**EXHIBIT 24**

 

**POWER OF ATTORNEY**

 

I,Jerry M. Armstrong, in my individual capacity and as a director of PogoProducing Company (the “Company”), do hereby appoint PAUL G. VAN WAGENEN andTHOMAS E. HART, and each of them severally, my true and lawful attorney orattorneys with power to act with or without the other, and with full power ofsubstitution and resubstitution, to prepare, execute and file, in my name,place and stead in my individual capacity and as a director of the Company, theCompany’s Annual Report on Form 10-K for the fiscal year ended December 31,2005, to be filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th day of January,2006.

 

 
|   | /s/  JERRY M. ARMSTRONG |   |
|--------|-------------------------|--------|
|   | Jerry  M. Armstrong     |

 

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**POWER OF ATTORNEY**

 

I,Robert H. Campbell, in my individual capacity and as a director of PogoProducing Company (the “Company”), do hereby appoint PAUL G. VAN WAGENEN andTHOMAS E. HART, and each of them severally, my true and lawful attorney orattorneys with power to act with or without the other, and with full power ofsubstitution and resubstitution, to prepare, execute and file, in my name,place and stead in my individual capacity and as a director of the Company, theCompany’s Annual Report on Form 10-K for the fiscal year ended December 31,2005, to be filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th  day of January, 2006.

 

 
|   | /s/  ROBERT H. CAMPBELL |   |
|--------|-------------------------|--------|
|   | Robert  H. Campbell     |

 

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**POWER OF ATTORNEY**

 

I,William L. Fisher, in my individual capacity and as a director of Pogo ProducingCompany (the “Company”), do hereby appoint PAUL G. VAN WAGENEN and THOMAS E.HART, and each of them severally, my true and lawful attorney or attorneys withpower to act with or without the other, and with full power of substitution andresubstitution, to prepare, execute and file, in my name, place and stead in myindividual capacity and as a director of the Company, the Company’s AnnualReport on Form 10-K for the fiscal year ended December 31, 2005, tobe filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report and allinstruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th day ofJanuary, 2006.

 

 
|   | /s/  WILLIAM L. FISHER |   |
|--------|------------------------|--------|
|   | William  L. Fisher     |

 

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**POWER OF ATTORNEY**

 

I,Thomas A. Fry, III, in my individual capacity and as a director of PogoProducing Company (the “Company”), do hereby appoint PAUL G. VAN WAGENEN andTHOMAS E. HART, and each of them severally, my true and lawful attorney orattorneys with power to act with or without the other, and with full power ofsubstitution and resubstitution, to prepare, execute and file, in my name,place and stead in my individual capacity and as a director of the Company, theCompany’s Annual Report on Form 10-K for the fiscal year ended December 31,2005, to be filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and other documentsrelating thereto, any and all amendments to said Annual Report and allinstruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th day ofJanuary, 2006.

 

 
|   | /s/  THOMAS A. FRY, III |   |
|--------|------------------------------|--------|
|   | Thomas  A. Fry, III     |

 

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**POWER OF ATTORNEY**

 

I,Gerrit W. Gong, in my individual capacity and as a director of Pogo ProducingCompany (the “Company”), do hereby appoint PAUL G. VAN WAGENEN and THOMAS E.HART, and each of them severally, my true and lawful attorney or attorneys withpower to act with or without the other, and with full power of substitution andresubstitution, to prepare, execute and file, in my name, place and stead in myindividual capacity and as a director of the Company, the Company’s AnnualReport on Form 10-K for the fiscal year ended December 31, 2005, tobe filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th  day of January, 2006.

 

 
|   | /s/  GERRIT W. GONG |   |
|--------|---------------------|--------|
|   | Gerrit  W. Gong     |

 

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**POWER OF ATTORNEY**

 

I,Charles G. Groat, in my individual capacity and as a director of Pogo ProducingCompany (the “Company”), do hereby appoint PAUL G. VAN WAGENEN and THOMAS E.HART, and each of them severally, my true and lawful attorney or attorneys withpower to act with or without the other, and with full power of substitution andresubstitution, to prepare, execute and file, in my name, place and stead in myindividual capacity and as a director of the Company, the Company’s AnnualReport on Form 10-K for the fiscal year ended December 31, 2005, tobe filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th  day of January, 2006.

 

 
|   | /s/  CHARLES G. GROAT |   |
|--------|-----------------------|--------|
|   | Charles  G. Groat     |

 

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**POWER OF ATTORNEY**

 

I,Carroll W. Suggs, in my individual capacity and as a director of Pogo ProducingCompany (the “Company”), do hereby appoint PAUL G. VAN WAGENEN and THOMAS E.HART, and each of them severally, my true and lawful attorney or attorneys withpower to act with or without the other, and with full power of substitution andresubstitution, to prepare, execute and file, in my name, place and stead in myindividual capacity and as a director of the Company, the Company’s AnnualReport on Form 10-K for the fiscal year ended December 31, 2005, tobe filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th  day of January, 2006.

 

 
|   | /s/  CARROLL W. SUGGS |   |
|--------|-----------------------|--------|
|   | Carroll  W. Suggs     |

 

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**POWER OF ATTORNEY**

 

I,Stephen A. Wells, in my individual capacity and as a director of Pogo ProducingCompany (the “Company”), do hereby appoint PAUL G. VAN WAGENEN and THOMAS E.HART, and each of them severally, my true and lawful attorney or attorneys withpower to act with or without the other, and with full power of substitution andresubstitution, to prepare, execute and file, in my name, place and stead in myindividual capacity and as a director of the Company, the Company’s AnnualReport on Form 10-K for the fiscal year ended December 31, 2005, tobe filed with the Securities and Exchange Commission (the “Commission”)pursuant to the Securities Exchange Act of 1934, as amended, and the rules andregulations promulgated thereunder, with any and all exhibits and otherdocuments relating thereto, any and all amendments to said Annual Report andall instruments as said attorneys or either of them shall deem necessary orincidental in connection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th day ofJanuary, 2006.

 

 
|   | /s/  STEPHEN A. WELLS |   |
|--------|-----------------------|--------|
|   | Stephen  A. Wells     |

 

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**POWER OF ATTORNEY**

 

I,Paul G. Van Wagenen, in my individual capacity, as the chief executive officerand as a director of Pogo Producing Company (the “Company”), do hereby appointTHOMAS E. HART and JAMES P. ULM, II, and each of them severally, my trueand lawful attorney or attorneys with power to act with or without the other,and with full power of substitution and resubstitution, to prepare, execute andfile, in my name, place and stead in my individual capacity, as the principalexecutive officer and as a director of the Company, the Company’s Annual Reporton Form 10-K for the fiscal year ended December 31, 2005, to be filedwith the Securities and Exchange Commission (the “Commission”) pursuant to theSecurities Exchange Act of 1934, as amended, and the rules and regulationspromulgated thereunder, with any and all exhibits and other documents relatingthereto, any and all amendments to said Annual Report and all instruments assaid attorneys or either of them shall deem necessary or incidental inconnection therewith and to file the same with the Commission.

 

Eachof said attorneys shall have full power and authority to do and perform inmy name and on my behalf any act whatsoever to accomplish the purpose andintent of the forgoing that said attorneys deem may be necessary ordesirable to be done in the premises as fully and to all intents and purposesas I might or could do in person, and by my signature hereto, I hereby ratifyand approve any and all of such acts of said attorneys and each of them.

 

INWITNESS WHEREOF, I have executed this instrument on this 24th  day of January, 2006.

 

 
|   | /s/  PAUL G. VAN WAGENEN |   |
|--------|--------------------------|--------|
|   | Paul  G. Van Wagenen     |

 

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