Washington, D.C. 20549

                                   FORM 6-K

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

                             For December 20, 2001

                                 CNOOC Limited

                (Translation of registrant's name into English)


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


(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
                           ---------                ----------

(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

                Yes                      No           X
                           ---------                ----------

(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 Adds Industry Veteran to The Board of Directors

(Hong Kong, December 19, 2001) - The Board of Directors (the "Board") of CNOOC
Limited (NYSE "CEO", SEHK "883") (the "Company") announced today that Mr. Will
Honeybourne has been appointed to the Board in place of Mr. Lim Meng Ann who
departs the Board effective from 18 December 2001.

Mr. Will Honeybourne is a Managing Director of First Reserve, a private equity
firm specialized in energy investments. Prior to joining First Reserve, he
served as Senior Vice President for Western Atlas International, President and
Chief Executive Officer of Alberta-based Computalog and in various management
capacities with Baker Hughes, including Vice President and General Manager at
INTEQ and President of EXLOG. Mr. Honeybourne serves on several other energy
company boards in the United States, Canada and the United Kingdom. A United
States national, Mr. Honeybourne holds a BSc. in Oil Technology from Imperial
College, London University.

"I am very pleased to have Mr. Will Honeybourne on our Board. He brings a
combination of industry experiences and capital market knowledge to the Board.
It strengthens the Board's ability to govern," said Mr. Wei Liucheng, Chairman
and Chief Executive Officer of the Company, "We have been trying to bring
global industry insights to the Board. Mr. Honeybourne is the perfect fit.
Together with Mr. Honeybourne, the Board will continue to ensure the Company
maintains the highest management standards and good corporate governance. On
behalf of the Board, I would like to thank Mr. Lim Meng Ann for his valuable
contribution to the Company."

Mr. Will Honeybourne's brief biography is attached for reference:

Will Honeybourne (49), Managing Director of First Reserve, joined First
Reserve in 1999. He is responsible for deal origination and investment
structuring and monitoring, with a primary focus on service technology and the
international markets. He serves on the board of directors of various First
Reserve portfolio companies, currently including Dresser Inc., CiDRA
Corporation, Highland Energy Limited, Canadian Crude Separators, Inc., and
Destiny Resource Services Corporation. Prior to joining First Reserve, Mr.
Honeybourne served as Senior Vice President of Western Atlas International, a
$2.5 billion oilfield services company. Prior to Western Atlas, he served as
President and Chief Executive Officer of Alberta-based Computalog and in
various capacities with Baker Hughes, including Vice President and General
Manager at INTEQ and President of EXLOG. Born in Great Britain, Mr.
Honeybourne holds a BSc. in oil Technology from Imperial College, London

First Reserve is managed by a stable team of 8 Partners who have an average of
22 years of industry experience. The Partners are supported by 6 other
investment professionals.

First Reserve has generated a strong investment track record. First Reserve
has over US$2.5 billion of assets under management. First Reserve acquires
interests in both

producing companies and companies that provide services, equipment,
manufacturing and production enhancement capabilities to the energy sector. By
using their domain knowledge and experience in the energy sector, and by
applying buyout and growth techniques to its investments, First Reserve is
able to build substantial businesses and generate good returns for its


Notes to Editors:


Incorporated in Hong Kong in August 1999, the Company is the dominant producer
of crude oil and natural gas offshore China. The Company is also one of the
largest independent crude oil and gas exploration and production companies in
the world. As of December 31, 2000, its net proved reserves were 1.8 billion
barrels-of-oil equivalents and its net production totaled 239,337 BOE per day.

The Company has interests in 45 crude oil and gas properties in four major
producing areas: Bohai Bay, Western South China Sea, Eastern South China Sea
and East China Sea. The Company is a major oil and gas company in China with
approximately 1,000 employees.


The Company is a 70.6% held subsidiary of China National Offshore Oil
Corporation ("CNOOC"). The Company is the sole vehicle through which CNOOC
carries out oil and gas exploration, development and production activities
offshore China and internationally.

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

*** *** ***

This press release contains statements that are not historical facts,
including statements about beliefs and expectations of the directors of 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 of the PRC's economic, political and social
conditions as well as government policies.

*** *** ***

For further enquiries, please contact:

Mr. Xiao Zongwei                          Ms. Anne Lui/Mr. Henry Chua
CNOOC Limited                             Ketchum Newscan Public Relations
Tel : +86 10 8452 1646                    Tel: +852 3141 8016/+852 3141 8082
Fax: +86 10 8452 1648                     Fax: +852 2510 8199
E-mail:               Email:


     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: December 20, 2001