Term limits mean Gov. Arnold Schwarzenegger, a Republican like Whitman, must leave the job in 2010, and high-profile figures in the Golden State from Democratic Senator Dianne Feinstein to former high technology executives are considering making a run.

The job will be difficult, barring a major change in the economy: California is in crisis as housing foreclosures and unemployment rise and state revenues fall. Credit markets are closed to it and state coffers may be empty in about a month.

Whitman quit the boards of Procter and Gamble Co , eBay and DreamWorks Animation SKG Inc on December 31 for personal reasons, spokesman Henry Gomez said.

The former online auction chief had been considered by U.S. Republican presidential candidate John McCain as a potential Treasury secretary.

A person close to Whitman said that she had made a decision on whether or not to run for governor over the holidays and the board resignations were intended to clear the deck. They were also a fairly clear indication of her intention, the person said, declining to say specifically if she would run.

The decision would be clear within four to six weeks if she created an exploratory committee for her candidacy, the person said.

Two other Republicans have already formed exploratory committees for potential 2010 gubernatorial campaigns: State Insurance Commissioner and former tech entrepreneur Steve Poizner, as well as former California Department of Finance Director Tom Campbell, a former legislator from Silicon Valley.

Whitman's business background could attract voters but she would be a novice politician, said Jack Pitney, a professor of government at Claremont McKenna College and a former researcher at the Republican National Committee.

"She comes from business and claiming to have created jobs in this economy isn't bad," Pitney said.

(Reporting by Peter Henderson, Jim Christie and Jessica Wohl; Editing by Eric Walsh)