Form 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL
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1. Name and Address of Reporting Person*Howard, Robert L.	2. Issuer Name and Ticker or Trading Symbol Ocean Energy Inc (OEI)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) _X_ Director ___ 10% Owner ___ Officer (give title below) ___ Other (specify below)
1. Name and Address of Reporting Person*Mason, Elvis L.	2. Issuer Name and Ticker or Trading Symbol Ocean Energy Inc (OEI)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) _X_ Director ___ 10% Owner ___ Officer (give title below) ___ Other (specify below)
(Last) (First) (Middle) 5413 Sturbridge Drive	3. I.R.S. Identification Number of Reporting Person, if an entity(voluntary)	4. Statement for Month/Day/Year04/25/2003
(Last) (First) (Middle) 2100 McKinney AvenueSuite 700, LB-8	3. I.R.S. Identification Number of Reporting Person, if an entity(voluntary)	4. Statement for Month/Day/Year04/25/2003
(Street) Houston, TX 77056		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person
(Street) Dallas, TX 75201-1803		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person
(City) (State) (Zip)	Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security(Instr. 3)	2. Transaction Date(Month/Day/Year)	2A. Deemed ExecutionDate, if any(Month/Day/Year)	3. TransactionCode(Instr. 8)		4. Securities Acquired (A) or Disposed of (D)(Instr. 3, 4 and 5)			5. Amount of Securities Beneficially OwnedFollowing ReportedTransactions(Instr. 3 and 4)	6. Ownership Form:Direct (D) or Indirect (I)(Instr. 4)	7. Nature of IndirectBeneficial Ownership(Instr. 4)
			Code	V	Amount	(A)or(D)	Price
Common	04/25/2003		D	V	614,~~000~~500	D	(1)	~~-0-~~11,260	D
Common	04/25/2003		D	V	2111,~~087~~260	D	(1)	~~-0-~~14,500	I	(2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instructions 4(b)(v).
	Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.	(Over) SEC 1474 (9-02)

FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1.Title of Derivative Security(Instr.3)

2.Conversion orExercisePrice ofDerivativeSecurity

3.TransactionDate(Month/Day/Year)

3A.Deemed ExecutionDate, if any(Month/Day/Year)

4.Transaction Code(Instr. 8)

5.Number of DerivativeSecurities Acquired (A) or Disposed of (D)(Instr.3,4 and 5)

6.Date Exercisableand Expiration Date(Month/Day/Year)

7.Title and Amount ofUnderlying Securities(Instr. 3 and 4)

8.Price ofDerivativeSecurity(Instr. 5)

9.Number ofDerivativeSecuritiesBeneficiallyOwned FollowingReported Transaction(s)(Instr. 4)

10.OwnershipForm ofDerivativeSecurity:Direct (D) or Indirect (I)(Instr. 4)

11.Nature ofIndirectBeneficialOwnership(Instr. 4)

Code

(A)

(D)

DateExercisable

ExpirationDate

Title

AmountorNumberof Shares

Stock Option (Right to Buy) UMC-(94D)NQ

$3510.~~0970~~3850

04/25/2003

3,900

(3)

0905/2717/~~2007~~2005

Common

3,900

(3)

~~-0-~~3,900

Stock Option (Right to Buy) UMC-(94D)NQ

$2611.~~4430~~9240

04/25/2003

3,900

(3)

05/2123/~~2008~~2006

Common

3,900

(3)

~~-0-~~3,900

Stock Option (Right to Buy) OEI-(98)NQ

$23.2600

04/25/2003

25,000

(3)

03/27/2008

Common

25,000

(3)

-0-

Stock Option (Right to Buy) UMC-(94D)NQ

$22.6930

04/25/2003

3,900

(3)

05/22/2007

Common

3,900

(3)

3,900

Stock Option (Right to Buy) OEI-(99)NQ

$9.7500

04/25/2003

10,000

(3)

05/25/2009

Common

10,000

(3)

-0-

Stock Option (Right to Buy) UMC-(94D)NQ

$26.4430

04/25/2003

3,900

(3)

05/21/2008

Common

3,900

(3)

3,900

Stock Option (Right to Buy) OEI-(99)NQ

$15.6875

04/25/2003

6,000

(3)

05/10/2010

Common

6,000

(3)

-0-

Stock Option (Right to Buy) OEI-(98)

$23.2600

04/25/2003

25,000

(3)

03/27/2008

Common

25,000

(3)

25,000

Stock Option (Right to Buy) OEI-(99)NQ

$179.~~9100~~7500

04/25/2003

610,000

(3)

05/0925/~~2011~~2009

Common

610,000

(3)

~~-0-~~10,000

Stock Option (Right to Buy) OEI-(01)NQ

$22.5800

04/25/2003

6,000

(3)

05/14/2012

Common

6,000

(3)

-0-

Stock Option (Right to Buy) OEI-(99)NQ

$15.6875

04/25/2003

6,000

(3)

05/09/2010

Common

6,000

(3)

6,000

Stock Option (Right to Buy) OEI-(99)NQ

$17.9100

04/25/2003

6,000

(3)

05/09/2011

Common

6,000

(3)

6,000

Stock Option (Right to Buy) OEI-(01)NQ

$22.5800

04/25/2003

6,000

(3)

05/14/2012

Common

6,000

(3)

6,000

Explanation of Responses: (1) Disposed of pursuant to merger agreement between Issuer ("OEI") and Devon Energy Corporation ("DVN") at an exchange rate of 0.414 shares of DVN Common Stock for each share of OEI Common Stock. The closing price of DVN Common Stock on the exchange date was $48.65 ~~per share~~.(2) Represents share interest held in OEI Outside Directors Deferred Fee Plan as of April 25, 2003.(3) This option was assumed by DVN in the merger. The number of shares of DVN Common Stock purchasable under the Assumed Option shall be equal to 0.414 times the number of shares of OEI Common Stock underlying the Assumed Option. The per share exercise price of the Assumed Option shall be an amount equal to the per share exercise price of the stock option being assumed divided by 0.414. The Assumed Option, to the extent not already vested, became fully vested on April 25, 2003 as a result of the Change in Control.

**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	/s/ Robert K. Reeves **Signature of Reporting PersonAttorney-in-fact for ~~Robert~~Elvis L. ~~Howard~~Mason	04/29/2003 Date
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not
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