Directorate Change

Pantheon Resources PLC
25 January 2008

                Pantheon Resources plc - Changes to Directorship



Pantheon Resources, the AIM-listed oil and gas exploration company active in the
Gulf of Mexico, announces that at a Board Meeting immediately following its
Annual General Meeting, the following changes were made to the Board.

Resignation from Directorship

Robert John Rosenthal has resigned from the Board of Pantheon Resources
effective from 25 January 2008 citing pressure of commitments. He holds an
interest in 1.8 million shares in Pantheon, equivalent to an 11.87% stake in the
company.

Appointment to Board

Jay Cheatham was appointed to its Board with immediate effect in addition to his
role as Chief Executive Officer.

Jay has more than 35 years' experience in all aspects of the petroleum business.
He has extensive international experience in both oil and natural gas, primarily
for ARCO. At ARCO, Jay held a series of senior appointments. These include
Senior Vice President and District Manager (ARCO eastern District) with direct
responsibility for Gulf Coast US operations and exploration and President of
ARCO International where he had responsibility for all exploration and
production outside the U.S. Jay's most recent appointment has been as President
and CEO of Rolls-Royce Power Ventures, where he had the key responsibility for
restructuring the company.

Jay also has considerable financial skills in addition to his corporate and
operational expertise. He has acted as Chief Financial Officer for ARCO's US oil
and natural gas company (ARCO Oil & Gas). Moreover he has understanding of the
capital markets through his past position as CEO to the Petrogen Fund, a private
equity fund.

The following information is disclosed pursuant to Schedule 2 (g) of the AIM
Rules:

Full name:              John Bishop Cheatham

Age:                    59 years

Current Directorships:

None

Previous directorships / partnerships in the last five years:

2002 to present:    President and CEO of Rolls-Royce Power Ventures

There is no other information to disclose in accordance with Schedule 2 (g) of
the AIM Rules.

Current shareholding in Pantheon Resources:

100,000 shares

Options

Having taken the benefit of external advice the remuneration committee
recommended to the Board two forms of incentive for approval, which were
accepted. The overall objective of the incentive plans, in the absence of
appropriate comparator companies, is to align fully the interests of management
and shareholders in the context of a resource-based capital growth oriented
company. The Board, on the recommendation of the Remuneration Committee, have
therefore adopted two incentive plans which apply currently exclusively to the
Chief Executive.

The first incentive plan provides that the Chief Executive is entitled to be
made offers of shares in the Company equivalent in value (calculated with
reference to the average middle market closing price of a share in the Company
on the preceding 20 days) of up to one third of his then current salary.  One
offer of shares is to be made at the start of each offer period.  The first
offer period runs from the date of the Chief Executive's appointment until 30
June 2008 (the 'Anniversary Date'), and subsequent offer periods run in 12
months period following the Anniversary Date and each subsequent Anniversary
Date.

The transfer to the Chief Executive of the shares subject to an offer is to
occur following the end of each offer period, and is subject to performance
criteria measured at the end of each offer period.  Performance criteria are
determined by the Board in respect of each offer. The performance criteria
relating to an offer may (where so specified) be satisfied in whole or in part,
and the actual share award will vary accordingly. The maximum award in the
current offer period is 103,359 shares.  The amount payable for the shares
allotted to the Chief Executive pursuant to any offer shall be the aggregate of
the nominal values of the shares allotted. Save where the Board consents
otherwise, no shares awarded under the first incentive plan may be disposed of
by the Chief Executive unless the sale of such shares would not reduce the
number of shares held by the Chief Executive in the Company, including shares
purchased by him, to fewer than 200,000 shares.

The second incentive plan provides the Chief Executive with an option over
shares in the Company, exercisable at specified prices. The option may not be
exercised before the third anniversary of the grant, except in special
circumstances, or after the fifth anniversary of the date of grant. The number
of shares subject to the option and the prices at which the option is
exercisable in relation to the shares subject to it are as follows:

In relation to the first 250,000 shares at 100p;

in relation to the next 250,000 shares at 125p;

in relation to the next 200,000 shares at 150p; and

in relation to the final 300,000 shares at 200p.


This share incentive scheme and option have been issued as the Board's policy of
providing performance based incentives to directors.



For further information on Pantheon Resources plc, see the website at
www.pantheonresources.com



- end -







Further information:



Pantheon Resources PLC
Jay Cheatham CEO                          [phone]



Oriel Securities Limited
Scott Richardson Brown                    [phone]





Notes to editors:



Pantheon Resources plc

Pantheon Resources plc was formed in 2005 to be an independent gas exploration
company focused on hydrocarbon producing basins onshore or near shore the Gulf
of Mexico.  On 5 April 2006, Pantheon was admitted to the AIM, having
successfully raised £10m from a mix of quality institutional and private
investors.




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