================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year DECEMBER 31, 1997 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 1-8590 MURPHY OIL CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 71-0361522 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 200 PEACH STREET, P. O. BOX 7000, EL DORADO, ARKANSAS 71731-7000 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (870) 862-6411 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered COMMON STOCK, $1.00 PAR VALUE NEW YORK STOCK EXCHANGE THE TORONTO STOCK EXCHANGE SERIES A PARTICIPATING CUMULATIVE NEW YORK STOCK EXCHANGE PREFERRED STOCK PURCHASE RIGHTS THE TORONTO STOCK EXCHANGE Securities registered pursuant to Section 12(g) of the Act: None 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No . ---- ---- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] Aggregate market value of the voting stock held by non-affiliates of the registrant, based on average price at February 27, 1998 as quoted by the New York Stock Exchange, was approximately $1,655,470,000. Number of shares of Common Stock, $1.00 Par Value, outstanding at February 27, 1998, was 44,956,718. Documents incorporated by reference: The Registrant's definitive Proxy Statement relating to the Annual Meeting of Stockholders on May 13, 1998 (Part III) ================================================================================
MURPHY OIL CORPORATION TABLE OF CONTENTS - 1997 FORM 10-K REPORT Page Number ------ PART I Item 1. Business 3 Item 2. Properties 3 Item 3. Legal Proceedings 8 Item 4. Submission of Matters to a Vote of Security Holders 8 PART II Item 5. Market for Registrant's Common Equity and Related Stockholder Matters 9 Item 6. Selected Financial Data 9 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation 9 Item 8. Financial Statements and Supplementary Data 9 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 9 PART III Item 10. Directors and Executive Officers of the Registrant 9 Item 11. Executive Compensation 9 Item 12. Security Ownership of Certain Beneficial Owners and Management 9 Item 13. Certain Relationships and Related Transactions 9 PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K 10 Signatures 11 Exhibit Index 12 2
PART I ITEMS 1. AND 2. BUSINESS AND PROPERTIES. SUMMARY Murphy Oil Corporation is a worldwide oil and gas exploration and production company with refining and marketing operations in the United States and the United Kingdom as well as pipeline and crude oil trading operations in Canada. As used in this report, the terms Murphy, Murphy Oil, we, our, its and Company may refer to Murphy Oil Corporation or any one or more of its consolidated subsidiaries. The Company was originally incorporated in Louisiana in 1950 as Murphy Corporation; reincorporated in Delaware in 1964, at which time it adopted the name Murphy Oil Corporation; and reorganized in 1983 to operate solely as a holding company of its various businesses. Its activities are classified into two business segments: (1) "Exploration and Production," and (2) "Refining, Marketing and Transportation." Additionally, "Corporate" activities include interest income, interest expense and overhead not allocated to either of the business segments. On December 31, 1996, Murphy completed a spin-off to its stockholders of its wholly owned farm, timber and real estate subsidiary, Deltic Farm & Timber Co., Inc. (reincorporated as "Deltic Timber Corporation"). The information appearing in the 1997 Annual Report to Security Holders (1997 Annual Report) is incorporated in this Annual Report on Form 10-K as Exhibit 13 and is deemed to be filed as part of this 10-K report as indicated under Items 1, 2, 5, 6, 7, 8 and 14. A narrative of the graphic and image information that appears in the paper format version of Exhibit 13 is included in the electronic Form 10-K document as an appendix (pages Ex. 13A-1 through Ex. 13A-8) to Exhibit 13. In addition to the following information about each business segment, data relative to Murphy's operations, properties and industry segments, including revenues by class of products and financial information by geographic area, are described on pages 1, 30 through 38, 45, 52, 53, 56 and 57 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. EXPLORATION AND PRODUCTION During 1997, Murphy's principal exploration and/or production activities were conducted in the United States and Ecuador by wholly owned Murphy Exploration & Production Company (Murphy Expro) and its subsidiaries, in western Canada and offshore eastern Canada by wholly owned Murphy Oil Company Ltd. (MOCL) and its subsidiaries and in the U.K. North Sea and the Atlantic Margin by wholly owned Murphy Petroleum Limited. Murphy's crude oil and natural gas liquids production in 1997 was in the United States, Canada, the U.K. North Sea and Ecuador; its natural gas was produced and sold in the United States, Canada and the U.K. North Sea. MOCL also has a five-percent interest in Syncrude Canada Ltd., which extracts synthetic crude oil from oil sand deposits in northern Alberta. In addition, subsidiaries of Murphy Expro conducted exploration activities in various other areas including China, the Faroe Islands, Ireland, the Falkland Islands, Venezuela, Bangladesh, Brazil, Pakistan, Denmark and the Caspian Sea. Murphy's estimated net quantities of proved oil and gas reserves and proved developed oil and gas reserves at December 31, 1994, 1995, 1996 and 1997 by geographic area are reported on page 55 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. Murphy has not filed and is not required to file any estimates of its total proved net oil or gas reserves on a recurring basis with any federal or foreign governmental regulatory authority or agency other than the U.S. Securities and Exchange Commission. Annually, Murphy reports gross reserves of properties operated in the United States to the U.S. Department of Energy; such reserves are derived from the same data from which estimated net proved reserves of such properties are determined. Net crude oil, condensate, and gas liquids production and net natural gas sales by geographic area with weighted average sales prices for each year in the five-year period ended December 31, 1997 are shown on page 59 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. 3
EXPLORATION AND PRODUCTION (Contd.) Production costs for the last three years in U.S. dollars per equivalent barrel produced, including natural gas volumes converted to equivalent barrels of crude oil on the basis of approximate relative energy content (6 MCF = 1 bbl.), are discussed on page 33 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. Supplemental disclosures about oil and gas producing activities are reported on pages 54 through 58 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. At December 31, 1997, Murphy held leases, concessions, contracts or permits on nonproducing and producing acreage as shown by geographic area in the following table. Gross acres are those in which all or part of the working interest is owned by Murphy; net acres are the portions of the gross acres applicable to Murphy's working interest. All amounts shown are in thousands of acres. <TABLE> <CAPTION> Nonproducing Producing Total ---------------- ----------------- ---------------- Area Gross Net Gross Net Gross Net ---- ------ ------- ----- ------ ----- ----- <S> <C> <C> <C> <C> <C> <C> United States - Onshore 10 5 38 20 48 25 - Gulf of Mexico 805 499 389 151 1,194 650 - Frontier 81 47 - - 81 47 ------ ----- ----- ------ ------ ----- Total United States 896 551 427 171 1,323 722 ------ ----- ----- ------ ------ ----- Canada - Onshore 954 632 396 166 1,350 798 - Offshore 109 15 2 - 111 15 - Oil sands 219 51 13 4 232 55 ------ ----- ----- ------ ------ ----- Total Canada 1,282 698 411 170 1,693 868 ------ ----- ----- ------ ------ ----- United Kingdom 1,186 312 66 9 1,252 321 Ecuador - - 494 99 494 99 China 563 253 - - 563 253 Falkland Islands 401 100 - - 401 100 Ireland 896 224 - - 896 224 Pakistan 9,545 7,850 - - 9,545 7,850 Peru 2,486 2,486 - - 2,486 2,486 Spain 434 136 - - 434 136 Tunisia 109 36 - - 109 36 ------ ------ ----- ------ ------ ------ Totals 17,798 12,646 1,398 449 19,196 13,095 ====== ====== ===== ====== ====== ====== </TABLE> Oil and gas wells producing or capable of producing at December 31, 1997 are summarized in the following table. Gross wells are those in which all or part of the working interest is owned by Murphy. Net wells are the portions of the gross wells applicable to Murphy's working interest. <TABLE> <CAPTION> Oil Wells Gas Wells ------------------- -------------------- Country Gross Net Gross Net ------- --------- -------- --------- --------- <S> <C> <C> <C> <C> United States 342 153.9 277 115.5 Canada 4,160 793.0 813 274.0 United Kingdom 85 11.3 21 1.5 Ecuador 47 9.4 - - --------- -------- --------- --------- Totals 4,634 967.6 1,111 391.0 ========= ======== ========= ========= Wells included above with multiple completions and counted as one well each 91 42.6 90 65.7 </TABLE> 4
EXPLORATION AND PRODUCTION (Contd.) Murphy's net wells drilled in the last three years are summarized in the following table. <TABLE> <CAPTION> United United States Canada Kingdom Ecuador Other Totals -------------- ------------- ------------ ------------- ------------ ------------ Pro- Pro- Pro- Pro- Pro- Pro- ductive Dry ductive Dry ductive Dry ductive Dry ductive Dry ductive Dry ------- --- ------- --- ------- --- ------- ---- ------- --- ------- --- <S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> 1997 ---- Exploratory 7.6 6.8 15.8 8.3 .5 .6 - - .4 1.0 24.3 16.7 Development 2.9 - 83.0 - .9 .3 1.6 - - - 88.4 .3 1996 ---- Exploratory 13.8 3.9 5.3 4.0 - 1.1 - - .4 - 19.5 9.0 Development 4.6 - 70.2 2.5 1.0 .1 2.2 - - - 78.0 2.6 1995 ---- Exploratory 4.6 1.9 6.0 4.3 .3 .1 - - - .5 10.9 6.8 Development 2.0 - 25.9 1.6 .8 - 2.8 - - - 31.5 1.6 </TABLE> Murphy's drilling wells in progress at December 31, 1997 are summarized as follows. <TABLE> <CAPTION> Exploratory Development Totals ---------------- --------------- -------------- Country Gross Net Gross Net Gross Net ------- -------- ------- ------- ------- ------- ------ <S> <C> <C> <C> <C> <C> <C> United States 4 2.0 1 .5 5 2.5 Canada 2 2.0 - - 2 2.0 United Kingdom - - 2 .1 2 .1 China 1 .5 - - 1 .5 ---- --- --- ------- ----- ------- Totals 7 4.5 3 .6 10 5.1 ==== === === ======= ===== ======= </TABLE> Additional information about current exploration and production activities is reported on pages 2 through 19 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. REFINING, MARKETING AND TRANSPORTATION Murphy Oil USA, Inc. (MOUSA), a wholly owned subsidiary, owns and operates two refineries in the United States. The refinery at Superior, Wisconsin is located on fee land. The Meraux, Louisiana refinery is located on fee land and two leases that expire in 2010 and 2021, at which times the Company has options to purchase the leased acreage at fixed prices. Murco Petroleum Limited (Murco), a wholly owned U.K. subsidiary serviced by Murphy Eastern Oil Company, has an effective 30-percent interest in a 108,000-barrel-a-day refinery at Milford Haven, Wales. Refinery capacities at December 31, 1997 are shown in the following table. 5
REFINING, MARKETING AND TRANSPORTATION (Contd.) <TABLE> <CAPTION> Milford Haven, Meraux, Superior, Wales Louisiana Wisconsin (Murco's 30%) Totals --------- --------- -------------- --------- <S> <C> <C> <C> <C> Crude capacity - b/sd* 100,000 35,000 32,400 167,400 Process capacities - b/sd* Vacuum distillation 50,000 20,500 16,500 87,000 Catalytic cracking - fresh feed 38,000 11,000 9,960 58,960 Pretreating cat-reforming feeds 22,000 9,000 5,490 36,490 Catalytic reforming 18,000 8,000 5,490 31,490 Distillate hydrotreating 15,000 7,800 20,250 43,050 Gas oil hydrotreating 27,500 - - 27,500 Solvent deasphalting 18,000 - - 18,000 Isomerization - 2,000 2,250 4,250 Production capacities - b/sd* Alkylation 8,500 1,500 1,680 11,680 Asphalt - 7,500 - 7,500 Crude oil and product storage capacities - bbls. 4,453,000 2,852,000 2,638,000 9,943,000 </TABLE> *Barrels per stream day. Murphy distributes refined products from 57 terminal locations in the United States to retail and wholesale accounts in the United States (by MOUSA) and in Canada (by a MOCL subsidiary) under the brand names SPUR(R) and Murphy USA(R) and to unbranded wholesale accounts. Ten terminals are wholly owned and operated by MOUSA, 16 are jointly owned and operated by others and the remaining 31 are owned by others. Of the terminals wholly owned or jointly owned, four are marine terminals, two are supplied by truck, two are adjacent to MOUSA's refineries and 18 are supplied by pipeline. MOUSA receives products at the terminals owned by others in exchange for deliveries from the Company's wholly owned and jointly owned terminals. At the end of 1997, refined products were marketed at wholesale and/or retail through 585 branded stations in 17 southeastern and upper- midwestern states and six branded stations in the Thunder Bay area of Ontario, Canada. At the end of 1997, Murco distributed refined products in the United Kingdom from the Milford Haven refinery; three wholly owned, rail-fed terminals; seven terminals owned by others where products are received in exchange for deliveries from the Company's wholly owned terminals; and 396 branded stations under the brand names MURCO and EP. Murphy owns a 20-percent interest in a 120-mile, 165,000-barrel-a-day refined products pipeline that transports products from the Meraux refinery to two common carrier pipelines serving Murphy's marketing area in the southeastern United States. The Company also owns a 22-percent interest in a 312-mile crude oil pipeline in Montana and Wyoming with a capacity of 120,000 barrels a day and a 3.2-percent interest in LOOP Inc., which provides deepwater off-loading accommodations off the Louisiana coast for oil tankers and onshore facilities for storage of crude oil. In addition, Murphy owns 29.4 percent of a 22-mile, 300,000-barrel-a-day crude oil pipeline between LOOP storage at Clovelly, Louisiana and Alliance, Louisiana and 100 percent of a 24-mile, 200,000-barrel-a-day crude oil pipeline from Alliance to the Meraux refinery. The pipeline from Alliance to Meraux is also connected to another company's pipeline system, allowing crude oil transported by that system to be shipped to the Meraux refinery. 6
REFINING, MARKETING AND TRANSPORTATION (Contd.) At December 31, 1997, MOCL operated the following Canadian crude oil pipelines, with the ownership percentage, extent and capacity in barrels a day of each as shown. MOCL also operated and owned all or most of several short lateral connecting pipelines. <TABLE> <CAPTION> Name Description Percent Miles Bbls./Day Route ---- ------------ ------- ----- --------- ----- <S> <C> <C> <C> <C> <C> Manito Dual heavy oil 52.5 101 65,000 Dulwich to Kerrobert, Sask. North-Sask Dual heavy oil 36.1 40 24,000 Paradise Hill to Dulwich, Sask. Cactus Lake Dual heavy oil 13.1 40 55,000 Cactus Lake to Kerrobert, Sask. Bodo Dual heavy oil 41.3 15 18,000 Bodo, Alta. to Cactus Lake, Sask. Milk River Dual medium/light oil 100 10.5 118,000 Milk River, Alta. to U.S. border Wascana Single light oil 100 108 45,000 Regina, Sask. to U.S. border Eyehill Dual heavy 100 28 15,000 Eyehill to Unity, Sask. </TABLE> Additional information about current refining, marketing and transportation activities and a statistical summary of key operating and financial indicators for each year in the five-year period ended December 31, 1997 are reported on pages 2, 3, 5 through 7, 20 through 27 and 60 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. EMPLOYEES Murphy had 1,338 full-time employees at December 31, 1997. COMPETITION AND OTHER CONDITIONS WHICH MAY AFFECT BUSINESS Murphy operates in the oil industry and experiences intense competition from other oil and gas companies, many of which have substantially greater resources. In addition, the oil industry as a whole competes with other industries in supplying energy requirements around the world. Murphy is a net purchaser of crude oil and other refinery feedstocks and occasionally purchases refined products and may therefore be required to respond to operating and pricing policies of others, including producing country governments from whom it makes purchases. Additional information concerning current conditions of the Company's business is reported under the caption "Outlook" on page 37 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. The operations and earnings of Murphy have been and continue to be affected by worldwide political developments. Many governments, including those that are members of the Organization of Petroleum Exporting Countries (OPEC), unilaterally intervene at times in the orderly market of crude oil and natural gas produced in their countries through such actions as fixing prices and determining rates of production and who may sell and buy the production. In addition, prices and availability of crude oil, natural gas and refined products could be influenced by political unrest and by various governmental policies to restrict or increase petroleum usage and supply. Other governmental actions that could affect Murphy's operations and earnings include tax changes and regulations concerning: currency fluctuations, protection and/or remediation of the environment (See the caption "Environmental" on page 36 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13.), preferential and discriminatory awarding of oil and gas leases, restraints and controls on imports and exports, safety, and relationships between employers and employees. Because these and other government-influenced factors too numerous to list are subject to constant changes dictated by political considerations and are often made in great haste in response to changing internal and worldwide economic conditions and to actions of other governments or specific events, it is not practical to attempt to predict the effects of such factors on Murphy's future operations and earnings. Murphy's policy is to insure against known risks when insurance is available at costs and terms Murphy considers reasonable. Certain existing risks are insured by Murphy only through Oil Insurance Limited, which is operated as a mutual insurance company by certain participating oil companies including Murphy and was organized to insure against risks for which commercial insurance is unavailable or for which the cost of commercial insurance is prohibitive. 7
EXECUTIVE OFFICERS OF THE REGISTRANT The age (at January 1, 1998), present corporate office and length of service in office of each of the Company's executive officers and persons chosen to become executive officers are reported in the following listing. Executive officers are elected annually but may be removed from office at any time by the Board of Directors. R. Madison Murphy - Age 40; Chairman of the Board since October 1994. Mr. Murphy had been Executive Vice President and Chief Financial and Administrative Officer, Director and Member of the Executive Committee since 1993. Prior to that, he was Executive Vice President and Chief Financial Officer from 1992 to 1993; Vice President, Planning/Treasury, from 1991 to 1992; and Vice President, Planning, from 1988 to 1991, with additional duties as Treasurer from 1990 until August 1991. Claiborne P. Deming - Age 43; President and Chief Executive Officer since October 1994 and Director and Member of the Executive Committee since 1993. In 1992, he became Executive Vice President and Chief Operating Officer. Mr. Deming was President of MOUSA from 1989 to 1992. Steven A. Cosse' - Age 50; Senior Vice President since October 1994 and General Counsel since August 1991. Mr. Cosse' was elected Vice President in 1993. For the eight years prior to August 1991, he was General Counsel for Murphy Expro, at that time named Ocean Drilling & Exploration Company (ODECO), a majority-owned subsidiary of Murphy. Herbert A. Fox Jr. - Age 63; Vice President since October 1994. Mr. Fox has also been President of MOUSA since 1992. He served with MOUSA as Vice President, Manufacturing, from 1990 to 1992. Bill H. Stobaugh - Age 46; Vice President since May 1995, when he joined the Company. Prior to that, he had held various engineering, planning and managerial positions, the most recent being with an engineering consulting firm. Odie F. Vaughan - Age 61; Treasurer since August 1991. From 1975 through July 1991, he was with ODECO as Vice President of Taxes and Treasurer. Ronald W. Herman - Age 60; Controller since August 1991. He was Controller of ODECO from 1977 through July 1991. Walter K. Compton - Age 35; Secretary since December 1996. He has been an attorney with the Company since 1988 and became Manager, Law Department, in November 1996. ITEM 3. LEGAL PROCEEDINGS. Murphy and its subsidiaries are engaged in a number of legal proceedings, all of which Murphy considers routine and incidental to its business and none of which is material as defined by the rules and regulations of the U.S. Securities and Exchange Commission. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. No matters were submitted to a vote of security holders during the fourth quarter of 1997. 8
PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. The Company's Common Stock is traded on the New York Stock Exchange and the Toronto Stock Exchange. Other information required by this item is reported on page 38 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. ITEM 6. SELECTED FINANCIAL DATA. Information required by this item appears on page 30 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. Information required by this item appears on pages 31 through 37 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. Information required by this item appears on pages 38 through 58 of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. None PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT. Certain information regarding executive officers of the Company is included in Part I, page 8, of this 10-K report. Other information required by this item is incorporated by reference to the Registrant's definitive Proxy Statement for the Annual Meeting of Stockholders on May 13, 1998, under the caption "Election of Directors." ITEM 11. EXECUTIVE COMPENSATION. Information required by this item is incorporated by reference to the Registrant's definitive Proxy Statement for the Annual Meeting of Stockholders on May 13, 1998, under the captions "Compensation of Directors," "Executive Compensation," "Option Exercises and Fiscal Year-End Values," "Option Grants," "Compensation Committee Report for 1997," "Shareholder Return Performance Presentation" and "Retirement Plans." ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT. Information required by this item is incorporated by reference to the Registrant's definitive Proxy Statement for the Annual Meeting of Stockholders on May 13, 1998, under the caption "Certain Stock Ownerships." ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. Information required by this item is incorporated by reference to the Registrant's definitive Proxy Statement for the Annual Meeting of Stockholders on May 13, 1998, under the caption "Compensation Committee Interlocks and Insider Participation." 9
PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K. (a) 1. FINANCIAL STATEMENTS The following consolidated financial statements of Murphy Oil Corporation and consolidated subsidiaries are included on the pages indicated of the 1997 Annual Report, which is filed in this 10-K report as Exhibit 13. <TABLE> <CAPTION> Exhibit 13 Page Nos. ------------- <S> <C> Independent Auditors' Report 39 Consolidated Statements of Income 40 Consolidated Balance Sheets 41 Consolidated Statements of Cash Flows 42 Consolidated Statements of Stockholders' Equity 43 Notes to Consolidated Financial Statements 44 through 53 </TABLE> 2. FINANCIAL STATEMENT SCHEDULES Financial statement schedules are omitted because either they are not applicable or the required information is included in the consolidated financial statements or notes thereto. 3. EXHIBITS The Exhibit Index on page 12 of this 10-K report lists the exhibits that are hereby filed or incorporated by reference. (b) REPORTS ON FORM 8-K No reports on Form 8-K were filed during the quarter ended December 31, 1997. 10
SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. MURPHY OIL CORPORATION By CLAIBORNE P. DEMING Date: March 26, 1998 ------------------------------------------ ----------------------------- Claiborne P. Deming, President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on March 26, 1998 by the following persons on behalf of the registrant and in the capacities indicated. <TABLE> <CAPTION> <S> <C> R. MADISON MURPHY MICHAEL W. MURPHY - - ---------------------------------------- ------------------------------------------- R. Madison Murphy, Chairman and Director Michael W. Murphy, Director CLAIBORNE P. DEMING WILLIAM C. NOLAN JR. - - ---------------------------------------- ------------------------------------------- Claiborne P. Deming, President and Chief William C. Nolan Jr., Director Executive Officer and Director (Principal Executive Officer) B. R. R. BUTLER CAROLINE G. THEUS - - ---------------------------------------- ------------------------------------------- B. R. R. Butler, Director Caroline G. Theus, Director GEORGE S. DEMBROSKI LORNE C. WEBSTER - - ---------------------------------------- ------------------------------------------- George S. Dembroski, Director Lorne C. Webster, Director H. RODES HART STEVEN A. COSSE' - - ---------------------------------------- ------------------------------------------- H. Rodes Hart, Director Steven A. Cosse', Senior Vice President and General Counsel (Principal Financial Officer) VESTER T. HUGHES JR. RONALD W. HERMAN - - ---------------------------------------- ------------------------------------------- Vester T. Hughes Jr., Director Ronald W. Herman, Controller (Principal Accounting Officer) C. H. MURPHY JR. - - ---------------------------------------- C. H. Murphy Jr., Director </TABLE> 11
EXHIBIT INDEX <TABLE> <CAPTION> Exhibit Page Number or No. Incorporation by Reference to ------- ------------------------------------------- <S> <C> <C> 3.1 Certificate of Incorporation of Murphy Oil Corporation as of Exhibit 3.1, Page Ex. 3.1-1, of Murphy's September 25, 1986 Annual Report on Form 10-K for the year ended December 31, 1996. 3.2 Bylaws of Murphy Oil Corporation at January 24, 1996 Page Ex. 3.2-1 4 Instruments Defining the Rights of Security Holders. Murphy is party to several long-term debt instruments in addition to the one in Exhibit 4.1, none of which authorizes securities exceeding 10 percent of the total consolidated assets of Murphy and its subsidiaries. Pursuant to Regulation S-K, item 601(b), paragraph 4(iii)(A), Murphy agrees to furnish a copy of each such instrument to the Securities and Exchange Commission upon request. 4.1 Credit Agreement among Murphy Oil Corporation and Page Ex. 4.1-0 certain subsidiaries and the Chase Manhattan Bank et al as of November 13, 1997 4.2 Rights Agreement dated as of December 6, 1989 between Exhibit 4.1, Page Ex. 4.1-0, of Murphy's Murphy Oil Corporation and Harris Trust Company of New Annual Report on Form 10-K for the year York, as Rights Agent ended December 31, 1994 10.1 1987 Management Incentive Plan (adopted May 13, 1987, Exhibit 10.2, Page Ex. 10.2-0, of Murphy's amended February 7, 1990 retroactive to February 3, 1988) Annual Report on Form 10-K for the year ended December 31, 1994 10.2 1992 Stock Incentive Plan amended May 14, 1997 Exhibit 10.2, Page Ex. 10.2-1, of Murphy's Report on Form 10-Q for the quarterly period ended June 30, 1997 10.3 Employee Stock Purchase Plan Exhibit 99.01 of Murphy's Form S-8 Registration Statement under the Securities Act of 1933 dated May 19, 1997 13 1997 Annual Report to Security Holders Page Ex. 13-0 Appendix - Narrative to Graphic and Image Material Page Ex. 13A-1 (only in electronic filing) 21 Subsidiaries of the Registrant Page Ex. 21-1 23 Independent Auditors' Consent Page Ex. 23-1 27.1 Financial Data Schedule for 1997 Only in electronic filing 27.2 Restated Financial Data Schedules for the year ended Only in electronic filing December 31, 1995, six months ended June 30, 1997, and nine months ended September 30, 1997 99.1 Undertakings Page Ex. 99.1-1 99.2 Form 11-K, Annual Report for the fiscal year ended To be filed as an amendment of this Annual December 31, 1997 covering the Thrift Plan for Employees Report on Form 10-K not later than 180 days of Murphy Oil Corporation after December 31, 1997 99.3 Form 11-K, Annual Report for the fiscal year ended To be filed as an amendment of this Annual December 31, 1997 covering the Thrift Plan for Employees Report on Form 10-K not later than 180 days of Murphy Oil USA, Inc. Represented by United Steelworkers after December 31, 1997 of America, AFL-CIO, Local No. 8363 99.4 Form 11-K, Annual Report for the fiscal year ended To be filed as an amendment of this Annual December 31, 1997 covering the Thrift Plan for Employees Report on Form 10-K not later than of Murphy Oil USA, Inc. Represented by International Union 180 days after December 31, 1997 of Operating Engineers, AFL-CIO, Local No. 305 99.5 Form 11-K, Annual Report for the fiscal year ended To be filed as an amendment of this Annual December 31, 1997 covering the Thrift Plan for Hourly Report on Form 10-K not later than 180 days Employees of Deltic Farm & Timber Co., Inc. after December 31, 1997 </TABLE> Exhibits other than those listed above have been omitted since they either are not required or are not applicable. 12