Severance Release Agreement

This AGREEMENT AND GENERAL RELEASE ("AGREEMENT") is entered into by and between


BELDEN & BLAKE CORPORATION ("BELDEN")
And
R. MARK HACKETT ("EMPLOYEE")


WHEREAS, Employee's employment with Belden will be or has been terminated; and


WHEREAS, Belden has offered certain benefits to Employee in return for Employee's executing this Agreement; and


WHEREAS, Employee and Belden wish to resolve all issues arising from Employee's employment and termination of employment.


NOW, THEREFORE, in consideration of the mutual covenants contained herein, and intending to be legally bound thereby, the parties agree as follows:


1. Employee acknowledges that Employee's employment with Belden terminated effective February 11, 2005 (the "Termination Date") and Employee resigned as an officer of Belden effective January 26, 2005.


2. Employee acknowledges that Employee will receive the benefits specified in Exhibit A in return for his execution (and non revocation) of this Agreement.


3. Employee acknowledges that by signing this Agreement and accepting the benefits of it, that Employee is giving up forever the right to seek any relief from Belden or the Belden & Blake Corporation 1999 Change in Control Protection Plan for Key Employees (the "Plan") or any person associated with Belden or the Plan for any event occurring prior to the execution of this Agreement by all parties, including Employee's decision to accept the benefits specified in Exhibit A and consequences of that decision. Pursuant to that understanding and as consideration for the payments under this Agreement, which Employee hereby acknowledges that



Employee would not otherwise be entitled to receive, Employee irrevocably and unconditionally releases Belden, its present and former officers, directors, agents, employees, contractors, successors and assigns and the Plan and all fiduciaries of the Plan, and all other employee benefit or compensation plans or programs of Belden, except Employee's vested benefits under Belden's 401(k) Plan, (separately and collectively "Releasees"), jointly and individually, from any and all claims, known or unknown, which Employee, Employee's heirs, successors, or assigns have or may have against Releasees, and any and all liability which the Releasees may have to Employee. This Release relates to claims arising prior to and during Employee's employment by Belden, whether those claims are past or present, whether they arise from common law, contract or statute, whether they arise from labor laws, discrimination laws, or any other law, rule or regulation. Employee specifically acknowledges that this Release is applicable to any claim under the AGE DISCRIMINATION IN EMPLOYMENT ACT, as amended by the OLDER WORKERS BENEFIT PROTECTION ACT, the Civil Rights Act of 1964 and the American's With Disabilities Act, the Family and Medical Leave Act of 1993 and any similar state law. Employee acknowledges that Employee is releasing all claims Employee may have under the Plan. This Release is for any type of claim Employee may have, including but not limited to reinstatement, wages, back pay, front pay, severance pay, compensatory damages, punitive damages, damages for pain and suffering, or attorneys' fees. Employee agrees that Employee will not hereafter be entitled to any benefit from any claim or proceeding filed by Employee or on Employee's behalf with any agency or court. Employee further agrees that Employee will not seek employment with Belden after termination, and if Employee does seek employment, Belden may deny such employment and Employee will have no claim whatsoever because of said denial. The aforementioned restriction on future employment shall not apply in the event that Employee secures employment with a company, which is later acquired by Belden.


4. Employee acknowledges and agrees that in the performance of Employee's duties as an employee of Belden, Employee was brought into frequent contact with, had access to,


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and became informed of confidential and proprietary information of Belden and/or information which is a trade secret of Belden (collectively, "Confidential Information"), as more fully described in the following paragraphs. Employee acknowledges and agrees that the Confidential Information of Belden gained by Employee during Employee's association with Belden was developed by and/or for Belden through substantial expenditure of time, effort and money and constitutes valuable and unique property of Belden.


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