<PAGE>
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------
                                   FORM 10-K
(MARK ONE)
 
<TABLE>
<S>          <C>
/X/          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
             SECURITIES EXCHANGE ACT OF 1934
                        FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995
                                            OR
/ /          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
             SECURITIES EXCHANGE ACT OF 1934
 
                     FOR THE TRANSITION PERIOD FROM ------------- TO -------------
</TABLE>
 
                          COMMISSION FILE NO. 1-10053
                           --------------------------
                              ORYX ENERGY COMPANY
 
             (Exact name of Registrant as specified in its charter)
 
<TABLE>
<S>                                      <C>
               DELAWARE                         23-1743284
    (State or other jurisdiction of          (I.R.S. employer
    incorporation or organization)        identification number)
            13155 NOEL ROAD                     75240-5067
             DALLAS, TEXAS
    (Address of principal executive             (Zip code)
               offices)
</TABLE>
 
              Registrant's telephone number, including area code:
                                 (214) 715-4000
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
 
<TABLE>
<CAPTION>
                                                                           Name of Each Exchange
                  Title of Each Class                                       on Which Registered
--------------------------------------------------------  --------------------------------------------------------
<S>                                                       <C>
               COMMON STOCK, $1 PAR VALUE                                 NEW YORK STOCK EXCHANGE
             8% NOTES DUE OCTOBER 15, 2003                                NEW YORK STOCK EXCHANGE
           8 1/8% NOTES DUE OCTOBER 15, 2005                              NEW YORK STOCK EXCHANGE
 7 1/2% CONVERTIBLE SUBORDINATED DEBENTURES DUE MAY 15,                   NEW YORK STOCK EXCHANGE
                          2014
</TABLE>
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
 
   MEDIUM TERM NOTES, SERIES A DUE FEBRUARY 1, 1996 THROUGH FEBRUARY 1, 2002
                          9.30% NOTES DUE MAY 1, 1996
                          10% NOTES DUE JUNE 15, 1999
                       9 1/2% NOTES DUE NOVEMBER 1, 1999
                          10% NOTES DUE APRIL 1, 2001
 
    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  X
 
    Indicate  by check  mark whether  the Registrant  (1) has  filed all reports
required to be filed by  Section 13 or 15(d) of  the Securities Exchange Act  of
1934  during  the preceding  12  months (or  for  such shorter  period  that the
Registrant was required to file such reports), and (2) has been subject to  such
filing requirements for the past 90 days. Yes _X_  No ____
 
    The  aggregate market  value of  voting stock  held by  nonaffiliates of the
Registrant as of March 1, 1996, was approximately $1,333 million.
 
    The number of shares of Common Stock, $1 par value, outstanding as of  March
1, 1996, was 104,566,704.
 
    Selected  portions of the Oryx Energy  Company Annual Report to Shareholders
to the fiscal  year ended  December 31, 1995  are incorporated  by reference  in
Parts I, II, and IV of this Form 10-K.
 
    Selected  portions of  the Oryx  Energy Company  definitive Proxy Statement,
which will be filed with the Securities and Exchange Commission within 120  days
after  December 31, 1995, are incorporated by reference in Part III of this Form
10-K.
 
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
 
                                  CERTAIN ABBREVIATIONS AND OTHER
                                    MATTERS
 
      As used  herein  and with  the  Oryx  Energy Company  Annual  Report  to
  Shareholders  for the  Fiscal Year Ended  December 31,  1995 incorporated by
  reference in Parts I, II and IV of this Form 10-K, the following terms  have
  specific meanings:
 
<TABLE>
<C>        <S>                                     <C>        <C>
        m  thousand                                       mm  million
      bbl  barrel                                         mb  thousand barrels
      mmb  million barrels                               mcf  thousand cubic feet
     mmcf  million cubic feet                            bcf  billion cubic feet
       eb  equivalent barrel                             meb  thousand equivalent barrels
      b/d  barrels per day                              mmeb  million equivalent barrels
      WTI  West Texas Intermediate spot price         mmcf/d  million cubic feet per day
     ED&A  exploration, development and                   HH  Henry Hub spot price
           acquisition
                                                        FD&A  finding, development and
                                                              acquisition
</TABLE>
 
      Natural gas equivalents are determined under the relative energy content
  method  by using the ratio  of 6 mcf of  natural gas to 1  bbl of crude oil,
  condensate or natural gas liquids.
 
      With respect to information on  the working interest in wells,  drilling
  locations and acreage, "net" oil and gas wells, drilling locations and acres
  are  determined by  multiplying the whole  numbers by  the Company's working
  interest.
<PAGE>
                                     PART I
 
ITEMS 1. AND 2.  BUSINESS AND PROPERTIES
 
GENERAL
 
    Oryx Energy Company (together with its consolidated subsidiaries, unless the
context  otherwise requires, Company) engages in the oil and gas exploration and
production business. The  Company has a  strong base of  U.S. and  international
reserves  and production in the Gulf of  Mexico, the southwestern U.S., the U.K.
North Sea,  Ecuador  and Kazakstan.  It  also has  exploration  and  development
projects  in the Gulf  of Mexico, the  U.K. North Sea,  Kazakstan, Australia and
Algeria. The Company also had producing assets in Indonesia and Gabon which were
sold in 1995. The Company's business  in the United States is conducted  through
Sun  Energy Partners, L.P.  (Partnership), of which the  Company is the Managing
General Partner and owns a 98 percent interest.
 
    In 1995, the Company implemented a plan which refocused strategic direction,
significantly reduced  debt, restored  profitability and  set the  Company on  a
course  for sustained long-term growth in  cash flow. The Company reoriented its
strategic direction by changing the nature of its capital investing program. The
Company is emphasizing lower-risk and shorter cycle-time prospects. The U.S.  is
the centerpiece of the Company's investment strategy for the foreseeable future,
supplemented by a measured and focused international program. Investing has been
supported  by proven technology.  Major development programs  will be funded and
opportunities around existing fields will be exploited. Exploration spending  is
directed  toward areas of  proven success, and  overall exploration spending has
been decreased. The  Company emphasizes  projects that  generate near-term  cash
flow and de-emphasizes entry into new countries. The primary geographic focus of
both exploration and development spending is the Gulf of Mexico.
 
    For  the  five years  1991 through  1995,  the Company's  average production
replacement rate was 92 percent at a cost of $5.04 per eb. In 1995, the  Company
replaced 67 percent of its production at $5.86 per eb.
 
    The  Company determines its ED&A investing plans primarily based on the cash
flow that it expects  to generate. For 1995,  the Company invested $300  million
for  ED&A programs. The  Company plans to invest  approximately $420 million for
ED&A in  1996,  with the  primary  emphasis being  near-term  volume  additions,
primarily  in the Gulf of Mexico. The Company is basing its 1996 investing plans
on oil and gas spot prices averaging $18.00 per barrel (WTI) and $1.80 per mmbtu
(H H). The  Company's cash  flow available for  investment will  continue to  be
affected  by prevailing oil and gas prices, costs and volumes. In 1995, about 22
percent of the Company's  total ED&A investing was  on exploration and about  78
percent  on development. About 73 percent of total ED&A outlays were made in the
U.S., and this will remain at 73 percent in 1996.
 
PROVED RESERVES
 
    As of December 31,  1995, the Company's estimated  proved reserves were  344
mmb of liquids and 1,323 bcf of natural gas which represents an aggregate of 564
mmeb  of reserves.  The Company's  liquids reserves  were located  in the United
States (60 percent), the United Kingdom (29 percent) and other foreign countries
(11 percent). The  Company's natural  gas reserves  were located  in the  United
States  (98 percent) and the United Kingdom (2 percent). More information on the
estimated quantities of proved oil and gas reserves, proved developed  reserves,
and  the  Standardized Measure,  are  presented in  the  "Consolidated Financial
Statements  --  Supplementary  Financial  and  Operating  Information"  in   the
Company's  1995 Annual  Report to  Shareholders. The  Company files  oil and gas
reserve estimates with various governmental regulatory authorities and agencies,
the variability of which does not exceed 5 percent.
 
ASSET SALES
 
    In July 1995, the  Company completed the  sale of all of  its assets in  the
Alba  field in  the U.K. North  Sea for  cash consideration of  $270 million. In
November 1995, the Company sold its interest  in Block 48/15a in the U.K.  North
Sea   for  $120  million.  Assets  sold  included  the  Company's  33.7  percent
 
                                       2
<PAGE>
interest in the Audrey field; its  estimated 10 percent interest in the  Galleon
field;  and its undetermined interest in the Ensign discovery. The sale of these
North Sea assets was part  of a series of  related asset dispositions which  the
Company  entered into in 1995 for the purpose of reducing debt. In addition, the
Company completed sales of certain U.S. oil and gas producing assets and all  of
its  assets in Indonesia and  Gabon. The sale of  U.S. assets occurred primarily
during the six months  ended June 30,  1995 and generated  cash proceeds of  $77
million;  the  sale of  the  Indonesian assets  occurred  in May  1995  for cash
proceeds of $67 million; and the sale  of the Gabonese assets occurred in  March
1995  for cash proceeds of $2 million. Asset dispositions, totaling $536 million
of gross proceeds, represent 138  million equivalent barrels of proved  reserves
and 43 thousand average equivalent barrels of production per day.
 
OFFSHORE UNITED STATES
 
    The  Company  emphasizes projects  that  generate near-term  cash  flow. The
Company has  identified the  Gulf of  Mexico as  the cornerstone  of its  growth
strategy.
 
    The  Company has significant presence in the Gulf of Mexico with an interest
in 115 blocks in various stages of exploration, development and production.  The
Company  has an interest in 36 producing platforms, 17 of which it operates. The
Company also holds interests in various offshore pipelines and facilities.
 
    EXPLORATION
 
    As of December 31, 1995, the Company held 275 thousand net undeveloped acres
offshore, as compared to 344 thousand as  of December 31, 1994. Of the 115  Gulf
of  Mexico blocks in which the Company  owns an interest, 71 are undeveloped. In
1995, the Company spent $5 million to acquire interests in seven blocks.
 
    As of December 31, 1995, one exploratory well was being drilled. The Company
drilled 6 gross (3 net) exploratory wells  offshore in 1995 and 4 gross (3  net)
in 1994. Of the wells drilled in 1995, 2 gross (1 net) wells were successful.
 
    PRODUCTION AND DEVELOPMENT
 
    Average daily production of crude oil and condensate offshore was 16, 10 and
9 mbbls in 1995, 1994 and 1993. Average daily production of natural gas offshore
was 180, 203 and 193 mmcf in 1995, 1994 and 1993.
 
    The  Company owns a 100 percent interest  in the High Island A-576 block. In
1994, the HI A-576 #1  discovery well encountered 168 feet  of net pay from  the
Lower  Pleistocene sands. The well  is located 110 miles  off the Texas coast in
290 feet of water and is 20 miles southwest of the Company's discoveries at High
Island 379 and 385. This development, which has been named the Sherman  Project,
began production in December 1995. Peak production was 7 meb per day.
 
    The  Company owns a 100  percent interest in the  four-block High Island 384
unit. The High Island 384 unit is composed  of blocks 378, 379, 384 and 385  and
is  located approximately 112 miles off the Texas coast in water with an average
depth of 360  feet. In  1993, the  Company announced  an oil  discovery in  High
Island 379 which encountered 179 feet of oil pay. In the early part of 1994, the
Company  announced an oil and gas discovery  in High Island 385. The High Island
385 discovery encountered 80  feet of net pay.  This new development, which  has
been named the Patton Project, began production in January 1995 and in September
achieved the expected peak production of 20 meb per day.
 
    Late  in 1995, the Company confirmed the presence of natural gas reserves in
a previously untested area of the High  Island 384 Unit. The High Island 385  #3
well encountered 158 feet of net gas pay. Two subsequent delineation wells found
the same pay interval in nearby fault blocks. In the second phase of Patton, the
Company  will install a  platform in 360 feet  of water and  develop the new gas
reservoir. First production from phase II  is expected by the fourth quarter  of
1996 with gross peak production estimated to be 30-40 mmcf per day.
 
                                       3
<PAGE>
    In  early  1995, the  Company confirmed  the presence  of hydrocarbons  in a
previously untested fault block on the Garden Banks 260 discovery in the Gulf of
Mexico. The Garden Banks (GB) 215 #2 well, which drilled a new fault block about
two  miles  north  of  the  original  discovery  well  on  GB  260,  encountered
approximately  170 feet of  net pay. The  GB 259 #2  well was then  drilled as a
side-track, and  encountered over  115 feet  of new  pay in  the same  reservoir
sands.  A total of nine  successful wells have been drilled  in the GB 260 area.
The most  recent  well,  GB 216  #2,  encountered  150 feet  of  net  pay.  This
development,  which has  been named the  Baldpate Project, is  in federal waters
offshore Louisiana in  water depths of  approximately 1,700 feet.  In 1995,  the
Company entered into a plan of development to install a compliant tower platform
and  processing facility. The  Company expects to begin  production in 1998 with
gross peak  production of  50-60 meb  per day.  The Company  owns a  50  percent
interest in a four-block area.
 
    In 1995, the Company approved a plan for the development of Viosca Knoll 826
which  lies 80  miles off the  Alabama coast in  water depths of  1,500 to 2,500
feet. This development has been named  the Neptune Project. First production  is
anticipated  in 1997 with  a gross peak rate  of 24-30 meb  per day. The Company
operates the four-block Viosca  Knoll unit and owns  a 50 percent interest.  The
project  will utilize a new type of  floating production facility called a spar.
The spar is  a cylindrical-shaped vessel  which floats in  a vertical  position,
similar  to a  buoy. Production  risers will be  routed through  the cylinder to
allow the spar to  float around them.  The field will  be developed in  multiple
phases with the spar being moved from location to location. In 1994, the Company
exchanged  its interest  in an  undeveloped block  in the  Gulf of  Mexico for a
royalty interest in Viosca Knoll 826.
 
    As of December 31, 1995, the Company was drilling 12 gross (7 net)  offshore
development  wells.  The Company  drilled 14  gross  (11 net)  development wells
offshore in 1995 and  16 gross (6  net) in 1994.  All of the  14 gross (11  net)
development wells drilled in 1995 were successful.
 
ONSHORE UNITED STATES
 
    The  onshore area continues to be  a major contributor of production volumes
and cash  flow  with  relatively  modest reinvestment  needs.  The  Company  has
interests  in  60 major  onshore fields  in  five states  and operates  about 75
percent of its production. In addition,  the Company has increased its  drilling
activity to more rapidly exploit its onshore asset portfolio.
 
    The  Company is applying 3-D technology  creating opportunities in new fault
blocks and deeper  pool horizons  which provide  new volumes.  To optimize  cash
flow,  the Company will continue to  exploit its waterflood operations. The U.S.
onshore will be managed for maximum cash flow generation.
 
    EXPLORATION
 
    The Company drilled no  exploratory wells onshore in  1995, and at  December
31, 1995, none were being drilled.
 
    PRODUCTION AND DEVELOPMENT
 
    Average  daily production of crude oil and condensate onshore was 30, 38 and
47 mb in  1995, 1994 and  1993. The decrease  in 1995 crude  oil and  condensate
production  compared to 1994 and  in 1994 compared to  1993 was due primarily to
asset sales and  normal declines. Average  daily net production  of natural  gas
onshore was 288, 335 and 330 mmcf in 1995, 1994 and 1993.
 
    As  of December 31, 1995,  the Company was drilling  or participating in the
drilling of 34 gross (29  net) development wells onshore.  Of the 132 gross  (89
net)  development wells  drilled onshore  during 1995,  121 gross  (80 net) were
successful.
 
UNITED KINGDOM
 
    The U.K. North Sea provides a strong  stream of earnings and cash flow  with
relatively  modest reinvestment needs. This is  important for the funding of the
Company's plans in other strategic areas.
 
    In 1995, the  Company initiated significant  cost-reduction measures at  its
operated  fields. As a result, the Company  expects an overall reduction of U.K.
production costs in 1996.
 
                                       4
<PAGE>
    Drilling activities are concentrated on infield and near-field opportunities
near existing infrastructure. In total, the Company has an interest in 29 blocks
in the North Sea.
 
    EXPLORATION
 
    The Company held 212 thousand net undeveloped  acres in the North Sea as  of
December 31, 1995, compared to 266 thousand net undeveloped acres as of December
31, 1994.
 
    In  1995, the Company drilled no exploratory  wells in the North Sea, and at
December 31, 1995, none were being drilled.
 
    PRODUCTION AND DEVELOPMENT
 
    The Company's producing fields set forth in the table below, are located  in
the northern sector of the North Sea.
 
    As  of December 31, 1995,  the Company was drilling  or participating in the
drilling of 4  gross (1 net)  development well in  the North Sea.  All of the  8
gross (2 net) development wells drilled in the U.K. in 1995 were successful.
 
    The  Company's average daily  net production of crude  oil and condensate in
the United Kingdom was 55, 54 and 35 mb during 1995, 1994 and 1993. The increase
in production  in 1994  was due  to the  acquisition of  additional interest  in
Ninian, the exchange for additional interests in Hutton, Lyell and Murchison and
the results of development drilling. Average daily production of natural gas was
50,  62  and 80  mmcf during  1995, 1994  and  1993. The  decrease in  net daily
production of natural gas in 1995 and  1994 was due to reduced takes by  British
Gas plc and asset sales.
 
    The  following  table sets  forth  the North  Sea  producing fields  held at
December 31, 1995 and their net daily production:
 
<TABLE>
<CAPTION>
                                                                             1995 NET DAILY
                                                                 PERCENT       PRODUCTION
PRODUCING FIELDS                                    OIL/GAS     OWNERSHIP         (MEB)
-------------------------------------------------  ---------  -------------  ---------------
<S>                                                <C>        <C>            <C>
Dunlin...........................................     Oil            14.4               5
Hutton...........................................     Oil            44.3              10
Murchison........................................     Oil            51.8               9
Ninian...........................................     Oil            29.5              17
Lyell............................................   Oil/Gas          66.6               7
Strathspey.......................................   Oil/Gas           6.5               3
</TABLE>
 
    The Company also receives tariff income on production from several satellite
fields that produce through the Ninian facilities.
 
    In early 1994, the Company began producing oil from the Alba field. Alba  is
located on Block 16/26 in the central sector of the North Sea. The Company owned
a 15.5 percent interest in the field which it sold in 1995.
 
    In  the third  quarter of  1994, the Company  exchanged its  interest in the
undeveloped Britannia field for  additional interests in  the Hutton, Lyell  and
Murchison producing fields and $40.4 million in cash. This transaction increased
near-term production volumes and considerably reduced future development capital
expenditures.  Effective January 9, 1995, the  Company took over operatorship of
the Hutton, Lyell and  Murchison fields. In late  1994, the Company completed  a
development  well for 20 mb gross per day in a newly discovered extension to the
Hutton field. The well encountered in excess of 150 feet of net pay in the Brent
sandstone.
 
    In the fourth  quarter of  1994, the Company  began producing  gas from  the
Galleon  field at a net of  19 mmcf per day. Galleon  is located in the southern
portion of the North Sea.  The Company had a 10  percent interest in the  field,
subject to unitization, which it sold in 1995.
 
                                       5
<PAGE>
    In  addition, the Company  has interests in and  receives tariff income from
North Sea transportation systems, terminal storage facilities and certain  other
related income producing assets, including the Brent and Ninian Pipeline Systems
and the Sullom Voe Terminal in the Shetland Islands.
 
OTHER FOREIGN
 
    In 1995, the Company sold all its interests in Indonesia and Gabon.
 
    In  1995, the  Company had producing  interests in Ecuador  where the Gacela
field began producing in  1993. Also development of  the Jaguar and Mono  fields
has begun. The Company is conducting geophysical work on Block 21 in Ecuador.
 
    During 1994, the Company signed two oil and gas agreements with the Republic
of  Kazakstan. The agreements involve  both the development of  a known field as
well as  the rights  to explore  a large  block in  western Kazakstan.  A  joint
venture  agreement  was signed  for  development of  the  Arman Field  which was
discovered in  the  1980's but  had  not  been developed.  The  Company  jointly
operates  the  venture  and  currently  holds a  50  percent  interest  with two
Kazakstani partners. The Arman Field is located in the north Buzachi  Peninsula.
In  1995, the first 380 thousand net barrels  of oil were produced and sold from
four wells in the  Arman Field. The Company  has a production sharing  agreement
for  approximately 3 million acres located east of the Arman Field. In September
1995, the Company farmed-out 50 percent of this exploration venture in  exchange
for a carry on the initial exploration phase.
 
    EXPLORATION
 
    As  of December  31, 1995, the  Company held 3,777  thousand net undeveloped
acres in other foreign properties, as compared to 5,749 thousand net undeveloped
acres as of December  31, 1994. The decrease  of 1,972 thousand net  undeveloped
acres  in 1995 as compared to 1994 is due primarily to the sale of the Company's
interests in Indonesia and the  relinquishment of a production sharing  contract
area in Algeria.
 
    The  Company drilled 1 successful gross exploratory well in 1995 in the Zone
of Cooperation between Australia and Indonesia.  The Bayu #1 discovery well  was
drilled  on ZOCA 91-13 and encountered 570 gross  feet of pay (353 net feet) and
flowed at a cumulative rate of 90 mmcf/d of gas and 5250 b/d of condensate  from
four  zones. Since then,  three successful appraisal wells  have been drilled on
the adjacent block  with results  that indicate a  consistent gas-water  contact
across  the field and similar reservoir properties. The field is estimated to be
approximately 17  miles  long  and  6  miles  wide.  Preliminary  estimates  for
recoverable reserves from the field are 3.5-4 trillion cubic feet of natural gas
and  175-200 mmb of hydrocarbon liquids  (approximately 750-850 mmeb). The field
is located 185 miles off the northern  coast of Australia in 240 feet of  water.
The Company owns 25 percent of ZOCA 91-13.
 
    At  December  31, 1995,  the Company  was drilling  or participating  in the
drilling of 1 gross exploratory well.
 
    PRODUCTION AND DEVELOPMENT
 
    The Company's average daily net production of crude oil and condensate  from
other  foreign areas was  13, 19 and 19  mb in 1995, 1994  and 1993. The average
daily production of  crude oil  and condensate  decreased in  1995, compared  to
1994,  due to the sale of Indonesia, partially offset by increased production in
Ecuador.
 
    The Company drilled 14  gross (2 net) development  wells, all of which  were
successful  in 1995. As of December 31, 1995,  the Company was in the process of
drilling or participating in the drilling of 1 gross development well.
 
                                       6
<PAGE>
PRODUCTION
 
    In 1995, the Company's production  was concentrated primarily in the  United
States  and the United Kingdom.  In 1995, the Company  produced 48 mmeb from its
properties in  the United  States, 23  mmeb from  its properties  in the  United
Kingdom, and 5 mmeb from its other foreign properties.
 
    The  following table sets  forth the Company's  average daily net production
for 1995, 1994 and 1993:
 
                          AVERAGE DAILY NET PRODUCTION
 
<TABLE>
<CAPTION>
                                                                                   YEAR ENDED DECEMBER 31
                                                                               -------------------------------
                                                                                 1995       1994       1993
                                                                               ---------  ---------  ---------
<S>                                                                            <C>        <C>        <C>
Crude & Condensate (mb):
  United States
    Onshore..................................................................         30         38         47
    Offshore.................................................................         16         10          9
                                                                                     ---        ---        ---
                                                                                      46         48         56
                                                                                     ---        ---        ---
  U.K........................................................................         55         54         35
  Other foreign..............................................................         13         19         19
                                                                                     ---        ---        ---
                                                                                      68         73         54
                                                                                     ---        ---        ---
Processed Natural Gas Liquids (mb):
  United States..............................................................          6          6          7
                                                                                     ---        ---        ---
                                                                                     120        127        117
                                                                                     ---        ---        ---
                                                                                     ---        ---        ---
Natural Gas (mmcf):
  United States
    Onshore..................................................................        288        335        330
    Offshore.................................................................        180        203        193
                                                                                     ---        ---        ---
                                                                                     468        538        523
  U.K........................................................................         50         62         80
                                                                                     ---        ---        ---
                                                                                     518        600        603
                                                                                     ---        ---        ---
                                                                                     ---        ---        ---
</TABLE>
 
ACREAGE, WELLS AND PER UNIT DATA
 
    The following table sets forth  the Company's undeveloped and developed  oil
and gas acreage (in thousands) held at December 31, 1995 and 1994:
 
                              UNDEVELOPED ACREAGE
 
<TABLE>
<CAPTION>
                                                                    GROSS                  NET
                                                             --------------------  --------------------
                                                               1995       1994       1995       1994
                                                             ---------  ---------  ---------  ---------
<S>                                                          <C>        <C>        <C>        <C>
United States
  Onshore..................................................        983      1,142        533        572
  Offshore.................................................        380        511        275        344
                                                             ---------  ---------  ---------  ---------
                                                                 1,363      1,653        808        916
U.K........................................................        605        816        212        266
Other Foreign..............................................      5,479     11,769      3,777      5,749
                                                             ---------  ---------  ---------  ---------
                                                                 7,447     14,238      4,797      6,931
                                                             ---------  ---------  ---------  ---------
                                                             ---------  ---------  ---------  ---------
</TABLE>
 
                                       7
<PAGE>
                               DEVELOPED ACREAGE
 
<TABLE>
<CAPTION>
                                                                     GROSS                  NET
                                                              --------------------  --------------------
                                                                1995       1994       1995       1994
                                                              ---------  ---------  ---------  ---------
<S>                                                           <C>        <C>        <C>        <C>
United States
  Onshore...................................................        982      1,137        551        631
  Offshore..................................................        231        244        102         97
                                                              ---------  ---------  ---------  ---------
                                                                  1,213      1,381        653        728
U.K.........................................................         72        101         36         47
Other Foreign*..............................................         58      6,113         29        831
                                                              ---------  ---------  ---------  ---------
                                                                  1,343      7,595        718      1,606
                                                              ---------  ---------  ---------  ---------
                                                              ---------  ---------  ---------  ---------
</TABLE>
 
------------------------
*The decrease in gross developed acreage is due to the sale of Indonesia.
 
    The following table sets forth the Company's exploratory and development oil
and gas wells drilled during 1995, 1994 and 1993:
 
                           EXPLORATORY WELLS DRILLED
 
<TABLE>
<CAPTION>
                                                                GROSS                             NET
                                                   -------------------------------  -------------------------------
                                                     1995       1994       1993       1995       1994       1993
                                                   ---------  ---------  ---------  ---------  ---------  ---------
<S>                                                <C>        <C>        <C>        <C>        <C>        <C>
Oil
  United States
    Onshore......................................         --         --         --         --         --         --
    Offshore.....................................          1         --          2          1         --          1
                                                         ---        ---        ---        ---        ---        ---
                                                           1         --          2          1         --          1
  U.K............................................         --         --         --         --         --         --
  Other foreign..................................         --          3          2         --         --          1
                                                         ---        ---        ---        ---        ---        ---
                                                           1          3          4          1         --          2
                                                         ---        ---        ---        ---        ---        ---
Gas
  United States
    Onshore......................................         --          1         --         --         --         --
    Offshore.....................................          1          1          1         --          1          1
                                                         ---        ---        ---        ---        ---        ---
                                                           1          2          1         --          1          1
  U.K............................................         --         --         --         --         --         --
  Other Foreign..................................          1          1         --         --          1         --
                                                         ---        ---        ---        ---        ---        ---
                                                           2          3          1         --          2          1
                                                         ---        ---        ---        ---        ---        ---
Dry
  United States
    Onshore......................................         --         --          2         --         --          2
    Offshore.....................................          4          3          4          2          2          2
                                                         ---        ---        ---        ---        ---        ---
                                                           4          3          6          2          2          4
  U.K............................................         --          1          3         --         --          1
  Other foreign..................................         --         14         11         --          3          2
                                                         ---        ---        ---        ---        ---        ---
                                                           4         18         20          2          5          7
                                                         ---        ---        ---        ---        ---        ---
      Total......................................          7         24         25          3          7         10
                                                         ---        ---        ---        ---        ---        ---
                                                         ---        ---        ---        ---        ---        ---
</TABLE>
 
                                       8
<PAGE>
                           DEVELOPMENT WELLS DRILLED
 
<TABLE>
<CAPTION>
                                                                GROSS                             NET
                                                   -------------------------------  -------------------------------
                                                     1995       1994       1993       1995       1994       1993
                                                   ---------  ---------  ---------  ---------  ---------  ---------
<S>                                                <C>        <C>        <C>        <C>        <C>        <C>
Oil
  United States
    Onshore......................................         56         27         44         41         11         29
    Offshore.....................................          7          5          4          7          2          2
                                                         ---        ---        ---        ---        ---        ---
                                                          63         32         48         48         13         31
  U.K............................................          7         20          5          2          4          1
  Other foreign..................................         14         35         36          2          4          5
                                                         ---        ---        ---        ---        ---        ---
                                                          84         87         89         52         21         37
                                                         ---        ---        ---        ---        ---        ---
Gas
  United States
    Onshore......................................         65         49         38         39         23         15
    Offshore.....................................          7          9          8          4          3          3
                                                         ---        ---        ---        ---        ---        ---
                                                          72         58         46         43         26         18
  U.K............................................          1          2         --         --         --         --
                                                         ---        ---        ---        ---        ---        ---
                                                          73         60         46         43         26         18
                                                         ---        ---        ---        ---        ---        ---
Dry
  United States
    Onshore......................................         11          4          1          9          4          1
    Offshore.....................................         --          2          4         --          1          3
                                                         ---        ---        ---        ---        ---        ---
                                                          11          6          5          9          5          4
  U.K............................................         --         --          6         --         --          1
  Other foreign..................................         --         --          2         --         --         --
                                                         ---        ---        ---        ---        ---        ---
                                                          11          6         13          9          5          5
                                                         ---        ---        ---        ---        ---        ---
      Total......................................        168        153        148        104         52         60
                                                         ---        ---        ---        ---        ---        ---
                                                         ---        ---        ---        ---        ---        ---
</TABLE>
 
    The following table sets forth the Company's gross and net producing oil and
gas wells at December 31, 1995:
 
                          PRODUCING OIL AND GAS WELLS
 
<TABLE>
<CAPTION>
                                                                          GROSS*                 NET
                                                                   --------------------  --------------------
                                                                      OIL        GAS        OIL        GAS
                                                                   ---------  ---------  ---------  ---------
<S>                                                                <C>        <C>        <C>        <C>
United States
  Onshore........................................................      3,031        812      1,696        508
  Offshore.......................................................         51        110         31         63
                                                                   ---------        ---  ---------        ---
                                                                       3,082        922      1,727        571
Foreign:
  U.K............................................................        111          3         38         --
  Other foreign..................................................         41         --         13         --
                                                                   ---------        ---  ---------        ---
    Total........................................................      3,234        925      1,778        571
                                                                   ---------        ---  ---------        ---
                                                                   ---------        ---  ---------        ---
</TABLE>
 
------------------------
*Gross  producing wells  include 136  multiple completion  wells (more  than one
 formation producing into the same well bore).
 
                                       9
<PAGE>
    The following table sets forth the Company's average revenues and production
costs per unit of oil and gas production for 1995, 1994 and 1993:
 
                 AVERAGE PER UNIT REVENUES AND PRODUCTION COSTS
 
<TABLE>
<CAPTION>
                                                                         YEAR ENDED DECEMBER 31
                                                                     -------------------------------
                                                                       1995       1994       1993
                                                                     ---------  ---------  ---------
<S>                                                                  <C>        <C>        <C>
Revenues:
  Crude and condensate (per bbl)
    U.S............................................................  $   16.44  $   14.69  $   15.96
    U.K............................................................  $   16.73  $   15.44  $   15.82
    Other foreign..................................................  $   14.51  $   14.89  $   16.91
    Worldwide......................................................  $   16.35  $   15.06  $   16.08
  Natural Gas (per mcf)
    U.S............................................................  $    1.73  $    1.87  $    1.96
    U.K............................................................  $    2.20  $    2.15  $    2.11
    Worldwide......................................................  $    1.77  $    1.90  $    1.98
 
Average production cost per unit of oil and gas production (per
 eb):*
  U.S.
    Operating costs................................................  $    3.64  $    3.96  $    3.67
    Production taxes...............................................        .72        .89        .99
                                                                     ---------  ---------  ---------
    Total production costs.........................................  $    4.36  $    4.85  $    4.66
  U.K.
    Operating costs................................................  $    6.45  $    6.13  $    7.12
    Production taxes...............................................       2.12       1.17        .51
                                                                     ---------  ---------  ---------
    Total production costs.........................................  $    8.57  $    7.30  $    7.63
  Other foreign
    Operating costs................................................  $    3.53  $    4.43  $    5.33
    Production taxes...............................................       4.95       5.71       8.50
                                                                     ---------  ---------  ---------
    Total production costs.........................................  $    8.48  $   10.14  $   13.83
  Worldwide
    Operating costs................................................  $    4.52  $    4.65  $    4.61
    Production taxes...............................................       1.43       1.39       1.46
                                                                     ---------  ---------  ---------
    Total production costs.........................................  $    5.95  $    6.04  $    6.07
</TABLE>
 
------------------------
*Excludes natural gas liquids production.
 
ASSET DISPOSITIONS
 
    Assets are managed on  a portfolio basis. The  Company will continue to  buy
and sell assets with the intention of upgrading its asset base.
 
RECOVERY METHODS
 
    During  1995, the Company  obtained 62, 37  and 1 percent  of its U.S. crude
production from primary, secondary and tertiary recovery methods. This  compares
to  55, 38 and  7 percent of its  crude oil production in  1994. At December 31,
1995, the Company participated in no major tertiary oil recovery programs.
 
    The terms  "secondary  recovery" and  "tertiary  recovery" relate  to  those
methods  used to increase the  quantity of crude oil  and condensate and natural
gas that  can be  recovered in  excess  of the  quantity recoverable  using  the
primary energy found in a reservoir. Secondary recovery methods include pressure
maintenance by waterflooding or natural gas injection.
 
                                       10
<PAGE>
MARKETING OF OIL AND GAS
 
    DISTRIBUTION
 
    In  the U.S., crude oil, condensate  and natural gas are distributed through
pipelines and/or  trucks to  traders, end  users, gatherers  and  transportation
companies  and in foreign locations by tankers  and/ or pipelines to traders and
end users.  Worldwide, sufficient  distribution systems  exist and  are  readily
available  in the  areas of  the Company's production  to enable  the Company to
effectively market  its oil  and gas.  In some  instances, the  Company owns  an
interest in these systems.
 
    CRUDE AND CONDENSATE
 
    During 1995, sales to J. Aron & Company and Chevron totaled approximately 15
and  13 percent  of the Company's  sales of  crude oil and  condensate. No other
customer purchased more than 10 percent of the Company's sales of crude oil  and
condensate.
 
    Since  most of the Company's crude and condensate is produced in areas where
there are  other buyers  offering  to purchase  at  market prices,  the  Company
believes  that the loss of any major purchaser would not have a material adverse
effect on the Company's business. In 1995, the ten largest customers,  including
J.  Aron & Company  and Chevron accounted  for approximately 59  percent of such
sales.
 
    Currently, approximately 63 percent of  domestic sales are made pursuant  to
arrangements  that are cancelable upon 30 days' written notice by the Company or
the  purchaser,  with  substantially  all  of  the  remainder  of  the  domestic
production being sold pursuant to contracts of varying terms of up to nine years
in length.
 
    The  Company markets its  foreign crude oil production,  which is sold under
short-term contracts, on a cargo lot basis.
 
    NATURAL GAS
 
    During 1995  the  Company marketed  its  natural gas  production.  Sales  of
natural  gas  into short-term  markets averaged  46 percent  of total  sales. At
year-end over 50 percent of total sales were contracted to end-users of  natural
gas  on a term basis. Contract length of these term sales agreements ranges from
three months to ten years.
 
    During the  fourth quarter  of  1995, the  Company, Apache  Corporation  and
Parker  &  Parsley  Petroleum  Company formed  Producers  Energy  Marketing, LLC
(ProEnergy). Upon commencement of full operations, which is expected to occur in
the second quarter  of 1996, ProEnergy  will purchase substantially  all of  its
members' U.S. gas production at index prices.
 
    During  1995, the Company sold its natural gas production from the North Sea
under long-term agreements with British Gas plc, which represented 12 percent of
the Company's natural gas sales for 1995.
 
    During 1995, British Gas  plc was the only  customer who accounted for  more
than  10 percent of the  Company's natural gas sales.  The ten largest customers
including British Gas plc, accounted for  approximately 24 percent of total  gas
sales during 1995.
 
    HEDGING
 
    Because  of the volatility  of oil and gas  prices, the Company periodically
enters into crude oil and natural gas hedging activities.
 
REGULATION
 
    GENERAL
 
    The oil and gas industry is subject to regulation by the public policies  of
national,  state and local governments relating to  such matters as the award of
exploration and production interests, the
 
                                       11
<PAGE>
imposition of specific drilling obligations, environmental protection  controls,
control  over the development and abandonment of a field (including restrictions
on production  and abandonment  of production  facilities) and,  in some  cases,
possible  nationalization,  expropriation,  regulatory  taking,  cancellation or
frustration of contract rights. The industry  is also subject to the payment  of
royalties  and taxes, which  tend to be  high compared to  those levied on other
commercial  activities.  The  Company  cannot  predict  the  impact  of   future
regulatory and taxation initiatives.
 
    NATURAL GAS
 
    The  natural  gas  industry  in  the  United  States  remains  under federal
regulation pursuant to the Natural Gas Act and the Natural Gas Policy Act.
 
    ENVIRONMENTAL MATTERS
 
    The Company is subject  to, and makes every  effort to comply with,  various
environmental   quality  control  regulations  of   national,  state  and  local
governments. Although environmental requirements  can have a substantial  impact
upon  the energy industry, generally these  requirements do not appear to affect
the Company  any differently  or to  any  greater or  lesser extent  than  other
exploration and production companies.
 
    The  Company has been named as a potentially responsible party (PRP) at four
sites pursuant to  the Comprehensive Environmental  Response, Compensation,  and
Liability  Act of 1980, as amended. At two  of these sites, the Company has been
named as a de minimis party and therefore expects its liability to be small.  At
a  third site, the Company is reviewing its options and anticipates that it will
participate in steering committee  activities with the Environmental  Protection
Agency  (EPA). At  the fourth and  largest site, the  Operating Industries, Inc.
site in  California,  the  Company  has participated  in  a  steering  committee
consisting  of 139 companies. The steering  committee and other PRP's previously
entered into two  partial consent decrees  with the EPA  providing for  remedial
actions  which have  been or  are to  be completed.  The steering  committee has
successfully negotiated a third  partial consent decree  which provides for  the
following  remedial actions: a clay cover,  methane capturing wells and leachate
destruction facilities.  The remaining  work at  the site  involves  groundwater
evaluation and long-term operation and maintenance.
 
    Based  on the facts outlined above and the Company's ongoing analyses of the
actions where it has been identified as a PRP, the Company believes that it  has
accrued sufficient reserves to absorb the ultimate cost of such actions and that
such  costs will not have a material  impact on the Company's liquidity, capital
resources  or  financial  condition.  While  liability  at  superfund  sites  is
typically  joint and several, the Company has no reason to believe that defaults
by other PRPs  will result in  liability of the  Company materially larger  than
expected.
 
COMPETITION
 
    The  oil  and  gas  industry is  highly  competitive.  Integrated companies,
independent companies and individual producers and operators are active  bidders
for  desirable oil and  gas properties, as  well as for  the equipment and labor
required to  operate and  develop  such properties.  Although several  of  these
competitors  have financial  resources substantially  greater than  those of the
Company, management  believes that  the  Company is  in  a position  to  compete
effectively.
 
    The  availability of a ready market for the Company's oil and gas production
depends on numerous factors  beyond its control, including  the level of  prices
and  consumer demand, the extent  of worldwide oil and  gas production, the cost
and availability of alternative fuels, the  cost and proximity of pipelines  and
other  transportation facilities,  regulation by national  and local authorities
and the cost of compliance with applicable environmental regulations.
 
TECHNOLOGY
 
    The Company's exploration, development and production activities depend upon
the use of applied technology. In support of this, the Company has 27 engineers,
geoscientists, technicians and support personnel focusing on the technology used
in the exploration for, and development and
 
                                       12
<PAGE>
production of,  energy  resources.  The  Company's  expenditures  on  technology
activities,  including employee-related costs, were  $8 million, $11 million and
$15 million for the years 1995, 1994 and 1993, respectively.
 
THE PARTNERSHIP
 
    Since December 1, 1985, the Company  has functioned as the managing  general
partner  for, and  has conducted  its business  operations in  the United States
principally through  the  Partnership, a  Delaware  limited partnership.  As  of
December 31, 1995, the Company had a 98 percent interest in the Partnership. The
remaining  2 percent partnership interest is  a limited partnership interest and
is held  by public  unitholders in  the  form of  depositary units.  There  were
7,543,100 depositary units outstanding at December 31, 1995.
 
    The Partnership operates through Sun Operating Limited Partnership, which is
a Delaware limited partnership, and several other operating partnerships.
 
    Certain  conflicts of  interest may arise  as a result  of the relationships
between the  Company and  the Partnership.  The directors  and officers  of  the
Company  have fiduciary duties to manage the Company in the best interest of its
stockholders. The Company, as managing general partner of the Partnership, has a
fiduciary duty to manage the Partnership in a manner that is fair to the  public
unitholders.  The duty of the  directors of the Company  to its stockholders may
therefore come  into conflict  with the  duties  of the  Company to  the  public
unitholders.  The Partnership may sell limited  partnership units to the Company
for the purpose of funding  the Partnership's property acquisition,  exploration
and development cash requirements.
 
    The  Audit  Committee  of  the  Board of  Directors  of  the  Company (Audit
Committee), none  of whose  members is  affiliated with  the Company  except  as
Company  directors or stockholders or as  holders of units, reviews policies and
procedures developed by the Company for dealing with various matters as to which
a conflict  of  interest  may  arise. The  Audit  Committee  also  monitors  the
application of such policies and procedures.
 
EMPLOYEES
 
    At  December  31, 1995,  the  number of  full-time  active employees  of the
Company was approximately 1,200.
 
ITEM 3.  LEGAL PROCEEDINGS
 
    Three federal securities  actions, subsequently consolidated  into a  single
action,  brought against the Company and certain of its senior officers in 1992,
alleging the Company made  false and misleading  statements about its  financial
prospects  and, in particular, about its intentions to continue paying dividends
at the same level as in the past have been dismissed by the U.S. District  Court
for the Northern District of Texas.
 
    The  Company is involved in a number of legal and administrative proceedings
arising in  the  ordinary course  of  its oil  and  gas business.  Although  the
ultimate  outcome of these proceedings cannot be ascertained at this time, it is
reasonably possible that some of  the proceedings could be resolved  unfavorably
to  the Company. Management  of the Company believes  that any liabilities which
may arise  would  not be  material  in relation  to  its financial  position  at
December 31, 1995. The Company intends to maintain liability and other insurance
of  the type customary in the oil and  gas business with such coverage limits as
the Company deems prudent.
 
                                       13
<PAGE>
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS
 
    On  May 4, 1995, the  Annual Meeting of Shareholders  of Oryx Energy Company
was held to vote on proposals as follows:
 
        (a) To  elect three  directors to  Class  I of  the Company's  Board  of
    Directors.
 
<TABLE>
<CAPTION>
                                                ROBERT B.          DAVID S.         CHARLES H. PISTOR,
                                                  GILL           HOLLINGSWORTH              JR.
                                              -------------  ---------------------  -------------------
<S>                                           <C>            <C>                    <C>
Affirmative.................................    78,614,648          78,618,974            78,485,400
Negative....................................            --                  --                    --
Abstained...................................            --                  --                    --
Withheld....................................     4,111,225           4,106,899             4,240,473
Broker non-votes............................            --                  --                    --
Shares without executed proxies and not
 present for vote...........................    16,303,881          16,303,881            16,303,881
                                              -------------        -----------      -------------------
Shares entitled to vote.....................    99,029,754          99,029,754            99,029,754
                                              -------------        -----------      -------------------
                                              -------------        -----------      -------------------
</TABLE>
 
        (b)   To  approve  the  appointment  of  Coopers  &  Lybrand  L.L.P.  as
    independent accountants for the fiscal year 1995.
 
<TABLE>
<S>                                  <C>          <C>                <C>
Affirmative........................................................     80,664,625
Negative...........................................................      1,059,082
Abstained..........................................................      1,002,166
Withheld...........................................................             --
Broker non-votes...................................................             --
Shares without executed proxies and not present for vote...........     16,303,881
                                                                     ---------------
Shares entitled to vote............................................     99,029,754
                                                                     ---------------
                                                                     ---------------
</TABLE>
 
        (c) To approve the stockholders proposal regarding reorganization of the
    Board of Directors into one class.
 
<TABLE>
<S>                                  <C>          <C>                <C>
Affirmative........................................................     41,222,095
Negative...........................................................     30,447,844
Abstained..........................................................      1,757,076
Withheld...........................................................             --
Broker non-votes...................................................      9,298,858
Shares without executed proxies and not present for vote...........     16,303,881
                                                                     ---------------
Shares entitled to vote............................................     99,029,754
                                                                     ---------------
                                                                     ---------------
</TABLE>
 
EXECUTIVE OFFICERS
 
    The following table  sets forth  information as to  the Company's  executive
officers.  All officers of the Company hold their offices at the pleasure of the
Board of Directors.
 
<TABLE>
<CAPTION>
                   NAME, AGE AND                                         BUSINESS EXPERIENCE
             POSITION WITH THE COMPANY                                  DURING PAST FIVE YEARS
---------------------------------------------------  ------------------------------------------------------------
<S>                                                  <C>
Jerry W. Box, 57                                     Mr. Box has been  in this position  since December 7,  1995.
  Executive Vice President, Chief Operating Officer   From  December  1994  through November  1995  he  served as
  and Director                                        Executive Vice President, Exploration and Production.  From
                                                      January  1992  through November  1994,  he was  Senior Vice
                                                      President, Exploration and Production of the Company.  From
                                                      1987 to 1991, he was Vice President, Exploration.
</TABLE>
 
                                       14
<PAGE>
<TABLE>
<CAPTION>
                   NAME, AGE AND                                         BUSINESS EXPERIENCE
             POSITION WITH THE COMPANY                                  DURING PAST FIVE YEARS
---------------------------------------------------  ------------------------------------------------------------
<S>                                                  <C>
David F. Chavenson, 43                               Mr. Chavenson assumed this position in October 1993. For the
  Treasurer                                           five years previous thereto, he was Assistant Treasurer and
                                                      Manager, Corporate Finance and Credit of the Company.
Sherri T. Durst, 46                                  Ms.  Durst has  been in  this position  since December 1993.
  General Auditor                                     From February 1990 to December 1993, she served as Manager,
                                                      Financial Processes. For  the six  years previous  thereto,
                                                      she held the position of Financial Systems Project Manager.
Frances G. Heartwell, 49                             Ms.  Heartwell assumed  this position  on December  7, 1995.
  Vice President, Human Resources                     From February 1993 to December 1995, she served the Company
  and Administration                                  as  Director,  Human  Resources.  From  December  1991   to
                                                      February  1993, Ms. Heartwell was  Director of Employee and
                                                      Community Relations. Prior to December 1991, she served  as
                                                      Director of Administration.
Robert L. Keiser, 53                                 Mr.  Keiser  assumed this  position  in December  1994. From
  Chairman of the Board, Chief                        January 1992 through  November 1994, he  was President  and
  Executive Officer, and President                    Chief  Operating Officer of the  Company. From January 1990
                                                      through December 1991, he was President and Chief Executive
                                                      Officer of  Oryx  U.K. Energy  Company.  He was  also  Vice
                                                      President, International Exploration and Production for the
                                                      Company  from January 1990 until August 1990 and from April
                                                      1991 through December 1991.
William C. Lemmer, 51                                Mr. Lemmer assumed this position  on February 2, 1995.  From
  Vice President, General Counsel                     June  1994 until February 1995, he served as Vice President
  and Secretary                                       and General Counsel to the  Company. For the five  previous
                                                      years, he was Chief Counsel to the Company.
Edward W. Moneypenny, 54                             Mr.  Moneypenny has been in  this position since December 1,
  Executive Vice President, Finance,                  1994. From  January  1992  through November  1994,  he  was
  Chief Financial Officer, and Director               Senior  Vice President, Finance and Chief Financial Officer
                                                      of the  Company.  From  1988  through  1991,  he  was  Vice
                                                      President,  Finance  and  Chief  Financial  Officer  of the
                                                      Company.
Robert L. Thompson, 49                               Mr. Thompson assumed this position on February 2, 1995. From
  Comptroller and Corporate                           February 1993 through January  1995, he served the  Company
  Planning Director                                   as  Director  of Business  Planning and  Acquisitions. From
                                                      January 1992  through  January  1993, he  was  Director  of
                                                      Planning  and Analysis and for  the three previous years he
                                                      was Director of Financial Analysis.
</TABLE>
 
                                       15
<PAGE>
                                    PART II
 
ITEM 5. MARKET FOR ORYX ENERGY COMPANY COMMON STOCK AND
        RELATED SECURITY HOLDER MATTERS
 
    Market for  Oryx Energy  Company Common  Stock and  Related Security  Holder
Matters  on  page 48  of the  Company's  1995 Annual  Report to  Shareholders is
incorporated herein by  reference. The  market exchange on  which the  Company's
stock is traded is listed on the cover page of this Form 10-K Annual Report.
 
ITEM 6.  SELECTED FINANCIAL DATA
 
    The information required by this item is incorporated herein by reference to
page 17 of the Company's 1995 Annual Report to Shareholders.
 
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS
 
    The information required by this item is incorporated herein by reference to
pages 13-16 of the Company's 1995 Annual Report to Shareholders.
 
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
    The   following  information  in   the  Company's  1995   Annual  Report  to
Shareholders is  incorporated herein  by reference:  the Consolidated  Financial
Statements  on pages  18-21; the Notes  to Consolidated  Financial Statements on
pages 22-40;  the  Report  of  Independent  Accountants  on  page  41;  and  the
Supplementary Financial and Operating Information (Unaudited) on pages 42-45.
 
ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
        ACCOUNTING AND FINANCIAL DISCLOSURE
 
    None.
 
                                    PART III
 
ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
 
    The information on directors required by this Item is incorporated herein by
reference  to the section entitled  "Election of Directors" on  pages 3-5 of the
Company's definitive Proxy Statement dated March 27, 1996.
 
ITEM 11.  EXECUTIVE COMPENSATION
 
    The information required by this Item is incorporated herein by reference to
the section entitled  "Executive Compensation"  on pages 9-16  of the  Company's
definitive Proxy Statement dated March 27, 1996.
 
ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
    The information required by this Item is incorporated herein by reference to
sections  entitled "Security Ownership  of Certain Beneficial  Owners" on page 2
and "Security Ownership  of Management" on  page 8 of  the Company's  definitive
Proxy Statement dated March 27, 1996.
 
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
    None.
 
                                       16
<PAGE>
                                    PART IV
 
ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
 
    (a)  The following documents are filed as a part of this report:
 
         1.  Consolidated Financial Statements: The information in the Company's
    1995 Annual Report to  Shareholders as described in  Item 8 is  incorporated
    herein by reference.
 
    Other   schedules  and  separate   financial  statements  of  unconsolidated
subsidiaries are  omitted because  the information  is shown  elsewhere in  this
report, is not required or is not applicable.
 
         2. Exhibits:
 
<TABLE>
<C>             <S>        <C>
         *3.1   --         Restated  Certificate  of  Incorporation  of  the  Registrant,  as
                           currently in effect
        **3.2   --         Amended and Restated  Bylaws of  the Registrant,  as currently  in
                           effect
       ***4.1   --         Form of Common Stock of the Registrant
      ****4.2   --         Rights  Agreement  dated as  of  September 11,  1990,  between the
                           Registrant and Manufacturers Hanover Trust Company
         +4.3   --         Indenture dated as of September  11, 1990, between the  Registrant
                           and Manufacturers Hanover Trust Company
        ++4.4   --         First  Supplemental Indenture by and between  The Bank of New York
                           and the Registrant
      +++10.1   --         Second Amended and  Restated Agreement of  Limited Partnership  of
                           Sun Energy Partners, L.P.
      +++10.2   --         Agreement of Limited Partnership of Sun Operating Limited Partner-
                           ship, as amended
         10.3   --         Registrant's  Directors' Deferred Compensation Plan As Amended and
                           Restated September 7, 1995
     ++++10.4              Registrant's Non-Employee Directors' Retirement Plan
     ++++10.5   --         Registrant's Pension Restoration Plan
       ++10.5a  --         Amendment to Registrant's Pension Restoration Plan
         10.6   --         Registrant's Executive Retirement Plan As Amended and Restated  as
                           of January 1, 1995
         10.6a  --         Amendment to Registrant's Executive Retirement Plan As Amended and
                           Restated as of January 1, 1995
     ++++10.7   --         Registrant's Executive Long-Term Incentive Plan
   ++++++10.7a  --         Amendment  to  Registrant's  Executive  Long-Term  Incentive Plan,
                           dated February 1, 1989
   ++++++10.7b  --         Amendment to  Registrant's  Executive  Long-Term  Incentive  Plan,
                           dated February 6, 1989
 ++++++++10.8   --         Registrant's  1992 Long-Term Incentive Plan As Amended Through De-
                           cember 2, 1993 and Restated
         10.9   --         Registrant's Savings Restoration Plan  As Amended and Restated  as
                           of September 6, 1995
         10.10  --         Registrant's  Executive Deferred Compensation  Plan as Amended and
                           Restated as of September 6, 1995
     ++++10.11  --         Registrant's Deferred Compensation and Benefits Trust
     ++++10.12  --         Registrant's Special Employee Severance Plan
</TABLE>
 
                                       17
<PAGE>
<TABLE>
<C>             <S>        <C>
 ++++++++10.13  --         Registrant's Amended and Restated Special Executive Severance Plan
        m10.14  --         Sale and Purchase Agreements by and between BP Petroleum  Develop-
                           ment Limited et al and the Registrant
       mm10.15  --         Oryx  Energy Company $500,000,000 Revolving Credit Agreement Dated
                           as of June 1, 1995
       mm10.16  --         Sale and Purchase Agreement by and between Novus Petroleum Limited
                           and the Registrant dated February 17, 1995
       mm10.17  --         Sale and Purchase Agreement by  and between Union Texas  Petroleum
                           Limited and the Registrant dated May 31, 1995
       mm10.18  --         Sale  and  Purchase Agreement  by and  between Powergen  North Sea
                           Limited and the Registrant dated June 14, 1995
         12     --         Computation of Consolidated Ratio of Earnings to Fixed Charges and
                           Earnings  to   Fixed   Charges  and   Preferred   Stock   Dividend
                           Requirements
         13     --         Oryx Energy Company 1995 Annual Report to Shareholders
 ++++++++16     --         Accountant's Preferability Letter
      mmm19     --         Distribution   Agreement  dated   August  28,   1991  relating  to
                           Medium-Term Notes, Series A
       ++21     --         Subsidiaries
         23     --         Consent of Coopers & Lybrand L.L.P.
         24     --         Power of Attorney
         27     --         Financial Data Schedule
<FN>
------------------------
       * Incorporated by reference to the Registrant's Quarterly Report on  Form
         10-Q for the quarter ended March 31, 1992 (File No. 1-10053) filed with
         the Commission on May 15, 1992.
      ** Incorporated  by reference to the Registrant's Quarterly Report on Form
         10-Q for the quarter ended September 30, 1990 (File No. 1-10053)  filed
         with the Commission on November 14, 1990.
     *** Incorporated  by  reference  to  the Registrant's  Form  8-K  (File No.
         1-10053) filed with the Commission on September 25, 1990.
    **** Incorporated by reference to the Registrant's Registration Statement on
         Form 8-A (File No. 1-10053) filed with the Commission on September  19,
         1990.
       + Incorporated by reference to the Registrant's Registration Statement on
         Form  S-1 (File No. 33-24214) filed with the Commission on September 8,
         1988.
      ++ Incorporated by reference to the  Registrant's Amendment No. 2 on  Form
         S-3 (File No. 33-33361) filed with the Commission on June 29, 1990.
     +++ Incorporated  by reference to the Form  SE of Sun Energy Partners, L.P.
         filed with the Commission on March 20, 1986.
    ++++ Incorporated by reference to the Registrant's Registration Statement on
         Form S-1 (File  No. 33-27723) filed  with the Commission  on March  22,
         1989.
      ++ Incorporated  by reference  to the  Registrant's Annual  Report on Form
         10-K for the  fiscal year ended  December 31, 1991  (File No.  1-10053)
         filed with the Commission on March 19, 1992.
    ++++ Incorporated by reference to the Registrant's Registration Statement on
         Form  S-1 (File No. 33-24214) filed with the Commission on September 8,
         1988.
  ++++++ Incorporated by reference to the Registrant's Registration Statement on
         Form S-1 (File No. 33-33361) filed  with the Commission on February  6,
         1990.
++++++++ Incorporated  by reference  to the  Registrant's Annual  Report on Form
         10-K for the  fiscal year ended  December 31, 1994  (File No.  1-10053)
         filed with the Commission on March 23, 1995.
</TABLE>
 
                                       18
<PAGE>
<TABLE>
<C>      <S>
       m Incorporated  by  reference  to  the Registrant's  Form  8-K  (File No.
         1-10053) filed with the Commission on December 26, 1989.
      mm Incorporated by reference to the Registrant's Quarterly Report on  Form
         10-Q  for the quarter ended June 30, 1995 (File No. 1-10053) filed with
         the Commission on August 9, 1995.
     mmm Incorporated by reference to the Registrant's Quarterly Report on  Form
         10-Q  for the quarter ended September 30, 1991 (File No. 1-10053) filed
         with the Commission on November 14, 1991.
</TABLE>
 
    (b)  Reports on Form 8-K:
 
    On October  17, 1995,  the Company  filed Form  8-K to  report a  series  of
related asset dispositions which the Company has entered into in 1995. (See Note
3 to the Consolidated Financial Statements).
 
                                       19
<PAGE>
                                   SIGNATURES
 
    Pursuant  to  the requirements  of  Section 13  or  15(d) of  the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
                                          ORYX ENERGY COMPANY
 
                                          By:      /s/  EDWARD W. MONEYPENNY
 
                                          --------------------------------------
                                                      Edward W. Moneypenny
                                             EXECUTIVE VICE PRESIDENT, FINANCE,
                                                CHIEF FINANCIAL OFFICER, AND
                                                         DIRECTOR
Date: March 27, 1996
 
    Pursuant to the requirements  of the Securities Exchange  Act of 1934,  this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
Registrant and in the capacities and on the date indicated.
 
<TABLE>
<CAPTION>
                         SIGNATURE                                           TITLE                         DATE
------------------------------------------------------------  ------------------------------------  ------------------
 
<S>        <C>                                                <C>                                   <C>
                     ROBERT L. KEISER*                        Chairman of the Board, President,
        -------------------------------------------            and Chief Executive Officer
                      Robert L. Keiser                         (principal executive officer)
 
                 /s/  EDWARD W. MONEYPENNY                    Executive Vice President, Finance,
        -------------------------------------------            Chief Financial Officer (principal
                    Edward W. Moneypenny                       financial officer), and Director
 
                    ROBERT L. THOMPSON*                       Comptroller and Corporate Planning
        -------------------------------------------            Director (principal accounting
                     Robert L. Thompson                        officer)
 
                       JERRY W. BOX*                          Executive Vice President, Chief
        -------------------------------------------            Operating Officer and Director
                        Jerry W. Box
 
                    WILLIAM E. BRADFORD*                      Director                                  March 27, 1996
        -------------------------------------------
                    William E. Bradford
 
                      ROBERT B. GILL*                         Director
        -------------------------------------------
                       Robert B. Gill
 
                  DAVID S. HOLLINGSWORTH*                     Director
        -------------------------------------------
                   David S. Hollingsworth
 
                  CHARLES H. PISTOR, JR.*                     Director
        -------------------------------------------
                   Charles H. Pistor, Jr.
 
                      PAUL R. SEEGERS*                        Director
        -------------------------------------------
                      Paul R. Seegers
 
                   IAN L. WHITE-THOMSON*                      Director
        -------------------------------------------
                    Ian L. White-Thomson
 
*By:                   /s/ EDWARD W. MONEYPENNY
                --------------------------------------
                         Edward W. Moneypenny
                           ATTORNEY-IN-FACT
<FN>
------------------------
*A Power of Attorney authorizing Robert L. Keiser and Edward W. Moneypenny,  and
 each  of them, to sign this Form 10-K Annual Report on behalf of the directors,
 constituting a majority of the Board of Directors, and certain officers of Oryx
 Energy Company, is being filed with the Securities and Exchange Commission.
</TABLE>
 
                                       20