Exhibit 23.2




The Board of Directors
The Louisiana Land and Exploration Company:


We consent to the use of our report dated February 9, 1994 on
the consolidated financial statements of The Louisiana Land and
Exploration Company and subsidiaries as of December 31, 1993
and 1992, and for each of the years in the three-year period
then ended incorporated by reference herein.  Our report refers
to a change in the methods of accounting for income taxes and
postretirement benefits other than pensions.


                                   /s/ KPMG Peat Marwick LLP

                                   KPMG Peat Marwick LLP

New Orleans, Louisiana
October 25, 1994