UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Earliest Event Reported: May 12, 2005
Commission File No. 1-8968
ANADARKO PETROLEUM CORPORATION
1201 Lake Robbins Drive, The Woodlands, Texas 77380-1046
(832) 636-1000
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Incorporated in the Employer Identification
State of Delaware No. 76-0146568
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Item 1.01 Entry into a Material Definitive Agreement
As part of its regular review of director compensation, the Compensation and
Benefits Committee of the Company's Board of Directors approved, and the Board
of Directors affirmed, certain changes to the annual compensation paid to the
Company's non-employee directors. These changes will be effective June 1, 2005.
Specifically, the changes are as follows:
o The annual retainer for serving as Lead Director was increased from $15,000
to $25,000; and
o The annual retainer for membership on the Audit Committee was increased
from $3,000 to $6,000. There was no increase in the retainer for service as
chairman of the Audit Committee.
A full summary of director compensation is attached as Exhibit 10.1 to this Form
8-K.
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
(a) Karl F. Kurz, 44, has been elected Senior Vice President - Marketing and
General Manager - U.S. Onshore. Mr. Kurz previously served as Vice President of
Marketing since November 2003. Prior to that time, he served as Manager, Energy
Marketing since 2001, and joined the Company's marketing department in 2000.
Prior to joining the Company, Mr. Kurz served in various positions in the
marketing department of Vastar Resources since 1995.
(b) James R. Larson, Senior Vice President, Finance and Chief Financial Officer,
has announced that he plans to retire from the Company by December 31, 2005. In
the interim, the Company will be conducting a search for a new chief financial
officer. Once his successor has been named, Mr. Larson intends to remain with
the Company as Vice President through the end of 2005 to ensure a reasonable
transition of his responsibilities.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10.1 Summary of Director Compensation (as amended on
May 12, 2005 and effective June 1, 2005).
99 Anadarko Press Release, dated May 17, 2005.
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 officer.
ANADARKO PETROLEUM CORPORATION
(Registrant)
May 17, 2005 By: /s/ Charlene A. Ripley
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Charlene A. Ripley
- Vice President, General Counsel and
Corporate Secretary