EXTENSION AGREEMENT TO CONTINUE EMPLOYMENT AGREEMENT
BETWEEN XXXXXXX X. GOOD ("EXECUTIVE") AND
POGO PRODUCING COMPANY, A DELAWARE CORPORATION ("COMPANY"),
DATED EFFECTIVE FEBRUARY 1, 1999
WHEREAS, Executive and Company are parties to an "Employment
Agreement" bearing an original "Effective Date" of February 1, 1996; and
WHEREAS, February 1, 1999, (even date herewith) is hereby deemed to
be the "Renewal Date" in that Employment Agreement; and
WHEREAS, Executive and Company each wish to extend said Employment
Agreement for an additional one-year period so as to terminate (unless
further extended) two years thereafter, (to-wit January 31, 2001); and
WHEREAS, Company desires to retain the services of Executive for
the benefit of Company and its shareholders, and desires to induce Executive
to remain in its employ for that extended time period; and
WHEREAS, Executive has agreed to continue to serve as an employee
of Company for the period specified herein from and after the date of this
Extension Agreement; and
WHEREAS, Company and Executive desire to enter into this Extension
Agreement in order to formally secure for Company the benefit of the
experience and abilities of Executive, and to set forth the agreements and
understandings of Company and Executive; and
WHEREAS, Company has advised Executive that execution and
performance of this Extension Agreement by Company has been duly authorized
and approved by all requisite corporate action on the part of the Company.
NOW, THEREFORE, in consideration of the foregoing and the mutual
promises and agreements herein contained, and in consideration of the sum of
$10 paid by Company to Executive, receipt whereof is hereby acknowledged by
Executive, Executive and Company do hereby agree as follows:
1. The Employment Agreement between Executive and Company bearing
an "Effective Date" of February 1, 1996 and a "Renewal Date" which is deemed
herein to be February 1, 1999, is hereby extended for an additional one-year
period commencing February 1, 1999 and ending January 31, 2001, unless such
employment period is hereafter further extended for an additional period by
both Executive and Company.
2. All provisions of the Employment Agreement between Executive
and Company dated as of February 1, 1996, and as it is herein amended, are
continued in full force and effect without change as if the Employment
Agreement had been initially effective as of February 1, 1999.
POGO PRODUCING COMPANY
By: /s/ XXXX X. XXXXX, XX.
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Senior Vice President and
Chief Administrative Officer
ATTEST:
/s/ XXX XXX XXXXXXX
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Assistant Corporate Secretary
EMPLOYEE:
/s/ XXXXXXX X. GOOD
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