EXHIBIT 10.22





December  10,  1998


Mr.  Peter  Rugg
4  Glenheather  Court
Dallas,  Texas  75225

Dear  Peter:

After  consultation  with  tax advisors and appropriate Board members, Triton is
willing  to  commit  to  the  following if accepted by you by December 15, 1998:

1.     If  your  employment is terminated any time, for any reason other than by
Triton  Exploration Services, Inc. (the "Company") for Cause (as defined in your
employment  agreement),  the Company will pay you $1 million as severance, and a
lump  sum (determined by Milliman & Robertson) equal to the net present value of
your  SERP  benefits  that are vested by years of service in satisfaction of its
obligations  to  you  under  the  SERP.

2.     In  addition  to  any  amounts  payable  under  paragraph 1, if  (x) your
employment  is terminated any time, for any reason other than by the Company for
Cause  (as defined in your employment agreement) and (y) you agree to enter into
a consulting agreement providing for services to be rendered by you for a period
of  six  months  (but which will not require you to commit more than 25% of your
business  time during such term unless you otherwise agree) and an agreement not
to compete for a term that is mutually agreeable to you and the Company (but not
less  than  six months or more than one year unless we otherwise agree) in forms
reasonably  acceptable to each of us, the Company will pay you your current base
salary  through  the  date  of termination of your employment and will pay you a
lump  sum  of an amount that when added to the paragraph 1 amounts will equal $2
million.  As  additional compensation for your consulting services and agreement
not  to  compete,  all  options  held  by you at the time of termination of your
employment  will  be  exercisable  for  three  years  after  termination of your
employment.

3.     Upon  termination,  you  and  the  Company  will  enter  into a severance
agreement  with full mutual releases in the form used in the Company's July 1997
reduction  in force and pursuant to which the Company will agree to pay directly
any  COBRA payments to provide you and your dependents medical and dental health
insurance  for  a  period  of  two years or until you are no longer eligible for
COBRA.

You  and  the  Company  acknowledge  our  mutual belief that the excise tax (the
"Excise  Tax"), imposed by Section 4999 of the Internal Revenue Code of 1986, as
amended,  will  not  apply to the payments contemplated by paragraphs 1 and 2 of
this  letter  agreement (the "Payments"). In the event that the Internal Revenue
Service  asserts  that an Excise Tax is due in respect of the Payments, however,
you will promptly notify the Company of such claim. Upon receipt of such notice,
the  Company  will  have  the right to require that you either pay the claim, in
which  case  (if  you  did  not  theretofore  file  a personal income tax return
reflecting the application of the Excise Tax) the Company will pay the amount of
the  Excise  Tax  payable  in  respect of the Payments, or contest the claim, in
which  case the Company will pay directly all costs and expenses (including, but
not  limited to, additional interest and penalties and related legal, consulting
or  other  similar  fees)  incurred in connection with such contest, and if such
contest  is  unsuccessful,  the  Company  will  pay  any Excise Tax or other tax
(including  interest  and  penalties with respect thereto) imposed in respect of
the  Payments  as  a  result of such contest. The Company will have the right to
control  all  proceedings taken in connection with such contest and you agree to
take  such  action in connection with contesting such claim as the Company shall
reasonably  request,  including,  without  limitation,  accepting  legal
representation  by  an attorney selected by the Company (who shall be reasonably
satisfactory  to  you).

If  the  foregoing  is  acceptable  to  you,  please  so indicate by signing the
enclosed  copy,  whereupon  this  letter  agreement will become binding and will
supersede  your  employment  agreement.

Very  truly  yours,

TRITON  EXPLORATION  SERVICES  INC.

By:  ____________________________________
Its:  ____________________________________


TRITON  ENERGY  LIMITED,  as  guarantor


By:  ____________________________________
Its:  ____________________________________


________________________________________
PETER  RUGG