Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information set forth under the captions “Stock Ownership of Directors and Executive Officers” and “Stock Ownership of Certain Beneficial Owners” of our definitive proxy statement to be filed with the SEC, relating to our 2014 annual meeting of stockholders, is incorporated herein by reference.

Equity Compensation Plan Information

We have equity compensation plans pursuant to which our common stock may be issued to employees and non-employees as compensation pursuant to outstanding equity awards, including two plans that were assumed in connection with the acquisition of Plains Exploration & Production Company (PXP) under which stock-settled restricted stock units were previously issued, and also including seven plans that were assumed in connection with the acquisition of McMoRan Exploration Co. under which stock-settled restricted stock units and non-qualified stock options were previously issued. Only our 2006 Stock Incentive Plan, which was previously approved by our stockholders, has shares available for future grant.

The following table presents information regarding these equity compensation plans as of December 31, 2013:



	Number of Securities To be Issued Upon Exercise of Outstanding Options, Warrants and Rights (a)		Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights (b)		Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) (c)
Equity compensation plans
approved by security holders	46,238,147	a	$	35.74	24,450,534	c
Equity compensation plans not
approved by security holders	1,220,953	b	—		—
Total	47,459,100		35.74		24,450,534	c


a.	Includes shares issuable upon the vesting of 1,917,423 restricted stock units, and the termination of deferrals with respect to 1,117,100 restricted stock units that were vested as of December 31, 2013. These awards are not reflected in column (b) as they do not have an exercise price. The number of securities to be issued in column (a) does not include 1,430 outstanding stock appreciation rights and 1,430 restricted stock units, which are payable solely in cash.

Includes shares issuable upon the vesting of 1,917,423 restricted stock units, and the termination of deferrals with respect to 1,117,100 restricted stock units that were vested as of December 31, 2013. These awards are not reflected in column (b) as they do not have an exercise price. The number of securities to be issued in column (a) does not include 1,430 outstanding stock appreciation rights and 1,430 restricted stock units, which are payable solely in cash.


b.	Represents restricted stock units outstanding as of December 31, 2013, under plans approved by PXP shareholders that were assumed in the acquisition of PXP. These awards are not reflected in column (b) as they do not have an exercise price. The number of securities to be issued in column (a) does not include 1,925,607 outstanding stock appreciation rights and 2,218,382 restricted stock units, which were assumed in the acquisition of PXP and are payable solely in cash.

Represents restricted stock units outstanding as of December 31, 2013, under plans approved by PXP shareholders that were assumed in the acquisition of PXP. These awards are not reflected in column (b) as they do not have an exercise price. The number of securities to be issued in column (a) does not include 1,925,607 outstanding stock appreciation rights and 2,218,382 restricted stock units, which were assumed in the acquisition of PXP and are payable solely in cash.


c.	As of December 31, 2013, there were 24,450,534 shares remaining available for future issuance under the 2006 Stock Incentive Plan, all of which could be issued pursuant to awards of stock options or stock appreciation rights and only 9,813,534 of which could be issued pursuant to awards of restricted stock, restricted stock units or “Other Stock-Based Awards,” which awards are valued in whole or in part on the value of the shares of common stock.

As of December 31, 2013, there were 24,450,534 shares remaining available for future issuance under the 2006 Stock Incentive Plan, all of which could be issued pursuant to awards of stock options or stock appreciation rights and only 9,813,534 of which could be issued pursuant to awards of restricted stock, restricted stock units or “Other Stock-Based Awards,” which awards are valued in whole or in part on the value of the shares of common stock.

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