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                                                          EXHIBIT 10(f)(12)(iii)
                                      
             EXTENSION AGREEMENT TO CONTINUE EMPLOYMENT AGREEMENT
                  between D. Stephen Slack ("Executive") and
         Pogo Producing Company, a Delaware corporation ("Company"),
                         dated as of February 1, 1995


          WHEREAS, Executive and Company are parties to an "Employment 
Agreement" bearing an original "Effective Date" of February 1, 1992, and an
"Extension Agreement" dated as of February 1, 1993; and an "Extension
Agreement" dated as of February  1, 1994; and
          
          WHEREAS, February 1, 1995, (even date herewith) is hereby deemed to 
be the "Renewal Date" in that Employment Agreement; and
          
          WHEREAS, Executive and Company each wish to extend said Employment 
Agreement for an additional one-year period so as to terminate (unless further
extended) two years thereafter, (to-wit January 31, 1997); and
          
          WHEREAS, Company desires to retain the services of Executive for 
the benefit of Company and its shareholders, and desires to induce Executive to
remain in its employ for that extended time period; and
          
          WHEREAS, Executive has agreed to continue to serve as an employee 
of Company for the period specified herein from and after the date of this
Extension Agreement; and
          
          WHEREAS, Company and Executive desire to enter into this Extension 
Agreement in order to formally secure for Company the benefit of the experience
and abilities of Executive, and to set forth the agreements and understandings
of Company and Executive; and
          
          WHEREAS, Company has advised Executive that execution and 
performance of this Extension Agreement by Company has been duly

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authorized and approved by all requisite corporate action on the part of the
Company.
          
          NOW, THEREFORE, in consideration of the foregoing and the mutual 
promises and agreements herein contained, and in consideration of the sum of
$10 paid by Company to Executive, receipt whereof is hereby acknowledged by
Executive, Executive and Company do hereby agree as follows:
          
          1.   The Employment Agreement between Executive and Company bearing 
an "Effective Date" of February 1, 1992 and a "Renewal Date" which is deemed
herein to be February 1, 1995, is hereby extended for an additional one-year
period commencing February 1, 1996 and ending January 31, 1997, unless such
employment period is hereafter further extended for an additional period by
both Executive and Company.
          
          2.   All provisions of the Employment Agreement between Executive 
and Company dated February 1, 1992, and as it may have been and herein is
amended,  are continued in full force and effect without change as if the
Employment Agreement had been initially effective as of February 1, 1995.
                              
                                     POGO PRODUCING COMPANY


                                     By:/s/ JOHN O. MCCOY, JR.        
                                            Vice President and Chief
                                            Administrative Officer


ATTEST:

/s/ BETTY HANBY

                                     EMPLOYEE:
        

                                     /s/ D. STEPHEN SLACK