SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
May 23, 2000
PHILLIPS PETROLEUM COMPANY
(Exact Name of Registrant as Specified in Charter)
Delaware 1-720 73-0400345
(State or Other (Commission File No.) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
Phillips Building, Bartlesville, Oklahoma 74004
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (918) 661-6600
------------------
<PAGE>
ITEM 5. OTHER EVENTS.
Phillips Petroleum Company, a Delaware corporation ("Phillips"),
Chevron Corporation, a Delaware corporation ("Chevron"), and Chevron Phillips
Chemical Company LLC, a Delaware limited liability company ("Chevron Phillips
Chemicals") entered into a Contribution Agreement, dated as of May 23, 2000 (the
"Contribution Agreement"), pursuant to which Phillips and Chevron will combine
certain of their chemicals businesses in Chevron Phillips Chemicals. Phillips
and Chevron, directly or through direct or indirect wholly owned subsidiaries,
will each own 50%, respectively, of the voting and economic interests of Chevron
Phillips Chemicals.
The foregoing summary of the Contribution Agreement and the
transactions contemplated thereby is qualified in its entirety by reference to
the Contribution Agreement which is attached hereto as Exhibit 2.1 and is
incorporated herein by reference.
<PAGE>
ITEM 7. EXHIBITS.
EXHIBIT NUMBER DESCRIPTION
-------------- -----------
2.1 Contribution Agreement, dated as of May 23, 2000, by
and among Phillips Petroleum Company, Chevron
Corporation and Chevron Phillips Chemical Company LLC.
<PAGE>
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.
Dated: June 1, 2000
PHILLIPS PETROLEUM COMPANY
By: /s/ Rand C. Berney
-------------------------------------
Name: Rand C. Berney
Title: Vice President and Controller
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
-------------- -----------
2.1 Contribution Agreement, dated as of May 23, 2000, by
and among Phillips Petroleum Company, Chevron
Corporation and Chevron Phillips Chemical Company LLC.
