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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
January 3, 1997
Date of Report (Date of earliest event reported)
Murphy Oil Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-8590 71-0361522
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
200 Peach Street, El Dorado, Arkansas 71730
(Address of principal executive offices) (Zip Code)
(501) 862-6411
(Registrant's telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
Item 5 OTHER EVENTS
On December 31, 1996 Murphy Oil Corporation completed the
spin-off of its wholly owned farm, timber and real estate subsidiary Deltic
Timber Corporation, formerly Deltic Farm & Timber Co., Inc. as previously
announced on September 5, 1996.
See the attached press release dated January 3, 1997 included as
a part of this report as Exhibit No. 1 regarding the allocation of tax basis
resulting from the tax-free spin-off of Deltic Timber Corporation.
See the attached CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE
HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
INCLUDED AS A PART OF THIS REPORT AS EXHIBIT NO. 2.
SIGNATURE
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 hereunto duly authorized.
Murphy Oil Corporation
By: /s/ Walter K. Compton
_____________________
Walter K. Compton
Secretary
Date: January 15, 1997
EXHIBIT NO. 1
MURPHY OIL CORPORATION
NEWS RELEASE
FOR RELEASE: JANUARY 3, 1997
EL DORADO, AR - Murphy Oil Corporation (MUR) announced today the
allocation of tax basis resulting from the tax-free spin-off of its timber,
real estate and farm operations, Deltic Timber Corporation (DEL).
The Company said that based on the relative fair market values of the
respective companies on January 2, 1997, the first day of trading after
distribution, 11.27 percent of a stockholder's tax basis in Murphy Oil
Corporation Common Stock should be allocated to the shares of Common Stock in
Deltic Timber Corporation received pursuant to the Distribution described in
the Information Statement of Deltic Timber Corporation dated December 5, 1996.
A summary of material federal income tax consequences is included on page 15
of the Information Statement.
EXHIBIT NO. 2
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Murphy Oil Corporation ("Company") may, in discussions of its future
plans, objectives, and expected performance in periodic reports filed by the
Company with the Securities and Exchange Commission (or documents
incorporated by reference therein) and in written and oral present by the
Company or its management, include projections or other forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933 or
Section 21E of the Securities Exchange Act of 1934, as amended. The Company
may wish to make such forward-looking statements to inform existing and
potential security holders more fully regarding various matters, including
without limitation, projections regarding future income, oil and gas
production, production and sales volumes of refined petroleum products,
replacement of oil and gas reserves, capital spending, as well as predictions
as to the timing and success of specific projects. Such forward-looking
statements are generally accompanied by words such as estimate, project,
predict, or expect, that convey the uncertainty of future events or outcomes.
Such projections and forward-looking statements are based on assumptions which
the Company believes are reasonable, but are by their nature inherently
uncertain. In all cases, there can be no assurance that such assumptions will
prove correct or that projected events will occur, and actual results could
differ materially from those projected.
The factors identified in this statement are believed to be important
factors (but not necessarily all of the important factors) that could cause
actual results to differ materially from those expressed in any
forward-looking statement made by or on behalf of the Company. Unpredictable
or unknown factors not discussed herein could also have material adverse
effects on forward looking projections. The Company does not intend to update
these cautionary statements.
UPSTREAM FACTORS AFFECTING PERFORMANCE
Volatility and Level of Crude Oil and Gas Prices
The Company's projections as to the level of future earnings are based
in part on certain assumptions as to the future prices of crude oil and
natural gas. These price assumptions are used for planning purposes and the
Company expects they will change over time. Any substantial or extended
decline in the actual prices of crude oil and natural gas could have a
material adverse effect on the Company's financial position, results of
operations and on quantities of crude oil and natural gas reserves that may be
economically produced. These prices historically have been volatile and may
vary based on factors affecting commodities markets generally, such as
political instability in producing regions, changes in market demand, and
fluctuations in political, regulatory and economic climates throughout the
world.
Level and Success Rate of Exploration Programs
The Company uses the successful efforts method of accounting for
exploration and development expenditures whereby costs of exploratory wells
are initially capitalized during drilling operations, but if proved reserves
are not found the costs are subsequently expensed. Because of this method,
lack of success has an immediate impact, which may be material, on the
Company's results of operations. An increase in the level of the Company's
exploration program will necessarily increase the exposure to unsuccessful
drilling efforts and immediate recognition of the related expense with
concomitant fluctuations in earnings.
Ability to Maintain Production Rates and Replace Reserves
Projecting future rates of oil and gas production is inherently
imprecise. Producing oil and gas reservoirs generally have declining
production rates. Production rates depend on a number of factors, including
crude oil prices, market demand, and the political, economic and regulatory
climate.
The other major factor affecting production rates is the Company's
ability to replace depleting reservoirs with new reserves through acquisitions
or exploration success. Exploration success is impossible to predict
particularly over the short term, where results vary widely year to year;
moreover, the ability to replace reserves over an extended period depends not
only on the total volumes found, but on the cost of finding and developing
such reserves and the timing to develop projects (many of which often require
long lead times). Depending on the general crude oil and natural gas price
environment, the Company's finding and development costs may not justify the
use of resources to produce such reserves. There can be no assurances as to
the level or timing of success, if any, that the Company will be able to
achieve in acquiring or finding and developing additional reserves.
DOWNSTREAM FACTORS AFFECTING PERFORMANCE
A portion of the Company's total income comes from operations
downstream of oil and gas production and sale, chiefly refining and marketing
of gasoline and other products. It is possible that the Company could meet
its projections for upstream operations and still fail to meet overall
projections made in various forward looking statements and vice versa.
Products
The Company conducts refining operations in Louisiana, Wisconsin and
the United Kingdom and marketing operations in 17 states, Canada and the
United Kingdom. Results of these operations will be significantly affected by
changes in the volumes sold and the prices received on those volumes. These,
in turn, are influenced by such factors as the general economic condition of
the states, which affects the overall demand for gasoline and other refined
products, the actions taken by competitors, including both pricing and the
expansion and retirement of refining capacity in response to market
conditions, environmental regulations issued by the state and federal
government, including particularly regulations dealing with gasoline
composition and characteristics. Overall profitability of the Company's
refining and marketing operations depends heavily on the margin between the
price of crude oil and/or purchased products and the sales price of products
produced and/or purchased. These margins may fluctuate depending upon changes
in the price of crude oil and the relative supply/demand balance for products.
Political constraints either in the form of express legal requirements or
general political pressure may also limit the margins otherwise available to
the Company. The Company's projections as to the level of future earnings are
dependent on producing and selling certain volumes of refined products and
achieving certain products margins. Products volumes and margins historically
have been volatile and may vary with factors such as the national and regional
economy, market demand, regulatory changes, the price of crude oil, and the
ability of regional refiners and the Company to provide a sufficient supply of
refined products.
EFFECT OF POLITICAL AND REGULATORY INSTABILITY ON COMPANY'S OPERATIONS
The Company's ability to conduct acquisitions, exploration,
development and production of oil and gas interests, and manufacture and
market petroleum products is dependent on the political and regulatory climate
in the particular geographic regions where the properties are located. The
Company's ability to negotiate and implement specific marketing plans,
contracts or arrangements for products in a timely and favorable manner may
be impacted by political considerations unrelated to or beyond the control
of the Company. Political instability may result in insurgencies and
military operations that could interfere with the Company's operating
facilities located throughout the world. Possible political and
regulatory actions by governments may affect future results in
unpredictable ways.
OPERATING HAZARDS
The Company's drilling operations are subject to various hazards
common to the industry, including explosions, fires, and uncontrollable flows
of oil and gas. Since much of the Company's oil and gas operations
are conducted offshore, they are also subject to the additional hazards of
marine operations, such as capsizing, collision and damage or loss from severe
weather conditions. Similarly, the Company's refining operations are subject
to explosions, fires, and damage from severe weather conditions.