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EXHIBIT 10.20 REMINGTON OIL AND GAS CORPORATION 2004 STOCK INCENTIVE PLAN RESTRICTED STOCK AGREEMENT (Employees) 1.Agreement to Grant Restricted Shares.Subject to the conditions described in this
agreement (the Agreement) and the Remington Oil and Gas 2004 Stock Incentive Plan (the Plan),
Remington Oil and Gas Corporation, a Delaware corporation (the Company), hereby agrees to grant
to _______(Participant) all rights, title and interest in the record and
beneficial ownership of _______(_______) shares (the Restricted Shares) of common stock,
$0.01 par value per share, of the Company (Common Stock). The grant of such Restricted Shares
shall be effective as of _______(the Grant Date). All capitalized terms not otherwise
defined herein shall have the meanings set forth in the Plan, the terms of which are incorporated
herein by reference. 2.Issuance and Transferability.Certificates representing the shares granted
hereunder shall be issued to Participant pursuant to the terms of the Plan as of the Grant Date and
shall be marked with the following legend: The shares represented by this certificate have been issued
pursuant to the terms of the Remington Oil and Gas Corporation
2004 Stock Incentive Plan and may not be sold, pledged,
transferred, assigned or otherwise encumbered in any manner
except as is set forth in the terms of such Plan or Award dated _______. Until all restrictions lapse, the Restricted Stock shall not be transferable except by will or the
laws of descent and distribution or pursuant to a domestic relations order of the court in a
divorce proceeding. No right or benefit hereunder shall in any manner be liable for or subject to
any debts, contracts, liabilities, or torts of Participant. Notwithstanding the foregoing, in the
case of Participants death or Disability, Participants rights under this Agreement may be
exercised by Participants guardian or legal representative. Any purported assignment, alienation,
pledge, attachment, sale, transfer or other encumbrance of the Restricted Stock, prior to the lapse
of restrictions, that does not satisfy the requirements hereunder shall be void and unenforceable
against the Company. 3.Risk of Forfeiture.Participant shall immediately forfeit all rights pursuant to
this Agreement and to any nonvested portion of the Restricted Shares in the event of Participants
termination, resignation or removal from employment with the Company under circumstances that do
not cause Participant to become fully vested under the terms of this Agreement. 4.Vesting.Subject to Paragraph 3 hereof and the terms of the Plan, Participant
shall vest in all rights under the Restricted Shares and any rights of the Company to such shares
shall lapse with respect to the Restricted Shares on the earlier of (i) the dates set forth below;
(ii) a Change in Control; (iii) Participants Disability; (iv) Participants death; (v) Participant
attains age




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65 and retires; or (vi) the Performance Vesting Date as defined below. In the event of a
termination of the Participant without Cause prior to full vesting of the Restricted Shares, the
Committee may, in its discretion accelerate vesting of part or all of the unvested Restricted
Shares. Should the Committee not exercise its discretion to accelerate vesting as to all the
Restricted Shares, the Committee shall submit the issue to the full Board of Directors at its next
regularly scheduled meeting. By a vote of two-thirds (2/3rds) of its members at any meeting at
which a quorum is present, the Board of Directors may (but shall not be required to) accelerate
vesting with respect to all or part of the Restricted Shares. Any Participant who is also a member
of the Board of Directors shall abstain from voting on the vesting of his own Restricted Shares. If
not earlier vested, the Restricted Shares shall vest according to the following schedule, provided
that the Participant is continuously employed by the Company from the Grant Date to the applicable
vesting date: April 13, 2008    25%
April 13, 2009    25%
April 13, 2010    50% Notwithstanding the foregoing, all Restricted Shares shall become fully vested on the date that the
closing price per share of the Companys Common Stock equals or exceeds two (2) times the closing
price per share of such stock on April 13, 2005 ($___) on the New York Stock Exchange, or such
other exchange or market on which such shares primarily trade (the Performance Vesting Date).
Upon vesting of the Restricted Shares, the Committee shall issue and deliver to Participant a
certificate for such shares without the legend set forth in Section 2 above for the number of
shares that are no longer subject to such restrictions, less the shares withheld, if any, pursuant
to Paragraph 10. 5.Ownership Rights/Dividends.Subject to the reservations set forth in this
Agreement, the Plan and Paragraph 8, upon Participants receipt of the Restricted Shares,
Participant shall be entitled to all voting and ownership rights applicable to the Restricted
Shares, including the right to receive any cash dividends that may be paid on the Restricted
Shares. The Restricted Shares shall be registered in the name of the Participant and at the
address set forth below the Participants signature attached hereto. In addition, in the event of
payment of any dividends on shares of Common Stock after October 14, 2004 and prior to issuance of
the Restricted Shares, Participant shall receive a cash payment equal to the dividends paid with
respect to an equivalent number of shares of Common Stock, reduced by the amount of any taxes
required to be withheld with respect to such payment. Such payment shall be made to Participant
within thirty days of the issuance of the Restricted Shares. 6.Reorganization of the Company.The existence of this Agreement shall not affect
in any way the right or power of the Company or its stockholders to make or authorize any or all
adjustments, recapitalizations, reorganizations or other changes in the Companys capital structure
or its business; any merger or consolidation of the Company; any issue of bonds, debentures,
preferred or prior preference stock ahead of or affecting the Restricted Shares or the rights
thereof; the dissolution or liquidation of the Company, or any sale or transfer of all or any part
of its assets or business, or any other corporate act or proceeding, whether of a similar character
or otherwise. 2




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7.Recapitalization Events.In the event of stock dividends, spin-offs of assets or
other extraordinary dividends, stock splits, combinations of shares, recapitalizations, mergers,
consolidations, reorganizations, liquidations, issuances of rights or warrants and similar
transactions or events involving the Company (Recapitalization Events), then for all purposes
references herein to Common Stock or to Restricted Shares shall mean and include all securities or
other property (other than cash) that holders of Common Stock of the Company are entitled to
receive in respect of Common Stock by reason of each successive Recapitalization Event, which
securities or other property (other than cash) shall be treated in the same manner and shall be
subject to the same restrictions as the underlying Restricted Shares. 8.Certain Restrictions.By executing this Agreement, Participant acknowledges that
he will enter into such written representations, warranties and agreements and execute such
documents as the Company may reasonably request in order to comply with the securities law or any
other applicable laws, rules or regulations, or with this document or the terms of the Plan. 9.Amendment. No amendment or termination of this Agreement shall be made by the
Company at any time without the written consent of Participant. 10.Withholding of Taxes.The Participant may direct the Company to withhold
issuance of unrestricted shares that have a fair market value as of the applicable withholding date
equal to the minimum amount necessary to satisfy the Companys withholding obligation.
Participant agrees that, if he makes an election under Section 83(b) of the Internal Revenue Code
of 1986, as amended, with regard to the Restricted Shares, he will so notify the Company in writing
within two (2) days after making such election, so as to enable the Company to timely comply with
any applicable governmental reporting requirements. The Company shall have the right to take any
action as may be necessary or appropriate to satisfy any federal, state or local tax withholding
obligations. 11.No Guarantee of Tax Consequences.The Company makes no commitment or guarantee
to Participant that any federal or state tax treatment will apply or be available to any person
eligible for benefits under this Agreement. 12.Severability.In the event that any provision of this Agreement shall be held
illegal, invalid, or unenforceable for any reason, such provision shall be fully severable and
shall not affect the remaining provisions of this Agreement, and the Agreement shall be construed
and enforced as if the illegal, invalid, or unenforceable provision had never been included herein. 13.Governing Law. This Agreement shall be construed in accordance with the laws of
the State of Delaware to the extent federal law does not supersede and preempt Delaware law. 3




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Executed the ___day of  2005. COMPANY:By: Accepted the ___day of , 2005. PARTICIPANT:    Address:       4