EXHIBIT 99.3


              NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER
                                       OF
                        REMINGTON OIL AND GAS CORPORATION

PURPOSE AND RESPONSIBILITIES

The Nominating and Corporate Governance Committee (the "Nominating Committee")
is a standing committee of the Board of Directors. Its primary purposes are to
identify individuals qualified to become members of the Board of Directors, and
to recommend a slate of directors to the Board of Directors for election at the
Company's annual meeting or if requested by the Board of Directors, recommend
director candidates to fill a vacancy on the Board; to draft and present to the
Board of Directors a statement of the Company's Corporate Governance Guidelines
and the Company's Code of Business Conduct and Ethics, and work with the Board
to monitor compliance with the various governance documents, and to implement
surveys for Board and committee annual performance evaluations

ORGANIZATION AND FUNCTIONS

         -        Appointment and Term. The members of the Nominating Committee
                  shall be appointed annually by the vote of the majority of the
                  Board of Directors. The Board of Directors, by majority vote,
                  may remove any member of the Nominating Committee. Except for
                  the prior resignation or removal, each member of the
                  Nominating Committee shall serve on the Nominating Committee
                  until his or her term of office as a director of the Company
                  expires.

         -        Composition. The Nominating Committee shall be composed of
                  three independent Directors.

         -        Qualifications. In addition to meeting the director
                  qualifications set forth in the Company's Corporate Governance
                  Guidelines, the members of the Nominating Committee shall
                  demonstrate an understanding of corporate governance matters
                  and the laws, rules and regulations applicable thereto.

         -        Independence. All members of the Nominating Committee must be
                  Independent (as defined in the Company's By-Laws).

         -        Appointment of a Chairperson. The Nominating Committee shall
                  recommend a Chairperson from among its members to the Board of
                  Directors for approval. It is the responsibility of the
                  Chairperson to schedule all meetings of the Nominating
                  Committee and provide the Nominating Committee, other members
                  of the board, and the Company's Secretary with a written
                  notice and written agenda for all meetings.

         -        Meetings. The Nominating Committee shall meet at least once
                  per year or more frequently as circumstances require. The
                  Nominating Committee may ask members of management or others
                  to attend the meetings and provide pertinent information as
                  necessary.

         -        Reporting and Minutes. The Nominating Committee shall report
                  to the entire Board of Directors and shall provide all notices
                  and minutes of meetings of



                  the Nominating Committee to the Board of Directors. All
                  notices, agendas, and minutes of meetings shall be provided to
                  the Company's management in order for payment of any
                  applicable meeting fees and expenses to be made.

         -        Access to Management and Consultants. The Nominating Committee
                  shall have unrestricted access to members of management and
                  all information relevant to its responsibilities. The
                  Nominating Committee is authorized and empowered to retain
                  such independent advisors, including counsel that the
                  Nominating Committee may deem necessary in order to carry out
                  its responsibilities. No engagement shall be a valid act of
                  the committee and no compensation for the services of such
                  advisors shall be paid by the Company unless, prior to such
                  engagement, the Company Secretary was advised of the decision
                  to engage the advisor, a preliminary budget for the engagement
                  of the advisor was submitted to the Company Secretary, the
                  identity of the advisor was made known to the Company
                  Secretary so that conflicts could be checked and independence
                  verified, and the Company Secretary was provided an
                  undertaking by the committee chairperson that any and all
                  letters, reports, and studies prepared by the advisor will be
                  made known and made available to the Company's Board of
                  Directors as a whole.

         -        Functions regarding Director Nominations. The Nominating
                  Committee shall on an annual basis affirmatively determine by
                  a majority vote of its members those directors that are
                  Independent in accordance with the standards set forth in the
                  Company's Governance Standards for Directors and Committees of
                  the Board and that each director nominee presents the
                  qualifications necessary to be nominated as a director. Once
                  the Nominating Committee has a recommended Slate of Directors,
                  the Nominating Committee will forward the Slate of Directors
                  to the Board of Directors. Each nominee for Director will be
                  placed on the Slate of Directors to be elected by the
                  stockholders at the Company's annual meeting upon receiving
                  the affirmative vote of a majority of the Board of Directors.

         -        Functions regarding Director Resignations and Board Vacancies.
                  The Nominating Committee shall be empowered to accept or
                  reject the resignation of a director upon the submission of
                  such resignation. In the event that the resignation is
                  accepted by the Nominating Committee, the Nominating Committee
                  if so requested by the Board of Directors shall by majority
                  vote forward the name of a nominee to fill the vacancy to the
                  full board for election.

         -        Functions regarding Code of Ethics and Corporate Governance
                  Guidelines. The Nominating Committee shall work with the Board
                  of Directors to develop a set of corporate governance
                  principles and a Code of Ethics applicable to the Company. In
                  assisting to develop these sets of principles or carrying out
                  its other duties, the Nominating Committee is authorized to
                  conduct research into any matters within the Nominating
                  Committee's scope of responsibilities.

         -        Review of Charter. The Nominating Committee shall at least on
                  an annual basis review and update its charter and recommend
                  any changes to the Board of Directors for approval.

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         -        Annual Performance Review. The Nominating Committee shall
                  prepare an annual performance evaluation of the Nominating
                  Committee in accordance with the Company's By-Laws.

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