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                                                                   EXHIBIT 10.18

                          NEWFIELD EXPLORATION COMPANY

                2000 NON-EMPLOYEE DIRECTOR RESTRICTED STOCK PLAN


                             I. PURPOSE OF THE PLAN

         The NEWFIELD EXPLORATION COMPANY 2000 NON-EMPLOYEE DIRECTOR RESTRICTED
STOCK PLAN (the "PLAN") is intended to promote the interests of Newfield
Exploration Company, a Delaware corporation (the "COMPANY"), by enhancing the
ability of the Company to attract and retain the services of individuals as
directors of the Company who are essential for the growth and profitability of
the Company.

                                 II. DEFINITIONS

         Unless the context otherwise indicates, the following definitions shall
apply to the Plan:

         (a)      "BOARD" shall mean the Board of Directors of the Company.

         (b)      "COMMITTEE" shall mean the Committee of the Board appointed
                  pursuant to Paragraph III of the Plan.

         (c)      "EXCHANGE ACT" shall mean the Securities Exchange Act of 1934,
                  as amended.

         (d)      "FAIR MARKET VALUE" shall mean as of any specified date, the
                  closing price of the Stock on the New York Stock Exchange (or,
                  if the Stock is not then listed on such exchange, such other
                  national securities exchange on which the Stock is then
                  listed) on that date, or if no prices are reported on that
                  date, on the last preceding date on which such prices of the
                  Stock are reported.

         (e)      "FORFEITURE RESTRICTIONS" shall mean the conditions applicable
                  to shares of Stock granted under the Plan, including the
                  prohibitions against sale or other disposition of shares of
                  Stock granted under the Plan and the corresponding obligation
                  of the Non-Employee Director to forfeit his/her ownership of
                  or right to such shares and to surrender such shares to the
                  Company in the event the Non-Employee Director fails to
                  satisfy such conditions.

         (f)      "NON-EMPLOYEE DIRECTOR" shall mean a director of the Company
                  who is not otherwise an employee of the Company or any of its
                  Subsidiaries.

         (g)      "RESTRICTED SHARES" shall mean shares of Stock granted under
                  the Plan which are subject to Forfeiture Restrictions.



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         (h)      "RULE 16B-3" shall mean Rule 16b-3 promulgated by the
                  Securities and Exchange Commission under the Exchange Act or
                  any successor rule or regulation thereto as in effect from
                  time to time.

         (i)      "STOCK" shall mean the Common Stock, par value $.01 per share,
                  of the Company and may consist of authorized but unissued
                  shares of the Company or previously issued shares reacquired
                  and held by the Company or any of its Subsidiaries.

         (j)      "SUBSIDIARY" shall mean any subsidiary corporation as defined
                  in section 424(f) of the Internal Revenue Code of 1986, as
                  amended.

         (k)      "TOTAL AND PERMANENT DISABILITY" shall mean the inability to
                  perform duties and services as a director of the Company by
                  reason of a medically determined physical or mental impairment
                  supported by medical evidence which in the opinion of the
                  Committee can be expected to result in death or which can be
                  expected to last for a continuous period of not less than
                  twelve (12) months.

                         III. ADMINISTRATION OF THE PLAN

         The Plan shall be administered by a Committee which shall be appointed
by and serve at the pleasure of the Board and consist of at least two members.
Members of the Committee shall be "disinterested persons" within the meaning of
Rule 16b-3. The Committee is authorized to interpret the Plan and may from time
to time adopt such rules, regulations, forms and agreements, consistent with the
provisions of the Plan, as it may deem advisable to carry out the Plan.

                    IV. ELIGIBILITY OF NON-EMPLOYEE DIRECTORS

         Shares of Stock shall be issued under Paragraph VI of the Plan only to
individuals who are Non-Employee Directors. Shares of Stock may not be granted
to a Non-Employee Director if such director has been an employee of the Company
or any of its Subsidiaries for any part of the calendar year preceding the
calendar year in which such grant is to be made.

                          V. SHARES SUBJECT TO THE PLAN

         The aggregate number of shares of Stock that may be issued under the
Plan may not exceed 50,000 shares. Any of such shares which remain unissued at
the termination of the Plan shall cease to be subject to the Plan. If shares
issued under Paragraph VI of the Plan are forfeited to the Company, such shares
shall again become available for issuance under the Plan to the extent
permissible under Rule 16b-3. The aggregate number of shares that may be issued
under the Plan shall be adjusted to reflect a change in capitalization of the
Company, such as stock dividends or stock splits. Until termination of the Plan,
the Company shall make available at all times a sufficient number of shares to
meet the requirements of the Plan.


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         VI. ISSUANCE OF RESTRICTED SHARES AND FORFEITURE RESTRICTIONS

         (a)      ANNUAL ISSUANCE OF RESTRICTED SHARES. Subject to the
                  limitation of the number of shares of Stock set forth in
                  Paragraph V, (i) as of the date of the annual meeting of the
                  stockholders of the Company in each year that the Plan is in
                  effect as provided in Paragraph VIII hereof, each Non-Employee
                  Director who is in office immediately after such meeting shall
                  receive, without the exercise of the discretion of any person
                  or persons, a number of Restricted Shares determined by
                  dividing (y) $30,000 by (z) the Fair Market Value on the date
                  of the annual meeting of stockholders, rounded down to the
                  nearest whole number, subject to the terms set forth below,
                  and (ii) each Non-Employee Director who is appointed to the
                  Board by the Board for the first time after the 2000 annual
                  meeting of stockholders (and not in connection with an annual
                  meeting of stockholders) shall receive, without the exercise
                  of the discretion of any persons or person, a number of
                  Restricted Shares determined by dividing (y) $30,000 by (z)
                  the Fair Market Value on the effective date of his/her
                  appointment as a director, rounded down to the nearest whole
                  number, effective as of his/her date of appointment as a
                  director, subject to the terms set forth below. Any nominee
                  Non-Employee Director may make an irrevocable written
                  election in advance of election or appointment to the Board
                  not to receive a grant of Restricted Shares pursuant to this
                  Paragraph VI(a).

         (b)      FORFEITURE RESTRICTIONS AND OTHER TERMS AND CONDITIONS. The
                  following provisions are applicable to the Restricted Shares
                  issued pursuant to Paragraph VI(a):

                  (i)      The shares of Stock issued to a Non-Employee Director
                           pursuant to this Plan shall not be sold, assigned,
                           pledged, or otherwise transferred to the extent then
                           subject to the Forfeiture Restrictions.

                  (ii)     The Forfeiture Restrictions shall lapse as to each
                           grant of shares of Stock issued to a Non-Employee
                           Director pursuant to this Plan on the day before the
                           date of the first annual meeting of stockholders
                           following the date of issuance of such Restricted
                           Shares, provided that the lapse conditions described
                           below have been satisfied.

                  (iii)    The Forfeiture Restrictions shall lapse as of a given
                           date with respect to the applicable number of shares
                           of Stock only if the Non-Employee Director has
                           remained a Non-Employee Director of the Company
                           continuously from the date of issuance of the
                           Restricted Shares through such lapse date, provided,
                           however, that if a Non-Employee Director terminates
                           as a director by reason of death or Total and
                           Permanent Disability, the Forfeiture Restrictions on
                           all Restricted Shares issued pursuant to this Plan to
                           such Non-Employee Director shall lapse as of the
                           date of his termination as a director. To the extent
                           that the lapse conditions are not satisfied as of a
                           given lapse date, the Non-Employee Director shall for
                           no consideration forfeit and surrender to the


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                           Company all of the shares of Restricted Shares which
                           are then subject to Forfeiture Restrictions.
                           Unrestricted shares of Stock, evidenced in such
                           manner as the Committee shall deem appropriate, shall
                           be issued to the holder of Restricted Shares promptly
                           after the applicable restrictions have lapsed or
                           otherwise been satisfied.

                  (iv)     Any Restricted Shares shall be evidenced by issuance
                           of a stock certificate which shall be registered in
                           the name of the Non-Employee Director and shall bear
                           an appropriate legend referring to the terms,
                           conditions and restrictions applicable to such
                           Restricted Shares. The Non-Employee Director shall
                           not be entitled to delivery of the stock certificate
                           until the Forfeiture Restrictions have lapsed, and
                           the Company shall retain custody of the stock
                           certificate until the Forfeiture Restrictions have
                           lapsed.

                  (v)      In the event that the number of shares of Stock
                           available for grants under the Plan is insufficient
                           to make all grants provided for in this Paragraph VI
                           hereby made on the applicable date, then all
                           Non-Employee Directors who are entitled to a grant on
                           such date shall share ratably in the number of shares
                           of Stock then available, if any, for grant under the
                           Plan, shall have no right to receive a grant with
                           respect to the deficiencies in the number of
                           available shares of Stock and the grants under this
                           Paragraph VI shall thereafter terminate.

                  (vi)     It is intended that the Plan meet the requirements of
                           Rule 16b-3 and that any Non-Employee Director who is
                           eligible to receive a grant of Restricted Shares or
                           to whom a grant of Restricted Shares is made pursuant
                           to this Paragraph VI will not for such reason cease
                           to be a "disinterested person" within the meaning of
                           Rule 16b-3 with respect to the Plan and other
                           stock-related plans of the Company.

              VII. SHARES RECEIVED IN REORGANIZATION OR STOCK SPLIT

         The prohibitions of Paragraph VI shall not apply to the transfer of
Restricted Shares pursuant to a plan of reorganization of the Company, but the
stock or securities received in exchange therefor, and any Stock received as a
result of a stock split or stock dividend with respect to Restricted Shares,
shall also become Restricted Shares subject to the Forfeiture Restrictions and
provisions governing the lapsing of such Forfeiture Restrictions applicable to
the original shares granted to the Non-Employee Director for all purposes of
the Plan and the certificates representing such additional shares shall be
legended to show such restrictions. Notwithstanding the foregoing, if (i) the
Company shall not be the surviving entity in any merger or consolidation (or
survives only as a subsidiary of an entity other than a previously wholly-owned
subsidiary of the Company), (ii) the Company sells, leases or exchanges or
agrees to sell, lease or exchange all or substantially all of its assets to any
other person or entity (other than a wholly-owned subsidiary of the Company), or
(iii) the Company is to be dissolved and liquidated, then effective as of the
effective date of such merger, consolidation, dissolution and liquidation, or
sale, all Forfeiture Restrictions on all Restricted Shares shall lapse.


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                               VIII. TERM OF PLAN

         The Plan shall be effective upon the date of its adoption by the Board,
provided the Plan is subsequently approved by the stockholders of the Company
within 12 months thereafter. Unless sooner terminated under the provisions of
Paragraph XI, no shares shall be issued under Paragraph VI after the expiration
of ten years from the effective date of the Plan.

                            IX. RIGHTS AS STOCKHOLDER

         Upon issuance of Restricted Shares to a Non-Employee Director, except
with respect to the Forfeiture Restrictions, such Non-Employee Director shall
have all the rights of a stockholder of the Company with respect to such
Restricted Shares, including the right to vote such Restricted Shares and to
receive all dividends or other distributions paid with respect to such
Restricted Shares.

                               X. WITHHOLDING TAX

         To the extent the issuance of shares of Stock or the lapse of
Forfeiture Restrictions results in the receipt of compensation by a Non-Employee
Director, the Company (or the employing Subsidiary) is authorized to withhold
from any other cash compensation then or thereafter payable to such Non-Employee
Director any tax required to be withheld by reason of the receipt of
compensation resulting from the issuance of shares or the lapse of Forfeiture
Restrictions.

         Alternatively, a Non-Employee Director may authorize the Company to
retain or withhold sufficient shares of Stock otherwise receivable by the
Non-Employee Director from the Company with respect to Restricted Shares or may
deliver to the Company sufficient shares of Stock to enable the Company to
satisfy any such withholding requirement.

                      XI. AMENDMENT OR TERMINATION OF PLAN

         The Board in its discretion may terminate the Plan at any time with
respect to any shares of Stock which have not theretofore been issued. The Board
shall have the right to alter or amend the Plan or any part thereof from time to
time; provided that no change may be made which would impair the rights of a
Non-Employee Director to whom Restricted Shares have theretofore been issued
without the consent of such Non-Employee Director; and provided, further that
the Board may not make any alteration or amendment that would materially
increase the benefits accruing to participants under the Plan, increase the
aggregate number of shares of Stock that may be issued under the Plan (other
than an increase reflecting a stock dividend, stock split or similar
recapitalization of the Company), change the class of individuals eligible to
receive Stock under the Plan, or extend the maximum period during which
Restricted Shares may be granted under the Plan, without the approval of the
stockholders of the Company. Notwithstanding the foregoing, the Plan

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shall not be amended more than once every six months other than to comport with
changes in the Internal Revenue Code of 1986, as amended, and the Employee
Retirement Income Security Act of 1974, as amended, or the regulations issued
thereunder.

                           XII. GOVERNMENT REGULATIONS

         Notwithstanding any provisions hereof to the contrary, the obligations
of the Company to deliver shares of Stock under the Plan shall be subject to all
applicable laws, rules and regulations and to such approvals by any governmental
agencies or national securities exchanges on which the Stock is traded.




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