Domain Energy Corporation
Ticker:DXD 1100 Louisiana, Suite 1500
Exchange:New York Stock Exchange Houston, TX 77002
Industry:Natural Resources (SIC Code 1311) (713) 757-5662

Offering Information
Type of Shares:Common Shares Filing Date:4/4/97
U.S. Shares:6,000,000 Offer Date:6/23/97
Non-U.S. Shares:0 Filing Range:$13.00 - $15.00
Primary Shares:6,000,000 Offer Price:$13.50
Secondary Shares:0 Gross Spread:$0.94
Offering Amount: $84,000,000 Selling:$0.56
Expenses:$1,000,000 Reallowance:$0.10
Shares Out After:13,663,695

Primary Underwriting Group
ManagerTierPhone
PaineWebber IncorporatedLead Manager (212) 713-2626
Morgan Keegan & Company, IncorporatedCo-manager (901) 529-5357
Prudential Securities IncorporatedCo-manager (212) 778-5420

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Weil, Gotshal & Manges
Bank's Law Firm: Baker & Botts
Auditor: Deloitte & Touche
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$57.32Assets:$137.13
Net Income:$8.20Curr Assets:
EPS:$1.37Liabilities:$109.55
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$38.90Equity:$27.58
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is an independent oil and gas company engaged in the exploration, development, production and acquisition of domestic oil and natural gas properties principally in the Gulf Coast region. The company complements these activities with its Independent Producer Finance Program pursuant to which it invests in oil and natural gas reserves through the acquisition of term overriding royalty interests. The company's future growth will be driven by development, exploitation and exploration drilling on its existing properties, by the continuation of an opportunistic acquisition strategy in the Gulf Coast region and by further expansion of the IPF Program. During the last four years, the company has grown primarily through the opportunistic acquisition of Gulf of Mexico properties and the subsequent development, exploitation and exploration of these properties, resulting in substantial increases in its reserves and production. The company believes that its acquisition costs, lease operating costs and net general and administrative costs on a per Mcfe basis are low relative to other companies operating principally in the Gulf Coast region.

Use of Proceeds
The proceeds from the proposed offering will be used to pay the purchase price of the Funds Acquisition and to repay indebtedness outstanding under the company's existing credit facilities.

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