SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

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                                   FORM 6-K

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                       REPORT OF FOREIGN PRIVATE ISSUER
                     PURSUANT TO RULE 13a-16 OR 15d-16 OF
                      THE SECURITIES EXCHANGE ACT OF 1934


                                For May 3, 2004



                                 CNOOC Limited

                (Translation of registrant's name into English)

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                                  65th Floor
                              Bank of China Tower
                                One Garden Road
                              Central, Hong Kong
                   (Address of principal executive offices)

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(Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F)



                Form 20-F   X                   Form 40-F
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(Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)


                Yes                             No          X
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(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): N/A.)



Company Press Release

                CNOOC Limited CFO Added to CNOOC Finance Board

(Hong Kong, 30 April 2004) CNOOC Limited (the "Company" or "CNOOC Ltd."; NYSE
"CEO", SEHK "883") today announced that the board of CNOOC Finance Corporation
Limited ("CNOOC Finance") has approved the request by the Company to increase
its board representation at CNOOC Finance and elected Mr. Mark Qiu, CFO and
Senior Vice President of the Company, to its board. The Company's board
representation in CNOOC Finance has therefore increased to three; the other
board members are the Company's Chairman and CEO, Mr. Fu Chengyu, and the
company's treasurer, Mr. Cheng Chi.

"I thank the board of CNOOC Finance for its decision. CNOOC Finance is a solid
financial institution licensed by China's central bank. It is in a sound
regulatory environment and has a prudent financial management culture. Many of
the thirty some professionals came from the commercial banking industry and
90% of them have college and post graduate degrees. I look forward to working
with the management of CNOOC Finance and its dedicated and highly qualified
staff," commented Mark Qiu, CFO of the Company.

"It is clear that the Company's shareholders will benefit from the improvement
in efficiency afforded by taking advantage of this platform. Nonetheless, we
are mindful of shareholders' legitimate concerns about risks. The board and
the management of the Company will ensure that high standards and independence
are upheld by this financial institution, about which I am optimistic,"
continued Dr. Qiu.

CNOOC Limited owns 31.8% of the shares of CNOOC Finance. The Company's
shareholders overwhelmingly approved the Company's plan to use CNOOC Finance
as a vehicle to improve treasury efficiency and to diversify liquidity risks.

Ends


Notes to Editors:

CNOOC LIMITED - BACKGROUND
Incorporated in Hong Kong in August 1999, CNOOC Limited (SEHK: 883; NYSE: CEO)
is the dominant producer of crude oil and natural gas offshore China. CNOOC
Limited is also one of the largest independent crude oil and gas exploration
and production companies in the world.

As of December 31, 2003, its net proved reserves were 2.1 billion
barrels-of-oil equivalents and its net production averaged 356,729 BOE per
day.

CNOOC Limited is currently engaged in exploration, development and production
in four major areas offshore China, which cover Bohai Bay, Western South China
Sea, Eastern South China Sea and East China Sea. The Company is also one of
the largest offshore crude producers in Indonesia.

The Company has about 2,447 employees.



CNOOC LIMITED -RELATIONSHIP WITH ITS PARENT COMPANY
CNOOC Limited, incorporated in Hong Kong, is a 70.6% held subsidiary of China
National Offshore Oil Corporation ("CNOOC"). CNOOC Limited is the sole vehicle
through which CNOOC carries out oil and gas exploration, development,
production and selling activities offshore China and internationally.

CNOOC, the parent company, is involved in the administrative, research, and
services functions for the China offshore petroleum industry as well as other
mid- or downstream petroleum projects.

*** *** ***

This press release contains statements that are not historical facts,
including statements about beliefs and expectations of the directors of CNOOC
Limited (the "Company"). These forward-looking statements are based on current
plans, estimates and projections, and therefore you should not place undue
reliance on them. Forward-looking statements speak only as of the date they
are made, and the directors of the Company undertake no obligation to update
publicly any of them in light of new information or future events.
Forward-looking statements involve inherent risks and uncertainties. You are
cautioned that a number of important factors could cause actual results to
differ materially from those contained in any forward-looking statement. Such
factors include, but are not limited to, changes in PRC economic, political
and social conditions as well as government policies.

*** *** ***

For further enquiries, please contact:

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Mr. Xiao Zongwei                 Ms Anne Lui/Ms. Maggie Chan/Ms. Carol Chan
CNOOC Limited                    Ketchum Newscan Public Relations
Tel: +86 10 8452 1646            Tel: 852-3141-8016/852-3141-8063/852-3141-8091
Fax: +86 10 8452 1648            Fax: 852-2510-8199
E-mail: xiaozw@cnooc.com.cn      E-mail: anne.lui@knprhk.com
                                         carol.chan@knprhk.com
                                         maggie.chan@knprhk.com

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                                  SIGNATURES

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

                                        CNOOC Limited


                                        By:  /s/ Cao Yunshi
                                             -----------------------------
                                               Name:   Cao Yunshi
                                               Title:  Company Secretary

Dated: May 3, 2004