OCEAN ENERGY INC
8-K, 1998-03-03
CRUDE PETROLEUM & NATURAL GAS
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                       Securities and Exchange Commission
                             Washington, D.C. 20549


                          ----------------------------



                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of

                         Securities Exchange Act of 1934


                          ----------------------------


                 Date of Earliest Event Reported: March 3, 1998


                               OCEAN ENERGY, INC.
             (Exact name of Registrant as specified in its charter)


                                                                             

         Delaware                      0-25058                    72-1277752
(State or other jurisdiction    (Commission File No.)         (I.R.S. Employer
    of incorporation)                                        Identification No.)



                        8440 Jefferson Highway, Suite 420
                              Baton Rouge, LA 70809
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (504) 927-1450


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<PAGE>



ITEM 5.  OTHER EVENTS

         On March 3, 1998, Ocean Energy,  Inc. issued a press release announcing
an exclusive  Gulf of Mexico  exploration  alliance with Shell Offshore Inc. The
press  release is filed as Exhibit 99.1 to this Current  Report on Form 8-K, and
the contents of such Exhibit are incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)      Exhibits

         99.1     Press Release, dated March 3, 1998.





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<PAGE>




                                    SIGNATURE


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                       OCEAN ENERGY, INC.




                                       By:  /s/ ROBERT K. REEVES
                                                Robert K. Reeves
                                                Executive Vice President, 
                                                General Counsel and Secretary


Date:  March 3, 1998




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                                                                 Exhibit 99.1

     FOR IMMEDIATE RELEASE

     Contact:
     Michael O. Aldridge
     V. P.- Corporate Communications                    [LOGO]
     8440 Jefferson Highway, Suite 420
     Baton Rouge, LA  70809
     (504) 927-1450

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                      OCEAN ENERGY JOINS SHELL OFFSHORE IN
                       GULF OF MEXICO EXPLORATION ALLIANCE

March 3, 1998

Baton  Rouge,  LA -  Ocean  Energy,  Inc.  ("OEI")  announced  today  that it is
expanding its aggressive exploration program through an exclusive Gulf of Mexico
Exploration Alliance with Shell Offshore Inc. ("SOI"). The Alliance calls for 25
initial exploratory  prospects,  all delineated by 3-D seismic, to be drilled on
over 141,000 gross acres across the Gulf of Mexico shelf. Under the terms of the
agreement,  OEI  will  participate  for  25% of  SOI's  working  interest  in 25
prospects in the Outer  Continental Shelf and state waters located off the coast
of Louisiana and Texas in water depths up to 1,300 feet. Ocean and Shell, two of
the top three most active Gulf of Mexico operators in drilling activity in 1997,
plan to coordinate their rig fleets to achieve greater  efficiency and economies
of scale.

Ocean anticipates the two companies will drill in excess of 50 exploratory wells
together  over the next 3 years  through the  combination  of the Gulf of Mexico
Exploration  Alliance,  Delta Exploratory Joint Venture and South Pass Alliance.
Ocean Energy intends to fund its share of  expenditures  associated with the new
Alliance from its announced 1998 capital budget.

James C.  Flores,  Chairman,  President  and CEO,  stated  "This  Gulf of Mexico
Exploration  Alliance with Shell marks the third important business  transaction
between the two companies within the past 12 months and collectively will expose
the companies to significant  opportunities for new discoveries through drilling
on  over  300,000  gross  acres  across  the  Gulf  beginning  in  1998.  We are
particularly  pleased to partner with Shell which is one of the proven  industry
leaders and low cost finders of oil and gas in the Gulf through its  application
of dynamic seismic and drilling technology.  Working closely with Shell, we plan
to  maximize  value  through  the  exploration  and  development  of  these  new
opportunities."



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<PAGE>


David T. Lawrence,  Exploration  and Development  Manager,  Shell Offshore Inc.,
stated "We look forward to continuing our partnership  with Ocean Energy in this
new venture.  Our combined efforts will accelerate value creation from our large
inventory of high quality  prospects  on the Shelf,  while  helping us to better
manage our cost structure."

Certain statements in this news release regarding future expectations, plans for
acquisitions, dispositions, and oil and gas exploration, development, production
and pricing may be regarded as "forward looking  statements"  within the meaning
of the Securities Litigation Reform Act. They are subject to various risks, such
as  operating  hazards,  drilling  risks,  and  the  inherent  uncertainties  in
interpreting  engineering data relating to underground  accumulations of oil and
gas, as well as other risks  discussed in detail in the  Company's  SEC filings,
including the Annual  Report on Form 10-K for the year ended  December 31, 1997.
Actual results may vary materially.

Ocean Energy,  Inc. is an independent energy company engaged in the exploration,
development,  production,  and  acquisition  of crude oil and natural gas. OEI's
common stock is traded on the New York Stock  Exchange  under the symbol  "OEI."

For further information,  please contact Investor Relations at (504) 928-6222 or
mail  requests to 8440  Jefferson  Highway,  Suite 420,  Baton Rouge,  LA 70809.

Additional  information  on Ocean  Energy,  Inc. is available on the Internet at
www.oceanenergy.com.

Shell  Offshore Inc. is an  exploration  and  production  affiliate of Shell Oil
Company, the U. S. domestic operating company of the Royal/Dutch Shell Group.

SOI's Public Affairs Manager is Mr. B. R. Vehnekamp (504) 728-4604.


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