EXHIBIT 99.1
EEX CORPORATION
PROXY FOR SPECIAL MEETING OF STOCKHOLDERS -- ____________ __, 2002
THIS PROXY IS SOLICITED ON BEHALF OF THE EEX CORPORATION
BOARD OF DIRECTORS
The undersigned hereby appoints Thomas M Hamilton and Richard L. Edmonson, and
each of them, as the lawful agents and proxies for the undersigned (with all the
powers the undersigned would possess if personally present, including full power
of substitution), and hereby authorizes them to represent and to vote, as
designated below, all the shares of EEX Corporation Common Stock held of record
by the undersigned on _________ ___, 2002 and which the undersigned may be
entitled to vote at the Special Meeting of Stockholders of EEX Corporation to be
held in Houston, Texas, on ___________ __, 2002, at ____ a.m., local time, or at
any adjournment(s) or postponement(s) thereof, upon the matters set forth on the
reverse side and described in the accompanying Proxy Statement/Prospectus and
upon such other business as may properly come before the meeting or any
adjournment, postponement or rescheduling thereof.
PLEASE MARK THIS PROXY AS INDICATED ON THE REVERSE SIDE TO VOTE ON ANY ITEM.
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED ON THE
REVERSE SIDE, OR IF NO SUCH DIRECTION IS INDICATED ON THE REVERSE SIDE, IN
ACCORDANCE WITH THE RECOMMENDATION OF THE BOARD OF DIRECTORS ON EACH PROPOSAL.
(CONTINUED, AND TO BE MARKED, DATED AND SIGNED, ON OTHER SIDE)
- --------------------------------------------------------------------------------
FOLD AND DETACH HERE
PLEASE VOTE TODAY.
SEE REVERSE SIDE FOR THREE EASY WAYS TO VOTE.
EEX CORPORATION
PLEASE MARK YOUR VOTE IN BRACKETS IN THE
FOLLOWING MANNER USING DARK INK ONLY. [x]
ITEM 1. TO APPROVE THE AMENDED AND RESTATED AGREEMENT AND PLAN OF
MERGER, DATED AS OF MAY 29, 2002, BY AND AMONG NEWFIELD
EXPLORATION COMPANY, NEWFIELD OPERATING COMPANY AND EEX
CORPORATION.
For Against Abstain
[ ] [ ] [ ]
This proxy when properly executed
will be voted in the manner
directed herein by the undersigned
stockholder. If no direction is
made, this proxy will be voted
"FOR" Item 1.
THE BOARD OF DIRECTORS
RECOMMENDS THAT YOU
VOTE "FOR" ITEM 1.
NOTE: Please sign exactly as name appears
below. When shares are held by joint
tenants, both should sign. When signing
as attorney, executor, administrator,
trustee or guardian, please give full
title as such. If a corporation, please
sign in full corporate name by President
or other authorized officer. If a
partnership, please sign in partnership
name by authorized person.
Signature:
-------------------------------
Date: , 2002
------------------------------
- --------------------------------------------------------------------------------
FOLD AND DETACH HERE
YOUR VOTE IS IMPORTANT.
Please take a moment now to vote your shares of EEX Corporation
common stock for the upcoming Special Meeting of EEX Shareholders.
YOU CAN VOTE TODAY IN ONE OF THREE WAYS:
1. VOTE BY TELEPHONE - You will be asked to enter the Control Number below.
Then, if you wish to vote as recommended by the Board of Directors, simply
press 1. If you do not wish to vote as the Board recommends, you need only
respond to a few simple prompts. Your vote will be confirmed and cast as you
directed. (Telephone voting is available for residents of the U.S. and
Canada only.)
-------------------------------
CALL TOLL-FREE AT 1-866-860-0412 YOUR CONTROL NUMBER IS:
ON A TOUCH-TONE TELEPHONE.
-------------------------------
OR
2. VOTE BY INTERNET - Access https://www.proxyvotenow.com/eex and respond to a
few simple prompts after entering the Control Number above.
- -------------------------------------------------------------------------------
You may vote by telephone or Internet 24 hours a day, 7 days a week.
Your telephone or Internet vote authorizes the named proxies in the same manner
as if you had executed a proxy card.
- -------------------------------------------------------------------------------
OR
3. VOTE BY MAIL - If you do not have access to a touch-tone telephone or to
the Internet, please complete, sign, date and return the proxy card in the
envelope provided to: EEX Corporation, c/o Innisfree M&A Incorporated,
P.O. Box 5154, New York, NY 10150-5154.