Exhibit 99.2
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                                                                News Release
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  UNION TEXAS PETROLEUM                                  1330 Post Oak Boulevard
  [GRAPHIC OMITTED]                                                P.O. Box 2120
                                                       Houston, Texas 77252-2120
                                                                  (713) 623-6544



        UNION TEXAS PETROLEUM INCREASES ITS 1997 CAPITAL SPENDING BUDGET
          BY 17% FOR NEW EXPLORATION VENTURES AND OTHER GROWTH PROJECTS
              Company Also Announces New Stock Ownership Guidelines
                           for Officers and Directors

Contact:   Carol Cox
           713-968-2714

           Houston, May 12, 1997 -- Union Texas Petroleum Holdings,  Inc. (NYSE:
UTH) today  announced that its Board of Directors has approved a 17% increase in
the company's 1997 capital spending budget primarily for several new exploration
ventures that Union Texas has recently joined.  With the increase,  Union Texas'
1997 capital  spending  budget will rise to $269  million,  up from its original
1997 capital budget of $229 million.  The revised 1997 capital budget represents
a 45% boost over $186 million spent in 1996.
           The  independent  energy company also announced  today that its board
has  adopted  new stock  ownership  guidelines  for Union  Texas'  officers  and
directors.
INCREASED CAPITAL SPENDING EARMARKED FOR NEW EXPLORATION VENTURES
           The majority of the  increased  capital  budget for 1997 is earmarked
for three new exploration ventures in Kazakstan,  Algeria and China. As recently
announced,  Union Texas has formed a joint venture with Oman Oil Company Limited
to explore for,  develop and produce oil and gas onshore  Kazakstan and offshore
in the Kazakstan sector of the Caspian Sea. Union Texas also recently has joined
subsidiaries  of  Phillips  Petroleum  Company in  exploration  ventures  in the
Ghadames Basin in  southeastern  Algeria and Bohai Bay offshore  northern China.
Union Texas has a 75% working interest in the  Kazakstan/Caspian  Sea venture, a
30% working interest in the Algeria  venture,  and a 40% working interest in the
China venture.

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           Overall,  Union Texas is increasing  its 1997 capital  spending plans
for its worldwide  exploration  ventures from approximately $68 million to about
$95 million,  about 35% of the revised 1997 capital  budget.  In addition to the
ventures in  Kazakstan,  Algeria and China,  the  increased  exploration  budget
includes monies for new programs in Yemen and Latin America.
           "Union Texas' higher  capital budget for 1997 reflects the tremendous
emphasis we have placed on growing our company through new exploration  ventures
and development  projects," said Chairman and CEO John Whitmire.  "We have added
eight new  exploration  ventures  since the beginning of 1997 and are especially
pleased with the three most recently  announced  opportunities  for  exploration
exposure  to  outstanding  proven  basins in the  Kazakstan/Caspian  Sea region,
Algeria  and  China.  Union  Texas'  highly  profitable  producing   properties,
excellent  cash flow and  financial  strength  enable us to increase our capital
spending  to  accommodate  these  growth  programs." 
NEW GUIDELINES FOR STOCK OWNERSHIP
           Under the new guidelines for stock ownership,  officers and directors
of Union  Texas  will be  expected  to own within a  five-year  period a certain
minimum  amount of the  company's  stock with a market value that is equal to at
least one to three times their annual base salary or annual board fees.
           "We strongly support these new guidelines for stock  ownership," said
Whitmire.  "These  guidelines  are evidence of our total  commitment  to further
align the  interests  of our  officers  and  directors  with those of all of our
shareholders."
           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.
           This news  release  contains  forward-looking  statements  within the
meaning  of  the  Securities  Litigation  Reform  Act  that  involve  risks  and
uncertainties, including price volatility, exploration, 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.
                                      # # #
For additional information, contact:
Carol Cox, media            John Zimmerman, analysts and investors
713-968-2714                713-968-2740

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                              UNION TEXAS PETROLEUM
                          REVISED 1997 CAPITAL SPENDING
                              (Dollars in Millions)




                                                    1996 Capital                   Original 1997                  Revised 1997
                                                      Spending                   Capital Spending               Capital Spending
                                                      --------                   ----------------               ----------------
                                                                                                                

Exploration                                            $  36                         $  68                           $ 95
Development                                              140                           127                            140
Petrochemicals                                             8                            32                             32
Other                                                      2                             2                              2
Total                                                   $186                          $229                           $269