Phillip B. Smith

PHILLIP B. SMITH the founder of Prize Energy Corporation, has been
Chairman of the Board of Directors, Chief Executive Officer, Treasurer
and a director of Prize since January 1999. He was also President of
Prize during a portion of 1999. From 1996 until 1999, he served as a
director of HS Resources and Pioneer Natural Resources Company and its
predecessor, MESA, Inc. In 1996, Mr. Smith founded a small independent
oil and gas company, which he managed until 1999. Mr. Smith served as
President, Chief Executive Officer and a director of Tide West Oil
Company, an independent oil and gas company, from 1992 until 1996. He
was President and a director of Draco Petroleum, Inc., a wholly owned
subsidiary of Tide West, from 1991 until 1996, and of Tide West
Trading & Transport Company, formerly Draco Production Company, a wholly
owned subsidiary of Tide West, from 1989 until 1996. From 1986 until
1991, Mr. Smith was a Senior Vice President of Mega Natural Gas Company,
a natural gas gathering company and the former parent company of Tide
West Trading & Transport Company and its predecessor companies. Prior to
that time, he held various technical and management positions at other
independent and major oil and gas companies. He earned his MBA from the
University of Tulsa and his BS in mechanical engineering from Oklahoma
State University.