As filed pursuant to Rule 424(b)(3)
Registration No. 333-82246
PRICING SUPPLEMENT
February 26, 2003
(To Prospectus Supplement dated March 6, 2002
to Prospectus dated March 4, 2002)
$300,000,000 4.25% Medium-Term Senior Notes, Series C, due March 15, 2010
Principal Amount: | $300,000,000 | |
Issue Date: |
March 3, 2003 |
|
Maturity Date: |
March 15, 2010 |
|
Interest Rate: |
4.25% |
|
Interest Payment Dates: |
March 15 and September 15 |
|
First Interest Payment Date: |
September 15, 2003 |
|
Interest Accrual Date: |
March 3, 2003 |
|
Record Dates: |
March 1 and September 1 |
|
Issue Price: |
100% of Principal Amount |
|
Underwriting Discount or Commission: |
0.60% of Principal Amount |
|
Net Proceeds to Occidental: |
$298,200,000 |
|
Form of Note (Book-Entry or Certificated): |
Book-Entry |
|
CUSIP No.: |
67461F FS1 |
|
Trustee and Paying Agent: |
The Bank of New York |
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Optional Redemption: |
See "Optional Redemption" on Page PS-2 |
|
Redemption Price: |
See "Optional Redemption" on Page PS-2 |
Sole Book-Running Manager Salomon Smith Barney |
Joint Lead Manager Goldman, Sachs & Co. |
BNP PARIBAS | ||||||||||||
Scotia Capital | ||||||||||||
Banc One Capital Markets, Inc. | ||||||||||||
Barclays Capital |
The Royal Bank of Scotland | |||||||||||||||||||
SG Cowen | |||||||||||||||||||
BNY Capital Markets, Inc. | |||||||||||||||||||
Commerzbank Securities | |||||||||||||||||||
Credit Lyonnais Securities | |||||||||||||||||||
ING Financial Markets |
References in this pricing supplement to "Occidental," "we", "us" and "our" are to Occidental Petroleum Corporation and not to any of our subsidiaries or agents.
It is important for you to read and consider all information contained in this pricing supplement and the accompanying prospectus supplement and prospectus. You should also read and consider the information in the documents we have referred you to in "Where You Can Find More Information" on page 4 of the accompanying prospectus.
DESCRIPTION OF THE NOTES
Occidental will issue the notes under an indenture between Occidental and The Bank of New York, as trustee. This description of the notes supplements, and, to the extent it is inconsistent, replaces, the description of the general provisions of the notes and the indenture in the accompanying prospectus supplement and prospectus.
Optional Redemption
We may redeem some or all of the notes at any time at a price equal to the greater of:
plus, in each case, accrued and unpaid interest to the redemption date; provided, however, that, with respect to interest payments that are due on or prior to the relevant redemption date, we will make such payments to the record holders of such notes at the close of business on the relevant regular record dates.
We will send to each holder notice of any redemption at least 30 days but not more than 60 days before the applicable redemption date. Unless we default in payment of the redemption price, no interest shall accrue for the period from and after such redemption date. If less than all of the notes are to be redeemed, the trustee will select the notes (or portions thereof) to be redeemed by such method as the trustee shall deem fair and appropriate.
"Adjusted Treasury Rate" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for such redemption date.
"Comparable Treasury Issue" means the United States Treasury security selected by the Quotation Agent as having a maturity comparable to the remaining term of the notes of the applicable series to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of such series of notes.
"Comparable Treasury Price" means, with respect to any redemption date, (1) the average of the Reference Treasury Dealer Quotations for such redemption date, after excluding the highest and lowest such Reference Treasury Dealer Quotations, or (2) if the trustee obtains fewer than three such Reference Treasury Dealer Quotations, the average of such Quotations, such average in any case to be determined by the Quotation Agent, or (3) if only one Reference Treasury Dealer Quotation is received, such Quotation.
PS-2
"Quotation Agent" means the Reference Treasury Dealer appointed by Occidental.
"Reference Treasury Dealer" means (i) Salomon Smith Barney Inc. and Goldman, Sachs & Co. (or their respective affiliates which are primary U.S. Government securities dealers) and their respective successors; provided, however, that if either of the foregoing shall cease to be a primary U.S. Government securities dealer in New York City (a "Primary Treasury Dealer"), we shall substitute therefore another Primary Treasury Dealer, and (ii) any other Primary Treasury Dealer(s) selected by us.
SUPPLEMENTAL PLAN OF DISTRIBUTION
We have agreed to sell to each of the underwriters named below, severally, and each of the underwriters has severally agreed to purchase from us, the principal amount of notes set forth opposite its name below:
Underwriter |
Principal Amount |
|||
---|---|---|---|---|
Salomon Smith Barney Inc. | $ | 90,000,000 | ||
Goldman, Sachs & Co. | 55,500,000 | |||
Banc One Capital Markets, Inc. | 24,000,000 | |||
Barclays Capital Inc. | 24,000,000 | |||
BNP Paribas Securities Corp. | 24,000,000 | |||
Scotia Capital (USA) Inc. | 24,000,000 | |||
BNY Capital Markets, Inc. | 12,000,000 | |||
SG Cowen Securities Corporation | 12,000,000 | |||
The Royal Bank of Scotland plc | 12,000,000 | |||
Commerzbank Capital Markets Corp. | 7,500,000 | |||
Credit Lyonnais Securities (USA) Inc. | 7,500,000 | |||
ING Financial Markets LLC | 7,500,000 | |||
Total: | $ | 300,000,000 | ||
PS-3