FORM 10-K/A
Amendment No. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1993
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
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Commission file number 1-720
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Phillips Petroleum Company
(Exact name of registrant as specified in its charter)
Delaware 73-0400345
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Phillips Building, Bartlesville, Oklahoma 74004
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 918-661-6600
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Filing Additional Exhibits
Item 14 - Exhibits
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The registrant is filing with this Amendment No. 1 Annual Reports
on Form 11-K for the Thrift Plan of Phillips Petroleum Company,
the Long-Term Stock Savings Plan of Phillips Petroleum Company
and the Retirement Savings Plan of Phillips Petroleum Company
Subsidiaries.
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PHILLIPS PETROLEUM COMPANY
INDEX TO EXHIBITS
Exhibit
Number Description
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3(i) Restated Certificate of Incorporation, as filed with
the State of Delaware July 17, 1989 (incorporated by
reference to Exhibit 4(a) to Quarterly Report on Form
10-Q for the quarter ended June 30, 1989).
(ii) Bylaws of Phillips Petroleum Company, as amended
effective October 11, 1993 (incorporated by reference
to Exhibit 4 to Quarterly Report on Form 10-Q for the
quarter ended September 30, 1993).
4(a) Indenture dated as of September 15, 1990, between
Phillips Petroleum Company and Continental Bank,
National Association, relating to the 9 1/2% Notes
due 1997 and the 9 3/8% Notes due 2011 (incorporated
by reference to Exhibit 4(c) to Annual Report on Form
10-K for the year ended December 31, 1990).
(b) Indenture dated as of September 15, 1990, as
supplemented by Supplemental Indenture No. 1 dated
May 23, 1991, between Phillips Petroleum Company and
Continental Bank, National Association, relating to
the 9.18% Notes due September 15, 2021, the 9% Notes
due 2001, the 8.86% Notes due May 15, 2022, the 8.49%
Notes due January 1, 2023, the 7.92% Notes due
April 15, 2023, the 7.20% Notes due November 1, 2023
and the 6.65% Notes due March 1, 2003 (incorporated
by reference to Exhibit 4(d) to Annual Report on Form
10-K for the year ended December 31, 1991).
(c) Preferred Share Purchase Rights as described in the
Rights Agreement dated as of July 10, 1989, between
Phillips Petroleum Company and Chemical Bank
(formerly Manufacturers Hanover Trust Company)
(incorporated by reference to Exhibit 1 to Current
Report on Form 8-K dated July 10, 1989).
(d) Amendment dated May 16, 1990, to the Rights Agreement
dated July 10, 1989, between Phillips Petroleum
Company and Chemical Bank (formerly Manufacturers
Hanover Trust Company) (incorporated by reference to
Exhibit 1 to Current Report on Form 8-K dated May 16,
1990).
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PHILLIPS PETROLEUM COMPANY
INDEX TO EXHIBITS
(Continued)
Exhibit
Number Description
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The company incurred during 1993 certain long-term
debt not registered pursuant to the Securities
Exchange Act of 1934. No instrument with respect to
such debt is being filed since the total amount of
the securities authorized under any such instrument
did not exceed 10 percent of the total assets of the
company on a consolidated basis. The company hereby
agrees to furnish to the Securities and Exchange
Commission upon its request a copy of such instrument
defining the rights of the holders of such debt.
10(a) Agreement dated December 23, 1984, among Mesa Partners
and related entities and Phillips Petroleum Company
and the schedules, annexes and exhibit thereto
(incorporated by reference to Exhibit 10(a) to Annual
Report on Form 10-K for the year ended December 31,
1989).
(b) Letter Agreement dated December 23, 1984, among Mesa
Partners and related entities and Phillips Petroleum
Company (incorporated by reference to Exhibit 10(b)
to Annual Report on Form 10-K for the year ended
December 31, 1989).
(c) Deferred Compensation Plan for Non-Employee Directors
of Phillips Petroleum Company (incorporated by
reference to Exhibit 10(d) to Annual Report on Form
10-K for the year ended December 31, 1990).
(d) 1986 Stock Plan of Phillips Petroleum Company
(incorporated by reference to Exhibit 10(d) to Annual
Report on Form 10-K for the year ended December 31,
1992).
(e) 1990 Stock Plan of Phillips Petroleum Company
(incorporated by reference to Exhibit 10(f) to Annual
Report on Form 10-K for the year ended December 31,
1989).
(f) Annual Incentive Compensation Plan of Phillips
Petroleum Company (incorporated by reference to
Exhibit 10(f) to Annual Report on Form 10-K for the
year ended December 31, 1992).
(g) Incentive Compensation Plan of Phillips Petroleum
Company (incorporated by reference to Exhibit 10(f)
to Annual Report on Form 10-K for the year ended
December 31, 1988).
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PHILLIPS PETROLEUM COMPANY
INDEX TO EXHIBITS
(Continued)
Exhibit
Number Description
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10(h) Principal Corporate Officers Supplemental Retirement
Plan of Phillips Petroleum Company (incorporated by
reference to Exhibit 10(h) to Annual Report on Form
10-K for the year ended December 31, 1989).
(i) Phillips Petroleum Company Supplemental Executive
Retirement Plan.*
(j) Key Employee Deferred Compensation Plan of Phillips
Petroleum Company.*
(k) Non-Employee Director Retirement Plan of Phillips
Petroleum Company (incorporated by reference to
Exhibit 10(k) to Annual Report on Form 10-K for the
year ended December 31, 1992).
(l) Omnibus Securities Plan of Phillips Petroleum Company
(incorporated by reference to Exhibit 10 to Quarterly
Report on Form 10-Q for the quarter ended June 30,
1993).
(m) Natural Gas Liquids Output Purchase and Sale Agreement
effective as of January 1, 1992, by and between
Phillips 66 Company, a division of Phillips Petroleum
Company, and GPM Gas Corporation (incorporated by
reference to Exhibit 10.3 to GPM Gas Corporation's
Registration Statement on Form S-1, File No.
33-45693, filed February 14, 1992).
12 Computation of Ratio of Earnings to Fixed Charges.*
21 List of Subsidiaries of Phillips Petroleum Company.*
23 Consent of Independent Auditors.*
99(a) Form 11-K, Annual Report, of the Thrift Plan of
Phillips Petroleum Company for the fiscal year ended
December 31, 1993.
(b) Form 11-K, Annual Report, of the Long-Term Stock
Savings Plan of Phillips Petroleum Company for the
fiscal year ended December 31, 1993.
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PHILLIPS PETROLEUM COMPANY
INDEX TO EXHIBITS
(Continued)
Exhibit
Number Description
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99(c) Form 11-K, Annual Report, of the Retirement Savings
Plan of Phillips Petroleum Company Subsidiaries for
the fiscal year ended December 31, 1993.
*Filed with the original Annual Report on Form 10-K for year
ended December 31, 1993.
Copies of the exhibits listed in the Index to Exhibits are
available upon request for a fee of $3.00 per document. Such
request should be addressed to:
Secretary
Phillips Petroleum Company
1234 Adams Building
Bartlesville, OK 74004
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SIGNATURE
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.
PHILLIPS PETROLEUM COMPANY
/s/ L. F. Francis
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L. F. Francis
Controller and General Tax Officer
June 22, 1994
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