Hess Comments on Glass Lewis Report

Hess Corporation (NYSE: HES) ('Hess? or the 'Company?) today commented
on the report issued by Glass Lewis & Co. ('Glass Lewis?). Glass Lewis's
flawed recommendations do not reflect the overwhelmingly positive
support Hess′ transformation plan has received from its shareholders and
independent Wall Street analysts. Glass Lewis also undermines the
integrity of its own analysis by raising serious concerns about the
highly problematic compensation scheme put in place for Elliott
Management′s director candidates, questioning the independence of the
same dissident nominees it supports. Hess disagrees with Glass Lewis′
recommendation and believes that shareholders who follow its
recommendation at a time when Hess is executing on a market-endorsed
transformation plan will put the value of their investment at risk. Hess
continues to urge shareholders to vote on the WHITE
proxy card FOR all of its new, highly qualified, independent director
nominees at the Company's 2013 Annual Shareholders Meeting, which will
be held on May 16, 2013.

The Company stated: 'Without meeting or even talking to Hess, Glass
Lewis arbitrarily brushed aside the facts and blindly accepted Elliott's
distortions. We are executing well against our multi-year transformation
to a pure play E&P company, a plan that has received overwhelming
support from our shareholders and independent Wall Street analysts, a
fact flatly ignored by Glass Lewis. Our five new director nominees are
committed to creating sustainable long term value for all Hess
shareholders, and are the clear choice for those who want truly
independent, experienced new directors who will represent their
interests. The market has affirmed the economic superiority of our
transformation plan and we believe that our world-class slate of new,
independent nominees is best suited to objectively oversee the execution
of that plan.

'Glass Lewis has done a disservice to its clients. Its recommendation
inexplicably discounts the value creation potential of our
transformation plan and the world class asset base that the Hess Board
has assembled, including its leading position in the Bakken. Glass Lewis
instead reflexively supports dissident directors who are neither
independent nor incentivized to act in the best long-term interests of
all Hess shareholders. At a time that we are delivering real value,
blindly following Glass Lewis′ recommendations would introduce a
dissonant element to the Hess boardroom and create significant risk ? a
fact Glass Lewis itself admits. Electing the Elliott nominees would
jeopardize the ongoing success of our transformation plan by creating a
strategically misaligned board which includes dissident nominees who are
directly compensated to pursue Elliott′s short-term agenda.?

Hess notes that the overwhelming majority of Wall Street analysts
support the Hess plan and note its outperformance, while rejecting
Elliott′s flawed and self-serving analysis:

• With the steps taken over the past three years management has
  revealed a sound strategy that we believe is tough to beat... Hess is
  executing a strategy we believe underpins a material release of value.

-Doug Leggate, Bank of America Merrill Lynch, April 25, 2013

• We take management′s side in terms of the future course of the
  company.... we do not think breaking up the company into an onshore
  resource player (Hess Resources) and international, mostly offshore,
  entity (Hess Remainco) is the best way to generate value.
  
  

-Jeb Armstrong, Credit Agricole, March 26, 2013

• HES is the best-performing large E&P, up 34% YTD, compared with 8%
  for peers and 11% for the S&P 500. The shares are trading 4% off their
  12-month high and 79% above the low, compared with 11% and 36% for
  peers and 1% and 25% for the S&P 500.
  
  

-Fadel Gheit, Oppenheimer, April 26, 2013

The Company added, 'Hess has nominated a slate of all new, independent
director nominees. These directors would be assets to any boardroom
across corporate America, and are ideally suited to be directors at
Hess. They have impeccable credentials and are the right team to
objectively oversee the execution of Hess′ market-endorsed
transformation plan. We urge Hess shareholders to vote for all of our
new, independent, highly qualified director nominees who will continue
our transformation into a pure play E&P company that will drive
increased returns for all Hess shareholders.?

Hess notes that Glass Lewis made its recommendation despite raising
serious concerns over the propriety of the Elliott nominees′ unusual
contingent bonus scheme that incentivizes them to pursue Elliott′s
short-term goals. Similar to the views expressed by leading independent
corporate governance experts, Glass Lewis finds that such a bonus
scheme: compromises the independence of Elliott′s nominees and their
ability to act as fiduciaries for all Hess shareholders; misaligns board
interests; and, creates significant risk for Hess and its shareholders:

?[w]e are strongly opposed to the Dissident's compensation
arrangements and maintain such agreements introduce a troubling and, in
our view, wholly unnecessary potential for board room conflict?

The Dissident may not revoke these payments at a later date if, by
chance, it becomes unsatisfied with its Nominees. While this may provide
the appearance that the Dissident Nominees are not beholden to Elliott's
interests, we nevertheless find these agreements problematic. In
particular, contests of this nature already introduce significant risks
associated with the prospect of a fractured boardroom, the potentially
adverse impact of which we believe shareholders must seriously consider
as part of any final vote determination. By extension, we find
agreements of this nature, which essentially establish a two-tiered
compensation structure for the same oversight role, offer little chance
of reducing the foregoing risks and may, in fact, foment further discord
between the incumbent board members and Dissident nominees.

The Company concluded, 'Glass Lewis undermines the integrity of its own
recommendation, arguing that the Elliott nominees have already
compromised their independence by agreeing to an unusual contingent
bonus scheme that incentivizes them to pursue Elliott′s short-term
goals. Leading corporate governance experts have called this kind of
scheme "the dark side′ of activism. It is troubling that Glass Lewis
would recommend that Hess shareholders risk Balkanizing the Board by
voting for a dissident slate that the proxy advisor admits is
conflicted. We would caution our shareholders against disrupting our
progress by voting for conflicted dissident directors whose decisions
are motivated by the direct and substantial compensation they would
receive from a single shareholder.?

All shareholders of record as of April 8, 2013 are entitled to vote at
the 2013 Annual Shareholders Meeting. Hess encourages all shareholders
to carefully review its definitive proxy filing and other materials and
vote only their WHITE proxy card. For more information about Hess′ 2013
Annual Shareholders Meeting, please visit www.transforminghess.com.

About Hess′ New, World-Class Independent
Directors:

• John Krenicki Jr.Former
  Vice Chairman of GE; President and Chief Executive Officer of GE Energy
  
  Mr.
  Krenicki′s experience leading large scale initiatives and operations
  across a global energy portfolio will add important perspective to the
  Hess Board as the Company completes its transformation to a pure play
  E&P company.
  

• Dr. Kevin MeyersFormer
  Senior Vice President of E&P for the Americas, ConocoPhillips
  
  Dr.
  Meyers was at the forefront of the oil & gas industry′s focus on
  developing U.S. shale formations. He led ConocoPhillips′ expansion in
  emerging shale plays, including the Eagle Ford, Permian Basin, and
  Bakken shale plays. Dr. Meyers will bring to the Hess Board decades of
  managing cost-efficient E&P operations in shale and conventional
  properties directly relevant to Hess′ focused E&P portfolio.
  

• Fredric ReynoldsFormer
  Executive Vice President and Chief Financial Officer, CBS Corporation
  
  Mr.
  Reynolds will bring to the Hess Board his substantial experience as a
  CFO with a successful track record of financial oversight, leading a
  successful transformation, returning capital, and delivering long term
  returns.
  

• William Schrader Former Chief
  Operating Officer, TNK-BP Russia
  
  Mr. Schrader is an
  outstanding E&P executive responsible for transforming BP′s best and
  most valued E&P assets, and will bring to the Board his experience as
  a disciplined E&P operator with expertise in production sharing
  structures, government relations, and delivering returns.
  

• Dr. Mark Williams Former
  Executive Committee Member, Royal Dutch Shell
  
  Dr. Williams
  worked for over 30 years at Shell, including more than 17 years of
  U.S. E&P experience, serving most recently as a member of the
  Executive Committee of Royal Dutch Shell, where he was one of the top
  three operating executives collectively responsible for all strategic,
  capital, and operational matters. He is widely acknowledged to be one
  of the world′s top oil & gas executives, and will add invaluable
  insight to Hess′ Board.
  

Cautionary Statements

This document contains projections and other forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These projections
and statements reflect the Company′s current views with respect to
future events and financial performance. No assurances can be given,
however, that these events will occur or that these projections will be
achieved, and actual results could differ materially from those
projected as a result of certain risk factors. A discussion of these
risk factors is included in the Company′s periodic reports filed with
the Securities and Exchange Commission.

This document contains quotes and excerpts from certain previously
published material. Consent of the author and publication has not been
obtained to use the material as proxy soliciting material.

Important Additional Information

Hess Corporation, its directors and certain of its executive officers
may be deemed to be participants in the solicitation of proxies from
Hess shareholders in connection with the matters to be considered at
Hess′ 2013 Annual Meeting. Hess has filed a definitive proxy statement
and form of WHITE proxy card with the U.S. Securities and Exchange
Commission in connection with the 2013 Annual Meeting. HESS SHAREHOLDERS
ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT AND
ACCOMPANYING WHITE PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION.
Information regarding the identity of potential participants, and their
direct or indirect interests, by security holdings or otherwise, is set
forth in the proxy statement and other materials filed with the SEC.
Shareholders will be able to obtain any proxy statement, any amendments
or supplements to the proxy statement and other documents filed by Hess
with the SEC for no charge at the SEC′s website at www.sec.gov.
Copies will also be available at no charge at Hess′ website at www.hess.com,
by writing to Hess Corporation at 1185 Avenue of the Americas, New York,
NY 10036, by calling Hess′ proxy solicitor, MacKenzie Partners,
toll-free at (800) 322-2885 or by email at hess@mackenziepartners.com.

For Hess Corporation

Investor:

Jay Wilson, 212-536-8940

or

MacKenzie
Partners, Inc.

Dan Burch/Bob Marese, 212-929-5500

or

Media:

Jon
Pepper, 212-536-8550

or

Sard Verbinnen & Co

Michael
Henson/Patrick Scanlan, 212-687-8080