1
===============================================================================

                                 UNITED STATES
                       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 quarter ended June 30, 2001

                                       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 1-1204


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

                            AMERADA HESS CORPORATION
             (Exact name of registrant as specified in its charter)

                                    DELAWARE
         (State or other jurisdiction of incorporation or organization)

                                   13-4921002
                    (I.R.S. employer identification number)

                  1185 AVENUE OF THE AMERICAS, NEW YORK, N.Y.
                    (Address of principal executive offices)
                                     10036
                                   (Zip Code)

     (Registrant's telephone number, including area code is (212) 997 8500)

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 _____

     At June 30, 2001, 89,523,255 shares of Common Stock were outstanding.

===============================================================================
   2
                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                        STATEMENT OF CONSOLIDATED INCOME
                      (in millions, except per share data)






                                                                    THREE MONTHS           SIX MONTHS
                                                                    ENDED JUNE 30         ENDED JUNE 30
                                                                  -----------------     -----------------
                                                                   2001       2000       2001       2000
                                                                  ------     ------     ------     ------
                                                                                       
REVENUES
  Sales (excluding excise taxes) and other operating revenues     $3,461     $2,644     $7,644     $5,475
  Non-operating income
     Equity in income of HOVENSA L.L.C.                               51         41         66         52
     Other                                                            53         29         84         57
                                                                  ------     ------     ------     ------

               Total revenues                                      3,565      2,714      7,794      5,584
                                                                  ------     ------     ------     ------


COSTS AND EXPENSES
  Cost of products sold                                            2,236      1,717      5,168      3,592
  Production expenses                                                173        129        326        262
  Marketing expenses                                                 152        122        305        228
  Exploration expenses, including dry holes
     and lease impairment                                             73         90        157        152
  Other operating expenses                                            54         51        110        108
  General and administrative expenses                                 58         51        123        102
  Interest expense                                                    41         39         81         77
  Depreciation, depletion and amortization                           229        167        410        341
                                                                  ------     ------     ------     ------

               Total costs and expenses                            3,016      2,366      6,680      4,862
                                                                  ------     ------     ------     ------

  Income before income taxes                                         549        348      1,114        722
  Provision for income taxes                                         192        146        420        296
                                                                  ------     ------     ------     ------

NET INCOME                                                        $  357     $  202     $  694     $  426
                                                                  ======     ======     ======     ======

NET INCOME PER SHARE
     BASIC                                                        $ 4.03     $ 2.25     $ 7.86     $ 4.74
                                                                  ======     ======     ======     ======
     DILUTED                                                      $ 3.98     $ 2.24     $ 7.77     $ 4.71
                                                                  ======     ======     ======     ======

WEIGHTED AVERAGE NUMBER OF SHARES
     OUTSTANDING                                                    89.6       90.5       89.3       90.5

COMMON STOCK DIVIDENDS PER SHARE                                  $  .30     $  .15     $  .60     $  .30





          See accompanying notes to consolidated financial statements.

                                        1
   3
                    PART I - FINANCIAL INFORMATION (CONT'D.)

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                  (in millions of dollars, thousands of shares)



                                           ASSETS

                                                                     JUNE 30,    DECEMBER 31,
                                                                       2001          2000
                                                                     --------      --------
                                                                           
CURRENT ASSETS
  Cash and cash equivalents                                          $     58      $    312
  Accounts receivable                                                   2,827         2,996
  Inventories                                                             479           401
  Other current assets                                                    361           406
                                                                     --------      --------
               Total current assets                                     3,725         4,115
                                                                     --------      --------

INVESTMENTS AND ADVANCES
  HOVENSA L.L.C                                                           897           831
  Other                                                                   299           219
                                                                     --------      --------
               Total investments and advances                           1,196         1,050
                                                                     --------      --------

PROPERTY, PLANT AND EQUIPMENT
  Total - at cost                                                      13,146        11,898
  Less reserves for depreciation, depletion,
     amortization and lease impairment                                  7,920         7,575
                                                                     --------      --------
               Property, plant and equipment - net                      5,226         4,323
                                                                     --------      --------

NOTE RECEIVABLE                                                           419           443
                                                                     --------      --------

DEFERRED INCOME TAXES AND OTHER ASSETS                                    298           343
                                                                     --------      --------

TOTAL ASSETS                                                         $ 10,864      $ 10,274
                                                                     ========      ========

                            LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable - trade                                           $  1,784      $  1,875
  Accrued liabilities                                                     866         1,158
  Taxes payable                                                           477           440
  Notes payable                                                             8             7
  Current maturities of long-term debt                                    274            58
                                                                     --------      --------
               Total current liabilities                                3,409         3,538
                                                                     --------      --------

LONG-TERM DEBT                                                          1,998         1,985
                                                                     --------      --------

DEFERRED LIABILITIES AND CREDITS
  Deferred income taxes                                                   485           510
  Other                                                                   351           358
                                                                     --------      --------
               Total deferred liabilities and credits                     836           868
                                                                     --------      --------

STOCKHOLDERS' EQUITY
  Preferred stock, par value $1.00, 20,000 shares authorized
      3% cumulative convertible series
        Authorized - 330 shares
        Issued - 327 shares ($16 million liquidation preference)           --            --
  Common stock, par value $1.00
     Authorized - 200,000 shares
     Issued - 89,523 shares at June 30, 2001;
        88,744 shares at December 31, 2000                                 90            89
  Capital in excess of par value                                          908           864
  Retained earnings                                                     3,691         3,069
  Accumulated other comprehensive income                                  (68)         (139)
                                                                     --------      --------
               Total stockholders' equity                               4,621         3,883
                                                                     --------      --------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                           $ 10,864      $ 10,274
                                                                     ========      ========


          See accompanying notes to consolidated financial statements.

                                        2
   4
                    PART I - FINANCIAL INFORMATION (CONT'D.)

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                      STATEMENT OF CONSOLIDATED CASH FLOWS
                            Six Months Ended June 30
                                  (in millions)






                                                                         2001         2000
                                                                       -------      -------
                                                                              
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                           $   694      $   426
  Adjustments to reconcile net income to net cash
     provided by operating activities
          Depreciation, depletion and amortization                         410          341
          Exploratory dry hole costs                                        82           65
          Lease impairment                                                  14           13
          Provision for deferred income taxes                               58           89
          Undistributed earnings of affiliates                             (57)         (42)
                                                                       -------      -------
                                                                         1,201          892
          Changes in operating assets and liabilities                     (180)          16
                                                                       -------      -------

               Net cash provided by operating activities                 1,021          908
                                                                       -------      -------


CASH FLOWS FROM INVESTING ACTIVITIES
  Capital expenditures                                                  (1,467)        (405)
  Other                                                                    (55)          10
                                                                       -------      -------

               Net cash used in investing activities                    (1,522)        (395)
                                                                       -------      -------


CASH FLOWS FROM FINANCING ACTIVITIES
  Increase in notes payable                                                  1            2
  Long-term borrowings                                                     282           --
  Repayment of long-term debt                                               (5)        (294)
  Cash dividends paid                                                      (67)         (41)
  Common stock acquired                                                    (20)         (62)
  Stock options exercised                                                   56           20
                                                                       -------      -------

               Net cash provided by (used in) financing activities         247         (375)
                                                                       -------      -------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                                     --           (1)
                                                                       -------      -------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                      (254)         137

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                             312           41
                                                                       -------      -------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                             $    58      $   178
                                                                       =======      =======




          See accompanying notes to consolidated financial statements.

                                        3
   5
                     PART I - FINANCIAL INFORMATION (CONTD.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 1  -     The financial statements included in this report reflect all
              normal and recurring adjustments which, in the opinion of
              management, are necessary for a fair presentation of the
              Corporation's consolidated financial position at June 30, 2001 and
              December 31, 2000, and the consolidated results of operations for
              the three- and six-month periods ended June 30, 2001 and 2000 and
              the consolidated cash flows for the six-month periods ended June
              30, 2001 and 2000. The unaudited results of operations for the
              interim periods reported are not necessarily indicative of results
              to be expected for the full year.

              Certain notes and other information have been condensed or omitted
              from these interim financial statements. These statements,
              therefore, should be read in conjunction with the consolidated
              financial statements and related notes included in the 2000 Annual
              Report to Stockholders, which have been incorporated by reference
              in the Corporation's Form 10-K for the year ended December 31,
              2000.

Note 2  -     Inventories consist of the following (in millions):



                                                          June 30,     December 31,
                                                            2001           2000
                                                          -------------------------
                                                                 
                 Crude oil and other charge stocks         $ 133          $ 103
                 Refined and other finished products         478            502
                 Less: LIFO adjustment                      (222)          (281)
                                                           -----          -----
                                                             389            324
                 Materials and supplies                       90             77
                                                           -----          -----
                     Total inventories                     $ 479          $ 401
                                                           =====          =====



Note 3  -     The Corporation accounts for its investment in HOVENSA L.L.C.
              using the equity method. Summarized income statement information
              for HOVENSA follows (in millions):



                                               Three months          Six months
                                              ended June 30         ended June 30
                                            -----------------     -----------------
                                             2001       2000       2001       2000
                                            ------     ------     ------     ------
                                                                 
                 Total revenues             $1,230     $1,343     $2,345     $2,472
                 Costs and expenses          1,126      1,261      2,212      2,367
                                            ------     ------     ------     ------
                    Net income              $  104     $   82     $  133     $  105
                                            ======     ======     ======     ======

                 Amerada Hess
                    Corporation's share     $   51     $   41     $   66     $   52
                                            ======     ======     ======     ======


Note 4  -     In January 2001, the Corporation replaced its $2 billion Global
              Revolving Credit Facility, which was due to expire in 2002, with
              two new committed revolving credit facilities. The first provides
              for $1.5 billion of short-term revolving credit through January
              2002 and bears interest at .525% above the London Interbank
              Offered Rate ("LIBOR"). The second is for $1.5 billion of
              five-year revolving credit, which expires in

                                       4
   6
                     PART I - FINANCIAL INFORMATION (CONTD.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



              January 2006 and currently bears interest at .50% above LIBOR.
              Facility fees of .10% and .125% per annum are currently payable
              on the credit lines. Interest rate spreads and facility fees
              fluctuate based on the Corporation's public debt rating. The
              Corporation has the option to extend up to $500 million of
              outstanding debt under the short-term facility for an additional
              364 days.

              After the end of the quarter, the Corporation entered into an
              agreement for an additional $1 billion of two-year revolving
              credit. This revolving credit facility currently bears interest at
              .525% above LIBOR. A facility fee of .10% per annum is currently
              payable on the credit line. Interest rate spreads and facility
              fees fluctuate based on the Corporation's public debt rating. The
              amount of the facility is automatically reduced by the proceeds
              resulting from the issuance of any long-term debt security in the
              capital markets.

Note 5  -     The provision for income taxes consisted of the following (in
              millions):



                                             Three months          Six months
                                            ended June 30         ended June 30
                                           ---------------       ---------------
                                           2001       2000       2001       2000
                                           ----       ----       ----       ----
                                                                
                  Current                  $166       $ 83       $362       $207
                  Deferred                   26         63         58         89
                                           ----       ----       ----       ----
                    Total                  $192       $146       $420       $296
                                           ====       ====       ====       ====



Note 6  -     Foreign currency transaction gains (losses), after income tax
              effects, amounted to the following (in millions):



                                          Three months         Six months
                                         ended June 30        ended June 30
                                        ---------------      ---------------
                                         2001      2000       2001      2000
                                        -----     -----      -----     -----
                                                           
                  Foreign currency
                     gains (losses)     $   4     $  (2)     $  14     $   2
                                        =====     =====      =====     =====



Note 7  -     The weighted average number of common shares used in the basic and
              diluted earnings per share computations are as follows (in
              thousands):



                                                      Three months          Six months
                                                     ended June 30         ended June 30
                                                   -----------------     -----------------
                                                    2001       2000       2001       2000
                                                   ------     ------     ------     ------
                                                                        
                 Common shares - basic             88,407     89,818     88,159     89,875
                 Effect of dilutive securities
                 (equivalent shares)
                   Nonvested common stock             441        342        402        382
                   Stock options                      589        299        501        238
                   Convertible preferred
                     stock                            205         77        205         44
                                                   ------     ------     ------     ------
                 Common shares - diluted           89,642     90,536     89,267     90,539
                                                   ======     ======     ======     ======



                                       5
   7
                     PART I - FINANCIAL INFORMATION (CONTD.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



Note 8  -     The Corporation adopted FAS No. 133, Accounting for Derivative
              Instruments and Hedging Activities, on January 1, 2001. This
              statement requires that the Corporation recognize all derivatives
              on the balance sheet at fair value and establishes criteria for
              using derivatives as hedges. The Corporation uses derivatives in
              its hedging program and its trading activities, including its 50%
              owned trading partnership.

              The Corporation reclassifies hedging gains and losses included in
              other comprehensive income to earnings at the time the hedged
              transactions are recognized. Hedging increased exploration and
              production results by $21 million ($14 million after income taxes)
              in the second quarter of 2001 and reduced income by $10 million
              ($6 million after income taxes) in the first half of 2001. The
              impact of hedging on refining and marketing results was not
              material.

              At June 30, 2001, after-tax deferred gains from hedging crude oil
              and natural gas contracts expiring through 2003 were approximately
              $72 million (including $60 million of unrealized gains). Of the
              total, $6 million relates to the remainder of 2001.


Note 9  -     Comprehensive income, which includes net income and the effects of
              foreign currency translation and cash flow hedges recorded
              directly in stockholders' equity, was as follows (in millions):



                                             Three months        Six months
                                            ended June 30       ended June 30
                                           ---------------     ---------------
                                            2001      2000      2001      2000
                                           -----     -----     -----     -----
                                                             
                  Comprehensive income     $ 359     $ 195     $ 665     $ 418
                                           =====     =====     =====     =====



Note 10 -     The Corporation's results by operating segment were as follows (in
              millions):



                                                      Three months              Six months
                                                     ended June 30             ended June 30
                                                 --------------------      --------------------
                                                   2001         2000         2001         2000
                                                 -------      -------      -------      -------
                                                                            
             Operating revenues
              Exploration and production (*)     $ 1,244      $   870      $ 2,520      $ 1,920
              Refining, marketing
                and shipping                       2,478        1,959        5,648        3,889
                                                 -------      -------      -------      -------
                   Total                         $ 3,722      $ 2,829      $ 8,168      $ 5,809
                                                 =======      =======      =======      =======

             Net income (loss)
              Exploration and production         $   304      $   178      $   579      $   396
              Refining, marketing
                and shipping                         101           64          206          112
              Corporate, including interest          (48)         (40)         (91)         (82)
                                                 -------      -------      -------      -------
                   Total                         $   357      $   202      $   694      $   426
                                                 =======      =======      =======      =======



                                       6
   8
                     PART I - FINANCIAL INFORMATION (CONTD.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



              (*)  Includes transfers to affiliates of $261 million and $524
                   million during the three- and six-months ended June 30, 2001,
                   compared to $185 million and $334 million for the
                   corresponding periods of 2000.


Note 11 -     In June 2001, the Financial Accounting Standards Board issued FAS
              No. 141, Business Combinations, and FAS No. 142, Goodwill and
              Other Intangible Assets. These new statements require the use of
              the purchase method of accounting for all business combinations
              entered into after June 29, 2001. In addition, the new rules will
              require that goodwill no longer be amortized as an expense.
              Instead, goodwill will be subject to an annual impairment test.

              Except for the accounting for new goodwill as discussed below, the
              Corporation will adopt these rules on January 1, 2002. Early in
              2002, the Corporation will perform the first of the required
              impairment tests of goodwill. The Corporation has not yet
              determined what the effects of the new accounting standards will
              be on its income and financial position.

              When the planned acquisition of Triton Energy Limited is
              completed, goodwill recorded in connection with this purchase will
              be accounted for under the provisions of FAS No. 142 and will not
              be amortized.




                                       7
   9
                    PART I - FINANCIAL INFORMATION (CONT'D.)




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

              RESULTS OF OPERATIONS

                     Net income for the second quarter of 2001 amounted to $357
              million compared with $202 million in the second quarter of 2000.
              Net income for the first half of 2001 was $694 million compared
              with $426 million in the first half of 2000.

                     The after-tax results by major operating activity for the
              three- and six-month periods ended June 30, 2001 and 2000 were as
              follows (in millions, except per share data):



                                                      Three months          Six months
                                                     ended June 30         ended June 30
                                                   ----------------      ----------------
                                                    2001       2000       2001       2000
                                                   -----      -----      -----      -----
                                                                        
              Exploration and production           $ 304      $ 178      $ 579      $ 396
              Refining, marketing and shipping       101         64        206        112
              Corporate                              (19)       (10)       (32)       (22)
              Interest expense                       (29)       (30)       (59)       (60)
                                                   -----      -----      -----      -----

              Net income                           $ 357      $ 202      $ 694      $ 426
                                                   =====      =====      =====      =====
              Net income per share (diluted)       $3.98      $2.24      $7.77      $4.71
                                                   =====      =====      =====      =====



              Exploration and Production

                     Operating earnings from exploration and production
              activities were $126 million higher in the second quarter of 2001
              compared with the second quarter of 2000. For the first six
              months, exploration and production earnings were $183 million
              higher in 2001 than 2000. These increases mainly reflect higher
              worldwide crude oil and natural gas selling prices and sales
              volumes.

                     The Corporation's average selling prices, including the
              effects of hedging, were as follows:



                                                        Three months              Six months
                                                       ended June 30             ended June 30
                                                   ---------------------     ---------------------
                                                     2001         2000         2001         2000
                                                   --------     --------     --------     --------
                                                                              
              Crude oil (per barrel)
                   United States                   $  24.82     $  24.46     $  24.55     $  23.55
                   Foreign                            27.87        24.09        26.76        24.89

              Natural gas liquids (per barrel)
                   United States                   $  20.25     $  18.69     $  22.98     $  19.84
                   Foreign                            20.28        20.64        21.41        21.60

              Natural gas (per Mcf)
                   United States                   $   4.64     $   3.37     $   4.96     $   2.90
                   Foreign                             2.48         2.10         2.73         2.09





                                       8
   10
                    PART I - FINANCIAL INFORMATION (CONT'D.)


              RESULTS OF OPERATIONS (CONTINUED)




                     The Corporation's net daily worldwide production was as
              follows (in thousands):



                                                           Three months          Six months
                                                          ended June 30         ended June 30
                                                        -----------------     -----------------
                                                         2001       2000       2001       2000
                                                        ------     ------     ------     ------
                                                                             
              Crude oil (barrels per day)
                   United States                            69         55         63         53
                   United Kingdom                          117        112        119        112
                   Norway                                   25         27         25         25
                   Denmark                                  17         19         20         25
                   Algeria                                  13         --         13         --
                   Gabon                                     9          7          8          8
                   Indonesia                                 6          4          6          4
                   Azerbaijan                                4          3          4          3
                                                        ------     ------     ------     ------
                        Total                              260        227        258        230
                                                        ======     ======     ======     ======

              Natural gas liquids (barrels per day)
                   United States                            15         12         13         13
                   Foreign                                   8         10          9          9
                                                        ------     ------     ------     ------
                        Total                               23         22         22         22
                                                        ======     ======     ======     ======

              Natural gas (Mcf per day)
                   United States                           474        298        399        296
                   United Kingdom                          289        299        316        322
                   Denmark                                  38         25         44         29
                   Norway                                   25         24         25         25
                   Indonesia and Thailand                   34         33         32         35
                                                        ------     ------     ------     ------
                        Total                              860        679        816        707
                                                        ======     ======     ======     ======

              Barrels of oil equivalent
                   (barrels per day)                       426        362        416        370
                                                        ======     ======     ======     ======


                     On a barrel of oil equivalent basis, the Corporation's oil
              and gas production increased by 18% in the second quarter of 2001
              compared with the corresponding period of 2000. The increases in
              United States crude oil and natural gas production mainly resulted
              from the purchase of substantially all of the assets of a
              privately held exploration and production company in April. In
              addition, production from the Conger Field in the Gulf of Mexico,
              which commenced in the fourth quarter of 2000, contributed to the
              increase. United Kingdom crude oil production increased
              principally because of production from the Bittern Field, which
              commenced in the second half of 2000. Crude oil production in the
              first half of 2001 also reflects production from the Corporation's
              interest in a redevelopment project in Algeria. The failure of
              power generation turbines in late June through July 17 will reduce
              crude oil production from the South Arne Field in Denmark in the
              third quarter.


                                       9
   11
                    PART I - FINANCIAL INFORMATION (CONT'D.)


              RESULTS OF OPERATIONS (CONTINUED)




                     Production expenses in 2001 were higher than 2000,
              partially due to increased production volumes and to the mix of
              producing fields. Depreciation, depletion and amortization charges
              were also higher in 2001, reflecting higher production and
              increased per-barrel costs from the acquisition completed in
              April. The effective income tax rate on exploration and production
              earnings in the first half of 2001 was 40%, compared with 42% in
              the first half of 2000.

                     Crude oil and natural gas selling prices are currently
              below the average selling prices that the Corporation received in
              the second quarter. The effect of lower prices on the
              Corporation's third quarter earnings will only be partially
              mitigated by its hedging program.

              Refining, Marketing and Shipping

                     Operating earnings for refining, marketing and shipping
              activities amounted to $101 million and $206 million in the second
              quarter and first half of 2001, compared with $64 million and $112
              million in the corresponding periods of 2000. The Corporation's
              downstream operations include its 50% equity share of HOVENSA, a
              refining joint venture.

                     HOVENSA

                     The Corporation's share of HOVENSA's income was $51 million
              in the second quarter of 2001 compared with $41 million in the
              second quarter of 2000. The Corporation's share of HOVENSA's
              income in the first half of 2001 was $66 million compared with $52
              million in 2000. Margins for refined products were higher in the
              second quarter and first half of 2001 compared with the
              corresponding periods of 2000. Increased margins were partially
              offset by scheduled maintenance on the fluid catalytic cracking
              unit for six weeks during the first half of the year. Income taxes
              on HOVENSA's results are offset by available loss carryforwards.

                     Operating earnings from refining, marketing and shipping
              activities also included interest income of $20 million in the
              first half of 2001 and $25 million in the first half of 2000 on
              the note received from PDVSA V.I. in connection with the formation
              of the joint venture.

                     Retail, energy marketing and other

                     Results from retail gasoline operations for the second
              quarter and first half of 2001 were higher than the corresponding
              periods of 2000, reflecting higher margins at gasoline stations.
              The Corporation's Port Reading refining facility had increased
              earnings, reflecting improved margins and the shutdown for
              scheduled maintenance in the first quarter of last year. Earnings
              from energy marketing activities decreased in the second quarter
              and first half of 2001 compared with the corresponding periods of
              2000. The reduced earnings in the second quarter included an
              after-tax

                                       10
   12
                    PART I - FINANCIAL INFORMATION (CONT'D.)


              RESULTS OF OPERATIONS (CONTINUED)




              charge of $13 million, reflecting adjustments to the cost of
              natural gas purchased for resale to customers of recently acquired
              energy marketing businesses. Marketing expenses increased by $30
              million in the second quarter and $77 million in the first half of
              2001 compared with 2000, principally reflecting expanded retail
              and energy marketing operations. Total refined product sales
              volumes amounted to 77 million barrels in the first half of 2001
              compared with 68 million barrels in the first half of 2000.

                     The Corporation has a 50% voting interest in a consolidated
              partnership that trades energy commodities and energy derivatives.
              The Corporation also takes trading positions in addition to its
              hedging program. The combined results from trading activities
              amounted to a loss of $12 million in the second quarter and income
              of $12 million in the first half of 2001. This compares with
              breakeven results in the second quarter of 2000 and a loss of $10
              million in the first half of 2000. Expenses of the trading
              partnership are included in marketing expenses.

                     During the second quarter of 2001, the Corporation sold its
              fleet of tugs and barges in the Northeast United States, resulting
              in an after-tax gain of $17 million. The pre-tax gain of $26
              million is included in non-operating income in the income
              statement.

                     Refining margins deteriorated at the end of the second
              quarter and continue to be depressed. This will negatively affect
              HOVENSA and Port Reading earnings in the third quarter.


              Corporate

                     Corporate results in the second quarter and first half of
              2001 were higher than the comparable periods of 2000, because of
              lower interest income and lower dividend income from reinsurers
              and increased administrative expenses.

              Consolidated Operating Revenues

                     Sales and other operating revenues increased by 31% in the
              second quarter and 40% in the first half of 2001 compared with the
              same periods in 2000. The increase primarily reflects higher
              selling prices and increased sales volumes of refined products and
              purchased natural gas. Crude oil and natural gas production
              volumes and natural gas selling prices were also higher.




                                       11
   13
                    PART I - FINANCIAL INFORMATION (CONT'D.)

              LIQUIDITY AND CAPITAL RESOURCES

                     On July 10, 2001 the Corporation announced that it entered
              into a definitive agreement to commence a cash tender offer for
              all outstanding ordinary shares of Triton Energy Limited for $45
              per share. The transaction has a total cost of approximately $3.2
              billion, including the assumption of approximately $500 million in
              Triton debt. A private investment firm holding 38% of Triton
              shares has given the Corporation an irrevocable commitment to sell
              its interest to the Corporation. The Corporation plans to finance
              this transaction using existing credit facilities and new
              borrowings.

                     Net cash provided by operating activities, including
              changes in operating assets and liabilities, amounted to $1,021
              million in the first half of 2001 compared with $908 million in
              the first half of 2000. Excluding changes in balance sheet
              accounts, the increase was $309 million and resulted primarily
              from improved operating results.

                     Total debt was $2,280 million at June 30, 2001 compared
              with $2,050 million at December 31, 2000. The debt to
              capitalization ratio decreased to 33% at June 30 compared to 35%
              at year-end. At June 30, 2001, the Corporation had $2.7 billion of
              additional borrowing capacity available under its revolving credit
              agreements and additional unused lines of credit under uncommitted
              arrangements with banks of $219 million. In July 2001, the
              Corporation entered into an agreement for an additional $1 billion
              of two-year revolving credit. The Corporation has also filed a
              shelf registration statement for $3 billion of debt securities,
              which became effective on July 27, 2001. The Corporation currently
              intends to issue approximately $1.2 billion of these debt
              securities to fund a portion of the Triton acquisition. The $1
              billion, two-year revolving credit facility will be reduced by the
              proceeds of this debt issuance. The Corporation intends to fund
              the remainder of the purchase under its existing revolving credit
              agreements and with available cash.

                     Since inception of the Corporation's $300 million common
              stock repurchase program in March 2000, the Corporation has
              repurchased 3,707,100 shares as of June 30, 2001, for
              approximately $240 million.

                     The Corporation uses futures, forwards, options and swaps
              to reduce the effects of changes in the selling prices of crude
              oil, natural gas and refined products. These instruments fix the
              selling prices of a portion of the Corporation's production and
              the related gains or losses are an integral part of the
              Corporation's selling prices. At June 30, 2001, the Corporation
              had open hedge positions on 17% of its estimated worldwide crude
              oil production and 20% of its U.S. natural gas production for the
              remainder of the year. The Corporation has also hedged 13% of its
              estimated crude oil production and 19% of its U.S. natural gas
              production for 2002 and 6% of its U.S. natural gas production for
              2003. As market conditions change, the Corporation may adjust its
              hedge positions.



                                       12
   14
                    PART I - FINANCIAL INFORMATION (CONT'D.)

              LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

                     The Corporation uses value at risk to estimate the
              potential effects of changes in fair values of derivatives and
              other instruments used in hedging activities and derivatives and
              commodities used in trading activities. The Corporation estimates
              that at June 30, 2001, the value at risk was $17 million ($36
              million at December 31, 2000) related to hedging activities and
              $21 million ($16 million at December 31, 2000) for trading
              activities.

                     The Corporation reduces its exposure to fluctuating foreign
              exchange rates by using forward contracts to fix the exchange rate
              on a portion of the foreign currency required in its North Sea
              operations. At June 30, 2001, the Corporation had $448 million of
              notional value foreign exchange contracts outstanding.

                     Capital expenditures in the first half of 2001 amounted to
              $1,467 million, of which $1,365 million related to exploration and
              production activities. These expenditures include the purchases of
              oil and natural gas reserves in the Gulf of Mexico and onshore
              Louisiana for $865 million. Capital expenditures in the first half
              of 2000 amounted to $405 million including $321 million for
              exploration and production. For the remainder of 2001, capital
              expenditures, excluding Triton acquisition costs and post
              acquisition Triton capital expenditures, are expected to be
              approximately $760 million and will be financed by internally
              generated funds and borrowings. In April, the Corporation also
              invested $86 million in a 50% joint venture with a company that
              owns and operates 120 gasoline stations and convenience stores and
              21 travel centers located in Virginia, North Carolina and South
              Carolina. In May, the Corporation leased 53 retail outlets in
              Boston and southern New Hampshire.


              FORWARD LOOKING INFORMATION

                     Certain sections of Management's Discussion and Analysis of
              Results of Operations and Financial Condition, including
              references to the Corporation's future results of operations and
              financial position, contain forward-looking information. These
              disclosures are based on the Corporation's current assessments and
              reasonable assumptions about the future. Actual results may differ
              from these disclosures because of changes in market conditions,
              government actions and other factors.




                                       13
   15
                           PART II - OTHER INFORMATION


ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.

              The Annual Meeting of Stockholders of the Registrant was held on
              May 2, 2001. The Inspectors of Election reported that 80,130,348
              shares of Common Stock of the Registrant were represented in
              person or by proxy at the meeting, constituting 89.91% of the
              votes entitled to be cast. At the meeting, stockholders voted upon
              the election of four nominees for the Board of Directors for the
              three-year term expiring in 2004 and the ratification of the
              selection by the Board of Directors of Ernst & Young LLP as the
              independent auditors of the Registrant for the fiscal year ended
              December 31, 2001.

                     With respect to the election of directors, the inspectors
              of election reported as follows:



                                                                FOR                    WITHHOLD AUTHORITY TO VOTE
                     NAME                                 NOMINEE LISTED                   FOR NOMINEE LISTED
                     ----                                 --------------                   ------------------
                                                                                 
                     Nicholas F. Brady                      79,373,844                           756,504
                     J. Barclay Collins                     79,400,610                           729,738
                     Thomas H. Kean                         79,385,973                           744,375
                     Frank A. Olson                         79,399,220                           731,128


                     The inspectors reported that 79,546,147 votes were cast for
              the ratification of the selection of Ernst & Young LLP as
              independent auditors for the fiscal year ending December 31, 2001,
              348,519 votes were cast against said ratification and holders of
              235,682 votes abstained.

                     There were no broker non-votes with respect to the election
              of directors or the ratification of the selection of independent
              auditors.


ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K.


              (a)  Exhibits

                   4 - Credit agreement dated as of July 30, 2001 between
                       Registrant and Citibank, N.A.

              (b)  Reports on Form 8-K

                   The Registrant filed no reports on Form 8-K during the three
                   months ended June 30, 2001.




                                       14
   16
                                   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.

                                             AMERADA HESS CORPORATION
                                             (REGISTRANT)




                                             By /s/ John B. Hess
                                               ---------------------------------
                                                    JOHN B. HESS
                                                    CHAIRMAN OF THE BOARD AND
                                                    CHIEF EXECUTIVE OFFICER




                                             By /s/ John Y. Schreyer
                                               ---------------------------------
                                                    JOHN Y. SCHREYER
                                                    EXECUTIVE VICE PRESIDENT AND
                                                    CHIEF FINANCIAL OFFICER




Date:  August 7, 2001




                                       15