0000921895-08-001093 Sample Contracts

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • April 14th, 2008 • Nanes Delorme Partners I LP • Crude petroleum & natural gas

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of VAALCO Energy, Inc., a Delaware corporation (“VAALCO” or the “Company”); and

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NANES DELORME PARTNERS I LP 230 Park Avenue, 7th Floor New York, New York, 10169
Nominee Agreement • April 14th, 2008 • Nanes Delorme Partners I LP • Crude petroleum & natural gas

This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of Nanes Delorme Partners I LP (“Nanes Delorme Partners”), and certain of its affiliates, for election as a director of VAALCO Energy, Inc. (the “Company”) at the Company’s 2008 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Annual Meeting”).

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