2001 EMPLOYMENT AGREEMENT

THIS 2001 EMPLOYMENT AGREEMENT(hereinafter referred to as the "Agreement") is made effective as of
            , 200  by and between WESTERN GAS RESOURCES, INC., a Delaware corporation, (hereinafter referred to as the "Corporation"),
and            (hereinafter
referred to as the "Employee").

WITNESSETH:

WHEREAS, the Corporation, its subsidiaries and affiliates (the "Western Companies") acquire, design, construct and operate natural gas gathering and processing
facilities, market, store and transport natural gas, natural gas liquids and sulphur, market electrical power and explore for, develop, and produce oil and gas.

WHEREAS,
employee has substantial experience in the Corporation's business and is currently the Corporation's            .

WHEREAS,
prior hereto, the Corporation and the Employee have entered into that certain Employment Agreement, dated            , 200  , which shall be terminated
upon execution of this,Agreement and further, shall be replaced in its entirety by this Agreement.

NOW,
THEREFORE, in consideration of the premises and the mutual covenants contained herein, the parties hereto agree as follows:

1.Employment.Corporation hereby employs the Employee and the Employee hereby accepts such employment
with the Corporation upon the terms and conditions hereinafter set forth. The Employee's employment shall continue until it is terminated in accordance with the provisions of paragraph 12
hereof.

2.Powers, Duties and Responsibilities.



3.Compensation and Bonus.For all of the services rendered by Employee pursuant to this Agreement, the
Corporation shall pay the Employee his or her current annual base salary. In no event shall Employee's current annual base salary be decreased, but it may, from time to time be increased at the
discretion of Employer during the term of this Agreement (hereinafter referred to as Compensation), payable in accordance with the Corporation's normal pay practices during the term of Employee's
employment. In addition, the Corporation may pay Employee a bonus, as may be determined pursuant to any bonus plan applicable to the Employee for such year, if any, approved by the Corporation's Board
of Directors from time-to-time in its sole and absolute discretion. Employee may provide a written election to have any bonus due in December of any year paid in
January of the following year.

4.Officer Insurance CoverageCosts of Defense.During the term of Employee's employment
and for two (2) years thereafter, to the extent the Corporation maintains an insurance policy or policies providing directors' and officers' liability insurance, Employee shall be covered by
such policy or

policies, in accordance with its or their terms, to the maximum extent of the coverage available for any Corporation officer. Such coverage shall provide to Employee officer liability insurance
coverage to cover any claims that may be made arising from his past, present, or future activities on behalf of the Western Companies, in the same manner as such insurance is provided to the other
officers of the Corporation, provided that such insurance coverage is available to the Corporation at a reasonable cost. Employee hereby represents that to his knowledge no investigation, claim, or
litigation is currently pending or threatened against him at this time relating to or arising out of his activities as an employee of any Western Company.

5.Cooperation With Respect to Investigations, Claims or Litigation.During the term of Employee's
employment and at all times thereafter, should a Western Company become involved in any investigation, claim, or litigation relating to or arising out of Employee's past, present, or future duties
with a Western Company or with respect to any matters which the Employee has knowledge, Employee agrees to fully, and in good faith, cooperate with the Corporation with respect to such investigation,
claim, or litigation. The Corporation shall reimburse Employee for any and all expenses (including
attorneys' fees) and, if requested by Employee shall (within two business days of such request) advance such expenses to Employee, which are incurred by Employee in connection with any action
for (i) indemnification or advance payment of expenses by the Corporation under this Agreement or any other agreement or Corporation Bylaw now or hereafter in effect relating to claims and/or
(ii) recovery under any directors' and officers' liability insurance policies maintained by the Corporation, regardless of whether Employee ultimately in determined to be entitled to such
indemnification, advance expense payment or insurance recovery, as the case may be.

6.Indemnification Agreement.Exhibit "A", attached hereto and incorporated herein by reference
is an Indemnification Agreement by and between the Corporation and the Employee. The Corporation and the Employee each agree to execute and deliver such Indemnification Agreement concurrently with the
execution and delivery of this Agreement. To the extent any provision set forth in the Indemnification Agreement is in conflict with any provision set forth in this Agreement, the provision set forth
in the Indemnification Agreement shall govern.

7.Employee Benefits.During the term of employment, Employee shall be eligible to participate in the
employee benefit plans provided by the Corporation in which the Employee participates as of the date hereof, as such plans may be changed from time to time, in accordance with the provisions of such
plans, including, but not limited to, the Corporation's qualified retirement plans, the Corporation's Stock Option Plan(s), and the Corporation's loan plan to acquire stock. The Employee hereby agrees
and acknowledges that nothing in this Agreement guarantees him the right to any grant of stock options under any Stock Option Plan, or loan under any loan plan and that the Board of Directors, in its
sole and absolute discretion, in accordance with the terms of such plans, as they may be modified from time to time, determines whether and when any stock options are granted or loans extended.

8.Confidential Information.Employee acknowledges that pursuant to the employment hereunder, Employee
occupies a position of trust and confidence. Accordingly, in order to facilitate the performance of this Agreement and the activities contemplated by this Agreement, the Western Companies may disclose
to Employee or Employee may develop or obtain certain proprietary or confidential information of the Western Companies. During Employee's employment hereunder and for a period of one (1) year
thereafter (which may be increased to two (2) years thereafter pursuant to Section 14(a)(ii) or (v) hereof), Employee hereby agrees not to use or to disclose to any person,
other than in the discharge of his duties under this Agreement, any "proprietary or confidential" information of the Western Companies, including, but not limited to, any information concerning the
business operations, business strategies, or internal structure of the Western Companies; the customers or clients of the Western Companies; any acquisition strategies of the Western Companies; the
gas and other products' marketing or transportation strategies of the Western Companies, its subsidiaries or affiliates; the terms of any gas gathering, processing, marketing, or transportation
contracts entered into by the

Western Companies; past, present or future research done by the Western Companies respecting the business or operations of the Western Companies, or customers or clients or potential customers or
clients of the Western Companies; personnel data of the Western Companies, product or process knowledge; the Employee's work performed for, or relating to or for, any customer or client of any
Western Company or the gas or other product pricing for any customer or client of any Western Company; any method or procedure relating or pertaining to projects developed by any Western Company or
contemplated by any Western Company to be developed; or any gas gathering, processing, drilling, marketing, transportation project which any Western Company is developing; or any plans or strategy
related to the foregoing which is not generally available or disclosed to the public.

If
the Employee violates this agreement of confidentiality, the Corporation shall, in addition to any other remedy provided by law, be permitted to pursue an action for injunctive
relief, monetary damages, or both. The Employee acknowledges that all such information constitutes confidential and/or proprietary information of the Western Companies and agrees that such information
shall be kept confidential; such information shall be used solely for the purpose of performing the obligations hereunder or activities contemplated by this Agreement; and that he shall not otherwise
disclose or make use of such information, except in response to a court order.

9.Non-Solicitation.During Employee's employment hereunder and for a period of
three years thereafter, Employee shall not engage in any of the following:



This
provision, however, shall not be construed to require the Employee to violate any law forbidding anti-competitive practices or any law regarding
anti-trust.

In
addition, nothing contained herein shall prevent Employee from hiring any officer or employee of any Western Company as a result of a general solicitation in a publicly available
publication. In the event Employee violates this non-solicitation provision, the Western Company shall, in addition to any other remedy provided by law, be permitted to pursue an action
for injunctive relief, monetary damages, or both.

10.Ownership of Documents.All information, drawings, documents and materials whether in writing, on
computer disks, computer hard drive, on magnetic tape or otherwise prepared by the Employee in connection with his employment, or which Employee obtains in the course of or as result of his employment
by the Corporation shall be the sole and exclusive property of the Corporation and will be delivered to the Corporation by the Employee on the earlier of a demand by the Corporation or promptly after
termination of his employment hereunder, together with all written, computer, magnetic
tape or other evidence of the information, drawings, document and materials, if any, furnished by any Western Company to the Employee in connection with the Employee's employment.

11.Agreement Not To Compete.The parties hereto recognize that the Employee is retained by the
Corporation as part of a professional, management and executive staff of the Corporation whose duties include the formulation and execution of management policy. Therefore, except in the event of
termination which would entitle Employee to payments pursuant to paragraphs 14 (a) (ii), or 14 (a) (v) in which case the terms of this provision shall not apply, the Employee hereby
agrees that during the term of his employment hereunder and for a period of one (1) year after the termination of employment, he shall not act or engage in material competition with the
activities of or plans of any Western Company as they exist up to the time of the Employee's termination of employment. Material competition by the Employee shall mean that the Employee is involved in
any business or investment

activity, in any capacity including but not limited to an employee, consultant, advisor, agent, shareholder, independent contractor, investor, partner, member, owner or otherwise, which activity
directly competes with or has a material adverse economic effect on any of the business activities or business plans of any Western Company. Examples of such material competition include, but shall
not be limited to an activity involving the gathering and processing business within 25 miles of one of the Western Companies' existing or planned gathering, processing or generation facilities; an
activity involving the storage or hub business for natural gas or natural gas liquids within 100 miles of an existing or planned storage facility of any Western Company; and/or an activity involving
the purchase of oil or gas leases, the farming-in of such leases or any similar arrangement, within five (5) miles of the boundaries of an existing oil or gas lease of any Western
Company. In the event the Employee violates this agreement not to compete, the Corporation shall, in addition to any other remedies provided by law, be permitted to pursue an action for injunctive
relief (preliminary or permanent), monetary damages, or both.

12.Termination of Employment.Employee's employment pursuant to this Agreement shall terminate upon
the first to occur of the following events:



For
purposes of this Agreement, the Corporation may elect to terminate Employee's employment "for cause" if: (i) Employee shall have committed a felony, fraud, theft or
embezzlement involving the assets of any Western Company; (ii) Employee violates or causes any Western Company to violate, in a material respect, any statute, law, ordinance, rule or
regulation relating to such Western Company, which violation results in a material adverse effect to the Corporation's business or financial condition; (iii) Employee engages in any activity
which is outside the scope of the Employee's authority and detrimental to any Western Company's business; (iv) Employee fails to comply with the provisions of this Agreement and Employee has
either (x) not diligently commenced to correct such detrimental activity; or (y) failed to comply after ten (10) days' written notice from the Corporation, which notice provides a
detailed description thereof; or (v) Employee intentionally fails or refuses to perform his obligations or responsibilities hereunder, or to carry out any reasonable and lawful direction of the
Corporation with respect to such obligations or responsibilities.

13.Employee's Rights and Obligations Upon Death or Disability.If the Employee's employment is
terminated as a result of death or disability, then the Employee shall be entitled to the following in full satisfaction of all of his rights under this Agreement or at law:



14.Employee's Rights and Obligations Upon Termination of Employment By the Corporation Without
Cause.If Employee's employment is terminated by the Corporation without cause pursuant to Section 12(d) herein, then Employee shall be entitled
to the following in full satisfaction of his rights under this Agreement or at law:







15.Employee's Rights and Obligations Upon Termination of Employment by the Corporation With Cause.If
Employee's employment is terminated by the Corporation with cause pursuant to paragraph 12(e) herein, then the Employee shall be entitled to the following in full satisfaction of all of
his rights under this Agreement or at law:



16.Employee's Rights and Obligations Upon Termination of Employment By Employee.If Employee's
employment is terminated by the Employee pursuant to paragraph 12(c) herein, then the Employee shall be entitled to the following in full satisfaction of all of his rights under this
Agreement or at law:



17.Benefit.This Agreement shall inure to the benefit of and be binding upon the Corporation, its
successors and assigns, including, but not limited to (i) any entity which may acquire all or substantially all of the Corporation's assets and business, (ii) any entity with or into
which the Corporation may be consolidated or merged, or (iii) any entity that is the successor corporation in a share exchange, and the Employee, his heirs, guardians and personal and legal
representatives. The Employee and the Corporation also agree that each Western Company shall be deemed to be a third-party beneficiary to this Agreement.

18.Notices.All notices and communications hereunder shall be in writing and shall be deemed given
when sent postage prepaid by registered or certified mail, return receipt requested, and, if intended for the Corporation, shall be addressed to it, to the attention of its President, at:



or
at such other address which the Corporation shall have given notice to the Employee in the manner herein provided, and if intended for the Employee, shall be addressed to him at his last known

residence, or at such other address at which the Employee shall have given notice to the Corporation in the manner provided herein:



19.Governing Law.This Agreement shall be governed by and construed in accordance with the laws of the
State of Colorado.

20.Severability.In the event one or more of the provisions contained in this Agreement, or any
application thereof, shall be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein or any other application or
modification thereof, shall not in any way be affected or impaired. The parties further agree that any such invalid, illegal or unenforceable provision or restriction shall be deemed modified so that
it shall be enforced to the greatest extent permissible under law, and to the extent that any court of competent jurisdiction determines any provision or restriction herein to be overly broad, or
unenforceable, such court is hereby empowered and authorized to limit such provisions or restriction so that it is enforceable for the longest duration of time, within the largest geographical area
and with the broadest scope.

21.Miscellaneous.



IN
WITNESS WHEREOF, the parties have hereunto set their hands as of the date first written above.

| |  | WESTERN GAS RESOURCES, INC.
| |  | ---------------------------
| |  | By:                        
| |  | EMPLOYEE                   
| |  | By:                        



QuickLinks