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 March 27, 2003



                                 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
                                 -----                -----


(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
                                 -----                -----


(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): N/A.)





FOR IMMEDIATE RELEASE

           CNOOC Limited Reported Record Growth and Double Dividend

(Hong Kong, March 27, 2003) CNOOC Limited (NYSE "CEO", SEHK "883") announced
today its annual results for the 12 months ended December 31, 2002. In the
past year, the Company generated oil and gas revenues of Rmb 23.8 billion (USD
2.9 billion), an increase of Rmb 6.2 billion (USD 751 million), or 35.4%, from
2001. Significant revenue growth was mainly attributable to 32.6%
year-over-year production increase, the highest in the company's history.
Daily production in 2002 was 346,639 barrels of oil equivalent (boe). Net
profit totaled Rmb 9.2 billion (USD 1.1 billion), an increase of Rmb 1.3
billion (USD 154 million), or 16.0% from 2001. The reported net profit
exceeded the consensus forecast of Rmb 8.85 billion made by 22 research
analysts surveyed by I/B/E/S. The Board has authorized a HKD 0.15/share
(approximately Rmb 0.159/share) normal dividend and a HKD 0.15/share
(approximately Rmb 0.159/share) special dividend.

"2002 was another spectacular year for CNOOC Limited. The Company had the
highest production growth in its history and generated very strong earnings
through production volume increases and well-controlled costs," said Wei
Liucheng, Chairman and Chief Executive Officer.

In 2002, the Company achieved annual production of 126.5 million boe while
maintaining its low costs structure. The Company's all-in production costs
offshore China was US$8.48 per boe. There were also thirteen discoveries and
three new fields came on stream. Through successful drilling and opportunistic
acquisitions, the Company achieved a reserve replacement ratio of 281%. As of
December 31, 2002, net oil and gas reserves totaled approximately 2.0 billion
boe. "We have met and exceeded our targets for annual production, reserve
replacement, production costs, and exploration and development programs,"
commented Zhou Shouwei, President of the Company.

CNOOC Limited also made three sensible and opportunistic acquisitions during
the year. "These acquisitions brought the company with immediate value
enhancing production increase and material reserve additions, and rendered
reserve visibility to our natural gas business, especially the leadership
position in China's coastal LNG market," commented Mark Qiu, Chief Financial
Officer and Senior Vice President, "Prudent and well executed acquisitions
resulted in quality asset growth and low cost entry into additional
hydrocarbon-rich basins. We have been leveraging on the Company's financial
strength and flexibility to maximize value for shareholders and other
stakeholders".

"We will continue to focus on lengthening Company's growth horizon and
positioning the Company for an even brighter future," added Wei Liucheng, "I
am convinced that we are on the right track to create a premier E&P platform
with an offshore China focus. I would like our shareholders and other
stakeholders to benefit from the Company's continuous growth in many years to
come."

The Board of Directors has approved a year-end dividend of HKD 30 cents per
share, a normal dividend of HKD 15 cents and a special dividend of HKD 15
cents per share, which together with the interim dividend of HKD 11 cents per
share, will give a total of HKD 41 cents per share. "The special dividend is
an extra-bonus to our shareholders due to a strong realized oil price and the
excellent financial performance. E&P investors should be able to share the
upside of commodity prices movement," commented Mark Qiu.

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, 2002, its net proved
reserves were 2.0 billion barrels-of-oil equivalents and its net production
averaged 346,639 BOE per day in 2002.





CNOOC Limited 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
slightly over 1,000 employees. The Company has become the largest offshore
producer in Indonesia after the acquisition of Indonesian assets.

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
Ltd. (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
CNOOC Limited
Tel: +86 10 8452 1646
Fax: +86 10 8452 1648
E-mail: xiaozw@cnooc.com.cn,
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Ms Anne Lui/Ms. Maggie Chan/Ms. Carol Chan
Ketchum Newscan Public Relations
Tel: 852-3141-8016/ 852-3141-8063/3141-8091
Fax: 852-2510-8199
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: March 27, 2003