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Top US oil firm wants say in Hess-Chevron deal

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CEO disputes view a sale falls apart if pre-emption upheld

HOUSTON, Dec 11 (Reuters) -

Exxon Mobil ( XOM ) wants to preserve its right of first

refusal in Hess Corp's ( HES ) sale of its Guyana oil production assets

because of the work it has put into developing the country's

offshore fields, two of its top executives said on Wednesday.

A three-person panel in May is to decide whether Hess's deal

to sell itself to Chevron ( CVX ) can go ahead on its original terms. A

challenge by Exxon and CNOOC Ltd has stalled the second-largest

deal in a recent wave of oil megamergers.

"We developed the value of that asset. We have the right to

consider the value of that asset in this transaction, and then

the right to take an option on it," Exxon CEO Darren Woods told

Wall Street analysts in his most significant comments on the

arbitration case to date. "We have an opportunity, as does

CNOOC, the other partner, to participate in that opportunity to

have the right of first refusal."

Representatives for Hess and Chevron ( CVX ) declined to

comment.

Analysts have put the value of Hess Guyana at between 60% to

80% of Chevron's ( CVX ) proposed $53 billion purchase of Hess

. The joint venture has discovered more than 11 billion

barrels of oil to date.

The proposed sale ignores a joint venture agreement that

grants the right of first refusal to any sale of a Guyana

partner's stake, Exxon and CNOOC maintain.

The two companies previously have rejected the claim,

arguing the deal is structured as a merger and Hess's Guyana

holdings remain intact. Hess has said if the Chevron ( CVX ) deal is not

concluded it would not separately sell its Guyana properties to

Exxon or anyone else.

Woods brushed off Hess's view of a loss at arbitration

souring a sale, saying "that's their construct, not ours."

Exxon wants the three-person arbitration panel to consider

the value of Hess Guyana as part of the deliberations.

"We'll look at the value and see if that value is in the

best interest of the company, the corporation and the

shareholders," added Exxon Vice Chairman Neil Chapman.