Executive Officer Agreement
CRIMSON EXPLORATION INC.
2005 STOCK INCENTIVE PLAN
RESTRICTED STOCK AWARD AGREEMENT
This Restricted Stock Award Agreement (the “ Agreement ”) is made and entered into as of the Date of
Grant set forth below by and between Crimson Exploration Inc., a Delaware corporation (the “ Company ”), and
Participant named below. This Agreement represents a distribution to Participant pursuant to the Company’s
Long Term Incentive Performance Plan for the fiscal year ending December 31, 2008. Capitalized terms not
defined shall have the meaning ascribed to them in the Company’s 2005 Stock Incentive Plan, as amended and
restated effective as of August 15, 2008 (the “ Plan ”).
1. Grant of Restricted Shares . The Company hereby grants to Participant the total number of
unvested restricted shares of Common Stock of the Company set forth above as Total Restricted Shares (the “
Shares ”), subject to all of the terms and conditions of this Agreement and the Plan. This grant of restricted
shares is being issued pursuant to Section 7.1 of the Plan.
2.1 Regular Vesting . Provided Participant continues to provide Continuous Service to the
Company or any Affiliate, the Shares will vest as follows:
When issued, the certificates evidencing the Shares will be held by the Company until the applicable tranche of
Shares is fully vested, at which time a certificate representing such vested Shares will be released to Participant.
Such Certificate shall be delivered to Participant not later
Social Security Number:
_____ - ___ - ______
Total Restricted Shares:
Fair Market Value per Share:
Fair Market Value Aggregate:
Granted as compensation for services rendered as
an employee of the Company.
Date of Grant:
Vesting Period .
First anniversary of Date of Grant
Second anniversary of Da