<PAGE>   1
                                                                    Exhibit 99.1
================================================================================
--------------------------------------------------------------------------------


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             ----------------------

                                   FORM 11-K

             FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
              AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


(Mark One)

[X]   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
      For the fiscal year ended December 31, 1996

                                       OR

[ ]   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the transition PERIOD FROM          to
                                     --------    --------

                          Commission File No. 1-10053



A.    FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF DIFFERENT FROM
      THAT OF THE ISSUER NAMED BELOW:

                ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN


B.    NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE
      ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:


                              ORYX ENERGY COMPANY

                                13155 NOEL ROAD
                             DALLAS, TX 75240-5067

--------------------------------------------------------------------------------
================================================================================
<PAGE>   2

                                   SIGNATURE



THE PLAN.      Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Administrator has duly caused this annual report to be signed by
the undersigned, thereunto duly authorized.


                                                Oryx Energy Company
                                             Capital Accumulation Plan



                                      By: /s/ FRANCES G. HEARTWELL
                                         --------------------------------------
                                           Frances G. Heartwell
                                           PLAN ADMINISTRATOR


Date:    May 30, 1997
<PAGE>   3
                ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                                    INDEX



<TABLE>
<CAPTION>
                                                                                        Page
                                                                                        ----
<S>                                                                                     <C>
Report of Independent Accountants
Balance Sheet as of December 31, 1996                                                   F-1
Balance Sheet as of December 31, 1995                                                   F-2
Statement of Income and Changes in Plan Equity for the Year Ended December 31, 1996     F-3
Statement of Income and Changes in Plan Equity for the Year Ended December 31, 1995     F-4
Statement of Income and Changes in Plan Equity for the Year Ended December 31, 1994     F-5
Notes to Financial Statements                                                           F-6

Schedules:
    Schedules I, II and III have been omitted because the required information
    is shown in the financial statements or notes thereto.

Eligibility:
  a.  Consent of Independent Accountants
</TABLE>



<PAGE>   4
                     [COOPERS & LYBRAND L.L.P. LETTERHEAD]


                       REPORT OF INDEPENDENT ACCOUNTANTS





To the Plan Administrator of the Oryx Energy Company
  Capital Accumulation Plan:

We have audited the accompanying balance sheets of the Oryx Energy Company
Capital Accumulation Plan as of December 31, 1996 and 1995 and the related
statements of income and changes in plan equity for each of the three years in
the period ended December 31, 1996. 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 in accordance with generally accepted auditing
standards. Those standards 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Oryx Energy Company
Capital Accumulation Plan as of December 31, 1996 and 1995 and the results of
its operations for each of the three years in the period ended December 31,
1996 in conformity with generally accepted accounting principles.



                                        /s/ COOPERS & LYBRAND L.L.P.



Dallas, Texas
May 30, 1997



<PAGE>   5

                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                                 BALANCE SHEET
                               DECEMBER 31, 1996
                             (THOUSANDS OF DOLLARS)


<TABLE>
<CAPTION>
                                                                     Participant Directed
                                           ------------------------------------------------------------------------
                                                                           Vanguard                      Vanguard
                                             Vanguard                        U.S.        Vanguard      International
                                             Balanced       Vanguard        Growth        Explorer        Growth
ASSETS                                      Index Fund     Windsor II      Portfolio        Fund         Portfolio
                                           ------------   ------------   ------------   ------------   ------------
<S>                                        <C>            <C>            <C>            <C>            <C>          
Investments, at Market Value
   (Notes 1 and 2):
   Participation in:
      Short-term investment fund (cost
        approximates market value)         $         --   $         --   $         --   $         --   $         -- 
      Registered investment funds
        (cost $50,007)                           13,288         23,484         10,460          5,355          6,020
      Capital preservation fund
        (cost $53,299)                               --             --             --             --             -- 
      Oryx Energy Company common stock
        fund participant directed
        (631,333 shares; cost $8,724)                --             --             --             --             -- 
      Oryx Energy Company common stock
        fund nonparticipant directed
        (344,411 shares; cost $5,070)                --             --             --             --             -- 
      Oryx Energy Company leveraged ESOP
        common stock fund (2,465,000
        shares; cost $94,601)
        (Note 4)                                     --             --             --             --             -- 
Participant loans                                    --             --             --             --             -- 
                                           ------------   ------------   ------------   ------------   ------------

TOTAL ASSETS                               $     13,288   $     23,484   $     10,460   $      5,355   $      6,020
                                           ============   ============   ============   ============   ============

LIABILITIES AND PLAN EQUITY

Withdrawals and Other Benefits Payable     $         40   $        109   $         60   $         16   $          6
ESOP Note Payable (Note 4)                           --             --             --             --             -- 
Plan Equity (Deficit)                            13,248         23,375         10,400          5,339          6,014
                                           ------------   ------------   ------------   ------------   ------------

TOTAL LIABILITIES AND PLAN EQUITY          $     13,288   $     23,484   $     10,460   $      5,355          6,020
                                           ============   ============   ============   ============   ============
<CAPTION>
                                                                                       Non-Participant
                                                    Participant Directed                 Directed
                                           ------------------------------------   -----------------------

                                            Stable                     Oryx          Oryx
                                             Value     Participant     Stock         Stock       LESOP
ASSETS                                       Fund         Loans        Fund          Fund         Fund         Total
                                           ----------   ----------   ----------   ----------   ----------    ----------
<S>                                        <C>          <C>          <C>          <C>          <C>           <C>       
Investments, at Market Value
   (Notes 1 and 2):
   Participation in:
      Short-term investment fund (cost
        approximates market value)         $       --   $       --   $       --   $       --   $       --    $       --
      Registered investment funds
        (cost $50,007)                             --           --           --           --           --        58,607
      Capital preservation fund
        (cost $53,299)                         53,299           --           --           --           --        53,299
      Oryx Energy Company common stock
        fund participant directed
        (631,333 shares; cost $8,724)              --           --       15,734           --           --        15,734
      Oryx Energy Company common stock
        fund nonparticipant directed
        (344,411 shares; cost $5,070)              --           --           --        8,524           --         8,524
      Oryx Energy Company leveraged ESOP
        common stock fund (2,465,000
        shares; cost $94,601)
        (Note 4)                                   --           --           --           --       61,035        61,035
Participant loans                                  --        5,445           --           --           --         5,445
                                           ----------   ----------   ----------   ----------   ----------    ----------

TOTAL ASSETS                               $   53,299   $    5,445   $   15,734   $    8,524   $   61,035    $  202,644
                                           ==========   ==========   ==========   ==========   ==========    ==========

LIABILITIES AND PLAN EQUITY

Withdrawals and Other Benefits Payable     $      168   $       --   $      100   $       --   $       27    $      526
ESOP Note Payable (Note 4)                         --           --           --           --       99,092        99,092
Plan Equity (Deficit)                          53,131        5,445       15,634        8,524      (38,084)      103,026
                                           ----------   ----------   ----------   ----------   ----------    ----------

TOTAL LIABILITIES AND PLAN EQUITY          $   53,299   $    5,445   $   15,734   $    8,524   $   61,035    $  202,644
                                           ==========   ==========   ==========   ==========   ==========    ==========
</TABLE>



                            (See Accompanying Notes)



                                      F-1
<PAGE>   6


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                                 BALANCE SHEET
                               DECEMBER 31, 1995
                             (THOUSANDS OF DOLLARS)

<TABLE>
<CAPTION>
                                                                         Participant Directed
                                               ------------------------------------------------------------------------
                                                                               Vanguard                      Vanguard
                                                 Vanguard                        U.S.        Vanguard      International
                                                 Balanced       Vanguard        Growth        Explorer        Growth
ASSETS                                          Index Fund     Windsor II      Portfolio        Fund         Portfolio
                                               ------------   ------------   ------------   ------------   ------------
<S>                                            <C>            <C>            <C>            <C>            <C>          
Investments, at Market Value
   (Notes 1 and 2):
   Participation in:
      Short-term investment fund (cost
        approximates market value)             $         --   $         --   $         --   $         --   $         -- 
      Registered investment funds
        (cost $41,910)                               13,284         18,239          5,989          4,968          5,347
      Capital preservation fund 
        (cost $57,533)                                   --             --             --             --             -- 
      Oryx Energy Company common
        stock fund, participant directed
        (758,412 shares; cost $13,464)                   --             --             --             --             -- 
      Oryx Energy Company common
        stock fund, non-participant directed
        (213,251 shares; cost $2,688)                    --             --             --             --             -- 
      Oryx Energy Company leveraged ESOP
        common stock fund (2,516,789
        shares; cost $96,408) (Note 4)                   --             --             --             --             -- 
      Participant loans                                  --             --             --             --             -- 
Cash and receivables                                     --             --             --             --             -- 
                                               ------------   ------------   ------------   ------------   ------------

TOTAL ASSETS                                   $     13,284   $     18,239   $      5,989   $      4,968   $      5,347
                                               ============   ============   ============   ============   ============

LIABILITIES AND PLAN EQUITY

Withdrawals and Other Benefits Payable         $        276   $        430   $         35   $         84   $        130
ESOP Note Payable (Note 4)                               --             --             --             --             -- 
Plan Equity (Deficit)                                13,008         17,809          5,954          4,884          5,217
                                               ------------   ------------   ------------   ------------   ------------

TOTAL LIABILITIES AND PLAN EQUITY              $     13,284   $     18,239   $      5,989   $      4,968   $      5,347
                                               ============   ============   ============   ============   ============
<CAPTION>
                                                                                           Non-Participant
                                                        Participant Directed                 Directed
                                               ------------------------------------   -----------------------

                                                Stable                     Oryx          Oryx
                                                 Value     Participant     Stock         Stock       LESOP
ASSETS                                           Fund         Loans        Fund          Fund         Fund         Total
                                               ----------   ----------   ----------   ----------   ----------    ----------
<S>                                            <C>          <C>          <C>          <C>          <C>           <C>       
Investments, at Market Value
   (Notes 1 and 2):
   Participation in:
      Short-term investment fund (cost
        approximates market value)             $       --   $        4   $       --   $       --   $       --    $        4
      Registered investment funds
        (cost $41,910)                                 --           --           --           --           --        47,827
      Capital preservation fund 
        (cost $57,533)                             57,533           --           --           --           --        57,533
      Oryx Energy Company common
        stock fund, participant directed
        (758,412 shares; cost $13,464)                 --           --       10,144           --           --        10,144
      Oryx Energy Company common
        stock fund, non-participant directed
        (213,251 shares; cost $2,688)                  --           --           --        2,852           --         2,852
      Oryx Energy Company leveraged ESOP
        common stock fund (2,516,789
        shares; cost $96,408) (Note 4)                 --           --           --           --       33,662        33,662
      Participant loans                                --        5,402           --           --           --         5,402
Cash and receivables                                   27           --           --           --           --            27
                                               ----------   ----------   ----------   ----------   ----------    ----------

TOTAL ASSETS                                   $   57,560   $    5,406   $   10,144   $    2,852   $   33,662    $  157,451
                                               ==========   ==========   ==========   ==========   ==========    ==========

LIABILITIES AND PLAN EQUITY

Withdrawals and Other Benefits Payable         $    1,108   $       --   $      153   $       --   $      100    $    2,316
ESOP Note Payable (Note 4)                             --           --           --           --       99,092        99,092
Plan Equity (Deficit)                              56,452        5,406        9,991        2,852      (65,530)       56,043
                                               ----------   ----------   ----------   ----------   ----------    ----------

TOTAL LIABILITIES AND PLAN EQUITY              $   57,560   $    5,406   $   10,144   $    2,852   $   33,662    $  157,451
                                               ==========   ==========   ==========   ==========   ==========    ==========
</TABLE>


                            (See Accompanying Notes)



                                      F-2
<PAGE>   7
                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
                      FOR THE YEAR ENDED DECEMBER 31, 1996
                             (THOUSANDS OF DOLLARS)

<TABLE>
<CAPTION>
                                                        Participant Directed
                                ---------------------------------------------------------------------
                                                            Vanguard                      Vanguard
                                 Vanguard                     U.S.        Vanguard      International
                                 Balanced      Vanguard      Growth        Explorer        Growth
ASSETS                          Index Fund    Windsor II    Portfolio        Fund         Portfolio
                                ----------    ----------    ----------    ----------    ------------
<S>                             <C>           <C>           <C>           <C>           <C>          
Additions (Deductions):
   Employee contributions       $      483    $    1,025    $      487    $      374    $        391
   Employer contributions               --            --            --            --              -- 
   Interfund transfers                (465)        2,009         2,552           166             386
   Dividend income                     589         1,654           755           300             259
   Interest income                      --            --            --            --              -- 
   Other receipts
     (disbursements)                    --            --            --            --              -- 
   Realized gain (loss) on
     investments (Note 5)              750         1,332           744           337             329
   Unrealized appreciation of
     investments (Note 5)              392         1,480           312            31             238
   Withdrawals and other
     benefit payments               (1,507)       (1,930)         (402)         (752)           (805)
   Administrative expense
     (Note 2)                           (2)           (4)           (2)           (1)             (1)
                                ----------    ----------    ----------    ----------    ------------

Net Additions (Deductions)             240         5,566         4,446           455             797

Plan Equity (Deficit),
   January 1, 1996                  13,008        17,809         5,954         4,884           5,217
                                ----------    ----------    ----------    ----------    ------------

Plan Equity (Deficit),
    December 31, 1996           $   13,248    $   23,375    $   10,400    $    5,339    $      6,014
                                ==========    ==========    ==========    ==========    ============
<CAPTION>
                                                                            Non-Participant
                                         Participant Directed                 Directed
                                ------------------------------------    ----------------------

                                 Stable                      Oryx         Oryx
                                  Value     Participant      Stock        Stock       LESOP
ASSETS                            Fund         Loans         Fund         Fund         Fund         Total
                                ---------    ----------    ---------    ---------    ---------    ---------
<S>                             <C>          <C>           <C>          <C>          <C>          <C>       
Additions (Deductions):
   Employee contributions       $   1,274    $       --    $     157    $      --    $      --    $   4,191
   Employer contributions              --            --           --        2,550           --        2,550
   Interfund transfers             (2,111)         (317)      (1,512)        (246)        (462)          --
   Dividend income                     --            --           13           --           --        3,570
   Interest income                  3,526           360           --           --           --        3,886
   Other receipts
     (disbursements)                    6            (4)          --           --           --            2
   Realized gain (loss) on
     investments (Note 5)              --            --       (2,474)         248         (985)         281
   Unrealized appreciation of
     investments (Note 5)              --            --       10,230        3,291       29,155       45,129
   Withdrawals and other
     benefit payments              (5,965)           --         (750)        (171)        (262)     (12,544)
   Administrative expense
     (Note 2)                         (51)           --          (21)          --           --          (82)
                                ---------    ----------    ---------    ---------    ---------    ---------

Net Additions (Deductions)         (3,321)           39        5,643        5,672       27,446       46,983

Plan Equity (Deficit),
   January 1, 1996                 56,452         5,406        9,991        2,852      (65,530)      56,043
                                ---------    ----------    ---------    ---------    ---------    ---------

Plan Equity (Deficit),
    December 31, 1996           $  53,131    $    5,445    $  15,634    $   8,524    $ (38,084)   $ 103,026
                                =========    ==========    =========    =========    =========    =========
</TABLE>




                            (See Accompanying Notes)




                                      F-3
<PAGE>   8
                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
                      FOR THE YEAR ENDED DECEMBER 31, 1995
                             (THOUSANDS OF DOLLARS)

<TABLE>
<CAPTION>
                                                       Participant Directed
                                -----------------------------------------------------------------
                                                          Vanguard                     Vanguard
                                 Vanguard                   U.S.       Vanguard     International
                                 Balanced     Vanguard     Growth       Explorer       Growth
ASSETS                          Index Fund   Windsor II   Portfolio      Fund        Portfolio
                                ----------   ----------   ---------    ---------    ------------
<S>                             <C>          <C>          <C>          <C>          <C>          
Additions (Deductions):
   Employee contributions       $     560    $     977    $     333    $     349    $        445
   Employer contributions              --           --           --           --              -- 
   Interfund transfers                 (7)       2,148        1,840          630          (1,154)
   Dividend income                    502        1,044          241          380             142
   Interest income                     --           --           --           --              -- 
   Other receipts
      (disbursements)                   1            1           --           --              -- 
   Realized gain (loss) on
      investments (Note 5)            194          318          195           83              73
   Unrealized appreciation
      of investments (Note 5)       2,260        3,296          893          441             509
   Withdrawals and other
      benefit payments             (1,417)      (1,934)        (524)        (289)           (808)
   Administrative expense
      (Note 2)                         (2)          (2)          (1)          (1)             (1)
                                ---------    ---------    ---------    ---------    ------------

Net Additions (Deductions)          2,091        5,848        2,977        1,593            (794)

Plan Equity (Deficit),
   January 1, 1995                 10,917       11,961        2,977        3,291           6,011
                                ---------    ---------    ---------    ---------    ------------

Plan Equity (Deficit),
    December 31, 1995           $  13,008    $  17,809    $   5,954    $   4,884    $      5,217
                                =========    =========    =========    =========    ============
<CAPTION>
                                                                            Non-Participant
                                         Participant Directed                 Directed
                                ------------------------------------    ----------------------

                                 Stable                      Oryx         Oryx
                                  Value     Participant      Stock        Stock       LESOP
ASSETS                            Fund         Loans         Fund         Fund         Fund         Total
                                ---------    ----------    ---------    ---------    ---------    ---------
<S>                             <C>          <C>           <C>          <C>          <C>          <C>       
Additions (Deductions):
   Employee contributions       $   1,815    $       --    $     158    $      --    $      --    $   4,637
   Employer contributions              --            --           --        2,805           --        2,805
   Interfund transfers             (1,596)         (473)        (655)          (4)        (729)          --
   Dividend income                     --            --           --           --           --        2,309
   Interest income                  4,355           343           10           --            3        4,711
   Other receipts
      (disbursements)                   5            --           28           (5)          --           30
   Realized gain (loss) on
      investments (Note 5)             --            --       (1,965)          14       (2,884)      (3,972)
   Unrealized appreciation
      of investments (Note 5)          --            --        3,430          163        6,784       17,776
   Withdrawals and other
      benefit payments             (9,275)         (217)      (1,162)        (121)        (652)     (16,399)
   Administrative expense
      (Note 2)                        (46)           --          (12)          --           --          (65)
                                ---------    ----------    ---------    ---------    ---------    ---------

Net Additions (Deductions)         (4,742)         (347)        (168)       2,852        2,522       11,832

Plan Equity (Deficit),
   January 1, 1995                 61,194         5,753       10,159           --      (68,052)      44,211
                                ---------    ----------    ---------    ---------    ---------    ---------

Plan Equity (Deficit),
    December 31, 1995           $  56,452    $    5,406    $   9,991    $   2,852    $ (65,530)   $  56,043
                                =========    ==========    =========    =========    =========    =========
</TABLE>




                            (See Accompanying Notes)


                                      F-4
<PAGE>   9
                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
                      FOR THE YEAR ENDED DECEMBER 31, 1994
                             (THOUSANDS OF DOLLARS)


<TABLE>
<CAPTION>
                                            Vanguard                   Vanguard      Vanguard
                                Fund A/     Balanced     Vanguard    U.S. Growth     Explorer
                                Fund B     Index Fund    Windsor II   Portfolio        Fund 
                               --------    ----------    ----------  -----------    ---------
<S>                            <C>         <C>           <C>          <C>           <C>      
Additions (Deductions):
   Assets transferred
     in (out)                  $(24,136)   $   14,121    $  12,486    $    2,947    $   2,861
   Employee contributions            --           566        1,040           300          346
   Employer contributions            --            --           --            --           -- 
   Interfund transfers               --        (1,424)         (66)           96          343
   Dividend income                   --           446          736            35          177
   Interest income                   --            --           --            --           -- 
   Other receipts
      (disbursements)                --            (3)          --            --           -- 
   Realized gain (loss) on
      investments (Note 5)           --          (126)         (27)            8          (11)
   Unrealized appreciation
      (depreciation) of
      investments (Note 5)           --          (512)        (822)           74         (131)
   Withdrawals and other
      benefit payments               --        (2,150)      (1,384)         (482)        (293)
   Interest expense (Note 4)         --            --           --            --           -- 
   Administrative expense
      (Note 2)                       --            (1)          (2)           (1)          (1)
                               --------    ----------    ---------    ----------    ---------

Net Additions (Deductions)      (24,136)       10,917       11,961         2,977        3,291

Plan Equity (Deficit),
   January 1, 1994               24,136            --           --            --           -- 
                               --------    ----------    ---------    ----------    ---------

Plan Equity (Deficit),
    December 31, 1994          $     --    $   10,917    $  11,961    $    2,977    $   3,291
                               ========    ==========    =========    ==========    =========
<CAPTION>
                                 Vanguard
                              International     Stable                   Oryx 
                                 Growth          Value   Participant    Stock       LESOP
                                Portfolio        Fund       Loans        Fund       Fund        Total
                              -------------    --------  -----------   --------    --------    --------
<S>                            <C>             <C>         <C>         <C>         <C>         <C>     
Additions (Deductions):
   Assets transferred
     in (out)                  $      4,935    $(11,530)   $     --    $ (1,684)   $     --    $     --
   Employee contributions               549       2,048          --         171          --       5,020
   Employer contributions                --          --          --          --      11,194      11,194
   Interfund transfers                1,252         257         849        (983)       (324)         --
   Dividend income                       79          --          --          --          --       1,473
   Interest income                       --       4,829         329           2           3       5,163
   Other receipts
      (disbursements)                    --         (14)        (20)          8          --         (29)
   Realized gain (loss) on
      investments (Note 5)               21          --          --      (7,466)     (2,045)     (9,646)
   Unrealized appreciation
      (depreciation) of
      investments (Note 5)              (91)         --          --       2,249     (12,271)    (11,504)
   Withdrawals and other
      benefit payments                 (733)    (12,623)       (473)     (2,826)       (988)    (21,952)
   Interest expense (Note 4)             --          --          --          --      (8,563)     (8,563)
   Administrative expense
      (Note 2)                           (1)        (33)         --         (16)         --         (55)
                               ------------    --------    --------    --------    --------    --------

Net Additions (Deductions)            6,011     (17,066)        685     (10,545)    (12,994)    (28,899)

Plan Equity (Deficit),
   January 1, 1994                       --      78,260       5,068      20,704     (55,058)     73,110
                               ------------    --------    --------    --------    --------    --------

Plan Equity (Deficit),
    December 31, 1994          $      6,011    $ 61,194    $  5,753    $ 10,159    $(68,052)   $ 44,211
                               ============    ========    ========    ========    ========    ========
</TABLE>



                            (See Accompanying Notes)



                                      F-5
<PAGE>   10

                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                         NOTES TO FINANCIAL STATEMENTS


1.   GENERAL DESCRIPTION:

     The Oryx Energy Company Capital Accumulation Plan (Plan) is a combined
     stock bonus and employee stock ownership plan (ESOP) sponsored by Oryx
     Energy Company (Oryx Energy or Company) which became effective on November
     1, 1988. The Plan provides an individual account for each participant.
     Amounts disbursed to participants or conversions between funds are based
     solely upon amounts contributed to each participant's account adjusted to
     reflect any withdrawals and distributions, investment earnings
     attributable to such fund balances and appreciation or depreciation of the
     market value of the fund.

     This summary of information about the Plan is qualified in its entirety by
     reference to the provisions of the Plan, as amended.

     Employee Contributions

     In general, an employee may instruct the employer to contribute to the
     Plan up to five percent, in whole percentages, of base pay (Earnings) on
     either a pre-tax basis or post-tax basis. Earnings exclude such payments
     as bonuses, overtime and premium payments. An employee may also elect to
     make additional contributions of up to 10 percent of Earnings. The
     additional contributions may be on either a pre-tax basis, post-tax basis
     or any combination thereof. An employee who cannot make pre-tax
     contributions of five percent of Earnings due to certain limitations
     imposed by the Internal Revenue Code of 1986, as amended (Code), as
     described in Note 3, can nonetheless make post-tax contributions up to the
     limits imposed by the Plan, subject to the additional Code limitations
     described in Note 3.

     Employer Contributions

     The first five percent of employee contributions are matched by the
     Company at 110 percent up to the first $50,000 of employee Earnings and at
     100 percent thereafter (Employer Contributions). From time to time, the
     Company also contributes additional amounts when necessary to meet the
     loan repayment requirements on the ESOP Notes described in Note 4.

     Vesting Rights

     Participants are immediately 100 percent vested in their account balances
     derived from Company contributions, employee contributions and any amounts
     rolled-over to the Plan from another eligible retirement plan.

     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 the Employee Retirement
     Income Security Act of 1974 (ERISA). F-




                                      F-6
<PAGE>   11

                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     Participant Investment Programs

     Employee contributions and certain employer contributions are invested by
     the trustee as directed by participants. Participants make investment
     elections to have their contributions invested in any combination of the
     seven funds listed below in increments of one percent. In addition,
     participants may convert past investments into any of the seven funds by
     making fund transfers. These fund conversions may be made in one percent
     increments. A portion of each fund is maintained in short-term investments
     for administration of the fund. Effective January 1, 1994, Vanguard
     Fiduciary Trust Company (Vanguard) replaced Bankers Trust Company as the
     trustee for investment activity. In connection with this change, Funds A
     and B were replaced by five mutual funds offered by Vanguard. Funds C, D,
     ESOP and L remained essentially unchanged, but were renamed. Additionally,
     Fund D and Fund ESOP were merged into the Oryx Stock Fund.

     As of January 1, 1994, participants had the option of investing their
     contributions in any of the following funds:

     Vanguard Balanced Index Fund: Employs two investment strategies--balancing
     and indexing--in seeking to provide both current income and the potential
     for capital growth. The fund attempts to replicate, with respect to 60
     percent of its net assets, the performance of the Wilshire 5000 Index, a
     broad-based barometer of the U.S. stock market. With respect to the
     remaining 40 percent of its net assets, the fund attempts to replicate the
     performance of the Lehman Brothers Aggregate Bond Index, a recognized
     benchmark of the U.S. bond market.

     Vanguard Windsor II: Pursues a growth and income strategy that emphasizes
     stocks with price-earnings ratios lower than the market and dividend
     yields higher than the market. The fund's advisors employ both fundamental
     and quantitative analysis to identify stocks for purchase.

     Vanguard U.S. Growth Portfolio: Invests in stocks of seasoned companies
     based in the U.S. The portfolio emphasizes growth companies with strong
     market positions, reasonable financial strength and relatively low
     sensitivity to changing economic conditions.

     Vanguard Explorer Fund: Invests in the stock of small or unseasoned
     companies--generally with a market value between $75 million and $200
     million--that are deemed to offer favorable prospects for growth.

     Vanguard International Growth Portfolio: Invests in non-U.S. equity
     securities selected for long-term capital appreciation potential. The
     portfolio tends to be widely diversified geographically, with assets
     invested in as many as 30 foreign stock markets.

     Stable Value Fund (Formerly Fund C): Seeks to provide relatively stable
     returns, current income and preservation of principal by investing in high
     credit-quality instruments. The fund holds investment contracts issued by
     insurance companies (GICs), investment contracts backed by U.S. Government
     obligations and high credit-quality corporate bonds (including mutual
     funds that invest in such obligations).


                                      F-7
<PAGE>   12

                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     As of December 31, 1996 the Stable Value Fund was comprised of the
     following:

<TABLE>
<CAPTION>
                                                    Effective      
                                                      Annual         Percent of           
                                                     Interest        Investment           
                                                       Rate        Fund Value at      Last 
                                                     (Net of        December 31,    Maturity
                          Company                    Expenses)          1996          Date
                          -------                 -------------   ---------------   --------
<S>                                                    <C>               <C>        <C>
     Insurance/Bank Contracts
     ---------------------------------------------
     John Hancock                                      6.05%             9.31%      6/30/00
     American International Life Assurance 
       Company of New  York                            5.36%             8.23       7/31/98
     Bankers Trust Company  - FNMA                     7.81%             1.90       6/25/97
     Hartford Life Insurance Company                   6.60%             6.55       12/1/97
     Morgan Guarantee Trust Company                    5.91%            20.14           *
     New York Life Insurance Company                   7.92%             5.57       3/31/98
     The Prudential Insurance Company of America       9.42%             9.54       8/15/97
     Deutsche Bank                                     6.33%             9.47       6/30/00
     Rabobank                                          5.85%             9.64       3/31/99
                                                                  -----------
                                                                        80.35
     Other
     ---------------------------------------------
     VCI Money Market Prime                            5.19%            19.65           *
                                                                  -----------

                                                                       100.00%
                                                                  ===========
</TABLE>

     * At any time, either party may terminate the agreement by giving written
       notice.

     Oryx Stock Fund: Invests in Oryx Energy Company common stock, par value $1
     per share (Oryx Common Stock). Cash contributions directed for investment
     in this fund are used by Vanguard, as trustee, to purchase Oryx Common
     Stock on securities exchanges and from Oryx Energy, individual
     stockholders, the trustee of the Oryx Energy Company Retirement Plan or
     any other bona fide offeror of such Oryx Common Stock, at the lowest price
     obtainable at the time.

     Investment of Employer Contributions

     Effective January 1, 1995, Employer Contributions may be made in the form
     of shares of Company stock. These Employer Contributions are made to the
     Oryx Stock Fund and are reported as non-participant directed.

     All Employer Contributions made in cash (Cash Contributions) are invested
     in the LESOP Fund (formerly Fund L), a fund primarily invested in Oryx
     Common Stock and held in trust by State Street Bank and Trust Company.
     Cash Contributions are made in such amounts as are necessary to fund
     quarterly loan payments on the ESOP Notes (no amounts due in 1996 and
     1995, see Note 4). These Cash Contributions, along with any dividends paid
     on the shares acquired with the loan proceeds, are used by the Plan to
     repay the principal and interest on the original $110 million ESOP loan.
     As loan payments are made, shares held in the unallocated account are
     released and allocated (or credited) to individual employee accounts. The
     number of shares released after each loan payment is based on the ratio of
     the current loan payment to the sum of all future loan payments. The
     shares released are allocated proportionally to individual employee
     accounts based on the amount of each employee's Employer Contribution
     relative to total Employer Contributions. Participants also receive an
     allocation of shares representing any dividends due on shares held in
     their accounts.

     Employer Contributions made in the form of Company stock are included in
     the Non-Participant Directed Oryx Stock Fund. During 1996 and 1995, all
     Employer Contributions were made in the form of Company stock. During
     1994, all Employer Contributions were made in cash.



                                      F-8
<PAGE>   13


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     Investment of Fund Earnings

     Generally, earnings from dividends and interest on each of the funds are
     retained by the trustee and reinvested in the same fund. Participants may
     elect to receive any dividends on certain Oryx Common Stock held in the
     Oryx Stock Fund from Employer Contributions made prior to August 1, 1989.

     Participant Loans

     Participants may obtain loans from their account balances in any of the
     Vanguard Funds and/or the Participant Directed Oryx Stock Fund of the
     Plan. Participant loans are administered in accordance with the provisions
     of Code Section 72(p) and Department of Labor (DOL) Regulation Section
     2550.408b-1. The loan amount may be up to 50 percent of a participant's
     available balance, subject to a maximum of $50,000. The loan bears
     interest based on the prime rate in effect on the first day of the month
     in which the loan is applied for plus one percent. Personal loans may have
     a term of up to five years and residential loans up to 15 years. Both the
     principal and interest portions of loan repayments are reinvested in the
     participant's accounts in accordance with his current investment
     elections. Defaults on loan repayments are treated as distributions.

     Investment Program Participants

     There were 1,414, 1,440 and 1,654 participants at December 31, 1996, 1995
     and 1994, respectively, who participated in one or more of the funds.
     Participant accounts in each of the funds at December 31 were as follows:

<TABLE>
<CAPTION>
                                                      1996     1995     1994
                                                     ------   ------   ------
<S>                                                   <C>      <C>      <C>  
          Balanced Index Fund                           652      691      772
          Windsor II                                    831      788      809
          U.S. Growth Portfolio                         586      491      441
          Explorer Fund                                 487      473      469
          International Growth Portfolio                573      570      684
          Stable Value Fund                             995    1,109    1,277
          LESOP Fund                                    839      895    1,247
          Oryx Stock Fund                             1,167    1,248    1,176
</TABLE>

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

     The Plan utilizes the accrual basis of accounting and has a fiscal year
     end of December 31.

     Investments

     The valuation of the Plan's investments in all funds is based on the
     market value of the assets held in the funds. The Plan's relative interest
     in the investment funds underlying the Vanguard Funds is determined on a
     unit-method basis. The valuation of the Vanguard Funds is based on the
     closing market price of the assets which comprise the funds on the last
     business day of the plan year. Investments in the Stable Value Fund are
     carried at contract value (which equals original cost plus accrued
     interest less any distributions). The valuation of common stock in the
     Oryx Stock Fund and the LESOP Fund is based on the closing market price as
     reported on the New York Stock Exchange on the last business day of the
     plan year. Purchases and sales of securities are reflected on the
     trade-date basis. Dividend income is recognized on the ex-dividend date.



                                      F-9
<PAGE>   14


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     Gains and losses on disposition of investments are determined using
     historical average cost. The DOL requires realized and unrealized gains
     and losses to be determined using the investment value at the beginning of
     the plan year (referred to as the "current value method") rather than the
     historical cost basis. Accordingly, the realized gain on investments and
     unrealized appreciation of assets as reported on the Form 5500 Annual
     Return/Report of Employee Benefit Plan of $5,030,000 and $40,380,000,
     respectively, are different than those reported on the Statements of
     Income and Changes in Plan Equity, of $281,000 and $45,129,000,
     respectively.

     Financial Instruments

     Statement of Financial Accounting Standards No. 107, "Disclosures About
     Fair Value of Financial Instruments," requires disclosures about fair
     value for all financial instruments in the Plan. All instruments, other
     than the investment contracts in the Stable Value Fund, are reported at
     fair value and require no additional disclosure. The fair values of
     investment contracts in the Stable Value Fund as of December 31, 1996 and
     1995 are approximately $53,811,000 and $57,897,000, respectively. Fair
     values were determined using a discounted cash flow analysis assuming
     market rates for similar contracts. However, the fair value disclosed is
     not that which would be realized due to restrictions on early redemption
     or sale of the contracts. The value of the ESOP note cannot be estimated
     because it is a special purpose loan made on non-standard terms which
     would have no value if transferred or exchanged. Participant loans are
     carried at original loan amounts less principal reductions. Such loan
     amounts approximate fair value.

     Administrative Expenses

     All expenses related to the purchase and sale of securities are paid out
     of the respective assets of such funds. All administrative expenses
     related to the LESOP Fund are paid by the Company. All other expenses
     (other than those paid by the Company) incurred in administering the Plan
     are generally charged, on a pro rata basis, to each of the respective
     funds.

     Statement Presentation

     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
     disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the reporting period. Actual results could differ from those
     estimates.

     Risks and Uncertainties

     The Plan provides for various investment options in combinations of GICs
     and mutual funds. Investments of this nature are exposed to various risks,
     such as interest rate, market and credit risks. Due to the level of risk
     associated with these types of securities, it is at least reasonably
     possible that changes in the values of investment securities will occur in
     the near term and that such changes could materially affect participants'
     account balances and the amounts reported in the statement of net assets
     available for plan benefits.



                                     F-10
<PAGE>   15


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


3.   CERTAIN FEDERAL TAX MATTERS:

     Tax Status of the Plan

     The Internal Revenue Service (IRS) issued the most recent favorable
     determination letter on May 28, 1994 stating that the Plan constitutes a
     qualified plan under Sections 401(a), 401(k) and 501(a) of the Code and
     that the Plan qualifies as an ESOP under Section 4975(e)(7). As such, the
     assets and investment gains of the Plan are exempt from Federal income tax
     under Section 501(a) of the Code. The Company is entitled to a current
     deduction on its consolidated Federal income tax return for its
     contributions to the Plan on behalf of employees. A request for the
     issuance of a new determination letter, covering 1996 and 1995 amendments,
     will be submitted to the IRS by September 15, 1997.

     Limits on Employee Contributions

     The IRS imposed limitation on employee pre-tax contributions is $9,500 for
     1996 and is subject to upward adjustment for any increases in the cost of
     living as determined under IRS regulations. The pre-tax contributions, the
     combined post-tax contributions and Employer Contributions allocated to
     participants who come within the classification of Highly Compensated
     Employees (HCEs) as defined in the Code may not exceed certain technical
     limits under Sections 401(k) and 401(m) of the Code. Generally, the
     allowable percentage of such contributions for the HCEs is dependent upon
     the percentage of contributions made by all other employees. These
     limitations may have the effect of reducing the level of contributions
     initially selected by HCEs. Total Company and employee contributions may
     also be limited by Section 415 of the Code.

     Tax Effects Upon Participants

     The Federal income tax consequences analysis which follows includes
     relevant provisions of the Tax Reform Act of 1986. Under existing income
     tax law, qualification of the Plan has the following Federal income tax
     consequences, in general:

     (a)  A participant will not be subject to tax on Employer Contributions,
          pre-tax contributions or additional employer contributions
          contributed to the Plan for his benefit, or earnings thereon, until
          such time as such amounts are distributed to him. Pre-tax
          contributions are subject to Social Security tax and are included as
          earnings to determine the participant's Social Security benefit.
          Pre-tax contributions are also used to determine the participant's
          benefit under any qualified retirement plans sponsored by the
          Company.

     (b)  Lump sum distributions of Employer Contributions, pre-tax
          contributions, including earnings thereon, and earnings on post-tax
          contributions (exclusive of any net unrealized appreciation described
          below) consisting of cash or Oryx Common Stock, upon a participant's
          retirement, death, termination of employment or the occurrence of one
          of several other qualifying events will be subject to income tax and
          possibly the additional 10 percent Federal tax described in paragraph
          (c). Certain large distributions may be partially subject to an
          additional Federal tax. Distributions may be eligible for ten-year or
          five-year forward averaging and/or limited capital gains treatment on
          pre-1974 contributions, which could significantly reduce the tax on
          the distributions. Unless otherwise elected, net realized
          appreciation on Oryx Common Stock distributed as part of a lump sum
          distribution will not be taxed upon distribution, but will be taxable
          when the recipient subsequently disposes of the Oryx Common Stock. A
          lump sum distribution or a portion thereof, excluding post-tax
          contributions, may be rolled over into an eligible retirement plan
          (including



                                     F-11
<PAGE>   16


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


          individual retirement plans), thereby deferring taxation on the
          portion rolled over until distribution from the eligible retirement
          plan. At such time, the distribution will be taxed at ordinary income
          tax rates if it is from an individual retirement plan, or possibly,
          in accordance with the special tax provisions discussed above if it
          is from an eligible retirement plan other than an individual
          retirement plan.

          If any portion of a payment to a participant is an eligible rollover
          distribution, the Plan is required by law to withhold 20 percent of
          that amount and remit it to the IRS as income tax withholding. The
          mandatory 20 percent withholding may be avoided if the eligible
          rollover distribution is paid directly from the Plan to an individual
          retirement plan or another eligible retirement plan.

     (c)  In-service Plan asset (cash or Oryx Common Stock) withdrawals of
          pre-1987 post-tax contributions are not subject to income tax.
          Withdrawals of post-1986 post-tax contributions will be deemed to be
          withdrawals of both post-1986 post-tax contributions and earnings
          thereon with the latter subject to income tax. Such in-service
          withdrawals of Employer Contributions and other employer
          contributions, including earnings thereon and earnings on post-tax
          contributions, will also be subject to income tax when withdrawn.
          Taxable amounts will be taxed at ordinary income tax rates. In
          addition, with limited exceptions, taxable withdrawals will be
          subject to an additional 10 percent Federal tax if received before
          age 59-1/2, death, early retirement before age 55 or disability.
          Certain large distributions may be partially subject to an additional
          Federal tax. Unless the participant elects otherwise, net unrealized
          appreciation will be subsequently taxed as described in paragraph
          (b).

          Oryx Stock Fund dividend distributions paid to participants, if any,
          in accordance with Code Section 404(k) are subject to income tax at
          ordinary income tax rates but are not subject to the additional 10
          percent Federal tax. Pre-tax contributions, or earnings thereon,
          cannot be withdrawn until retirement, death, termination of
          employment or the occurrence of one of several other qualifying
          events.

     (d)  If a distribution consists of an annuity, the annuity generally will
          not be taxable at the time of distribution, but amounts received
          under such annuity will be taxed at ordinary income tax rates when
          received to the extent such amounts are not deemed to be a return of
          the participant's own post-tax contributions. If one of the
          exceptions described in paragraph (c) does not apply and generally if
          the payments are not substantially equal, the taxable amounts would
          also be subject to the additional 10 percent Federal tax. If the
          annuity forms part of a lump sum distribution, it will affect the tax
          payable on the distribution.

4.   ESOP NOTES:

     On August 1, 1989, the Company borrowed $110 million by privately placing
     ESOP Notes. The interest rates on the ESOP Notes range from 8.35 percent
     to 8.70 percent. The Company made an inside loan to the Plan equal to the
     proceeds from the issuance of the ESOP Notes for the purpose of acquiring
     Oryx Common Stock. The terms of the inside loan were substantially similar
     to the terms of the ESOP notes of the Company. In December 1989, the Plan
     completed the purchase of 2,864,805 shares at an average price of $38.40.
     This Oryx Common Stock is held by the Plan (LESOP Fund) in an unallocated
     suspense account. Employer Contributions have been made to the Plan, in
     cash, to fund quarterly loan repayments on the inside loan. Shares are
     released from the suspense account as the loan is repaid and are allocated
     to eligible participants. No participant contributions will be required or
     permitted in paying off the loan. 


                                     F-12
<PAGE>   17


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     During 1994, Standard & Poor's downgraded the Company's debt rating.
     Subsequently, the holders of the ESOP Notes exercised their rights to
     require the Company to repay the notes in full at par (plus a make whole
     premium).

     At December 31, 1996 and 1995, there were 2,139,234 shares of Oryx Common
     Stock with a market value of $52,946,041 and $28,612,254, respectively,
     held in the unallocated suspense account. LESOP Fund interest and any
     dividend income are used for debt service. Interest expense incurred by
     the Plan on debt with the Company was nil in 1996 and 1995 and $8,563,522
     in 1994, respectively. In accordance with a resolution of the Company's
     Compensation Committee of the Board of Directors, principal and interest
     payments on the inside note were suspended for 1996 and 1995. Accordingly,
     the Plan did not accrue interest expense related to the ESOP note during
     such periods.

     In March 1996, the Company received a private letter ruling from the IRS
     regarding certain items related to the Plan. In response to the IRS
     suggestions contained in the private letter ruling, the Compensation
     Committee determined that the Company would resume making Employer
     Contributions in cash in 1997. Those contributions will be used by the
     Plan to fund loan repayments on the inside note on a monthly basis.

5.   SUPPLEMENTAL FUND INFORMATION:

     Realized Gain (Loss) on Investments

     The realized gain (loss) on investments for each of the three years in the
     period ended December 31, 1996, were as follows:

<TABLE>
<CAPTION>
                                                  1996                                1995                     
                                   ----------------------------------    ----------------------------------    
                                               Average   Net Realized               Average   Net Realized     
                Fund               Proceeds      Cost     Gain (Loss)    Proceeds     Cost     Gain (Loss)     
     ----------------------------  --------    -------   ------------    --------   -------   -------------    
                                                           (Thousands of Dollars)                              
     <S>                            <C>         <C>      <C>              <C>        <C>         <C>           
     Balanced Index Fund            $ 4,810     $ 4,059  $        751     $ 2,885    $ 2,691     $     194     
     Windsor II                       7,288       5,956         1,332       3,523      3,205           318     
     U.S. Growth Portfolio            3,949       3,205           744       1,204      1,009           195     
     Explorer Fund                    3,517       3,180           337       1,294      1,211            83     
     International Growth             2,967       2,638           329       2,716      2,643            73     
          Portfolio                                                                                            
     LESOP Fund                         723       1,708          (985)     15,976     18,860        (2,884)    
     Oryx Stock Fund                 16,873      19,100        (2,227)      4,796      6,747        (1,951)    
                                                         ------------                            ---------     
                                                                                                               
     Total realized gain (loss)                          $        281                            $  (3,972)    
                                                         ============                            =========     
</TABLE>


<TABLE>
<CAPTION>
                                                                     1994                   
                                                      ------------------------------------  
                                                                   Average    Net Realized  
                Fund                                  Proceeds       Cost     Gain (Loss)   
     ----------------------------                     --------     -------    ------------  
                                                            (Thousands of Dollars)          
     <S>                                              <C>          <C>         <C>          
     Balanced Index Fund                              $ 4,370      $ 4,496     $   (126)    
     Windsor II                                         3,121        3,148          (27)    
     U.S. Growth Portfolio                                994          986            8     
     Explorer Fund                                        899          910          (11)    
     International Growth                               1,684        1,663           21     
          Portfolio                                                                         
     LESOP Fund                                         7,407        9,452       (2,045)    
     Oryx Stock Fund                                    8,533       15,999       (7,466)    
                                                                               --------     
                                                                                            
     Total realized loss                                                       $ (9,646)    
                                                                               ========     
</TABLE>



                                     F-13
<PAGE>   18


                 ORYX ENERGY COMPANY CAPITAL ACCUMULATION PLAN
                    NOTES TO FINANCIAL STATEMENTS, CONTINUED


     Unrealized Appreciation (Depreciation) of Investments

     The changes in unrealized appreciation (depreciation) of investments for
     each of the three years in the period ended December 31, 1996, were as
     follows:

<TABLE>
<CAPTION>
                                                         1996        1995        1994    
                                                       --------    --------    --------  
                                                             (Thousands of Dollars)      
     <S>                                               <C>         <C>         <C>       
     Beginning of Year                                 $(59,986)   $(77,762)   $(66,258) 
     Unrealized Appreciation (Depreciation) for Year     45,129      17,776     (11,504) 
                                                       --------    --------    --------  
                                                                                         
     End of Year                                       $(14,857)   $(59,986)   $(77,762) 
                                                       ========    ========    ========  
</TABLE>


     Net Asset Value Per Unit

     The December 31, 1996 net asset value for mutual fund investments was:

<TABLE>
<CAPTION>
                                                             Net Asset
                 Fund                            Units     Value Per Unit
      ----------------------------            ------------ ---------------
      <S>                                         <C>             <C>    
      Balanced Index Fund                         951,720         $ 13.96
      Windsor II                                  980,910           23.94
      U.S. Growth Portfolio                       438,078           23.88
      Explorer Fund                                99,172           54.00
      International Growth Portfolio              365,380           16.48
</TABLE>

6.   PLAN AMENDMENTS:

     Effective January 1, 1997, Company matching contributions will be based on
     several factors, including participant contributions, the market value of
     Oryx common stock and a new LESOP share release schedule (the schedule of
     shares released under the LESOP loan agreement from the unallocated
     suspense account--Note 4).

     Participants will receive the greater of:

     o    The number of shares equal to a 110%-100% match, priced at the market
          value or,

     o    The pro rata number of shares scheduled to be released from the
          LESOP.


                                     F-14
<PAGE>   19
                                                                      EXHIBIT a



                       CONSENT OF INDEPENDENT ACCOUNTANTS




We consent to the incorporation by reference in the Registration Statement of
the Oryx Energy Company Capital Accumulation Plan on Form S-8 (Registration No.
33-24918) of our report dated May 30, 1997 included in this Form 11K, on our
audits of the financial statements of the Oryx Energy Company Capital
Accumulation Plan as of December 31, 1996 and 1995 and for each of the three
years in the period ended December 31, 1996.




                                        /s/ COOPERS & LYBRAND L.L.P.



Dallas, Texas
May 30, 1997