PLAINS EXPLORATION & PRODUCTION COMPANY 2004 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT [With Employment Agreement]

Exhibit 10.13

PLAINS EXPLORATION & PRODUCTION COMPANY

2004 STOCK INCENTIVE PLAN

RESTRICTED STOCK UNIT AGREEMENT

[With Employment Agreement]

This Restricted Stock Unit Agreement (the “Agreement”), made as of the ___ day of ___________, 200_ (the “Grant Date”), by and between Plains Exploration & Production Company (the “Company”), and «Fname» «Middle»«Dot» «Lname» (the “Grantee”), evidences the grant by the Company of restricted stock units (“Restricted Stock Units” or “Award”) to the Grantee on such date and the Grantee’s acceptance of the Award in accordance with the provisions of the Plains Exploration & Production Company 2004 Stock Incentive Plan, as amended or restated from time to time (the “Plan”). The Company and the Grantee agree as follows:

1. Basis for Award . This Award is made in accordance with Section 10 of the Plan. The Grantee hereby receives as of the date hereof an Award of Restricted Stock Units pursuant to the terms of this Agreement (the “Grant”).

2. Stock Awarded .

(a) Effective                      , 200_, the Company hereby awards to the Grantee, in the aggregate, «Shares» Restricted Stock Units.

(b) The Company shall in accordance with the Plan establish and maintain a Restricted Stock Unit Account for the Grantee, and such account shall be credited for the number of Restricted Stock Units granted to the Grantee. The Restricted Stock Unit Account shall be credited for any securities or other property (including regular cash dividends) distributed to the Company in respect of its Shares. Any such property shall be subject to the same vesting schedule as the Restricted Stock Units to which they relate.

(c) Until the Restricted Stock Units awarded to the Grantee shall have vested, the Restricted Stock Units and any related securities, cash dividends or other property nominally credited to a Restricted Stock Unit Account shall not be sold, transferred, or otherwise disposed of and shall not be pledged or otherwise hypothecated.

3. Vesting . The Restricted Stock Units covered by this Agreement shall vest one-third on                      , one-third on                      , and one-third on                      , provided that , Grantee is still employed by the Company (or any Parent or Subsidiary) on such vesting date. The vesting of Restricted Stock Units may be deferred under the terms of a deferred compensation plan of the Company, if any, in which the Grantee participates. The Restricted Stock Units shall immediately vest with respect to 100% of the Restricted Stock Units covered by this Agreement upon the occurrence of any of the following events: (a) the Grantee’s death, separation from employment due to Disability, termination of employment by the Company without Cause provided that the Grantee’s employment agreement with the Company provides for a termination of employment by the Company without Cause (as defined in such employment agreement), or termination of employment by the Grantee for Good Reason provided that the Grantee’s

employment agreement with the Company provides for a termination of employment by the Grantee for Good Reason (as defined in such employment agreement), or (b) a Change in Control of the Company. If the Grantee ceases to be employed by the Company (or any Parent or Su