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Notice of exempt solicitation

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

NOTICE OF EXEMPT SOLICITATION

1. Name of the Registrant

2. Name of person relying on exemption

CalSTRS Investments

3. Address of person relying on exemption

100 Waterfront Place, 14th Floor

4. Written Materials. Attach written material required to be submitted pursuant to Rule 14a-6(g)(1).

To: Shareholders of Energen Corporation

Contact: Brian Rice, Portfolio Manager, Corporate Governance, California State Teachers' Retirement System (CalSTRS): BRice@calstrs.com

Travis Antoniono, Investment Officer, Corporate Governance, California State Teachers' Retirement System (CalSTRS): TAntoniono@calstrs.com

Re: Shareholder resolution requesting disclosure on how the company is measuring and managing methane emissions from its operations

CalSTRS recommends a vote FOR the following resolution:

Shareholders request that the Board of Directors issue a report describing how the company is monitoring and managing the level of methane emissions from its operations. The requested report should include a company-wide review of the policies, practices, and metrics related to Energen Corporation's methane emissions risk management strategy. The report should be prepared at reasonable cost, omitting proprietary information, and made available to shareholders by December 31, 2016.

The rationale for this recommendation is outlined here and detailed below:

7. Energen's peers are reporting on methane, yet Energen only reports limited information indirectly.

1. Methane is a greenhouse gas of major relevance and concern .

d) Lifecycle GHG emissions from natural gas (methane) power generation have been estimated to be 20% to 53% less than emissions from coal-fired power generation, 4 provided that leakage in the natural gas system is less than 3.2% from well through delivery at a power plant. 5

2. Methane emissions pose a variety of material risks .

a) Direct environmental risks . Emissions of methane (including unintentional releases and leakage or intentional venting) are by definition emissions of a hazardous material that reduces air quality and is a potent contributor to climate change. Fire and explosions are also a significant risk: the oil and gas industry is responsible for more fatalities from fire and explosion than any other private industry by a wide margin, 7 and news reports of such incidents are easy to find. 8 9 10
b) Regulatory risks . The U.S. EPA is in the process of reviewing and issuing a suite of regulations specifically targeting methane emissions from the oil and gas sector. 11 12 These are in addition to the Clean Power Plan for existing power plants, 13 the recent joint US-Canada pledge to reduce methane emissions from the oil and gas sectors by at least 40% over the next decade, 14 and the COP21 Paris Agreement. Taken together, we believe it is abundantly clear that methane emissions are increasingly under the microscope and will be subject to substantial regulatory requirements, in addition to current regulations.
c) Risks to the social license to operate . A social license to operate refers to the level of acceptance and approval by stakeholders and a local community for a company or industry to pursue or continue operations. It is important that the industry maintain its social license to operate, in particular by ensuring that lifecycle GHG emissions from natural gas remain smaller than lifecycle GHG emissions from coal. If these natural gas emissions increase above 3.2% of produced gas, they would exceed coal emissions (in terms of climate impact), and the natural gas industry would then be at risk of losing its already tenuous public support as a climate change solution and the bridge fuel to the future. This makes it critical that the industry demonstrates that emission rates are below 3.2% of produced gas, and relevant data will be needed from all players, including Energen.

2 https://www3.epa.gov/climatechange/ghgemissions/gases/ch4.ht...

3 https://www3.epa.gov/climatechange/ghgemissions/gases/ch4.ht...

4 http://graham.umich.edu/media/files/HF-IA-Final-Report.pdf

5 http://www.pnas.org/content/109/17/6435.full

6 https://www.edf.org/methane-other-important-greenhouse-gas

7 http://www.wyofile.com/drilling-industrys-explosion-problem/

8 http://www.wvgazettemail.com/News/201307070002

9 http://www.newsweek.com/chevron-gives-residents-near-frackin...

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