Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For the month of May, 2007

Commission File Number 1-14966


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 of Form 20-F or Form 40-F.

Form 20-F   X    Form 40-F ___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant 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): Not applicable




Signature

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



     
CNOOC Limited
 
         
 
By:
 
/s/ Kang Xin
 
 
Name:
 
Kang Xin
 
 
Title:
 
Company Secretary
 
Dated: May 21, 2007
 
     




EXHIBIT INDEX
 
 

 
Exhibit No.  Description
   
99.1 Announcement of Change of Company Secretary dated May 18, 2007.

                                          

                                           

 
 
 
 

 
 
Exhibit 99.1
 
(Incorporated in Hong Kong with limited liability under the Companies Ordinance)
(Stock Code: 883)

Change of Company Secretary
 
The Company hereby announces that Mr. Victor Zhikai Gao’s employment as company secretary of the Company ceased with effect from 25 April 2007. The Company is pleased to announce that Ms. Kang Xin has been appointed as the company secretary of the Company in place of Mr. Victor Zhikai Gao with effect from 25 April 2007.

CNOOC Limited (the “Company”) hereby announces that Mr. Victor Zhikai Gao’s employment as company secretary of the Company ceased with effect from 25 April 2007. The Company is pleased to announce that Ms. Kang Xin has been appointed as the company secretary of the Company in place of Mr. Victor Zhikai Gao with effect from 25 April 2007.

Mr. Victor Zhikao Gao has confirmed that he has no disagreement with the board of directors (the “Board”) of the Company and there are no matters relating to the cessation of his employment that need to be brought to the attention of the Company´s shareholders.

The Board warmly welcomes Ms. Kang Xin to her new position.

 
By Order of the Board
 CNOOC Limited
 Kang Xin
 Company Secretary

Hong Kong, 18 May 2007

As at the date of this announcement, the Board comprises:

Executive Directors
Fu Chengyu (Chairman)
Zhou Shouwei
Wu Guangqi
Yang Hua
 
Non-executive Directors
Luo Han
Cao Xinghe
Wu Zhenfang
Independent Non-executive Directors
Edgar W. K. Cheng
Chiu Sung Hong
Evert Henkes
Lawrence J. Lau
Tse Hau Yin, Aloysius