AMENDMENT TO EMPLOYMENT AGREEMENT WHEREAS, Seagull Energy Corporation (the "Company") and Barry J. Galt ("Galt") have heretofore entered into an Employment Agreement (the "Agreement"), effective as of December 30, 1983; and WHEREAS, Section 3.4 of the Agreement obligates the Company to provide certain term life insurance coverage to Galt during the term of the Agreement; and WHEREAS, the Company and Galt have heretofore entered into an agreement regarding the provision of insurance coverage for Galt, effective as of January 1, 1987, and in satisfaction of the Company's obligations under Section 3.4 of the Agreement; and WHEREAS, the Company and Galt desire to amend such prior agreement regarding the provision of life insurance coverage for Galt, effective as of January 1, 1997, to provide Galt with additional flexibility with respect to such insurance coverage; NOW, THEREFORE, the parties hereto agree as follows: 1. Effective as of January 1, 1997 and continuing for each year that the Agreement is in force and effect, on the date and in the manner designated by Galt, which date shall be within ninety days of the due date specified on Schedule A attached hereto and made a part hereof, the Company shall tender annual premiums in the amounts established pursuant to Schedule A by check payable to the insurance company designated by Galt to be applied by such company to the insurance policy designated by Galt. 2. Galt agrees that payment of the premiums by the Company as specified in Item 1 above will constitute full and complete performance by the Company of its obligations under Section 3.4 of the Agreement. Executed this 23rd day of January, 1997. SEAGULL ENERGY CORPORATION By: /s/ William L. Transier Name: William L. Transier Title: Sr. Vice President and CFO /s/ Barry J. Galt BARRY J. GALT SCHEDULE A Annual Premium Payments by Seagull Energy Corporation Due Date Amount Age of Mr. Galt - -------------------------------------------------------------------------------- 2-9-97 $ 4,770 63 2-9-98 5,490 64 2-9-99 6,355 65 2-9-00 7,225 66 2-9-01 8,100 67 2-9-02 8,990 68 2-9-03 9,885 69 2-9-04 11,000 70 2-9-05 12,520 71 2-9-06 14,520 72 2-9-07 17,055 73 2-9-08 20,235 74 2-9-09 24,060 75 2-9-10 28,510 76 2-9-11 33,570 77 2-9-12 36,730 78 2-9-13 40,080 79 2-9-14 43,565 80