 million, which is a three-fold increase
over the reported fourth quarter income number of $50 million.

     During the first quarter,  the company  generated $493 million of operating
cash flow before  considering  changes in working  capital.  The working capital
change  represented  a $218 million use of cash,  which  relates  primarily to a
reduction in accounts payable and accrued liabilities.

     Debt at the end of the first  quarter  was  $3.482  billion  versus  $3.656
billion at  December  31,  2003,  a reduction  of  approximately  $174  million.
Approximately  $100  million  of the debt  reduction  was paid  down  from  cash
generated  from  operations  and  the  balance  represents  the  removal  of the
short-term  lease  associated  with the  Gunnison  project,  which  has now been
refinanced as an operating  lease. At quarter-end,  the company had paid off all
of its bank revolver and commercial  paper, and we finished with a cash position
of over $143 million.

     We  continue  to  make  solid  progress  in  reducing  debt  and we  expect
additional debt reductions throughout the balance of the year.

     In summary,  Kerr-McGee  has posted solid results in the first quarter with
net income of $152 million and operating profit of $330 million.  We are pleased
with these  results and will  continue to work our strategy to add value for our
shareholders.

     At this time I will turn the call over to Luke Corbett.


LUKE CORBETT:

     Thank you Bob and good  morning.  As you have just heard from Rick and Bob,
we once again reported solid  operating and financial  results.  We have met our
targets while  remaining  focused on controlling  costs and exercised  financial
discipline to further  delever our balance  sheet.  I am confident  that we will
continue these achievements in the second quarter.

     Now, as you are likely aware,  the boards of  Kerr-McGee  and Westport have
unanimously agreed to merge the two companies in a stock for stock exchange.  We
are extremely  excited about this combination and the numerous  benefits that we
believe  it brings to  Kerr-McGee  and our  shareholders.  The  Westport  assets
complement  our existing  U.S.  core areas with quality  natural gas assets.  In
addition,  these  assets  expand our base of low-risk  exploitation  projects in
areas where we have a proven  track  record of  success.  By  underpinning  this
transaction with attractive  hedges we expect to generate more than $150 million
of additional free cash flow next year which can be used to accelerate  drilling
activity or further  reduce  leverage.  We have  already  begun the  planning to
integrate  these assets into our portfolio to maximize  their value.  The bottom
line is this  transaction  brings depth,  breadth and balance to our E&P Program
providing us with a more predictable  performance  profile.  So we truly believe
that  this   transaction   is  a  win-win  for  both   Kerr-McGee  and  Westport
shareholders.

     At this time we would be happy to answer your questions.


LOUISE:
Thank you.  Ladies and  gentlemen,  if you wish to ask a question,  please press
star  followed by one on your touch tone  telephone.  If your  question has been
answered  or you wish to withdraw  your  question,  press star  followed by two.
Again, that is star one to ask a question.

And your first question comes from David Connie from Freidman,  Billings, Ramby.
Please proceed, sir.

DAVID CONNIE:
Yeah, hi, guys.  This is actually a question for Dave on Alaska.  Was the second
well, was that a horizontal well? Could you refresh my memory there?

DAVID HAGER:
No, it was not. It was just a directional well, it was not a horizontal well. It
was just a well to test the down depth limits that we found sand -- base.

DAVID CONNIE:
Okay. And what is the biggest challenge, do you think, in Alaska?

DAVID HAGER:
Well, I would say that overall,  there's no question that we have found oil over
a large  aerial  extent.  I think  what we have to  prove up yet that we can get
individual rates from each well that makes it an economic discovery.

So we're  eventually  going to have to go out there  next year after we -- we're
recalibrating our seismic and we'll go out during the next drilling campaign and
drill some  additional  wells.  There's a large resource there that we're pretty
confident,  but you have to make sure the economics on an  individual  wells and
support  facilities,  make sure it's an overall economic project. So I would say
rates are the big issue that remain to be determined. We're optimistic after the
rate we got from the vertical  well. We eventually  plan to develop a horizontal
well, so we eventually need to get a horizontal well test out there.

DAVID CONNIE:
Would the third well be potentially be horizontal?

DAVID HAGER:

Potentially.  We haven't finalized that at this point,  David.  We're looking at
that.  We're looking at whether we want to go with one rig or two rigs next year
depending  on the number of wells we want to drill,  so that's  what the team is
working  through  right now is to  finalize  what the plan would be for the next
drilling  campaign.  But I would say most  likely it will  include a  horizontal
well.

DAVID CONNIE:
Okay.  And then on the  Brazil  wells,  you are going to spud the first one this
week or so.  How long  does it take to hit TD and when do you think  we'll  hear
some results?

DAVID HAGER:
It will probably take on the order of 30 days or so to hit TD, so we'll announce
results soon after that.

DAVID CONNIE:
Okay. And then would you go and would the second well spud thereafter?

DAVID HAGER:
Do you mean the  second  well on that  same  prospect?  Let me just  answer  the
question there.  We won't  necessarily  immediately  drill a second well on that
prospect.  It will  depend on the  results of the first  well.  Now,  we do have
another  block  in  Brazil,  the  BMES-9  block  where  we will be  drilling  an
exploration well, we'll spud it here in the second quarter as well.

DAVID CONNIE:
Okay. So they will be running parallel to each other, so to speak?

DAVID HAGER:
Yeah.  We may be finished with the first one by the time we spud the well on the
BMES-9 block.

DAVID CONNIE:
Okay. Great. Thanks a lot, guys.

LOUISE:
And your next question comes from Jim Margar from Rainer Investment  Management.
Please proceed, sir.

JIM MARGAR:
Hi.  Could you  discuss a little  bit what you have done with  regard to hedging
activities  excluding  Westport over the last quarter and where you stand in the
hedgings for this year and next year?

BOB WOHLEBER:
Sure. Yeah, this is Bob  Wohleber.The  hedging that Kerr-McGee has done is we've
outlined it on our web page so you can access it there for each of the  quarters
for our oil and gas. For the -- for crude oil in the second quarter, we have 106
barrels  basically  hedged  54,000 WTI at a $28.23 price,  51,800  barrels a day
Brent at 26.23.  And then our gas,  565,000 and then BTUs per day at $4.74.  The
remaining  hedges,  again,  are  outlined  on our web page.  You can access that
information. We have not done any Kerr-McGee hedges in '05 other than the hedges
associated we've done in contemplation of the Westport transaction.

JIM MARGAR:
What do you  anticipate  doing with regard to '05, do you have any clear plan on
that yet or are you going to kind of take it as it goes?

BOB WOHLEBER:
Yeah, I mean, what we do with that is we look at this as we contemplate our cash
flow needs, the price  environment.  We take those  recommendations to our board
and make a determination.  At this point we do not have any  recommendation  for
'05 at this juncture.

JIM MARGAR:
Thank you.

BOB WOHLEBER:
You bet.

LOUISE:
And your next question comes from Brad Loofer from Bare Sands. Please proceed.

BRAD LOOFER:
Good morning. I have three questions.  First, Rick, the exploration expense came
in about 10 million below your  guidance,  but you haven't  changed the guidance
for the year. So should I just assume that these were timing issues or what's at
work there?

RICK BUTERBAUGH:
Well,  that's -- really  shows the success of the program in the first  quarter.
Now, the way we budget our program, because we are a successful efforts company,
we budget both our capital program and our exploration program separately. We've
maintained  the  budget of 300  million  for  exploration  expense  and with the
success  of the wells to date,  it gives us  additional  opportunities  to bring
additional wells into the program throughout the year.

BRAD LOOFER:
I see.  Okay. We shouldn't  read it that you are probably going to come in lower
on the exploration expense then?

BOB WOHLEBER:
No.

BRAD LOOFER:
Secondly, you didn't mention anything about Yorktown. What's going on there?

UNIDENTIFIED SPEAKER:
Well, on Yorktown,  Devon has stepped out of the prospect and so we have that at
100 percent  interest.  We have  completed our cost estimates for going back out
and  completing  the well and we still  feel  very  much  that  there's a viable
prospect.  The regional data  indicates  that there is -- we may be  potentially
drilling into the most sandy interval in the middle myoseen (phonetic) objective
section there that we haven't drilled that yet. So we have completed our -- much
frankly,  we'd  like to bring a  partner  in on that,  so  we're  showing  it to
potential  interested parties on the street.  Given the timing of that, and that
we're now entering the season where loop currents could occur,  we don't plan to
go out there where  there's  any risk of that  occurring  again this year,  so I
would say it's most  likely  that if we drill this  well,  it won't be till late
third quarter, fourth quarter, something like that.

 BRAD LOOFER:
And how do you treat the expenses to date? At this point I imagine they are just
-- it's a suspended well, right?

UNIDENTIFIED SPEAKER:
It's in the  work  in  progress  category  for  right  now.  We'll  make a final
determination based on if we go out and drill the wells, what happens to that or
....

BRAD LOOFER:
Okay.  Just  lastly,  you know,  it looks to me like the price paid for Westport
seems  high.  I mean,  I look at the PV-10  value in  Westport  10K and it's 2.5
billion and we take out liabilities,  we add in other assets, we get 1.4 billion
and  that's  based on $30 royal and 550 per M for the life of the  reserves  and
then  Kerr-McGee  looks like they paid 1.1 billion in addition to that, and then
yet in the  development  costs for the  probable and the  possible,  I'm getting
about 750 per BOE.  Probable and possible,  even in this market seems very, very
high.  How do you  look  -- I  guess  my  question  is  how do you  look  at the
acquisition in relation to those values?

UNIDENTIFIED SPEAKER:
Well,  I think the key is the  probable -- the low risk  probable  and  possible
layer  that we see  associated  with  this  transaction.  We're,  as part of the
process,  reviewed in detail each of Westport's key fields.  We went through the
proven,  probable and possible resource potential  associated with each of those
fields and so we are  extremely  confident  that the value that the probable and
possible  represents.  In our  presentation on -- in New York last month we went
through a breakdown of our purchase  price by reserve  layer.  We did assign and
total about 927 million  dollars to the probable and possible  layer,  threw out
about 300 hundred million dollars to the exploitation and exploration layer. And
when you do  that,  it looks  like we paid  about  $3.09  for the  probable  and
possible and about 60 cents per BOE for the exploitation and exploration  layer.
And again, that is based on our very detailed  assessment.  So we feel extremely
confident that there is a great value  associated with those layers based on our
detailed assessment.

BRAD LOOFER:
So,  Dave,  what you are  saying is you think 300  equivalent  on  probable  and
potential is you think conservative?

DAVID HAGER:
I could not hear you real well.

UNIDENTIFIED SPEAKER:
The 300 million probable and possible resource potential?

UNIDENTIFIED SPEAKER:
Yeah.  No,  obviously we applied the risk factor as part of our analysis,  but I
can tell you that overall, we felt comfortable with the vast majority of those.

BRAD LOOFER:
Okay.

UNIDENTIFIED SPEAKER:
I think the other thing is, of course,  the hedges, I know you have given us the
SEC  numbers,  but we have the hedges in place with the callers that give us the
floor prices at $5 gas in '05,  475 in '06 and then oil,  28.50 in '05 and 27 in
'06 and then with the  further  upside  associated  with those  hedges  with the
callers.

UNIDENTIFIED SPEAKER:
I might  add  also  that a lot of  these  probables  and  possibles  are  either
associated  with the Greater  Natural  Buttes  fieled we had,  which we feel has
great  similarities  to our Wattenberg  field and Wattenberg is an area where we
have done a look back on that acquisition.  We have been able to add 350 BCF, we
have done over 1100  projects,  we have  increased  the  project  inventory  and
increased  the value of that  acquisition  by 250  million  dollars  through our
activities.  So we feel very  confident we can do similar type things at Greater
Natural Buttes. We also see value in other areas in the gulf coast area. There's
a  lot  of  high  quality  probable   possible  and   exploitation   exploration
opportunities  there. And don't forget,  they also have an override on Tahiti in
the Gulf of Mexico, which is still sitting in the probable category.

LOUISE:
And as a  reminder,  ladies and  gentlemen,  that is star one to ask a question.
Your next  question  comes from Mark  Gillman  from  Benchmark  Company.  Please
proceed.

MARK GILLMAN:
Guys, good morning. Can you hear me okay?

UNIDENTIFIED SPEAKER:
Hi, Mark.  Yep.

MARK GILLMAN:
Dave,  on  Northwest  Milne,  can  you  give us an idea  the oil  column  that's
encountered  in both the number one and  number two and  whether  you hit an oil
water contact on the number two?

DAVID HAGER:
No, We did not hit an oil water  contact on that well. We have drilled that well
considerably down depth. It's not a thick column as far as stratographic column,
but we did say we drilled the well 9,000 feet to the southeast of the number one
well. It was  considerably  down depth.  So we think we have a pretty big aerial
extent we are dealing with here. Again, as I said to David Connie, that the main
question will be the rates that we can get from horizontal wells,  which we plan
to use for our eventual development.


MARK GILLMAN:
You are reluctant to talk  specifically  about the column,  Dave, on the one and
two?

DAVID HAGER:
Yeah.  I'm going to hold off on that right now. But I can tell you that,  again,
we feel we have proofed off on a big aerial  extent.  We have a potential  large
resource in place. I would rather get a few more well  penetrations out there to
really solidify all the numbers before we get too specific on it.

MARK GILLMAN:
The Sag Rivers production history elsewhere on the slope, can you discuss that a
little bit?

DAVID HAGER:
Yeah.  The Sag River is a formation  and has been  productive  elsewhere  on the
slope. It's not the main producer, but it has produced in other areas out there.
We think there's certainly certain analogies with the Alpine field out there and
the Sag River  production  out there,  and it's a solid  producer.  It's not the
number one producer, but we think that it can have the qualities, it can make an
economic project.

MARK GILLMAN:
Just one or two  others if I could.  I noticed in the  financials,  if I read it
correctly,  that you have some  assets held for sale and modest  reported  loss.
What are those assets held for sale and what kind of  production  is  associated
with them?

UNIDENTIFIED SPEAKER:
I don't have the specific assets, Mark. I mean, there's some U.S. onshore,  very
marginal volumes and resources associated with those.

MARK GILLMAN:
Okay. That's small numbers?

UNIDENTIFIED SPEAKER:
Yes.  The  investitures  that we have done  over  2002 and -3 are  substantially
complete.  There may be minor ones, but they would not be expected to impact our
production forecast going forward.

MARK GILLMAN:
Okay. And just one for Bob. To cancel working  capital use in the first quarter,
is that, Bob, that timing, is that going to reverse over the course of the year?

BOB WOHLEBER:
Yeah,  it is. And that's  why I wanted to point that out.  As I said,  about 218
million  dollar  change in working  capital.  About 130  million  related to the
payables.  Our capital spending was down, as you know, in the first quarter.  We
have  generally been running the 275 to 300 million per quarter and we are about
145 million  total,  so most of it's there.  Also within our working  capital we
have our tax  payables  and we had about 70 million  dollars of cash taxes paid.
The final  element is really an inventory,  slight  build-up in inventory in the
chemicals in the second  quarter as well. So those would be the main elements of
218 million. For the year, Mark, we really see it coming down and expect to be a
slight use of working capital for the year in the 50 to 75 million dollars, most
of that related to cash taxes.

MARK GILLMAN:
Thanks, Bob, appreciate it.

BOB WOHLEBER:
Sure.

LOUISE:
Your next question  comes from Bejou Pranshel  (phonetic)  from Bank of America.
Please proceed.

BEJOU PRANSHEL:
Hi,  Rick or Dave.  On the San  Jacinto  well,  can you tell me where it came in
relation to predrill expectations and also what is now the timing for finalizing
a development option for that whole area and when we can expect first production
from there?

UNIDENTIFIED SPEAKER:
Yeah. The San Jacinto prospect,  we gave it predrill  estimates of 90 to 180 BCF
equivalent.  We are just now finishing the logging  program on that, so we -- as
Rick said, we feel it's meeting our expectations,  but it's really, I think, too
early in our  analysis to say  exactly  where in that range we may be, but we're
confident it's somewhere in that range.  As far as the overall  Atwater  Valley,
we're diligently working with the other operators and nonoperators in that -- in
the area to come up to a feasible development  solution.  It is somewhat complex
with the number of companies  involved,  I will tell you, but we're move forward
and we still feel  confident  that we'll reach a development  solution  sometime
this year. And first production, I don't have an exact date for you, but you can
anticipate it's going to be probably somewhere two and a half, three years after
that decision is made.

BEJOU PRANSHEL:
Okay, thanks.

LOUISE:
And as a reminder,  ladies and gentlemen,  that it's star one to ask a question.
And I have a question from Mark Gillman from Benchmark Company. Please proceed.

MARK GILLMAN:
All right, guys, since the call seems to be just a little bit quiet. Bob, do you
have a capitalized interest number for the quarter?  Also did you accrue or book
any PRT, also a clean DD&A number would be appreciated for the first quarter, if
you could.

BOB WOHLEBER:
Yeah, 4.3 million  capitalized  interest.  PRT was 1.7 and DD&A, are you talking
about the total cash  allocation for DD&A and accretion,  210 million,  which is
DD&A plus the accretion total.

MARK GILLMAN:
And that's exclusive of any impairments or --

BOB WOHLEBER:
Yes.  Yes.

MARK GILLMAN:
-- sales or anything?

BOB WOHLEBER:
Yes. There's another 13 million for the impairment.

MARK GILLMAN:
Okay, thanks.

BOB WOHLEBER:
Sure.

LOUISE:

As there are no more  questions at this time, I would like to turn the call back
to Mr. Buterbaugh for his closing remarks.

RICK BUTERBAUGH:

Thank you, Louise.

     A replay  of this  call is  available  temporarily  through  the  company's
website and can be accessed at www.kerr-mcgee.com.  Details are available on our
website.  We will host an interim conference call on Wednesday,  May 26, 2004 at
10:00 central to update our expectations  for the second quarter.  Details about
this and future interim calls, as well as information on upcoming  presentations
by members of the company's senior  management,  will be posted on the company's
website.

     Thank you for your time and continued  interest in Kerr-McGee this morning.
This concludes our call.

                                      ###

                          IMPORTANT LEGAL INFORMATION

THIS TRANSCRIPT IS NOT AN OFFER TO SELL THE SECURITIES OF KERR-MCGEE CORPORATION
AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES.

INVESTORS  AND  SECURITY  HOLDERS ARE URGED TO READ THE  DEFINITIVE  JOINT PROXY
STATEMENT/PROSPECTUS   REGARDING  THE  PROPOSED   TRANSACTION  WHEN  IT  BECOMES
AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION.

Kerr-McGee  Corporation has filed a Registration  Statement on Form S-4 with the
U.S.  Securities and Exchange  Commission (SEC)  containing a preliminary  joint
proxy statement/prospectus regarding the proposed transaction between Kerr-McGee
Corporation and Westport Resources  Corporation.  Investors and security holders
may obtain a free copy of the definitive joint proxy  statement/prospectus  when
it becomes  available  and other  documents  filed or  furnished  by  Kerr-McGee
Corporation or Westport Resources Corporation with the SEC at the SEC's website,
www.sec.gov. Copies of the definitive joint proxy statement/prospectus and other
documents  filed or furnished by Kerr-McGee  Corporation  or Westport  Resources
Corporation  may also be obtained for free by directing a request to  Kerr-McGee
Corporation,  Attn: Corporate Secretary, P.O. Box 25861, Oklahoma City, Oklahoma
73125 or to Westport  Resources  Corporation,  Attn:  Investor  Relations,  1670
Broadway, Suite 2800, Denver, Colorado 80202.

Kerr-McGee,  Westport Resources and their respective  directors and officers may
be deemed to be participants in the  solicitation of proxies with respect to the
proposed transaction  involving  Kerr-McGee and Westport Resources.  Information
regarding  Kerr-McGee's  and Westport  Resources'  directors  and officers and a
description  of their direct and  indirect  interests,  by security  holdings or
otherwise,  is available  in the  preliminary  joint proxy  statement/prospectus
contained in the above referenced  Registration Statement on Form S-4 filed with
the SEC on April 27, 2004.