UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported):
December 28, 2005

RANGE RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)		0-9592 (Commission File Number)		34-1312571 (IRS Employer Identification No.)

777 Main Street, Suite 800 Ft. Worth, Texas (Address of principal executive offices)		76102 (Zip Code)

Registrant’s telephone number, including area code: (817) 870-2601

(Former name or former address, if changed since last report): Not applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

ITEMS 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

     On December 28, 2005, Mark D. Whitley accepted the position of Senior Vice President — Permian Business Unit and Engineering Technology of Range Resources Corporation (the “Company”). The terms of employment include an annual salary of $250,000, with the opportunity to earn an annual bonus, at the discretion of the Compensation Committee, based on the prior year’s results, in a targeted amount of between 25%-50% of base salary ($62,500-$125,000). The Company also granted Mr. Whitley an initial grant of (i) 60,000 stock appreciation rights under the 2005 Equity Based Compensation Plan at a strike price of $25.91 and (ii) 100,000 shares of restricted common stock to be placed in his deferred compensation account, which restricted common stock will vest in four equal annual installments of 25% each.

     The description of the employment terms with Mr. Whitley set forth herein is a summary of the material terms and is qualified by reference to the term sheet filed as an Exhibit hereto.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(a) Exhibits.

Exhibit
Number		Description
10.1*		Summary of Employment Terms for Mark D. Whitley.

*filed herewith

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 4, 2006

EXHIBIT INDEX

Exhibit
Number		Description
10.1*		Summary of Employment Terms for Mark D. Whitley.

     *filed herewith

Exhibit 10.1

Mark D. Whitley

Summary of Employment Terms

Title:		Senior Vice President — Permian Business Unit and Engineering Technology of Range Resources Corporation (the “Company”)
Salary:		$250,000 per annum
Bonus:		An annual bonus to be awarded in February or March in respect of the prior year’s results at the discretion of the Compensation Committee of the Board (the “Compensation Committee”) with a target range of 25% - 50% of base salary ($62,500 - $125,000). Mr. Whitley will become eligible to participate in the bonus program beginning in 2007, based upon 2006 performance.
Initial SARs Grant:		An initial grant of 60,000 stock appreciation rights was made upon hire, with participation in normal annual grants beginning in 2007.
Restricted Stock Grant:		A stock grant of 100,000 shares of restricted common stock was made to Mr. Whitley’s deferred compensation account, which will vest 25% after one year, 50% after two years, 75% after three years and be 100% vested after four years.
Change in Control Plan:		Mr. Whitley will participate in the Company’s Executive Change in Control Plan.
Other Plans:		Mr. Whitley will be eligible to participate in the Company’s 401(k) and deferred compensation plans.