================================================================================ UNITED STATES 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) APRIL 26, 2005 OCCIDENTAL PETROLEUM CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 1-9210 95-4035997 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 10889 WILSHIRE BOULEVARD LOS ANGELES, CALIFORNIA 90024 (Address of principal executive offices) (ZIP code) Registrant's telephone number, including area code: (310) 208-8800 ================================================================================ Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 2 - FINANCIAL INFORMATION Item 2.02. Results of Operations and Financial Condition ---------- --------------------------------------------- On April 26, 2005, Occidental Petroleum Corporation released information regarding its results of operations for the fiscal period ended March 31, 2005. The exhibits to this Form 8-K and the information set forth in this Item 2.02 are being furnished pursuant to Item 2.02, Results of Operations and Financial Condition. The full text of the press release is attached to this report as Exhibit 99.1. The full text of the speeches given by Dr. Ray R. Irani and Stephen I. Chazen are attached to this report as Exhibit 99.2. Investor Relations Supplemental Schedules are attached to this report as Exhibit 99.3. SECTION 8 - OTHER EVENTS Item 8.01. Other Events ---------- ------------ On April 26, 2005, Occidental Petroleum Corporation announced net income for the first quarter 2005 of $846 million ($2.11 per share), compared with $487 million ($1.24 per share) for the first quarter 2004. Core earnings for the first quarter 2005 were $866 million ($2.16 per share), compared with $476 million ($1.22 per share) for the same period in 2004. Oil and Gas ----------- Oil and gas segment earnings were a record $1.3 billion for the first quarter 2005, which was 47 percent higher than the $915 million in earnings for the first quarter 2004. The first quarter 2005 earnings reflected a $529 million improvement from the impact of higher energy prices, partially offset by higher operating expenses and increased DD&A rates. For the quarter, oil and gas production averaged 565,000 barrels of oil equivalent, which was essentially flat with the 568,000 equivalent barrels per day produced in the first quarter 2004, and up slightly compared to the fourth quarter 2004 rate of 558,000 equivalent barrels per day. Compared to a year ago, production under the company's production sharing contracts in Oman, Qatar, Yemen and Long Beach was negatively impacted by higher prices. The average price for West Texas Intermediate crude oil in the first quarter 2005 was $49.84 per barrel compared to $35.15 per barrel in the first quarter 2004. If prices had remained at first quarter 2004 levels, production in the first quarter 2005 would have been more than 13,000 equivalent barrels per day higher. Earlier this year, Occidental's executive management said that it expected to exit 2005 with a production level of approximately 600,000 equivalent barrels per day. That expectation is unchanged. At the end of the first quarter, Occidental completed two acquisitions in the Permian Basin. These acquisitions are expected to contribute 10,000 equivalent barrels per day to the 2005 production exit rate and keep the company on track in meeting its year-end production target. Chemicals --------- Chemical segment earnings were $214 million for the first quarter 2005, nearly four times higher than the $56 million earned in the first quarter 2004. The improvement was due to higher margins in all major products resulting from higher sales prices, partially offset by higher energy and feedstock costs. Financial --------- During the first quarter, $450 million of 7.65 percent senior notes were redeemed with a related charge of $10 million to interest expense. At March 31, Occidental's debt was $3.5 billion compared to $3.9 billion at the end of 2004. After taking into account the $450 million in debt retirement costs and $300 million in acquisition costs, the company had cash and short-term investments of $1.4 billion at the end of the quarter, which was approximately the same level as the end of 2004. Stockholders' equity was $11.2 billion, up by nearly $700 million compared to year-end 2004. Statements in this presentation that contain words such as "will," "expect" or "estimate," or otherwise relate to the future, are forward-looking and involve risks and uncertainties that could significantly affect expected results. Factors that could cause results to differ materially include, but are not limited to: exploration risks such as drilling of unsuccessful wells, global commodity pricing fluctuations and supply/demand considerations for oil, gas and chemicals; higher-than-expected costs; political risk; and not successfully completing (or any material delay in) any expansion, capital expenditure, acquisition, or disposition. Occidental disclaims any obligation to update any forward-looking statements. 2 SUMMARY OF SEGMENT NET SALES AND EARNINGS First Quarter --------------------- (In millions, except per-share amounts) 2005 2004(c) ======================================== ======== ======== SEGMENT NET SALES Oil and Gas $ 2,219 $ 1,693 Chemical 1,061 834 Other 23 30 -------- -------- Net sales $ 3,303 $ 2,557 ======================================== ======== ======== SEGMENT EARNINGS Oil and Gas $ 1,349 $ 915 Chemical 214 56 -------- -------- 1,563 971 Unallocated Corporate Items Interest expense, net (a) (61) (68) Income taxes (b) (601) (363) Other (51) (51) -------- -------- Income from Continuing Operations 850 489 Discontinued operations, net (4) (2) -------- -------- NET INCOME $ 846 $ 487 ======== ======== BASIC EARNINGS PER COMMON SHARE Income from continuing operations $ 2.12 $ 1.25 Discontinued operations, net (.01) (.01) -------- -------- $ 2.11 $ 1.24 ======== ======== DILUTED EARNINGS PER COMMON SHARE Income from continuing operations $ 2.09 $ 1.24 Discontinued operations, net (.01) (.01) -------- -------- $ 2.08 $ 1.23 ======== ======== AVERAGE BASIC COMMON SHARES OUTSTANDING 400.4 391.5 ======================================== ======== ======== See footnotes on following page. 3 (a) The first quarter 2005 includes a $10 million pre-tax interest charge to redeem all the outstanding 7.65 percent senior notes, which were due in February 2006. The first quarter 2004 includes an $11 million pre-tax interest charge to redeem all the outstanding 8.16 percent Trust Preferred Redeemable Securities. (b) The first quarter 2005 includes a $10 million charge, net, related to a state income tax issue. The first quarter 2004 includes a $20 million credit related to the settlement of an issue with the Internal Revenue Service. (c) As of January 1, 2005, Occidental revised its reporting of segment earnings to show segment earnings before income taxes. All domestic and foreign income tax expense is now reflected under Unallocated Corporate Items in the income taxes line. This reporting change has been retrospectively applied to prior period results. SUMMARY OF CAPITAL EXPENDITURES AND DD&A EXPENSE First Quarter --------------------- ($ millions) 2005 2004 =================================== ======== ======== CAPITAL EXPENDITURES $ 536 $ 343 ======== ======== DEPRECIATION, DEPLETION AND AMORTIZATION OF ASSETS $ 344 $ 324 =================================== ======== ======== 4 SUMMARY OF OPERATING STATISTICS First Quarter --------------------- 2005 2004 =================================== ======== ======== NET OIL, GAS AND LIQUIDS PRODUCTION PER DAY United States Crude oil and liquids (MBBL) California 77 77 Permian 148 153 Horn Mountain 18 25 Hugoton 4 3 -------- -------- Total 247 258 Natural Gas (MMCF) California 241 243 Hugoton 129 127 Permian 146 140 Horn Mountain 12 17 -------- -------- Total 528 527 Latin America Crude oil (MBBL) Colombia 32 36 Ecuador 42 43 -------- -------- Total 74 79 Middle East Crude oil (MBBL) Oman 23 14 Qatar 43 42 Yemen 35 39 -------- -------- Total 101 95 Natural Gas (MMCF) Oman 56 11 Other Eastern Hemisphere Crude oil (MBBL) Pakistan 5 9 Natural Gas (MMCF) Pakistan 78 75 BARRELS OF OIL EQUIVALENT (MBOE) -------------------------------- Subtotal consolidated subsidiaries 537 543 Colombia-minority interest (4) (4) Russia-Occidental net interest 30 28 Yemen-Occidental net interest 2 1 -------- -------- TOTAL WORLDWIDE PRODUCTION 565 568 =================================== ======== ======== 5 SIGNIFICANT TRANSACTIONS AND EVENTS AFFECTING EARNINGS Occidental's results of operations often include the effects of significant transactions and events affecting earnings that vary widely and unpredictably in nature, timing and amount. Therefore, management uses a measure called "core earnings," which excludes those items. This non-GAAP measure is not meant to disassociate those items from management's performance, but rather is meant to provide useful information to investors interested in comparing Occidental's earnings performance between periods. Reported earnings are considered representative of management's performance over the long term. Core earnings is not considered to be an alternative to operating income in accordance with generally accepted accounting principles. The following table sets forth the core earnings and significant items affecting earnings for each operating segment and corporate: First Quarter ($ millions, except ----------------------------------------------- per-share amounts) 2005 EPS 2004 EPS =================================== ======== ======== ======== ======== TOTAL REPORTED EARNINGS $ 846 $ 2.11 $ 487 $ 1.24 ======== ======== ======== ======== OIL AND GAS Segment Earnings $ 1,349 $ 915 Less: None -- -- -------- -------- Segment Core Earnings $ 1,349 $ 915 -------- -------- CHEMICALS Segment Earnings $ 214 $ 56 Less: None -- -- -------- -------- Segment Core Earnings $ 214 $ 56 -------- -------- CORPORATE Results $ (717) $ (484) Less: Trust preferred redemption charge -- (11) 7.65% debt redemption charge (10) -- Settlement of tax issues -- 20 State tax charge (10) -- Tax effect of pre-tax adjustments 4 4 Discontinued operations, net* (4) (2) -------- -------- Corporate Core Results $ (697) $ (495) -------- -------- TOTAL CORE EARNINGS $ 866 $ 2.16 $ 476 $ 1.22 =================================== ======== ======== ======== ======== * These amounts are shown after-tax. 6 ITEMS AFFECTING COMPARABILITY OF CORE EARNINGS BETWEEN PERIODS The item(s) below are included in core earnings but are shown in this table because they affect the comparability of core earnings between periods. First Quarter --------------------- ($ millions) 2005 2004 =================================== ======== ======== PRE-TAX INCOME / (EXPENSE) Corporate Environmental remediation (9) -- 7 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. OCCIDENTAL PETROLEUM CORPORATION (Registrant) DATE: April 26, 2005 S. P. Dominick, Jr. -------------------------------------------------- S. P. Dominick, Jr., Vice President and Controller (Chief Accounting and Duly Authorized Officer) EXHIBIT INDEX 99.1 Press release dated April 26, 2005. 99.2 Full text of speeches given by Dr. Ray R. Irani and Stephen I. Chazen 99.3 Investor Relations Supplemental Schedules