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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 16(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ________ TO ________
Commission file number 1-12534
NEWFIELD EXPLORATION COMPANY 401(K) PLAN
(Full title of the plan and the address of the plan, if different from
that of the issuer named below)
NEWFIELD EXPLORATION COMPANY
363 NORTH SAM HOUSTON PKWY EAST
SUITE 2020
HOUSTON, TEXAS 77060
(281) 847-6000
(Name of issuer of the securities held pursuant to the Plan of the
address of its principal executive office)
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
INDEX TO FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULE
DECEMBER 31, 2000
Page
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Financial Statements:
Report of Independent Accountants...................................... 1
Statements of Net Assets Available for Benefits........................ 2
Statement of Changes in Net Assets Available for Benefits.............. 3
Notes to Financial Statements.......................................... 4
Supplemental Schedule*:
Schedule I - Schedule of Assets Held for Investment Purposes
at End of Year....................................................... 10
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* Other supplemental schedules required by Section 2520-103.1 of the Department
of Labor's Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974 have been omitted because they
are not applicable.
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator of
the Newfield Exploration Company 401(k) Plan:
In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Newfield Exploration Company 401(k) Plan (the "Plan") at December 31,
2000 and 1999, and the changes in net assets available for benefits for the year
ended December 31, 2000, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Plan's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with auditing standards generally
accepted in the United States of America which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes at end of year is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
As discussed in Note 10, effective January 23, 2001, the Company acquired Lariat
Petroleum, Inc. As a result of the acquisition, employees of Lariat Petroleum,
Inc. became eligible to participate in the Plan subject to the provisions of the
Plan document.
/s/ PRICEWATERHOUSECOOPERS LLP
June 12, 2001
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
-----------------------------
2000 1999
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ASSETS
Investments, at fair value $ 9,881,567 $ 10,805,087
Receivables:
Participant notes 124,484 134,818
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Net assets available for benefits $ 10,006,051 $ 10,939,905
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The accompanying notes are an integral part of these financial statements.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended
December 31,
2000
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Additions to net assets attributed to:
Investment income:
Interest $ 78,602
Net depreciation in fair value of investments (670,511)
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(591,909)
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Contributions:
Employer 715,276
Employee 888,711
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1,603,987
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Total additions 1,012,078
Deductions from net assets attributed to:
Benefit payments 1,940,817
Administrative charges 1,043
Participant notes receivable terminated
due to withdrawal of participant 4,072
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Total deductions 1,945,932
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Net decrease (933,854)
Net assets available for benefits at beginning of year 10,939,905
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Net assets available for benefits at end of year $ 10,006,051
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The accompanying notes are an integral part of these financial statements.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
1. Description of Plan
The following description of the Newfield Exploration Company 401(k) Plan
(the "Plan") contains general information for financial reporting purposes. A
summary plan description is provided to participants explaining general Plan
provisions. The Plan document, however, governs the operations of the Plan and
its terms prevail in the event of a conflict with any summary of the Plan.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
General
The Plan is a defined contribution plan established effective January 1,
1989 and most recently amended and restated effective January 1, 1997. The Plan
is subject to the provisions of the Employee Retirement Income Security Act of
1974("ERISA").
Eligible Employees
All employees of Newfield Exploration Company (the "Company") and certain of
its affiliates, other than certain employees covered by collective bargaining
agreements and nonresident aliens, are eligible to participate in the Plan.
Contributions
Participants may contribute an amount equal to not less than one percent nor
more than 17 percent of their compensation for the contribution period.
Participants direct the investment of their contributions into various
investment options offered by the Plan. The Plan currently offers a fixed income
general account, 19 pooled separate accounts and Company stock as investment
options for participants. Employee contributions are recorded in the
semi-monthly contribution periods during which the Company makes payroll
deductions from the participant's earnings.
The Company will make a matching contribution in an amount equal to $1.00
for each $1.00 contributed by a participant during a contribution period, up to
a maximum of 8 percent of the participant's compensation for such contribution
period. Matching Company contributions are recorded in the same contribution
period as employee contributions.
Participant Accounts
Each participant's account is credited with the participant's contributions,
allocations of the Company's matching contributions, and Plan earnings. Earnings
are allocated by investment fund based on the ratio of a participant's account
invested in a particular fund to all participants' investments in that fund. The
amounts credited to a participant's accounts and the vested interest in those
accounts determines the size of a participant's benefit under the Plan.
Vesting
Participants are immediately vested in their own contributions plus actual
earnings thereon. Vesting in the Company matching contribution portion of their
accounts is based on years of service. A participant becomes 20 percent vested
after one year of service, 40 percent vested after two years of service, 60
percent vested after three years of service, 80 percent vested after four years
of service, and 100 percent vested after five years of service (active
participants also become 100 percent vested at normal retirement age). In
addition, if an active participant dies prior to attaining the Plan's normal
retirement age, the participant's matching contribution account becomes 100
percent vested.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
Benefit Payments
On termination of service, a participant is entitled to receive the vested
portion of his or her accounts. A Participant may elect to receive such vested
portion in the form of a lump-sum payment, an annuity, or installment payments.
A participant may also elect to receive distributions in the form of Company
stock, to the extent the participant is invested therein. Distributions are
subject to the applicable provisions of the Plan document. Benefit claims are
recorded as expenses when they have been approved for payment and paid by the
Plan.
Participant Notes Receivable
A participant may borrow up to a maximum of $50,000 or 50 percent of the
vested portion of his or her account balances, whichever is less. Loans and
repayment of Loans are treated as a transfer to/from the investment fund from/to
Participant Notes Receivable. A loan is secured by the balance in the
participant's accounts and bears interest at a rate commensurate with market
rates for similar loans, as defined (5.80 percent for the year ended December
31, 2000).
2. Summary of Accounting Policies
Method of Accounting
The Plan's financial statements are prepared on the accrual basis of
accounting. The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
changes therein. Actual results could differ from those estimates.
During the year ended December 31, 2000, the Plan adopted AICPA Statement of
Position 99-3, "Accounting for and Reporting of Certain Defined Contribution
Plan Investments and Other Disclosure Matters."
Investment Valuation
Investments in the fixed income general account are non-fully benefit
responsive and are stated at fair value. The term "non-fully benefit responsive"
generally relates to investments that have or could have possible conditions,
limitations or restrictions on participant initiated transactions. Investments
in pooled separate accounts are stated at fair value, as determined by the unit
value reported by Connecticut General Life Insurance Company ("CG Life").
Participant Notes Receivable are valued at cost which approximates fair value.
The Company stock is valued at its quoted market price.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
3. Investments
Investments that represent five percent or more of the Plan's net assets are
separately identified below.
December 31,
2000
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CIGNA Charter Guaranteed Income Fund $ 1,268,156
interest rate, 5.50 percent
CIGNA Fidelity Contrafund Fund 591,340
units, 6,523
CIGNA Fidelity Growth & Income Fund 643,455
units, 10,180
CIGNA Janus Fund 537,138
units, 9,399
CIGNA Janus Worldwide Fund 1,065,572
units, 14,740
CIGNA Warburg Pincus Capital Appreciation Fund (Advisor Shares) 1,573,218
units, 26,539
Newfield Exploration Company Common Stock 980,998
shares, 20,679
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
Investment Performance
During the year ended December 31, 2000, the Plan's investments (including
interest, realized gains and losses on investments bought and sold and
unrealized gains and losses on investments held during the year) (depreciated)
in value as follows:
Year Ended
December 31,
2000
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General Account:
CIGNA Charter Guaranteed Income Fund $ 67,555
Pooled Separate Accounts:
CIGNA Charter Large Company Stock Index Fund (8,861)
CIGNA Charter Actively Managed Core Fixed Income Fund 20,910
CIGNA Charter Corporate Bond Fund 913
CIGNA Charter High Yield Bond Fund (7,456)
CIGNA Fidelity Equity Income II Fund 10,590
CIGNA Fidelity Advisor Growth Opportunities Fund (46,860)
CIGNA Fidelity Contrafund Fund (41,961)
CIGNA Fidelity Growth & Income Fund (30,338)
CIGNA Fidelity Magellan Fund (28,660)
CIGNA Fidelity Advisor Equity Growth Fund (48,775)
CIGNA Janus Fund (92,456)
CIGNA Janus Worldwide Fund (233,211)
CIGNA Warburg Pincus Capital Appreciation Fund
(Advisor Shares) (99,387)
CIGNA Warburg Pincus Emerging Growth Fund
(Advisor Shares) (65,949)
CIGNA Warburg Pincus International Equity Fund
(Advisor Shares) (158,329)
CIGNA American Century Ultra Fund (114,877)
CIGNA Dreyfus Founders Growth Fund (40,440)
CIGNA PBHG Growth Fund 157,370)
CIGNA State Street Global Advisors Intermediate Bond Fund 851
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(1,141,666)
Newfield Exploration Company Common Stock 471,155
Participant Notes Receivable 7,979
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Net decrease $ (594,977)
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
4. Investment Contract with Insurance Company
The Plan participates in a contract with CG Life via an investment in the
CIGNA Charter Guaranteed Income Fund. CG Life commingles the assets of the CIGNA
Charter Guaranteed Income Fund with other assets. For the Plan's investment in
the CIGNA Charter Guaranteed Income Fund, the Plan is credited with interest at
the rate specified in the contract, which was 5.50 percent for the year ended
December 31, 2000, net of asset charges. CG Life prospectively guaranteed the
interest rates credited for the CIGNA Charter Guaranteed Income Fund for six
months. As discussed in Note 2, the CIGNA Charter Guaranteed Income Fund is
included in the financial statements at fair value which, principally because of
the periodic rate reset process, approximates contract value.
5. Related-Party Transactions
Plan assets are invested in funds managed by CG Life, a wholly owned
subsidiary of CIGNA Corporation. CG Life is the Plan's trustee and, as such,
transactions with CG Life and its affiliates qualify as party-in-interest
transactions. Personnel and facilities of the Company have been used to perform
administrative functions for the Plan at no charge to the Plan. In addition, the
Plan holds shares of common stock of the Company. Because the Company is the
sponsor of the Plan, the Company and its affiliates qualify as
parties-in-interest.
6. Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts and the Plan's
assets will be distributed as soon as administratively feasible in accordance
with the terms of the Plan.
7. Tax Status
The Plan is a prototype plan designed to be qualified pursuant to section
401(a) of the Internal Revenue Code ("IRC"). Accordingly, the Company believes
that the net investment income of the trust established to hold the Plan's
assets is exempt from federal income tax pursuant to IRC section 501(a) to the
extent there is no unrelated business taxable income pursuant to IRC section
511. The Plan received a favorable determination letter dated April 28, 1998,
from the Internal Revenue Service. The Company believes that the Plan is
qualified, is operating as designed, and has no unrelated business taxable
income; thus, no provision for federal income taxes is included in the Plan's
financial statements.
8. Reconciliation of Plan Financial Statements to the Form 5500
Certain balances included on Schedule H (Part I and II) of the Annual
Return/Report of Employee Benefit Plan (the "Form 5500") have been reclassified
for purposes of presentation in these financial statements to provide additional
disclosure.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
9. Forfeitures
Forfeitures result from Company contributions that remain in the Plan
following the termination of employment of participants who had less than 100
percent vested interests in their matching contribution accounts. The forfeiture
reserve of $82,125 at December 31, 2000, is available to offset contributions or
pay Plan expenses that otherwise would be payable by the Company in accordance
with the Plan document.
10. Subsequent Event
Effective January 23, 2001, the Company acquired Lariat Petroleum, Inc. As a
result of the acquisition, employees of Lariat Petroleum, Inc. became eligible
to participate in the Plan subject to the provisions of the Plan document.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
SCHEDULE H (PART IV) FORM 5500 - SCHEDULE OF ASSETS HELD FOR
INVESTMENT PURPOSES AT END OF YEAR DECEMBER 31, 2000
Supplemental Schedule - Schedule I
(c)
(b) Description of investment including (e)
Identity of issuer, borrower, maturity date, rate of interest, (d) Current
(a) lessor, or similar party collateral, par or maturity value Cost value
--- ----------------------------- ------------------------------------ ------ ------------
* Connecticut General Life CIGNA Charter Guaranteed Income Fund N/A** $ 1,268,156
Insurance Company
* Connecticut General Life CIGNA Charter Large Company Stock N/A** 85,626
Insurance Company Index Fund
* Connecticut General Life CIGNA Charter Actively Managed Core N/A** 219,385
Insurance Company Fixed Income Fund
* Connecticut General Life CIGNA Charter Corporate Bond Fund N/A** 11,002
Insurance Company
* Connecticut General Life CIGNA Charter High Yield Bond Fund N/A** 51,446
Insurance Company
* Connecticut General Life CIGNA Fidelity Equity Income II Fund N/A** 174,448
Insurance Company
* Connecticut General Life CIGNA Fidelity Advisor Growth N/A** 211,300
Insurance Company Opportunities Fund
* Connecticut General Life CIGNA Fidelity Contrafund Fund N/A** 591,340
Insurance Company
* Connecticut General Life CIGNA Fidelity Growth & Income Fund N/A** 643,455
Insurance Company
* Connecticut General Life CIGNA Fidelity Magellan Fund N/A** 361,123
Insurance Company
* Connecticut General Life CIGNA Fidelity Advisor Equity N/A** 395,567
Insurance Company Growth Fund
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* Indicates an identified person known to be a party-in-interest to the Plan.
** Cost information has been omitted for participant directed investments.
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NEWFIELD EXPLORATION COMPANY
401(k) PLAN
SCHEDULE H (PART IV) FORM 5500 - SCHEDULE OF ASSETS HELD FOR
INVESTMENT PURPOSES AT END OF YEAR DECEMBER 31, 2000
Supplemental Schedule - Schedule I (continued)
(c)
(b) Description of investment including (e)
Identity of issuer, borrower, maturity date, rate of interest, (d) Current
(a) lessor, or similar party collateral, par or maturity value Cost value
--- ----------------------------- ------------------------------------ ----- ------------
* Connecticut General Life CIGNA Janus Fund N/A** $ 537,138
Insurance Company
* Connecticut General Life CIGNA Janus Worldwide Fund N/A** 1,065,572
Insurance Company
* Connecticut General Life CIGNA Warburg Pincus Capital N/A** 1,573,218
Insurance Company Appreciation Fund (Advisor Shares)
* Connecticut General Life CIGNA Warburg Pincus Emerging N/A** 489,988
Insurance Company Growth Fund (Advisor Shares)
* Connecticut General Life CIGNA Warburg Pincus International N/A** 312,566
Insurance Company Equity Fund (Advisor Shares)
* Connecticut General Life CIGNA American Century Ultra Fund N/A** 474,310
Insurance Company
* Connecticut General Life CIGNA Dreyfus Founders Growth N/A** 142,584
Insurance Company Fund
* Connecticut General Life CIGNA PBHG Growth Fund N/A** 279,473
Insurance Company
* Connecticut General Life CIGNA State Street Global Advisors N/A** 12,872
Insurance Company Intermediate Bond Fund
* National Financial Newfield Exploration Company N/A** 980,998
Services Corporation Common Stock
* Plan Participants Participant Notes Receivable N/A** 124,484
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* Indicates an identified person known to be a party-in-interest to the Plan.
** Cost information has been omitted for participant directed investments.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees of the Plan have duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.
NEWFIELD EXPLORATION COMPANY
401(k) PLAN
Date: June 29, 2001 By: /s/ MONA LEIGH BROUSSARD
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Mona Leigh Broussard
Plan Administrator
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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* 23.1 -- Consent of PricewaterhouseCoopers LLP
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* Filed herewith.