TABLE OF CONTENTS
QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING
ELECTION OF DIRECTORS
Directors and Nominees
Board Committees and Meetings
Lead Director
Report of the Audit Committee
Director Compensation
Corporate Governance
Executive Officers
Other Officers of Our Company
Compensation Discussion and Analysis
Compensation of Executive Officers
Compensation Committee Report on Executive Compensation
Compensation Committee Interlocks and Insider Participation
Equity Compensation Plan Information
Section 16(a) Beneficial Ownership Reporting Compliance
Transactions with Related Persons
AMENDMENT OF THE EXCO RESOURCES, INC. AMENDED AND RESTATED 2005 LONG-TERM INCENTIVE PLAN
Summary of Proposed Amendment
Burn Rate Practice
Summary of the Incentive Plan Terms
Federal Income Tax Consequences of Awards
New Plan Benefits
Vote Required
APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Fees
OTHER BUSINESS
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Principal Shareholders
Executive Officers and Directors
DATE FOR RECEIPT OF SHAREHOLDER PROPOSALS
ANNUAL REPORT
Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Submission of Matters to a Vote of Security Holders
Market for the Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Selected Financial Data
Managements Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Controls and Procedures
Other Information
Directors, Executive Officers and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Certain Relationships and Related Transactions and Director Independence
Principal Accountant Fees and Services
Exhibits and Financial Statement Schedules
i
EXCO RESOURCES, INC. PART I
ii
Page
PART III
Item 10.
1
Item 11.
6
Item 12.
19
Item 13.
Certain Relationships and Related Transactions, and Director Independence
26
Item 14.
36
PART IV
Item 15.
37
ITEM 1. BUSINESS