*

Decision on right of first refusal later than Hess

forecast

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Hess shareholder expects deal approval barring higher bid

(New throughout, adds background on timing, comments from Hess

shareholder)

HOUSTON, May 6 (Reuters) - U.S. energy major Exxon

Mobil's ( XOM ) arbitration case that could block Chevron's ( CVX )

purchase of Hess will extend into 2025, Exxon CEO Darren Woods

said in an interview on CNBC on Monday, ahead of a coming vote

by Hess shareholders on the deal.

Exxon and CNOOC Ltd filed cases before the International

Chamber of Commerce in March, seeking a right-of-first-refusal

over any sale of Hess's 30% stake in the Stabroek offshore oil

block in Guyana, where the three companies control the largest

oil discovery in nearly a decade.

Hess has set May 28 for a shareholder vote on the $53

billion all-stock deal that would give Chevron ( CVX ) a major stake in

Guyana's lucrative offshore oil fields, which to date have been

shown to hold more than 11 billion barrels of oil and gas

resources.

Exxon would prefer to slow the deal closing to gain time

to consider whether it wants to bid for Hess, Roy Behren,

co-president of the New York investment firm Westchester Capital

Management and a large Hess shareholder, said in an interview.

Westchester Capital expects to vote its 2 million Hess

shares in favor of the Chevron ( CVX ) deal unless a higher bid

materializes, Behren said.

Exxon has said it was not planning to bid for Hess but

could consider a larger stake

in the Guyana joint venture.

"Exxon would probably like to see a shareholder vote not

take place because it is one more of the dominos needed for the

transaction to be completed," Behran said on Monday. "They want

shareholders to be not comfortable with the assumption that this

is a cake walk for Chevron ( CVX )."

Woods comments present a later timeline for a decision

on its claims and for when the Chevron ( CVX ) deal could close.

Previously, Hess said it sought to have the case heard by the

third quarter and

completed by year-end

.

Chevron ( CVX ) CEO Michael Wirth separately told CNBC the

company is working toward U.S. Federal Trade Commission approval

and the Hess shareholder vote.

Hess did not reply requests for comment.

An Exxon spokesperson said the 2025 arbitration timeline

was not new and did not comment on the shareholder remarks on

any impact on the Hess shareholder vote.

U.S. antitrust regulators have not yet approved the

Chevron-Hess deal. The U.S. FTC last week consented to

Exxon's $60 billion all-stock purchase

of top U.S. shale oil producer Pioneer Natural Resources.

Exxon has claimed it holds a right of first refusal over

any change of control in Hess's Guyana properties as part of the

Stabroek consortium's operating agreement. Hess and Chevron ( CVX ) have

said they believe a right does not apply to the sale of the

entire company.