EXHIBIT 1 --------- SECOND AMENDMENT TO RIGHTS AGREEMENT AMENDMENT, dated as of May 7, 2001 (this "Amendment"), to the Rights Agreement, dated as of August 5, 1997, as amended as of February 25, 1999 (the "Rights Agreement"), between Barrett Resources...Rights Agreement • May 7th, 2001 • Barrett Resources Corp • Wholesale-petroleum & petroleum products (no bulk stations) • Delaware
