UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended: March 31, 1996 Commission File Number: 1-8968 _____________________ ANADARKO PETROLEUM CORPORATION (Exact name of registrant as specified in its charter) Delaware 76-0146568 (State of incorporation) (I.R.S. Employer Iden- tification No.) 17001 NORTHCHASE DRIVE, HOUSTON, TEXAS 77060 (Address of executive offices) (713) 875-1101 (Registrant's telephone number) 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 The number of shares outstanding of each of the registrant's classes of common stock as of April 30, 1996 as shown below: Number of Shares Title of Class Outstanding Common Stock, $0.10 par value 59,154,516 (PAGE) PART I. FINANCIAL INFORMATION Item 1. Financial Statements ANADARKO PETROLEUM CORPORATION CONSOLIDATED STATEMENT OF INCOME (Unaudited) Three Months Ended March 31 thousands 1996 1995 Revenues Gas sales $ 89,115 $ 58,532 Oil and condensate sales 30,872 30,953 Natural gas liquids and other 15,720 13,342 Total 135,707 102,827 Cost and Expenses Operating expenses 26,533 27,454 Administrative and general 15,199 14,090 Depreciation, depletion and amortization 42,938 36,704 Other taxes 10,140 10,216 Total 94,810 88,464 Operating Income 40,897 14,363 Other Income and (Expenses) Other income 198 59 Interest expense (9,502) (8,012) Income before Income Taxes 31,593 6,410 Income Taxes 11,077 2,330 Net Income $ 20,516 $ 4,080 Per Common Share Net income $ 0.35 $ 0.07 Dividends $ 0.075 $ 0.075 Average Number of Shares Outstanding 59,054 58,878 See accompanying notes to consolidated financial statements. 2 (PAGE) Item 1. Financial Statements (continued) ANADARKO PETROLEUM CORPORATION CONSOLIDATED BALANCE SHEET (Unaudited) March 31, December 31, thousands 1996 1995 ASSETS Current Assets Cash and cash equivalents $ 13,390 $ 17,090 Accounts receivable 142,277 127,943 Inventories, at average cost 16,549 14,859 Prepaid expenses 1,939 3,306 Total 174,155 163,198 Properties and Equipment Original cost 3,784,771 3,717,672 Less accumulated depreciation, depletion and amortization 1,671,750 1,628,922 Net properties and equipment - based on the full cost method of accounting for oil and gas properties 2,113,021 2,088,750 Deferred Charges 7,902 15,099 $2,295,078 $2,267,047 See accompanying notes to consolidated financial statements. 3 (PAGE) Item 1. Financial Statements (continued) ANADARKO PETROLEUM CORPORATION CONSOLIDATED BALANCE SHEET (continued) (Unaudited) March 31, December 31, thousands 1996 1995 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable Trade and other $ 108,530 $ 153,502 Banks 14,315 12,849 Accrued expenses Interest 8,570 10,729 Taxes and other 10,133 13,393 Total 141,548 190,473 Long-term Debt 720,578 674,008 Deferred Credits Deferred income taxes 460,303 449,798 Other 44,686 43,074 Total 504,989 492,872 Stockholders' Equity Common stock, par value $0.10 (200,000,000 shares authorized, 60,065,594 and 60,016,045 shares issued as of March 31, 1996 and December 31, 1995, respectively) 6,052 6,047 Preferred stock, par value $1.00 (2,000,000 shares authorized, no shares issued as of March 31, 1996 and December 31, 1995) --- --- Paid-in capital 307,250 304,125 Retained earnings (as of March 31, 1996, $277,963,000 was not restricted as to the payment of dividends) 672,540 656,455 Deferred compensation (2,379) (2,808) Executive and directors benefit trust, at market value (1,000,000 shares as of March 31, 1996 and December 31, 1995) (55,500) (54,125) Total 927,963 909,694 $2,295,078 $2,267,047 See accompanying notes to consolidated financial statements. 4 (PAGE) Item 1. Financial Statements (continued) ANADARKO PETROLEUM CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) Three Months Ended March 31 thousands 1996 1995 Cash Flow from Operating Activities Net income $20,516 $ 4,080 Adjustments to reconcile net income to net cash from operating activities: Depreciation, depletion and amortization 42,938 36,704 Amortization of restricted stock 429 387 Deferred income taxes 10,874 2,302 74,757 43,473 (Increase) decrease in accounts receivable (14,334) 26,666 Increase in inventories (1,690) (2,886) Decrease in accounts payable - trade and other (44,972) (5,641) Increase (decrease) in accrued expenses (5,419) 7,313 Other items - net 9,557 3,817 Net cash provided by operating activities 17,899 72,742 Cash Flow from Investing Activities Additions to properties and equipment (68,431) (83,854) Sales and retirements of properties and equipment 1,472 2,103 Net cash used in investing activities (66,959) (81,751) Cash Flow from Financing Activities Additions to debt 46,570 158,500 Retirements of debt --- (134,564) Increase (decrease) in accounts payable, banks 1,466 (5,047) Dividends paid (4,431) (4,417) Issuance of common stock 1,755 1,146 Issuance of treasury stock --- 240 Purchase of treasury stock --- (240) Net cash provided by financing activities 45,360 15,618 Net Increase (Decrease) in Cash and Cash Equivalents (3,700) 6,609 Cash and Cash Equivalents at Beginning of Period 17,090 6,530 Cash and Cash Equivalents at End of Period $13,390 $13,139 See accompanying notes to consolidated financial statements. 5 (PAGE) Item 1. Financial Statements (continued) ANADARKO PETROLEUM CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Summary of Accounting Policies Anadarko Petroleum Corporation is engaged in the exploration, development, production and marketing of gas, oil and natural gas liquids (NGLs). The terms "Anadarko" and "Company" refer to Anadarko Petroleum Corporation and its subsidiaries. The principal subsidiaries of Anadarko are Anadarko Gathering Company, Anadarko Trading Company and Anadarko Algeria Corporation. Certain amounts for prior years have been reclassified to conform to the current presentation. 2. Inventories Inventories are stated at the lower of average cost or market. NGLs and natural gas, when sold from inventory, are charged to expense using the average-cost method. The major classes of inventories are as follows: March 31, December 31, thousands 1996 1995 Materials and supplies $16,549 $13,969 Natural gas liquids, stored in inventory --- 412 Natural gas, stored in inventory --- 478 $16,549 $14,859 3. Properties and Equipment Oil and gas properties include costs of $250,818,000 and $245,577,000 at March 31, 1996 and December 31, 1995, respectively, which were excluded from capitalized costs being amortized. These amounts represent costs associated with unevaluated properties and major development projects. 4. Long-term Debt A summary of long-term debt follows: March 31, December 31, thousands 1996 1995 Notes Payable, Banks $182,700 $154,100 Commercial Paper 37,878 19,908 8 3/4% Notes due 1998 100,000 100,000 8 1/4% Notes due 2001 100,000 100,000 6 3/4% Notes due 2003 100,000 100,000 5 7/8% Notes due 2003 100,000 100,000 7 1/4% Debentures due 2025 100,000 100,000 $720,578 $674,008 The notes payable to banks and commercial paper have been classified as long- term debt in accordance with Statement of Financial Accounting Standards No. 6, "Classification of Short-term Obligations Expected to be Refinanced", under the terms of Anadarko's Bank Credit Agreements. 6 (PAGE) Item 1. Financial Statements (continued) ANADARKO PETROLEUM CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) 5. Common Stock For the first quarter of 1996, dividends of seven and one-half cents per share were paid to holders of common stock. Under the most restrictive provisions of the various credit agreements, which limit the payment of dividends by the Company, retained earnings of $277,963,000 and $259,694,000 were not restricted as to the payment of dividends at March 31, 1996 and December 31, 1995, respectively. 6. Statement of Cash Flows Supplemental Information The amounts of cash paid for interest (net of amounts capitalized) and income taxes are as follows: Three Months Ended March 31 thousands 1996 1995 Interest $ 11,043 $7,063 Income taxes $ 2,532 $1,025 7. Operating Expenses Operating expenses by category are as follows: Three Months Ended March 31 thousands 1996 1995 Oil and gas $15,123 $15,821 Plant, gathering and marketing 7,470 8,644 Gas purchases 3,585 2,705 Other 355 284 $26,533 $27,454 8. The information, as furnished, reflects all normal recurring adjustments that are, in the opinion of management, necessary to a fair statement of financial position as of March 31, 1996 and December 31, 1995, the results of operations for the three months ended March 31, 1996 and 1995 and cash flows for the three months ended March 31, 1996 and 1995. 7 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Overview of Operating Results For the first quarter of 1996, Anadarko's net income was $20.5 million (35 cents per share) compared to net income of $4.1 million (seven cents per share) for the first quarter of 1995. Revenues for the first quarter of 1996 were $135.7 million compared to $102.8 million for the first quarter of 1995. The increase in net income and revenues is due primarily to higher prices for natural gas and crude oil and higher gas production volumes. The following table shows the Company's volumes and prices for the three months ended March 31, 1996 and 1995. Three Months Ended March 31 % Increase 1996 1995 (Decrease) Natural gas, million cubic feet 43,738 41,320 6 Price per thousand cubic feet $ 1.96 $ 1.30 51 Crude oil and condensate, thousand barrels 1,701 1,838 (7) Price per barrel $ 17.64 $ 16.48 7 Natural gas liquids, thousand barrels 988 1,014 (3) Price per gallon $ 0.34 $ 0.31 10 See "Natural Gas Volumes, Prices and Markets" and "Crude Oil, Condensate and Natural Gas Liquids Volumes and Prices". Costs and expenses during the first quarter of 1996 were $94.8 million, an increase of $6.3 million (seven percent) compared to $88.5 million for the first quarter of 1995. The increase is due primarily to higher depreciation, depletion and amortization (DD&A) expense related to the increase in production volumes of natural gas, higher DD&A rates, an increase in product sold from inventory and an increase in depreciation of general properties. Interest expense for the first quarter of 1996 was $9.5 million, an increase of 19 percent compared to $8.0 million for the first quarter of 1995. The increase was due primarily to increases in average outstanding borrowings and interest rates, and lower amounts of capitalized interest. Natural Gas Volumes, Prices and Markets During the first quarter of 1996, Anadarko produced 43.7 billion cubic feet (Bcf) or 480 million cubic feet per day (MMcf/d) of natural gas, up six percent compared to 41.3 Bcf or 459 MMcf/d of gas in the first quarter of 1995. In addition to sales of Anadarko gas, the Company, through its subsidiary, Anadarko Trading Company, marketed about 48 Bcf or 527 MMcf/d of third party gas during the first quarter of 1996 compared to 23 Bcf or 256 MMcf/d of third party gas during the same period of 1995. 8 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Anadarko's average gas price during the first quarter of 1996 was $1.96 per thousand cubic feet (Mcf), a 51 percent increase compared to $1.30 per Mcf in the first quarter of 1995. Crude Oil, Condensate and Natural Gas Liquids Volumes and Prices Anadarko's crude oil and condensate production for the first quarter of 1996 was 1.7 million barrels (MMBbls), or 19 thousand barrels per day (MBbls/d), compared to 1.8 MMBbls, or 20 MBbls/d, in the first quarter of 1995. The volume decline is due primarily to sales of producing properties in 1995. Anadarko's average oil price was $17.64 per barrel in the first quarter of 1996, an increase of seven percent compared to $16.48 per barrel in the same period in 1995. Generally, the Company's oil and condensate production is sold on a monthly basis as it is produced. Production of oil usually is not affected by volatility in market prices. Anadarko's natural gas liquids (NGLs) sales volumes were down three percent to 988 thousand barrels (MBbls) at an average price of 34 cents per gallon for the first quarter 1996. This compares to 1,014 MBbls at an average price of 31 cents per gallon for the same period of 1995. Use of Derivatives Anadarko uses derivative financial instruments to limit exposure to changes in the market price of natural gas and crude oil for the Company and to provide methods to fix the price for natural gas independently of the physical purchase or sale. Derivative instruments also provide methods to meet customer pricing requirements while achieving a price structure consistent with the Company's overall pricing strategy. While financial instruments are intended to reduce the Company's exposure to declines in the market price of natural gas and crude oil, the financial instruments may also limit Anadarko's gain from increases in the market price of natural gas and crude oil. As a result, gains and losses on financial instruments are generally offset by similar changes in the realized price of natural gas and crude oil. Gains and losses are recognized in revenues for the periods to which the financial instruments relate. Anadarko's financial instruments currently are comprised of futures, swaps and options. Capital Expenditures, Liquidity and Dividends During the first quarter of 1996, Anadarko's capital spending (including capitalized interest and overhead) was $68.4 million compared to $83.3 million in the first quarter of 1995. Capital expenditures in both periods related primarily to the Company's oil and gas exploration and development activities. The Company believes cash flows, including proceeds from divestitures, and existing available credit facilities will be sufficient to meet capital and operating requirements during 1996. However, Anadarko may pursue other financing options to reduce or stabilize interest costs. 9 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Anadarko's Board of Directors declared a quarterly dividend of seven and one- half cents per share of common stock outstanding. The dividend is payable on June 26, 1996 to stockholders of record on June 12, 1996. Under the most restrictive provisions of the various credit agreements, which limit the payment of dividends by the Company, retained earnings of $277,963,000 were not restricted as to the payment of dividends at March 31, 1996. The amount of future dividends for Anadarko will depend on earnings, financial condition, capital requirements and other factors, and will be determined by the Directors on a quarterly basis. Exploration and Development Activities During the first quarter of 1996, Anadarko participated in the drilling of a total of 61 wells, including 32 oil wells, 13 gas wells and 16 dry holes. This compares to a total of 81 wells in the first quarter of 1995, including 42 oil wells, 27 gas wells and 12 dry holes. International Algeria In February 1996, Anadarko and partners announced test results from the Hassi Berkine South (HBNS) No. 3 delineation well, drilled in Algeria's Sahara Desert. The well flowed 17,682 barrels of oil per day (BOPD) and 19.8 MMcf/d of gas, through a 90/64-inch choke with flowing tubing pressure of 1,341 pounds per square inch (psi). The well flowed 42 degree API gravity oil with no water, H2S or CO2. The HBNS No. 3 well is located about five miles southwest of the HBNS No. 1B discovery well. The HBNS No. 1B well flowed 16,000 BOPD and 17.8 MMcf/d of gas. In April 1996, Anadarko and partners completed the HBNS No. 4, a field delineation well that tested 14,504 BOPD and 18 MMcf/d of gas. The HBNS No. 4 is located about two miles northwest of the HBNS No. 1B discovery well. On behalf of Anadarko and partners, SONATRACH has applied to the Algeria Ministry of Energy for Provisional Exploitation Authorization (PEA) for Stage I production from wells in the HBN and HBNS Fields. Under the plans in the PEA application, Stage I production is expected to be about 40,000 BOPD (gross) beginning in 1997, based on Anadarko's best current estimates. The political unrest in Algeria has been the subject of numerous media reports. Although the Company was encouraged by democratic elections held in 1995, the Company is closely monitoring the situation and has taken reasonable and prudent steps to ensure the safety of employees working in the remote regions of the Sahara Desert. Anadarko is presently unable to predict with certainty any effect the current situation may have on activity planned for 1996 and beyond. However, the situation has not had any material effect on the Company's operations. 10 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Indonesia In January 1996, results from the North Geragai No. 3 well were announced. The well flowed 2,800 BOPD and 2.4 MMcf/d of gas. The North Geragai No. 4 well was successfully completed; however, it was not tested. Correlative pay in the No. 4 well was confirmed by log analysis. In the North Betara Field, the partners announced results from the No. 2 delineation well in April. The well flowed 12 MMcf/d of gas and 200 barrels of condensate per day (BCPD) through a one-inch choke. The gas content was approximately 55 percent CO2, consistent with the results from the No. 1 discovery well. Additional seismic studies and further delineation drilling will be conducted before commerciality can be determined. United States - Offshore Gulf of Mexico In January 1996, the East Cameron 157 #A-4 was successfully recompleted, with the well flowing 12.2 MMcf/d of gas and 900 BCPD through a 5/16-inch choke. Anadarko owns a 100-percent working interest in this Field. In March 1996, Anadarko and its partners announced their third subsalt discovery in the Gulf of Mexico's subsalt play. The Agate No. 1 well, located at Ship Shoal Block 361 tested from two separate zones in a single sand formation, with the well flowing 4,126 BOPD and 24 MMcf/d of gas. Located about six miles southwest of the Mahogany discovery, Agate is in about 400 feet of water. The close proximity of Agate to Mahogany creates some development advantages for this discovery. If the Agate discovery is proven commercial, the partners are considering producing Agate through the Mahogany platform, scheduled for installation in the third quarter of 1996. Phillips Petroleum Company (Phillips), the operator, and Anadarko each have a 50- percent working interest in the Agate discovery. Also in March 1996, Anadarko and partners announced the Alexandrite prospect, drilled at Ship Shoal 337, encountered no commercial hydrocarbons and was plugged and abandoned. The well was drilled to a total depth of 17,851 feet. Anadarko and Phillips, the operator, each own a 37.5-percent working interest in Alexandrite. Amoco Production Company (Amoco) owns a 25-percent working interest. In May 1996, Anadarko and partners announced successful results of the Mahogany #4 exploratory/appraisal well in the Mahogany subsalt field in the Gulf of Mexico. The well, located on Ship Shoal Block 359, encountered a gross pay interval of more than 180 feet between depths of 14,976 feet and 15,158 feet. The well, drilled to a total depth of 19,094 feet, was not tested. It will be temporarily abandoned and completed as a producing well after installation of the platform this summer. The productive zone encountered is the same zone tested in the 1993 discovery well, at rates of more than 7,200 BOPD and 7 MMcf/d of gas. The well did not reach the deepest exploratory targets due to drilling difficulties below the main field pay zone. 11 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Gulf of Mexico (continued) Anadarko and its partners will begin immediately drilling the next Mahogany appraisal well and continue drilling operations until the end of June 1996. At that time, the semi-submersible drilling rig will be moved off location to make way for installation of the Mahogany platform and associated oil and gas pipelines. After platform installation, the Company and its partners will complete all previously drilled wells and resume development drilling using a platform drilling rig. This is expected to substantially reduce drilling costs and increase drilling efficiency. First production from the field is scheduled for December 1996. Phillips is operator of the field and has a 37.5-percent working interest. Anadarko holds a 37.5-percent working interest and Amoco has a 25-percent working interest. Lease Sale On April 24, 1996, Anadarko was apparent high bidder on five of seven blocks at the Offshore Lease Sale #157 held in New Orleans, Louisiana. The sale was conducted by the Minerals Management Service for leases in the central Gulf of Mexico. If all leases are awarded, Anadarko's total expenditure will be $3.5 million (net) to the Company. United States - Onshore Southwest Kansas In Stevens County, Kansas, the Morris I #1H, a Hugoton infill development well, was completed flowing 930 thousand cubic feet per day (Mcf/d) of gas. Another infill development well, the Williams M #1-H, located in Morton County, Kansas, tested 1.0 MMcf/d of gas. The Company has a 100-percent working interest in both wells. From the Adamson Field, located in Seward County, Kansas, the Wettstein A #3-10 tested at 4 MMcf/d of gas and 6 BCPD. Anadarko owns a 100-percent working interest in this well. The Lambert "B" #1 produced 156 BOPD and 50 Mcf/d of gas in the Churchman Bible Field, located in Stevens County, Kansas. Anadarko owns an 80.9-percent working interest in this well. From the Eubank Field in Haskell County, Kansas, three wells were completed in the first quarter of 1996. The Ray C #2 flowed 80 BOPD and 2 MMcf/d of gas. The Owens "A" #4 produced 70 BOPD and 720 Mcf/d of gas. The southwestern College A #2 produced 210 BOPD. Anadarko owns a 100-percent working interest in all three wells. 12 (PAGE) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued) Golden Trend Oklahoma The Janovy "B" 1-33, located in the southwest Antioch Field, was completed, flowing 181 BOPD and 519 Mcf/d of gas. The well is located in Garvin County, Oklahoma and Anadarko owns a 100-percent working interest. Permian Basin West Texas The Ketchum Mountain Field, located in Irion County, Texas, is a primary area of focus for the Company's development drilling activities. In the first quarter of 1996, 11 wells were put on production in the Ketchum Mountain Field with combined production rates of 646 BOPD. Anadarko owns a 100-percent working interest in the wells. Acquisition of Gas Gathering Facility In March 1996, Anadarko closed on the second of two acquisitions announced in October 1994 from Panhandle Eastern Corporation (now PanEnergy Corp.). Combined, the acquisitions triple Anadarko's gathering capability to 480 MMcf/d. The Panhandle Eastern Pipe Line (PEPL) gathering assets serve primarily Seward, Stevens and Morton Counties, Kansas and Texas County, Oklahoma. The acquisition includes approximately 1,150 miles of pipeline and serves nearly 1,000 Anadarko-operated wells and 200 third-party wells. The purchase also includes 16 compressor stations and about 75,000 horsepower of compression. The new system currently moves more than 228 MMcf/d of gas, with about 75 percent coming from Anadarko-operated wells. In October 1994, Anadarko took over operation of the Cimarron River System (CRS). The CRS and PEPL gathering assets, along with Anadarko's existing Hugoton facilities, will be combined and operated as the Hugoton Gathering System (HGS). 13 (PAGE) Part II. OTHER INFORMATION Item 1. Legal Proceedings Heritage Resources, Inc. Litigation Pursuant to an order of the 162nd Judicial District Court for Dallas County, Texas, dated January 29, 1988, requiring all owners of interests in certain properties in Winkler County, Texas, to be joined as parties Plaintiff or parties Defendant, Anadarko has entered, as a party Plaintiff with certain other parties, a suit initially filed against Heritage Resources, Inc. (Heritage) by Tribal Drilling Company. The Plaintiffs, among other things, seek to have Heritage removed as operator of a well in which Plaintiffs own interests. The Defendants have asserted counterclaims against Anadarko and other Plaintiffs alleging that, among other things, the assertions of the Plaintiffs are frivolous and were made in bad faith and the Plaintiffs breached the joint operating agreements. In a companion case tried in Winkler County, Texas, to which Anadarko is not a party, a jury found in favor of certain of the defendants in the Dallas litigation and against some co-working interest owners and Plaintiffs involved in the Dallas litigation. The issues involved in this companion case were virtually identical to those pending in the Dallas County case. An appeal has been taken from the Winkler County judgment and oral arguments were heard at the El Paso Court of Appeals in November 1995. The judgment, even if the appeal is unsuccessful, is not binding on Anadarko because Anadarko was not a party to the Winkler County lawsuit. The trial is now scheduled to begin on June 10, 1996. While the outcome of the litigation cannot be predicted, Anadarko's management believes that any recovery on the counterclaims in a material amount is remote. 14 (PAGE) Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibits not incorporated by reference to a prior filing are designated by an asterisk (*) and are filed herewith; all exhibits not so designated are incorporated herein by reference to a prior filing as indicated. Exhibit Original Filed File Number Description Exhibit Number 3(a) Restated Certificate of Incorporation 19(a)(i) to Form 10-Q 1-8968 of Anadarko Petroleum Corporation, for quarter ended dated August 28, 1986 September 30, 1986 (b) By-laws of Anadarko Petroleum 19(a)(ii) to Form 10-Q 1-8968 Corporation, as amended for quarter ended September 30, 1986 *10(a) Anadarko Petroleum Corporation 1993 Stock Incentive Plan Stock Option Agreement *10(b) Anadarko Petroleum Corporation 1993 Stock Incentive Plan Performance Share Agreement *27 Financial Data Schedule (b) Reports on Form 8-K There were no reports filed on Form 8-K for the three months ended March 31, 1996. 15 (PAGE) SIGNATURES 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 duly authorized officer and principal financial officer. ANADARKO PETROLEUM CORPORATION (Registrant) May 13, 1996 [MICHAEL E. ROSE] Michael E. Rose - Senior Vice President, Finance and Chief Financial Officer