Phillips Petroleum Company Business Information, Profile, and History

Company Perspectives:

By pursuing our business model and seizing the new opportunities it created, we have redefined Phillips as an emerging major in the industry.

We are pleased that the new Phillips will open up even more opportunities for our employees--not only those with us when we began our growth strategy, but also the new members of the Phillips family. They all deserve great credit for carrying out their work exceptionally well in a time of rapid change.

History of Phillips Petroleum Company

Phillips Petroleum Company is one of the largest oil companies in the United States. Its main emphasis in the early 21st century is exploration and production of crude oil and natural gas, with exploration activities in 19 countries and production in nine. Key regions for these operations include the North Slope of Alaska; Venezuela; the North Sea (including the U.K., Norwegian, and Danish sectors); Nigeria; Kazakhstan; China; and the Timor Sea (located between East Timor and Australia). The company has three other main segments: the refining, marketing, and transportation of crude oil and petroleum products, including the marketing of the famous Phillips 66 brand of gasoline; the gathering, processing, and marketing of natural gas, an activity conducted through Duke Energy Field Services, LLC, in which Phillips holds a 30.3 percent stake (with the remainder held by Duke Energy Corporation); and the manufacturing and marketing of petrochemicals and plastics, which is conducted through Chevron Phillips Chemical Company LLC, a 50-50 joint venture between Phillips and Chevron Corporation.

Early History

Phillips is named after brothers Frank and L.E. Phillips and was organized in 1917 to acquire their original venture in the oil business, Anchor Oil and Gas Company. Raised on an Iowa farm, the Phillips brothers left Iowa after Frank heard rumors of vast oil deposits in Oklahoma, then part of the Indian Territory. Along with others Frank Phillips founded Anchor Oil and Gas in 1903. After a struggle, Frank Phillips, joined by L.E., finally began to make money from oil in 1905. They reinvested their profits, founding a bank. Eventually, the brothers decided to leave the uncertain oil business for good and concentrate on banking. They were forestalled, however, when World War I broke out and the price of crude jumped from 40 cents to more than $1 a barrel. The brothers founded Phillips Petroleum Company in 1917, headquartered in Bartlesville, Oklahoma.

From the very beginning, the Phillips brothers found much natural gas while drilling for oil. Most drillers considered the gas useless and burned it off at the wellhead, but the Phillips brothers sought to turn it into a cash crop. In 1917 Phillips opened a plant near Bartlesville for extracting liquid byproducts from natural gas. The byproducts could be used in motor fuels. The company's research into the uses of natural gas received further impetus in 1926, when it won a patent infringement suit brought against it by Union Carbide over Phillips's process for separating hydrocarbon compounds.

Phillips prospered throughout its first decade. By 1927, it was pumping 55,000 barrels of oil a day from more than 2,000 wells in Oklahoma and Texas. Its assets stood at $266 million, compared with the $3 million it had when it was founded. The company also decided to enter the refining and marketing businesses in 1927, in response to automobile sales and as an outlet for its growing production. In 1927, it began operating a refinery near the Texas town of Borger. It also opened its first gas station, in Wichita, Kansas.

Phillips's entry into retailing presented it with the problem of finding a brand name under which to sell its gasoline. According to company lore, the solution presented itself as a Phillips official was returning to Bartlesville in a car that was road-testing the company's new gasoline. He commented that the car was going 'like 60.' The driver looked at the speedometer and replied, 'Sixty nothing ... we're doing 66!' The fact that the incident took place on Highway 66 near Tulsa only strengthened the story's appeal to Phillips's executives. The company chose Phillips 66 as its new brand name, one which has endured and achieved classic status.

In 1930 Phillips added to its refining and retailing capacities when it acquired Independent Oil & Gas Company, which was owned by Waite Phillips, another Phillips brother. The Great Depression hit the company early and hard. In 1931 Phillips posted a $5.7 million deficit in its first ever loss-making year. As a consequence, it cut salaries and laid off hundreds of employees. Phillips stock plunged to $3 a share, down from $32. The company quickly regained its profitability, however, posting a modest surplus the next year.

Before the decade was out, Phillips also would make two personnel changes to help secure its future for the longer term. In 1932 a promising young executive named K.S. (Boots) Adams was promoted to assistant to the president, Frank Phillips. Six years later, he succeeded Phillips as president when the company's founder assumed the post of chairman. Boots Adams--a boyhood nickname, inspired by his affection for a pair of red-topped boots--was 38 years old when he became president, and he and Phillips made rather an odd couple at the top of the chain of command. They often disagreed as to how the company should be run, but Phillips seems to have known that the future ultimately belonged to his protégé. 'Mr. Phillips liked me, but not my ideas,' Adams later recalled. 'He said to me: `I'm going to object to everything you do, but you go ahead and do it anyway.'

Phillips's strength in research and development paid off during World War II. In the late 1930s, the company developed new processes for producing butadiene and carbon black, two key ingredients in synthetic rubber, which became all the more crucial to the United States after Japanese conquests in Indonesia and Indochina cut off the supply of natural rubber in 1941. Phillips also developed high-octane aviation fuels, an early version of which powered British fighters in the Battle of Britain. The fuels were widely used by the Allied air forces.

Postwar Growth and International Expansion

In the years immediately following the war, Phillips began to reap in earnest the harvest of its research and commitment to natural gas. It generated substantial income by licensing its petrochemical patents to foreign companies. At home, the company was eminently positioned to take advantage of the sudden growth of cross-country pipelines in the 1940s and the consequent surge in natural gas prices. By the middle of the next decade, its reserves would total 13.3 trillion cubic feet, worth an estimated $931 million. Phillips also invested heavily in oil exploration, refining, natural gas drilling, and petrochemical plants. In 1948 it formed a new subsidiary, Phillips Chemical Company, and entered the fertilizer business when it began producing anhydrous ammonia.

Although Phillips had the advantage over its competitors in natural gas and chemicals, it fell behind in the postwar foreign oil rush because of Frank Phillips's opposition to overseas ventures. Even though his company had begun drilling in Venezuela in 1944, Phillips was determined to keep the company a mainly domestic enterprise and turned down the exclusive rights to the lucrative concession in the neutral zone between Saudi Arabia and Kuwait in 1947. The company eventually acquired a one-third stake in American Independent Oil, which took the Middle East concession, but it required all of Boots Adams's persuasive powers to get his boss to agree to it.

Frank Phillips died in 1950 and Adams, long his heir-apparent, succeeded him as chairman and CEO. Under Adams, Phillips continued to focus on its interest in natural gas and was the nation's largest producer in the 1950s. Its program of capital expansion was ambitious, with expenditure reaching a peak of $257 million in 1956. Phillips also began to break out of the constricting mold that its late founder had built for it. In 1952 the company started expanding its marketing network beyond the Midwest, opening Phillips 66 stations in Texas and Louisiana. Phillips continued to march through the deep South, then up the Atlantic seaboard, as far as it could extend its supply lines from its refineries. It also was becoming apparent that Frank Phillips had erred in refusing to develop overseas sources of oil, as the cost of finding and pumping crude in the United States increased. Finally, as the decade neared its end, Adams went on an around-the-world fact-finding trip. When he returned, he set a five-year timetable for expanding Phillips's international operations.

Phillips's practice of licensing its patents overseas without acquiring an interest in the new ventures had yielded royalties but no growth; so in 1960 the company took a 50 percent interest in a French carbon black plant using Phillips technology. Petrochemical joint ventures in Asia, Africa, Europe, and Latin America followed. Phillips also acquired drilling concessions in North Africa, the North Sea, New Guinea, Australia, and Iran. These foreign ventures were still not profitable when Boots Adams retired in 1964 and handed the reins to President Stanley Learned, but the company had begun to make up for lost time.

Under Learned, Phillips continued to diversify and expand. In 1964 it acquired packaging manufacturer Sealright Inc. as part of its move into plastics. Two years later, Learned himself broke ground on a petrochemical complex in Puerto Rico that would produce chemical raw materials and motor fuels. Phillips also expanded its domestic oil operations. In 1960, it had tried to break into the California market by acquiring 15 percent of Union Oil Company of California, but litigation by Union Oil and the Justice Department prevented Phillips from pursuing a takeover; in 1963 Phillips sold its stake to shipping magnate Daniel K. Ludwig. Instead, Phillips acquired the West Coast properties of Tidewater Oil Company in 1966 for $309 million. The deal took four months to complete and required great secrecy. When the purchase was announced, the Justice Department filed an antitrust suit to dissolve it, but a U.S. District Court allowed the acquisition to stand, pending an appeal to the Supreme Court. By 1967 there were Phillips 66 stations in all 50 U.S. states.

Learned retired in 1967 and was succeeded as CEO by William Keeler. In addition to his career with Phillips, Keeler, who was half Cherokee, was named chief of the Cherokee nation by President Harry S. Truman in 1949. Keeler used this position to campaign on behalf of Native American causes. Now he assumed responsibility for the eighth largest oil company in the United States, and one in which some serious problems were beginning to manifest themselves. Foremost among these problems was dependence on outside sources of crude oil. For years, Phillips had not pumped enough to supply its refineries, so it had to buy crude from other producers. In 1969 Phillips made an unsuccessful offer to acquire Amerada Petroleum Corporation, a major crude producer with no marketing operations. Phillips was more successful with its new exploration strategy, under which it considerably slowed exploration in the continental United States, the most thoroughly prospected area in the world, and concentrated on Alaskan and overseas locations. This paid off in 1969, when Phillips discovered the massive Greater Ekofisk field under the Norwegian North Sea. Phillips joined with several European partners to develop the field. The discovery of a major field in Nigeria soon followed. In the early 1970s, Phillips joined with Standard Oil Company of New Jersey (later Exxon Corporation), Atlantic Richfield Company, Standard Oil Company of Ohio, Mobil Oil Corporation, Union Oil Company of California, and Amerada Hess Corporation to form Alyeska Pipeline Service Company. Alyeska would build the trans-Alaska pipeline, which allowed the exploitation of the massive deposits in Prudhoe Bay, Alaska.

Turbulent 1970s

During this time Phillips suffered from overexpansion and ailing chemical ventures. Some petrochemical projects fared badly because of falling propane and fertilizer prices. In plastics, Phillips found that it could not compete with smaller companies that had lower capital costs. Keeler addressed these problems by installing tighter controls on corporate planning. Phillips executives also found that having gas stations in all 50 states was no advantage when the company's presence in many markets was too small to ensure a profit. In 1973 Phillips divested most of its stations in the Northeast. A price war in California had drained the 3,000 stations acquired from Tidewater from the start, and it never made money; in 1973 the Supreme Court finally ordered Phillips to divest the Tidewater assets, and two years later the company sold most of its Pacific Coast properties to Oil Shale Corporation.

Keeler retired in 1973 and was succeeded as CEO by President William Martin. The remainder of the 1970s would be turbulent years for Phillips. In 1973 Phillips was one of the first and most prominent U.S. corporations to be accused of making an illegal contribution to President Richard Nixon's reelection campaign. Phillips pleaded guilty and admitted donating $100,000 illegally. Over the course of the next two years, Phillips would admit that the company had made illegal contributions to 65 congressional candidates in 1970 and 1972, as well as to Lyndon B. Johnson's 1964 presidential campaign and Nixon's 1968 campaign. The money came from a secret $1.35 million fund set up by Phillips executives for that purpose and channeled through a Swiss bank account. The company paid $30,000 in fines.

In 1975 the Los Angeles-based Center for Law in the Public Interest filed a class action suit against Phillips on behalf of several small shareholders. In settling the lawsuit, the company agreed to give up the strong majority that its executives had always held on its board of directors. The board was reconstituted, with nine of the 17 directors coming from outside the company.

In turn, these legal difficulties were followed by even greater disasters. In 1977, Phillips's Bravo platform in the Ekofisk field blew out during routine maintenance and spewed oil into the North Sea for eight days. Two years later, 123 people were killed when a floating hotel for Ekofisk workers capsized in a storm. Also in 1979, an explosion at Phillips's Borger, Texas refinery injured 41 people. Meanwhile, William Keeler's strategy of exploring in foreign lands began to backfire as it produced more dry holes than reserves, while other oil companies were discovering new fields in the Rocky Mountains and in Louisiana.

Fending Off Takeovers in the 1980s

William Martin retired in 1980 and was succeeded by William Douce. In 1982 Phillips's fortunes revived somewhat when a joint exploration venture with Chevron found substantial reserves under the Santa Maria Basin, off the coast of California. The company added even further to its crude supplies in the following year, when it acquired General American Oil Company, for $1.1 billion, stepping in as a white knight to thwart a takeover bid from Mesa LP. It would not be Phillips's last encounter with Mesa and its chairman, T. Boone Pickens, Jr. In 1984 Phillips acquired Aminoil, Inc. and Geysers Geothermal Company from R.J. Reynolds Industries for about $1.7 billion. Observers noted that the deal made Phillips, now the subject of takeover rumors, a less attractive buyout candidate because of the debt it would have to assume.

The takeover rumors became reality early in December 1984, when Pickens announced that his company had acquired 5.7 percent of Phillips's stock and intended to try for a majority stake. Douce, though scheduled to retire shortly, had prepared for such an event and was determined to fight. 'Boone Busters' T-shirts appeared in Bartlesville, which feared for its life should Phillips ever be taken from it, and the company launched a barrage of lawsuits. One suit charged that Mesa was violating a pact it had signed before withdrawing its bid for General American Oil, in which it promised never again to attempt to take that company over. When the dust cleared a month later, Phillips had driven Pickens away and preserved its independence, but Phillips agreed to buy out Mesa's holdings as part of a restructuring that would ultimately cost $4.5 billion, loading itself with debt and requiring the disposal of $2 billion in assets. For his part, Pickens conducted an orderly retreat laden with spoils--$75 million in pretax profits plus an additional $25 million to cover his expenses.

No sooner had Pickens left the field, however, than other attacks began. In January and February 1985, financiers Irwin Jacobs, Ivan Boesky, and Carl Icahn all bought up large blocks of Phillips stock. Then, on February 12, Icahn struck, launching a $4.2 billion offer to buy 45 percent of the company. Combined with the 5 percent he already owned, this would give Icahn a controlling stake. In early March, faced with shareholders willing to sell to Icahn owing to dissatisfaction with the Pickens deal, Phillips executives came up with a plan to exchange debt securities for half of its outstanding stock, including Icahn's 5 percent, at $62 per share, compared with the $53 per share it had paid Pickens. Icahn accepted and he, too, left with his spoils.

The task of rebuilding the battered company--now saddled with $8.9 billion in debt--was left to C.J. (Pete) Silas, who succeeded William Douce as chairman in May 1985. Under Silas, Phillips sold off the necessary $2 billion in assets within 18 months of Icahn's repulse. Among those to go were Aminoil and Geyser Geothermal. The company also cut 9,000 jobs by 1989. As a result of its forced restructuring, Phillips gave up becoming an integrated, worldwide energy company, and refocused on its core oil and gas businesses. In the late 1980s, unexpectedly strong earnings from its petrochemical businesses more than offset the effect of lower oil prices and raised hopes for Phillips's long-term recovery.

These hopes received a setback in October 1989, however, when an explosion occurred at Phillips's plastics plant in Pasadena, Texas, killing 23 people and causing $500 million in damage. The disaster temporarily eliminated Phillips's U.S. capacity to manufacture polyethylene, which is used to make blow-molded containers and other products.

Transforming Operations for a New Millennium

Phillips entered the 1990s still saddled with nearly $4 billion in debt from its battles with corporate raiders. Its debt-to-equity ratio stood at nearly 60 percent. The early 1990s were difficult years for the company as the economic downturn hit the oil and gas industry particularly hard. The company completed additional workforce reductions and asset sales. In 1992 Phillips reorganized its operations into strategic business units, which were given greater autonomy and more profit and loss responsibility. That year also saw Phillips create GPM Gas Corporation, a subsidiary that assumed control of the natural gas gathering, processing, and marketing activities. Phillips planned to sell 51 percent of GPM through an initial public offering to raise funds to further reduce the debt load, but the poor energy market of early 1992 forced Phillips to cancel the IPO.

Wayne Allen was promoted from president and COO to chairman and CEO in 1994. Under Allen's leadership, Phillips increased its exploration and production operations. The company had already, in 1993, proven the viability of drilling for oil and gas beneath the immense sheets of salt that cover more than half of the Gulf of Mexico. The salt layers had stymied previous attempts to seismically map the deeper layers, but Phillips developed a 3-D seismic technology that enabled it to see clearly beneath the salt. So-called subsalt production in the Gulf began in late 1996. Meantime, international exploration efforts led to the company's first production of oil in China in 1994 and a major gas discovery in the Timor Sea located between East Timor and Australia. Also in 1994 Norway's parliament approved Ekofisk II, a $2.5 billion improvement project involving the replacement of five aging platforms with two new ones, along with the extension of the production license to 2028. Phillips expected that by that year, Ekofisk II will have produced one billion barrels of oil. The construction of Ekofisk II was completed in 1998.

On the marketing side of its operations, Phillips's profits were weaker than those in exploration and production. The company worked to expand its network of gas stations and convenience stores in the mid-1990s. As part of an industry trend toward consolidation and the sharing of costs through joint operations, Phillips and Conoco Inc. in 1996 discussed merging their refining and marketing businesses but failed to reach an agreement. That year Phillips posted net income of $1.3 billion on sales of $15.73 billion, enabling it to reduce its debt load to $3.1 billion and its debt-to-equity ratio to 39 percent.

Pressure to consolidate continued to build in the late 1990s as two megamergers rocked the industry: British Petroleum plc's merger with Amoco Corporation to create BP Amoco p.l.c. and Exxon Corporation's merger with Mobil Corporation to form Exxon Mobil Corporation. The new giants dwarfed Phillips with their revenues in excess of $100 billion. In late 1998 Phillips and Ultramar Diamond Shamrock Corporation reached a preliminary agreement to combine their refineries and gas stations in a joint venture, but the deal fell apart early the following year. Meantime, Phillips in 1998 made its largest discovery since Ekofisk in a field in Bohai Bay, off the northeastern coast of China. At the time, this was the largest find off the shore of China.

During the second half of 1999 James J. Mulva took over as chairman and CEO from the retiring Allen. Mulva would oversee some of the most dramatic events in the company's history soon after taking over, as Phillips decided to focus even further on exploration and production by either selling or placing into joint ventures its other three units. The company at first planned to sell its GPM Gas unit, but instead in March 2000 Phillips combined GPM with the gas gathering, processing, and marketing operations of Duke Energy Corporation to form a joint venture called Duke Energy Field Services, LLC, with Duke initially holding 69.7 percent of the new entity and Phillips holding the remaining 30.3 percent. In April 2000 Phillips substantially bolstered its exploration and production operations through the acquisition of the Alaskan assets of Atlantic Richfield Company for about $7 billion, the largest acquisition in company history. This deal enabled BP Amoco to complete its $28 billion acquisition of Atlantic Richfield. For Phillips, the addition of the Alaskan assets increased its daily production by 70 percent and doubled its oil and gas reserves. Phillips completed a third major deal in July 2000 when it combined its worldwide chemicals businesses with those of Chevron to form a 50-50 joint venture called Chevron Phillips Chemical Company LLC. Through the new entity, whose annual revenues would be nearly $6 billion, the two companies hoped to reap annual cost savings of $150 million.

Plans to shift the company's refining and marketing operations into another joint venture were apparently abandoned with the announcement in February 2001 that Phillips would acquire Tosco Corporation for $7.49 billion in stock and debt. The deal, if completed, would make Phillips the number two refiner in the United States, trailing only Exxon Mobil, and the number three gasoline retailer, with more than 12,000 outlets in 46 states (Tosco's main brands included 76 and Circle K). Mulva called this deal, through which the company would have strong positions in both the upstream and downstream sides of the oil industry, the 'final step' in the company's plan to become one of the major integrated oil companies. It would cap a whirlwind transformation for a company that many had written off in the wake of the takeover battles of the 1980s.

Principal Subsidiaries: 66 Pipe Line Company; Phillips Alaska Holdings, Inc.; Phillips Alaska, Inc.; Phillips Alaska Natural Gas Corporation; Phillips China Inc. (Liberia); Phillips Coal Company; Phillips Gas Company; Phillips Gas Company Shareholder, Inc.; Phillips International Investments, Inc.; Phillips Investment Company; Phillips Kazakhstan Ventures, Ltd. (Liberia); Phillips Oil Company (Nigeria) Limited; Phillips Petroleum Canada Ltd.; Phillips Petroleum Company Norway; Phillips Petroleum Company United Kingdom Limited; Phillips Petroleum Company Western Hemisphere; Phillips Petroleum International Corporation; Phillips Petroleum International Investment Company; Phillips Petroleum Kazakhstan, Ltd. (Liberia); Phillips Petroleum Resources, Ltd.; Phillips Petroleum Timor Sea Inc.; Phillips Petroleum Timor Sea Pty Ltd (Australia); Phillips Petroleum UK Investment Corporation; Phillips Petroleum (91-12) Pty Ltd (Australia); Phillips Pipe Line Company; Phillips Receivables Company, LLC; Phillips Texas Pipeline Company, Ltd.; Phillips Transportation Alaska, Inc.; Phillips-San Juan Partners, L.P.; Phillips 66 Capital I; Phillips 66 Capital II; Polar Tankers, Inc.; Sooner Insurance Company; WesTTex 66 Pipeline Company.

Principal Competitors: Exxon Mobil Corporation; Royal Dutch/Shell Group; BP Amoco p.l.c.; Total Fina Elf S.A.; Texaco Inc.; Chevron Corporation; Conoco Inc.; Repsol YPF, S.A.; Petróleos de Venezuela S.A.; Petróleo Brasileiro S.A. - Petrobras; Petróleos Mexicanos; Norsk Hydro ASA; CITGO Petroleum Corporation; Ultramar Diamond Shamrock Corporation; Occidental Petroleum Corporation; Sunoco, Inc.; Amerada Hess Corporation; 7-Eleven, Inc.; Koch Industries, Inc.; Kerr-McGee Corporation; The Dow Chemical Company; E.I. du Pont de Nemours and Company.

Chronology

• Key Dates:

• 1917: Brothers Frank and L.E. Phillips found Phillips Petroleum Company as a drilling firm.
• 1927: Company enters the refining and marketing businesses, opening its first gas station in Wichita, Kansas, under the Phillips 66 brand name.
• 1948: Phillips Chemical Company is formed as a subsidiary.
• 1969: Company makes its biggest discovery, the Greater Ekofisk field under the Norwegian North Sea.
• 1983: General American Oil Company is acquired.
• 1984: Aminoil, Inc. is acquired from R.J. Reynolds Industries; company fends off takeover attempt by T. Boone Pickens, Jr.
• 1985: Company fends off takeover attempt by Carl Icahn, running debt up to $8.9 billion in the process; massive restructuring commences.
• 1998: Ekofisk II is completed in the Norwegian North Sea.
• 2000: Phillips's natural gas gathering, processing, and marketing operations are combined with those of Duke Energy Corporation to form Duke Energy Field Services, 30.3 percent owned by Phillips; the company doubles its oil and gas reserves through its biggest acquisition in company history, a $7 billion deal for the Alaskan assets of Atlantic Richfield; Phillips combines its worldwide chemicals businesses with those of Chevron to form a 50-50 joint venture called Chevron Phillips Chemical Company.
• 2001: As part of a significant new growth strategy, Phillips announces that it will acquire Tosco Corporation, a major U.S. refiner and gasoline retailer, for $7.49 billion.