================================================================================ 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 REPORT (DATE OF EARLIEST EVENT REPORTED) MARCH 22, 2002 OCCIDENTAL PETROLEUM CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 1-9210 95-4035997 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 10889 WILSHIRE BOULEVARD LOS ANGELES, CALIFORNIA 90024 (Address of principal executive offices) (ZIP code) Registrant's telephone number, including area code: (310) 208-8800 ================================================================================Item 4. Changes in Registrant's Certifying Accountant - ------ --------------------------------------------- Effective March 22, 2002, the Board of Directors of Occidental Petroleum Corporation (the "Company") decided to no longer engage Arthur Andersen LLP ("Arthur Andersen" or "AA") as the Company's independent public accountants and engaged KPMG LLP ("KPMG") to serve as the Company's independent public accountants for the fiscal year 2002, in accordance with the recommendation of the Board's Audit Committee. Arthur Andersen's audit reports on the Company's consolidated financial statements for each of the fiscal years ended December 31, 2001 and 2000 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles. During the Company's two fiscal years ended December 31, 2001 and 2000 and the subsequent interim period preceding the decision to change independent public accountants, there were no disagreements with Arthur Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to AA's satisfaction would have caused them to make reference to the subject matter of the disagreement in connection with the audit reports on the Company's consolidated financial statements for such years, and there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K. The Company provided Arthur Andersen with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a copy of AA's letter, dated March 22, 2002, stating its agreement with such statements. In the years ended December 31, 2001 and 2000 and through the date hereof, the Company did not consult KPMG with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - ------ ------------------------------------------------------------------ (c) Exhibits 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated March 22, 2002. 99.1 Press release dated March 22, 2002. 1
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. OCCIDENTAL PETROLEUM CORPORATION (Registrant) DATE: March 22, 2002 S. P. Dominick, Jr. -------------------------------------------------- S. P. Dominick, Jr., Vice President and Controller (Chief Accounting and Duly Authorized Officer) 2
EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated March 22, 2002. 99.1 Press release dated March 22, 2002.
EXHIBIT 16.1 [LOGO] ANDERSEN Arthur Andersen LLP 633 West Fifth Street Los Angeles, CA 90071-2006 Tel 213 614 6500 Fax 213 614 6670 www.andersen.com March 22, 2002 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Dear Sir/Madam: We have read the second, third and fourth paragraphs of Item 4 included in the Form 8-K dated March 22, 2002 of Occidental Petroleum Corporation and subsidiaries filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ ARTHUR ANDERSEN LLP Arthur Andersen LLP
EXHIBIT 99.1 ==================================================================== [OXY LOGO] NEWS RELEASE OCCIDENTAL PETROLEUM CORPORATION ==================================================================== 10889 Wilshire Boulevard, Los Angeles, California 90024 (310) 208-8800 For Immediate Release: March 22, 2002 OCCIDENTAL APPOINTS KPMG AUDITOR -------------------------------- LOS ANGELES -- Occidental Petroleum Corporation (NYSE: OXY) announced today that its Board of Directors has appointed KPMG as the company's independent auditor for 2002, replacing Arthur Andersen, LLP. Dr. Ray R. Irani, chairman and chief executive officer of Occidental, said, "The Andersen team that has served Occidental provided outstanding audit services and met our high standards during the course of a long and highly professional relationship." Occidental Petroleum Corporation is one of the world's largest independent oil and natural gas exploration and production companies with operations concentrated in the United States, the Middle East and Latin America. Through its chemical subsidiary, OxyChem, Occidental also is a leading North American manufacturer and marketer of basic chemicals and certain performance chemicals. In 2001, Occidental reported net income of approximately $1.2 billion on net sales of $14 billion. -0- Contacts: Lawrence P. Meriage (media) 310-443-6562 Kenneth J. Huffman (investors) 212-603-8183 On the web: www.oxy.com