Exhibit 1
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                             JOINT FILING AGREEMENT

                  This will confirm the agreement by and among all the
undersigned that the amendment to Schedule 13D filed on or about this date and
any amendments thereto with respect to beneficial ownership by the undersigned
of shares of the common stock, par value $1 per share, of Pogo Producing Company
is being filed on behalf of each of the undersigned in accordance with Rule
13d-1(k)(1) under the Securities Exchange Act of 1934. This agreement may be
executed in counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.

Dated:  June 4, 2001



                                  Frederick A. Klingenstein
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                                  Frederick A. Klingenstein





                                      John Klingenstein
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                                      John Klingenstein