<PAGE>   1
                                                                     Exhibit 4.5



                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN

                        Effective as of February 10, 2000












<PAGE>   2




                                TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S>      <C>                                                       <C>
ARTICLE I DEFINITIONS.................................................1
1.01     Account......................................................1
1.02     Affiliated Entity............................................1
1.03     Code.........................................................1
1.04     Committee....................................................1
1.05     Company......................................................2
1.06     Company Match................................................2
1.07     Compensation.................................................2
1.08     Deferred Amounts.............................................2
1.09     Election Agreement...........................................2
1.10     Fair Market Value............................................2
1.11     Participant..................................................2
1.12     Plan Year....................................................3
1.13     Stock........................................................3
1.14     Stock Units..................................................3
1.15     Trust........................................................3
1.16     Trust Agreement..............................................3
1.17     Trustee......................................................3

ARTICLE II ELIGIBILITY AND PARTICIPATION..............................3
2.01     Eligibility and Participation................................3
2.02     Election.....................................................4
2.03     Failure of Eligibility.......................................4

ARTICLE III CONTRIBUTION DEFERRALS....................................4
3.01     Participant Deferrals........................................4
3.02     Company Match................................................5

ARTICLE IV INVESTMENT OF DEFERRALS AND ACCOUNTING; VOTING.............5
4.01     Investments..................................................5
4.02     Voting.......................................................6

ARTICLE V DISTRIBUTIONS...............................................6
5.01     Vesting......................................................6
5.02     Distribution During Employment...............................7
5.03     Distributions After Employment...............................7
5.04     Distributions After Participant's Death......................7
5.05     Withholding..................................................8

ARTICLE VI ADMINISTRATION.............................................8
6.01     The Committee - Plan Administrator...........................8
</TABLE>




<PAGE>   3


<TABLE>
<S>      <C>                                                        <C>
6.02     Committee to Administer and Interpret Plan...................8
6.03     Organization of Committee....................................9
6.04     Agent for Process............................................9
6.05     Determination of Committee Final.............................9

ARTICLE VII TRUST.....................................................9
7.01     Trust Agreement..............................................9
7.02     Expenses of Trust............................................9

ARTICLE VIII AMENDMENT AND TERMINATION...............................10
8.01     Amendment...................................................10
8.02     Successors and Assigns; Termination of Plan.................10

ARTICLE IX MISCELLANEOUS.............................................10
9.01     Stock Subject to the Plan...................................10
9.02     Funding of Benefits -- No Fiduciary Relationship............10
9.03     Right to Terminate Employment...............................11
9.04     Inalienability of Benefits..................................11
9.05     Claims Procedure............................................11
9.06     Disposition of Unclaimed Distributions......................12
9.07     Distributions Due Infants or Incompetents...................12
9.08     Use and Form of Words.......................................12
9.09     Headings....................................................12
9.10     Governing Law...............................................13
</TABLE>





<PAGE>   4


                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN





         Apache Corporation ("Apache") hereby establishes the Apache Corporation
Deferred Delivery Plan (the "Plan") effective as of February 10, 2000.


         Apache intends for this Plan to provide a select group of key employees
of the Company (as that term is defined in Article I) with an opportunity to
defer income in consideration of the valuable services provided by such
employees to the Company and to induce such employees to remain in the employ of
the Company. The Company intends that the Plan shall not be treated as a
"funded" plan for purposes of either the Code or the Employee Retirement Income
Security Act of 1974, as amended ("ERISA").


                                    ARTICLE I
                                   DEFINITIONS

         Defined terms used in this Plan shall have the meanings set forth
below:

1.01     Account

         "Account" means the memorandum account maintained for each Participant
         to which shall be credited all Deferred Amounts elected by a
         Participant, all Company Match made on behalf of a Participant, and all
         adjustments thereto.

1.02     Affiliated Entity

         "Affiliated Entity" means any legal entity that is treated as a single
         employer with Apache pursuant to Code sections 414(b), 414(c), 414(m)
         or 414(o).

1.03     Code

         "Code" means the Internal Revenue Code of 1986, as amended.

1.04     Committee

         "Committee" means the Stock Option Plan Committee of Apache's Board of
          Directors.





                                    1 of 13
<PAGE>   5


1.05     Company

         "Company" means (i) Apache, and (ii) any Affiliated Entity that, with
         approval of Apache's Board of Directors, has adopted the Plan.

1.06     Company Match

         "Company Match" means the allocations to a Participant's Account made
         pursuant to Section 3.02.

1.07     Compensation

         "Compensation" shall mean the one-time 1999 discretionary award and/or
         income from future exercises of non-qualified employee stock options
         granted to the Participants pursuant to Apache's 1990 Stock Incentive
         Plan, 1995 Stock Option Plan, 1998 Stock Option Plan or 2000 Stock
         Option Plan. The Committee and/or the Board of Directors may from time
         to time designate other forms of remuneration that are available for
         deferral into the Plan.

1.08     Deferred Amounts

         "Deferred Amounts" means the amounts of a Participant's Compensation,
         which he elects to defer and have allocated to his Account pursuant to
         Section 3.01.

1.09     Election Agreement

         "Election Agreement" means an application for participation in the
         Plan, execution of which by an eligible employee is required under
         Article II for the Participant to elect Deferred Amounts.

1.10     Fair Market Value

         "Fair Market Value" means the closing price of the Stock as reported on
         the New York Stock Exchange, Inc. Composite Transactions Reporting
         System for a particular date. If there are no Stock transactions on
         such date, the Fair Market Value shall be determined as of the
         immediately preceding date on which there were Stock transactions.

1.11     Participant

         "Participant" means any eligible employee selected to participate in
         this Plan pursuant to Section 2.01.



                                    2 of 13
<PAGE>   6






1.12     Plan Year

         "Plan Year" means the period during which the Plan records are kept.
         The Plan Year shall be the calendar year.

1.13     Stock

         "Stock" means the $1.25 par value common stock of the Company.

1.14     Stock Units

         "Stock Units" means investment units, each of which is deemed to be
         equivalent to one share of Stock.

1.15     Trust

         "Trust" means the trust or trusts, if any, created by the Company to
         provide funding for the distribution of benefits in accordance with the
         provisions of the Plan. The assets of any such Trust shall remain
         subject to the claims of the Company's general creditors in the event
         of the Company's insolvency.

1.16     Trust Agreement

         "Trust Agreement" means the written instrument pursuant to which each
         separate Trust is created.

1.17     Trustee

         "Trustee" means one or more banks, trust companies or insurance
         companies designated by the Company to hold the Trust fund and to pay
         benefits and expenses as authorized by the Committee in accordance with
         the terms and provisions of the Trust Agreement.


                                   ARTICLE II
                          ELIGIBILITY AND PARTICIPATION

2.01     Eligibility and Participation

         The Committee shall from time to time in its sole discretion select
         those employees of the Company who are eligible to participate in the
         Plan from those employees who are among a select group of key
         employees.



                                     3 of 13
<PAGE>   7



2.02     Election

         Employees who have been selected by the Committee to participate in the
         Plan shall complete the election procedure specified by the Committee.
         The election procedure may include form(s) for the employee to (a)
         designate his beneficiary (pursuant to Article V), (b) designate
         Deferred Amounts by entering into an Election Agreement with the
         Company (pursuant to Section 3.01), (c) select a payment option for the
         eventual distribution of his Account (pursuant to Article V), and (d)
         provide such other information as the Committee may reasonably require.

2.03     Failure of Eligibility

         The Committee shall have the authority to determine that a Participant
         is no longer eligible to participate in the Plan. No Company Match
         shall be made, no Deferred Amounts withheld from a Participant's
         Compensation, and no dividend amounts credited to a Participant's
         Account after he ceases to be eligible to participate in the Plan. The
         determination of the Committee with respect to the termination of
         participation in the Plan shall be final and binding on all parties
         affected thereby. Any benefits accrued hereunder, however, at the time
         the Participant becomes ineligible to continue participation, shall be
         distributable in accordance with the provisions of the Plan.


                                   ARTICLE III
                             CONTRIBUTION DEFERRALS

3.01     Participant Deferrals

         (a)   General. A Participant may elect to defer a portion of his
               Compensation by filing the appropriate Election Agreement with
               the Committee's designee. Deferred Amounts shall be deducted
               through payroll withholding from the Participant's cash
               Compensation payable by the Company or through the deferral of
               income from the exercise of non-qualified stock option grants.
               Deferred Amounts shall be credited to the Participant's Account
               on or about the date the amount is deducted or the date of the
               stock option exercise.

         (b)   Initial Enrollment. When an employee first becomes eligible to
               participate in the Plan, pursuant to Section 2.01, the
               Committee's designee shall provide him with an election form,
               which, when properly completed and timely returned to the
               Committee's designee shall constitute an Election Agreement. To
               be effective, the Election Agreement must be completed and
               returned to the Committee's designee by the deadline established
               by the Committee. The employee may elect to defer (i) up to 100%
               of the one-time 1999 discretionary award, and (ii) such
               percentage up to 100% from the exercise of specified stock option
               grants, divisible into such increments as may be designated by
               the Committee. The Election Agreement shall be effective
               immediately upon receipt by the Committee's designee;




                                     4 of 13
<PAGE>   8

               however, Election Agreements relating to stock option exercises
               must be completed and returned not less than 6 months in advance
               of the Participant's intended exercise date. Each Election
               Agreement shall be irrevocable for the deferral of the one-time
               1999 discretionary award or the exercise of specified stock
               option grants.

         (c)   Continuing Election. A Participant may enter into a separate
               Election Agreement for each stock option exercise or other
               deferral opportunity offered by the Committee. To be effective,
               the Election Agreement must be completed and returned to the
               Committee's designee by the deadline established by the
               Committee; however, Election Agreements relating to stock option
               exercises must be completed and returned not less than 6 months
               in advance of the Participant's intended exercise date. Each
               Election Agreement shall be irrevocable.

         (d)   Participant Becomes Ineligible. A Participant's Election
               Agreement shall be canceled immediately when he becomes
               ineligible to participate in the Plan.

3.02     Company Match

         The Company shall credit to a Participant's Account matching
         contributions equal to the Participant's Deferred Amount relating to
         the 1999 one-time discretionary award. The Committee may from time to
         time in its sole discretion designate such other forms of remuneration
         that are available for deferral into the Plan, as well as such other
         matching contributions as the Committee deems appropriate. The Company
         Match shall be invested as specified in Article IV.


                                   ARTICLE IV
                 INVESTMENT OF DEFERRALS AND ACCOUNTING; VOTING

4.01     Investments

         All amounts credited to a Participant's Account, shall be invested in
         Stock Units, with the number of Stock Units determined using the Fair
         Market Value of one share of the Stock for the date on which the amount
         is credited to the Participant's Account. Amounts equal to any
         dividends declared on the Stock shall be credited to the Participant's
         Account as of the payment date for such dividend in proportion to the
         number of Stock Units in the Participant's Account as of the record
         date for such dividend. Such dividend amounts shall be invested in
         Stock Units, with the number of Stock Units determined using the Fair
         Market Value of the Stock on the dividend payment date. Nothing
         contained in this Section shall be construed to give any Participant
         any power or control to make investment decisions or otherwise
         influence in any manner the investment and reinvestment of assets
         contained within any investment alternative, such control being at all
         times retained in the full discretion of the Committee. Nothing
         contained in this




                                     5 of 13
<PAGE>   9

         Section shall be construed to require the Company or the Committee to
         fund any Participant's Account.

4.02     Voting

         Participants shall have no right to vote any Stock Units prior to the
         date on which such Stock Units are subject to distribution and shares
         of Stock are issued therefor.


                                    ARTICLE V
                                  DISTRIBUTIONS

5.01     Vesting

         (a)   A Participant shall be fully vested in the portion of his Account
               that is attributable to his Deferred Amounts.

         (b)   A Participant shall vest in the portion of his Account that is
               attributable to the Company Match as follows: 50% on the date six
               months following the date of deferral and the remaining 50% on
               the date twelve months following the date of deferral. Dividend
               amounts relating to the Company Match shall vest as the
               corresponding Stock Units vest.

         (c)   If a Participant retires or becomes disabled (as defined by the
               Company's Long Term Disability Plan) while still employed by the
               Company, no vesting occurs subsequent to the date of retirement
               or disability and unvested portions of the Account shall be
               forfeited immediately.

         (d)   If a Participant dies while still employed by the Company, any
               unvested portion of the Participant's Account shall be
               immediately vested.

         (e)   If a Participant's employment is terminated other than for cause
               as defined herein, no further vesting of unvested portions of the
               Participants Account shall occur and unvested portions of the
               Account shall be forfeited immediately.

         (f)   If the employment of the Participant is terminated for cause as
               determined by the Company, the Participant's entire Account
               balance (including his Deferred Amounts) shall be forfeited
               immediately. As used in this subsection, "cause" shall mean a
               gross violation, as determined by the Company, of the Company's
               established policies and procedures. The effect of this
               subsection shall be limited to determining the consequences of a
               termination and nothing in this subsection shall restrict or
               otherwise interfere with Company's discretion with respect to
               termination of any employee.



                                     6 of 13
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5.02     Distribution During Employment

         While a Participant is employed by the Company, the only available
         distribution is a distribution pursuant to the terms of the applicable
         Election Agreement beginning 5 years after the date of deferral
         pursuant to the Election Agreement(s) on file for the Participant. Any
         distribution shall be paid in whole shares of Stock, with any
         fractional shares paid in cash, delivered in the number of installments
         designated by the Participant in the applicable Election Agreement. If
         a Participant remains employed by the Company, a Participant may elect
         to further defer his distribution by executing a new Election Agreement
         at least 6 months prior to the first installment due pursuant to the
         Participant's previous election.

5.03     Distributions After Employment

         Distributions after the Participant's death are discussed in Section
         5.04. All other distributions are discussed in this Section.

         (a)   Timing. The Participant's vested Account shall be distributed
               after the Participant terminates employment with the Company. The
               timing of the distribution shall be pursuant to the Participant's
               Election Agreement(s).

         (b)   Form of Distribution. The Participant's entire vested Account
               shall be paid in whole shares of Stock, with any fractional
               shares paid in cash, delivered in the number of installments
               designated pursuant to the Election Agreement(s) executed by the
               Participant.

         (c)   Reemployment. If a Participant is reemployed by the Company
               before he is paid his entire vested Account balance, his
               installments from the Plan shall be suspended. Installments will
               resume after he again terminates employment. The number of
               remaining installments shall be the number of annual installments
               originally chosen, less the number of installments received
               before he was re-employed. If the Participant dies before
               receiving all installments, Section 5.04 shall apply.

5.04     Distributions After Participant's Death

         (a)   Each Participant shall designate one or more persons, trusts or
               other entities as his beneficiary (the "Beneficiary") to receive
               any amounts distributable hereunder at the time of the
               Participant's death. In the absence of an effective beneficiary
               designation as to part or all of a Participant's interest in the
               Plan, such amount shall be distributed to the Participant's
               surviving spouse, if any, otherwise to the personal
               representative of the Participant's estate.






                                     7 of 13
<PAGE>   11


         (b)   A beneficiary designation may be changed by the Participant at
               any time and without the consent of any previously designated
               Beneficiary. However, if the Participant is married, his spouse
               shall be his Beneficiary unless such spouse has consented to the
               designation of a different beneficiary. To be effective, the
               spouse's consent must be in writing, witnessed by a notary
               public, and filed with the Committee's designee. If a Participant
               has designated his spouse as a Beneficiary or as a contingent
               beneficiary, and the Participant and that spouse subsequently
               divorce, then such beneficiary designation shall be void and of
               no effect with respect to such spouse on the day such divorce is
               final.

         (c)   When a Participant dies, his remaining vested Account balance
               shall be distributed to his Beneficiary as soon as
               administratively possible after his death, regardless of the
               payment schedule the Participant elected, and regardless of
               whether installment payments had begun. Such distribution shall
               be paid in whole shares of Stock, with any fractional shares paid
               in cash.

5.05     Withholding

         At the time of distribution, the Plan shall withhold any taxes or other
         amounts that are required to be withheld pursuant to any applicable law
         or such greater amount as directed by the Participant. The Committee
         may direct the Plan to withhold additional amounts from any payment,
         either because the Participant so requested or to repay the
         Participant's debt or obligation to the Company.


                                   ARTICLE VI
                                 ADMINISTRATION

6.01     The Committee - Plan Administrator

         The Plan Administrator for the Plan shall be the Stock Option Plan
         Committee of the Board of Directors of Apache.

6.02     Committee to Administer and Interpret Plan

         The Committee shall administer the Plan and shall have all discretion
         and powers necessary for that purpose, including, but not by way of
         limitation, full discretion and power to interpret the Plan, to
         determine the eligibility, status and rights of all persons under the
         Plan and, in general, to decide any dispute. The Committee shall direct
         the Company, the Trustee, or both, as the case may be, concerning
         distributions in accordance with the provisions of the Plan. The
         Committee's designee shall maintain all Plan records except records of
         any Trust.





                                     8 of 13
<PAGE>   12


6.03     Organization of Committee

         The Committee shall adopt such rules as it deems desirable for the
         conduct of its affairs and for the administration of the Plan. It may
         appoint designees and/or agents (who need not be members of the
         Committee) to whom it may delegate such powers as it deems appropriate,
         except that the Committee shall determine any dispute. The Committee
         may make its determinations with or without meetings. The Committee may
         authorize one or more of its members, designees or agents to sign
         instructions, notices and determinations on its behalf. The action of a
         majority of the Committee's members shall constitute the action of the
         Committee.

6.04     Agent for Process

         Apache's Vice President and General Counsel and Apache's Corporate
         Secretary shall each be an agent of the Plan for service of all
         process.

6.05     Determination of Committee Final

         The decisions made by the Committee shall be final and conclusive on
         all persons.


                                   ARTICLE VII
                                      TRUST

7.01     Trust Agreement

         The Company may, but shall not be required to, adopt a separate Trust
         Agreement for the holding and administration of the funds contributed
         to Accounts under the Plan. The Trustee shall maintain and allocate
         assets to a separate account for each Participant under the Plan. The
         assets of any such Trust shall remain subject to the claims of the
         Company's general creditors in the event of the Company's insolvency.

7.02     Expenses of Trust

         The parties expect that any Trust created pursuant to Section 7.01 will
         be treated as a "grantor" trust for federal and state income tax
         purposes and that, as a consequence, such Trust will not be subject to
         income tax with respect to its income. However, if the Trust should be
         taxable, the Trustee shall pay all such taxes out of the Trust. All
         expenses of administering any such Trust shall be a charge against and
         shall be paid from the assets of such Trust.







                                     9 of 13
<PAGE>   13



                                  ARTICLE VIII
                            AMENDMENT AND TERMINATION

8.01     Amendment

         The Plan may be amended at any time and from time to time,
         retroactively or otherwise; however, no amendment shall reduce any
         vested benefit that has accrued on the effective date of such
         amendment.

         Each amendment of the Plan shall be in writing and shall be approved by
         the Committee and/or Apache's Board of Directors. An officer of Apache
         to whom the Committee and/or Apache's Board of Directors has delegated
         the authority to execute Plan amendments shall execute each such
         amendment.

8.02     Successors and Assigns; Termination of Plan

         The Plan is binding upon Apache and its successors and assigns. The
         Plan shall continue in effect from year to year unless and until
         terminated by Apache's Board of Directors. Any such termination shall
         operate only prospectively and shall not reduce any vested benefit that
         has accrued on the effective date of such termination.


                                   ARTICLE IX
                                  MISCELLANEOUS

9.01     Stock Subject to the Plan

         All benefits payable under the Plan shall be distributed in whole
         shares of Stock, with any fractional shares paid in cash. Apache shall,
         at all times during the term of the Plan, have reserved from its
         treasury at least the number of shares of the Stock required from time
         to time under the provisions of the Plan.

9.02     Funding of Benefits -- No Fiduciary Relationship

         Benefits shall be paid either out of the Trust or, if no Trust is in
         existence or if the assets in the Trust are insufficient to provide
         fully for such benefits, then such benefits shall be distributed by the
         Company out of its general assets. Nothing contained in the Plan shall
         be deemed to create any fiduciary relationship between the Company and
         the Participants. Notwithstanding anything herein to the contrary, to
         the extent that any person acquires a right to receive benefits under
         the Plan, such right shall be no greater than the right of any
         unsecured general creditor of the Company, except to the extent
         provided in the Trust Agreement, if any.





                                    10 of 13
<PAGE>   14


9.03     Right to Terminate Employment

         The Company may terminate the employment of any Participant as freely
         and with the same effect as if the Plan were not in existence.

9.04     Inalienability of Benefits

         No Participant shall have the right to assign, transfer, hypothecate,
         encumber or anticipate his interest in any benefits under the Plan, nor
         shall the benefits under the Plan be subject to any legal process to
         levy upon or attach the benefits for payment for any claim against the
         Participant or his spouse. If, notwithstanding the foregoing provision,
         any Participant's benefits are garnished or attached by the order of
         any court, the Company may bring an action for declaratory judgment in
         a court of competent jurisdiction to determine the proper recipient of
         the benefits to be distributed pursuant to the Plan. During the
         pendency of the action, any benefits that become distributable shall be
         paid into the court, as they become distributable, to be distributed by
         the court to the recipient it deems proper at the conclusion of the
         action.

9.05     Claims Procedure

         (a)   The Participant, his spouse or the authorized representative of
               the claimant shall file all claims in writing, by completing such
               procedures as the Committee shall require. Such procedures shall
               be reasonable and may include the completion of forms and the
               submission of documents and additional information.

         (b)   If a claim is denied, notice of denial shall be furnished by the
               Committee to the claimant within 90 days after the receipt of the
               claim by the Committee, unless special circumstances require an
               extension of time for processing the claim, in which event
               notification of the extension shall be provided to the
               Participant or beneficiary and the extension shall not exceed 90
               days.

         (c)   The Committee shall provide adequate notice, in writing, to any
               claimant whose claim as been denied, setting forth the specific
               reasons for such denial, specific reference to pertinent Plan
               provisions, a description of any additional material or
               information necessary for the claimant to perfect his claims and
               an explanation of why such material or information is necessary,
               all written in a manner calculated to be understood by the
               claimant. Such notice shall include appropriate information as to
               the steps to be taken if the claimant wishes to submit his claim
               for review. The claimant or the claimant's authorized
               representative may request such review within the reasonable
               period of time prescribed by the Committee. In no event shall
               such a period of time be less than 60 days. A decision on review
               shall be made not later than 60 days after the Committee's
               receipt of the request for review. If special circumstances
               require a further extension of time for processing, a decision
               shall be rendered not later than 120 days following the
               Committee's receipt of the request for review. If such an
               extension of time for





                                    11 of 13
<PAGE>   15



               review is required, written notice of the extension shall be
               furnished to the claimant prior to the commencement of the
               extension. The decision on review shall be furnished to the
               claimant. Such decision shall be in writing and shall include
               specific reasons for the decision, written in a manner calculated
               to be understood by the claimant, as well as specific references
               to the pertinent Plan provisions on which the decision is based.

9.06     Disposition of Unclaimed Distributions

         Each Participant must file with the Company from time to time in
         writing his post office address and each change of post office address.
         Any communication, statement or notice addressed to a Participant at
         his last post office address on file with the Company, or if no address
         is filed with the Company, then at his last post office address as
         shown on the Company's records, will be binding on the Participant and
         his spouse for all purposes of the Plan. The Company shall not be
         required to search for or locate a Participant or his spouse.

9.07     Distributions Due Infants or Incompetents

         If any person entitled to a distribution under the Plan is an infant,
         or if the Committee determines that any such person is incompetent by
         reason of physical or mental disability, whether or not legally
         adjudicated an incompetent, the Committee shall have the power to cause
         the distributions becoming due to such person to be made to another for
         his benefit, without responsibility of the Committee to see to the
         application of such distributions. Distributions made pursuant to such
         power shall operate as a complete discharge of the Company, the
         Trustee, if any, and the Committee.

9.08     Use and Form of Words

         When any words are used herein in the masculine gender, they shall be
         construed as though they were also used in the feminine gender in all
         cases where they would so apply, and vice versa. Whenever any words are
         used herein in the singular form, they shall be construed as though
         they were also used in the plural form in all cases where they would so
         apply, and vice versa.

9.09     Headings

         Headings of Articles and Sections are inserted solely for convenience
         and reference, and constitute no part of the Plan.






                                    12 of 13
<PAGE>   16
9.10     Governing Law

         The Plan and all Election Agreements shall be construed in accordance
         with the Code and, to the extent applicable, the laws of the State of
         Texas excluding any conflicts-of-law provisions.


February 10, 2000

ATTEST:                                        APACHE CORPORATION


/s/ Cheri L. Peper                             /s/ Daniel L. Schaeffer
------------------------------                 --------------------------------
Cheri L. Peper                                 Daniel L. Schaeffer
Corporate Secretary                            Vice President, Human Resources














                                    13 of 13
<PAGE>   17
                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN
                    ELECTION FORM - 1999 DISCRETIONARY AWARD
                                   PAGE 1 OF 2



Name:                                Social Security Number:
     -----------------------------                          -------------------

Address:
        -----------------------------------------------------------------------

        -----------------------------------------------------------------------


COMPLETE PARTS I, II, AND III


I.   1999 DISCRETIONARY AWARD -- I elect to defer receipt of a portion of my
     1999 Discretionary Award


Choose A, B, or C and fill in the Blank

______  A.  I elect to defer 100% of my 1999 Discretionary Award

______  B.  I elect to defer _____ % of my 1999 Discretionary Award.  Designate
            the percent you wish to defer in increments of 10% up to 90%

______  C.  I do not wish to defer any of my 1999 Discretionary  Award -- (If
                   you do not wish to defer income, then turn the form over,
                   sign, and date form.)

II.  ACCOUNT DISTRIBUTION

You must make two elections about your account distribution -- When to start
        Distribution & the Number of Annual Installments

        A.  WHEN TO START DISTRIBUTION:
                  Choose 1 or 2

_______ 1.  I elect to defer account distribution for 5 years - Can be renewed
                  for another 5 years, if election made 6 months prior to
                  distribution date.

_______ 2.  I elect to defer account distribution until I terminate employment


        B.  5 YEAR DEFERRAL -- NUMBER OF ANNUAL INSTALLMENTS:
                  Choose 1 or 2

_______ 1.  I elect to receive my account in one lump sum distribution

_______ 2.  I elect to receive my account in 5 annual installments


        C.  TERMINATION DEFERRAL -- NUMBER OF ANNUAL INSTALLMENTS:
                  Choose 1, 2, or 3

_______ 1.  I elect to receive my account in one lump sum distribution

_______ 2.  I elect to receive my account in 5 annual installments

_______ 3.  I elect to receive my account in 10 annual installments


<PAGE>   18



                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN
                    ELECTION FORM - 1999 DISCRETIONARY AWARD
                                   PAGE 2 OF 2



IV.     BENEFICIARY DESIGNATION

I designate the following person(s) as my beneficiaries: (Provide the full name
and social security number of each primary and contingent beneficiary. Specify
your relationship to each beneficiary. Specify the percentage each beneficiary
is to receive.

PRIMARY BENEFICIARY OR BENEFICIARIES  (Print Information)

<TABLE>
<CAPTION>

   %                    Name                         Relationship            Social Security Number
  ---                   ----                         ------------            ----------------------
<S>        <C>                                 <C>                        <C>


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------


-------    -------------------------------     -----------------------    -----------------------------




           -----------------------------------------------------------    -----------------------------
           Participant Signature                                          Date
</TABLE>

<PAGE>   19
                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN
                      ELECTION FORM - STOCK OPTION EXERCISE
                                   PAGE 1 OF 2


Name:                               Social Security Number:
     ----------------------------                          --------------------

Address:
        -----------------------------------------------------------------------

        -----------------------------------------------------------------------


COMPLETE PARTS I, II, AND III

I.   STOCK OPTION INCOME -- I elect to defer receipt of a portion or all of my
     Stock Option Income


Choose A, B, or C and fill in the Blanks

______ A.  I elect to defer 100% of my next Stock Option Income in ______(year)

______ B.  I elect to defer ___ % of my next Stock Option Income in _____(year)
                    Designate the percent you wish to defer in increments of 1%
                    up to 100%

______ C.  I do not wish to defer any of my Stock Option Income in _______(year)
                    -- (If you do not wish to defer income, then turn the form
                    over, sign, and date form.)

II.  ACCOUNT DISTRIBUTION

You must make two elections about your account distribution -- When to start
Distribution & the Number of Annual Installments

       A.  WHEN TO START DISTRIBUTION:
               Choose 1 or 2

______ 1.  I elect to defer account distribution for 5 years -- Can be renewed
                    for another 5 years, if election made 6 months prior to
                    distribution date.
______ 2.  I elect to defer account distribution until I terminate employment

       B.  5 YEAR DEFERRAL -- NUMBER OF ANNUAL INSTALLMENTS:
               Choose 1 or 2
______ 1.  I elect to receive my account in one lump sum distribution

______ 2.  I elect to receive my account in 5 annual installments


       C.  TERMINATION DEFERRAL -- NUMBER OF ANNUAL INSTALLMENTS:
               Choose 1, 2, or 3

______ 1.  I elect to receive my account in one lump sum distribution

______ 2.  I elect to receive my account in 5 annual installments

______ 3.  I elect to receive my account in 10 annual installments


<PAGE>   20

                               APACHE CORPORATION
                             DEFERRED DELIVERY PLAN
                      ELECTION FORM - STOCK OPTION EXERCISE
                                   PAGE 2 OF 2



IV.     BENEFICIARY DESIGNATION

I designate the following person(s) as my beneficiaries: (Provide the full name
and social security number of each primary and contingent beneficiary. Specify
your relationship to each beneficiary. Specify the percentage each beneficiary
is to receive.

PRIMARY BENEFICIARY OR BENEFICIARIES  (Print Information)

<TABLE>
<CAPTION>


   %                     Name                          Relationship               Social Security Number
  ---                    ----                          ------------               ----------------------
<S>        <C>                                  <C>                           <C>



-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------


-------    ---------------------------------    --------------------------    -------------------------------







           ---------------------------------------------------------------    -------------------------------
           Participant Signature                                              Date
</TABLE>