Hess 2008 Annual Report Download - page 99

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Based upon their evaluation of the Corporation’s disclosure controls and procedures (as defined in Exchange
Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2008, John B. Hess, Chief Executive Officer, and John P.
Rielly, Chief Financial Officer, concluded that these disclosure controls and procedures were effective as of
December 31, 2008.
There was no change in internal controls over financial reporting identified in the evaluation required by
paragraph (d) of Rules 13a-15 or 15d-15 in the quarter ended December 31, 2008 that has materially affected, or is
reasonably likely to materially affect, internal controls over financial reporting.
Management’s report on internal control over financial reporting and the attestation report on management’s
assessment are included in Item 8 of this annual report on Form 10-K.
Item 9B. Other Information
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Information relating to Directors is incorporated herein by reference to “Election of Directors” from the
Registrant’s definitive proxy statement for the annual meeting of stockholders to be held on May 6, 2009.
Information regarding executive officers is included in Part I hereof.
The Corporation has adopted a Code of Business Conduct and Ethics applicable to the Corporation’s directors,
officers (including the Corporation’s principal executive officer and principal financial officer) and employees. The
Code of Business Conduct and Ethics is available on the Corporation’s website. In the event that we amend or waive
any of the provisions of the Code of Business Conduct and Ethics that relate to any element of the code of ethics
definition enumerated in Item 406(b) of Regulation S-K, we intend to disclose the same on the Corporation’s
website at www.hess.com.
Information relating to the audit committee is incorporated herein by reference to “Election of Directors” from
the registrant’s definitive proxy statement for the annual meeting of stockholders to be held on May 6, 2009.
Item 11. Executive Compensation
Information relating to executive compensation is incorporated herein by reference to “Election of
Directors — Executive Compensation and Other Information,” from the Registrant’s definitive proxy statement
for the annual meeting of stockholders to be held on May 6, 2009.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
Information pertaining to security ownership of certain beneficial owners and management is incorporated
herein by reference to “Election of Directors — Ownership of Voting Securities by Certain Beneficial Owners” and
“Election of Directors — Ownership of Equity Securities by Management” from the Registrant’s definitive proxy
statement for the annual meeting of stockholders to be held on May 6, 2009.
See “Equity Compensation Plans” in Item 5 for information pertaining to securities authorized for issuance
under equity compensation plans.
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