0001104659-06-040634 Sample Contracts

Pogo Producing Company $450,000,000 Principal Amount of 7.875% Senior Subordinated Notes due 2013
Exchange and Registration Rights Agreement • June 8th, 2006 • Pogo Producing Co • Crude petroleum & natural gas • New York

Pogo Producing Company, a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $450,000,000 principal amount of its 7.875% Senior Subordinated Notes due 2013.

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