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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION STATEMENT OF
CHANGES IN BENEFICIAL OWNERSHIP |
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| OMB Number: 3235-0287 | |||
| Expires: January 31, 2005 | |||
| [ ] | Check
box if no longer subject to Section 16. Form 4 or Form 5 obligations may
continue. See instructions 1(b). |
Estimated
average burden hours per response. . . 0.5 |
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| 1.
Name and Address of Reporting Person* Hackett, James T. |
2.
Issuer Name and Ticker or Trading Symbol Ocean Energy, Inc. (OEI) |
6. Relationship of Reporting Person(s) to Issuer _X_ Director ___ 10% Owner _X_ Officer (give title below) ___ Other (specify below) |
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1001 Fannin, Suite 1600 |
3.
I.R.S. Identification Number of Reporting Person, if an entity (voluntary) |
4.
Statement for Month/Day/Year 01/29/2003 |
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Houston, TX 77002 |
5.
If Amendment, Date of Original (Month/Day/Year) |
7.
Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
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| (City) (State) (Zip) | Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||
| 1. Title of Security (Instr. 3) |
2. Transaction Date (Month/Day/Year) |
2A. Deemed Execution Date, if any (Month/Day/Year) |
3. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transactions (Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | Amount | (A) or (D) |
Price | ||||||
| Common | 01/29/2003 | A | 3,802 | A | 18.74 | 98,646 | I | (1) | ||
| Common | 01/29/2003 | A | 373 | A | 18.74 | 1,094 | I | (2) | ||
| Common | 612,628 (3) | D | ||||||||
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Reminder: Report on a separate line for each class of securities beneficially owned directly
or indirectly. * If the form is filed by more than one reporting person, see Instructions 4(b)(v). |
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Potential persons who are to respond to the collection of information contained in this
form are not required to respond unless the form displays a currently valid OMB control
number. |
(Over) SEC 1474 (9-02) |
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FORM 4 (continued) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) |
| 1. Title of Derivative Security (Instr.3) |
2. Conversion or Exercise Price of Derivative Security |
3. Transaction Date (Month/ Day/Year) |
3A. Deemed Execution Date, if any (Month/ Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.3,4 and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
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Explanation of Responses: (1) Represents share interest held in OEI Supplemental Benefit Plan as of January 29, 2003. (2) Represents share interest held in Ocean Retirement Savings Plan as of January 29, 2003. (3) Includes 1,302 shares acquired during 2002 as a participant in the OEI Employee Stock Purchase Plan. |
| ** | Intentional
misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
/s/ Robert K. Reeves
**Signature of Reporting Person Attorney-in-fact for James T. Hackett |
01/31/2003
Date |
| Note: | File three
copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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Potential persons who are to respond
to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
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