EXHIBIT 10.30

                                    AMENDMENT
                                       TO
                            BURLINGTON RESOURCES INC.
                       1997 EMPLOYEE STOCK INCENTIVE PLAN

         The Burlington Resources Inc. 1997 Employee Stock Incentive Plan (the
"Plan") is hereby amended in the following respects:

                  1.       Section 2.7 is amended to read in its entirety as
                           follows:

         "2.7 COMMITTEE

         "The Compensation Committee of the Board of Directors."

                  2.       The last sentence of Section 7.2 of the Plan is
amended to read in its entirety as follows:

                  "If the Committee determines that any shares of Restricted
                  Stock granted or to be granted under the Plan will be
                  represented by the issuance of certificates, the Committee may
                  require, under such terms and conditions as it deems
                  appropriate or desirable, that the certificates for such
                  Restricted Stock may be held in custody by a bank or other
                  institution, or that the Company may itself hold such shares
                  in custody until the Restriction Period (as defined in Section
                  7.3) expires or until restrictions thereon otherwise lapse,
                  and may require, as a condition of any receipt of Restricted
                  Stock, that the Participant shall have delivered a stock power
                  endorsed in blank relating to the shares of Restricted Stock."

                  3.       A new Section 7.9 is added to the Plan to read in its
entirety as follows:

                  "7.9 The Committee shall in its discretion determine whether
                  any shares of Restricted Stock granted or to be granted under
                  the Plan will be represented by the issuance of a certificate
                  for such shares registered in the name of the Participant
                  (subject to Section 7.2) or will be represented by a book
                  entry reflecting the grant to the Participant."

                  Adopted by the Compensation Committee of the Board of
Directors of Burlington Resources Inc. on December 17, 2003.