UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1994
Commission File No. 1-8968
ANADARKO PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 76-0146568
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
17001 Northchase Drive, Houston, Texas 77060
(Address of executive offices) (Zip Code)
Registrant's telephone number: (713) 875-1101
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock, $0.10 par value The New York Stock Exchange, Inc.
Preferred Stock Purchase Rights The New York Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes x No .
Indicate by check mark if the disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. x .
The aggregate market value of the voting stock held by non-affiliates of
the registrant computed using the average of the high and low sales prices
at which the stock sold on January 31, 1995 was $2,240,697,316.
The number of shares outstanding of each of the registrant's classes of
common stock as of January 31, 1995 is shown below:
Number of Shares
Title of Class Outstanding
Common Stock, $0.10 par value ................ 58,868,895
Part of
Form 10-K Documents Incorporated by Reference
Part I Portions of the Anadarko Petroleum Corporation 1994 Annual
Report to Stockholders.
Part III Portions of the Proxy Statement, dated March 20, 1995,
for the Annual Meeting of Stockholders of Anadarko
Petroleum Corporation to be held April 27, 1995.
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
ANADARKO PETROLEUM CORPORATION
(Registrant)
June 23, 1995 [MICHAEL E. ROSE]
Michael E. Rose - Senior Vice President,
Finance and Chief Financial Officer
<PAGE>
<PAGE>
==============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the Securities Exchange Act of 1934
For the Fiscal Year Ended December 31, 1994
Commission File No. 1-8968
ANADARKO EMPLOYEE SAVINGS PLAN
(Full title of the plan)
ANADARKO PETROLEUM CORPORATION
(Name of issuer of the securities held pursuant to the plan)
17001 Northchase Drive
Houston, Texas 77060
(Address, including zip code, of executive offices)
(713) 875-1101
(Telephone number)
==============================================================================
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
INDEX
FINANCIAL STATEMENTS
Page
Statement of Financial Condition, December 31, 1994 1
Statement of Financial Condition, December 31, 1993 2
Statement of Income and Changes in Plan Equity
Year Ended December 31, 1994 3
Statement of Income and Changes in Plan Equity,
Year Ended December 31, 1993 5
Statement of Income and Changes in Plan Equity,
Year Ended December 31, 1992 7
Notes to Financial Statements 9
Independent Auditors' Report 15
All schedules are omitted because they are not applicable, not required or
the information is included in the Financial Statements or Notes thereto.
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Financial Condition
December 31, 1994
<CAPTION>
Company Panhandle Growth Equity Balanced Money
PLAN ASSETS Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Anadarko Petroleum Corporation -
985,320 shares of common stock
(cost $32,915,726) $37,934,821 $37,934,821 $ --- $ --- $ --- $ ---
Panhandle Eastern Corporation -
118,982 shares of common stock
(cost $2,298,011) 2,349,895 --- 2,349,895 --- --- ---
Twentieth Century Growth Mutual Fund -
191,560 units (cost $4,288,720) 3,589,842 --- --- 3,589,842 --- ---
George Putnam Mutual Fund -
269,782 units (cost $3,719,336) 3,482,899 --- --- --- 3,482,899 ---
Money market investments 7,894,344 1,680,448 49,272 157 330 6,164,137
Employee loans receivable 3,064,098 3,064,098 --- --- --- ---
Accrued interest and dividends
receivable 96,860 67,117 237 81 --- 29,425
Employee contribution receivable 648,649 371,374 --- 117,305 80,474 79,496
Employer receivable 1,496 1,298 198 --- --- ---
Other assets 257,234 245,809 --- 2,889 2,406 6,130
$59,320,138 $43,364,965 $2,399,602 $3,710,274 $3,566,109 $6,279,188
LIABILITIES AND PLAN EQUITY
Liabilities $ 230,108 $ --- $ --- $ 63,991 $ --- $ 166,117
Plan equity 59,090,030 43,364,965 2,399,602 3,646,283 3,566,109 6,113,071
$59,320,138 $43,364,965 $2,399,602 $3,710,274 $3,566,109 $6,279,188
</TABLE>
See accompanying notes to financial statements.
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Financial Condition
December 31, 1993
<CAPTION>
Company Panhandle Growth Equity Balanced Money
PLAN ASSETS Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Anadarko Petroleum Corporation -
765,600 shares of common stock
(cost $21,957,662) $34,739,100 $34,739,100 $ --- $ --- $ --- $ ---
Panhandle Eastern Corporation -
147,715 shares of common stock
(cost $2,847,252) 3,508,231 --- 3,508,231 --- --- ---
Twentieth Century Growth Mutual Fund -
160,600 units (cost $3,771,487) 3,597,439 --- --- 3,597,439 --- ---
George Putnam Mutual Fund -
280,868 units (cost $3,937,584) 3,892,831 --- --- --- 3,892,831 ---
Money market investments 10,590,894 2,457,045 78,911 144 202 8,054,592
Employee loans receivable 2,600,603 2,600,603 --- --- --- ---
Accrued interest and dividends
receivable 61,733 18,901 160 --- 20,860 21,812
Employee contributions receivable 769,118 426,182 --- 135,719 100,260 106,957
Employer receivable 1,492 1,294 198 --- --- ---
Other assets 177,305 140,692 --- 2,768 27,350 6,495
$59,938,746 $40,383,817 $3,587,500 $3,736,070 $4,041,503 $8,189,856
LIABILITIES AND PLAN EQUITY
Liabilities $ 336,554 $ 25,252 $ --- $ 138,481 $ 110,513 $ 62,308
Plan equity 59,602,192 40,358,565 3,587,500 3,597,589 3,930,990 8,127,548
$59,938,746 $40,383,817 $3,587,500 $3,736,070 $4,041,503 $8,189,856
</TABLE>
See accompanying notes to financial statements.
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity
For the Year Ended December 31, 1994
<CAPTION>
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends on Anadarko Petroleum
Corporation common stock $ 263,585 $ 263,585 $ --- $ --- $ --- $ ---
Dividends on Panhandle Eastern
Corporation common stock 111,709 --- 111,709 --- --- ---
Dividends on Twentieth Century
Growth units 544,736 --- --- 544,736 --- ---
Dividends on George Putnam units 225,335 --- --- --- 225,335 ---
Interest earned 371,013 64,196 1,933 88 14 304,782
Total investment income 1,516,378 327,781 113,642 544,824 225,349 304,782
Investment expenses:
Administrative expenses
(fees and commissions) 19,488 17,910 1,578 --- --- ---
Net investment income 1,496,890 309,871 112,064 544,824 225,349 304,782
Interest income on participant loans 186,414 186,414 --- --- --- ---
Realized loss on investments (202,475) (4,254) (86,396) (48,793) (63,032) ---
Unrealized depreciation of investments $(8,165,596) $(6,922,403) $(466,350) $(578,557) $(198,286) $ ---
(Continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity (Continued)
For the Year Ended December 31, 1994
<CAPTION>
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Contributions:
Employee $ 6,118,728 $ 3,287,320 $ --- $1,049,058 $ 829,874 $ 952,476
Employer:
Cash 1,454 1,454 --- --- --- ---
Anadarko Petroleum
Corporation common
stock (71,608 shares) 3,304,795 3,304,795 --- --- --- ---
9,424,977 6,593,569 --- 1,049,058 829,874 952,476
Interfund transfers --- 4,547,398 (529,102) (850,200) (883,003) (2,285,093)
Additional contributions
resulting from forfeitures 25,361 25,361 --- --- --- ---
Total contributions 9,450,338 11,166,328 (529,102) 198,858 (53,129) (1,332,617)
Withdrawals:
Distributions to participants 3,252,372 1,704,195 218,114 67,638 275,783 986,642
Forfeitures 25,361 25,361 --- --- --- ---
Total withdrawals 3,277,733 1,729,556 218,114 67,638 275,783 986,642
Increase (decrease) in plan
equity during the year (512,162) 3,006,400 (1,187,898) 48,694 (364,881) (2,014,477)
Plan equity at beginning of year 59,602,192 40,358,565 3,587,500 3,597,589 3,930,990 8,127,548
Plan equity at end of year $59,090,030 $43,364,965 $2,399,602 $3,646,283 $3,566,109 $6,113,071
</TABLE>
See accompanying notes to financial statements.
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity
For the Year Ended December 31, 1993
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends on Anadarko Petroleum
Corporation common stock $ 231,507 $ 231,507 $ --- $ --- $ --- $ ---
Dividends on Panhandle Eastern
Corporation common stock 132,681 --- 132,681 --- --- ---
Dividends on Twentieth Century
Growth Units 390,482 --- --- 390,482 --- ---
Dividends on George Putnam Units 297,083 --- --- --- 297,083 ---
Interest earned 270,520 16,579 711 150 316 252,764
Total investment income 1,322,273 248,086 133,392 390,632 297,399 252,764
Investment expenses:
Administrative expenses
(fees and commissions) 45,940 42,493 3,447 --- --- ---
Net investment income 1,276,333 205,593 129,945 390,632 297,399 252,764
Interest income on participant
loans 152,063 152,063 --- --- --- ---
Realized gain on investments 2,826,283 2,588,191 212,937 3,143 22,012 ---
Unrealized appreciation
(depreciation) of investments $11,313,057 $10,445,812 $1,016,707 $(125,038) $(24,424) $ ---
(Continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity (Continued)
For the Year Ended December 31, 1993
<CAPTION>
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Contributions:
Employee $ 4,593,415 $ 2,439,141 $ --- $ 866,699 $ 510,472 $ 777,103
Employer:
Cash 225 225 --- --- --- ---
Anadarko Petroleum
Corporation common
stock (78,904 shares) 3,176,256 3,176,256 --- --- --- ---
7,769,896 5,615,622 --- 866,699 510,472 777,103
Interfund transfers --- (5,962,094) (669,601) 1,664,052 2,408,564 2,559,079
Additional contributions
resulting from forfeitures 25,228 25,228 --- --- --- ---
Total contributions 7,795,124 (321,244) (669,601) 2,530,751 2,919,036 3,336,182
Withdrawals:
Distributions to participants 2,268,307 1,148,870 70,768 171,148 103,317 774,204
Forfeitures 25,228 25,228 --- --- --- ---
Total withdrawals 2,293,535 1,174,098 70,768 171,148 103,317 774,204
Increase in plan equity
during the year 21,069,325 11,896,317 619,220 2,628,340 3,110,706 2,814,742
Plan equity at beginning of year 38,532,867 28,462,248 2,968,280 969,249 820,284 5,312,806
Plan equity at end of year $59,602,192 $40,358,565 $3,587,500 $3,597,589 $3,930,990 $8,127,548
</TABLE>
See accompanying notes to financial statements.
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity
For the Year Ended December 31, 1992
<CAPTION>
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends on Anadarko Petroleum
Corporation common stock $ 269,799 $ 269,799 $ --- $ --- $ --- $ ---
Dividends on Panhandle Eastern
Corporation common stock 153,205 --- 153,205 --- --- ---
Dividends on Twentieth Century
Growth units 13,793 --- --- 13,793 --- ---
Dividends on George Putnam units 40,921 --- --- --- 40,921 ---
Interest earned 190,747 3,026 --- --- --- 187,721
Total investment income 668,465 272,825 153,205 13,793 40,921 187,721
Investment expenses:
Administrative expenses
(fees and commissions) 21,425 19,158 2,257 10 --- ---
Net investment income 647,040 253,667 150,948 13,783 40,921 187,721
Interest income on participant loans 114,368 114,368 --- --- --- ---
Realized gain (loss) on investments 634,237 561,256 76,926 (2,298) (1,647) ---
Unrealized appreciation
(depreciation) of investments $4,846,916 $4,649,461 $236,084 $(2,263) $(36,366) $ ---
(Continued)
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ANADARKO EMPLOYEE SAVINGS PLAN
Statement of Income and Changes in Plan Equity (Continued)
For the Year Ended December 31, 1992
<CAPTION>
Company Panhandle Growth Equity Balanced Money
Total Stock Fund Stock Fund Fund Fund Market Fund
<S> <C> <C> <C> <C> <C> <C>
Contributions:
Employee $ 3,518,876 $ 2,296,444 $ --- $ 130,792 $127,940 $ 963,700
Employer:
Cash 1,858 1,858 --- --- --- ---
Anadarko Petroleum
Corporation common
stock (106,820 shares) 2,648,222 2,648,222 --- --- --- ---
6,168,956 4,946,524 --- 130,792 127,940 963,700
Interfund transfers --- (1,248,761) (268,265) 890,027 748,481 (121,482)
Additional contributions
resulting from forfeitures 35,161 35,161 --- --- --- ---
Total contributions 6,204,117 3,732,924 (268,265) 1,020,819 876,421 842,218
Withdrawals:
Distributions to participants 2,515,717 1,428,756 258,206 60,792 59,045 708,918
Forfeitures 35,161 35,161 --- --- --- ---
Total withdrawals 2,550,878 1,463,917 258,206 60,792 59,045 708,918
Increase (decrease)in plan equity
during the year 9,895,800 7,847,759 (62,513) 969,249 820,284 321,021
Plan equity at beginning of year 28,637,067 20,614,489 3,030,793 --- --- 4,991,785
Plan equity at end of year $38,532,867 $28,462,248 $2,968,280 $ 969,249 $820,284 $5,312,806
</TABLE>
See accompanying notes to financial statements.
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
For the Years Ended December 31, 1992, 1993 and 1994
1. Summary of Significant Accounting Policies
Basis of Presentation The accounts of the Anadarko Employee Savings Plan
(Plan) are maintained on an accrual basis.
Expenses All trustee fees, brokerage fees and other expenses incident to the
administration of the Plan may be paid by Anadarko Petroleum Corporation
(Anadarko, the Company or the Employer) and, if not paid by the Company, shall
be paid by the Plan. In 1992, 1993 and 1994, the Company elected to pay the
Plan for the trustee fees and presently intends to continue to do so although
the Company can, at its discretion, discontinue this practice.
Investments On each valuation date, as defined, securities held by the Plan
are valued at fair value and the increase or decrease in the value of
securities held, plus any net income or loss of the Plan, is allocated to the
participants' accounts. Fair value is based on the closing market price of the
securities at December 31. Security transactions are recorded on a trade-date
basis.
For 1992, 1993 and 1994, realized gains and losses were based on the difference
between market values of the withdrawn securities at the trade date and the
market value at January 1, 1992, 1993 and 1994, respectively. If no shares
existed at the beginning of the period, realized gains and losses reported on
withdrawals of securities were based on the difference between market values of
the withdrawn securities at the trade date and the average cost to the Plan.
Employee loans receivable are valued at cost, which approximates fair value.
2. Description of the Plan
The Plan was adopted by the Company's Board of Directors and approved by its
sole stockholder on August 27, 1986. The Plan was subsequently restated
effective January 1, 1989. The first amendment to the Plan was executed on
May 12, 1992 and contained technical changes required as a result of the
issuance of final Treasury Regulations in connection with the Tax Reform Act of
1986. The Plan was amended again, effective July 1, 1992 or earlier, primarily
to allow additional investment options, to allow the participants to make more
frequent changes to their accounts and for other technical changes. Effective
January 1, 1994, the Plan was amended and restated for administrative changes.
The financial statements and accompanying notes relate to the Plan as in effect
on December 31, 1994.
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
The purpose of the Plan is to encourage and assist employees in accumulating
retirement savings, to provide a means for employees to have an ownership
interest in common stock of the Company (Company Stock) and to encourage
employees to remain in the employ of the Company, its subsidiaries and
affiliates. The Plan has been adopted exclusively to provide benefits for
employees participating in the Plan (Members) and their beneficiaries, and no
part of the corpus or income of the trust fund (Trust) established pursuant to
the Plan to hold contributions of Members and the Company may be used for any
purpose other than to provide such benefits and defray reasonable expenses of
administering the Plan.
The Plan is a defined contribution plan that is qualified under Section 401 of
the Internal Revenue Code of 1986, as amended (Code). See Note 4. All regular
employees of the Company are eligible to participate in the Plan upon employ-
ment. Participation is voluntary. Directors and officers who are also
employees of the Company may participate on the same basis as all other
employees. Members may contribute to the Plan up to 12% of their compensa-
tion, which includes base salary or wages, as well as overtime and incentive
bonuses (excluding override payments, front-end bonuses and other special
payments). The Company will match 100% of a Member's contributions up to a
maximum of 6% of such Member's compensation. Subject to provisions of the Plan
and applicable provisions of the Code and Treasury Regulations, an Eligible
Employee may make a Qualified Rollover Contribution to the Plan.
Contributions by a Member are always the Member's property and not subject to
vesting. A Member has a 100% vested right to Employer matching contributions
after three years of service or upon death, retirement, disability or a change
of control of the Company. Subject to certain restrictions, Members may elect
to have amounts distributed from the Plan to them prior to termination of
employment through withdrawals or loans from the Plan. Contributions to the
Plan are subject to certain limitations under the Code.
The Employer contribution account of an employee who terminates employment
prior to the time that he or she is vested will be forfeited by the employee.
For 1992, 1993 and 1994, employee forfeitures were $35,161, $25,228 and
$25,361, respectively. Forfeitures do not affect total equity of the Plan but
merely reduce Employer contributions in the following quarter.
3. Investment Programs
Employer Contributions The Employer contribution accounts of Members will
be invested in Company Stock.
Investment Options for Tax-Deferred, After-Tax and Rollover Contributions
Each Member may designate the manner in which the amounts allocated to their
tax-deferred savings account, their after-tax savings account and their
rollover account shall be invested. The Company added Options 2 and 3
beginning July 1992. The following is a listing of options:
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Option 1 In shares of Company Stock. Amounts invested under Option 1 shall
be invested along with Employer matching contributions as one fund
referred to as the Company Stock Fund.
Option 2 In such general fixed income and equity investments (other than
Company Stock unless purchased indirectly via a mutual fund
investment) as the Trustee may determine. Such investments may be
made as direct investments of the Trust or may be investments in
mutual funds which have investment guidelines and criteria which
are consistent with this Option 2. Amounts invested under Option 2
shall be invested as one fund referred to as the Balanced Fund.
Option 3 In such general equity investments (other than Company Stock unless
purchased indirectly via a mutual fund investment) as the Trustee
may determine. Such investments may be made as direct investments
of the Trust or may be investments in mutual funds which have
investment guidelines and criteria which are consistent with this
Option 3. Amounts invested under Option 3 shall be invested as one
fund referred to as the Growth Equity Fund.
Option 4 In such money market investments as the Trustee may determine.
Such investments may be made as direct investments of the Trust or
may be investments in mutual funds which have investment guidelines
and criteria which are consistent with this Option 4. Amounts
invested under Option 4 shall be invested as one fund referred to
as the Money Market Fund.
A Member may designate one of such options for all of the contributions to
their tax-deferred savings account, their after-tax savings account and their
rollover account or a Member may designate a percentage in 10% increments of
such contributions to be invested pursuant to each option. Invested funds of
Members, including Employer contributions, can be transferred between funds at
the election of the Member, subject to certain restrictions as defined in the
Plan. The amount of such transfers are reported as interfund transfers in the
Statement of Income and Changes in Plan Equity.
As of December 31, 1994, a total of 494 Members were investing their contribu-
tions in the Company Stock Fund, 80 Members were investing their contribu-
tions in the Money Market Fund, 41 Members were investing their contributions
in the Growth Equity Fund, 22 Members were investing their contributions in the
Balanced Fund and 500 Members were investing their contributions in a combina-
tion of funds.
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
A separate stock fund (Panhandle Stock Fund) was established to maintain the
Panhandle Eastern Corporation common stock received under the Plan from the
Panhandle Eastern Corporation and Participating Affiliates Employees' Stock
Purchase and Savings Plan in 1987. Contributions or transfers of previously
invested funds to the Panhandle Stock Fund are not permitted. Members are
allowed to transfer funds from the Panhandle Stock Fund to any of the other
funds. Dividends from Panhandle Eastern Corporation common stock are
reinvested in Panhandle Eastern Corporation common stock.
4. Federal Income Taxes
The Company has received a favorable determination letter from the Internal
Revenue Service that (i) the Plan as restated effective January 1, 1989 met the
requirements of section 401(a) of the Code and the Trust established thereunder
is exempt from federal income tax under section 501(a) of the Code and (ii) the
provisions of the Plan as restated effective January 1, 1989 regarding tax-
deferred contributions constituted a qualified cash or deferred arrangement
within the meaning of section 401(k) of the Code.
The Plan was restated and amended, effective January 1, 1994, for administrative
changes. The Company has requested a favorable determination letter from the
Internal Revenue Service that the Plan, as restated and amended effective
January 1, 1994, meets such requirements. It is the Company's view that the
Plan meets the applicable requirements of sections 401(a) and 401(k) of the Code
and that the Trust established under the Plan is exempt from federal income tax
under section 501(a) of the Code, but it is possible that amendments may be
required to be made to the Plan and the Trust at the request of the Internal
Revenue Service and as a condition to its issuance of a favorable qualification
determination regarding satisfaction of such requirements of the Code.
The Company is entitled to deduct for federal income tax purposes the amount of
tax-deferred contributions and Employer matching contributions made to the Plan.
In general, neither such contributions to the Plan nor the income of the Trust
earned thereon and earned on Members' after-tax contributions to the Plan will
be taxable to Members as income prior to the time such Members receive a
distribution from the Plan. A Member's after-tax contributions to the Plan are
not deductible from their taxable income. A Member's tax-deferred contributions
are excluded from their taxable income for the year contributions are made,
except for any amounts which exceed limitations under the Code.
Certain tax consequences apply upon withdrawal and distribution of amounts in a
Member's accounts, therefore a Member should seek tax advice prior to requesting
a withdrawal or distribution.
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
<TABLE>
5. Realized Gain (Loss) on Investments
The realized gain (loss) on investments for the years ended December 31, 1992, 1993 and
1994 were computed as follows:
<CAPTION>
Company Panhandle Growth Equity Balanced
Total Stock Fund Stock Fund Fund Fund
<S> <C> <C> <C> <C> <C>
1992
Total proceeds $ 4,973,532 $ 4,222,432 $505,289 $ 145,076 $ 100,735
Total costs 4,339,295 3,661,176 428,363 147,374 102,382
Net realized
gain (loss) 634,237 561,256 76,926 (2,298) (1,647)
1993
Total proceeds 14,877,723 12,050,818 793,273 1,399,553 634,079
Total costs 12,051,440 9,462,627 580,336 1,396,410 612,067
Net realized
gain 2,826,283 2,588,191 212,937 3,143 22,012
1994
Total proceeds 5,934,702 2,018,972 678,758 1,477,679 1,759,293
Total costs 6,137,177 2,023,226 765,154 1,526,472 1,822,325
Net realized
loss $ (202,475) $ (4,254) $(86,396) $ (48,793) $ (63,032)
<PAGE>
<PAGE>
ANADARKO EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
</TABLE>
<TABLE>
6. Unrealized Appreciation (Depreciation) of Investments
A reconciliation of unrealized appreciation (depreciation) of investments at the beginning and end of 1992,
1993 and 1994 and the changes therein are as follows:
<CAPTION>
Company Panhandle Growth Equity Balanced
Total Stock Fund Stock Fund Fund Fund
<S> <C> <C> <C> <C> <C>
Depreciation at
January 1, 1992 $(2,338,315) $(1,551,563) $ (786,752) $ --- $ ---
Sales and purchases
during 1992 330,922 222,558 108,364 --- ---
Appreciation (depreciation)
of securities during 1992 4,846,916 4,649,461 236,084 (2,263) (36,366)
Appreciation (depreciation)
at December 31, 1992 2,839,523 3,320,456 (442,304) (2,263) (36,366)
Sales and purchases
during 1993 (928,963) (984,830) 86,576 (46,746) 16,037
Appreciation (depreciation)
of securities during 1993 11,313,057 10,445,812 1,016,707 (125,038) (24,424)
Appreciation (depreciation)
at December 31, 1993 13,223,617 12,781,438 660,979 (174,047) (44,753)
Sales and purchases
during 1994 (922,357) (839,940) (142,745) 53,726 6,602
Depreciation of securities
during 1994 (8,165,596) (6,922,403) (466,350) (578,557) (198,286)
Appreciation (depreciation)
at December 31, 1994 $ 4,135,664 $ 5,019,095 $ 51,884 $(698,878) $(236,437)
</TABLE>
<PAGE>
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Administrative Committee
Anadarko Employee Savings Plan:
We have audited the accompanying statements of financial condition of the
Anadarko Employee Savings Plan (the Plan) as of December 31, 1994 and 1993,
and the related statements of income and changes in plan equity for each of
the years in the three-year period ended December 31, 1994. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial condition of the Plan as of December 31,
1994 and 1993 and the results of its operations and the changes in plan equity
for each of the years in the three-year period ended December 31, 1994, in
conformity with generally accepted accounting principles.
[KPMG PEAT MARWICK LLP]
Houston, Texas
June 23, 1995
<PAGE>
<PAGE>
Exhibit
INDEPENDENT AUDITORS' CONSENT
The Administrative Committee
Anadarko Employee Savings Plan:
We consent to incorporation by reference in the Registration Statement (File No.
33-8643) on Form S-8 and S-3 of Anadarko Petroleum Corporation of our report
dated June 23, 1995, relating to the statements of financial condition of the
Anadarko Employee Savings Plan as of December 31, 1994 and 1993 and the related
statements of income and changes in plan equity for each of the years in the
three-year period ended December 31, 1994, which report appears in the December
31, 1994 Annual Report on Form 11-K of the Anadarko Employee Savings Plan.
[KPMG PEAT MARWICK LLP]
Houston, Texas
June 23, 1995
