EXHIBIT 10.16

                            EMPLOYMENT AGREEMENT

     THIS  EMPLOYMENT AGREEMENT ("Agreement"), made and entered into as of the
1st  day of January, 1997, by and among TRITON EXPLORATION SERVICES, INC. (the
"Employer"),  having  a  business address at 6688 N. Central Expressway, Suite
1400,  Dallas,  Texas  75206,  ________________ ("Employee"), having a mailing
address  at  ___________________,  and Triton Energy Limited, a Cayman Islands
company  (the  "Company"),  to  the  limited  extent  provided  herein.

                   W I T N E S S E T H:

     WHEREAS,  the Employer is a direct or indirect wholly owned subsidiary of
the  Company;

     WHEREAS,  the  Employer  and  the  Company consider the establishment and
maintenance  of a sound and vital management to be essential to protecting and
enhancing  their  best  interests  and  the best interests of their respective
shareholders;

     WHEREAS, the Employer and the Company recognize that, because the Company
is  a  publicly  held company and as is the case with many such companies, the
possibility  of  a  change in control may exist and that such possibility, and
the  uncertainty and questions which it may raise among management, may result
in  the  departure  or distraction of management personnel to the detriment of
the  Employer  and  the  Company  and  their  respective  shareholders;

     WHEREAS,  the  Boards  of  Directors of the Employer and the Company have
determined  that  appropriate steps should be taken to reinforce and encourage
the  continued  attention  and  dedication  of  members  of  the  Employer's
management,  including  Employee, to their assigned duties without distraction
in  the  face  of  the  potentially  disturbing circumstances arising from the
possibility  of  a  change  in  control  of  the  Company;

     WHEREAS,  in  order  to  induce  Employee  to remain in the employ of the
Employer,  the  Employer  is  willing  to  agree  to provide certain severance
benefits  to  Employee  in  the  event  Employee's  employment  is  terminated
subsequent  to  a  "change in control of the Company" (as defined in Section 2
hereof)  under the circumstances described below and the Company is willing to
guarantee  the  performance  of  the  Employer's  obligations  hereunder;

     NOW,  THEREFORE,  in  consideration of the mutual premises and conditions
contained  herein,  the  parties  hereto  agree  as  follows:

     1.          TERM

          1.1      Contract Term.  This Agreement shall commence on the date
hereof,  and  shall  continue  until  January 1, 1998; provided, however, that
commencing  January  1,  1998  and  each January 1 thereafter the term of this
Agreement  shall  automatically  be extended for an additional year unless (i)
there  has  been  no  change  in control of the Company and (ii) no fewer than
thirty (30) days prior to such January 1st date, the Employer shall have given
notice  that  it  does  not  wish  to  extend  this  Agreement.

          1.2          Consideration  by  Employee.  In consideration of the
Employer's  entering into this Agreement, Employee hereby agrees that, for the
period  commencing  on  the  date hereof and extending through the termination
date  of  this  Agreement,  Employee will not voluntarily terminate employment
with  the  Employer,  except  in  the  event of (i) a change in control of the
Company  as provided herein, (ii) a substantial change in Employee's position,
duties,  compensation  or  benefits  which  would  be deemed "Good Reason" for
Employee  to  terminate his employment in accordance with Section 3.3 if there
were a change in control of the Company, or (iii) the Employer's consenting to
such  termination.

     2.          CHANGE IN CONTROL.  No benefits shall be payable under this
Agreement  unless there shall have been a change in control of the Company, as
set  forth  below,  and  (except  as set forth in Section 4 hereof) Employee's
employment  by the Employer (or any other direct or indirect subsidiary of the
Company)  shall  thereafter  have  been terminated within two (2) years of the
date  of  such  change  in  control  in  accordance with Section 3 below.  For
purposes  of  this  Agreement, a "change in control of the Company" shall mean
the occurrence of any of the following events:  (i) there shall be consummated
(x)  any  consolidation,  amalgamation  or  merger of the Company in which the
Company  is  not  the continuing or surviving corporation or pursuant to which
shares  of  the  Company's  Ordinary  Shares  would  be  converted  into cash,
securities  or  other  property,  other  than a consolidation, amalgamation or
merger  of  the  Company in which the holders of the Company's Ordinary Shares
immediately  prior  to the consolidation, amalgamation or merger have the same
proportionate  ownership  of  ordinary shares or common stock of the surviving
corporation  immediately  after  the consolidation, amalgamation or merger, or
(y)  any sale, lease, exchange or other transfer (excluding transfer by way of
pledge  or  hypothecation),  in  one  transaction  or  a  series  of  related
transactions, of all, or substantially all, of the assets of the Company, (ii)
the  shareholders  of  the  Company  approve  any  plan  or  proposal  for the
liquidation or dissolution of the Company, (iii) any "person" (as such term is
defined  in  Section 3(a)(9) or Section 13(d)(3) under the Securities Exchange
Act  of 1934, as amended (the "1934 Act)) or any "group" (as such term is used
in  Rule  13d-5 promulgated under the 1934 Act), other than the Company or any
successor  of  the  Company  or  any subsidiary of the Company or any employee
benefit plan of the Company or any subsidiary (including such plan's trustee),
becomes,  without  the prior approval of the Board of Directors of the Company
(the "Board"), a beneficial owner for purposes of Rule 13d-3 promulgated under
the  1934  Act,  directly  or  indirectly,  of  securities  of  the  Company
representing 25.0% or more of the Company's then outstanding securities having
the  right to vote in the election of Directors of the Company, or (iv) during
any period of two consecutive years, individuals who, at the beginning of such
period  constituted  the entire Board, cease for any reason (other than death)
to constitute a majority of the Directors of the Company, unless the election,
or  the  nomination  for  election, by the Company's shareholders, of each new
Director  of  the Company was approved by a vote of at least two-thirds of the
Directors  of  the  Company  then  still  in  office who were Directors of the
Company  at  the  beginning  of  the  period.

     3.          TERMINATION OF EMPLOYMENT FOLLOWING CHANGE IN CONTROL. If a
change  in  control  of  the  Company  shall  have occurred, Employee shall be
entitled  to  the  benefits  provided  in Section 4 hereof upon the subsequent
termination of his employment (except as set forth in Section 4.3-3), provided
that  such  termination  (a) occurs within two (2) years following a change in
control  of  the Company and (b) is not (i) because of his death, "Disability"
or  "Retirement"  (as  defined in Section 3.1 below), (ii) by the Employer for
"Cause" (as defined in Section 3.2 below), or (iii) by Employee other than for
"Good  Reason"  (as  defined  in  Section  3.3  hereof).

     3.1          Disability;  Retirement

          3.1-1       If, as a result of Employee's incapacity due to physical
or  mental  illness,  Employee shall have been absent from his duties with the
Employer  on  a  full-time basis for 120 consecutive business days, and within
thirty  (30)  days after written notice of termination is given Employee shall
not have returned to the full-time performance of his duties, the Employer may
terminate  this  Agreement  for  "Disability."

          3.1-2              Termination  by  the  Employer or Employee of his
employment based on "Retirement" shall mean termination in accordance with the
Employer's retirement policy, including early retirement, generally applicable
to  its  salaried  employees  or in accordance with any retirement arrangement
established  with  Employee's  consent  with  respect  to  him.

          3.2       Cause.  The Employer may terminate Employee's employment
for  "Cause."    For  the  purposes of this Agreement, the Employer shall have
"Cause"  to terminate Employee's employment hereunder upon (A) the willful and
continued  failure  by Employee to perform his duties with the Employer (other
than  any  such  failure  resulting  from incapacity due to physical or mental
illness),  after a demand for substantial performance is delivered to Employee
by  the  Board  which  specifically  identifies  the manner in which the Board
believes  that  he  has  not  substantially  performed  his duties, or (B) the
willful  engaging  by Employee in gross misconduct materially and demonstrably
injurious  to the Company.  For purposes of this paragraph, an act, or failure
to  act,  on  Employee's  part  shall  not be considered "willful" if done, or
omitted  to  be  done, by him (A) in good faith and (B) with reasonable belief
that  his  action  or  omission  was  not opposed to the best interests of the
Company.   Notwithstanding the foregoing, Employee shall not be deemed to have
been  terminated for Cause unless and until there shall have been delivered to
him  a  copy  of a resolution duly adopted by the affirmative vote of not less
than two-thirds (2/3d's) of the entire authorized membership of the Board at a
meeting  of the Board called and held for the purpose (after reasonable notice
and an opportunity for Employee, together with counsel, to be heard before the
Board),  finding  that in the good faith opinion of the Board he was guilty of
conduct  set  forth above in clauses (A) or (B) of the second sentence of this
paragraph  and  specifying  the  particulars  thereof  in  detail.

          3.3        Good Reason.  Employee may terminate his employment for
Good  Reason.    For  purposes  of  this  Agreement, "Good Reason" shall mean:

               3.3-1    Without his express written consent, the assignment to
Employee  of  any  duties  inconsistent  with  his  positions,  duties,
responsibilities  and  status  with  the  Employer and the Company immediately
prior  to  a  change  in  control of the Company, or a change in his reporting
responsibilities,  titles  or  offices  with the Employer or the Company as in
effect immediately prior to a change in control of the Company, or any removal
of Employee from or any failure to re-elect Employee to any of such positions,
except  in  connection  with  the  termination  of  his  employment for Cause,
Disability or Retirement or as a result of his death or by Employee other than
for  Good  Reason;

                3.3-2  A reduction by the Employer in Employee's base salary
as  in  effect on the date hereof or as the same may be increased from time to
time;

               3.3-3    The Employer's requiring Employee to be based anywhere
other than the Employer's offices at which he was based immediately prior to a
change  in control of the Company except for required travel on the Employer's
business  to  an  extent  substantially  consistent  with his present business
travel  obligations, or, in the event Employee consents to any relocation, the
failure  by  the  Employer  to  pay (or reimburse Employee) for all reasonable
moving  expenses  incurred  by  him  relating  to  a  change  of his principal
residence in connection with such relocation and to indemnify Employee against
any  loss  (defined  as  the  difference between the actual sale price of such
residence  and the higher of (a) his aggregate investment in such residence or
(b)  the  fair  market  value of such residence as determined by a real estate
appraiser  designated by Employee and reasonably satisfactory to the Employer)
realized  on the sale of Employee's principal residence in connection with any
such  change  of  residence;

               3.3-4    The failure by the Employer or the Company to continue
in  effect  any benefit or compensation plan (including but not limited to any
stock  option  plans, convertible debenture plan, pension plan, life insurance
plan,  health  and  accident  plan  or  disability  plan) in which Employee is
participating  at  the  time  of  a change in control of the Company (or plans
providing  substantially  similar  benefits),  the taking of any action by the
Employer  or the Company which would adversely affect Employee's participation
in or materially reduce his benefits under any of such plans or deprive him of
any  material  fringe  benefit  enjoyed  by  him  at the time of the change in
control  of  the  Company,  or the failure by the Employer to provide Employee
with  the  number  of  paid  vacation days to which he is then entitled on the
basis  of years of service with the Employer in accordance with the Employer's
normal  vacation  policy  in  effect  on  the  date  hereof;

               3.3-5  Any failure of the Employer or the Company to obtain the
assumption  of and the agreement to perform this Agreement by any successor as
contemplated  in  Section  5  hereof;  or

                   3.3-6  Any purported termination of Employee's employment
which  is  not  effected  pursuant  to  a Notice of Termination satisfying the
requirements of Section 3.4 below (and, if applicable, Section 3.2 above); and
for  purposes  of  this  Agreement,  no  such  purported  termination shall be
effective.

          3.4        Notice of Termination.  Any termination by the Employer
pursuant  to Sections 3.1 and 3.2 above or by Employee pursuant to Section 3.3
above  shall  be  communicated  by  written Notice of Termination to the other
party hereto.  For purposes of this Agreement, a "Notice of Termination" shall
mean  a notice which shall indicate the specific termination provision in this
Agreement  relied  upon and shall set forth in reasonable detail the facts and
circumstances  claimed  to  provide  a  basis  for  termination  of Employee's
employment  under  the  provision    so indicated.  In the event that Employee
seeks  to  terminate  his employment with the Employer pursuant to Section 3.3
above,  he  must communicate his written Notice of Termination to the Employer
within  sixty  (60)  days  of  being notified of such action or actions by the
Employer  or  the  Company  which  constitute  Good  Reason  for  termination.

          3.5     Date of Termination.  "Date of Termination" shall mean (i)
if  this Agreement is terminated for Disability, thirty (30) days after Notice
of Termination is given (provided that Employee shall not have returned to the
performance  of  his  duties  on a full-time basis during such thirty (30) day
period);  (ii)  if  Employee's employment is terminated for Cause, the date on
which  a  Notice of Termination is given or the date on which there shall have
been  delivered to Employee the resolution specified in Section 3.2, whichever
is later; (iii) if Employee's employment is terminated pursuant to Section 3.3
above,  the  date  that is specified in the Notice of Termination; and (iv) if
Employee's  employment is terminated for any other reason, the date on which a
Notice  of  Termination  is  given;  provided that, if within thirty (30) days
after  any  Notice  of Termination is given the party receiving such Notice of
Termination  notifies  the  other  party  that a dispute exists concerning the
termination, the Date of Termination shall be the date on which the dispute is
finally  determined,  either  by mutual written agreement of the parties, by a
binding and final arbitration award or by a final judgment, order or decree of
a  court  of  competent  jurisdiction  (the  time  for appeal therefrom having
expired  and  no  appeal  having  been  perfected).

     4.     COMPENSATION UPON TERMINATION OR DURING DISABILITY.  If a change
in  control  of  the  Company  shall  have occurred and (except as provided in
Section 4.3-3 hereof) the other conditions in the first paragraph of Section 3
are  met,  Employee  shall  be  entitled  to  the  following:

          4.1  Disability.  During any period that Employee fails to perform
his  duties  hereunder  as  a  result  of incapacity due to physical or mental
illness, he shall continue to receive his full base salary at the rate then in
effect  and  any  installments  of  deferred  portions  of  awards  under  any
applicable  incentive, bonus or other plans paid during such period until this
Agreement  is terminated pursuant to Section 3 hereof.  Thereafter, Employee's
benefits  in  respect of his disability shall be determined in accordance with
the  Employer's  Long-Term  Disability  Income Insurance Plan, or a substitute
plan,  and  any other plans providing for the disability of a participant then
in  effect.

          4.2    Termination  for  Cause.  If Employee's employment shall be
terminated  for  Cause,  the  Employer shall pay Employee his full base salary
through  the  Date  of Termination at the rate in effect at the time Notice of
Termination  is  given  and  the Employer shall have no further obligations to
Employee  to  make  any  payments  under  this  Agreement.

          4.3    Termination  Without Cause; Termination for Good Reason. If
the  Employer  shall  terminate  Employee's  employment other than pursuant to
Sections  3.1  or 3.2 hereof or if Employee shall terminate his employment for
Good  Reason,  then  the  Employer shall pay to Employee as severance pay in a
lump  sum  in  cash  not later than the tenth (10th) day following the Date of
Termination,  the  following  amounts:

               4.3-1    Employee's  full  base  salary  through  the  Date  of
Termination  at  the  rate  in  effect at the time of Notice of Termination is
given;

               4.3-2    In  lieu  of  any  further salary or bonus payments to
Employee for periods subsequent to the Date of Termination, an amount equal to
the product of (a) the sum of (i) the highest of Employee's annual base salary
in  effect  at  any time from the three years prior to, through and including,
the Date of Termination plus (ii) the highest of the aggregate bonuses paid to
Employee  during  any  fiscal  year all or a part of which was included in the
foregoing  three  year  period  plus  (iii)  the  highest  of  the  aggregate
contributions  made  by  the  Employer  on  Employee's  behalf  in  respect of
Employee's  participation  in  any 401(k) plan or plans of the Employer during
any  fiscal  year  all  or a part of which was included in the foregoing three
year  period  multiplied  by  (b)  the  number  three  (3);

               4.3-3    In  lieu  of  ordinary shares of the Company ("Company
Shares")  issuable  upon  exercise  of options ("Options"), if any, granted to
Employee  under  the  Company's  stock  option  plans  (which Options shall be
canceled  upon  the  making  of the payment referred to below), Employee shall
receive  an  amount in cash equal to the aggregate spread between the exercise
prices  of all Options held by Employee whether or not then fully exercisable,
and  the  highest  price  per Company Share  actually paid (including the fair
market  value  of  any  securities into which or for which a Company Share was
converted  or  exchangeable)  in  connection with any change in control of the
Company  (such price being hereinafter referred to as "Termination Price") and
the  Employer shall, if requested by Employee, purchase all Debentures (herein
so  called)  theretofore purchased by Employee under the Company's convertible
debenture  plans,  regardless of whether such Debentures are then convertible,
in  cash  in  an  amount  equal to the aggregate spread between the conversion
price  of  the Debentures held by Employee and the Termination Price times the
number  of  Company Shares into which the Debentures are convertible (assuming
such  Debentures  were  fully  vested);  provided  that,  notwithstanding  the
foregoing,  in the event of a change in control of the Company, Employee shall
have  the right to require the Employer to make the payment in respect of such
Options  in  the  amount, and purchase such Debentures for the purchase price,
described  in  this  Section  4.3-3  notwithstanding  Employee's  continuing
employment  with  the  Employer,  which  right shall be exercisable commencing
immediately  prior to the change in control of the Company and shall terminate
190 days following  the change in control of the Company, and any such payment
and  purchase  price  shall  be  payable  no  later  than the tenth (10th) day
following  (i)  the change in control of the Company or (ii) the date on which
Employee delivers notice of his exercise of such right, whichever comes later,
together  with,  if and to the extent triggered by the exercise of such right,
an  amount  set  forth  in  Section  4.3-6;  and

               4.3-4    All  relocation and indemnity payments as set forth in
Section  3.3-4 hereof, and all legal fees and expenses incurred by Employee as
a  result  of  such termination (including all such fees and expenses, if any,
incurred  in  contesting  or  disputing  any such termination or in seeking to
obtain  or  enforce  any  right  or  benefit  provided  by  this  Agreement).

               4.3-5    An  amount equal to the estimated cost to Employee and
Employee's  beneficiaries  of  obtaining  medical, dental, life and disability
insurance coverage comparable to that provided by the Employer to Employee and
Employee's  beneficiaries  immediately  prior to the Date of Termination for a
period  of  twelve  (12)  consecutive  months  after  the Date of Termination;
provided,  that this subsection 4.3-5 is in addition to and not in lieu of any
continuation  (COBRA)  rights  or conversion rights under any plan provided by
the  Employer  to  Employee  and  Employee's  beneficiaries;  and

               4.3-6      If as a result of any payment by the Employer or the
Company,  Employee  incurs an excise tax (the "Excise Tax") imposed by Section
4999  of  the  Internal  Revenue Code of 1986, as amended (the "Code") (or any
successor provision), on any "excess parachute payments" within the meaning of
Section 280G(b)(1) of the Code (or any successor provision), the Employer will
pay  to  Employee  an additional amount (the "Gross-Up Payment") such that the
net  amount  retained  by  Employee, after reduction for the Excise Tax on the
excess  parachute  payments  and  the  federal, state and local income tax and
Excise  Tax on the Gross-Up Payment, will be equal to the sum of the amount of
the  excess  parachute  payments  and  the  Employee's "base amount" allocable
thereto within the meaning of Section 280G(b)(3) of the Code (or any successor
provision).

                    For  purposes  of  determining  the amount of the Gross-Up
Payment,  Employee  will  be deemed to pay federal income taxes at the highest
marginal  rate  of  federal income taxation for the calendar year in which the
Gross-Up Payment is to be made and state and local income taxes at the highest
marginal  rates  of taxation in the state and locality of Employee's residence
on  the  Date  of  Termination, net of the maximum reduction in federal income
taxes  that  could  be  obtained from deduction of such state and local taxes.

                    Employee and the Employer agree to reasonably cooperate in
the  determination of the amount of the Gross-Up Payment.  If Employee and the
Employer are unable to agree on the amount of the Gross-Up Payment, the amount
shall  be  determined  based  upon  the  opinion  of   tax counsel selected by
Employee,  whose  determination  shall  be  final and binding on the parties.
Further,  Employee  and  the  Employer  agree  to make such adjustments to the
amount  of the Gross-Up Payment as may be necessary to reflect amounts finally
determined  by  applicable tax authorities, which in the case of Employee will
refer to the refund of prior overpayments and in the case of the Employer will
refer  to  the  makeup  of  prior  underpayments.

          4.4       Benefit Plans.  Unless Employee is terminated for Cause,
the Employer shall maintain in full force and effect for the continued benefit
of Employee, for a two-year period after the Date of Termination, all employee
benefit  plans  and programs or arrangements in which Employee was entitled to
participate  immediately  prior  to  the Date of Termination provided that his
continued  participation is possible under the general terms and provisions of
such  plans  and  programs.  In the event that Employee's participation in any
such plan or program is barred, the Employer shall arrange to provide Employee
with  benefits  substantially similar to those which he is entitled to receive
under such plans and programs.  At the end of the period of coverage, Employee
shall  have  the  option  to  have  assigned  to  him  at  no cost and with no
appointment  of prepaid premiums, any assignable insurance policy owned by the
Employer  or  the  Company  and  relating  specifically  to  him.

          4.5          Additional Benefits.  If the Employer shall terminate
Employee's  employment  other than pursuant to Section 3.1 or 3.2 hereof or if
Employee  shall  terminate his employment for Good Reason, then in addition to
the  benefits  to  which  Employee  is  entitled under the retirement plans or
programs  in which Employee participates or any successor plans or programs in
effect  on  the  date of termination of his employment hereunder, the Employer
shall  pay Employee, not later than the tenth (10th) day following the Date of
Termination,  in  cash    an  amount  equal  to the difference between (a) the
present  value of the most valuable retirement pension to which Employee would
have  been  entitled  under  the  terms of the retirement plans or programs in
which  Employee  participates (or any successor plans or programs in effect on
the  Date of Termination hereunder) without regard to "vesting" thereunder, if
he  would  have  accumulated three (3) additional years of continuous credited
service  after the Date of Termination under such retirement plans or programs
and  (b) the present value of the most valuable retirement pension which he is
actually  entitled  to  receive  pursuant to the provisions of said retirement
plans  and  programs.  For purposes of this Section 4.5, "present value" shall
be  determined  using the same methods and assumptions (including compensation
increase  assumptions during such additional three year period) utilized under
the  Employer's  retirement plans and programs immediately prior to the change
in  control  of  the  Company.

          4.6      Automobiles.  Upon Employee's termination for any reason,
the  Employer  shall enable Employee to purchase the automobile, if any, which
the  Employer  or  the  Company  was  providing for Employee's use at the time
Notice  of  Termination was given at the wholesale value of such automobile at
such  time.

          4.7       Mitigation of Amounts Payable Hereunder.  Employee shall
not  be  required  to  mitigate the amount of any payment provided for in this
Section  4  by  seeking other employment or otherwise, nor shall the amount of
any  payment  provided  for  in  this Section 4 be reduced by any compensation
earned  by  Employee as the result of employment by another employer after the
Date  of  Termination,  or  otherwise.

     5.          SUCCESSORS;  BINDING  AGREEMENT.

          5.1  Successors of the Company.  The Employer and the Company will
require  any successor (whether direct or indirect, by purchase, amalgamation,
merger,  consolidation  or  otherwise)  to  all  or  substantially  all of the
business  and/or  assets  of  the Employer and/or the Company, by agreement in
form  and substance satisfactory to Employee, expressly to assume and agree to
perform  this  Agreement  in  the  same manner and to the same extent that the
Employer and the Company would be required to perform it if no such succession
had  taken  place.    Failure  of  the Employer and the Company to obtain such
agreement  prior to the effectiveness of any such succession shall be a breach
of this Agreement and shall entitle Employee to compensation from the Employer
in  the  same  amount  and  on  the  same  terms as Employee would be entitled
hereunder  if  Employee terminated his employment for Good Reason, except that
for  purposes  of  implementing  the  foregoing,  the  date  on which any such
succession becomes effective shall be deemed the Date of Termination.  As used
in  this  Agreement,  the  terms,  "Employer"  and "Company" shall include any
successor  to the business and/or assets of the Employer and/or the Company as
aforesaid  which  executes  and  delivers  the  agreement provided for in this
Section  5 or which otherwise becomes bound by all the terms and provisions of
this  Agreement  by  operation  of  law.

          5.2    Employee's  Heirs,  etc.  This Agreement shall inure to the
benefit of and be enforceable by Employee's personal or legal representatives,
executors,  administrators,  successors,  heirs,  distributees,  devisees  and
legatees.   If Employee should die while any amounts would still be payable to
him  hereunder  as  if  he  had  continued  to  live, all such amounts, unless
otherwise  provided herein, shall be paid in accordance with the terms of this
Agreement  to  his devisee, legatee, or other designee or, if there be no such
designee,  to  his  estate.

     6.         NOTICE.  For the purposes of this Agreement, notices and all
other  communications  provided  for  in the Agreement shall be in writing and
shall  be  deemed  to  have been duly given when delivered or mailed by United
States  registered  mail,  return  receipt  requested,  postage prepaid, or by
overnight  courier service, addressed to the respective addresses set forth on
the  first  page  of this Agreement, provided that all notices to the Employer
shall  be  directed  to  the  attention  of the Chief Executive Officer of the
Employer  with a copy to the Secretary of the Employer, and all notices to the
Company  shall  be  directed to c/o Triton Exploration Services, Inc., 6688 N.
Central  Expressway,  Suite 1400, Dallas, Texas 75206 attention: President, or
to  such  other  address  as  any  party  may  hereafter specify in writing in
accordance  herewith,  except  that  notices  of  change  of  address shall be
effective  only  upon  receipt.

     7.     MISCELLANEOUS.  No provisions of this Agreement may be modified,
waived  or  discharged unless such waiver, modification or discharge is agreed
to  in writing signed by Employee, the Employer and the Company (in whose case
such  signatory shall be such officer as may be specifically designated by the
Board  (which  shall  in  any  event  include  the  Company's  Chief Executive
Officer)).   No waiver by either party hereto at any time of any breach by the
other  party hereto of, or compliance with, any condition or provision of this
Agreement  to  be  performed  by  such other party shall be deemed a waiver of
similar  or dissimilar provisions or conditions at the same or at any prior or
subsequent time.  No agreements or representations, oral or otherwise, express
or implied, with respect to the subject matter hereof have been made by either
party  which  are  not  set  forth expressly in this Agreement. This Agreement
constitutes  the  entire agreement of the parties regarding the subject matter
hereof,  and  supersedes all prior agreements and understandings, both written
and  oral,  among  the  parties,  or  any of them, with respect to the subject
matter  hereof,  including  without  limitation  any  prior  agreement between
Employee  and  Triton  Energy  Corporation  or  the  Company.

     8.      VALIDITY.  The invalidity or unenforceability of any provisions
of this Agreement shall not effect the validity or enforceability of any other
provision  of  this  Agreement,  which  shall remain in full force and effect.

     9.         COUNTERPARTS.  This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original but all of which
together  will  constitute  one  and  the  same  instrument.

     10.      GOVERNING LAW; JURISDICTION.  This Agreement shall be governed
by  and  construed  under the laws of the State of Texas. The Employer and the
Company  hereby  irrevocably  submit to the jurisdiction of any Texas State or
Federal  court sitting in the Northern District of Texas, and the jurisdiction
of  any  arbitration panel constituted pursuant to Section 11 hereof, over any
action, proceeding or arbitration arising out of or relating to this Agreement
and  the  Employer and the Company hereby irrevocably agree that all claims in
respect of such action or proceeding may be heard and determined in such Texas
State  or  Federal  court  or  arbitration  proceeding.

     11.        ARBITRATION.  Any dispute or controversy arising under or in
connection  with this Agreement shall be settled exclusively by arbitration in
Dallas,  Texas  (in  accordance  with  the  rules  of the American Arbitration
Association then in effect).  Notwithstanding the pendency of any such dispute
or  controversy,  the  Employer  will  continue  to  pay  Employee  his  full
compensation  in  effect  when the notice giving rise to the dispute was given
(including,  but not limited to, base salary and installments under incentive,
bonus  or  other  plans)  and  continue  Employee  as  a  participant  in  all
compensation,  benefit  and insurance plans in which he was participating when
the  notice giving rise to the dispute was given, until the dispute is finally
resolved  in  accordance  with  Section  3.5  hereof.  Amounts paid under this
paragraph  are  in  addition to all other amounts due under this Agreement and
shall  not  be  offset  against  or  reduce  any  other amounts due under this
Agreement.  Judgment  may  be  entered  on the arbitrator's award in any court
having  jurisdiction;  provided,  however,  that Employee shall be entitled to
seek  specific  performance  of  his  right  to  be  paid  until  the  Date of
Termination during the pendency of any dispute or controversy arising under or
in  connection  with  this  Agreement.

     12.    CAPTIONS  AND  GENDER.  The use of captions and Section headings
herein  is  for  the  purposes  of  convenience  only and shall not effect the
interpretation  or  substance  of any provisions contained herein.  Similarly,
the  use of the masculine gender with respect to pronouns in this Agreement is
for  purposes  of  convenience and includes either sex who may be a signatory.

     IN  WITNESS  WHEREOF, the parties hereto have signed this Agreement as of
the  date  and  year  first  above  written.

                              TRITON  EXPLORATION  SERVICES,  INC.


                              By:          ___________________________________




                                         ___________________________________



     The  Company  hereby  joins  in  this  Agreement  for  the  purpose  of
guaranteeing,  and  the  Company  does  hereby  guarantee,  to  Employee  the
performance by the Employer (or its successors and assigns as provided herein)
of  the Employer's obligations hereunder and covenanting, and the Company does
hereby covenant, with Employee to be bound by the agreements of the Company as
set  forth  herein. The agreements of the Company hereunder shall inure to the
benefit of and be enforceable by Employee's personal or legal representatives,
executors,  administrators,  successors,  heirs,  distributees,  devisees  and
legatees.


                              TRITON  ENERGY  LIMITED


                              By:          ___________________________________