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8-K - FORM 8-K - EXCO RESOURCES INCd8k.htm
EXCO’s
State of the Company and Corporate Governance Discussion
Boston, MA
November 2, 2009
Exhibit 99.1


2
Forward
Looking
Statements
This presentation contains forward-looking statements, as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, or the Exchange Act. These forward-looking
statements relate to, among other things, the following:
our future financial and operating performance and results;
our business strategy;
market prices;
our future use of derivative financial instruments; and
our plans and forecasts.
        We have based these forward-looking statements on our current assumptions, expectations and projections about future events.
    We use the words "may," "expect," "anticipate," "estimate," "believe," "continue," "intend," "plan," "budget" and other similar words to identify forward-looking statements. You should read statements that
contain  these words carefully because they discuss future expectations, contain projections of results of operations or of our financial condition and/or state other "forward-looking" information. We do not
undertake any obligation to update or revise publicly any forward-looking statements, except as required by law. These statements also involve risks and uncertainties that could cause our actual results or
financial condition to materially differ from our expectations in this presentation, including, but not limited to:
fluctuations in prices of oil and natural gas;
imports of foreign oil and natural gas, including liquefied natural gas;
future capital requirements and availability of financing;
continued disruption of credit and capital markets and the ability of financial institutions to honor their commitments, such as the events which occurred during the third quarter of 2008 and 
         thereafter, for an extended period of time;
estimates of reserves and economic assumptions;
geological concentration of our reserves;
risks associated with drilling and operating wells;
exploratory risks, including our Marcellus and Huron shale plays in Appalachia and our Haynesville/Bossier shale play in East Texas/North Louisiana;
risks associated with operation of natural gas pipelines and gathering systems;
discovery, acquisition, development and replacement of oil and natural gas reserves;
cash flow and liquidity;
timing and amount of future production of oil and natural gas;
availability of drilling and production equipment;
marketing of oil and natural gas;
developments in oil-producing and natural gas-producing countries;
title to our properties;
competition;
litigation;
general economic conditions, including costs associated with drilling and operation of our properties;
environmental or other governmental regulations, including legislation to reduce emissions of greenhouse gases;
receipt and collectibility of amounts owed to us by purchasers of our production and counterparties to our derivative financial instruments;
decisions whether or not to enter into derivative financial instruments;
events similar to those of September 11, 2001;
actions of third party co-owners of interests in properties in which we also own an interest;
fluctuations in interest rates; and
our ability to effectively integrate companies and properties that we acquire..


3
Forward Looking Statements (continued)
We believe that it is important to communicate our expectations of future performance to our investors.  However, events may occur in the future that we are unable to accurately predict, or over which we have no control. 
You are cautioned not to place undue reliance on a forward-looking statement.  When considering our forward-looking statements, keep in mind the risk factors and other cautionary statements in this presentation, and
the risk factors included in the Annual Reports on Form 10-K and our Quarterly Reports on Form 10-Q.
Our revenues, operating results, financial condition and ability to borrow funds or obtain additional capital depend substantially on prevailing prices for oil and natural gas, the availability of capital from our revolving credit
facilities and liquidity from capital markets.  Declines in oil or natural gas prices may materially adversely affect our financial condition, liquidity, ability to obtain financing and operating results.  Lower oil or natural gas
prices also may reduce the amount of oil or natural gas that we can produce economically.  A decline in oil and/or natural gas prices could have a material adverse effect on the estimated value and estimated quantities
of our oil and natural gas reserves, our ability to fund our operations and our financial condition, cash flow, results of operations and access to capital.  Historically, oil and natural gas prices and markets have been
volatile, with prices fluctuating widely, and they are likely to continue to be volatile.
The SEC has generally permitted oil and natural gas companies, in filings made with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be
economically and legally producible under existing economic and operating conditions.  We use the terms “probable”, “possible”, “potential” or “unproved” to describe volumes of reserves potentially recoverable through
additional drilling or recovery techniques that the SEC’s guidelines prohibit us from including in filings with the SEC.  These estimates are by their nature more speculative than estimates of proved reserves and
accordingly are subject to substantially greater risk of being actually realized by the company.  While we believe our calculations of unproved drillsites and estimation of unproved reserves have been appropriately risked
and are reasonable, such calculations and estimates have not been reviewed by third party engineers or appraisers. Investors are urged to consider closely the disclosure in our Annual Report on Form 10-K for the year
ended December 31, 2008 which is available on our website at www.excoresources.com under the Investor Relations tab or by calling us at 214-368-2084.  


4
Welcome
Doug Miller
Chairman and CEO
State of the Industry
Boone Pickens
Chairman, BP Capital, L.P.
EXCO Plans
Doug Miller
Financial Review
Steve Smith
President & CFO 
Operations Review
Hal Hickey
Vice President and COO
Corporate Governance
Doug Ramsey
Vice President - Finance and Treasurer
Officer and Director Compensation 
Doug Ramsey
Questions and Answers
Doug Miller
Agenda


5
Company
Overview
(1)
Significant shale upside with a solid base of conventional assets
(1)
The reserve estimates provided throughout this document are effective as of 10/1/09, and reflect all divestitures announced year-to-date and expected shallow
Appalachia
and
Mid-Continent
divestitures,
and
reflect
a
strip
price
adjusted for
differentials
and
excluding
hedge
effects.
Strip
pricing
($
per
Mcf
/
$
per
Bbl):
$3.75/ $70.00, $5.50/$75.00, $6.50/$80.00 for Q4 2009, 2010, 2011 respectively and $7.00/$80.00 thereafter
1.2 Tcfe of Proved Reserves
235 Mmcfe/d
of current net production, reserve life of 14.3
years
and 68%
Proved Developed
120 Bcfe of shale assets
booked as proved with potential for
significant reserve adds in year-end reserve report
Significant Unproved Upside
1.8 Tcfe
of probable and possible reserves
8.6 –
14.2 Tcfe
of potential reserves
4,800 –
7,900
shale locations
5,300
low-risk development locations
~1.0 million net acres
44,000 net acres
in the Haynesville play and pursuing
additional acquisition and leasing opportunities
348,000 net acres
in the Marcellus play
Successfully shifted focus from acquisitions to
developing shale acreage
Haynesville operated production reached a high of 185 Mmcf/d
gross
in less than a year


6
Keys to EXCO’s
Strategy
Capital discipline
Continue to spend within cash flow
Maintain liquidity
Held-by-production acreage
Enables the most efficient execution
of field development
Appropriate development pace
Focus on efficiency and effectiveness
to achieve maximum returns
Focus on midstream and takeaway
Must control infrastructure to maximize
value
Right Assets
Right People
Right Strategy
We have a significant position
in two of the most prolific
resource plays in North America
along with a focused core
of non-shale assets
We have a dedicated, industry
leading technical staff and a
management team with a
track record of delivering results
We are financially and
operationally positioned
to effectively grow and
develop our assets, even
in the current industry cycle
Equity Value Growth


7
Delivering What We Promise
Executing on our 2009 strategic plans
Joint venture partner
Joint
venture
with
BG
Group
positions
EXCO
for
dramatic
upstream
and
midstream
growth
Received $1.0 billion of cash and $400 million carry on future deep drilling
Asset sales
Closed
~$440
million
in
divestitures
through
Q3
2009,
with
additional
$685
million
(1)
to
close in Q4 2009
Estimated
full
year
2009
divestitures
will
exceed
$1.1
billion
(1)
Debt reduction
(2)
Reduced debt by approximately $2.0 billion or ~67%
Increased liquidity to nearly $850 million
Shale focus
Through Q3 2009, ~60% of our drilling capital has been spent on shale projects
Built up technical staff while moving towards Haynesville development and Marcellus evaluation
Examining possible Appalachia joint venture
(1)
Prior to customary purchase price adjustments
(2)
Pro forma for expected shallow Appalachia and Mid-Continent divestitures


8
Looking Forward
Plans and expectations for 2010
Focus on our shale assets
Haynesville and Bossier shales
in East
Texas / North Louisiana
Marcellus shale in Pennsylvania and
West Virginia
Significantly increase our acreage
position in both shale areas
Continue to emphasize free cash flow
generation
Grow net production from 235 Mmcfe/d
to 370 –
420 Mmcfe/d by the end of 2010
Grow proved reserves from 1.2 Tcfe
to
1.5 –
1.6 Tcfe
by the end of 2010


Financial Review
Steve Smith


10
Financial Snapshot
Significant liquidity with tremendous organic growth
(1)
September 30, 2009 cash includes $14.5 million of deposits related to Q4 divestitures
(2)
Subject to normal pre and post closing purchase price adjustments
(3)
Includes $69.9 million of restricted cash
(4)
Excludes unamortized bond premium
(5)
Net of $15.2 million in letters of credit
(6)
Pro forma for expected shallow Appalachia and Mid-Continent divestitures
Remaining
2009
As of September 30, 2009 ($ in thousands)
Actual
(1)
Divestitures
(2)
Pro Forma
Cash
(3)
125,664
$      
(14,500)
$           
111,164
$       
Bank debt (L + 175 -
250bps)
1,239,645
(685,000)
554,645
Senior notes (7 1/4%)
(4)
444,720
-
444,720
Total debt
1,684,365
$   
(685,000)
$         
999,365
$       
Net debt
1,558,701
$   
888,201
$       
Borrowing base
1,700,000
$   
1,300,000
$    
Unused borrowing base
(5)
445,153
$      
730,153
$       
Unused borrowing base plus cash
(5)
570,817
$      
841,317
$       
(dollars in millions)
September 30,
2009
2010E
2014E
Production (Mmcfe/d)
235
290 -
340
1,100+
Proved reserves (Tcfe)
1.2
1.5 -
1.6
5.5 -
6.0
Capital expenditures
(6)
$445 -
$495
$1,100+
EBITDA
(6)
$700 -
$750
$2,200+


11
Summary Financial Highlights
(1)
2009
projection
based
actuals
for
Q1-Q3
and
guidance
for
Q4
(2)
Non-GAAP
measure
-
please
see
the
Investor
Relations
section
of
our
website
(www.excoresources.com)
under
the
Non-GAAP
reconciliations
for
reconciliations
for
2007
and
2008
(3)
Cash flow before changes in working capital
(4)
2009 PF for Appalachia and Mid-Continent divestitures
(5)
Excludes unamortized bond premium
Year Ended
Year Ended
Estimated
($ in millions)
December 31,
2007
December 31,
2008
Full Year
2009
(1)
Oil and natural gas revenues
(before effects of derivative financial instruments)
846.1
$         
1,404.8
$      
545.9
$      
Adjusted EBITDA
(2)
765.6
$         
978.3
$         
705.8
$      
Adjusted net income
(2)
128.8
$         
129.1
$         
177.2
$      
Cash flow
(2)(3)
599.8
$         
841.5
$         
598.1
$      
Total production (Bcfe)
121.3
144.5
127.8
Daily production (Mmcfe)
332
395
350
Productive wells drilled (gross)
495
467
n/a
Drilling success rate
98%
98%
n/a
Total acreage (gross) (millions)
1.8
2.1
n/a
Financial Position
September
30, 2009
Total assets
5,956
$         
4,822
$         
2,631
$      
Long term debt, less current maturities
Revolving bank credit facility
(4)
1,644
$         
2,267
$         
555
$         
Senior unsecured term loan
-
300
-
Senior notes (7 1/4%)
(5)
445
445
445
Total long-term debt, less current maturities
2,089
$         
3,012
$         
1,000
$      
7% convertible preferred stock
1,992
$         
-
$             
-
$          
Common shareholders equity
1,116
$         
1,333
$         
609
$         


12
Production Profile and Proved Reserve Growth
Drilling program funded within cash flow
Proved Reserves (Tcfe)
2010E
2011E
2012E
2013E
2014E
Low
1.5
         
2.8
         
3.9
         
4.9
         
5.2
         
High
1.6
         
3.0
         
4.6
         
5.4
         
5.7
         
Projected Average Production
-
200
400
600
800
1,000
1,200
1,400
2010E
2011E
2012E
2013E
2014E
Base
Conventional Wedge
Haynesville Wedge
Marcellus Wedge


13
Derivatives Position
Pro forma production currently 235 Mmcfe/d
Total of 132 Bcfe hedged at $8.95 per Mcfe
PEPL
basis
swaps
for
the
remainder
of
2009;
10
Mmcf/d
swapped
at
NYMEX
minus $1.10
Expect to monetize a portion of our derivative portfolio in light of recent divestitures
(1)
Based on production guidance
NYMEX
Contract
Contract
Equivalent
Contract
natural gas
price per
NYMEX oil
price per
Per day
price per
Percent
(in thousands, except price)
Mmbtu
Mmbtu
Bbls
Bbl
Hedged
Equivalent
hedged
(1)
Q4 2009
23,450
8.08
398
80.66
280.9
8.58
112%
2010
66,298
7.62
1,568
104.64
207.4
8.84
64%
2011
12,775
7.48
1,095
113.10
53.0
11.34
10%
2012
5,490
5.91
92
109.30
16.5
7.03
2%
2013
5,475
5.99
-
-
15.0
5.99
1%
Total
113,488
7.54
$       
3,152
104.68
$   
8.95
$       


Operations Review
Hal Hickey


15
(1)
Pro forma for full year 2009 divestitures
(2)
SEC 12/31/07 total proved reserves, at $6.80/Mcf spot natural gas price and $95.92/Bbl spot oil price, adjusted for historical differentials and excluding hedge effects
(3)
SEC 12/31/08 total proved reserves, at $5.71/Mcf spot natural gas price and $44.60/Bbl spot oil price, adjusted for historical differentials and excluding hedge effects
(4)
Includes proved, probable and possible reserves
(5)
Based upon proved reserves and current net production annualized
EXCO Snapshot
Our 2009 divestitures and JV’s reduce net production by approximately 175
Mmcfe/d and proved reserves by approximately 890 Bcfe
December 31,
2007
December 31,
2008
September 30,
2009
(1)
Average daily sales (Mmcfe/d)
377
395
235
Proved reserves (Bcfe)
(2)(3)
1,865
1,940
1,224
Total reserves (Bcfe)
(4)
4,192
6,169
3,074
Total reserves + potential (Bcfe)
4,192
16,810 -
23,078
11,615 -
17,211
Reserve life (years)
(5)
13.6
13.5
14.3
Drilling locations (gross)
Shale
-
9,000
7,900
Non-shale
10,002
11,853
5,300
Approximate net acreage (thousands)
1,498
1,815
910
Well count
Gross
10,312
13,213
7,897
Net
8,543
11,175
6,656
Employees
689
880
~700
Rigs drilling (gross)
22
12
12


16
Reserve Base
Pro forma for BG transaction and 2009 divestiture program
(1)
Proved Reserves = 1.2 Tcfe
3P Reserves = 3.0 Tcfe
3P+
Reserves
=
11.6
17.2
Tcfe
Current Production = 235 Mmcfe/d
Gross acreage: 1,107,000
Net acreage: 910,000
Proved: 0.3 Tcfe
3P: 0.5 Tcfe
3P+: 7.5
13.1 Tcfe
Production: 37 Mmcfe/d
Gross acreage: 714,000
Net acreage: 640,000
Permian
Proved: 0.1 Tcfe
3P: 0.1 Tcfe
3P+: 0.3 Tcfe
Production: 20 Mmcfe
Gross acreage: 143,000
Net acreage: 102,000
East Texas / North Louisiana
Proved: 0.8 Tcfe
3P: 2.4 Tcfe
3P+: 3.8 Tcfe
Production: 178 Mmcfe
Gross acreage: 250,000
Net acreage: 168,000
Appalachia
(1)
Pro forma for expected shallow Appalachia and Mid-Continent divestitures


17
Joint Venture With BG Group
Strategic partner with shared vision
Sold 50% interest in Area of Mutual Interest (AMI)
580
Bcfe
of
proved
reserves
and
155
Mmcfe/d
within
AMI
Cash flow implications
Haynesville development will be accelerated, but capital expenditures will be reduced
In
addition
to
the
$727
million
(1)
in
cash
at
closing
for
the
upstream
assets,
BG
Group
has
committed
$400
million
to
pay
75%
of
EXCO’s
deep
drilling
and
completion
costs
BG Group will pay 87.5% of first $1.1 billion of capital investment for its 50% ownership
EXCO will pay 12.5% of the first $1.1 billion of capital investment for its 50% ownership
As a result, EXCO will generate significant free cash flow for future years
Resulting
F&D
on
“carried”
wells
could
be
$0.25
-
$0.50
per
Mcf
Midstream structure
East Texas/North Louisiana Midstream assets were contributed to a newly formed LLC
BG
Group
purchased
50%
of
new
LLC
for
$269
million
(1)
Planning is underway for expansions from 2010 to 2012
Vernon upstream and midstream assets are not included in BG Group transaction
(1)
Subject to normal post closing purchase price adjustments


18
Our People
Key driver of our future growth
Outstanding growth in technical and support staff
Focus on people has resulted in a tremendous technical staff buildup in the last two
years
Technical headcount has increased 70% since January 2008
Relentless focus on Environmental, Health and Safety (EHS) efforts and results
BG Group Secondees
Plans for 7 or more upstream and 5 or more midstream secondees
Provide business and technical capabilities to complement our existing personnel
Highly skilled with extensive experience throughout the world
Our technical staff is supplemented with world-class consultants
Geoscience, drilling, completion, and midstream


19
Haynesville Assets and Efforts
44,000 net Haynesville acres
Actively working to acquire
14,000 –
15,000 net acres
to the joint venture
Significant additional
opportunities continue to be
identified
2009 Haynesville activity
Initiate drilling of 42
operated horizontal wells
Plan to have 11 operated
rigs by year end
Drilled 11 of the top 25
highest IP wells
Average IP exceeds        
22 Mmcf/d on first 18
operated horizontal wells
2010 Haynesville/Bossier plans
Plan to run 14 operated rigs
through 2010
Plan to drill 125 horizontal
wells  (102 operated)


20
EXCO Haynesville Production East Texas / North Louisiana
0
20,000
40,000
60,000
80,000
100,000
120,000
140,000
160,000
180,000
200,000
EXCO Operated Horizontal Haynesville Shale Production
Currently 18 wells producing; nine completions expected in Q4 2009 with an
additional 24 completions in Q1 2010
185 Mmcf/d Gross Production
3/24/08:
CHK announces
Haynesville as
significant play
12/4/08:
XCO turns first
horizontal well
to sales
3/14/08:
XCO TD’s
first Haynesville
vertical well
8/16/08:
XCO spuds
first horizontal
well


21
Haynesville Operations Snapshot
Production: 213 Mmcf/d gross, 40.7 Mmcf/d net on 10/16/2009
Operated:  160.2 Mmcf/d gross, 37 Mmcf/d net
OBO: 52.6 Mmcf/d gross, 3.7 Mmcf/d net
Cumulative
gross
Haynesville
production:
24.3
Bcfe
Drilling: 10 operated horizontal rigs now drilling
4 additional operated rigs will arrive between Q4 2009 and January 2010
Total of 14 operated rigs throughout 2010
Spud
to
rig
release
has
dropped
from
70
75
days
initially
to
as
low
as
39
days
recently
Completion:
In Q3 achieved average operated IP rate in excess of 23 Mmcf/d in DeSoto Parish with
IP
rates
from
20.5
to
30.1
Mmcf/d;
one
Caddo
Parish
completion
IP’d
at
10.4
Mmcf/d
Fracing
our
19 
and
20 
operated
horizontal
wells;
preparing
to
complete
three
additional operated wells
Three non-operated horizontal wells are in the completion phase
Total Program: 56 spud, 45 TD’d, 37 flowing to sales
46 horizontal wells spud (33 operated / 13 non-operated)
27 horizontal wells flowing to sales (18 operated / 9 non-operated)
10 vertical wells flowing to sales (10 operated / 0 non-operated)
th
th


22
Bossier
The next frontier
Top Bossier
Top Haynesville
Top Limestone
+/-
10,000’
+/-
11,500’
+/-
11,900’
Potential net gas in place on the JV acreage is ~17 Tcf
Recovery factor to be determined


23
EXCO Midstream Operations
East Texas/North Louisiana –
Positioned for Growth


24
Midstream –
TGGT Holdings, LLC (TGGT)
East Texas/North Louisiana –
Positioned for Growth
Current TGGT Assets
Strategically positioned for industry activity
September
revenue
throughput
averaged
535
Mmcf/d;
EXCO
equity
revenue
throughput
of
268
Mmcf/d
Talco System
625 miles of gathering lines supported by long-term contracts with producers
Eleven gathering systems and six gas conditioning skids
September revenue throughput averaged 339 Mmcf/d
80% equity production and 20% third party production
TGG System
110
mile
intrastate
pipeline
of
20”,
16”
&
12”
pipe
390 Mmcf/d capacity without compression
530 Mmcf/d capacity with compression
September revenue throughput averaged 196 Mmcf/d
Access to four cryogenic plants and 12 interstate pipelines
13% equity production and 87% third party production
Haynesville Header System
Construction
began
early
July
2009
on
29
mile
intrastate
pipeline
of
36”
pipe
Expected to be fully operational by first quarter 2010
Completed 5 miles of construction and testing to date
Estimated ultimate capacity could exceed 1.8 Bcf/d


25
Midstream –
TGGT Holdings, LLC (TGGT)
Throughput by System
0.0
0.3
0.5
0.8
1.0
1.3
1.5
1.8
2.0
2.3
2.5
2.8
3.0
3.3
3.5
3.8
4.0
4.3
4.5
Q4 2009
2010
2011
2012
2013
2014
TGG Legacy
TGG Header
Talco


26
Marcellus Opportunity
Largest areal extent of the major
shale plays
EXCO has 348,000 net acres in the
play
Approximately 223,000 net 
acres in the over-pressured
fairway
70% of acreage is HBP
Key PA average WI 100%,
average NRI 84%
Massive reserve potential
~7
12
Tcf
potential
on
EXCO
acreage
Drilling activity and acreage value
increasing in the play
Increased service company presence
Proximity to Northeast markets
Attractive returns
Marcellus Fairway
OH
KY
WV
VA
PA
Marcellus Fairway


27
Marcellus Development Strategy
Identified six distinct geologic regions
Southwest –
53,000 net acres
Southeast –
18,000 net acres
Central –
69,000 net acres
North –
41,000 net acres
Northeast –
42,000 net acres
Northwest –
minimal acreage
Shale thickness
Reservoir properties
Pressure
Maturity
Gas analysis
Faulting and fracturing
Marcellus Leasehold
Regional Distinctions
Geologic Regions of the Marcellus


28
Drill verticals to test the play:
Obtain additional reservoir data (core,
pressure data, etc.)
Test drilling, completion, and production
techniques
Identify horizontal drilling targets
Acquire seismic
Identify geologic hazards
Identify favorable, naturally fractured areas to
target
Solidify land position
HBP / Term
Continue to fill in existing acreage positions
Identify and develop access to gas
markets
Increase permit inventory for large
scale development 
Prepare to implement horizontal
program
Identify and capture growth
opportunities
Current Marcellus Activity
Preparing to implement horizontal program
2009 Drilling Program


29
Non-shale
31%
Haynesville
28%
Marcellus
35%
Corporate
6%
2010 Capital Focus
Preliminary capital plan
63% Shale
Haynesville capital is net of $240 million of EXCO capital carried by BG Group
(1)
Includes
Horizontal
Cotton
Valley,
Vernon,
and
Sugg
Ranch
capital
(dollars in millions)
2010E
Haynesville
Drilling
65
$      
Land
25
Seismic
5
Exploration
15
Other
15
Total Haynesville
125
Marcellus
Drilling
75
Land
20
Seismic
15
Midstream
30
Other
15
Total Marcellus
155
Non-shale
(1)
Drilling
85
Land
3
Seismic
7
Midstream
5
Exploration
10
Other
25
Total Non-shale
135
Corporate and other
25
Total capital
440
$    


Corporate Governance
Doug Ramsey


31
Board and Executive Leadership
Experience
Board and executive officers average 32 years of industry experience 
Substantial Equity Ownership
33.8% of common stock owned by directors (including affiliated funds) and named
executive officers
9 Member Board
2 inside directors, 7 outside directors
Independence
All 7 outside directors are independent
Committees
Lead Director:  Bobby Stillwell
Audit: Jeff Benjamin (Chair), Earl Ellis, Jeff Serota
Compensation: Bobby Stillwell (Chair), Jeff Benjamin, Vince Cebula, Earl Ellis,
Jim Ford, Jeff Serota
Nominating and Corporate Governance: Vince Cebula (Chair), Jeff Benjamin, Jim Ford, Jeff Serota,
Bobby Stillwell


32
Board of Directors
Independent Directors
Jeff Benjamin, 48
Senior Advisor to Cyrus Capital Partners, LP
Vince Cebula, 45
Managing Director, Jefferies Capital Partners
Earl Ellis, 68
Chairman and CEO, Whole Harvest Products
Former Managing Partner, Benjamin Jacobson & Sons, LLC, a NYSE Specialist Firm
Jim Ford, 41
Managing
Director,
Oaktree
Capital
Management,
L.P.
Boone Pickens 81
Chairman and CEO, BP Capital LP
Jeff Serota, 43
Managing Director, Ares Management, LLC
Bobby Stillwell, 72
General Counsel, BP Capital LP
Former
Partner
of
Baker
Botts
LLP
Inside Directors
Doug Miller, 62
Chairman and CEO, EXCO Resources, Inc.
Steve Smith, 68
President and CFO, EXCO Resources, Inc.


33
Named Executive Officers
Douglas H. Miller, 62
Chairman and Chief Executive Officer
Stephen F. Smith, 68
President and Chief Financial Officer
Harold L. Hickey, 53
Vice President and Chief Operating Officer
J. Douglas Ramsey, Ph.D., 49
Vice President –
Finance, Treasurer and Special Assistant to the Chairman
William L. Boeing, 54
Vice President, General Counsel and Secretary


34
Corporate Governance Ratings
RiskMetrics
Group
(formerly
ISS)
Corporate
Governance
Quotient
(CGQ)
at
October
15,
2009
Outperform 83.0% of the Russell 3000
Outperform 74.7% of the Energy group
Corporate Governance Highlights
7 of 9 directors are independent under NYSE rules
Full board elected annually
Procedure for directors who receive a majority vote withheld to tender their resignation
No poison pill
Shareholders may call special meetings or act by written consent
No "super-majority" voting requirements added to charter or bylaws
Incentive Plan administered by Compensation Committee composed solely of independent
directors
Dilution from Incentive Plan was not excessive in 2009 per ISS/RMG standards
Incentive
Plan
requires
shareholder
approval
prior
to
increasing
the
amount
of
securities
that
can
be
issued
and
repricing
any
options
1) 
Actual CGQ percentages reflect EXCO outperforming 65.3% of the Russell 3000 and 62.6% of the Energy group.  CGQ percentages shown above reflect
that EXCO’s Compensation Committee and Nominating and Corporate Governance Committee are composed solely of independent outside directors in
accordance with NYSE and SEC requirements.  Under RiskMetrics Group’s policies, Mr. Robert L. Stillwell (a member of such committees) is an “affiliated”
outside director because EXCO paid investment banking fees to Scotia Waterous in 2009 to market and sell certain oil and natural gas properties and Mr.
Stilwell’s son works as an associate for Scotia. Mr. Stillwell had no interest in such fees and his son’s only interest was that of an employee of Scotia
generally. Mr. Stillwell’s son received no special bonus or other compensation related to fees received from EXCO.
1


35
Board Compensation
Board
Non-employee directors receive $25,000 annual retainer in cash or EXCO common
stock at director’s election
Employee directors are not separately compensated for director service
One time option grant of 50,000 shares upon joining the board
Reasonable out-of-pocket expenses for meeting attendance
Committees
Audit: Chair -
$50,000 per year, Member -
$5,000 per year
Compensation:
Chair
-
$10,000
per
year,
Member
-
$5,000
per
year
Nominating
and
Corporate
Governance:
Chair
-
$10,000
per
year,
Member
-
$5,000
per year
All
committees
consist
of
independent
directors
under
applicable
NYSE
and
SEC rules


36
Named Executive Officer Compensation
Named
Executive
Officers
have
not
received
salary
or
bonus
increases
since
April
2007
Executive salaries and bonuses range from the 25th to the 50th percentile of those paid by peer
companies
EXCO has retained Hewitt Associates to review executive compensation levels for 2010


37
Ownership Table
As of October 15, 2009
1)  Includes 401(k) holdings of EXCO shares. Includes common stock held by our directors and their affiliated investment funds.
2)  Beneficial
ownership
of
the
shares
included
in
the
affiliated
column
are
disclaimed
by
Messrs.
Benjamin,
Ford
and
Serota
for
proxy
purposes.
3)  Calculated based on 211,657,189 shares of common stock outstanding on October 15, 2009.
Name
Position
Direct
Affiliated
(2)
Total
Percent
(3)
Granted
Vested
Weighted
Average
Exercise
Price
Doug Miller
Chairman and CEO
4,565,644
0
4,565,644
2.2%
1,925,000
1,810,000
8.36
$       
Steve Smith
President and CFO
579,405
0
579,405
0.3%
543,300
458,300
9.49
$       
Hal Hickey
VP and COO
262,273
0
262,273
0.1%
266,700
215,450
10.04
$     
Doug Ramsey
VP -
Finance, Treasurer and Special
748,980
0
748,980
0.4%
266,700
215,450
10.04
$     
Assistant to the Chairman
Lanny Boeing
VP, General Counsel and Secretary
5,100
0
5,100
0.0%
606,200
549,650
12.39
$     
Jeff Benjamin
Outside Director
477,329
5,999,997
6,477,326
3.1%
50,000
50,000
7.50
$       
Vince Cebula
Outside Director
0
0
0
0.0%
50,000
37,500
16.58
$     
Earl Ellis
Outside Director
568,777
0
568,777
0.3%
50,000
50,000
7.50
$       
Jim Ford
Outside Director
0
34,778,946
34,778,946
16.4%
50,000
25,000
13.96
$     
Boone Pickens
Outside Director
10,619,100
0
10,619,100
5.0%
50,000
50,000
7.50
$       
Jeff Serota
Outside Director
0
12,892,787
12,892,787
6.1%
50,000
37,500
16.58
$     
Bobby Stillwell
Outside Director
81,559
0
81,559
0.0%
50,000
50,000
7.50
$       
All named executive officers and directors of
17,908,167
53,671,730
71,579,897
33.8%
3,957,900
3,548,850
EXCO as a group (12 persons)
Options
Common
Stock
Ownership
(1)


38
Stock Option Grants
Policy
New Hires:
In 2009, we shifted our policy from granting options to all new employees to granting options on a
discretionary basis to selected new employees. This shift significantly reduced our burn rate.
Annual Option Bonus:
In 2008, 150 selected employees received option bonus grants equal to 10% of their base salary in
number of shares and such options were issued only after compensation committee approval.
In 2008, remaining 750 employees received additional cash bonuses pursuant to a cash bonus plan with
vesting provisions similar to option grants.
Weighted Average
Percent of
Strike Price
Outstanding
Shares
Per Share
Stock
Authorized
23,000,000
 
NA
10.9%
Granted
18,019,150
 
$14.32
8.5%
Exercised
2,397,661
   
$12.92
1.1%
Cancelled
1,575,075
   
$16.06
0.7%
Net outstanding
14,046,414
 
$14.31
6.6%
Net vested
8,938,540
   
$13.74
4.2%
Available for issue
6,555,925
   
Option Plan Snapshot as of October 26, 2009


39
Other Employee Benefits
EXCO’s
officers participate in employee benefit plans including the 401(k) plan and
medical, dental, vision, life and disability insurance on the same basis as the rest of
EXCO’s
employees
EXCO matches 100% of employee contributions to the 401(k) plan up to IRS limits
No pension plan or other special executive compensation arrangements other than
annual executive health checkup at Cooper Clinic
No special executive officer severance or change of control benefits. Under EXCO’s
severance plan, all employees receive 1 year of base salary if employment is terminated
within six months after change of control