EXHIBIT 23.4

                          INDEPENDENT AUDITORS' CONSENT

The Board of Directors
Ocean Energy, Inc.:

We consent to the use of our report dated January 28, 2003, with respect to the
consolidated balance sheets of Ocean Energy, Inc. and subsidiaries as of
December 31, 2002 and 2001, and the related consolidated statements of
operations, stockholders' equity and cash flows for each of the years in the
three-year period ended December 31, 2002, incorporated by reference in this
document and to the reference to our firm under the heading "Experts" in the
registration statement.

Our report refers to a change in the method of accounting for derivative
financial instruments, effective January 1, 2001.


/s/ KPMG LLP

Houston, Texas
March 7, 2003