Schedule 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Definitive Proxy Statement
[X] Definitive Additional Material
[ ] Soliciting Material Pursuant to Section 240.14a-11(c)
or Section 240.14a-12
PHILLIPS PETROLEUM COMPANY
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check appropriate box):
[X] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-
6(j)(2).
[ ] $500 per each party to the controversy pursuant to Exchange Act
Rule 14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4)
and 0-11.
1) Title of each class of securities to which transaction
applies:
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2) Aggregate number of securities to which transaction applies:
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3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11:
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4) Proposed maximum aggregate value of transaction:
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[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.
1) Amount Previously Paid:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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<PAGE>
Enclosure A
Hill Samuel (Channel Islands) Trust Company Ltd
April 1994
Participants in the Phillips Petroleum Company Overseas
Stock Savings Plan (Norway)
Dear Participant
In the attached Report and Accounts you will find a notice to Shareholders
convening the Annual General Meeting to be held on Monday 9th May 1994 and a
proxy statement. Your attention is drawn to the fact that it is the Trustee
of the Stock Savings Plan who is the registered holder of the shares and
who, therefore, has the right to attend the Meeting.
However, you are entitled to instruct the Trustee on how to vote on the
resolutions to be proposed at the Meeting in the event of there being a poll
of members. If you wish to do so you should complete the enclosed voting
direction form and return it, using the enclosed pre-addressed envelope to
reach the Trustee by no later than 2.00 p.m. on Friday 29th April 1994.
As you will see the attached documentation is all in English. Should you
require any help in this connection please do not hesitate to contact your
Employee Relations Department.
Yours faithfully
HILL SAMUEL (CHANNEL ISLANDS) TRUST COMPANY LIMITED
<PAGE>
Enclosure B
PHILLIPS PETROLEUM COMPANY OVERSEAS
STOCK SAVINGS PLAN (NORWAY)
VOTING INSTRUCTION FORM
Should you wish to vote, please complete and return this entire form.
__ __
| |
|__ __|
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I, the undersigned being a participant in the Plan hereby instruct Hill
Samuel (Channel Islands) Trust Company Limited (the Trustee of the Plan) to
vote or cause to be voted any Common Stock of Phillips Petroleum Company
held by them on my behalf and entitled to vote at the 1994 Annual Meeting
of Stockholders to be held on Monday 9th May 1994 or at any adjournment
thereof.
PLEASE INDICATE WITH AN 'X' IN THE APPROPRIATE BOX HOW YOU WISH YOUR VOTE
TO BE CAST.
The Company recommends a vote FOR:
ELECTION OF DIRECTORS: Nominees: W. Allen, N. Augustine, G. Beitzel,
C. Bowerman, R. Chappell, Jr., L. Eagleburger, J. Edwards, L. Horner,
E. Kenna, J. Mulva, D. Tippeconnic, R. Tobias, V. Tschinkel and
J. Whitmire.
__
|__| VOTE FOR all nominees listed above*
__
|__| VOTE WITHHELD from all nominees listed above
*To withhold authority to vote for any nominee write the nominee's name in
the space below.
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The Company recommends a vote FOR:
PROPOSAL 1: To approve designation of the independent auditors,
Ernst & Young:
__ __ __
FOR |__| AGAINST |__| ABSTAIN |__|
The Company recommends a vote AGAINST:
PROPOSAL 2: To sign and implement the CERES Principles:
__ __ __
FOR |__| AGAINST |__| ABSTAIN |__|
NAME (in block capitals please) __________________________________________
SIGNATURE ________________________________________________________________
DATE ________________________________________________
NOTES:. 1. Full details of the items are contained in the enclosed Proxy
Statement.
2. To be effective this form of direction must be mailed using the
enclosed pre-addressed envelope to reach the Trustee no later
than 2 p.m. on Friday 29th April 1994.
3. If the Trustee does not receive any voting direction from you,
your shares will be voted in the same way and in the same
proportions as those for which they have already received
directions from other participants.
THE TRUSTEE WILL KEEP YOUR VOTING INSTRUCTIONS CONFIDENTIAL AND WILL IN NO
CIRCUMSTANCES DIVULGE YOUR DIRECTIONS TO PHILLIPS PETROLEUM COMPANY OR
ANY OF ITS SUBSIDIARY COMPANIES.
Smith & Ouzman Ltd 45435 2/94
<PAGE>
Enclosure C
Noble Lowndes Settlement Trustees Limited
Reference: JR/NH
Date: April 1994
To: Participants in the Phillips Petroleum Company Europe-Africa Employee
Share Allocation Scheme
Dear Participant,
In the attached Report and Accounts you will find a notice to Shareholders
convening the Annual General Meeting to be held on Monday 9th May 1994 and a
proxy statement. Your attention is drawn to the fact that it is the Trustee
of the Share Allocation Scheme who is the registered holder of the shares
and who, therefore, has the right to attend the Meeting.
However, you are entitled to instruct the Trustee on how to vote on the
resolutions to be proposed at the Meeting in the event of there being a poll
of members. If you wish to do so you should complete the enclosed voting
direction form and return it, using the enclosed pre-paid envelope, to reach
the Trustee by not later than 2.00 p.m. on Friday 29th April 1994.
Yours faithfully
NOBLE LOWNDES SETTLEMENT TRUSTEES LIMITED
PO Box No 144 Norfolk House Wellesley Road Roydon CR9 3EB Tel 081-6862466
(Reg. Office) Reg. Number 576832
<PAGE>
Enclosure D
PHILLIPS PETROLEUM COMPANY EUROPE-AFRICA
EMPLOYEE SHARE ALLOCATION SCHEME
VOTING INSTRUCTION FORM
Should you wish to vote, please complete and return this entire form.
__ __
| |
|__ __|
- --------------------------------------------------------------------------
I, the undersigned being a participant in the Scheme hereby instruct Noble
Lowndes Settlement Trustees Limited (the Trustee of the Scheme and the SCP
Plan Manager's Nominee) to vote or cause to be voted any Common Stock of
Phillips Petroleum Company held by them on my behalf and entitled to vote
at the 1994 Annual Meeting of Stockholders to be held on Monday 9th May
1994 or at any adjournment thereof.
PLEASE INDICATE WITH AN 'X' IN THE APPROPRIATE BOX HOW YOU WISH YOUR VOTE
TO BE CAST.
The Company recommends a vote FOR:
ELECTION OF DIRECTORS: Nominees: W. Allen, N. Augustine, G. Beitzel,
C. Bowerman, R. Chappell, Jr., L. Eagleburger, J. Edwards, L. Horner,
E. Kenna, J. Mulva, D. Tippeconnic, R. Tobias, V. Tschinkel and
J. Whitmire.
__
|__| VOTE FOR all nominees listed above*
__
|__| VOTE WITHHELD from all nominees listed above
*To withhold authority to vote for any nominee write the nominee's name in
the space below.
----------------------------------------
The Company recommends a vote FOR:
PROPOSAL 1: To approve designation of the independent auditors,
Ernst & Young:
__ __ __
FOR |__| AGAINST |__| ABSTAIN |__|
The Company recommends a vote AGAINST:
PROPOSAL 2: To sign and implement the CERES Principles:
__ __ __
FOR |__| AGAINST |__| ABSTAIN |__|
__
|__| If you are a member of the Phillips Petroleum Company Europe-Africa
Employee SCP, please tick this box. We will arrange for the shares
held on your behalf in the SCP to be voted as indicated above.
NAME (in block capitals please) __________________________________________
SIGNATURE ________________________________________________________________
DATE ____________________________________________
NOTES:. 1. Full details of the items are contained in the enclosed Proxy
Statement.
2. To be effective this form of direction must be mailed using
the enclosed pre-paid envelope to reach the Trustee no later
than 2 p.m. on Friday 29th April 1994.
3. If the Trustee does not receive any voting direction from you,
your shares will be voted in the same way and in the same
proportions as those for which they have already received
directions from other participants.
THE TRUSTEE WILL KEEP YOUR VOTING INSTRUCTIONS CONFIDENTIAL AND WILL IN NO
CIRCUMSTANCES DIVULGE YOUR DIRECTIONS TO PHILLIPS PETROLEUM COMPANY OR
ANY OF ITS SUBSIDIARY COMPANIES.
Smith & Ouzman Ltd 45436 2/94
