DIRECTORS

Robert F. Heinemann
President and Chief Executive Officer,
Berry Petroleum Company

Martin H. Young, Jr. (1)
Chairman of the Board
Senior Vice President and Chief Financial
Officer, Falcon Seaboard Diversified, Inc.

Joseph H. Bryant (2)
Chairman and Chief Executive Officer,
Cobalt International Energy, L.P.

Ralph B. Busch, III (2,3)
Executive Vice President
and Chief Operating Officer,
Aon Risk Services of Central California

William E. Bush, Jr. (3C)
Marketing Consultant and Private Investor

Stephen L. Cropper (1)
Consultant and Private Investor

J. Herbert Gaul, Jr. (1C)
Private Investor

Thomas J. Jamieson (1,2C)
President and Chief Executive Officer,
Jaco Oil Company

J. Frank Keller (3)
Private Investor

Ronald J. Robinson (3)
Chairman and Chief Executive Officer,
Knowledge Deployment, Inc. and Private Investor

Committees:
Audit (1), Compensation (2), Corporate
Governance & Nominating (3), Chairman (C)

EXECUTIVE OFFICERS

Robert F. Heinemann
President and Chief Executive Officer

Michael Duginski
Executive Vice President and
Chief Operating Officer

David D. Wolf
Executive Vice President and
Chief Financial Officer

Dan G. Anderson
Vice President of Rocky Mountain
and Mid-Continent Production

Walter B. Ayers
Vice President of Human Resources

G. Timothy Crawford
Vice President of California Production

Bruce S. Kelso
Vice President of Rocky Mountain
and Mid-Continent Exploration

Shawn M. Canaday
Vice President and Controller

Kenneth A. Olson
Corporate Secretary

Steven B. Wilson
Treasurer