SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2004

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

            For the transition period from             to
                                           -----------    -----------

                          Commission file number 1-9210

                              ---------------------

                        OCCIDENTAL PETROLEUM CORPORATION
             (Exact name of registrant as specified in its charter)

                    DELAWARE                              95-4035997
        (State or other jurisdiction of                (I.R.S. Employer
         incorporation or organization)              Identification No.)

               10889 WILSHIRE BOULEVARD
               LOS ANGELES, CALIFORNIA                            90024
       (Address of principal executive offices)                (Zip Code)

                                 (310) 208-8800
              (Registrant's telephone number, including area code)

                              ---------------------

     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 whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).    Yes [X]      No
                                                  -----       -----

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.


                Class                              Outstanding at March 31, 2004
- ---------------------------------------            -----------------------------
      Common stock $.20 par value                        391,187,719 shares



                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES


                                    CONTENTS




                                                                                     PAGE
                                                                               
PART I    FINANCIAL INFORMATION

          Item 1.  Financial Statements

                   Consolidated Condensed Balance Sheets --
                        March 31, 2004 and December 31, 2003                           2

                   Consolidated Condensed Statements of Income --
                        Three months ended March 31, 2004 and 2003                     4

                   Consolidated Condensed Statements of Cash Flows --
                        Three months ended March 31, 2004 and 2003                     5

                   Notes to Consolidated Condensed Financial Statements                6

          Item 2.  Management's Discussion and Analysis of Financial
                        Condition and Results of Operations                           13

          Item 3.  Quantitative and Qualitative Disclosures About Market Risk         21

          Item 4.  Controls and Procedures                                            22


PART II   OTHER INFORMATION

          Item 1.  Legal Proceedings                                                  23

          Item 6.  Exhibits and Reports on Form 8-K                                   23



                                       1



                          PART I FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS


                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                      MARCH 31, 2004 AND DECEMBER 31, 2003
                              (Amounts in millions)



                                                                                           2004           2003
================================================================================     ==========     ==========
                                                                                              
ASSETS

CURRENT ASSETS

     Cash and cash equivalents                                                       $      470     $      683

     Receivables, net                                                                     1,466          1,154

     Inventories                                                                            396            510

     Prepaid expenses and other                                                             140            127
                                                                                     ----------     ----------

         Total current assets                                                             2,472          2,474



LONG-TERM RECEIVABLES, net                                                                  296            264



INVESTMENTS IN UNCONSOLIDATED ENTITIES                                                    1,405          1,155



PROPERTY, PLANT AND EQUIPMENT, net of accumulated
     depreciation, depletion and amortization of $7,782 at
     March 31, 2004 and $7,467 at December 31, 2003                                      14,150         14,005



OTHER ASSETS                                                                                343            270




                                                                                     ----------     ----------

                                                                                     $   18,666     $   18,168
================================================================================     ==========     ==========

The accompanying notes are an integral part of these financial statements.


                                       2




                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                      MARCH 31, 2004 AND DECEMBER 31, 2003
                              (Amounts in millions)



                                                                                           2004           2003
================================================================================     ==========     ==========
                                                                                              
LIABILITIES AND EQUITY

CURRENT LIABILITIES
     Current maturities of long-term debt and capital lease liabilities              $       23     $       23
     Accounts payable                                                                     1,199            909
     Accrued liabilities                                                                    841            978
     Domestic and foreign income taxes                                                      454            163
     Trust preferred securities                                                              --            453
                                                                                     ----------     ----------

         Total current liabilities                                                        2,517          2,526
                                                                                     ----------     ----------

LONG-TERM DEBT, net of current maturities and unamortized discount                        4,018          3,993
                                                                                     ----------     ----------

DEFERRED CREDITS AND OTHER LIABILITIES
     Deferred and other domestic and foreign income taxes                                 1,036          1,001
     Other                                                                                2,306          2,407
                                                                                     ----------     ----------

                                                                                          3,342          3,408
                                                                                     ----------     ----------



MINORITY INTEREST                                                                           325            312
                                                                                     ----------     ----------



STOCKHOLDERS' EQUITY
     Common stock, at par value                                                              78             77
     Additional paid-in capital                                                           4,407          4,272
     Retained earnings                                                                    3,909          3,530
     Accumulated other comprehensive income                                                  70             50
                                                                                     ----------     ----------

                                                                                          8,464          7,929
                                                                                     ----------     ----------

                                                                                     $   18,666     $   18,168
================================================================================     ==========     ==========

The accompanying notes are an integral part of these financial statements.


                                       3



                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED CONDENSED STATEMENTS OF INCOME
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                 (Amounts in millions, except per-share amounts)



                                                                                           2004           2003
================================================================================     ==========     ==========
                                                                                              
REVENUES
     Net sales                                                                       $    2,580     $    2,371
     Interest, dividends and other income                                                    22             34
     Gains on disposition of assets, net                                                      1             --
                                                                                     ----------     ----------
                                                                                          2,603          2,405
                                                                                     ----------     ----------
COSTS AND OTHER DEDUCTIONS
     Cost of sales                                                                        1,406          1,298
     Selling, general and administrative and other operating expenses                       226            187
     Exploration expense                                                                     54             28
     Interest and debt expense, net                                                          71            131
                                                                                     ----------     ----------
                                                                                          1,757          1,644
                                                                                     ----------     ----------
Income before taxes and other items                                                         846            761
Provision for domestic and foreign income and other taxes                                   361            333
Minority interest                                                                            13             19
(Income) loss from equity investments                                                       (15)            16
                                                                                     ----------     ----------
Income from continuing operations                                                           487            393
Cumulative effect of changes in accounting principles, net                                   --            (68)
                                                                                     ----------     ----------
NET INCOME                                                                           $      487     $      325
                                                                                     ==========     ==========


BASIC EARNINGS PER COMMON SHARE
     Income from continuing operations                                               $     1.24     $     1.04
     Cumulative effect of changes in accounting principles, net                              --           (.18)
                                                                                     ----------     ----------
Basic earnings per common share                                                      $     1.24     $      .86
                                                                                     ==========     ==========

DILUTED EARNINGS PER COMMON SHARE
     Income from continuing operations                                               $     1.23     $     1.03
     Cumulative effect of changes in accounting principles, net                              --           (.18)
                                                                                     ----------     ----------
Diluted earnings per common share                                                    $     1.23     $      .85
                                                                                     ==========     ==========


DIVIDENDS PER COMMON SHARE                                                           $     .275     $      .26
                                                                                     ==========     ==========


BASIC SHARES                                                                              391.5          379.1
                                                                                     ==========     ==========


DILUTED SHARES                                                                            397.2          383.2
================================================================================     ==========     ==========

The accompanying notes are an integral part of these financial statements.


                                       4



                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                              (Amounts in millions)



                                                                                                2004           2003
=====================================================================================     ==========     ==========
                                                                                                   
CASH FLOW FROM OPERATING ACTIVITIES
     Income from continuing operations                                                    $      487     $      393
     Adjustments to reconcile income to net cash provided by operating
     activities:
         Depreciation, depletion and amortization of assets                                      325            285
         Deferred income tax provision                                                            23             32
         Other non-cash charges to income                                                         91             25
         Gains on disposition of assets, net                                                      (1)            --
         (Income) loss from equity investments                                                   (15)            16
         Dry hole and impairment expense                                                          42             15
     Changes in operating assets and liabilities                                                  64            (18)
     Other operating, net                                                                        (51)           (74)
                                                                                          ----------     ----------
         Net cash provided by operating activities                                               965            674
                                                                                          ----------     ----------

CASH FLOW FROM INVESTING ACTIVITIES
     Capital expenditures                                                                       (343)          (298)
     Purchase of businesses, net                                                                (138)           (42)
     Sales of businesses and disposal of property, plant, and equipment, net                       2              1
     Equity investments and other investing, net                                                (232)           (87)
                                                                                          ----------     ----------
         Net cash used by investing activities                                                  (711)          (426)
                                                                                          ----------     ----------

CASH FLOW FROM FINANCING ACTIVITIES
     Repurchase of trust preferred securities                                                   (466)            (1)
     Proceeds from long-term debt                                                                 --            298
     Payments on long-term debt and capital lease liabilities                                     --           (482)
     Proceeds from issuance of common stock                                                        2              1
     Cash dividends paid                                                                        (101)           (94)
     Stock options exercised                                                                      99             30
     Other                                                                                        (1)            --
                                                                                          ----------     ----------
         Net cash used by financing activities                                                  (467)          (248)
                                                                                          ----------     ----------

Decrease in cash and cash equivalents                                                           (213)            --

Cash and cash equivalents--beginning of period                                                   683            146
                                                                                          ----------     ----------

Cash and cash equivalents--end of period                                                  $      470     $      146
=====================================================================================     ==========     ==========

The accompanying notes are an integral part of these financial statements.


                                       5



                OCCIDENTAL PETROLEUM CORPORATION AND SUBSIDIARIES
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                                 March 31, 2004

1.   General

     In these unaudited consolidated condensed financial statements,
     "Occidental" means Occidental Petroleum Corporation (OPC) and/or one or
     more entities where it owns a majority voting interest. Certain information
     and disclosures normally included in notes to consolidated financial
     statements have been condensed or omitted pursuant to the Securities and
     Exchange Commission's rules and regulations, but resultant disclosures are
     in accordance with accounting principles generally accepted in the United
     States of America as they apply to interim reporting. The consolidated
     condensed financial statements should be read in conjunction with the
     consolidated financial statements and the notes thereto in Occidental's
     Annual Report on Form 10-K for the year ended December 31, 2003 (2003 Form
     10-K).

     In the opinion of Occidental's management, the accompanying consolidated
     condensed financial statements contain all adjustments (consisting only of
     normal recurring adjustments) necessary to fairly present Occidental's
     consolidated financial position as of March 31, 2004, and the consolidated
     statements of income and cash flows for the three months then ended. The
     income and cash flows for the period ended March 31, 2004, are not
     necessarily indicative of the income or cash flows to be expected for the
     full year.

     Certain financial statements and notes for the prior year have been
     reclassified to conform to the 2004 presentation.

     Refer to Note 1 to the consolidated financial statements in the 2003 Form
     10-K for a summary of significant accounting policies.


2.   Asset Acquisitions and Other Transactions

     In January 2004, Occidental acquired a 1,300-mile oil pipeline and
     gathering system located in the Permian Basin for approximately $143
     million in cash (including a $5 million deposit in 2003).

     In January 2004, Occidental redeemed all of the outstanding 8.16 percent
     Trust Preferred Redeemable Securities (trust preferred securities) at par
     plus accrued interest which resulted in a decrease in current liabilities
     of approximately $453 million. This resulted in an after-tax charge of $7
     million.


3.   Accounting Changes

     In December 2003, the FASB revised Interpretation No. (FIN) 46,
     "Consolidation of Variable Interest Entities" to exempt certain entities
     from its requirements and to clarify certain issues arising during the
     initial implementation of FIN 46. Occidental adopted the revised FIN 46 in
     the first quarter of 2004 and it did not have a material effect on its
     financial statements when adopted.

     The Emerging Issues Task Force (EITF) is currently addressing whether
     contract-based oil and gas mineral rights are tangible or intangible assets
     based on their interpretation of Statement of Financial Accounting
     Standards (SFAS) No. 141, "Business Combinations" and SFAS No. 142
     "Goodwill and Other Intangible Assets". Historically, Occidental has
     classified all of its contract-based mineral rights within property, plant
     and equipment and has generally not identified these amounts


                                       6



     separately. If the EITF determines that these mineral rights should be
     presented as intangible assets, Occidental would have to reclassify its
     contract-based oil and gas mineral rights to intangible assets and make
     additional disclosures in accordance with SFAS No. 142. If Occidental
     adopted this change for rights acquired after June 30, 2001, approximately
     $471 million and $492 million of the property, plant and equipment balance
     would be reclassified to intangible assets as at March 31, 2004 and
     December 31, 2003, respectively. These amounts, which are net of
     accumulated depreciation, depletion and amortization, include approximately
     $464 million and $475 million of mineral rights related to proved
     properties as of March 31, 2004 and December 31, 2003, respectively.
     Occidental currently amortizes these amounts under the unit-of-production
     method and would continue to amortize the mineral rights under this method.
     Occidental believes the adoption of this would have no material effect on
     its results of operations.


4.   Comprehensive Income

     The following table presents Occidental's comprehensive income items (in
     millions):



      Three Months Ended March 31,                                2004           2003
     ==================================================     ==========     ==========
                                                                     
      Net income                                            $      487     $      325
      Other comprehensive income items
           Foreign currency translation adjustments                 (7)             2
           Derivative mark-to-market adjustments                    (2)           (12)
           Unrealized gain on securities                            29             23
                                                            ----------     ----------
      Other comprehensive income, net of tax                        20             13
                                                            ----------     ----------
      Comprehensive income                                  $      507     $      338
     ==================================================     ==========     ==========



5.   Supplemental Cash Flow Information

     During the three months ended March 31, 2004 and 2003, net cash payments
     for federal, foreign and state income taxes were approximately $64 million
     and $13 million, respectively. Interest paid (net of interest capitalized
     of $2 million and $1 million, respectively) totaled approximately $83
     million and $155 million (including a $61 million debt repayment fee) for
     the three months ended March 31, 2004 and 2003, respectively.


6.   Inventories

     A portion of inventories is valued under the LIFO method. The valuation of
     LIFO inventory for interim periods is based on Occidental's estimates of
     year-end inventory levels and costs. Inventories consist of the following
     (in millions):



      Balance at                                March 31, 2004          December 31, 2003
      ==================================     ====================     ====================
                                                                
      Raw materials                               $       50               $       46
      Materials and supplies                             146                      143
      Finished goods                                     221                      342
                                                  ----------               ----------
                                                         417                      531
      LIFO reserve                                       (21)                     (21)
                                                  ----------               ----------
      Total                                       $      396               $      510
      ==================================          ==========               ==========



                                       7



7.   Asset Retirement Obligations

     In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
     Retirement Obligations." SFAS No. 143 requires companies to recognize the
     fair value of a liability for an asset retirement obligation in the period
     in which the liability is incurred if there is a legal obligation to
     dismantle the asset and reclaim or remediate the property at the end of its
     useful life. When the liability is initially recorded, the company
     capitalizes the cost into property, plant and equipment. Over time, the
     liability is accreted and the cost is depreciated, both over the asset's
     useful life. Occidental's asset retirement obligations primarily relate to
     the cost of plugging and abandoning wells, well-site cleanup, facilities
     abandonment and environmental closure and post-closure care.

     The following summarizes the activity of the asset retirement obligations
     (in millions):



     Three Months Ended March 31,                                           2004           2003
     ============================================================     ==========     ==========
                                                                               

     Beginning balance                                                $      167     $       --
     Cumulative effect of change in accounting principles                     --            151
     Liabilities incurred in the period                                        9             --
     Liabilities settled in the period                                        (3)            (3)
     Acquisition and other                                                    16             --
     Accretion expense                                                         3              3
                                                                      ----------     ----------
     Ending balance                                                   $      192     $      151
     ============================================================     ==========     ==========



8.   Environmental Expenditures

     Occidental's operations in the United States are subject to stringent
     federal, state and local laws and regulations relating to improving or
     maintaining environmental quality. Foreign operations also are subject to
     environmental-protection laws. The laws that require or address
     environmental remediation may apply retroactively to past waste disposal
     practices and releases. In many cases, the laws apply regardless of fault,
     legality of the original activities or current ownership or control of
     sites. OPC or certain of its subsidiaries are currently participating in
     environmental assessments and cleanups under these laws, or are otherwise
     involved in proceedings involving historical practices, at federal
     Superfund sites and other sites subject to the Comprehensive Environmental
     Response, Compensation, and Liability Act (CERCLA), comparable state sites
     and other remediation sites, including Occidental facilities and previously
     owned sites.

     The following table presents Occidental's environmental remediation
     reserves at March 31, 2004, grouped by three categories of environmental
     remediation sites ($ amounts in millions):



                                                # of Sites           Reserve
     ===================================     ===============     ===============
                                                           
     CERCLA &  Equivalent Sites                          119     $           232
     Active Facilities                                    14                  78
     Closed or Sold Facilities                            40                  53
                                             ---------------     ---------------
          Total                                          173     $           363
     ===================================     ===============     ===============


     In determining the environmental remediation reserves and the reasonably
     possible range of loss, Occidental refers to currently available
     information, including relevant past experience, available technology,
     regulations in effect, the timing of remediation and cost-sharing
     arrangements. Occidental expects that it may continue to incur additional
     liabilities beyond those recorded for environmental remediation at these
     and other sites. The range of reasonably possible loss for existing
     environmental remediation matters could be up to $400 million beyond the
     amount accrued.


                                       8



     At March 31, 2004, OPC or certain of its subsidiaries have been named in
     CERCLA or state equivalent proceedings, as shown below ($ amounts in
     millions):



     Description                                # of Sites           Reserve
     ===================================     ===============     ===============
                                                           
     Minimal/No Exposure (a)                              97     $             5
     Reserves between $1-10 MM                            15                  57
     Reserves over $10 MM                                  7                 170
                                             ---------------     ---------------
          Total                                          119     $           232
     ===================================     ===============     ===============


     (a)  Includes 26 sites for which Maxus Energy Corporation has retained the
          liability and indemnified Occidental, 7 sites where Occidental has
          denied liability without challenge, 54 sites where Occidental's
          reserves are less than $50,000 each, and 10 sites where reserves are
          between $50,000 and $1 million each.


     Refer to Note 8 to the consolidated financial statements in the 2003 Form
     10-K for additional information regarding Occidental's environmental
     expenditures.


9.   Lawsuits, Claims, Commitments, Contingencies and Related Matters

     OPC and certain of its subsidiaries have been named in a substantial number
     of lawsuits, claims and other legal proceedings. These actions seek, among
     other things, compensation for alleged personal injury, breach of contract,
     property damage, punitive damages, civil penalties or other losses; or
     injunctive or declaratory relief. OPC and certain of its subsidiaries also
     have been named in proceedings under CERCLA and similar federal, state and
     local environmental laws. These environmental proceedings seek funding or
     performance of remediation and, in some cases, compensation for alleged
     property damage, punitive damages and civil penalties; however, Occidental
     is usually one of many companies in these proceedings and has to date been
     successful in sharing response costs with other financially-sound
     companies. With respect to all such lawsuits, claims and proceedings,
     including environmental proceedings, Occidental accrues reserves when it is
     probable a liability has been incurred and the amount of loss can be
     reasonably estimated.

     During the course of its operations, Occidental is subject to audit by tax
     authorities for varying periods in various federal, state, local and
     foreign tax jurisdictions. Taxable years prior to 1997 are closed for U.S.
     federal income tax purposes. Taxable years 1997 through 2002 are in various
     stages of audit by the Internal Revenue Service. Disputes arise during the
     course of such audits as to facts and matters of law.

     Occidental has guarantees outstanding at March 31, 2004, which encompass
     performance bonds, letters of credit, indemnities, commitments and other
     forms of guarantees provided by Occidental to third parties, mainly to
     provide assurance that Occidental and/or its subsidiaries and affiliates
     will meet their various obligations (guarantees). At March 31, 2004, the
     notional amount of these guarantees was approximately $400 million. Of this
     amount, approximately $300 million relates to Occidental's guarantees of
     equity investees' debt and other commitments. The remaining $100 million
     relates to various indemnities and guarantees provided to third parties.

     It is impossible at this time to determine the ultimate liabilities that
     OPC and its subsidiaries may incur resulting from any lawsuits, claims and
     proceedings, audits, commitments, contingencies and related matters. If
     these matters were to be ultimately resolved unfavorably at amounts
     substantially exceeding Occidental's reserves, an outcome not currently
     anticipated, it is possible that such outcome could have a material adverse
     effect upon Occidental's consolidated financial position or results of
     operations. However, after taking into account reserves, management does
     not expect the ultimate resolution of any of these matters to have a
     material adverse effect upon Occidental's consolidated financial position
     or results of operations.


                                       9



10.  Income Taxes

     The provision for taxes based on income for the 2004 and 2003 interim
     periods was computed in accordance with Interpretation No. 18 of Accounting
     Principles Board Opinion (APB) No. 28 on reporting taxes for interim
     periods and was based on projections of total year pretax income. The
     provision for income taxes for the first quarter of 2004 includes a $20
     million credit from settlement of a tax issue.


11.  Stock-Based Compensation

     Occidental accounts for its stock incentive plans (Plans) using the
     intrinsic value method under APB No. 25 and related interpretations.
     Occidental's policy is to recognize compensation expense over the vesting
     period of the award. Had compensation expense for those Plans been
     determined in accordance with SFAS No. 123, "Accounting for Stock Based
     Compensation", Occidental's pro-forma net income and earnings per share
     would have been as follows (in $ millions, except per share amounts):



     Three Months Ended March 31,                                           2004           2003
     ============================================================     ==========     ==========
                                                                               
     Net income                                                       $      487     $      325
     Add: Stock-based compensation included in net income, net
     of tax, under APB No. 25                                                  9              7
     Deduct : Stock-based compensation, net of tax, determined
     under SFAS No. 123 fair value method                                    (13)           (11)
                                                                      ----------     ----------
     Pro-forma net income                                             $      483     $      321
     ============================================================     ==========     ==========

     Earnings Per Share:
          Basic - as reported                                         $     1.24     $     0.86
          Basic - pro forma                                           $     1.23     $     0.85

          Diluted - as reported                                       $     1.23     $     0.85
          Diluted - pro forma                                         $     1.22     $     0.84
     ------------------------------------------------------------     ----------     ----------



12.  Retirement Plans and Postretirement Benefits

     Occidental has various defined benefit and defined contribution retirement
     plans for its salaried, domestic union and nonunion hourly, and certain
     foreign national employees.


                                       10



     The following table sets forth the components of the net periodic benefit
     costs for Occidental's defined benefit pension and postretirement benefit
     plans as of March 31 (in millions):



     Three Months Ended March 31,                                 2004                                    2003
     ========================================     ===================================     ===================================
                                                      Pension          Postretirement         Pension          Postretirement
     Net Periodic Benefit Cost                        Benefit             Benefit             Benefit             Benefit
     ========================================     ===============     ===============     ===============     ===============
                                                                                                  
      Service cost                                $             3     $             2     $             3     $             2
      Interest cost                                             6                   8                   6                   8
      Expected return on plan assets                           (5)                 --                  (5)                 --
      Amortization of transition obligation                    --                  --                  --                  --
      / (asset)
      Amortization of prior service cost                       --                  --                  --                  --
      Recognized actuarial (gain) / loss                        1                   3                   1                   3
                                                  ---------------     ---------------     ---------------     ---------------
            Total                                 $             5     $            13     $             5     $            13
     ========================================     ===============     ===============     ===============     ===============


     On December 8, 2003, President Bush signed into law a bill that expands
     Medicare, primarily adding a prescription drug benefit for
     Medicare-eligible retirees starting in 2006. Occidental intends to review
     its retirees' health care plans in light of the new Medicare provisions,
     which may change Occidental's obligations under the plan. Therefore, the
     retiree medical obligations and costs reported do not reflect the impact of
     this legislation. Deferring the recognition of the new Medicare provisions'
     impact is permitted by Financial Accounting Standards Board Staff Position
     106-b due to open questions about some of the new Medicare provisions and a
     lack of authoritative accounting guidance about certain matters. The final
     accounting guidance could require changes to previously reported
     information.

     Occidental funded approximately $2 million to its domestic defined benefit
     pension plans for the quarter ended March 31, 2004 and it expects to
     contribute a total of $6 million during 2004. All of the contributions are
     expected to be in the form of cash.

     Refer to Note 13 to the consolidated financial statements in the 2003 Form
     10-K for additional information regarding Occidental's retirement plans and
     postretirement benefits.


13.  Investments in Unconsolidated Entities

     The following table presents Occidental's proportionate interest in the
     summarized financial information of its equity method investments (in
     millions):



     Three Months Ended March 31,                                 2004           2003
     ==================================================     ==========     ==========
                                                                     
     Revenues                                               $      353     $      426
     Costs and expenses                                            338            442
                                                            ----------     ----------
     Net income (loss) from continuing operations           $       15     $      (16)
     ==================================================     ==========     ==========



     Occidental has a 50-percent interest in Elk Hills Power LLC (EHP), a
     limited liability company that operates a gas-fired, power-generation plant
     in California. EHP is a variable interest entity under the provisions of
     FIN 46. Occidental has concluded it is not the primary beneficiary of EHP
     and, therefore, accounts for its investment using the equity method. In the
     first quarter of 2004, Occidental loaned approximately $208 million to EHP
     which it used to repay its debt that had been guaranteed by Occidental.
     Occidental's maximum exposure to loss, which is measured as its net
     investment in EHP plus loans and advances, totaled approximately $208
     million at March 31, 2004.


                                       11



14.  Industry Segments

     The following table presents Occidental's interim industry segment and
     corporate disclosures (in millions):



                                                                                                Corporate
                                                      Oil and Gas            Chemical           and Other               Total
     ========================================       =============       =============       =============       =============
                                                                                                    
     Quarter ended March 31, 2004
          Net sales                                 $       1,693       $         857       $          30       $       2,580
                                                    =============       =============       =============       =============
          Pretax operating profit (loss)            $         919       $          52       $        (123)(a)   $         848
          Income taxes                                       (169)                 (2)               (190)(b)            (361)
                                                    -------------       -------------       -------------       -------------
          Net income (loss)                         $         750       $          50       $        (313)(c)   $         487
     ========================================       =============       =============       =============       =============
     Quarter ended March 31, 2003
          Net sales                                 $       1,553       $         790       $          28       $       2,371
                                                    =============       =============       =============       =============
          Pretax operating profit (loss)            $         880       $          38       $        (192)(a)   $         726
          Income taxes                                       (153)                 (3)               (177)(b)            (333)
          Cumulative effect of changes in
             accounting principles, net                        --                  --                 (68)                (68)
                                                    -------------       -------------       -------------       -------------
          Net income (loss)                         $         727       $          35       $        (437)(d)   $         325
     ========================================       =============       =============       =============       =============


(a)  Includes unallocated net interest expense, administration expense and other
     items.
(b)  Includes unallocated income taxes. The 2004 amount includes a $20 million
     credit from a tax settlement.
(c)  Includes a trust preferred securities redemption pre-tax charge of $11
     million ($7 million net of tax).
(d)  Includes a $61 million pre-tax interest charge ($40 million net of tax) to
     repay a $450 million 6.4 percent senior note issue that had ten years of
     remaining life, but was subject to remarketing on April 1, 2003.


                                       12



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

CONSOLIDATED RESULTS OF OPERATIONS

Occidental (as defined in Note 1 to the consolidated condensed financial
statements) reported net income for the first quarter of 2004 of $487 million,
on net sales of $2.6 billion, compared with net income of $325 million, on net
sales of $2.4 billion, for the same period of 2003. Basic earnings per common
share were $1.24 for the first quarter of 2004, compared with basic earnings per
common share of $0.86 for the same period of 2003.

Net income for the first quarter of 2004 included a pre-tax charge of $11
million for the redemption of all of the outstanding 8.16 percent Trust
Preferred Redeemable Securities (trust preferred securities) and a $20 million
credit from settlement of a tax issue. Net income for the first quarter of 2003
included a pre-tax debt repayment charge of $61 million and a $68 million
after-tax cumulative effect of changes in accounting principles. Net income for
the first quarter of 2004, compared to the same period in 2003, reflected higher
crude oil and natural gas prices and volumes and higher chemical margins.

SELECTED INCOME STATEMENT ITEMS

The increase of $209 million in net sales in the first quarter of 2004, compared
with the same period in 2003, primarily reflected higher worldwide crude oil
volumes and prices, higher natural gas prices and higher chemical volumes and
prices.

The increase of $108 million in cost of sales for the first quarter of 2004,
compared with the same period in 2003, primarily reflected higher energy and raw
material costs and higher DD&A expense due to accelerated drilling in Colombia
and Yemen and a facility expansion in Qatar. The increase of $39 million in
selling, general and administrative and other operating expenses for the first
quarter of 2004, compared to the same period in 2003, primarily reflected
increases in various oil and gas costs, including higher production-related
taxes, and higher other operating costs. The increase of $26 million in
exploration expense for the first quarter of 2004, compared to the same period
in 2003, primarily reflected higher lease impairment charges. Interest and debt
expense, net for the first quarter of 2004 included a trust preferred securities
redemption pre-tax charge of $11 million. Interest and debt expense, net for the
first quarter of 2003 included a pre-tax debt repayment charge of $61 million.
The provision for income taxes for the first quarter of 2004 includes a $20
million credit from settlement of a tax issue. The income from equity
investments of $15 million in the first quarter of 2004, compared to an equity
investment loss of $16 million in the same period in 2003, was primarily
attributable to a smaller loss from the Lyondell equity investment and higher
income from a Russian oil and gas affiliate.


                                       13



SEGMENT OPERATIONS

The following table sets forth the sales and earnings of each industry segment
and unallocated corporate items (in millions):



                                                                   Three Months Ended
                                                                             March 31
                                                            -------------------------
                                                                  2004           2003
=======================================================     ==========     ==========
                                                                     
NET SALES
 Oil and gas                                                $    1,693     $    1,553
 Chemical                                                          857            790
 Other                                                              30             28
                                                            ----------     ----------

NET SALES                                                   $    2,580     $    2,371
                                                            ==========     ==========
SEGMENT EARNINGS
 Oil and gas                                                $      750     $      727
 Chemical                                                           50             35
                                                            ----------     ----------
                                                                   800            762
UNALLOCATED CORPORATE ITEMS
 Interest expense, net
     Debt, net                                                     (54)          (124)
     Trust preferred distributions and other                       (14)           (11)
 Income taxes                                                     (190)          (178)
 Other                                                             (55)           (56)
                                                            ----------     ----------
INCOME FROM CONTINUING OPERATIONS                                  487            393
Cumulative effect of changes in accounting principles, net          --            (68)
                                                            ----------     ----------

Net Income                                                  $      487     $      325
=======================================================     ==========     ==========



                                       14



SIGNIFICANT ITEMS AFFECTING EARNINGS

Occidental's results of operations often include the effects of significant
transactions and events affecting earnings that vary widely and unpredictably in
nature, timing and amount. Therefore, management uses a measure called "core
earnings", which excludes those items. This non-GAAP measure is not meant to
disassociate those items from management's performance, but rather is meant to
provide useful information to investors interested in comparing Occidental's
earnings performance between periods. Reported earnings are considered
representative of management's performance over the long term. Core earnings is
not considered to be an alternative to operating income in accordance with
generally accepted accounting principles.


The following table sets forth the core earnings and significant items affecting
earnings for each operating segment and corporate and other:



                                                                                   Three Months Ended March 31
                                                        ------------------------------------------------------
(in millions, except per share amounts)                      2003            EPS           2002            EPS
==================================================     ==========     ==========     ==========     ==========
                                                                                        

TOTAL REPORTED EARNINGS                                $      487     $     1.24     $      325     $     0.86
                                                       ==========     ==========     ==========     ==========

OIL AND GAS
- -----------
Segment Earnings                                       $      750                    $      727
No significant items affecting earnings                        --                            --
                                                       ----------                    ----------
Segment Core Earnings                                         750                           727
                                                       ----------                    ----------

CHEMICAL
- --------
Segment Earnings                                               50                            35
No significant items affecting earnings                        --                            --
                                                       ----------                    ----------
Segment Core Earnings                                          50                            35
                                                       ----------                    ----------

CORPORATE AND OTHER
- -------------------
Results                                                      (313)                         (437)
Less:
     Trust preferred securities redemption charge             (11)                           --
     Settlement of tax issue                                   20                            --
     Debt repayment charge                                     --                           (61)
     Tax effect of pre-tax adjustments                          4                            21
     Changes in accounting principles, net *                   --                           (68)
                                                       ----------                    ----------

TOTAL CORE EARNINGS                                    $      474     $     1.21     $      433     $     1.14
==================================================     ==========     ==========     ==========     ==========

* These amounts are shown after tax


                                       15



WORLDWIDE EFFECTIVE TAX RATE

The following table sets forth the calculation of the worldwide effective tax
rate for reported income and core earnings:



                                                                   Three Months Ended
                                                                             March 31
                                                            -------------------------
(in millions)                                                     2004           2003
=======================================================     ==========     ==========
                                                                     
REPORTED INCOME

 Income before taxes                                        $      848            726

 Income tax expense
     Domestic                                                      191            179
     Foreign                                                       170            154
                                                            ----------     ----------
 Total                                                             361            333

 Income for continuing operations                                  487            393
 Cumulative effect of accounting changes                            --            (68)
                                                            ----------     ----------
 Net income                                                 $      487            325
                                                            ==========     ==========

 Worldwide effective tax rate                                      43%            46%
                                                            ==========     ==========

CORE EARNINGS

 Income before taxes                                        $      859            787

 Income tax expense
     Domestic                                                      215            200
     Foreign                                                       170            154
                                                            ----------     ----------
 Total                                                             385            354

 Core Earnings                                              $      474            433
                                                            ==========     ==========

 Worldwide effective tax rate                                      45%            45%
=======================================================     ==========     ==========



                                       16



OIL AND GAS SEGMENT



                                                                        Three Months Ended
                                                                                  March 31
                                                                 -------------------------
Summary of Operating Statistics                                        2004           2003
============================================================     ==========     ==========
                                                                          
NET PRODUCTION PER DAY:
     CRUDE OIL AND NATURAL GAS LIQUIDS (MBL)
       United States                                                    258            241
       Latin America                                                     79             53
       Middle East                                                       95             99
       Other Eastern Hemisphere                                           9             10

     NATURAL GAS (MMCF)
       United States                                                    527            528
       Middle East                                                       11             --
       Other Eastern Hemisphere                                          75             75

BARRELS OF OIL EQUIVALENT (MBOE)
     Consolidated subsidiaries                                          543            504
     Other interests                                                     25             28
                                                                 ----------     ----------
     Worldwide production                                               568            532
============================================================     ==========     ==========

AVERAGE SALES PRICE:
     CRUDE OIL ($/BBL)
       United States                                             $    32.62     $    31.57
       Latin America                                             $    28.99     $    31.23
       Middle East                                               $    30.08     $    30.40
         Other Eastern Hemisphere                                $    29.37     $    28.05

     NATURAL GAS ($/MCF)
       United States                                             $     5.00     $     4.30
          Middle East                                            $     0.97     $       --
       Other Eastern Hemisphere                                  $     2.23     $     1.89
============================================================     ==========     ==========


Oil and gas segment and core earnings for the first quarter of 2004 were $750
million, compared with $727 million for the same period of 2003. The increase of
$23 million in earnings for the first quarter of 2004, compared to the first
quarter of 2003, reflected higher prices for crude oil and natural gas and
increased crude oil volumes. This was partially offset by higher exploration
expense and higher DD&A rates due to accelerated drilling of wells in Colombia
and Yemen and a facilities expansion project in Qatar. Also, increased
production-related taxes and higher utility costs were the result of higher oil
and gas prices. Apart from these and other energy price-related costs, lifting
costs are not materially higher compared to the first quarter 2003. Worldwide
production costs for the first quarter 2004 were $6.54 per barrels of oil
equivalent (BOE) compared to the average 2003 production cost of $6.08 per BOE.

The increase of $140 million in net sales in the first quarter of 2004, compared
with the same period in 2003, primarily reflected increased crude oil volumes
and higher prices for crude oil and natural gas.

The average West Texas Intermediate price in the first quarter of 2004 was
$35.15 per barrel and the average New York Mercantile Exchange (NYMEX) price for
natural gas was $5.84 per million BTUs. A change of 10 cents per million BTUs in
NYMEX gas prices impacts quarterly oil and gas segment earnings by approximately
$5 million while a $1.00 per-barrel change in oil prices has a quarterly impact
of approximately $32 million. Occidental expects second quarter 2004 production
to be approximately the same as the first quarter 2004 and exploration expense
to be about $40 million.


                                       17



CHEMICAL SEGMENT



                                                                        Three Months Ended
                                                                                  March 31
                                                                 -------------------------
Summary of Operating Statistics                                        2004           2003
============================================================     ==========     ==========
                                                                          
MAJOR PRODUCT VOLUMES (M TONS, EXCEPT PVC
   RESINS)
     Chlorine (a)                                                       706            686
     Caustic Soda                                                       732            637
     Ethylene Dichloride                                                122            131
     PVC Resins (millions of pounds)                                  1,071          1,063

MAJOR PRODUCT PRICE INDEX (1987 THROUGH 1990
   AVERAGE PRICE = 1.0)
     Chlorine                                                          1.60           1.64
     Caustic Soda                                                      0.71           0.81
     Ethylene Dichloride                                               1.32           1.23
     PVC Resins (b)                                                    0.94           0.89
============================================================     ==========     ==========


(a)  Product volumes include those manufactured and consumed internally.
(b)  Product volumes produced at former Polyone facilities, now part of
     Occidental, are excluded from the product price indexes.

Chemical segment and core earnings for the first quarter of 2004 were $50
million, compared with $35 million for the same period of 2003. The increase of
$15 million in earnings for the first quarter of 2004, compared with the same
period in 2003, was due primarily to higher margins and volumes in vinyls, which
were partially offset by higher ethylene costs and also by lower caustic soda
margins.

The increase of $67 million in net sales in the first quarter of 2004, compared
with the same period in 2003, primarily reflected higher volumes and prices in
vinyls.

Occidental expects second quarter 2004 chemical earnings of $60 to $70 million
compared to $43 million in the second quarter of 2003, assuming the economy
continues to strengthen.

CORPORATE AND OTHER

Unallocated corporate items - income taxes includes a $20 million credit related
to a settlement of a tax issue. Continuing tax audit discussions could result in
additional settlements in 2004 or later.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

Occidental's net cash provided by operating activities was $965 million for the
first quarter of 2004, compared with $674 million for the same period of 2003.
The increase of $291 million is primarily attributable to higher income from
continuing operations after non-cash charges to income including depreciation,
depletion and amortization expense and lower working capital usage.

Occidental's net cash used by investing activities was $711 million for the
first quarter of 2004, compared with $426 million for the same period of 2003.
The 2004 amount includes a $208 million advance to the Elk Hills Power LLC (EHP)
equity investment which EHP used to repay a portion of their debt. The 2004
amount also includes the purchase of the pipeline and gathering system in the
Permian Basin. The 2003 amount includes a deposit for the purchase of Permian
assets, advances to equity investees, purchases of equity investee debt and an
additional stock purchase of a cost-method investee. Capital expenditures for
the first quarter of 2004 were $343 million, including $326 million in oil and
gas. Capital expenditures for the first quarter of 2003 were $298 million,
including $225 million in oil and gas and $68 million for chemical which
included $44 million related to the exercise of purchase options for certain
leased railcars.


                                       18



Occidental's net cash used by financing activities was $467 million in the first
quarter of 2004, compared with $248 million for the same period of 2003. The
2004 amount includes the total cash paid of $466 million to repurchase the trust
preferred securities in January 2004. The 2003 amount includes net debt payments
of approximately $184 million.

In January 2004, Occidental redeemed all of the outstanding trust preferred
securities at par plus accrued interest which resulted in a decrease in current
liabilities of approximately $453 million.

Available but unused lines of committed bank credit totaled approximately $1.5
billion at March 31, 2004. Occidental believes that cash on hand and cash
generated from its operations will be sufficient to fund its operating needs,
capital expenditure requirements and dividend payments. If needed, Occidental
could access its existing unused credit facilities.

ENVIRONMENTAL EXPENDITURES

Occidental's operations in the United States are subject to stringent federal,
state and local laws and regulations relating to improving or maintaining
environmental quality. Foreign operations also are subject to
environmental-protection laws. The laws that require or address environmental
remediation may apply retroactively to past waste disposal practices and
releases. In many cases, the laws apply regardless of fault, legality of the
original activities or current ownership or control of sites. Occidental
Petroleum Corporation (OPC) or certain of its subsidiaries are currently
participating in environmental assessments and cleanups under these laws, or are
otherwise involved in proceedings involving historical practices, at federal
Superfund sites and other sites subject to the Comprehensive Environmental
Response, Compensation and Liability Act (CERCLA), comparable state sites and
other remediation sites, including Occidental facilities and previously owned
sites.

The following table presents Occidental's environmental remediation reserves at
March 31, 2004, grouped by three categories of environmental remediation sites
($ amounts in millions):



                                           # of Sites           Reserve
===================================     ===============     ===============
                                                      
CERCLA &  Equivalent Sites                          119     $           232
Active Facilities                                    14                  78
Closed or Sold Facilities                            40                  53
                                        ---------------     ---------------
         Total                                      173     $           363
===================================     ===============     ===============


In determining the environmental remediation reserves and reasonably possible
range of loss, Occidental refers to currently available information, including
relevant past experience, available technology, regulations in effect, the
timing of remediation and cost-sharing arrangements. Occidental expects that it
may continue to incur additional liabilities beyond those recorded for
environmental remediation at these and other sites. The range of reasonably
possible loss for existing environmental remediation matters could be up to $400
million beyond the amount accrued.


                                       19



At March 31, 2004, OPC or certain of its subsidiaries have been named in CERCLA
or state equivalent proceedings, as shown below ($ amounts in millions):



Description                                # of Sites           Reserve
===================================     ===============     ===============
                                                      
Minimal/No Exposure (a)                              97     $             5
Reserves between $1-10 MM                            15                  57
Reserves over $10 MM                                  7                 170
                                        ---------------     ---------------
      Total                                         119     $           232
===================================     ===============     ===============


(a)  Includes 26 sites for which Maxus Energy Corporation has retained the
     liability and indemnified Occidental, 7 sites where Occidental has denied
     liability without challenge, 54 sites where Occidental's reserves are less
     than $50,000 each, and 10 sites where reserves are between $50,000 and $1
     million each.


Refer to the "Environmental Expenditures" section of Management's Discussion and
Analysis of Financial Condition and Results of Operations in the 2003 Form 10-K
for additional information regarding Occidental's environmental expenditures.

LAWSUITS, CLAIMS, COMMITMENTS, CONTINGENCIES AND RELATED MATTERS

OPC and certain of its subsidiaries have been named in a substantial number of
lawsuits, claims and other legal proceedings. These actions seek, among other
things, compensation for alleged personal injury, breach of contract, property
damage, punitive damages, civil penalties or other losses; or injunctive or
declaratory relief. OPC and certain of its subsidiaries also have been named in
proceedings under CERCLA and similar federal, state and local environmental
laws. These environmental proceedings seek funding or performance of remediation
and, in some cases, compensation for alleged property damage, punitive damages
and civil penalties; however, Occidental is usually one of many companies in
these proceedings and has to date been successful in sharing response costs with
other financially-sound companies. With respect to all such lawsuits, claims and
proceedings, including environmental proceedings, Occidental accrues reserves
when it is probable a liability has been incurred and the amount of loss can be
reasonably estimated.

During the course of its operations, Occidental is subject to audit by tax
authorities for varying periods in various federal, state, local and foreign tax
jurisdictions. Taxable years prior to 1997 are closed for U.S. federal income
tax purposes. Taxable years 1997 through 2002 are in various stages of audit by
the Internal Revenue Service. Disputes arise during the course of such audits as
to facts and matters of law.

Occidental has guarantees outstanding at March 31, 2004, which encompass
performance bonds, letters of credit, indemnities, commitments and other forms
of guarantees provided by Occidental to third parties, mainly to provide
assurance that Occidental and/or its subsidiaries and affiliates will meet their
various obligations (guarantees). At March 31, 2004, the notional amount of
these guarantees was approximately $400 million. Of this amount, approximately
$300 million relates to Occidental's guarantees of equity investees' debt and
other commitments. The remaining $100 million relates to various indemnities and
guarantees provided to third parties.

It is impossible at this time to determine the ultimate liabilities that OPC and
its subsidiaries may incur resulting from any lawsuits, claims and proceedings,
audits, commitments, contingencies and related matters. If these matters were to
be ultimately resolved unfavorably at amounts substantially exceeding
Occidental's reserves, an outcome not currently anticipated, it is possible that
such outcome could have a material adverse effect upon Occidental's consolidated
financial position or results of operations. However, after taking into account
reserves, management does not expect the ultimate resolution of any of these
matters to have a material adverse effect upon Occidental's consolidated
financial position or results of operations.


                                       20



ACCOUNTING CHANGES

In December 2003, the FASB revised FIN 46, "Consolidation of Variable Interest
Entities" to exempt certain entities from its requirements and to clarify
certain issues arising during the initial implementation of FIN 46. Occidental
adopted the revised FIN 46 in the first quarter of 2004 and it did not have a
material effect on its financial statements when adopted.

The Emerging Issues Task Force (EITF) is currently addressing whether
contract-based oil and gas mineral rights are tangible or intangible assets
based on their interpretation of Statement of Financial Accounting Standards
(SFAS) No. 141, "Business Combinations" and SFAS No. 142 "Goodwill and Other
Intangible Assets". Historically, Occidental has classified all of its
contract-based mineral rights within property, plant and equipment and has
generally not identified these amounts separately. If the EITF determines that
these mineral rights should be presented as intangible assets, Occidental would
have to reclassify its contract-based oil and gas mineral rights to intangible
assets and make additional disclosures in accordance with SFAS No. 142. If
Occidental adopted this change for rights acquired after June 30, 2001,
approximately $471 million and $492 million of the property, plant and equipment
balance would be reclassified to intangible assets as of March 31, 2004 and
December 31, 2003, respectively. These amounts, which are net of accumulated
depreciation, depletion and amortization, include approximately $464 million and
$475 million of mineral rights related to proved properties as at March 31, 2004
and December 31, 2003, respectively. Occidental currently amortizes these
amounts under the unit-of-production method and would continue to amortize the
mineral rights under this method. Occidental believes the adoption of this would
have no material effect on its results of operations.

SAFE HARBOR STATEMENT REGARDING OUTLOOK AND FORWARD-LOOKING INFORMATION

Portions of this report contain forward-looking statements and involve risks and
uncertainties that could significantly affect expected results of operations,
liquidity, cash flows and business prospects. Factors that could cause results
to differ materially include, but are not limited to: global commodity pricing
fluctuations; competitive pricing pressures; higher than expected costs
including feedstocks; crude oil and natural gas prices; chemical prices;
potential liability for remedial actions under existing or future environmental
regulations and litigation; potential liability resulting from pending or future
litigation; general domestic and international political conditions; potential
disruption or interruption of Occidental's production or manufacturing
facilities due to accidents, political events or insurgent activity; potential
failure to achieve expected production from existing and future oil and gas
development projects; the supply/demand considerations for Occidental's
products; any general economic recession or slowdown domestically or
internationally; regulatory uncertainties; and not successfully completing, or
any material delay of, any development of new fields, expansion, capital
expenditure, efficiency improvement project, acquisition or disposition.
Forward-looking statements are generally accompanied by words such as
"estimate", "project", "predict", "will", "anticipate", "plan", "intend",
"believe", "expect" or similar expressions that convey the uncertainty of future
events or outcomes. Occidental expressly disclaims any obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information or otherwise. In light of these risks, uncertainties and
assumptions, the forward-looking events discussed might not occur.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For the three months ended March 31, 2004, there were no material changes in the
information required to be provided under Item 305 of Regulation S-X included
under the caption "Management's Discussion and Analysis of Financial Condition
and Results of Operations (Incorporating Item 7A) - Derivative Activities and
Market Risk" in Occidental's 2003 Annual Report on Form 10-K.


                                       21



ITEM 4.  CONTROLS AND PROCEDURES

Occidental's Chief Executive Officer and Chief Financial Officer supervised and
participated in Occidental's evaluation of its disclosure controls and
procedures as of the end of the period covered by this report. Disclosure
controls and procedures are controls and procedures designed to ensure that
information required to be disclosed in Occidental's periodic reports filed or
submitted under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms. Based upon that
evaluation, Occidental's Chief Executive Officer and Chief Financial Officer
concluded that Occidental's disclosure controls and procedures are effective.

There has been no change in Occidental's internal control over financial
reporting during the first quarter of 2004 that has materially affected, or is
reasonably likely to materially affect, Occidental's internal control over
financial reporting.


                                       22



                            PART II OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS


This item incorporates by reference the information regarding legal proceedings
in Note 9 to the consolidated condensed financial statements in Part I of this
Form 10-Q.

In April 2004, a number of U.S. companies, including Occidental Chemical
Corporation, were served with seven lawsuits filed in Nicaragua by approximately
two thousand individual plaintiffs. These individuals allege that they have
sustained several billion dollars of personal injury damages as a result of
their alleged exposure to the pesticide DBCP. In the opinion of management, all
of these claims are without merit because, among other things, the Company
believes that Occidental DBCP was never sold or used in Nicaragua. Under the
applicable Nicaraguan statute, DBCP defendants are required to pay pre-trial
deposits so large as to effectively prohibit defendants from participating fully
in their defense. In two such situations, involving other defendants, Nicaraguan
courts proceeded to enter significant judgments against the defendants under
that statute. In the opinion of management, any judgment rendered under the
statute would be unenforceable in the United States. Accordingly, management
does not expect the ultimate resolution of any of these matters to have a
material adverse effect upon Occidental's consolidated financial position or
results of operations.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

          10.1 Occidental Petroleum Corporation 1996 Restricted Stock Plan for
               Non-Employee Directors, as amended April 30, 2004 (filed as
               Exhibit 99.1 to the Registration Statement on Form S-8 of
               Occidental, File No. 333-115099)

          11   Statement regarding the computation of earnings per share for the
               three months ended March 31, 2004 and 2003.

          12   Statement regarding the computation of total enterprise ratios of
               earnings to fixed charges for the three months ended March 31,
               2004 and 2003 and the five years ended December 31, 2003.

          31.1 Certification of CEO Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002

          31.2 Certification of CFO Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002

          32.1 Certifications of CEO and CFO Pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002


     (b)  Reports on Form 8-K

          During the quarter ended March 31, 2004, Occidental filed the
          following Current Report on Form 8-K:

          1.   Current Report on Form 8-K dated January 22, 2004 (date of
               earliest event reported), filed on January 22, 2004, for the
               purpose of reporting, under Items 9 and 12, Occidental's results
               of operations for the fourth quarter ended December 31, 2003, and
               speeches and supplemental investor information relating to
               Occidental's fourth


                                       23



               quarter 2003 earnings announcement (which information under Items
               9 and 12 shall not be deemed to be filed).

          2.   Current Report on Form 8-K dated February 5, 2004 (date of
               earliest event reported), filed on February 5, 2004, for the
               purpose of reporting, under Item 9, a presentation by Dr. Dale R.
               Laurance, President (which information under Item 9 shall not be
               deemed to be filed).


          From March 31, 2004 to the date hereof, Occidental filed the following
          Current Reports on Form 8-K:

          1.   Current Report on Form 8-K dated April 23, 2004 (date of earliest
               event reported), filed on April 23, 2004, for the purpose of
               reporting, under Item 5, Occidental's results of operations for
               the first quarter ended March 31, 2004, and under Items 9 and 12,
               speeches and supplemental investor information relating to
               Occidental's first quarter 2004 earnings announcement (which
               information under Items 9 and 12 shall not be deemed to be
               filed).

          2.   Current Report on Form 8-K dated April 30, 2004 (date of earliest
               event reported), filed on April 30, 2004, for the purpose of
               reporting, under Item 9, a presentation by Dr. Ray R. Irani, CEO,
               at Occidental's 2004 Annual Meeting of Stockholders (which
               information under Item 9 shall not be deemed to be filed).


                                       24



                                   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 thereunto duly authorized.



                              OCCIDENTAL PETROLEUM CORPORATION







DATE: May 4, 2004             S. P. Dominick, Jr.
                              --------------------------------------------------
                              S. P. Dominick, Jr., Vice President and Controller
                              (Chief Accounting and Duly Authorized Officer)


                                       25



                                  EXHIBIT INDEX

EXHIBITS
- --------

     11        Statement regarding the computation of earnings per share for the
               three months ended March 31, 2004 and 2003.

     12        Statement regarding the computation of total enterprise ratios of
               earnings to fixed charges for the three months ended March 31,
               2004 and 2003 and the five years ended December 31, 2003.

     31.1      Certification of CEO Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002

     31.2      Certification of CFO Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002

     32.1      Certifications of CEO and CFO Pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002


                                       26