0001047469-09-001974 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 27th, 2009 • Cimarex Energy Co • Crude petroleum & natural gas • Delaware

THIS INDEMNIFICATION AGREEMENT (this "Agreement") is made and entered into as of the 5th day of December, 2008, by and between Cimarex Energy Co., a Delaware corporation (the "Company"), and Paul D. Holleman (the "Indemnitee").

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AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 27th, 2009 • Cimarex Energy Co • Crude petroleum & natural gas

This Amendment to Employment Agreement between Cimarex Energy Co, the successor to Key Production Company, Inc. (the "Employer") and Joseph R. Albi (the "Employee") is effective as of January 1, 2009.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 27th, 2009 • Cimarex Energy Co • Crude petroleum & natural gas

This Amendment to Employment Agreement between Cimarex Energy Co, the successor to Key Production Company, Inc. (the "Employer") and Francis H. Merelli (the "Employee") is effective as of January 1, 2009.

CIMAREX ENERGY CO. 2002 STOCK INCENTIVE PLAN amended and restated, effective January 1, 2009
Stock Incentive Plan • February 27th, 2009 • Cimarex Energy Co • Crude petroleum & natural gas • Colorado
CIMAREX ENERGY CO. SUPPLEMENTAL SAVINGS PLAN (amended and restated, effective as of January 1, 2009)
Supplemental Savings Plan • February 27th, 2009 • Cimarex Energy Co • Crude petroleum & natural gas • Colorado

Cimarex Energy Co., a Delaware corporation (the "Company"), established the Cimarex Energy Co. Deferred Compensation Plan (the "Plan") and renamed the Plan the Cimarex Energy Co. Supplemental Savings Plan, effective as of October 1, 2002. The Company amended and restated the Plan effective as of March 3, 2003. The Company has further amended and restated the Plan, effective as of January 1, 2009 to comply with the applicable provisions of section 409A of the Internal Revenue Code.

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