Burlington Resources Capital II Watch

from S-3/A ~50 pages Form of Indenture - Trust Preferred Securities

from S-3/A ~50 pages Form of Amended Declaration of Trust -B.R.C. II

from S-3/A ~50 pages Form of Amended Declaration of Trust -B.R.C. I

from S-3/A ~20 pages Form of Guarantee-Burlington Resources Capital II

from S-3/A ~20 pages Form of Guarantee - Burlington Resources Capital I

from S-3 ~50 pages Form of Subordinated Indenture

from S-3 ~50 pages Form of Senior Indenture

from S-3 ~5 pages Dec. of Trust of Burling Resources Capital II

from S-3 ~5 pages Dec. of Trust of Burling Resources Capital I

from S-3 1 page Certificate of Trust of Burlington Resources Capital II This Certificate of Trust of Burlington Resources Capital II (The "Trust") Is Being Duly Executed and Filed by Chase Bank of Texas, National Association, a National Banking Association, Chase Manhattan Bank Delaware, a Delaware Banking Corporation, and John E. Hagale, an Individual, as Trustees, to Form a Business Trust Under the Delaware Business Trust Act (12 Del. C. Ss.3801 Et Seq.). 1. Name. the Name of the Business Trust Formed Hereby Is Burlington Resources Capital II. 2. Delaware Trustee. the Name and Business Address of the Trustee of the Trust in the State of Delaware Are Chase Manhattan Bank Delaware, 1201 Market Street, Wilmington, Delaware 19801. 3. Effective Date. This Certificate of Trust Shall Be Effective Upon Filing. in Witness Whereof, the Undersigned, Being All of the Trustees of the Trust, Have Executed This Certificate. Chase Bank of Texas, National Association By: /S/ Nancy J. Pugsley Name: Nancy J. Pugsley Title: Vice President and Financial Officer Chase Manhattan Bank Delaware By: /S/ Denis Kelly Name: Denis Kelly Title: Trust Officer /S/ John E. Hagale Name: John E. Hagale

from S-3 1 page Certificate of Trust of Burlington Resources Capital I This Certificate of Trust of Burlington Resources Capital I (The "Trust") Is Being Duly Executed and Filed by Chase Bank of Texas, National Association, a National Banking Association, Chase Manhattan Bank Delaware, a Delaware Banking Corporation, and John E. Hagale, an Individual, as Trustees, to Form a Business Trust Under the Delaware Business Trust Act (12 Del. C. Ss.3801 Et Seq.). 1. Name. the Name of the Business Trust Formed Hereby Is Burlington Resources Capital I. 2. Delaware Trustee. the Name and Business Address of the Trustee of the Trust in the State of Delaware Are Chase Manhattan Bank Delaware, 1201 Market Street, Wilmington, Delaware 19801. 3. Effective Date. This Certificate of Trust Shall Be Effective Upon Filing. in Witness Whereof, the Undersigned, Being All of the Trustees of the Trust, Have Executed This Certificate. Chase Bank of Texas, National Association By: /S/ Nancy J. Pugsley Name: Nancy J. Pugsley Title: Vice President and Financial Officer Chase Manhattan Bank Delaware By: /S/ Denis Kelly Name: Denis Kelly Title: Trust Officer /S/ John E. Hagale Name: John E. Hagale