Edgar Filing: BURLINGTON RESOURCES INC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0104

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Whitehead Dane E

2. Date of Event Requiring Statement (Month/Day/Year)
07/27/2005

3. Issuer Name and Ticker or Trading Symbol
BURLINGTON RESOURCES INC [BR]

(Last)

(First)

(Middle)

BURLINGTON RESOURCES INC.,Â 717 TEXAS AVENUE, SUITE 2100

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
V.P. and Controller

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

HOUSTON,Â TXÂ 77002

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities owned	0	D ⁽¹⁾	Â
Common Stock	50 ⁽²⁾	I	By wife

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	Â ⁽³⁾	01/25/2015	Common Stock	2,200	$ 44.215	D	Â
Stock Option (right to buy)	Â ⁽³⁾	01/26/2015	Common Stock	5,800	$ 44.215	D	Â
Phantom Stock Units	Â ⁽⁴⁾	01/22/2006	Common Stock	4,000	$ ⁽⁵⁾	D	Â
Phantom Stock Units	Â ⁽⁴⁾	01/21/2007	Common Stock	5,000	$ ⁽⁵⁾	D	Â
Phantom Stock Units	Â ⁽⁴⁾	01/26/2008	Common Stock	2,500	$ ⁽⁵⁾	D	Â
Phantom Stock Units	Â ⁽⁶⁾	Â ⁽⁷⁾	Common Stock	10,639	$ ⁽⁵⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Whitehead Dane E BURLINGTON RESOURCES INC. 717 TEXAS AVENUE, SUITE 2100 HOUSTON,Â TXÂ 77002	Â	Â	Â V.P. and Controller	Â

Signatures

Jeffery P. Monte Attorney-in-fact		07/28/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	No securities beneficially owned.
(2)	The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(3)	The options vests in two installments beginning on January 26, 2006.
(4)	These phantom stock units were approved by the Company's Compensation Committee and are to be settled in cash upon expiration. In the event of permanent disability or death, the units will automatically vest and immediately payable.
(5)	1 for 1
(6)	Immediately.
(7)	These phantom stock units were acquired under the Company's deferred compensation plan and are to be settled in cash upon retirement or other termination from the Company.

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