**Exhibit 10.13**

 

**SALARIES AND OTHER COMPENSATION OF EXECUTIVE OFFICERS**

 

The table below shows asummary of the amounts of compensation paid to the Company’s executive officersfor the last three fiscal years.

 
|                                   | ** ** | ** ** | ** ** | ** **                  | ** ** | **Long Term Compensation**    | ** ** | ** **                          | ** ** |
|-----------------------------------|------------|------------|------------|-----------------------------|------------|-------------------------------|------------|-------------------------------------|------------|
| **Name and Principal**  | ** ** | ** ** | ** ** | **Annual Compensation (1)** | ** ** | **Restricted  Stock  Awards** | ** ** | **Securities  Underlying  Options** | ** ** | **All Other  Compensation** | ** ** |
| **Position**                      | ** ** | **Year**   | ** ** | **Salary**                  | ** ** | **Bonus**                     | ** ** | **(2)**                             | ** ** | **(Shares)** | ** ** | **(3)** | ** ** |
| John W.  Elias                    |       | 2005       |       | $                           | 350,000    |                          |       | (4)                                 | $          | 141,019 |   | — |   | $ | 4,040 |   |
| Chairman of  the Board, President |       | 2004       |       | $                           | 350,000    |                          | $          | 210,000                             |       | $ | 93,852 |   | 50,000 |   | $ | 4,040 |   |
| and Chief ExecutiveOfficer        |       | 2003       |       | $                           | 350,000    |                          | $          | 200,000                             |       | — |   | 50,000 |   | $ | 2,630 |   |
|                              |       |       |       |                        |       |                          |       |                                |       |   |   |   |   |
| Michael G.  Long                  |       | 2005       |       | $                           | 194,625    |                          |       | (4)                                 | $          | 76,942 |   | — |   | $ | 7,000 |   |
| Executive  Vice President         |       | 2004       |       | $                           | 178,500    |                          | $          | 109,000                             |       | $ | 47,203 |   | — |   | $ | 6,500 |   |
| and Chief  Financial Officer      |       | 2003       |       | $                           | 166,700    |                          | $          | 59,000                              |       | $ | 29,808 |   | — |   | $ | 6,000 |   |
|                              |       |       |       |                        |       |                          |       |                                |       |   |   |   |   |
| John O.  Tugwell                  |       | 2005       |       | $                           | 199,500    |                          |       | (4)                                 | $          | 76,942 |   | — |   | $ | 7,000 |   |
| Executive  Vice President         |       | 2004       |       | $                           | 183,000    |                          | $          | 111,000                             |       | $ | 47,203 |   | — |   | $ | 5,935 |   |
| and Chief  Operating Officer      |       | 2003       |       | $                           | 172,000    |                          | $          | 59,000                              |       | $ | 29,808 |   | — |   | $ | 6,000 |   |

 

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(1)                                  Other annual compensation for the namedindividuals during each of 2005, 2004 and 2003 did not exceed the lesser of$50,000 or 10% of the annual compensation earned by such individual.

 

(2)                                  Reflects restricted stock awards madepursuant to the Incentive Plan. The dollar value included in the table reflectsthe valuation at the time of the award. In the case of all restricted stockawards made to executive officers in the last three fiscal years, shares werenot issued at the time of the award and instead are issued ratably over threeyears beginning on the first anniversary of the date of grant, in accordancewith the vesting schedule for the award. Mr.  Elias received awards of7,110 and 8,583 shares of restricted stock on April 1, 2004 and April 1, 2005,respectively.  Messrs. Long and Tugwelleach received awards of 7,200, 3,576 and 4,683 shares of restricted stock onApril 1, 2003, April 1, 2004 and April 1, 2005, respectively. Awards ofrestricted stock, all of which provide that actual shares are 

 

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issuedonly upon vesting, have also been made in prior periods. If actual shares hadbeen issued at grant for the restricted stock awards made in 2005 and all priorperiods, the number and value of restricted shares held by the named officersat December 31, 2005 would be as follows: Mr. Elias: 13,323 shares ($331,876);Mr. Long: 9,467 shares ($235,823); and Mr. Tugwell: 9,467 shares ($235,823).

 

(3)                                  In the case of Mr. Elias, amounts shownrepresent payments by the Company for life insurance on his account. In thecase of Messrs. Long and Tugwell, amounts shown represent the Company’scontributions under its 401(k) Plan. No amounts are included for Mr. Tugwellfor payments received by him in respect of overriding royalty interests grantedprior to his becoming an executive officer.

 

(4)                                  The 2005 bonus plan is described in furtherdetail in the “Description of 2005 Bonus Program” filed as Exhibit 10.14 tothis Form 10-K and incorporated by reference. The bonus amounts under the 2005bonus plan will be reported in the 2006 proxy statement.

 

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