Exhibit 10.1


                              CONSULTING AGREEMENT

                                 BY AND BETWEEN

                              ENERGY PARTNERS, LTD.

                                       AND

                                 BRUCE R. SIDNER

     THIS CONSULTING AGREEMENT (the "Agreement"), entered into in Houston, Texas
on this 26th day of October, 2004, by and between Bruce R. Sidner, an individual
of the full age of majority domiciled in Harris County, State of Texas
(hereinafter called "Consultant") and Energy Partners, Ltd., a corporation
organized and existing under the laws of the State of Delaware (hereinafter
called "Company"), represented herein by its duly authorized President, Richard
A. Bachmann.

1. TERMS AND CONDITIONS OF CONSULTING.

     1.1  Length Of Consulting Period. In consideration for the compensation and
          other benefits set forth in Section 1.2 and other provisions of this
          Agreement, the Company agrees to retain and Consultant agrees to be
          retained by the Company as a consultant for the period beginning on
          November 1, 2004 and ending on March 31, 2005 (the "Term").

          During the Term, Consultant shall act as advisor to the Company and
          its subsidiaries with respect to the Company's ongoing exploration
          efforts and shall provide such advisory services with respect thereto
          to the Company and its subsidiaries as the Board of Directors or
          officers of the Company and its subsidiaries shall request from time
          to time. Consultant shall promptly and faithfully report to the
          Company with respect to the services provided from time to time as the
          Board of Directors and officers of the Company and its subsidiaries
          shall request.

     1.2  Consideration. As compensation, Consultant will receive a monthly
          retainer fee of $15,000 payable monthly in arrears. In addition, if
          Consultant elects COBRA continuation coverage under any of the
          Company's group medical and dental plans pursuant to Part 6 of
          Subtitle B of Title I of the Employee Retirement Income Security Act
          of 1974, as amended, the Company shall pay during the Term the
          difference between the full amount of Consultant's premiums for such
          continuation coverage and the amount Consultant would have been
          required to pay for coverage if he had remained an employee of the
          Company. The Consultant shall not participate in any other employee
          plans, programs or arrangements of the Company. The Company will also
          provide transitional email access to Consultant during the Term. The
          Consultant shall be entitled to reimbursement of all reasonable and
          documented out-of-pocket expenses incurred in connection with the
          per-


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          formance of this Agreement. The Company agrees to pay such amounts
          promptly upon request therefor with appropriate documentation.

     1.3  Vested Stock Options. On the date hereof, Consultant owns vested stock
          options to purchase an aggregate of 75,556 shares of common stock of
          the Company. The Company and Consultant agree that that such options
          may be exercised in accordance with the terms thereof until December
          31, 2004, subject to approval by the Compensation Committee.

     1.4  Termination of Employment. The employment relationship between
          Consultant and the Company will terminate on October 31, 2004.
          Effective as of October 31, 2004, Consultant hereby resigns all
          director, officer and employee positions with the Company, its
          subsidiaries and its affiliates, and will cease to act as "Earnout
          Representative" (as defined in the Earnout Agreement dated January 15,
          2002, as amended). Consultant and the Company acknowledge and agree
          that the termination of Consultant's employment with the Company is a
          voluntary termination without "Good Reason" within the meaning of
          Section 1.5 of the Consultant's Employment and Stock Ownership
          Agreement with the Company, dated January 15, 2002, as amended in
          March 2004 (the "Employment Agreement").

     1.5  Non Solicitation. During the Term, Consultant shall not employ or
          otherwise engage the services of any person who is an employee of the
          Company or any of its subsidiaries or affiliates on the date hereof.
          For the avoidance of doubt, Consultant acknowledges and agrees that he
          will continue to be bound by, and will comply with, Sections 1.8 and
          1.9 of the Employment Agreement relating to non-competition and
          non-solicitation covenants and agreements.

     1.6  Certain Limitations. Consultant shall not represent that he has the
          direct or indirect power or ability to bind, or make any decision on
          behalf of, the Company or any of its subsidiaries. The parties
          acknowledge that none of the terms or provisions set forth herein,
          expressly or by implication, in any way permit Consultant to bind (or
          hold himself out as having, or imply that he has, the right or power
          to bind) the Company or any of its subsidiaries with respect to any
          matter. Consultant shall have no power or authority other than as
          expressly granted and set forth herein and no other or greater power
          shall be implied from the grant or denial of powers specifically
          mentioned herein, including no binding power or authority. Nothing
          contained in this Agreement shall be construed to create the relation
          of employer and employee between Consultant and the Company.

2. MISCELLANEOUS.

     2.1  Entire Agreement. This Agreement embodies the entire agreement between
          the parties hereto regarding the subject matter hereof, and will be
          binding upon Consultant and Consultant's heirs, legatees, legal
          representatives, successors, donees, transferees and assigns, and
          Consultant does hereby authorize and obligate Con-


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          sultant's executors, heirs and legatees to comply with the terms of
          this Agreement. The parties will not be bound by or be liable for any
          statement, representation, promise, inducement or understanding of any
          kind or nature regarding the subject matter hereof which is not set
          forth herein. No changes, amendments or modifications of any of the
          terms or conditions of this document will be valid unless reduced to
          writing and signed by all parties hereto, the Company being
          represented by its President or his designee.

     2.2  Severability. Each provision of this Agreement is intended to be
          severable. In the event that any one or more of the provisions
          contained in this Agreement will for any reason be held to be invalid,
          illegal, or unenforceable, such holding will not affect the validity
          or enforceability of any other provision of this Agreement, and this
          Agreement will be construed as if such invalid, illegal, or
          unenforceable provision had never been contained herein; provided,
          however, that no provision will be severed if it is clearly apparent
          under the circumstances that the parties would not have entered into
          this Agreement without such provision.

     2.3  Independent Contractor Status. Consultant acknowledges that his
          engagement under this Agreement is as an independent contractor and
          not as an employee of the Company or any of its subsidiaries and
          affiliates. Accordingly, Consultant will be solely responsible for the
          payment of all income taxes and other taxes on amounts payable to him
          under Section 1.2 of this Agreement, and the Company will not be
          obligated to withhold any amounts from such payments.

     2.4  APPLICABLE LAW. THIS DOCUMENT WILL BE CONSTRUED FOR ALL PURPOSES AS A
          TEXAS DOCUMENT AND WILL BE INTERPRETED AND ENFORCED IN ACCORDANCE WITH
          THE LAWS OF THE STATE OF TEXAS WITHOUT GIVING EFFECT TO PRINCIPLES OF
          CONFLICTS OF LAW.

     2.5  Number and Gender. As used herein, the singular will include the
          plural and vice versa and words used in one gender will include all
          others as appropriate.

     2.6  Additional Documents. The parties hereto agree to execute whatever
          documents or instruments and to perform whatever acts may be
          reasonably required to fulfill the requirements and/or intents hereof.

     2.7  Legal Assistance. The parties hereto have each consulted with legal
          counsel or have had the opportunity to consult with legal counsel
          regarding the terms and conditions of this Agreement.

     2.8  Headings. Section headings and other headings contained in this
          Agreement are for reference purposes only and will not affect in any
          way the meaning or interpretation of this Agreement.


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     2.9  Amendments. This Agreement may be amended or modified in all respects
          at any time but only by an instrument in writing executed by the
          parties hereto.

     2.10 Waiver. The failure by any party to enforce any of its rights
          hereunder will not be deemed to be a waiver of such rights, unless
          such waiver is an express written waiver which has been signed by the
          waiving party. Waiver of any one breach will not be deemed to be a
          waiver of any other breach.

     2.11 Counterpart Execution. This Agreement may be executed in separate
          counterparts, with the same effect as if the parties hereto had signed
          the same document. Counterparts so executed and delivered shall be
          deemed to be an original, shall be construed together and shall
          constitute one Agreement.


                               [Signatures Follow]



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     IN WITNESS WHEREOF, the parties hereto have set forth their hands on the
day, month and year first above written in multiple originals, each of which
shall have the same force and effect as if it were the sole original.

                                          ENERGY PARTNERS, LTD.


                                          By: /s/ Richard A. Bachmann
                                              ------------------------------
                                              Richard A. Bachmann


                                          /s/ Bruce R. Sidner
                                          ----------------------------------
                                          Consultant: Bruce R. Sidner





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