Summary of BILL BARRETT CORP

Change in Directors or Principal Officers, Financial Statements and Exhibits

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On May 13, 2008, at the annual meeting of stockholders of Bill Barrett Corporation (the "Company"), the Company's stockholders approved the 2008 Stock Incentive Plan (the "2008 Plan"), which previously had been approved by the Company's Board of Directors. The 2008 Plan will be effective as of May 13, 2008.

The Company's Compensation Committee will administer the 2008 Plan. The types of awards that may be granted under the 2008 Plan include incentive and non-qualified stock options, stock appreciation rights, restricted stock, performance shares and other stock-based awards. The total number of shares of the Company's common stock available for awards under the 2008 Plan is 3,000,000, subject to adjustment for future stock splits, stock dividends and similar changes in the Company's capitalization. The maximum number of shares that may be the subject of awards other than options and stock appreciation rights is 1,000,000, while the maximum number of shares that may be issued pursuant to stock options and stock appreciation rights is 3,000,000. The aggregate number of shares subject to options and/or stock appreciation rights granted during any calendar year to any one participant shall not exceed 500,000. The aggregate number of shares subject to restricted stock and/or restricted stock unit awards granted during any calendar year to any one participant shall not exceed 500,000.

This summary of the 2008 Plan is qualified in its entirety by reference to the full text of the 2008 Plan. A copy of the 2008 Plan is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.