Board of Directors

The board will normally consist of between 9 and 14 members, although the board (pursuant to the company's by-laws) may from time to time change its size to accommodate the company's needs. No more than one-quarter of the board members shall be from current management. These will include the chairman of the board (if an executive position), the president, the chief executive officer, or any additional persons identified from management as members of the board. The current board consists of the following individuals:

The board believes that management speaks for the company. Individual board members may, from time to time, meet or otherwise communicate with various constituencies that are involved with the company. However, it is expected that board members will speak for the company only with the knowledge of management and, in most instances, at the request of management. Interested parties may contact non-management members of the board by sending written correspondence to the following address:

______________, Director
c/o Marguerite Woung-Chapman
Corporate Secretary
P.O. Box 2511
Houston, TX 77252

The Corporate Secretary will forward such correspondence to the board members.

Board of Directors Biographical Information (ages and information as of
June 19, 2009)

Juan Carlos Braniff
Director since 1997
Age - 52

Member - Audit Committee
Member - Finance Committee

Mr. Braniff has been Chairman of Capital I Ltd. Partners and a partner in Alpha Patrimonial S.A. de C.V. in Mexico City since August 2005. Mr. Braniff was a business consultant from January 2004 to August 2005. Mr. Braniff served Grupo Financíero BBVA Bancomer as Vice Chairman from October 1999 to January 2004, as Deputy Chief Executive Officer of Retail Banking from September 1994 to October 1999 and as Executive Vice President of Capital Investments, Mortgage Banking and Tourism from December 1991 to September 1994. Mr. Braniff is currently a member of the board of directors of Ixe Grupo Financiero S.A. de C.V.

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James L. Dunlap
Director since 2003
Age - 72

Member - Governance & Nominating Committee
Member - Health, Safety & Environmental Committee

Mr. Dunlap has primarily been engaged in business consulting since 1999. Mr. Dunlap previously served as Vice Chairman, President and Chief Operating Officer of Ocean Energy/United Meridian Corporation from 1996 to 1999. For 33 years prior to that date, Mr. Dunlap served Texaco, Inc. in various positions, including Senior Vice President, President of Texaco USA, President and Chief Executive Officer of Texaco Canada Inc. and Vice Chairman of Texaco Ltd., London. Mr. Dunlap is currently a member of the Advisory Council of the Nantucket Conservation Foundation, a trustee of the Culver Educational Foundation and a trustee of the Woods Hole Oceanographic Institution.

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Douglas L. Foshee
Director since 2003
Chairman, President, and Chief Executive Officer, El Paso Corporation
Age - 50

Douglas L. Foshee is chairman, president, and chief executive officer of El Paso Corporation, which owns North America’s largest natural gas pipeline system and one of North America’s largest natural gas producers.

Prior to joining El Paso in 2003, Foshee served as executive vice president and chief operating officer for Halliburton. He joined Halliburton in 2001 as executive vice president and chief financial officer. Prior to that, Foshee was president, chief executive officer, and chairman of the board at Nuevo Energy Company. From 1993 to 1997, Foshee served Torch Energy Advisors Inc. in various capacities, including chief operating officer and chief executive officer. He held various positions in finance and new business ventures with ARCO International Oil and Gas Company and spent seven years in commercial banking, primarily as an energy lender.

Foshee earned a Master of Business Administration degree from the Jesse H. Jones School at Rice University in 1992 and a Bachelor of Business Administration degree from Southwest Texas State University in 1982. He is also a graduate of the Southwestern Graduate School of Banking at Southern Methodist University.

Foshee serves on the boards of Cameron International Corporation, Children’s Museum of Houston, Texas Business Hall of Fame Foundation, and Greater Houston Partnership. He also chairs the board of directors of The Federal Reserve Bank of Dallas, Houston Branch and Central Houston, Inc. In January 2009, Foshee was appointed by the U.S. Treasury and the Federal Reserve Bank of New York to serve in a leadership role as an independent trustee of the AIG Credit Facility Trust. The Trust was established by the U.S. Treasury to hold the 77.9-percent equity interest in American International Group (AIG).

Foshee is a member of the Independent Petroleum Association of America, Houston Producers’ Forum, 25 Year Club of the Petroleum Industry, National Petroleum Council, the Council of Overseers for the Jesse H. Jones Graduate School of Management at Rice University, Rice University’s board of trustees, and KIPP’s board of trustees. He is a recipient of the 2007 Ellis Island Medal of Honor for his commitment to helping children succeed and his leadership role in the business community. In 2008, Foshee was named Distinguished Alumni at Texas State University.

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Robert W. Goldman
Director since 2003
Age - 67

Chairman - Finance Committee
Member - Audit Committee

Mr. Goldman’s primary occupation has been as a financial consultant since October 2002. Prior to that time, Mr. Goldman served as Senior Vice President, Finance and Chief Financial Officer of Conoco, Inc. from 1998 to 2002 and Vice President, Finance from 1991 to 1998. For more than five years prior to that date, Mr. Goldman held various executive positions with Conoco, Inc. and E.I. Du Pont de Nemours & Co., Inc. From 2002 until July, 2008, Mr. Goldman served as the elected Vice President, Finance of the World Petroleum Council. He is a member of the Financial Executives Institute and the Outside Advisory Council of Global Infrastructure Partners. Mr. Goldman serves on the board of directors of McDermott International, Inc., Parker Drilling Company and Tesoro Corporation. Mr. Goldman also serves on the board of trustees of Kenyon College, Gambier, Ohio.

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Anthony W. Hall, Jr.
Director since 2001
Age - 65

Member - Governance & Nominating Committee
Member - Health, Safety & Environmental Committee

Mr. Hall has been Chief Administrative Officer of the City of Houston since January 2004. Mr. Hall served as the City Attorney for the City of Houston from March 1998 to January 2004. Mr. Hall served as a director of The Coastal Corporation from August 1999 to January 2001. Prior to March 1998, Mr. Hall was a partner in the Houston law firm of Jackson Walker, LLP. Mr. Hall is a director of Houston Endowment Inc. and Chairman of the Boulé Foundation.

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Thomas R. Hix
Director since 2004
Age - 62

Chairman - Audit Committee
Member - Finance Committee

Mr. Hix has been a business consultant since January 2003. He served as Senior Vice President of Finance and Chief Financial Officer of Cooper Cameron Corporation from January 1995 to January 2003. From September 1993 to April 1995, Mr. Hix served as Senior Vice President of Finance, Treasurer and Chief Financial Officer of The Western Company of North America. Mr. Hix serves on the board of directors of Health Care Service Corporation and Rowan Companies, Inc.

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Ferrell P. McClean
Director since 2006
Age - 63

Member – Compensation Committee
Member – Finance Committee

Ms. McClean has been a business consultant since 2002. Ms. McClean served as Managing Director and Senior Advisor of J.P. Morgan Chase & Co.’s energy/power investment banking group from 2000 to 2002. From 1991 until 2000, Ms. McClean served as Managing Director and headed the investment banking and global energy group at J.P.Morgan & Co. Prior to 1991, Ms. McClean held various positions with J.P. Morgan & Co. Ms. McClean served as a member of the board of directors of Unocal Corporation and is currently on the board of directors of GrafTech International Ltd. (formerly UCAR International, Inc.).

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Steven J. Shapiro
Director since 2006
Age - 57

Chairman – Compensation Committee
Member – Audit Committee

Mr. Shapiro served as Executive Vice President and Chief Financial Officer of Burlington Resources Inc. from October 2000 to April 2006. During his five-year tenure at Burlington Resources, Inc., Mr. Shapiro served as a member of the Board of Directors and the office of the Chairman. Prior to that time, he served as Senior Vice President, Chief Financial Officer and Director at Vastar Resources, Inc. and spent 16 years in various roles of increasing responsibility with Atlantic Richfield Company (ARCO). Mr. Shapiro recently served as Chairman of the Executive Committee of the American Petroleum Institute’s General Committee on Finance and is a trustee of the Houston Museum of Natural Science. Mr. Shapiro is a member of the board of directors of Barrick Gold Corporation.

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J. Michael Talbert
Director since 2003
Age - 62

Lead Director
Chairman - Governance & Nominating Committee

Mr. Talbert served as Executive Chairman of the Board of Transocean Inc. from October 2002 to October 2004 and as non-executive Chairman from October 2004 to November 2007. Previously, Mr. Talbert served as Chief Executive Officer of Transocean, Inc. and its predecessor companies from August 1994 until October 2002, Chairman of the Board from August 1994 until September 1999, and as President from December 1999 until December 2001. Mr. Talbert served as Chairman of the Board of The Offshore Drilling Company (TODCO) from February 2004 to October 2005. He served as President and Chief Executive Officer of Lone Star Gas Company from 1990 to 1994. Mr. Talbert served as President of Texas Oil & Gas Company from 1987 to 1990, and served in various positions at Shell Oil Company from 1970 to 1982. Mr. Talbert is a past Chairman of the National Ocean Industries Association and a member of the University of Akron’s College of Engineering Advancement Council. Mr. Talbert is a member of the board of directors of Transocean Inc.

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Robert F. Vagt
Director since 2005
Age - 62

Member - Compensation Committee
Member - Health, Safety & Environmental Committee

Mr. Vagt has served as President of The Heinz Endowments since January 2008. Prior to that time, he served as President of Davidson College from July 1997 to August 2007. Mr. Vagt served as President and Chief Operating Officer of Seagull Energy Corporation from 1996 to 1997. From 1992 to 1996, he served as President, Chairman and Chief Executive Officer of Global Natural Resources. Mr. Vagt served as President and Chief Operating Officer of Adobe Resources Corporation from 1989 to 1992. Prior to 1989, he served in various positions with Adobe Resources Corporation and its predecessor entities.

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John L. Whitmire
Director since 2003
Age - 68

Chairman - Health, Safety & Environmental Committee
Member - Compensation Committee
Member - Governance & Nominating Committee

Mr. Whitmire has been Chairman of CONSOL Energy, Inc. since 1999. He served as Chairman and Chief Executive Officer of Union Texas Petroleum Holdings, Inc. from 1996 to 1998, and spent over 30 years serving Phillips Petroleum Company in various positions including Executive Vice President of Worldwide Exploration and Production from 1992 to 1996 and Vice President of North American Exploration and Production from 1988 to 1992. Mr. Whitmire also served as a member of the Phillips Petroleum Company Board of Directors from 1994 to 1996. Mr. Whitmire is a member of the board of directors of Transocean Inc.

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