Exhibit 10.40


    Exhibit
      10.40

    


    Summary
      of Compensation for Executive Officers

    


    The
      executive officers of Frontier Oil Corporation (“Frontier”) are “at will”
employees, and none of them has an employment agreement. The unwritten
      arrangements under which Frontier’s executive officers are compensated
      include:

    


    
      	·  	
              a
                salary, reviewed annually by the Compensation Committee of the Board
                of
                Directors of Frontier;

            


    

    


    
      	·  	
              eligibility
                for an annual cash bonus, as determined by the Compensation
                Committee;

            


    

    


    
      	·  	
              eligibility
                for awards under Frontier’s Omnibus Incentive Compensation Plan, as
                determined by the Compensation
                Committee;

            


    

    


    
      	·  	
              health,
                life, disability, death and other insurance and/or
                benefits;

            


    

    


    
      	·  	
              defined
                contribution pension and savings plan;
                and

            


    

    


    
      	·  	
              vacation,
                paid sick leave and all other employee
                benefits.

            


    

    


    In
      addition, each of the executive officers of Frontier have entered into an
      Executive Change in Control Severance Agreement and an Executive Severance
      Agreement. Messrs. Gibbs, Eisman and Jennings also participate in an
      Executive Retiree Medical Benefit Plan.

     

     

    The
      table
      below sets forth the base salaries, effective as of January 1, 2007, for the
      executive officers of Frontier who held office as of January 1, 2007, as well
      as
      their incentive target for 2007 (as a percentage of base salary).

     

    

      
        	
                Executive
                  Officer

              	
                2007
                  Annual Base Salary

              	
                Incentive
                  Target for 2007 (Percentage of Base Salary)

              
	
                James
                  R. Gibbs

                Chairman
                  of the Board, Chief Executive Officer and President

              	
                $885,000
                  

              	
                100%

              
	
                Michael
                  C. Jennings

                Executive
                  Vice President-Chief Financial Officer

              	
                $415,000
                  

              	
                70%

              
	
                W.
                  Paul Eisman

                Executive
                  Vice President-Refining & Marketing

              	
                $430,000
                  

              	
                70%

              
	
                Jon
                  D. Galvin

                Vice
                  President

              	
                $280,000
                  

              	
                50%

              
	
                Nancy
                  J. Zupan

                Vice
                  President-Controller

              	
                $280,000
                  

              	
                50%

              
	
                J.
                  Currie Bechtol

                Vice
                  President-General Counsel & Secretary

              	
                $300,000
                  

              	
                50%

              
	
                Gerald
                  B. Faudel

                Vice
                  President-Corporate Relations and Environmental Affairs

              	
                $220,000
                  

              	
                40%

              
	
                Doug
                  S. Aron

                Vice
                  President-Corporate Finance

              	
                $185,000
                  

              	
                40%