================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): October 26, 2005 AMERADA HESS CORPORATION -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) DELAWARE No. 1-1204 No. 13-4921002 (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 1185 Avenue of the Americas New York, New York 10036 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (212) 997-8500 -------------- N/A (Former Name or Former Address, if Changed Since Last Report) 1 Item 2.02. Results of Operations and Financial Condition. On October 26, 2005, Amerada Hess Corporation issued a news release reporting its results for the third quarter of 2005. A copy of this news release is attached hereto as Exhibit 99(1) and is hereby incorporated by reference. Item 7.01. Regulation FD Disclosure. Furnished hereunder are the prepared remarks of John B. Hess, Chairman of the Board of Directors and Chief Executive Officer of Amerada Hess Corporation, and John J. O'Connor, Executive Vice President and President, Worldwide Exploration and Production at a public conference call held on October 26, 2005. Copies of these remarks are attached, respectively, as Exhibit 99(2) and as Exhibit 99(3) and are incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (c) Exhibits 99(1) News release dated October 26, 2005 reporting results for the third quarter of 2005. 99(2) Prepared remarks of John B. Hess, Chairman of the Board of Directors and Chief Executive Officer. 99(3) Prepared remarks of John J. O'Connor, Executive Vice President and President, Worldwide Exploration and Production. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 26, 2005 AMERADA HESS CORPORATION By: /s/ John P. Rielly ----------------------------- Name: John P. Rielly Title: Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99(1) News release dated October 26, 2005 reporting results for the third quarter of 2005. 99(2) Prepared remarks of John B. Hess, Chairman of the Board of Directors and Chief Executive Officer. 99(3) Prepared remarks of John J. O'Connor, Executive Vice President and President, Worldwide Exploration and Production. 4