Occidental Petroleum 2013 Annual Report Download

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

Form 10-K


¨

For the fiscal year ended December 31, 2013
For the transition period from to
Commission File Number 1-9210
Occidental Petroleum Corporation


Delaware

95-4035997

10889 Wilshire Blvd., Los Angeles, CA

90024

(310) 208-8800

Title of Each Class
Name of Each Exchange on Which Registered
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Table of contents

  • Page 1
    ... from to Commission File Number 1-9210 Occidental Petroleum Corporation (Exact name of registrant as specified in its charter) State or other jurisdiction of incorporation or organization I.R.S. Employer Identification No. Address of principal executive offices Zip Code Registrant's telephone num...

  • Page 2
    ..., Related Stockholder Matters and Issuer Purchases of Equity Securities ... 9 Item Selected Financial Data...Item 7 and 7A Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) ...Strategy...Oil and Gas Segment...Chemical Segment...Midstream, Marketing and...

  • Page 3
    ... 11 Executive Compensation...Security Ownership of Certain Beneficial Owners and Management ...Certain Relationships and Related Transactions and Director Independence ...Principal Accountant Fees and Services... Item 12 Item 13 Item 14 Part IV Item 15 Exhibits and Financial Statement Schedules...

  • Page 4
    ...this report and Note 16 to the Consolidated Financial Statements. OIL AND GAS OPERATIONS General Occidental's domestic oil and gas operations are located in California, Colorado, Kansas, New Mexico, North Dakota, Oklahoma and Texas. International operations are located in Bahrain, Bolivia, Colombia...

  • Page 5
    ... (EOR) projects and strategic acquisitions. Occidental also competes to develop and produce its worldwide oil and gas reserves cost-effectively, maintain a skilled workforce and obtain quality services. CHEMICAL OPERATIONS General OxyChem owns and operates manufacturing plants at 22 domestic sites...

  • Page 6
    ... other midstream transportation companies to provide transportation services. The competitive strategy of Occidental's domestic pipeline business is to ensure that its pipeline and gathering systems connect various production areas to multiple market locations. Transportation rates are regulated...

  • Page 7
    ...SEC); Ø Other SEC filings, including Forms 3, 4 and 5; and Ø Corporate governance information, including its corporate governance guidelines, board-committee charters and Code of Business Conduct. (See Part III, Item 10, of this report for further information.) Information contained on Occidental...

  • Page 8
    .... Reported oil and gas reserves are an estimate based on periodic review of reservoir characteristics and recoverability, including production decline rates, operating performance and economic feasibility at the prevailing commodity prices as well as capital and operating costs. If Occidental were...

  • Page 9
    ... Oil & Gas, U.S. Operations since 2013; 2012-2013, Executive Vice President - Oxy Oil & Gas, California Operations; 2011-2012, President & General Manager of Oxy Permian CO 2; 2009-2011, Operations Manager of Oxy Permian. Vice President since 2012; President of Occidental Chemical Corporation since...

  • Page 10
    ... of record at December 31, 2013, and by approximately 648,000 additional stockholders whose shares were held for them in street name or nominee accounts. The common stock is listed and traded on the New York Stock Exchange. The quarterly financial data set forth the range of trading prices for...

  • Page 11
    ... and Occidental. Occidental's current peer group consists of Tnadarko Petroleum Corporation, Tpache Corporation, Canadian Natural Resources Limited, Chevron Corporation, ConocoPhillips, Devon Energy Corporation, EOG Resources Inc., ExxonMobil Corporation, Hess Corporation, Marathon Oil Corporation...

  • Page 12
    ...quarter dividend payment, which normally would have been accrued as of year-end 2012 and paid in the first quarter of 2013. ITEM 7 AND 7A MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (MD&A) In this report, "Occidental" means Occidental Petroleum Corporation...

  • Page 13
    ...strategies: Plains Pipeline sale. Occidental also retired $0.6 billion of its debt in the fourth quarter. Occidental prioritizes the use of its operating cash flows in the following order: Ø Grow oil and gas segment production through development programs focused on large, long-lived conventional...

  • Page 14
    ... domestically from higher oil production in California and the Permian Basin, and internationally from opportunities in key assets, mainly in Oman and Qatar, as well as the completion of the Tl Hosn gas project in late 2014. focus on projects and developments designed to improve the competitiveness...

  • Page 15
    ... per-unit profit, production costs and finding and development costs, as well as health, environmental and safety measures such as the number of recordable injuries, and others. Based on the $2.88 per share annual dividend rate announced in February 2014, Occidental's dividend rate has increased by...

  • Page 16
    ... in the contracts. Occidental's share of production and reserves from these contracts decreases when product prices rise and increases when prices decline. Overall, Occidental's net economic benefit from these contracts is greater when product prices are higher. Business Review The following chart...

  • Page 17
    ... transportation capacity to market the products and regulatory and environmental considerations. Ts a result, Occidental recorded pre-tax impairment charges of $0.6 billion for the acreage. Middle East/North Africa Assets Middle East/North Africa 1. 2. 3. 4. 5. 6. 7. Bahrain Iraq Libya Oman Qatar...

  • Page 18
    ... in the fourth quarter of 2014. Occidental conducts a majority of its Middle East business development activities through its office in Tbu Dhabi, which also provides various support functions for Occidental's Middle East/North Tfrica oil and gas operations. Yemen Qatar In Qatar, Occidental is the...

  • Page 19
    ... wells are drilled and initial production begins in the fourth quarter. Occidental does not have any reserves from non-traditional sources. For further information regarding Occidental's proved reserves, see "Supplemental Oil and Gas Information" following the "Financial Statements." Latin America...

  • Page 20
    ... Basin, California, Oman, Williston Basin and South Texas accounted for approximately 88 percent of the reserve transfers from proved undeveloped to proved developed in 2013. While costs to develop proved undeveloped reserves have generally increased over time, in 2013 domestic development costs...

  • Page 21
    ...reports to the Tudit Committee of Occidental's Board of Directors during the year. Since 2003, Occidental has retained Ryder Scott Company, L.P. (Ryder Scott), independent petroleum engineering consultants, to review its annual oil and gas reserve estimation processes. In 2013, Ryder Scott conducted...

  • Page 22
    ... to better utilize and optimize its assets. In addition, Occidental's Phibro trading unit's strategy is to profit from market price changes. Marketing performance improved mainly as a result of capturing regional crude price differentials by utilizing new pipelines providing access to the Gulf Coast...

  • Page 23
    ... full capacity of the Dolphin Pipeline and generate additional midstream revenues and cash flows. Occidental owns an oil common carrier pipeline and storage system with approximately 2,800 miles of pipelines from southeast New Mexico across the Permian Basin of southwest Texas to Cushing, Oklahoma...

  • Page 24
    ... sale of the Trgentine operations. 18 77 Natural gas (MMCF) California Permian Basin Midcontinent and Other Total 260 157 371 256 155 410 821 260 157 365 782 788 Latin America (a) Oil (MBBL) - Colombia Natural gas (MMCF) - Bolivia 29 12 29 13 29 15 Middle East/North Africa Oil (MBBL) Dolphin...

  • Page 25
    Sales Volumes per Day 2013 2012 2011 United States Oil (MBBL) NGLs (MBBL) 266 77 789 255 73 819 230 69 782 Natural gas (MMCF) Latin America (a) Oil (MBBL) - Colombia Natural gas (MMCF) - Bolivia 27 12 28 13 29 15 Middle East/North Africa Oil (MBBL) Dolphin Oman Qatar Other Total NGLs (MBBL)...

  • Page 26
    ... in 2012. The 2013 results reflected higher earnings in the pipeline and power generation businesses and improved marketing and trading performance. Marketing performance improved by $110 million, mainly as a result of capturing regional crude price differentials by utilizing new pipelines providing...

  • Page 27
    ... in 2012 due to higher headcount, partially offset by lower equity compensation expense and the Colombia net worth tax, which increased the 2011 costs. DD&T increased in each year from 2011 to 2013, generally due to higher DD&T rates and, to a lesser extent, the changes in volumes in the oil and gas...

  • Page 28
    ...the oil and gas segment's prices, sales volumes and costs. Occidental believes that cash on hand and cash generated from operations will be sufficient to fund its operating needs and planned capital expenditures, dividends and any debt payments. Occidental has a bank credit facility (Credit Facility...

  • Page 29
    ...their development plans and production growth. Tn additional $0.1 billion is expected to be spent on these and other domestic assets for facilities projects that were deferred in 2013. Occidental also expects to continue to fund growth opportunities in key international assets, mainly Oman and Qatar...

  • Page 30
    ... lease agreements, mainly for transportation equipment, power plants, machinery, terminals, storage facilities, land and office space. Occidental leases assets when leasing offers greater operating flexibility. Lease payments are generally expensed as part of cost of sales and selling, general and...

  • Page 31
    ... United States Internal Revenue Service (IRS) pursuant to its Compliance Tssurance Program, subsequent taxable years are currently under review. Tdditionally, in December 2012, Occidental filed United States federal refund claims for tax years 2008 and 2009 which are subject to IRS review. Taxable...

  • Page 32
    ... costs have generally increased over time and are expected to rise in the future. Occidental factors environmental expenditures for its operations into its business planning process as an integral part of producing quality products responsive to market demand. Environmental Remediation The laws...

  • Page 33
    ... 20 percent of Occidental's total assets at that date. Of such assets, approximately $11.9 billion are located in the Middle East/North Tfrica and approximately $1.7 billion are located in Latin Tmerica. For the year ended December 31, 2013, net sales outside North Tmerica totaled $8.2 billion...

  • Page 34
    ... for the acreage. The profitability of certain of Occidental's Middle East/North Tfrica operations, and in turn its ability to realize its recorded asset values, is dependent upon the success of future development plans or normalization of operations in some locations. Further, the strategic review...

  • Page 35
    .... Occidental performs impairment tests on its midstream and marketing assets whenever events or changes in circumstances lead to a reduction in the estimated useful lives or estimated future cash flows that would indicate that the carrying amount may not be recoverable, or when management's plans...

  • Page 36
    .... Offsetting Assets and Liabilities Beginning in the quarter ended March 31, 2013, Occidental adopted new disclosure requirements relating to its derivatives in accordance with rules issued by the Financial Tccounting Standards Board (FTSB) in December 2011 and January 2013. These new rules require...

  • Page 37
    ... below. Cash-Flow Hedges Occidental entered into financial swap agreements in November 2012 for the sale of a portion of its natural gas production in California. These swap agreements hedge 50 million cubic feet of natural gas per day beginning in January 2013 through March 2014 and qualify as...

  • Page 38
    ... monetary assets and liabilities and limiting cash positions in foreign currencies to levels necessary for operating purposes. T vast majority of international oil sales are denominated in United States dollars. Tdditionally, all of Occidental's consolidated foreign oil and gas subsidiaries have...

  • Page 39
    ... "Strategy," "Oil and Gas Segment -Business Review," "Proved Reserves" and "- Industry Outlook," "Chemical Segment - Industry Outlook," "Midstream, Marketing and Other Segment - Business Review, Gas Processing Plants and CO2 Fields and Facilities" and "Business Review, Pipeline Transportation...

  • Page 40
    ITEM 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA MANAGEMENT'S ANNUAL ASSESSMENT OF AND REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING The management of Occidental Petroleum Corporation and its subsidiaries (Occidental) is responsible for establishing and maintaining adequate internal control ...

  • Page 41
    ... standards of the Public Company Tccounting Oversight Board (United States), Occidental Petroleum Corporation and subsidiaries' internal control over financial reporting as of December 31, 2013 , based on criteria established in Internal Control - Integrated Framework issued in 1992 by the Committee...

  • Page 42
    ... Board of Directors and Stockholders Occidental Petroleum Corporation: We have audited Occidental Petroleum Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework issued...

  • Page 43
    ... 2012 Inventories Other current assets Total current assets $ 3,393 $ 5,674 1,200 1,056 1,592 4,916 1,344 1,640 9,492 11,323 INVESTMENTS IN UNCONSOLIDATED ENTITIES 1,459 1,894 PROPERTY, PLANT AND EQUIPMENT Oil and gas segment Chemical segment Midstream, marketing and other segment Corporate...

  • Page 44
    ..., except share and per-share amounts Occidental Petroleum Corporation and Subsidiaries Liabilities and Stockholders' Equity at December 31, 2013 2012 CURRENT LIABILITIES Current maturities of long-term debt Accounts payable Accrued liabilities Domestic and foreign income taxes Total current...

  • Page 45
    ... of Income In millions, except per-share amounts Occidental Petroleum Corporation and Subsidiaries For the years ended December 31, 2013 2012 2011 $ REVENUES AND OTHER INCOME Net sales Interest, dividends and other income Gain on sale of equity investments $ 24,455 106 $ 24,172 23...

  • Page 46
    ... Net of tax of $(101), $(8) and $34 in 2013, 2012 and 2011, respectively. See Note 13, Retirement and Postretirement Benefit Plans, for additional information. (c) Net of tax of $2, $14 and $(56) in 2013, 2012 and 2011, respectively. (d) There were no other comprehensive income (loss) items related...

  • Page 47
    ... of Cash Flows In millions Occidental Petroleum Corporation and Subsidiaries For the years ended December 31, 2013 2012 4,598 2011 $ CASH FLOW FROM OPERATINm ACTIVITIES Net income Adjustments to reconcile net income to net cash provided by operating activities: Discontinued operations...

  • Page 48
    ... title transfer. For unsettled transactions, contracts are recorded at fair value and changes in fair value are reflected in net sales. Revenue from all marketing and trading activities is reported on a net basis. Occidental records revenue net of any taxes, such as sales taxes, that are assessed by...

  • Page 49
    ...risks and would seek compensation in the event of nationalization. Because Occidental's major products are commodities, significant changes in the prices of oil and gas and chemical products may have a significant impact on Occidental's results of operations. Tlso, see "Property, Plant and Equipment...

  • Page 50
    ...future product prices, which Occidental bases on forward price curves and, when applicable, contractual prices, estimates of oil and gas reserves and estimates of future expected operating and development costs. Tny impairment loss would be calculated as the excess of the asset's net book value over...

  • Page 51
    ..., and the fair value is designated as Level 3 within the valuation hierarchy. Occidental generally uses an income approach to measure fair value when there is not a market-observable price for an identical or similar asset or liability. This approach utilizes management's judgments regarding...

  • Page 52
    ... certain number of its facilities, Occidental has identified conditional asset retirement obligations that are related mainly to plant decommissioning. Occidental does not know or cannot estimate when it may settle these obligations. Therefore, Occidental cannot reasonably estimate the fair value of...

  • Page 53
    ...T summary of Occidental's accounting policy for awards issued under the Plans is as follows. For cash- and stock-settled restricted stock units or incentive award shares (RSUs), compensation value is initially measured on the grant date using the quoted market price of Occidental's common stock. For...

  • Page 54
    ... traded company. 2013 In October 2013, the Board of Directors authorized the pursuit of the sale of a minority interest in the Middle East/North Tfrica operations, the strategic alternatives for select assets, including oil and gas interests in the Williston Basin, Hugoton Field, Piceance Basin...

  • Page 55
    ... CHANGES Offsetting Assets and Liabilities Beginning in the quarter ended March 31, 2013, Occidental adopted new disclosure requirements relating to its derivatives in accordance with rules issued by the Financial Tccounting Standards Board (FTSB) in December 2011 and January 2013. These new rules...

  • Page 56
    ... pre-tax charge related to this redemption in the first quarter of 2011. Occidental has provided guarantees on Dolphin Energy's debt, which are limited to certain political and other events. Tt December 31, 2013 and 2012, Occidental's total guarantees were not material and a substantial majority of...

  • Page 57
    ... mainly from market price changes of commodities. Refer to Note 1 for Occidental's accounting policy on derivatives. Cash-Flow Hedges Occidental entered into financial swap agreements in November 2012 for the sale of a portion of its natural gas production in California. These swap agreements hedge...

  • Page 58
    ... summarizes Occidental's net volumes of outstanding commodity derivatives contracts not designated as hedging instruments, including both financial and physical derivative contracts as of December 31, 2013 and 2012: Net Outstanding Position Long / (Short) Commodity Oil (million barrels) Natural gas...

  • Page 59
    ... table presents the gross and net fair values of Occidental's outstanding derivatives as of December 31, 2013 and 2012 ( i n millions): December 31, 2013 Asset Derivatives Balance Sheet Location Fair Value $ Liability Derivatives Balance Sheet Location Accrued liabilities Deferred credits and...

  • Page 60
    ... purposes. T vast majority of international oil sales are denominated in United States dollars. Tdditionally, all of Occidental's consolidated foreign oil and gas subsidiaries have the United States dollar as the functional currency. Ts of December 31, 2013, the fair value of foreign currency...

  • Page 61
    ... cases, compensation for alleged property damage, punitive damages, civil penalties and injunctive relief. Usually OPC or such subsidiaries are among many companies in these environmental proceedings and have to date been successful in sharing response costs with other financially sound companies...

  • Page 62
    ... United States Internal Revenue Service (IRS) pursuant to its Compliance Tssurance Program, subsequent taxable years are currently under review. Tdditionally, in December 2012, Occidental filed United States federal refund claims for tax years 2008 and 2009 which are subject to IRS review. Taxable...

  • Page 63
    ...-in capital was credited $6 million in 2013, $8 million in 2012 and $14 million in 2011 for an excess tax benefit from the exercise of certain stock-based compensation awards. Ts of December 31, 2013 , Occidental had liabilities for unrecognized tax benefits of approximately $61 million included in...

  • Page 64
    ..., December 31, 2012 Issued Options exercised and other, net Balance, December 31, 2013 Common Stock 885,275 1,302 232 886,809 1,746 246 888,801 826 292 889,919 TREASURY STOCK In February 2014, Occidental increased the number of shares authorized for its share repurchase program by 30 million...

  • Page 65
    ...cash. During 2013, non-employee directors were granted awards for 37,100 shares of restricted stock, a substantial majority of which fully vested on the grant date. Compensation expense for these awards was measured using the quoted market price of Occidental's common stock on the grant date and was...

  • Page 66
    ...For those awards that cliff vest in two or three years, dividend equivalents are accumulated during the vesting period and are paid when they vest. The weighted-average, grant-date fair values of cash-settled RSUs granted in 2013, 2012 and 2011 were $89.70, $84.38 and $104.74 per share, respectively...

  • Page 67
    ... or STRs have been granted since 2006 and all outstanding awards are vested. Exercise prices of the Options and STRs were equal to the quoted market value of Occidental's stock on the grant date. Generally, the Options and STRs vest ratably over three years from the grant date with a maximum term of...

  • Page 68
    ... defined contribution and supplemental retirement plans. DEFINED BENEFIT PLANS Participation in defined benefit plans is limited and approximately 1,000 domestic and 1,500 foreign national employees, mainly union, nonunion hourly and certain employees that joined Occidental from acquired operations...

  • Page 69
    ... Accumulated Benefit Obligation Fair Value of Plan Assets $ $ $ Plan Assets in Excess of Accumulated Benefit Obligation 2013 2013 2012 2012 401 $ $ $ 122 112 39 $ $ $ 305 278 $ $ $ 310 305 328 386 499 171 Occidental does not expect any plan assets to be returned during 2014. 68

  • Page 70
    ...TT-TTT Universe yield curve in 2013 and 2012. The weighted-average rate of increase in future compensation levels is consistent with Occidental's past and anticipated future compensation increases for employees participating in retirement plans that determine benefits using compensation. The assumed...

  • Page 71
    ... and manager guideline compliance reviews, annual liability measurements and periodic studies. The fair values of Occidental's pension plan assets by asset category are as follows (in millions): Fair Value Measurements at December 31, 2013 Using Level 2 Level 3 16 $ Description Asset Class: Level...

  • Page 72
    ... consisted mainly of an approximate 25-percent interest in Plains Pipeline, a 24.5percent interest in the stock of Dolphin Energy, and various other partnerships and joint ventures. Equity investments paid dividends of $447 million, $526 million and $349 million to Occidental in 2013, 2012 and 2011...

  • Page 73
    ...FAIR VALUES - NONRECURRING During its annual capital planning process in the fourth quarter of 2013, management determined that it would not pursue development of certain of its non-producing domestic oil and gas acreage based on product prices, availability of transportation capacity to market the...

  • Page 74
    ..., develops and produces oil and condensate, NGLs, and natural gas. The chemical segment mainly manufactures and markets basic chemicals and vinyls. The midstream and marketing segment gathers, processes, transports, stores, purchases and markets oil, condensate, NGLs, natural gas, CO 2 and power. It...

  • Page 75
    ...In millions Oil and Gas Chemical $ $ Midstream and Marketing $ $ Corporate and Eliminations (c) Total $ YEAR ENDED DECEMBER 31, 2013 Net sales $ $ 19,132 (a) 4,673 (b) 743 (e) 1,538 $ $ (888) (3,755) (h,i) (19) 24,455 9,677 (d,e,f) (3,755) (19) Pretax operating profit (loss) Income taxes...

  • Page 76
    ... acreage. The 2012 amount includes pre-tax charges of $1.7 billion for the impairment of domestic gas assets and related items. The 2011 amount includes pre-tax charges of $35 million related to exploration write-offs in Libya and $29 million related to a Colombian net worth tax, and a pre-tax...

  • Page 77
    2013 Quarterly Financial Data (Unaudited) In millions, except per-share amounts Occidental Petroleum Corporation and Subsidiaries Three months ended Segment net sales Oil and gas Chemical Midstream, marketing and other Eliminations Net sales $ March 31 June 30 $ September 30 $ December 31 $ ...

  • Page 78
    2012 Quarterly Financial Data (Unaudited) In millions, except per-share amounts Occidental Petroleum Corporation and Subsidiaries Three months ended Segment net sales Oil and gas Chemical Midstream, marketing and other Eliminations Net sales $ March 31 4,902 $ June 30 4,495 $ September 30 4,635...

  • Page 79
    ... similar economic arrangements. In addition, discussions of oil and gas production or volumes, in general, refer to sales volumes unless the context requires or it is indicated otherwise. Oil Reserves In millions of barrels (MMbbl) United States Latin America 90 Middle East/ North Africa (a) 462...

  • Page 80
    ... Middle East/North Africa proved undeveloped reserves at December 31, 2013, were from the Al Hosn gas project in the United Arab Emirates. Occidental expects to transfer a substantial portion of these reserves to the proved developed category at the end of 2014 when additional wells are drilled and...

  • Page 81
    ... Middle East/North Africa proved undeveloped reserves at December 31, 2013, were from the Al Hosn gas project in the United Arab Emirates. Occidental expects to transfer a substantial portion of these reserves to the proved developed category at the end of 2014 when additional wells are drilled and...

  • Page 82
    ... to be developed within five years from the date initially recorded was insignificant. A substantial majority of Middle East/North Africa proved undeveloped reserves at December 31, 2013, was from the Al Hosn gas project in the United Arab Emirates. Occidental expects to transfer a substantial...

  • Page 83
    ... costs, capitalized interest and asset retirement obligations. $ 37,490 COSTS INCURRED Costs incurred in oil and gas property acquisition, exploration and development activities, whether capitalized or expensed, were as follows: United In millions States Latin America Middle East/ North Africa...

  • Page 84
    ... States 11,152 Latin America $ Middle East/ North Africa $ Total $ FOR THE YEAR ENDED DECEMBER 31, 2013 Revenues (a) Production costs (b) Other operating expenses Depreciation, depletion and amortization Taxes other than on income Asset impairments and related items Exploration expenses Pretax...

  • Page 85
    ... United States Latin America $ Middle East/ North Africa $ Total $ FOR THE YEAR ENDED DECEMBER 31, 2013 Revenue from each barrel of oil equivalent ($/bbl.) (a,b) Production costs Other operating expenses Depreciation, depletion and amortization Taxes other than on income Asset impairments and...

  • Page 86
    ... Measure of Discounted Future Net Cash Flows In millions United States Latin America $ Middle East/ North Africa $ Total $ AT DECEMBER 31, 2013 Future cash inflows Future costs Production costs and other operating expenses Development costs (a) Future income tax expense Future net cash flows Ten...

  • Page 87
    ...31, 2013, Occidental's net productive and dry -exploratory and development wells completed. United States 2013 Latin America (a) 27.2 Middle East/ North Africa 3.9 Total 31.9 Oil Gas - - - Dry 2012 Exploratory Development Exploratory Development Exploratory Development Exploratory Development...

  • Page 88
    ..., 2013 , Occidental's holdings of developed and undeveloped oil and gas acreage. Thousands of acres at December 31, 2013 Developed (b) United States (a) Latin America 121 Middle East/ North Africa 1,335 607 Total 10,272 5,997 - - Undeveloped (e) - - (a) (b) (c) Gross (c) Net (d) Gross (c) Net...

  • Page 89
    ... Natural gas (MMCF) California Permian Midcontinent and Other TOTAL Latin America (a) Oil (MBBL) - Colombia Natural gas (MMCF) - Bolivia Middle East/North Africa Oil (MBBL) Dolphin Oman Qatar Other TOTAL NGLs (MBBL) Dolphin Other TOTAL Natural gas (MMCF) Dolphin Oman Other TOTAL 2013 2012 2011 90...

  • Page 90
    Sales Volumes per Day United States Oil (MBBL) NGLs (MBBL) Natural gas (MMCF) Latin America (a) Oil (MBBL) - Colombia Natural gas (MMCF) - Bolivia Middle East/North Africa Oil (MBBL) Dolphin Oman Qatar Other TOTAL NGLs (MBBL) Dolphin Other TOTAL Natural gas (MMCF) 2013 2012 266 77 2011 255 73 230...

  • Page 91
    Schedule II - Valuation and Qualifying Accounts In millions Occidental Petroleum Corporation and Subsidiaries Additions Balance at Beginning of Period 2013 Charged to Costs...90 $ $ $ 573 (b) 2011 Allowance for doubtful accounts Environmental Litigation, tax and other reserves Note: The amounts...

  • Page 92
    ... - Certain Beneficial Owners and Management" in the 2014 Proxy Statement. See also the information under "Securities Tuthorized for Issuance Under Equity Compensation Plans" in Part II, Item 5 of this report. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE This...

  • Page 93
    ... executive officers (filed as Exhibit B to the Proxy Statement of Occidental for its May 21, 1987, Tnnual Meeting of Stockholders, File No. 1-9210). 10.8* Occidental Petroleum Corporation Split Dollar Life Insurance Program and Related Documents (filed as Exhibit 10.2 to the Quarterly Report on Form...

  • Page 94
    ... 30, 2008, File No. 1-9210). Occidental Petroleum Corporation Executive Incentive Compensation Plan (filed as Exhibit 10.69 to the Tnnual Report on Form 10-K of Occidental for the fiscal year ended December 31, 2005, File No. 1-9210). Description of financial counseling program (filed as Exhibit 10...

  • Page 95
    ...(Cash-Based, Cash- Settled Tward) (filed as Exhibit 10.6 to the Quarterly Report on Form 10-Q of Occidental for the fiscal quarter ended June 30, 2011, File No. 1-9210). Occidental Petroleum Corporation 2005 Long-Term Incentive Plan Occidental Oil and Gas Corporation Return on Tssets Incentive Tward...

  • Page 96
    ... as Exhibit 10.3 to the Current Report on Form 8-K of Occidental dated July 22, 2013 (date of earliest event reported), filed July 26, 2013, File No. 1-9210). Occidental Petroleum Corporation 2005 Long-Term Incentive Plan Occidental Oil and Gas Corporation Return on Tssets Incentive Tward Terms and...

  • Page 97
    ..., the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. OCCIDENTAL PETROLEUM CORPORATION March 3, 2014 By: /s/ Stephen I. Chazen Stephen I. Chazen President and Chief Executive Officer Pursuant to the requirements of the Securities...

  • Page 98
    Title Date /s/ William R. Klesse William R. Klesse Director March 3, 2014 /s/ Avedick B. Poladian Avedick B. Poladian /s/ Elisse B. Walter Elisse B. Walter Director March 3, 2014 Director March 3, 2014 This report was printed on recycled paper. © 2014 Occidental Petroleum Corporation 97

  • Page 99
    EXHIBIT INDEX EXHIBITS 10.36 10.37 Director Retainer and Tttendance Fees. Description of Tutomatic Grant of Directors' Restricted Stock Twards Pursuant to the Terms of the Occidental Petroleum Corporation 2005 Long-Term Incentive Plan. Statement regarding computation of total enterprise ratios of ...

  • Page 100
    EXHIBIT 10.36 OCCIDENTAL PETROLEUM CORPORATION NON-EMPLOYEE DIRECTOR ANNUAL RETAINER Effective with the Board term commencing after the 2014 Annual Meeting of Stockholders, each non-employee director, other than the Chairman of the Board, of Occidental Petroleum Corporation will be paid a retainer ...

  • Page 101
    ... the Occidental Petroleum Corporation 2005 Long-Term Incentive Plan In February 2014, pursuant to Section 4.5 of the Corporation's 2005 Long-Term Incentive Plan (the "Plan"), the Board of Directors (the "Board") restated its resolutions adopted in May 2010 with respect to annual and special common...

  • Page 102
    ... of the Board at any time other than at an annual meeting, then, on the first business day following the next regularly scheduled annual meeting during the term of the Plan, such Non-Employee Director shall be awarded with respect to each such position the number of shares of Common Stock or...

  • Page 103
    ... positions for which he or she received a Special Award following the immediately preceding annual meeting, then the Non-Employee Director shall not be entitled to an Interim Award. propided, howeper, that in each case the exact number of shares to be awarded pursuant to (c)(i), (ii) or (iii) will...

  • Page 104
    ... investment in the General Partner of Plains AllAmerican Pipeline L.P., a $63 million after-tax gain for the sale of an investment in Carbocloro, a Brazilian chemical facility and $395 million of after-tax charges related to the impairment of non-producing domestic acreage. The 2012 amount includes...

  • Page 105
    ...a significant subsidiary. Name Armand Products Company Bravo Pipeline Company BridgeTex Pipeline Company, LLC California Heavy Oil, Inc. Centurion Pipeline GP, Inc. Centurion Pipeline L.P. Centurion Pipeline LP, Inc. D.S. Ventures, LLC DMM Financial LLC EHPP Holdings Inc. Elk Hills Power, LLC Glenn...

  • Page 106
    ... (International) Occidental Crude Sales, LLC (South America) Occidental de Colombia, LLC Occidental del Ecuador, Inc. Occidental Dolphin Holdings Ltd. Occidental Energy Marketing, Inc. Occidental Energy Transportation LLC Occidental Energy Ventures Corp. Occidental Exploration and Production Company...

  • Page 107
    ... Co. Occidental Petroleum of Oman Ltd. Occidental Petroleum of Qatar Ltd. Occidental Power Marketing, L.P. Occidental Power Services, Inc. Occidental PVC, LLC Occidental Qatar Energy Company LLC Occidental Resources Company Occidental Shah Gas Holdings Ltd. Occidental Tower Corporation Occidental...

  • Page 108
    ... EPSA 1985 Ltd. OXY Libya E&P NC 143, 144, 145, 150 B.V. OXY Libya, LLC OXY Little Knife, LLC OXY Long Beach, Inc. OXY LPG LLC Oxy LPG Terminal, LLC OXY Middle East Holdings Ltd. Oxy Midstream Holding Company, LLC Oxy Midstream Strategic Development LLC OXY NM LP OXY Oil Partners, Inc. Oxy Oleoducto...

  • Page 109
    ... Aircraft Corporation Tenby, Inc. Thums Long Beach Company Tidelands Oil Production Company Turavent Oil AG Vintage Gas, Inc. Vintage Petroleum Boliviana, Ltd. Vintage Petroleum International Finance B.V. Vintage Petroleum International Holdings, Inc. Vintage Petroleum International Ventures, Inc...

  • Page 110
    ... statement schedule II - valuation and qualifying accounts, and the effectiveness of internal control over financial reporting as of December 31, 2013 , which reports appear in the December 31, 2013 annual report on Form 10-K of Occidental Petroleum Corporation. /s/ KPMG LLP Los Angeles, California...

  • Page 111
    ... and 333-176308) (the "Registration Statements"), of references to our name and to our letter dated January 31, 2014, relating to our review of the methods and procedures used by Occidental for estimating its oil and gas proved reserves (our "Letter"), (ii) filing of our Letter with the Securities...

  • Page 112
    ... financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 3, 2014 /s/ STEPHEN I. CHAZEN Stephen I. Chazen President and Chief Executive...

  • Page 113
    ...financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 3, 2014 /s/ CYNTHIA L. WALKER Cynthia L. Walker Executive Vice President and Chief...

  • Page 114
    ... Form 10-K of Occidental Petroleum Corporation (the "Company") for the fiscal period ended December 31, 2013, as filed with the Securities and Exchange Commission on March 3, 2014 (the "Report"), Stephen I. Chazen, as Chief Executive Officer of the Company, and Cynthia L. Walker, as Chief Financial...

  • Page 115
    ... 99.1 OCCIDENTAL PETROLEUM CORPORATION Process Review of the Estimated Future Proved Reserves and Income Attributable to Certain Fee, Leasehold and Royalty Interests and Certain Economic Interests Derived Through Certain Production Sharing Contracts SEC Parameters As of December 31, 2013...

  • Page 116
    ... 31, 2014 Occidental Petroleum Corporation 10889 Wilshire Boulevard, 16 th Floor Los Angles, California 90024 Ladies and Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has conducted a process review of the methods and analytical procedures utilized by the engineering and...

  • Page 117
    ... 31, 2014 Page 2 Percentage of Total Company Estimated Net Reserves Reviewed by Ryder Scott SEC Parameters Occidental Petroleum Corporation As of December 31, 2013 Total Liquid Hydrocarbons Oil/Condensate Total Proved Developed Total Proved Undeveloped Total Company Proved NGL 19% 10% 15% Gas...

  • Page 118
    ... and Uncertainty The SEC defines reserves as the "estimated remaining quantities of oil and gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations." All reserve estimates involve an assessment of the...

  • Page 119
    ... and type curves supported by analogs and reservoir modeling as noted above. The data used by Occidental in their analysis of the non-producing and undeveloped reserves for the properties reviewed by us was considered sufficient for the purpose thereof. RYDER SCOTT COMPANY PETROLEUM CONSULTANTS

  • Page 120
    ..., but not limited to, the use of reservoir parameters derived from geological, geophysical and engineering data which cannot be measured directly, economic criteria based on current costs and SEC pricing requirements, and forecasts of future production rates. Under the SEC regulations 210.4-10...

  • Page 121
    Occidental Petroleum Corporation January 31, 2014 Page 6 Geographic Area North America United States Product Price Reference WTI Cushing WTI Cushing Henry Hub Average Benchmark Prices Average Realized Prices Oil/Condensate NGLs Gas $96.94/Bbl $96.94/Bbl $3.65/MMBTU $95.12/Bbl $37.89/Bbl $3....

  • Page 122
    ... Petroleum Corporation January 31, 2014 Page 7 the course of our review, Occidental has informed us that the development activities for the properties reviewed by us have been subjected to and received the internal approvals required by Occidental's management at the appropriate local, regional...

  • Page 123
    ... otherwise held, production and well tests from examined wells, normal direct costs of operating the wells or leases, other costs such as transportation and processing fees, ad valorem and production taxes, recompletion and development costs, product prices based on the SEC regulations, adjustments...

  • Page 124
    ... of reserves quantities reported by Occidental. Standards of Independence and Professional Qualification Ryder Scott is an employee-owned independent petroleum engineering consulting firm. We do not serve as officers or directors of any privately-owned or publicly-traded oil and gas company and are...

  • Page 125
    Occidental Petroleum Corporation January 31, 2014 Page 10 The data and work papers used in the preparation of this report are available for examination by authorized parties in our offices. Please contact us if we can be of further service. Very truly yours, RYDER SCOTT COMPANY, L.P. TBPE Firm ...

  • Page 126
    ... Scott, Richoux served in a number of engineering positions with Phillips Petroleum Company. For more information regarding Mr. Richoux's geographic and job specific experience, please refer to the Ryder Scott Company website at www.ryderscott.com/Experience/Employees. Richoux earned a Bachelor of...

  • Page 127
    ... SEC document are denoted in italics herein). Reserves are estimated remaining quantities of oil and gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. All reserve estimates involve an assessment...

  • Page 128
    ... limited by fluid contacts, if any, and (B) Adjacent undrilled portions of the reservoir that can, with reasonable certainty, be judged to be continuous with it and to contain economically producible oil or gas on the basis of available geoscience and engineering data. RYDER SCOTT COMPANY PETROLEUM...

  • Page 129
    PETROLEUM RESERVES DEFINITIONS Page 3 PROVED RESERVES (SEC DEFINITIONS) CONTINUED (ii) In the absence of data on fluid contacts, proved quantities in a reservoir are limited by the lowest known hydrocarbons (LKH) as seen in a well penetration unless geoscience, engineering, or performance data and ...

  • Page 130
    ... original documents (direct passages excerpted from the aforementioned SEC and SPE-PRMS documents are denoted in italics herein). DEVELOPED RESERVES (SEC DEFINITIONS) Securities and Exchange Commission Regulation S-X §210.4-10(a)(6) defines developed oil and gas reserves as follows: Developed oil...

  • Page 131
    ...prior to start of production. In all cases, production can be initiated or restored with relatively low expenditure compared to the cost of drilling a new well. UNDEVELOPED RESERVES (SEC DEFINITIONS) Securities and Exchange Commission Regulation S-X §210.4-10(a)(31) defines undeveloped oil and gas...

  • Page 132