0001193125-03-032882 Sample Contracts

POGO PRODUCING COMPANY Pogo Producing Company 2000 Incentive Plan RESTRICTED STOCK AWARD AGREEMENT

Restricted Stock Award Agreement • August 11th, 2003 • Pogo Producing Co • Crude petroleum & natural gas • Delaware

• Contract Type
  Restricted Stock Award Agreement
• Filed
  August 11th, 2003
• Company
  Pogo Producing Co
• Industry
  Crude petroleum & natural gas
• Jurisdiction
  Delaware

This Restricted Stock Award Agreement (the “Award Agreement”) is entered into by and between POGO PRODUCING COMPANY (the “Company”), and (the “Participant”) as of (the “Date of Grant”).

POGO PRODUCING COMPANY

Director’s Phantom Stock Agreement • August 11th, 2003 • Pogo Producing Co • Crude petroleum & natural gas • Delaware

• Contract Type
  Director’s Phantom Stock Agreement
• Filed
  August 11th, 2003
• Company
  Pogo Producing Co
• Industry
  Crude petroleum & natural gas
• Jurisdiction
  Delaware

This Director’s Phantom Stock Agreement (the “Agreement”) is entered into by and between Pogo Producing Company (the “Company”) and (the “Director”) as of (the “Date of Grant”), pursuant to the terms and conditions set forth in this Agreement.