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EXHIBIT 99.1
STONE ENERGY CORPORATION
PROXY SOLICITED BY BOARD OF DIRECTORS
FOR SPECIAL MEETING OF STOCKHOLDERS
February 1, 2001
The undersigned stockholder of Stone Energy Corporation, a Delaware
corporation (the "Company"), hereby revokes all previous proxies with respect to
the matters set forth herein and appoints James H. Stone, Joe R. Klutts and D.
Peter Canty, or each of them, attorneys, agents and proxies of the undersigned,
with full power of substitution to each of them, to vote all the shares of
common stock, par value $0.01 per share, of the Company which are entitled to
one vote per share and which the undersigned may be entitled to vote at the
special meeting of stockholders of the Company to be held at the 3rd Floor
Conference Room, 625 East Kaliste Saloom Road, Lafayette, Louisiana 70508, on
February 1, 2001, at 10:00 a.m., C.S.T., and at any adjournment of such meeting,
with all powers which the undersigned would possess if personally present:
1. To approve an amendment to Stone's certificate of incorporation to
increase the authorized shares of Stone's common stock from 25,000,000
shares to 100,000,000 shares;
2. To approve the issuance of shares of Stone common stock pursuant to
the agreement and plan of merger, dated October 28, 2000, among the
Company, Partner Acquisition Corp. and Basin Exploration, Inc.; and
3. To vote upon such other matters as may be properly brought before the
meeting or any adjournment thereof.
Approval of the proposal to amend Stone's certificate of incorporation is a
prerequisite to approval of the proposal for the share issuance.
If no directions are given, the individuals designated above will vote for
the above proposals and, at their discretion, on any other matter that may
come before the meeting.
The undersigned acknowledges receipt of the Notice of Special Meeting of
Stockholders and the Joint Proxy Statement/Prospectus.
(CONTINUED AND TO BE VOTED, DATED AND SIGNED ON REVERSE SIDE)
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STONE ENERGY CORPORATION
COMMON STOCK PROXY ONE (1) VOTE PER SHARE
PLEASE MARK VOTES [-] OR [X]
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSALS:
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
No. 1. To approve the amendment to Stone's certificate of incorporation to
increase the authorized shares of Stone's common stock from 25,000,000 shares of
common stock to 100,000,000 shares of common stock.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
No. 2. To approve the issuance of common stock of Stone pursuant to the
proposed merger transaction involving Stone and Basin Exploration, Inc.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
APPROVAL OF THE PROPOSAL TO AMEND STONE'S CERTIFICATE OF INCORPORATION IS
A PREREQUISITE TO APPROVAL OF THE PROPOSAL FOR THE SHARE ISSUANCE
PLEASE COMPLETE, SIGN AND PROMPTLY MAIL THIS PROXY IN THE ENCLOSED ENVELOPE.
Signature Dated:
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NOTE: Stockholder(s) should sign above exactly as name(s) appears hereon. But
minor discrepancies in such signatures shall not invalidate their proxy. If more
than one stockholder, all should sign.
Please date, sign and mail your proxy card back as soon as possible!
THANK YOU FOR VOTING.
