6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

For February 26, 2013

Commission File Number: 1-6702

NEXEN INC.

(Translation of registrant’s name into English)

801- 7th Avenue S.W.

Calgary, Alberta, Canada, T2P 3P7

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F                                     Form 40-F   X  

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

DOCUMENTS FILED AS PART OF THIS FORM 6-K

See the Exhibit Index to this Form 6-K.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	NEXEN INC. (Registrant)
Date:  February 26, 2013	By:	/s/ C. James Cummings
		Name:  C. James Cummings
		Title:    Assistant Secretary

Form 6-K Exhibit Index

Exhibit Number	Description
99.1	Press Release dated February 26, 2013.
99.2	Redemption Notice for Nexen Inc. 7.35% Subordinated Notes due 2043 dated February 26, 2013.

EX-99.1

EXHIBIT 99.1

 

NEWS RELEASE

For immediate release

Nexen Announces Redemption of Subordinated Notes

Calgary, Alberta, February 26, 2013 –Nexen Inc. (“Nexen” or the “Company”, TSX, NYSE: NXY) announced today that, in accordance with the terms of the indenture (the "Trust Indenture") governing Nexen's outstanding US$460 million aggregate principal amount of 7.35% Subordinated Notes due 2043 (the "Subordinated Notes"), Nexen has exercised its right to redeem all of the outstanding Subordinated Notes for a cash amount equal to $1,000 per $1,000 principal amount of Subordinated Notes, plus accrued and unpaid interest up to, but excluding, the redemption date. Nexen will complete the redemption of such Subordinated Notes on March 28, 2013 (the "Redemption Date"). Following the Redemption Date, holders of Subordinated Notes will have no further rights or entitlements under the Subordinated Notes or the Trust Indenture other than to receive the redemption price described above. Prior to the Redemption Date, Nexen will deposit with Deutsche Bank Trust Company Americas (the "Trustee"), the trustee under the Trust Indenture, funds sufficient to pay the total redemption amount payable to holders of redeemed Subordinated Notes.

A redemption notice will be sent to the registered holder of the Subordinated Notes today by the Trustee.

The Subordinated Notes are listed and traded on the TSX and NYSE under the symbols NXY.PR.U and NXY.PRB, respectively. Nexen intends to delist the Subordinated Notes from the TSX and NYSE as soon as possible following the Redemption Date.

About Nexen

Nexen Inc. is a wholly-owned subsidiary of CNOOC Limited. 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.

For investor relations inquiries, please contact:   Janet Craig Vice President, Investor Relations (403) 699-4230 For media and general inquiries, please contact: Pierre Alvarez Vice President, Corporate Relations (403) 699-5202  

801 – 7th Ave SW

Calgary, Alberta, Canada T2P 3P7

www.nexeninc.com

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 “will”, “intends”, “expect”, “should” or other similar words. More particularly and without limitation, this Release contains forward-looking statements and information concerning the redemption of the Subordinated Notes and the delisting of the Subordinated Notes from the TSX and the NYSE.

In respect of the forward-looking statements and information concerning the redemption of the Subordinated Notes and the delisting of the Subordinated Notes from the TSX and NYSE, Nexen has provided such in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the time necessary, and the ability of Nexen to complete the redemption of the Subordinated Notes and the delisting of the Subordinated Notes from the TSX and the NYSE. The date of delisting may be delayed or changed for a number of reasons. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this Release concerning these times.

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.

2

EX-99.2

EXHIBIT 99.2

NEXEN INC.

NOTICE OF REDEMPTION

TO: Registered holders of 7.35% Subordinated Notes due November 1, 2043 (the "Securities") of Nexen Inc. (the "Corporation") issued pursuant to the subordinated trust indenture (the "Indenture") dated as of November 4, 2003 between the Corporation and Deutsche Bank Trust Company Americas (the "Trustee")

AND TO: Deutsche Bank Trust Company Americas

RE: Notice of Redemption of the Securities (CUSIP: 65334H 50 8)

NOTICE IS HEREBY GIVEN that the Corporation will exercise its right to redeem on March28, 2013 (the "Redemption Date") all of the Securities in the principal amount of U.S. $460,000,000 issued pursuant to the Indenture. The Corporation will pay to the order of the registered holders of the Securities a price equal to 100% of the principal amount of the Securities (the “Redemption Price”), plus accrued and unpaid interest thereon to the date of redemption (such accrued and unpaid interest, together with the Redemption Price, collectively the “Redemption Payment”) upon presentation and surrender of the certificate for Securities along with a copy of this Notice of Redemption (mailed first-class postage prepaid) to the Trustee at the following address:

DB Services Americas, Inc.

MS: JCK01-0218

5022 Gate Parkway, Suite 200

Jacksonville, FL  32256

The Corporation will deposit with the Trustee, prior to the Redemption Date, such sums as may be sufficient to pay the Redemption Price plus accrued and unpaid interest thereon to the date of redemption for all such Securities which are to be redeemed, such deposit to be made in accordance with the terms of the Indenture.  From the sums so deposited, the Trustee shall pay or cause to be paid to the registered holders of the Securities upon surrender of such Securities the Redemption Price plus accrued and unpaid interest thereon to the date of redemption. Unless the Corporation defaults on making the Redemption Payment, interest shall cease to accrue on and after the Redemption Date.

From and after the Redemption Date the holders of the Securities will have no rights in respect thereof except the right to receive such payment of the Redemption Price, unless payment of the Redemption Price is not made on presentation for surrender of the Securities at the Trustee’s above-mentioned principal office.

The above CUSIP number is included for the convenience of holders of the Securities and no representation is made as to the correctness or accuracy of the CUSIP numbers listed above or printed on the Securities.

IMPORTANT TAX INFORMATION

Please Read This Notice Carefully

                           EXISTING FEDERAL INCOME TAX LAW MAY REQUIRE WITHHOLDING ON ANY PAYMENTS TO HOLDERS PRESENTING THEIR (SECURITIES) FOR PAYMENTS WHO HAVE FAILED TO FURNISH A TAXPAYER IDENTIFICATION NUMBER, CERTIFIED TO BE CORRECT UNDER PENALTY OF PERJURY.  HOLDERS MAY ALSO BE SUBJECT TO A PENALTY OF $50.00 FOR FAILURE TO PROVIDE SUCH NUMBER. CERTIFICATION MAY BE MADE TO THE PAYING AGENT ON A PROPERLY EXECUTED FORM W-9 OR SUBSTITUTE FORM W-9 OR A PROPERLY EXECUTED FORM W-8 OR SUBSTITUTE FORM W-8.

For further information, please contact the Trustee’s customer service line at the toll free number 1-800-735-7777.

[Remainder of page intentionally left blank.]

DATED as of the    26th      day of February, 2013.

	NEXEN INC.
	/s/ J. Michael Backus
Per:	J. Michael Backus
	Treasurer

[Signature Page to Notice of Redemption of 7.35% Subordinated Notes due 2043 to Holders]