Exhibit 99.2


                       UNION TEXAS PETROLEUM (LETTERHEAD)
NEWS RELEASE
CONTACT: CAROL L. COX
         (713) 968-2714


               UNION TEXAS PETROLEUM'S 1996 THIRD QUARTER EARNINGS
                   PER SHARE ARE TRIPLED FROM YEAR-AGO LEVELS

     Houston,   October  23,  1996  --  Union  Texas  Petroleum  Holdings,  Inc.
(NYSE:UTH) today reported  significantly higher results for the third quarter of
1996,  with  earnings  of 39 cents per share  compared  to 13 cents per share in
1995's same period. Net income for 1996's third quarter was $34 million, up from
$12 million in the same period a year ago.
     Union Texas also  recorded  substantially  higher  results for 1996's first
nine months  compared to a year ago,  with earnings of $1.28 per share in 1996's
first nine months  versus 89 cents per share in 1995's same  period.  Net income
for 1996's  first nine  months was $112  million,  up from $79 million in 1995's
corresponding period. 

HIGHER OIL PRICES, INCREASED LNG SALES PRICES AND VOLUMES

     Chairman and CEO John Whitmire  said that Union Texas' higher  earnings for
1996's third  quarter  were driven  primarily  by higher  worldwide  oil prices,
increased sales prices and volumes of liquefied  natural gas (LNG) in Indonesia,
and lower exploration  expense,  which were partially offset by lower U.K. North
Sea oil volumes,  decreased U.S.  ethylene  margins and costs  associated with a
voluntary retirement program.

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     Sales and operating revenues for 1996's third quarter totaled $227 million,
up 15% from $197  million a year ago,  due largely to  increased  oil prices and
higher LNG prices and volumes.
     "During  the third  quarter of 1996,  we  benefited  from a 29% rise in our
worldwide  oil prices over 1995's same  period,  averaging  $19.56 per barrel in
1996's third quarter  versus $15.16 per barrel a year ago. Our LNG operations in
Indonesia  saw a 19% gain in sales  prices and a 16%  increase  in volumes  over
year-ago levels," said Whitmire.  Union Texas said that its LNG sales price will
average  $3.72 per  thousand  cubic feet in October  1996.  Union  Texas and its
co-venturers supply natural gas to the Indonesian  government-owned LNG plant at
Bontang Bay in East Kalimantan,  which is the largest  operating LNG facility in
the world.
     In the U.K.  North Sea, Union Texas said its oil sales volumes were down by
about 20% during  1996's  third  quarter from  year-ago  levels due largely to a
temporary  shutdown of the Alba oil field  during  facilities  construction  and
field  development  activity  which  are  expected  to boost  Alba's  production
capacity from 75,000 gross barrels a day to 100,000  barrels by year-end 1996 as
well as scheduled maintenance and normal production declines at the Piper field.
Union Texas said production at Alba has resumed.  For the full-year 1996,  Union
Texas  expects its U.K.  North Sea oil sales  volumes to exceed 1995 levels. 
     At Union  Texas'  petrochemical  operations  in the  U.S.,  lower  ethylene
margins in 1996's third quarter versus year-ago levels were partially  offset by
increased  ethylene  sales volumes.  During 1996's third  quarter,  Union Texas'
ethylene margins 

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averaged 8 cents per pound of  ethylene,  down from 14 cents a year ago,  but up
from 3 cents and 6 cents in 1996's first and second quarters, respectively.
     During  1996's  third  quarter,  Union  Texas  offered a special,  one-time
voluntary   retirement  program  with  enhanced  benefits  to  certain  eligible
employees  who were already  eligible to retire or were nearing  eligibility.  A
total of 47 employees  elected to  participate  in the program.  In 1996's third
quarter,  Union  Texas  recorded  a total of  approximately  $9 million in costs
associated with the voluntary  retirement  program.  Union Texas said it expects
lower future operating expenses as a result of the voluntary retirement program.

INCREASED EARNINGS FOR 1996'S FIRST NINE MONTHS

     Union  Texas'  performance  for  1996's  first nine  months  was  favorably
affected by higher worldwide oil prices,  increased oil and gas sales volumes in
the U.K.  North Sea,  improved  LNG sales prices and volumes in  Indonesia,  and
lower exploration expense, which were partially offset by lower ethylene margins
and costs associated with the voluntary  retirement program.  Union Texas' sales
and  operating  revenues for the first nine months of 1996 totaled $709 million,
up 11% from $637 million a year ago.
     "During the first nine months of 1996,  Union Texas' assets have  continued
to perform very well and to produce strong  operational and financial  results,"
said Whitmire. "We've seen a rise in production volumes during 1996's first nine
months over year-ago levels,  primarily reflecting our Alba acquisition.  We are
well on our way to exceeding 1995's record production.

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     "We've  also  seen  several  other  positive  developments  in the past few
months,  including  the recent  announcement  of plans to develop the Alpine oil
field in the Western  Colville area on Alaska's North Slope,  in which we have a
22% working  interest.  Development of the Alpine field is expected to cost $700
to $800 million gross.  Union Texas has been actively  exploring in the Colville
area for over 10 years,  and we are very much looking forward to production from
Alpine  coming  onstream  in  early  2000.  In  addition,  Union  Texas  and our
co-venturers  were the high bidders on five new leases in the Colville  area. In
the U.K. North Sea, the  development of the Britannia gas field is proceeding on
schedule and under budget,  with  production  expected to begin in late 1998. By
the turn of the century,  Colville  and  Britannia  are  expected to  contribute
approximately  25,000 net barrels of oil  equivalent a day to Union Texas.  This
compares to our current  worldwide total production of about 133,000 net barrels
of oil equivalent a day," noted Whitmire.
     "In our new  exploration  ventures,  we currently are  participating  in an
important  exploration  well  in  Italy's  Southern  Apennines  where  we have a
substantial  acreage  position  that we are working to further  increase.  Union
Texas also is gearing up operations for an exploration well in Eastern Indonesia
which we operate  and  expect to begin  drilling  later  this year.  We also are
firming up plans for two to three exploration wells in Tunisia, beginning in the
second quarter of 1997. Two of these

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wells will  follow-up  the  offshore  Ramla well,  which was drilled in 1995 and
found a large oil column but lacked adequate reservoir quality.  An onshore well
on the Jeffara  block in Tunisia is being  planned  and could begin  drilling in
1997. In addition, we are actively evaluating several exploration  opportunities
in a number of new areas  worldwide  which could provide  enhanced value for our
shareholders," said Whitmire.
     Union  Texas  also  said it  believes  its  common  stock  continues  to be
undervalued.  During the first nine months of 1996,  Union Texas  repurchased  a
total of 1,046,700 shares of common stock under its previously-announced program
to  repurchase  up to 2 million  shares of its  common  stock.  Union  Texas has
repurchased a cumulative total of 1,601,236 shares of its common stock under the
stock repurchase program.
     One of the largest independent producers located in the U.S., Houston-based
Union Texas Petroleum  Holdings,  Inc. (NYSE: UTH) explores for and produces oil
and gas overseas  primarily in the U.K. North Sea, Indonesia and other strategic
areas.  The company  has  petrochemical  operations  in  Louisiana.  Union Texas
celebrated its 100th anniversary in January 1996.
     This news release contains forward-looking statements within the meaning of
the  Securities  Litigation  Reform Act that  involve  risks and  uncertainties,
including price volatility,  development,  operational and implementation risks,
and  other  factors  described  from  time  to time  in the  company's  publicly
available SEC reports, which could cause actual results to differ materially.

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Comparative  financial highlights follow (amounts in millions,  except per share
data):



                                                               Three Months Ended September 30,
                                                                   1996                  1995
                                                                   ----                  ----
                                                                                     

Earnings per share . . . . . . . . . . . . . . . . . . .          $0.39                 $0.13
Net income  . . . . . . . . . . . . . . . . . . . . . . . .       $  34                 $  12
Sales and operating revenues. . . . . . . . . . .                 $ 227                 $ 197
Average common shares outstanding . . . .                          87.0                  87.8





                                                                 Nine Months Ended September 30,
                                                                   1996                  1995
                                                                   ----                  ----
                                                                                      

Earnings per share . . . . . . . . . . . . . . . . . . .         $ 1.28                 $0.89
Net income. . . . . . . . . . . . . . . . . . . . . . . . .      $  112                 $  79
Sales and operating revenues. . . . . . . . . . .                $  709                 $ 637
Average common shares outstanding . . . .                          87.4                  87.7




Additional financial and operating information appears on the attached pages.

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                              UNION TEXAS PETROLEUM
                                FINANCIAL SUMMARY

                  (amounts in millions, except per share data)




                                              THIRD QUARTER                    FIRST NINE MONTHS
                                              -------------                     -----------------
                                           1996             1995              1996            1995
                                           ----             ----              ----            ----
                                                                                    

Sales and operating revenues              $   227           $  197         $   709           $  637

Net income                                $    34           $   12         $   112           $   79
   Major operations (a)
      Indonesia                           $    33           $   20         $    99           $   74
      U.K. North Sea                      $    10           $    3         $    51           $   26
      Pakistan                            $    11           $    4         $    20           $   12
      Petrochemicals                      $     5           $   10         $    13           $   34

Earnings per share of
   common stock                           $   .39           $ 0.13         $  1.28           $ 0.89

Discretionary cash flow (b)               $    71           $   84         $   287           $  280
   Major operations (a)
      Indonesia                           $    47           $   34         $   139           $  119
      U.K. North Sea                      $    23           $   41         $   146           $  121
      Pakistan                            $    13           $    6         $    29           $   21
      Petrochemicals                      $    10           $   17         $    24           $   56

Average common
   shares outstanding                        87.0             87.8            87.4             87.7



See footnotes on page 10.

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                              UNION TEXAS PETROLEUM
                       (b) DISCRETIONARY CASH FLOW SUMMARY
                              (amounts in millions)



                                           THIRD QUARTER                     FIRST NINE MONTHS
                                           -------------                     -----------------
                                        1996            1995                1996           1995
                                        ----         -------                ----        -------
                                                                              

Net income                            $   34         $    12             $   112        $    79

Less:   Equity partnership
        Income                        $    8         $     6             $    22        $    17

Add:    DD&A                          $   49         $    52             $   152        $   136
        Deferred taxes                $  (24)        $    (4)            $   (23)       $    (7)
        Exploration expenses          $    9         $    22             $    33        $    60
        Unimar equity DCF (c)         $   11         $     8             $    35        $    29

Discretionary cash flow               $   71         $    84             $   287        $   280


See footnotes on page 10.


                              OPERATING SUMMARY (d)



                                                  THIRD QUARTER                  FIRST NINE MONTHS
                                                  -------------                  -----------------
                                               1996           1995              1996           1995
                                               ----           ----              ----           ----
                                                                                    

Net crude oil sales (MBBLS/D)
   U.K. North Sea                                37             47                41             37
   Indonesia                                      6              5                 6              6
   Pakistan                                       6              6                 6              6

Average crude oil prices (per BBL)
   U.K. North Sea                            $20.11         $15.16            $18.76         $16.22
   Indonesia                                 $18.63         $16.39            $18.59         $17.19
   Pakistan                                  $17.32         $13.77            $16.58         $14.41

Net natural gas sales (MMCF/D)
   Indonesian LNG                               222            191               225            212
   U.K. North Sea                                18             18                33             29
   Pakistan                                      41             45                42             45

Average natural gas prices (per MCF)
   Indonesian LNG                           $  3.47         $ 2.92            $ 3.39         $ 3.06
   U.K. North Sea (e)                       $  2.21         $ 2.74            $ 2.39         $ 2.91
   Pakistan                                 $  2.36         $ 1.37            $ 1.64         $ 1.32

Ethylene (per LB)
   Sales price                              $   .23         $  .25            $  .21         $  .27
   Margins                                  $   .08         $  .14            $  .06         $  .16
   Sales volumes (MLBS/D) (f)                 1,385          1,180             1,381          1,271


See footnotes on page 10.
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                             UNION TEXAS PETROLEUM
                      CONSOLIDATED STATEMENT OF OPERATIONS
          (amounts in millions, except per share amounts) (unaudited)



                                                        THIRD QUARTER             FIRST NINE MONTHS
                                                        -------------             -----------------
                                                 1996         1995                1996         1995
                                                 ----         ----                ----         ----
                                                                                     

Revenues:
   Sales and operating revenues                 $ 227        $ 197               $ 709        $ 637
   Interest income and other revenues               1          ---                   2          ---
   Net earnings of equity investee                  8            7                  22           18
                                                -----        -----               -----        -----
     Total revenues                               236          204                 733          655

Costs and other deductions:
   Product costs and operating expenses            81           72                 242          225
   Exploration expenses                             9           22                  33           60
   Depreciation, depletion and
     amortization                                  49           52                 153          137
   Selling, general and administrative
     expenses                                       6            5                  19           17
   Interest expense  (g)                            6            9                  20           19
                                               ------       ------               -----        -----
Income before income taxes                         85           44                 266          197
Income taxes                                       51           32                 154          118
                                                -----        -----                ----         ----

Net income                                     $   34       $   12               $ 112       $   79
                                               ======       ======               =====       ======
                                                
Earnings per share of common stock             $  .39       $  .13               $1.28       $  .89
                                               ======       ======               =====       ======
                                               
Dividends per share of common stock            $  .05       $  .05               $ .15       $  .15
                                               ======       ======              ======       ======
                                                           
Weighted average number of shares
   outstanding                                   87.0         87.8                87.4         87.7
                                                 ====         ====                ====         ====
                                                          


See footnotes on page 10.


                           SELECTED BALANCE SHEET DATA
                              (amounts in millions)




                                                     SEPTEMBER 30, 1996                DECEMBER 31, 1995
                                                     ------------------                -----------------
                                                                                     

Total assets                                            $1,851                           $1,837
Long-term debt                                             627                              712
Shareholders' equity                                       513                              424


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                                    FOOTNOTES


(a)    Excludes corporate items and other worldwide exploration ventures.

(b)    Discretionary  cash flow (DCF) is net  income  (less  equity  partnership
       income) excluding depreciation, deferred taxes, and exploration expenses,
       plus the company's  estimated share of  discretionary  cash flow from its
       equity interest in its Unimar partnership's Indonesian operations.

(c)    Unimar equity DCF reflects the company's estimated share of discretionary
       cash flow from its equity interest in its Unimar partnership's Indonesian
       operations.

(d)    Excludes the Unimar equity partnership.

(e)    Excludes capacity charge of $23 million and $23 million in the first nine
       months of 1996 and 1995, respectively,  from the North and South Sean gas
       fields in the U.K. North Sea.
 
(f)    Represents Union Texas' 41.67% net interest in the jointly-owned  Geismar
       ethylene plant in Louisiana.

(g)    Interest  expense is net of  amounts  capitalized  of $7  million  and $6
       million  in the third  quarter  of 1996 and 1995,  respectively,  and $19
       million  and $17  million  in the  first  nine  months  of 1996 and 1995,
       respectively.


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