SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
(Mark  One)

 (    X    )                     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
             OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
                 FOR THE FISCAL YEAR ENDED: December 31, 1996

                                      OR

 (      )             TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
              SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
         FOR THE TRANSITION PERIOD FROM ___________ TO ______________

                       Commission File Number:  1-11675

                            TRITON ENERGY LIMITED
            (Exact name of registrant as specified in its charter)

           CAYMAN  ISLANDS                                       NONE
          (State  or  other  jurisdiction  of              (I.R.S.Employer
          incorporation or organization)                   Identification No.)

                   CALEDONIAN  HOUSE
           MARY  STREET,  P.O.  BOX  1043
                     GEORGE  TOWN
       GRAND  CAYMAN,  CAYMAN  ISLANDS                                NONE
        (Address  of  principal  executive offices)                 (Zip Code)

       Registrant's telephone number, including area code: 345-949-0050

         Securities registered pursuant to Section 12(b) of the Act:

                                                    NAME  OF  EACH  EXCHANGE
              TITLE OF EACH CLASS                     ON WHICH REGISTERED

          Ordinary  Shares,  $.01  par  value         New York Stock  Exchange

         Securities registered pursuant to Section 12(g) of the Act:

                                    None.

     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

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.

     THE  AGGREGATE MARKET VALUE OF THE VOTING STOCK HELD BY NON-AFFILIATES OF
THE  REGISTRANT  AT  MARCH  7, 1997 (FOR SUCH PURPOSES ONLY, ALL DIRECTORS AND
EXECUTIVE  OFFICERS  ARE  PRESUMED  TO  BE  AFFILIATES) WAS APPROXIMATELY $1.5
BILLION,  BASED  ON  THE CLOSING SALES PRICE OF $ 41 7/8 ON THE NEW YORK STOCK
EXCHANGE.

     AS  OF MARCH 7, 1997,  36,381,884 ORDINARY SHARES OF THE REGISTRANT
WERE  OUTSTANDING.

                     DOCUMENTS INCORPORATED BY REFERENCE

     PORTIONS  OF THE PROXY STATEMENT PERTAINING TO THE 1997 ANNUAL MEETING OF
SHAREHOLDERS OF TRITON ENERGY LIMITED  ARE INCORPORATED BY REFERENCE INTO PART
III  HEREOF.


                            TRITON ENERGY LIMITED

                              TABLE OF CONTENTS

<TABLE>
<CAPTION>



<S>                                                                              <C>

Form 10-K Item                                                                   Page
-------------------------------------------------------------------------------  ----

PART I
ITEMS 1. and 2.   Business and Properties                                           1
ITEM 3.   Legal Proceedings                                                        19
ITEM 4.   Submission of Matters to a Vote of Security Holders                      20

PART II
ITEM 5.   Market for Registrant's Common Equity and Related Stockholder Matters    21
ITEM 6.   Selected Financial Data                                                  23
ITEM 7.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations                                                    24
ITEM 8.   Financial Statements and Supplementary Data                              32
ITEM 9.   Changes in and Disagreements with Accountants on Accounting and
          Financial Disclosure                                                     32

PART III
ITEM 10.  Directors and Executive Officers of the Registrant                       33
ITEM 11.  Executive Compensation                                                   33
ITEM 12.  Security Ownership of Certain Beneficial Owners and Management           33
ITEM 13.  Certain Relationships and Related Transactions                           33

PART IV
ITEM 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K         34


</TABLE>








<PAGE>
                                    PART I


ITEMS  1.  AND  2.          BUSINESS  AND  PROPERTIES

GENERAL

          Triton  Energy  Limited  is an international oil and gas exploration
company  primarily  engaged in exploration and production through subsidiaries
and affiliates. The Company's principal properties, operations and oil and gas
reserves  are  located in Colombia and Malaysia-Thailand. The Company also has
oil  and  gas interests in other Latin American, Asian and European countries.

          Triton Energy Limited was incorporated in the Cayman Islands in 1995
to  become  the parent holding company of Triton Energy Corporation ("TEC"), a
corporation  formed  in Texas in 1962 and reincorporated in Delaware in 1995.
The  Company's  principal  executive  offices are located at Caledonian House,
Mary  Street,  George  Town,  Grand  Cayman, Cayman Islands, and its telephone
number  is  (345) 949-0050.  The terms "Company" and "Triton" when used herein
mean  Triton  Energy Limited and its subsidiaries and other affiliates through
which  Triton  conducts  its  business,  unless the context otherwise implies.

OIL  AND  GAS  OPERATIONS

General

          The  Company's  oil  and  gas exploration and development activities
are,  or have been, conducted through the Company's wholly owned subsidiaries,
except  as  noted  in  this  paragraph.  In  Malaysia-Thailand,  the Company's
activities  are  conducted  by the Company's wholly owned subsidiaries, Triton
Oil  Company  of  Thailand  and  Triton  Oil Company of Thailand (JDA) Limited
(collectively,  "Triton Thailand"), and Triton Thailand's 50% owned affiliate,
Carigali  -  Triton  Operating  Company  Sdn.  Bhd.  ("CTOC").  In Europe, its
activities  were  conducted  by  its wholly owned (but until March 1994, 59.5%
owned)  subsidiary, Triton Europe Limited ("Triton Europe"). In Indonesia, its
activities  are  or  were  conducted  by its wholly owned subsidiaries, Triton
Indonesia,  Inc., Triton Indonesia Resources, Inc. and TriBlora Indonesia B.V.
(collectively, "Triton Indonesia") and its 33.7% owned (but until August 1994,
63.7%  owned)  affiliate,  New Zealand Petroleum Company Limited ("New Zealand
Petroleum"). In the United States, its activities were conducted by its wholly
owned  subsidiary, Triton Oil & Gas Corp. ("Triton Oil"), and Crusader Limited
("Crusader"), a 49.9% owned affiliate until the Company's sale of its interest
in  1996.  In New Zealand, its activities are or were conducted by New Zealand
Petroleum  and  Crusader. In Canada its activities were conducted by Crusader,
until  June  1995, and by Triton Canada Resources Ltd. ("Triton Canada") until
August  1993,  and  in  Australia  its  activities were conducted by Crusader.

<PAGE>
Production  and  Sales

            The following table sets forth the net quantities of oil and gas
produced  by  the  Company for the years ended December 31, 1996 and 1995, the
seven  months  ended  December  31,  1994,  and   the year ended May 31, 1994,
including production attributable to the Company's 49.9% ownership interest in
Crusader  through  the date of its sale (which included the minority interests
in Crusader's consolidated subsidiaries). The production and sales information
relating to properties or subsidiary or affiliate ownership interests acquired
or  disposed  of  is  reflected in the table only since or up to the effective
dates  of  their  respective  acquisitions  or  sales,  as  the  case  may be.

<TABLE>
<CAPTION>



<S>               <C>                 <C>           <C>   <C>    <C>         <C>      <C>    <C>           <C>

                                        OIL PRODUCTION (1)                                   GAS PRODUCTION
                  ------------------------------------------------------------------         ---------------
                                                                 SEVEN MOS.  YEAR
                                      YEAR ENDED                 ENDED       ENDED           YEAR ENDED
                                      DECEMBER 31,               DEC. 31,    MAY 31,         DECEMBER 31,
                                      -------------------------                              ------------
                                              1996        1995        1994     1994          1996          1995
                                      ------------        -----  ----------  -------         ------------  -----
                                                (IN MBBLS)                                          (IN MMCF)

Colombia(2)                                  5,738        5,089         435      467                 298    158
Argentina                                      ---          ---         ---       18                 ---    ---
France(3)                                      ---          498         514    1,053                 ---    ---
Indonesia(4)                                    95          255         186      441                 ---    ---
United States(5)                                20          121          66      156                 475  1,207
Canada(5)                                      ---          ---         ---      102                 ---    ---
Crusader(6):
  Australia                                    134          287         180      404               1,744  3,884
  Canada                                       ---           53          99      213                 ---     63
  United States                                ---          ---           8       32                 ---    ---
                                      ------------        -----  ----------  -------        ------------  -----
       Total                                 5,987        6,303       1,488    2,886               2,517  5,312
                                      ------------        -----  ----------  -------        ------------  -----




<S>               <C>         <C>

                  GAS PRODUCTION
                  ---------------
                  SEVEN MOS.  YEAR
                  ENDED       ENDED
                  DEC. 31,    MAY 31,

                        1994     1994
                  ----------  -------


Colombia(2)              ---      ---
Argentina                ---      ---
France(3)                ---      ---
Indonesia(4)             ---      ---
United States(5)         618    1,150
Canada(5)                ---    3,521
Crusader(6):
  Australia            2,707    4,202
  Canada                  96      150
  United States            6       55
                  ----------  -------
       Total           3,427    9,078
                  ----------  -------

</TABLE>



____________________
(1) Includes  natural  gas  liquids  and  condensate.
(2) Includes  Ecopetrol  reimbursement and excludes .7 million and .4
    million barrels of oil produced and delivered for the years ended
    December 31, 1996  and 1995, respectively, in connection with the
    Company's forward sale of oil  in  May  1995.  See  Item  7,
    "Management's  Discussion  and Analysis of Financial  Condition
    and  Results  of Operations - Results of Operations" and
    note  3  of  Notes  to  Consolidated  Financial  Statements.
(3) In August 1995, Triton Europe sold its interest in its subsidiary,
    Triton  France  S.A.
(4) In  May 1996, the Company sold substantially all of the assets of
    Triton  Indonesia,  Inc.
(5) In  March 1996, Triton Oil sold substantially all of its domestic
    royalty  and  mineral  interests.   During the fiscal year ended
    May 31, 1994, Triton  Oil  sold  substantially  all  its  working
    interests  in oil and gas reserves in the United States and its
    common equity interest in Triton Canada.  See  note  2  of  Notes
    to  Consolidated  Financial  Statements.
(6) In 1996, the Company sold all of its interest in Crusader. In June
    1995,  Crusader  sold  all  of its interest in Ausquacan Energy
    Limited and in September  1994,  Crusader sold all of its oil and
    gas interests in the United States.


<PAGE>
          The following tables summarize for the years ended December 31, 1996
and 1995, the seven months ended December 31, 1994, and the year ended May 31,
1994:  (i)  the  average sales price per barrel of oil and Mcf of natural gas;
(ii)  the  average  sales price per equivalent barrel of production; (iii) the
depletion  cost  per  equivalent barrel of production; and (iv) the production
cost  per  equivalent  barrel  of  production:

<TABLE>
<CAPTION>



<S>               <C>                     <C>     <C>          <C>       <C>                   <C>    <C>          <C>

                  AVERAGE SALES PRICE                                    AVERAGE SALES PRICE
                  PER BARREL OF OIL (1)                                  PER MCF OF GAS
                  ------------------------------                         --------------------------
                                                  SEVEN MOS.   YEAR                                   SEVEN MOS.   YEAR
                  YEAR ENDED                      ENDED        ENDED     YEAR ENDED                   ENDED        ENDED
                  DECEMBER 31,                    DEC. 31,     MAY 31,   DECEMBER 31,                 DEC. 31,     MAY 31,
                  ------------------------------                         ---------------------------
                                    1996    1995         1994      1994                  1996   1995         1994      1994
                  ----------------------  ------  -----------  --------  --------------------  -----  -----------  --------

Colombia          $                19.62  $16.29  $     14.37  $  12.66  $               2.56  $1.96  $       ---  $    ---
Argentina                            ---     ---          ---      9.22                   ---    ---          ---       ---
France                               ---   18.11        17.64     16.38                   ---    ---          ---       ---
Indonesia                          19.54   17.77        17.06     16.29                   ---    ---          ---       ---
United States                      16.00   13.62        15.65     14.19                  1.15   1.49         1.55      2.23
Canada                               ---     ---          ---     16.43                   ---    ---          ---      1.11
Crusader:
   Australia                       19.95   20.38        18.39     15.33                  1.69   1.69         1.43      1.50
   Canada                            ---   15.42        14.62     12.43                   ---   0.99         1.01      1.11
   United States                     ---     ---        17.75     15.23                   ---    ---         1.25      1.53

</TABLE>


<TABLE>
<CAPTION>



<S>             <C>                   <C>     <C>               <C>       <C>                         <C>    <C>

                                                                PER EQUIVALENT BARREL (2)
                ------------------------------------------------------------------------------------------------------------------
                AVERAGE SALES PRICE                                       DEPLETION(3)
                -------------------------------------------------------   ------------
                                              SEVEN MOS.        YEAR                          SEVEN MOS.
                YEAR ENDED                    ENDED             ENDED     YEAR ENDED          ENDED
                DECEMBER 31,                  DEC. 31,          MAY 31,   DECEMBER 31,        DEC. 31,
                --------------------                                      ----------------
                                1996    1995              1994      1994        1996   1995         1994
                --------------------  ------  ----------------  --------  -----------  -----  ----------

Colombia        $              19.58  $16.26  $          14.37  $  12.66  $     2.83  $2.67  $      2.57
Argentina                        ---     ---               ---      9.22         ---    ---          ---
France                           ---   18.11             17.64     16.38         ---   3.14         4.15
Indonesia                      19.54   17.77             17.06     16.29        0.52   0.95         1.60
United States                   8.75   10.68             11.77     13.75        5.59   6.05         7.04
Canada                           ---     ---               ---      8.13         ---    ---          ---
Crusader:
 Australia                     13.23   13.29              9.53     11.31        3.47   3.35         3.99
 Canada                          ---   13.87             13.43     11.83         ---   2.35         2.31
 United States                   ---     ---             16.56     13.88         ---    ---         5.22




<S>             <C>          <C>               <C>     <C>          <C>



                DEPLETION(3)             PRODUCTION COST
                ------------             -----------------------------------
                YEAR                                   SEVEN MOS.   YEAR
                ENDED        YEAR ENDED                ENDED        ENDED
                MAY 31,      DECEMBER 31,              DEC. 31,     MAY 31,
                             ------------------------
                       1994              1996    1995         1994      1994
                -----------  ----------------  ------  -----------  --------
Colombia        $      1.96  $           5.66  $ 5.52  $      9.87  $   9.06
Argentina               ---               ---     ---          ---     13.83
France                 8.97               ---   10.96        11.25      9.83
Indonesia              3.09             15.89   17.34        11.04     14.54
United States          6.58              3.25    1.03         0.85      7.00
Canada                 3.60               ---     ---          ---      4.24
Crusader:
 Australia             3.33              4.10    4.77         4.01      3.97
 Canada                2.97               ---    7.52         7.96      7.44
 United States        13.82               ---     ---         6.00      7.77

</TABLE>


____________________
(1) Includes  natural  gas  liquids  and  condensate.
(2) Natural gas has been converted into equivalent barrels based on six
    Mcf  of  natural  gas  per  barrel.
(3) Includes depreciation calculated on the unit of production method for
    support  equipment  and  facilities.


<PAGE>
          Competition

          The  Company  encounters strong competition from major oil companies
(including  government-owned  companies),  independent  operators  and  other
companies  for favorable oil and gas concessions, licenses, production sharing
contracts  and  leases,  drilling  rights  and  markets.  Additionally,  the
governments  of  certain countries in which the Company operates may from time
to  time  give  preferential  treatment  to  their  nationals. The oil and gas
industry  as  a  whole  also  competes  with other industries in supplying the
energy  and  fuel  requirements  of  industrial,  commercial  and  individual
consumers.  The  principal means of competition in the sale of oil and gas are
product  availability,  price  and  quality.  While it is not possible for the
Company  to  state  precisely  its  competitive  position  in  the oil and gas
industry,  the Company believes that it represents a minor competitive factor.

          Markets

           Crude oil, natural gas, condensate and other oil and gas products
generally  are  sold  to  other oil and gas companies, government agencies and
other  industries.  The  Company  does not believe that the loss of any single
customer  or  contract  pursuant  to  which  oil  and gas is sold would have a
long-term  material, adverse effect on the revenues from the Company's oil and
gas  operations.

          In  Colombia,  crude  oil  is exported through the Caribbean port of
Covenas where it is sold at prices based on United States prices, adjusted for
quality  and  transportation.    The  oil  produced  from the Cusiana Field is
transported  to  the  export terminal through pipelines owned by the Colombian
national oil company or joint stock companies partially owned by the Company.
This  pipeline  system  is  in  the  process  of being upgraded to accommodate
additional  production from the Cusiana and Cupiagua fields.  See "Oil and Gas
Properties  -  Colombia"  and Item 7, "Management's Discussion and Analysis of
Financial  Condition  and  Results  of  Operations."

          For  a discussion of certain factors regarding the Company's markets
and  potential  markets  that  could  affect future operations, see note 20 of
Notes  to  Consolidated  Financial  Statements.


OIL  AND  GAS  PROPERTIES

          Colombia

          Through  the  Company's  wholly owned subsidiaries, Triton Colombia,
Inc.  and  Triton  Resources Colombia, Inc. (collectively, "Triton Colombia"),
the Company has varying participation interests in seven licenses in Colombia.

Cusiana  and  Cupiagua  Fields

          Contract  Terms.    In  the  foothills of the Llanos Basin area in
eastern  Colombia, Triton Colombia holds a 12% interest in the SDLA, Tauramena
and  Rio  Chitamena  contract areas, covering approximately 66,000, 36,300 and
6,700  acres,  respectively, where an active appraisal and development program
is being carried out in the Cusiana and Cupiagua fields.  Triton's partners in
these  areas  are Empresa Colombiana De Petroleos ("Ecopetrol"), the Colombian
national  oil  company, with a 50% interest, BP Exploration Company (Colombia)
Limited  ("BP"),  the  operator,  with a 19% interest, and TOTAL Exploratie en
Produktie  Maatschippij  B.V.  ("TOTAL"),  also with a 19% interest.  In 1993,
Ecopetrol  declared  the  Cusiana  and  Cupiagua  fields  to be commercial and
exercised  its right to acquire a 50% interest.  Triton's net revenue interest
is  approximately  9.6% after governmental royalties.  Triton's net revenue is
reduced  by up to 0.36% pursuant to an agreement with an original co-investor,
subject  to  Triton being reimbursed for a proportionate share of expenditures
relating  thereto.

          The  Company  and  its  private  partners  have secured the right to
produce  oil  and  gas  from the SDLA and Tauramena contract areas through the
years  2010  and  2016, respectively, and from the Rio Chitamena contract area
through  2015  or  2019,  depending  on contract interpretation. In July 1994,
Triton Colombia, BP, TOTAL and Ecopetrol entered into an Integral Plan for the
Unified  Exploitation  of the Cusiana Oil Structure in the SDLA, Tauramena and
Rio  Chitamena  Association  Contract Areas.  Under the plan, the parties have
agreed  to  develop  the  Cusiana oil structure in a technically efficient and
cooperative  manner  during  three  consecutive  periods  of time.  During the
initial period (ending with the expiration of the SDLA association contract in
2010),  petroleum  produced from the unified area will be owned by the parties
according  to  their  respective  undivided  interests  in each contract area.

          Within  the  first  quarter of 2005, an independent determination of
the original barrels of oil equivalent ("BOE") of petroleum in place under the
unified  area and under each association contract will be made, as a result of
which a "tract factor" will be calculated for each association contract.  Each
tract  factor  will be the amount of original BOEs of petroleum in place under
the particular association contract as a percentage of the total original BOEs
under  the unified area.  Each party's unified area interest during the second
period  (commencing  from  the  expiration of the SDLA association contract in
2010)  and  during  the  final  period (commencing from the termination of the
second  association  contract  to  termination)  will be the aggregate of that
party's  interest  in  each  remaining  association contract multiplied by the
tract  factor  for  each  such  contract.

            Recent Drilling Results.  In the Cusiana Field, Triton Colombia
and  its  working  interest  partners  have  completed  and have in service 24
producing  wells  and six gas injection wells.  The injection wells recycle to
the  reservoir  most  of the gas that is associated with the oil production to
increase  the oil recoverable over the life of the field.  There are currently
five  drilling rigs operating in the Cusiana Field, and it is expected that 18
oil  production  and  gas  injection  wells  will  be  completed during 1997.
Development  drilling  is  proceeding  on a schedule which is intended to have
sufficient  well  capacity at all times to meet production capacities of field
facilities  and  export  pipelines  from  the  area.

          In  the  Cupiagua Field during 1996, Triton Colombia and its working
interest  partners  completed  an  additional  six wells, bringing the yearend
total  completions  to  10  wells,  which  are  awaiting startup of production
facilities  in  1997.   There are currently six drilling rigs operating in the
Cupiagua  Field, and it is expected that 15 additional wells will be completed
during  1997.    Development  wells drilled during 1996 more fully defined the
areal  extent  of  the  field  and  defined  hydrocarbon/water contacts in the
fields.

<PAGE>
          The  Cupiagua-5  well  was  completed in late 1995 and was tested in
1996. The well penetrated the Mirador, Barco and Guadalupe reservoirs, and the
lower extension of the well discovered a lower thrust of the Mirador Formation
which  underlies  the main body of the Cupiagua Field. The lower thrust of the
Mirador was confirmed in the Cupiagua-7 and Cupiagua-10 development wells. The
well  data  and  the  3D  seismic  results are being analyzed to determine the
optimum  development  plan  for  this  underlying  Mirador reservoir. In 1997,
Triton  Colombia  and  its  working interest partners plan to drill additional
wells  dedicated  to  exploring  the  lower  thrust.

          Tests  of  the  Cupiagua-5 well, which were conducted in early 1996,
indicated  the  well  has  a  productive  capacity of about 75 MMcf of gas and
22,000  barrels  of condensate per day through 7" tubing. The well was tied in
to  the  Cusiana  central  processing  facility  in  August  1996  and  put on
production  at  rates  over  16,000  barrels of condensate per day. Additional
Cupiagua wells will be placed on production in 1997 and tied in to the Cusiana
central  processing  facility  for early production prior to the completion of
the  Cupiagua  central  processing  facility  in  1997.

          Production Facilities and Pipelines.  The four initial production
units  of the Cusiana Field central processing facility are designed to handle
approximately 180,000 barrels of daily production throughput.  Construction is
under way to increase production capacity from the Cusiana and Cupiagua fields
to  at  least  500,000  barrels  per day by yearend 1997.  Additional pipeline
capacity  is  required  to  meet  the  transportation  needs  associated  with
development  of  these  fields.    To that end, in April 1995, Triton Pipeline
Colombia,  Inc.,  a  wholly  owned  subsidiary  of  the  Company,  along  with
Ecopetrol,  BP  Colombia  Pipelines  Ltd.,  Total Pipeline Colombie, S.A., IPL
Enterprises (Colombia) Inc. and TCPL International Investments Inc., completed
the  formation  of  a  company,  Oleoducto Central S.A. ("OCENSA"), to own and
finance  pipeline  and  port facilities to be constructed and operated for the
transport  of  crude oil from the Cusiana and Cupiagua fields to the Caribbean
port  of  Covenas.    Triton's  equity  participation  in  OCENSA  is  9.6%.

          This  pipeline  project  consists  of  a  793-kilometer  (495-mile)
pipeline  system from the Cusiana and Cupiagua fields to the port of Covenas.
It  loops  and  generally follows the route of the two existing pipelines: the
Central  Llanos  pipeline  from  El  Porvenir to Vasconia and the Oleoducto de
Colombia   pipeline from Vasconia to Covenas.  A portion of the Central Llanos
pipeline and pump station upgrades at El Porvenir and Miraflores were acquired
by  OCENSA  during  1995.    Expansion of the pipeline system is under way and
scheduled  for  completion  in  1997. The current plan is to increase pipeline
capacity  to transport at least 500,000 barrels of oil per day from the Fields
by  yearend  1997.

     Other  Areas  in  Colombia

          Triton  owns rights to four additional licenses in Colombia.  In the
Middle  Magdalena  Valley  basin  and  adjacent  foothills,  Triton owns a 50%
interest  (before  certain  royalties  and government participation) in the El
Pinal  contract  area,  which  covers  approximately  71,000  acres  (after
contractually  required  relinquishment  in 1996) approximately 330 kilometers
(205  miles)  north  of  Bogota.    In  the  southern part of El Pinal, Triton
discovered  and  confirmed  the  Liebre Field with two wells (the Liebre-1 and
-2).    In 1995, Ecopetrol approved Triton's application to declare the Liebre
Field  commercial,  and  production from the field began in January 1997 at an
initial  rate  of  1,200  barrels  of  oil  per  day  from  the  two  wells.

          The  Yumeca-1  exploratory  well, located in the northern part of El
Pinal,  was drilled to a total depth of 13,675 feet and tested in 1995. It was
intended  that the well test a new play concept in the foothills of the Middle
Magdalena  Valley. The well encountered hydrocarbon shows at various intervals
but  was  plugged  and  abandoned  after  four  zones  were  tested.

          The  Yumeca-2  exploratory well, completed in 1997, was drilled to a
total  depth  of  13,500  feet and plugged and abandoned after electronic logs
failed  to  confirm  the  presence  of  commercial  quantities  of oil or gas.

          In  June  1995,  the Company was awarded the Guayabo A and B and Las
Amelias  association contracts covering a contiguous area of approximately 1.8
million  acres.    The area is located approximately 150 kilometers (93 miles)
north  of  Bogota  and  140 kilometers (87 miles) northwest of the Cusiana and
Cupiagua  fields,  and  is  contiguous  with the El Pinal contract area to the
north.    The terms of these association contracts are less favorable than the
terms of the Cusiana and Cupiagua association contracts. Triton is  acquiring
seismic  data in a program totaling 142 kilometers (85 miles) over the Guayabo
A block, 36 kilometers (22 miles) over the Guayabo B block, and 250 kilometers
(150  miles)  over  the  Las  Amelias  block.

          In  March  1996,  the  Company  executed  an  agreement with Deminex
Colombia  Petroleum GmbH ("Deminex") providing Deminex the right to earn a 50%
interest in the El Pinal, Guayabo A and B and Las Amelias contract areas.  The
Ministry  of Mines and Energy of Colombia formally approved this assignment in
August  1996.

          Triton  Colombia  sold  its  22.5% and 20% interests (before certain
royalties), respectively, in the 32,834-acre Tolima-B and 32,240-acre San Luis
contract  areas  in  December  1996.

     Malaysia-Thailand

          Contract  Terms

          In  April  1994,  Triton  Thailand  became  a  party to a production
sharing  contract  covering an area located offshore, designated as Block A-18
of  the  Malaysia-Thailand  Joint  Development  Area. The contract area, which
encompasses  approximately  731,000 acres, had been the subject of overlapping
claims  between  Malaysia  and  Thailand.  The other parties to the production
sharing contract are the Malaysia-Thailand Joint Authority (the "MTJA"), which
has  been  established by treaty to administer the Joint Development Area, and
Petronas  Carigali (JDA) Sdn. Bhd. ("Carigali"), a subsidiary of the Malaysian
national  oil  company.  The  treaty provides for the development of the Joint
Development  Area  that includes Block A-18. Triton Thailand previously held a
license  from  Thailand  that  covered  part  of  the  Joint Development Area.

          The  term  of  the  contract  is  35  years,  subject  to  possible
relinquishment of certain areas and subject to the treaty between Malaysia and
Thailand  creating  the MTJA remaining in effect. Triton and Carigali have the
right to explore for oil and gas for the first five years of the contract. The
contract  provides that if there is a discovery of natural gas (not associated
with crude oil) and the MTJA agrees, the contractors will be able to hold that
gas  field without production for an additional five-year period, provided the
contractors  submit  to the MTJA an acceptable development plan for the field.
The contractors then have a five-year period from the MTJA's acceptance of the
development  plan to develop the field, and have the right to produce gas from
the field for 20 years plus a number of years equal to the number of years, if
any,  prior to the end of the holding period that gas production commenced (or
until the termination of the contract, if earlier). The contract grants to the
operators  the  right  to  produce  oil  from an oil field for 25 years plus a
number  of  years  equal  to  the  number of years, if any, prior to the fifth
anniversary  of  the  contract  that  oil  production  commenced (or until the
termination  of  the  contract,  if  earlier).  Any  areas  not  developed and
producing  within  the  periods  provided  will  be  relinquished.

          As  oil and gas are produced, the MTJA is entitled to a 10% royalty.
Up  to  50%  of each unit of production is considered "cost oil" or "cost gas"
and  will  be  allocated to the contractors to the extent of their recoverable
costs,  with the balance considered "profit oil" or "profit gas" to be divided
50%  to  the MTJA and 50% to the contractors (i.e., 25% to Carigali and 25% to
Triton).  Triton's  share  of  production  is subject to an additional royalty
equal  to  0.75%  of  Block  A-18 production. Tax rates imposed by the MTJA on
behalf  of the governments of Malaysia and Thailand are 0% for the first eight
years  of  production,  10% for the next seven years of production and 20% for
any  remaining  production.

          Simultaneously  with  the  execution  of  the  production  sharing
contract,  the  parties  executed  a joint operating agreement governing Block
A-18  operations.  The  operating  agreement  designated  as  operator CTOC, a
company  owned  equally  by  Triton  Thailand  and  Carigali.

          Negotiations  for  a  Gas-Sales  Agreement

          In  May  1996,  the MTJA, Triton and Carigali signed a Memorandum of
Understanding  on  the sale and purchase of natural gas with Petronas and PTT,
the  national  oil  companies  of  Malaysia  and  Thailand,  respectively. The
Memorandum  of  Understanding  provides a basis for negotiation of a gas-sales
agreement  for  natural  gas  to  be  produced  from  Block  A-18. The parties
currently  are  negotiating a heads of agreement intended to include agreement
in  principle  on  the key gas-sales agreement terms. The Company expects that
negotiation  and  execution of a definitive gas-sales agreement reflecting the
heads  of  agreement  will  follow  execution  of  the  heads  of  agreement.

          Recent  Drilling  Results

          The  initial  phase  of  Block A-18 operations included a 2D seismic
survey  covering  approximately  5,700  kilometers (3,542 miles), a 3D seismic
survey  conducted  in  1995  covering approximately 620 square kilometers (239
square  miles)  over  the  Cakerawala Field, data analysis and the drilling of
three  exploratory  wells.

          In August 1995, the first of the three wells, the Cakerawala-1A, was
tested at a combined flow rate of 58 MMcf of gas and 945 barrels of condensate
and oil per day.  The well was drilled in approximately 200 feet of water to a
total  depth  of 7,878 feet. A second well, Suriya-1, was tested at a combined
flow  rate  of  58  MMcf  of  gas  and  351 barrels of condensate per day. The
Suriya-1  well was drilled in approximately 180 feet of water to a total depth
of  7,273  feet  and  is located on a separate structure. The Suriya-1 well is
located  approximately  11  kilometers  (7  miles)  east-southeast  of  the
Cakerawala-1A  well.

          A  third  well,  Cakerawala East-1, was drilled in approximately 180
feet  of water to a total depth of 11,808 feet. Cakerawala East-1 tested at 22
MMcf  of  gas  and  138  barrels  of  condensate  per day from the two shallow
sequences  that  constitute  the principal producing zones for phase one field
development.  The  well  confirmed  anticipated  fault  separations  from  the
structure  on  which  the  Cakerawala-1A  well and the Pilong well (drilled by
Exxon  in  1971) were drilled, and found comparable sand thickness, flow rates
and  gas-water contacts and lesser CO2  content than the same sequences in the
Cakerawala-1A  and  Pilong wells. Intermediate sequences were wet and were not
tested. The well also confirmed the presence of deeper, overpressure sandstone
sequences, but the deeper zones tested wet or inconclusively due to mechanical
difficulties.  The  deeper  zones  remain  an  exploratory prospect for future
drilling.

          During  1996,  petroleum  operations  in  Block  A-18  included  the
drilling  of  six wells and the acquisition of a second 3D seismic survey that
covered  534  square  kilometers  (206  square  miles).

          In  March  1996, two appraisal wells, Cakerawala-2 and Cakerawala-3,
were  drilled  to  delineate  the Cakerawala Field.  The Cakerawala-2 well was
tested  at a combined rate of 31 MMcf of gas and 645 barrels of condensate per
day.  The well was drilled in approximately 190 feet of water to a total depth
of  9,650  feet,  approximately  seven  kilometers  (four  miles) north of the
Cakerawala-1A  well. The Cakerawala-3 well was tested at a combined rate of 47
MMcf  of  gas, 225 barrels of condensate and 3,002 barrels of oil per day. The
well  was drilled in approximately 180 feet of water to a total depth of 9,814
feet,  approximately  three kilometers (two miles) southwest of Cakerawala-1A.
The  two  appraisal  wells confirmed the gas pools proven in the earlier wells
drilled  in  the  field  and  also discovered oil in relatively shallow zones,
which  require  further  delineation.

          Following delineation of the Cakerawala Field, two exploratory wells
were  drilled  to test other prospects in  Block A-18. The Bulan-1 well tested
at  a  combined  rate of 36 MMcf of gas and 123 barrels of condensate per day.
The  well  was  drilled in approximately 180 feet of water to a total depth of
7,140  feet,  approximately  seven  kilometers  (four miles) west-northwest of
Cakerawala-1A.  The  well  proved  a  third commercial field in the block on a
separate  structure  immediately west of the Cakerawala Field. The Bumi-1 well
tested  at a combined rate of 73 MMcf of gas and 305 barrels of condensate per
day.  The well was drilled in approximately 180 feet of water to a total depth
of  9,279  feet,  approximately  four  kilometers  (three  miles)  east of the
Suriya-1  well.  The  well  proved a fourth commercial field on the block on a
separate  structure  immediately  east  of  the  Suriya  Field.

          Two  other  wells  were  drilled  in 1996 to appraise the Suriya and
Bulan  fields. The Suriya-2 well confirmed the discovery made by Suriya-1. The
well tested at a combined rate of 56 MMcf of gas and 268 barrels of condensate
per  day.  The  well was drilled in approximately 180 feet of water to a total
depth  of  8,315  feet,  approximately  five kilometers (three miles) south of
Suriya-1.  The  Bulan-2 well confirmed the discovery made by Bulan-1. The well
tested  at a combined rate of 30 MMcf of gas and 185 barrels of condensate per
day.  The well was drilled in approximately 176 feet of water to a total depth
of 9,160 feet approximately five kilometers (three miles) south of the Bulan-1
well.

          A  field  development plan for the Cakerawala Field was submitted to
the MTJA for approval in October 1996. Development of the field is expected to
commence  following  execution  of  the  heads  of  agreement  and  to  take
approximately  30  to  36  months  to  complete.

          Argentina

          Through  the  Company's  subsidiaries,  Triton  Argentina,  Inc. and
Triton Resources Argentina, Inc., the Company holds a 100% working interest in
the  approximately  47,000-acre  Sierra  Azul  Sur  license in the oil and gas
producing  Neuquen  Basin  in  western  Argentina.

          In  September  1996,  Triton  assigned  its  interests  in  the Loma
Cortaderal and Cerro Dona Juana blocks to Cordex Petroleums Argentina Ltd.  In
consideration  of  the  assigned  interest, Cordex agreed to undertake certain
work  obligations  and to grant Triton an overriding royalty interest of 8% on
any  future hydrocarbon production from the areas covered by these blocks. The
assignment  of  these  two  areas  is  subject  to government approval. Triton
relinquished  its  interest  in  the  Malargue  Sur  license  in  March 1996.

          In  January  1997,  the  Company  announced  that, after a review of
certain  technical  information,  it  had  determined that its interest in the
Sierra  Azul  Sur license, although commercially prospective, did not meet its
exploration objectives. Accordingly, the Company recorded a charge against its
results  of  operations  for  the  year  ended December 31, 1996. See Item 7.,
"Management's  Discussion  and  Analysis of Financial Condition and Results of
Operations."

     Ecuador

          Through  the  Company's  subsidiary,  Triton  Ecuador, Inc. LLC, the
Company  holds  an  interest  in  Block 19, which covers approximately 494,000
acres  located  in  the  Ecuadorian foothills of the eastern side of the Andes
Mountains  in  the  Oriente Basin.  Triton's partners in the block are Vintage
Petroleum  Ecuador, Inc., with a 30% interest,  and Ranger Oil Limited, with a
15%  interest,  subject  to  certain government approvals.  The partners' work
program  commitments for Block 19 consist of the acquisition of 400 kilometers
(250  miles)  of  new  seismic  data and the drilling of two exploratory wells
during  a  four-year exploration period. A total of 442 kilometers (275 miles)
of  new  seismic  data was acquired during 1996. The first exploratory well is
expected  to  be  drilled  in  1997.

     Guatemala

          Through the Company's subsidiary, Triton Guatemala S.A., the Company
has acquired an interest in two contiguous blocks. The blocks cover a total of
approximately  608,000 acres located on the border with Mexico in an extension
of  the  Chiapas  Fold  Belt  province.    During  1996,  Triton processed and
interpreted  seismic  and  gravity  data  acquired in 1995 and conducted other
preparatory operations for the planned drilling of the Piedras Blancas #1 well
to  test the extension of the Chiapas Fold Belt. Drilling is expected to begin
in  1997.

<PAGE>
     China

          The  Company's  subsidiary,  Triton  China,  Inc.  LLC,  has  signed
production  sharing  contracts  with  the  China National Offshore Oil Company
("CNOOC"),  which  give  the  Company  the  right  to  explore and develop two
contiguous  offshore  contract  areas,  Blocks 16/03 and 16/22. The blocks are
located  approximately  175  kilometers (110 miles) offshore from Hong Kong in
water  depths  ranging  from 300 to 650 feet.  Block 16/22 (791,000 acres) and
Block  16/03  (2.2  million acres) are located in the Huizhou Sub-basin of the
Pearl  River  Mouth  Basin.   Block 16/22 has a primary three-year exploration
term  with a commitment of reprocessing 500 kilometers (310 miles) of existing
seismic and the drilling of an exploratory well for a total expenditure of not
less  than  $7.5  million.    Block  16/03 has a primary one-and-one-half-year
exploration  term  with  a  commitment  of  reprocessing 1,000 kilometers (621
miles) of existing seismic and the drilling of an exploratory well for a total
expenditure  of  not less than $3 million. Seismic reprocessing on both blocks
of an aggregate of approximately 8,800 kilometers (5,500 miles), was completed
in  1995  and  1996.

          In April 1996, Triton executed an agreement with Mobil Exploration &
Production  China  Inc.  ("Mobil")  providing  Mobil  the  right to earn a 50%
interest  in  both  blocks.  Subsequently,  the HZ 23-2-1 exploratory well was
drilled  on Block 16/22 to a total depth of 14,830 feet in water depths of 390
feet. The well was plugged and abandoned after encountering hydrocarbon shows,
although  in noncommercial quantities. The remaining obligatory well for Block
16/03  is  expected  to  be  drilled  in  1997.

          Effective  January  1997,  Triton signed two one-year offshore Joint
Study  Agreements with CNOOC. JSA 24/05 covers approximately 1.5 million acres
in  water  depths ranging from 50 to 200 feet in the Liedong area of the South
China  Sea. This study area has a commitment of 3,500 kilometers (2,175 miles)
of  existing  seismic  to  be  reprocessed. JSA 24/10 covers approximately 3.7
million  acres in water depths ranging from 30 to 295 feet in the South Yellow
Sea.  This  study  area  has a commitment of 4,000 kilometers (2,500 miles) of
existing  seismic  to  be  reprocessed.

     Italy

          The  Company  has  a 40% interest in each of the contiguous DR71 and
DR72  licenses operated by Enterprise Oil, plc, in the Adriatic Sea, and a 50%
interest  in  three  onshore  licenses,  operated  by  Triton, in the southern
Apennines  Mountains.  Triton  has applied for two new licenses onshore in the
southern  Apennines  and  one  new  license  offshore  in  the  Adriatic.

          The  DR71  and  DR72  licenses lie 45 kilometers (28 miles) offshore
from  the  city  of  Brindisi and cover approximately 493,000 acres. One well,
Medusa-1, was drilled on DR72 in 1996 to a total depth of 4,725 feet. The well
proved  the  presence  of  oil  and  gas  in  a  new play but in noncommercial
quantities and was not tested. Additional drilling is expected in late 1997 or
early  1998.

          The  contiguous  Southern  Apennines  licenses  -  Fosso  del  Lupo,
Valsinni  and  Masseria  di  Sole  -  cover approximately 101,000 acres in the
Matera  province.   The licenses were awarded  in August 1996.  Triton intends
to  purchase  and  acquire  seismic  data  over  the  licenses  in  1997.

<PAGE>
     Oman

          The  Company's  subsidiary,  Triton  Oman,  Inc., was awarded a 100%
interest  in  a production sharing contract covering Block 22, Masirah Bay, by
the  Sultanate  of Oman in June 1996.  The offshore block covers approximately
two  million  acres  in  water depths ranging from 50 to 200 feet. The minimum
contractual  obligation  during  the  initial  three-year  exploration  period
requires the reprocessing and reinterpretation of existing seismic data, 1,000
kilometers  (625  miles)  of  seismic  acquisition  and  one  exploratory well
contingent  on  the  results  of  the  seismic  program.

     Indonesia

          In February 1997, the Company's subsidiary, TriBlora Indonesia B.V.,
signed,  subject  to  government  approval, an agreement with Eurafrep B.V. to
acquire  a  30%  interest  in the Blora production sharing contract covering a
block of approximately 1.4 million acres located within Central Java. Triton's
partners  are  Eurafrep  B.V.,  the  operator,  with  a  40% interest, and YPF
International  Ltd.  with  a  30%  interest.

          The  work  program  calls  for  an  unspecified  amount  of  seismic
reprocessing,  as  well  as the acquisition of 150 kilometers (95 miles) of 2D
seismic  and  the drilling of a well within the three-year initial exploration
period  for a total expenditure of not less than $4.5 million. Reprocessing of
seismic began in January 1997 with acquisition of new seismic to be undertaken
in  the  third  quarter  of  1997. Exploratory drilling is planned to begin in
1998.

          In  1996,  the  Company  sold  its  interest  in the Enim project in
Indonesia.

RESERVES

          The  following  table  sets forth a summary of the estimated oil and
gas  reserves  of  the  Company at December 31, 1996, and is based on separate
estimates  of  the  Company's net proved reserves, prepared by the independent
petroleum  engineers,  DeGolyer  and  MacNaughton,  with respect to all proved
reserves  in the Cusiana and Cupiagua fields in Colombia, and by the Company's
own  petroleum  engineers  with  respect  to  all  proved  reserves  in
Malaysia-Thailand and the Liebre Field in Colombia.  This table sets forth the
estimated  net  quantities  of  proved  developed  and undeveloped oil and gas
reserves  and  total  proved oil and gas reserves owned by the Company and its
consolidated  subsidiaries.  At  December  31, 1996, the Company had no proved
developed  or  proved  undeveloped  reserves in Argentina, Ecuador, Guatemala,
China,  Italy,  Oman  or  Indonesia.  For additional information regarding the
Company's  reserves,  including  the  standardized  measure of future net cash
flows,  see  note  25  of    Notes  to  Consolidated Financial Statements. Oil
reserves  data  include  natural  gas  liquids  and  condensate.

<PAGE>
Net  Proved  Reserves  at  December  31,  1996:
<TABLE>
<CAPTION>


<S>                   <C>         <C>      <C>           <C>       <C>       <C>

                      PROVED               PROVED                  TOTAL
                      DEVELOPED            UNDEVELOPED             PROVED
                      ----------           ------------            --------

                      OIL         GAS      OIL           GAS       OIL       GAS
                      (MBBLS)     (MMCF)   (MBBLS)       (MMCF)   (MBBLS)    (MMCF)
                      ----------  -------  ------------  --------  --------  --------

Colombia(1)               67,193   11,146        68,117     3,505   135,310    14,651
Malaysia-Thailand(2)         ---      ---        24,700   871,100    24,700   871,100
                      ----------  -------  ------------  --------  --------  --------
Total                     67,193   11,146        92,817   874,605   160,010   885,751
                      ----------  -------  ------------  --------  --------  --------

</TABLE>



____________________
(1) Includes liquids to be recovered from Ecopetrol as reimbursement for
    precommerciality  expenditures.
(2) As of December 31, 1996, the Company did not have a contract for the
    sale  of  gas  to be produced from its interest in the Malaysia-Thailand
    Joint Development  Area.  In  estimating its reserves attributable to
    such interest, the  Company assumed that production from the interest
    would be sold at prices for  natural  gas  derived  from  what  the
    Company  believed  to be the most comparable  market  price at
    December 31, 1996. There can be no assurance that the  price to be
    provided in any gas contract will be equal to the price used
    in  the  Company's  calculations.

          Reserve  estimates  are approximate and may be expected to change as
additional  information  becomes  available. Furthermore, estimates of oil and
gas  reserves,  of  necessity,  are projections based on engineering data, and
there  are  uncertainties inherent in the interpretation of such data, as well
as  the projection of future rates of production and the timing of development
expenditures.    Reservoir  engineering  is a subjective process of estimating
underground  accumulations  of oil and gas that cannot be measured in an exact
way,  and the accuracy of any reserve estimate is a function of the quality of
available  data and of engineering and geological interpretation and judgment.
Accordingly, there can be no assurance that the reserves set forth herein will
ultimately  be produced nor can there be assurance that the proved undeveloped
reserves  will  be  developed  within  the  periods  anticipated.

          No estimates of total proved net oil or gas reserves have been filed
by the Company with, or included in any report to, any United States authority
or  agency pertaining to the Company's individual reserves since the beginning
of  the  Company's  last  fiscal  year.

ACREAGE

          The  following  table  shows  the  total gross and net developed and
undeveloped  oil and gas acreage held by Triton at December 31, 1996.  "Gross"
refers  to  the total number of acres in an area in which the Company holds an
interest  without  adjustment  to  reflect the actual percentage interest held
therein  by  the  Company.   "Net" refers to the gross acreage as adjusted for
working  interests  owned  by  parties  other  than  the  Company.


<PAGE>
          "Developed"  acreage  is  acreage spaced or assignable to productive
wells.   "Undeveloped" acreage is acreage on which wells have not been drilled
or  completed  to  a  point  that  would  permit  the production of commercial
quantities  of oil and gas, regardless of whether such acreage contains proved
reserves.
<TABLE>
<CAPTION>


<S>                 <C>        <C>             <C>           <C>

                    DEVELOPED                  UNDEVELOPED

                    ACREAGE                    ACREAGE(1)
                    -------------------------  -------------------
                    GROSS      NET             GROSS         NET
                    ---------  --------------  ------------  -----
                               (In thousands)

Colombia                   30               4         1,940    939
Malaysia-Thailand         ---             ---           731    366
Argentina                 ---             ---            47     47
Ecuador                   ---             ---           494    272
Guatemala                 ---             ---           608    608
China(2)                  ---             ---         2,990  1,495
Italy                     ---             ---           594    248
Oman                      ---             ---         2,044  2,044
                    ---------  --------------  ------------  -----
Total                      30               4         9,448  6,019
                    ---------  --------------  ------------  -----

</TABLE>


____________________
(1) Triton's  interests  in certain of this acreage may expire if not
    developed  at various times in the future pursuant to the terms and
    provisions of  the  leases, licenses, concessions, contracts,
    permits or other agreements under  which  it  was  acquired.
(2) Does  not  include  acreage  attributable  to the two Joint Study
    Agreements  signed  with  CNOOC  in  January  1997.

PRODUCTIVE  WELLS  AND  DRILLING  ACTIVITY

          In  this  section, "gross" wells refers to the total number of wells
drilled  in an area in which the Company holds any interest without adjustment
to  reflect  the  actual  ownership  interest held.  "Net" refers to the gross
number  of wells drilled adjusted for working interests owned by parties other
than  the  Company.

          At  December 31, 1996, Triton held gross and net working interests
in  33  and  4.22  productive  wells,  respectively,  in  Colombia.

<PAGE>
          The  following  tables set forth the results of the oil and gas well
drilling  activity  on  a  gross  basis for wells in which the Company held an
interest  for  the  years  ended  December 31, 1996 and 1995, the seven months
ended  December  31,  1994,  and  for  the  year  ended  May  31,  1994.

<TABLE>
<CAPTION>



<S>                      <C>             <C>           <C>           <C>           <C>           <C>         <C>      <C>

GROSS EXPLORATORY WELLS


                         PRODUCTIVE (1)                                         DRY
                         --------------                                         ------------
                                                      SEVEN MOS.     YEAR
                         YEAR ENDED                   ENDED          ENDED      YEAR ENDED
                         DECEMBER 31,                 DECEMBER 31,   MAY 31,    DECEMBER 31,
                         ---------------------------
                                 1996           1995        1994     1994              1996
                         ------------   ------------  ----------  -------       ------------

Colombia                            3              2           1        3               ---
Malaysia-Thailand                   7              2         ---      ---               ---
Argentina                         ---            ---         ---      ---                 2
Italy                             ---            ---         ---      ---                 1
China                             ---            ---         ---      ---                 1
New Zealand                       ---            ---         ---        1               ---
Crusader(1):
   Argentina                      ---              1           1      ---               ---
   Australia                       14             23           9        5                 4
   Canada                         ---            ---         ---      ---               ---
   United States                  ---            ---         ---        2               ---
   Philippines                    ---            ---         ---      ---               ---
                         ------------   ------------  ----------  -------      ------------
            Total                  24             28          11       11                 8
                         ------------   ------------  ----------  -------      ------------




<S>                      <C>  <C>   <C>         <C>      <C>           <C>   <C>   <C>         <C>

GROSS EXPLORATORY WELLS


                      DRY                                           TOTAL
                      -------------------------------   -----------------------------------
                                    SEVEN MOS.  YEAR                     SEVEN MOS.  YEAR
                      YEAR ENDED    ENDED       ENDED    YEAR ENDED      ENDED       ENDED
                      DECEMBER 31,  DEC. 31,    MAY 31,  DECEMBER 31,    DEC. 31,    MAY 31,
                                                       ----------------
                            1995        1994     1994        1996  1995        1994     1994
                            ----  ----------  -------        ----  ----  ----------  -------

Colombia                       2         ---      ---           3     4           1        3
Malaysia-Thailand            ---         ---      ---           7     2         ---      ---
Argentina                      2         ---      ---           2     2         ---      ---
Italy                        ---         ---        1           1   ---         ---        1
China                        ---         ---      ---           1   ---         ---      ---
New Zealand                  ---         ---      ---         ---   ---         ---        1
Crusader(1):
   Argentina                   2         ---      ---         ---     3           1      ---
   Australia                  11           3        2          18    34          12        7
   Canada                    ---         ---        1         ---   ---         ---        1
   United States             ---           2        1         ---   ---           2        3
   Philippines               ---           1      ---         ---   ---           1      ---
                            ----  ----------  -------        ----  ----  ----------  -------
            Total             17           6        5          32    45          17       16
                            ----  ----------  -------        ----  ----  ----------  -------

</TABLE>


<TABLE>
<CAPTION>


<S>                      <C>             <C>           <C>   <C>         <C>      <C>  <C>           <C>   <C>         <C>

GROSS DEVELOPMENT WELLS


                         PRODUCTIVE (1)                                           DRY
                         ------------------------------------------------------   --------------------------------------------
                                                             SEVEN MOS.  YEAR                              SEVEN MOS.  YEAR
                                         YEAR ENDED          ENDED       ENDED         YEAR ENDED          ENDED       ENDED
                                         DECEMBER 31,        DEC. 31,    MAY 31,       DECEMBER 31,        DEC. 31,    MAY 31,
                                         ------------                                  ------------
                                                 1996  1995        1994     1994               1996  1995        1994     1994
                                         ------------  ----  ----------  -------       ------------  ----  ----------  -------

Colombia                                           15     8           3      ---                ---   ---         ---      ---
Malaysia-Thailand                                 ---   ---         ---      ---                ---   ---         ---      ---
Indonesia                                         ---   ---         ---        3                ---   ---         ---        1
Crusader(1):
   Australia                                        2     5           8       13                ---     1           1        1
   Canada                                         ---   ---         ---        9                ---   ---         ---      ---
   United States                                  ---   ---           1      ---                ---   ---         ---        1
                                         ------------  ----  ----------  -------       ------------  ----  ----------  -------
            Total                                  17    13          12       25                ---     1           1        3
                                         ------------  ----  ----------  -------       ------------  ----  ----------  -------


<S>                      <C>    <C>           <C>   <C>         <C>

GROSS DEVELOPMENT WELLS


                         TOTAL
                         ----------------------------------------------
                                                    SEVEN MOS.  YEAR
                                YEAR ENDED          ENDED       ENDED
                                DECEMBER 31,        DEC. 31,    MAY 31,
                                ------------
                                        1996  1995        1994     1994
                                ------------  ----  ----------  -------

Colombia                                  15     8           3      ---
Malaysia-Thailand                        ---   ---         ---      ---
Indonesia                                ---   ---         ---        4
Crusader(1):
   Australia                               2     6           9       14
   Canada                                ---   ---         ---        9
   United States                         ---   ---           1        1
                                ------------  ----  ----------  -------
            Total                         17    14          13       28
                                ------------  ----  ----------  -------
</TABLE>


____________________

(1) In 1996, the Company sold all of its interest in Crusader and in the
    Enim  project in Indonesia.  In 1995, Crusader sold its interests in
    Argentina and Canada.


          The following tables set forth the results of drilling activity on a
net  basis for wells in which the Company held an interest for the years ended
December  31,  1996 and 1995, the seven months ended December 31, 1994 and for
the year ended May 31, 1994 (those wells acquired or disposed of since May 31,
1993  are  reflected in the following tables only since or up to the effective
dates  of  their  respective  acquisitions  or  sales,  as  the  case may be):
<TABLE>
<CAPTION>


<S>                     <C>             <C>   <C>   <C>         <C>      <C>           <C>   <C>   <C>         <C>      <C>

NET EXPLORATORY WELLS


                        PRODUCTIVE (1)                                   DRY
                        -----------------------------------------------  ---------------------------------------------
                                                    SEVEN MOS.  YEAR                          SEVEN MOS.  YEAR
                        YEAR ENDED                  ENDED       ENDED    YEAR ENDED           ENDED       ENDED
                        DECEMBER 31,                DEC. 31,    MAY 31,  DECEMBER 31,         DEC. 31,    MAY 31,
                        --------------------------                       ------------
                                  1996        1995        1994     1994          1996  1995       1994     1994
                        --------------        ----  ----------  -------  ------------  ----  ----------  -------

Colombia(2)                       0.12        0.12        0.12     1.24          0.50  2.00         ---      ---
Malaysia-Thailand                 3.50        1.00         ---      ---          ---   ---          ---      ---
Argentina                          ---         ---         ---      ---          2.00  2.00         ---      ---
Italy                              ---         ---         ---      ---          0.40   ---         ---     0.10
China                              ---         ---         ---      ---          0.50   ---         ---      ---
New Zealand                        ---         ---         ---     0.20           ---   ---         ---      ---
Crusader(3):
   Argentina                       ---        0.06        0.12      ---           ---  0.12         ---      ---
   Australia                      0.34        0.35        0.15     0.10           0.10  0.29        0.63     0.02
   Canada                          ---         ---         ---      ---            ---   ---         ---     0.50
   United States                   ---         ---         ---     0.20            ---   ---        0.40     0.10
   Philippines                     ---         ---         ---      ---            ---   ---        0.20      ---
                                  ----        ----  ----------  -------           ----  ----  ----------  -------
            Total                 3.96        1.53        0.39     1.74           3.50  4.41        1.23     0.72
                                  ----        ----  ----------  -------           ----  ----  ----------  -------


<S>                     <C>           <C>   <C>   <C>         <C>

NET EXPLORATORY WELLS


                        TOTAL
                        --------------------------------------
                                            SEVEN MOS.  YEAR
                        YEAR ENDED          ENDED       ENDED
                        DECEMBER 31,        DEC. 31,    MAY 31,
                        ------------------
                                1996  1995       1994     1994
                        ------------  ----  ----------  -------

Colombia(2)                     0.62  2.12        0.12     1.24
Malaysia-Thailand               3.50  1.00         ---      ---
Argentina                       2.00  2.00         ---      ---
Italy                           0.40   ---         ---     0.10
China                           0.50   ---         ---      ---
New Zealand                      ---   ---         ---     0.20
Crusader(3):
   Argentina                     ---  0.18        0.12      ---
   Australia                    0.44  0.64        0.78     0.12
   Canada                        ---   ---         ---     0.50
   United States                 ---   ---        0.40     0.30
   Philippines                   ---   ---        0.20      ---
                                ----  ----  ----------  -------
            Total               7.46  5.94        1.62     2.46
                                ----  ----  ----------   -------
</TABLE>


<TABLE>
<CAPTION>


<S>                     <C>             <C>   <C>   <C>         <C>      <C>         <C>           <C>   <C>   <C>         <C>

NET DEVELOPMENT WELLS


                        PRODUCTIVE (1)                               DRY
                        -----------------------------------------    ---------------------------------------
                                              SEVEN MOS.  YEAR                           SEVEN MOS.  YEAR
                        YEAR ENDED            ENDED       ENDED      YEAR ENDED          ENDED       ENDED
                        DECEMBER 31,          DEC. 31,    MAY 31,    DECEMBER 31,        DEC. 31,    MAY 31,
                        --------------------                         ------------------
                                  1996  1995        1994     1994            1996  1995        1994     1994
                        --------------  ----  ----------  -------    ------------  ----  ----------  -------

Colombia (2)                      1.80  0.96        0.36      ---            ---    ---         ---      ---
Malaysia-Thailand                  ---   ---         ---      ---            ---    ---         ---      ---
Indonesia                          ---   ---         ---     3.00            ---    ---         ---     1.00
Crusader(3):
  Australia                       0.05  1.10        0.17     0.40            ---   0.02        0.01     0.02
  Canada                           ---   ---         ---     2.00            ---    ---         ---      ---
  United States                    ---   ---        0.20      ---            ---    ---         ---     0.20
                                  ----  ----  ----------  -------           ----   ----  ----------  -------
            Total                 1.85  1.06        0.73     5.40            ---   0.02        0.01     1.22
                                  ----  ----  ----------  -------           ----   ----  ----------  -------



<S>                     <C>           <C>   <C>  <C>   <C>         <C>

NET DEVELOPMENT WELLS


                        TOTAL
                        ------------
                                            SEVEN MOS.  YEAR
                        YEAR ENDED          ENDED       ENDED
                        DECEMBER 31,        DEC. 31,    MAY 31,
                        ------------------
                                1996  1995        1994     1994
                        ------------  ----  ----------  -------

Colombia (2)                 1.80     0.96        0.36      ---
Malaysia-Thailand             ---      ---         ---      ---
Indonesia                     ---      ---         ---     4.00
Crusader(3):
  Australia                  0.05     0.12        0.18     0.42
  Canada                      ---      ---         ---     2.00
  United States               ---      ---        0.20     0.20
                             ----     ----  ----------  -------
            Total            1.85     1.08        0.74     6.62
                             ----     ----  ----------  -------

</TABLE>


____________________
(1) A productive well is producing or capable of producing oil and/or gas
    in commercial quantities.  Multiple completions have been counted as
    one well.  Any  well  in  which  one of the multiple completions is
    an oil completion is classified  as  an  oil  well.
(2) Adjusted  to  reflect  the  national oil company participation at
    commerciality  for  the  Cusiana  and  Cupiagua  fields.
(3) Adjusted to reflect the Company's 49.9% interest in Crusader, which
    was  sold  in  1996.

OTHER  PROPERTIES

          The  Company  owns  or  has  interests  in  oil  and  gas production
facilities  relating  to  its oil and gas production operations throughout the
world.    In  addition,  the  Company  leases  or  owns office space and other
properties  for  its  various  operations  in  various  parts  of  the  world.

          For  additional  information  on the Company's leases, including its
office  leases,  see  note  21  of Notes to Consolidated Financial Statements.

FORWARD-LOOKING  INFORMATION

          Certain  statements  in  this  Annual Report on Form 10-K, including
statements  of  the Company's and management's expectations, intentions, plans
and  beliefs,  including  those  contained  in  or  implied  by Items 1 and 2,
"Business  and  Properties", and Item 7, "Management's Discussion and Analysis
of  Financial  Condition  and  Results  of  Operations,"   are forward-looking
statements,  as defined in Section 21D of the Securities Exchange Act of 1934,
that  are  dependent  on  certain  events, risks and uncertainties that may be
outside  of  the  Company's  control. These forward-looking statements include
statements  of management's plans and objectives for future operation and
statements of future economic performance; information regarding drilling
schedules, expected or planned production or transportation capacity, the
future construction or upgrades or upgrades of pipelines (including costs),
when  the  Cusiana  and  Cupiagua  fields  might become self-financing, future
production  of the Cusiana and Cupiagua fields, the negotiation of a gas sales
contract  and  commencement  of production in Malaysia-Thailand, the Company's
capital  budget  and  future  capital  requirements, the Company's meeting its
future capital needs, the amount by which production from the Cusiana and
Cupiagua fields may increase or when such increased production may commence,
the Company's realization of its deferred tax asset, the level  of future
expenditures  for environmental costs and the outcome of regulatory
and  litigation matters, and proven oil and gas reserves and discounted future
net  cash  flows  therefrom;  and  the  assumptions  described  in this report
underlying  such  forward-looking statements.  Actual results and developments
could  differ materially from those expressed in or implied by such statements
due  to  a number of factors, including those described in the context of such
forward-looking  statements  and  in  notes 20 and 21 of Notes to Consolidated
Financial  Statements.

EMPLOYEES

          At  March  7, 1997, the Company employed approximately 270 full-time
employees.

<PAGE>
EXECUTIVE  OFFICERS  OF  THE  COMPANY

          The  following  table  sets  forth certain information regarding the
executive  officers  of  the  Company  at  March  7,  1997:
<TABLE>
<CAPTION>


<S>                     <C>  <C>                                                   <C>

                                                                                   SERVED WITH
                                                                                   -----------
                                                                                   THE COMPANY
                                                                                   -----------
NAME                    AGE  POSITION WITH THE COMPANY                             SINCE
----------------------  ---  ----------------------------------------------------  -----------

Thomas G. Finck          50  Chairman of the Board and Chief
                             Executive Officer                                            1992
Nick De'Ath              48  Senior Vice President, Exploration                           1993
Robert B. Holland, III   44  Senior Vice President, General Counsel and Secretary         1993
Peter Rugg               49  Senior Vice President and Chief Financial Officer            1993
A.E. Turner, III         48  Senior Vice President, Operations                            1994

</TABLE>



          In  August 1992, Mr. Finck was elected Director, President and Chief
Operating  Officer  of  the  Company.    Effective January 1993, Mr. Finck was
elected  Chief  Executive  Officer  and  effective  May  1995  he  assumed the
additional  position of Chairman of the Board.  From July 1991 to August 1992,
Mr.  Finck  served as President and Chief Executive Officer of American Energy
Group, an independent oil and natural gas exploration and production company.
From  May  1984  until  June  1991,  Mr.  Finck  served as President and Chief
Executive  Officer  of  Ensign Oil & Gas, Inc., a private domestic oil and gas
exploration  company.

          Mr.  De'Ath was elected Senior Vice President, Exploration in 1993.
From  1992 to 1993, Mr. De'Ath served as President and owner of Pinnacle Ltd.,
a  management consulting firm providing services to multinational companies in
Colombia,  and from 1971 to 1991 served in various positions with subsidiaries
of British Petroleum Company, p.l.c., including general manager of exploration
for  BP International Limited in Mexico from 1991 to 1992 and  general manager
of  BP's  Colombian  operation  from  1986  to  1991.

          Mr.  Holland  was elected Senior Vice President, General Counsel and
Secretary  of  the Company in January 1993.  For more than five years prior to
joining  the  Company,  Mr. Holland was a partner of the law firm of Jackson &
Walker,  L.L.P.,  Dallas,  Texas.

          Mr.  Rugg  was  elected  Senior  Vice  President and Chief Financial
Officer  in April 1993.  From September 1992 to April 1993, Mr. Rugg served as
Vice President of J.P. Morgan & Co., Incorporated ("J.P. Morgan"), a financial
services  firm,  and for more than the five years prior to September 1992, Mr.
Rugg served as Vice President of Morgan Guaranty Trust Company of New York, an
international  bank  owned  by  J.P.  Morgan.

          Mr.  Turner  was  elected Senior Vice President, Operations in March
1994.  From 1988 to February 1994, Mr. Turner served in various positions with
British  Gas  Exploration  &  Production,  Inc.,  including Vice President and
General  Manager  of  operations  in  Africa  and  the Western Hemisphere from
October  1993.

          All  executive  officers  of the Company are elected annually by the
Board of Directors of the Company to serve in such capacities until removed or
their  successors  are  duly  elected  and  qualified.    There  are no family
relationships  among  the  executive  officers  of  the  Company.


ITEM  3.          LEGAL  PROCEEDINGS

LITIGATION

          The  Company and subsidiaries or former subsidiaries of the Company,
including  Triton Oil, are among numerous defendants in three related lawsuits
brought  in  the  Superior  Court  of  the  State of California, County of Los
Angeles,  by  (i) National Union Fire Insurance Company ("National Union") and
The  Restaurant  Enterprises  Group,  (ii)  Travelers  Indemnity  Company
("Travelers")  and  (iii)  the City of Redondo Beach. All three lawsuits arise
out  of  a  1988  tidal  wave at King Harbor in Redondo Beach, California. The
lawsuits  allege,  among  other  things,  that  the  defendants'  negligence
contributed to the collapse of a hotel and the flooding of a restaurant in the
tidal  wave.    In  the  case of Triton Oil, the alleged negligence was Triton
Oil's  drilling  of  nearby  oil wells and alleged resulting ground subsidence
which  purportedly  lowered  the  height  of  the  King Harbor breakwater. The
Travelers  lawsuit  asserts  damages in excess of $14.6 million, although in a
separate  lawsuit against the Army Corps of Engineers, the court found damages
to be approximately $6.7 million. Of that $6.7 million, Travelers recovered $4
million  from  the  City  of Redondo Beach. The National Union lawsuit asserts
damages in excess of $4.75 million, although in a separate lawsuit against the
Army  Corps  of  Engineers,  the  court found damages to be approximately $3.7
million. Of that $3.7 million, Travelers recovered $1 million from the City of
Redondo  Beach. The City of Redondo Beach lawsuit asserts damages in excess of
$13.2 million, including indemnity for amounts it paid to settle the foregoing
lawsuits and other claims arising out of the flooding. The three lawsuits have
been  consolidated for trial, which has been set for October 1997. The Company
believes  that it and its subsidiaries have meritorious defenses and intend to
defend  the  suits  vigorously.

          During  the  quarter  ending  September  30, 1995, the United States
Environmental  Protection  Agency  and  Justice Department advised the Company
that  one  of  its  domestic  oil  and  gas  subsidiaries,  as  a  potentially
responsible  party for the clean-up of the Monterey Park, California Superfund
site  operated  by  Operating  Industries,  Inc.,  could  agree  to contribute
approximately  $2.8  million  to  settle  its  alleged  liability  for certain
remedial  tasks at the site.  The offer did not address responsibility for any
groundwater remediation.  The subsidiary was advised that if it did not accept
the settlement offer, it, together with other potentially responsible parties,
may  be  ordered  to  perform  or  pay  for  various  remedial  tasks.   After
considering  the  cost of possible remedial tasks, its legal position relative
to  potentially  responsible parties and insurers, possible legal defenses and
other  factors,  the  subsidiary  declined  to  accept  the  offer.

<PAGE>
          In  June 1994, the Company and numerous other defendants were served
by the State of Nevada, Division of Environmental Protection (the "NDEP") in a
state  court proceeding in Clark County, Nevada.  The action seeks to hold the
defendants  responsible  for  remediation  of  certain  underground  water
contamination  at the McCarran International Airport and seeks civil penalties
of  up  to $25,000 per day.  The Company has been advised by the NDEP that the
action  was filed to toll the running of the statute of limitations on certain
potential  causes  of  action.    The  Company  denies  responsibility for the
contamination  at  issue  and  does  not  believe  that the action will have a
material  adverse  affect  on  its  consolidated  financial  position.

          The  Company is also subject to litigation that is incidental to its
business.

REGULATORY  MATTER

          In  February  1997,  the  Company  and  the  Securities and Exchange
Commission  ("SEC")  concluded  a  settlement  of  the  SEC's investigation of
possible  violations  of  the Foreign Corrupt Practices Act in connection with
Triton Indonesia, Inc.'s former operations in Indonesia. The investigation was
settled  on a "consent decree" basis in which the Company neither admitted nor
denied  charges  made  by  the  SEC  that  the Company violated the Securities
Exchange Act of 1934 when Triton Indonesia, Inc. made certain payments in 1989
and 1990 to a consultant advising Triton Indonesia, Inc. on its relations with
the Indonesian state oil company and tax authority, misbooked the payments and
failed  to  maintain  adequate  internal  controls.  Under  the  terms  of the
settlement,  the  Company's  subsidiary,  TEC,  was  permanently enjoined from
future violations of the books and records and internal controls provisions of
the  Securities  Exchange  Act  of  1934  and paid a civil monetary penalty of
$300,000.  In 1996, the Company was advised that the Department of Justice had
concluded  a  parallel  inquiry  without  taking  any  action.

CERTAIN  FACTORS

          None  of  the  legal  matters  described above is expected to have a
material  adverse  effect  on  the  Company's consolidated financial position.
However,  this  statement  of  the  Company's expectation is a forward-looking
statement  that  is  dependent on certain events and uncertainties that may be
outside of the Company's control. Actual results and developments could differ
materially  from  the  Company's  expectation,  for  example,  due  to  such
uncertainties  as  jury  verdicts,  the application of laws to various factual
situations,  the actions that may or may not be taken by other parties and the
availability  of  insurance.  In  addition,  in  certain  situations,  such as
environmental  claims, one defendant may be responsible for the liabilities of
other parties. Moreover, circumstances could arise under which the Company may
elect to settle claims at amounts that exceed the Company's expected liability
for  such  claims  in  an  attempt  to  avoid costly litigation.  Judgments or
settlements  could,  therefore,  exceed  any  reserves.


ITEM  4.          SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

          No  matter was submitted by the Company during the fourth quarter of
the year ended December 31, 1996 to security holders, through the solicitation
of  proxies  or  otherwise.


<PAGE>
                                   PART II

ITEM  5.         MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS

          Triton's  ordinary  shares are listed on the New York Stock Exchange
and  are  traded  under  the symbol OIL.  Set forth below are the high and low
closing  sales  prices of Triton's ordinary shares as reported on the New York
Stock  Exchange  Composite  Tape  for  the  periods  indicated:
<TABLE>
<CAPTION>


<S>               <C>     <C>

CALENDAR PERIODS  HIGH    LOW
----------------  ------  ------
1994:
First Quarter     32      26 3/4
Second Quarter    35 7/8  25 1/8
Third Quarter     36      30
Fourth Quarter    37 1/4  31
1995:
First Quarter     38 1/4  31
Second Quarter    48 1/2  37 1/8
Third Quarter     55      44 1/4
Fourth Quarter    57 3/8  44
1996:
First Quarter     59 3/4  46 3/4
Second Quarter    57 1/8  45 3/4
Third Quarter     49 3/8  40 1/2
Fourth Quarter    50 5/8  42 1/2
1997:
 First Quarter*   52 1/2  41
</TABLE>


______________________
*Through  March  7,  1997.

          Triton  has  not  declared any cash dividends on its ordinary shares
since fiscal 1990.  The Company's current intent is to retain earnings for use
in  the Company's business and the financing of its capital requirements.  The
payment  of  any  future  cash  dividends  is  necessarily  dependent upon the
earnings  and  financial needs of the Company, along with applicable legal and
contractual  restrictions.

          The  payment  of  dividends  on  the  Company's  capital  stock  is
restricted  pursuant  to  the  Company's  revolving  credit  facility  and the
indentures  under  which  its  publicly  traded  notes  were  issued.

          Under  applicable  corporate  law,  the Company may pay dividends or
make  other distributions to its shareholders in such amounts as appear to the
directors  to  be  justified  by  the  profits  of  the  Company or out of the
Company's  share  premium  account  if  the Company has the ability to pay its
debts  as  they  come  due.

          As  of  March 7, 1996, the Company had outstanding 247,469 shares of
its  5%  Convertible  Preference  Shares  ("5%  Preference  Shares").  Each 5%
Preference  Share may be converted into one ordinary share of Triton and bears
a  cash  dividend,  which  has  priority  over  dividends on Triton's ordinary
shares,  equal  to  5%  per annum on the redemption price of $34.41 per share,
payable  semi-annually  on  March  30  and  September 30 of each year.  The 5%
Preference  Shares have priority over Triton ordinary shares upon liquidation,
and  may be redeemed at Triton's option at any time on or after March 30, 1998
(or  such  earlier  date  as there are fewer than 133,005 5% Preference Shares
outstanding)  for  cash  equal  to  the  redemption  price.   Any shares of 5%
Preference  Shares that remain outstanding on March 30, 2004, must be redeemed
at  the  redemption  price  either  for  cash or, at the Company's option, for
Triton  ordinary shares. See notes 4 and 14 of Notes to Consolidated Financial
Statements.

          The  Company has adopted a Shareholder Rights Plan pursuant to which
preference share rights attach to all ordinary shares at the rate of one right
for each ordinary share. Each right entitles the registered holder to purchase
from  the  Company  one  one-thousandth  of  a  Series  A Junior Participating
Preference  Share,  par  value $.01 per share ("Junior Preference Shares"), of
the  Company  at  a  price  of  $120 per one one-thousandth of a share of such
Junior  Preference  Shares,  subject to adjustment. Generally, the rights only
become  distributable  10 days following public announcement that a person has
acquired beneficial ownership of 15% or more of Triton's ordinary shares or 10
business  days  following commencement of a tender offer or exchange offer for
15% or more of the outstanding ordinary shares; provided that, pursuant to the
terms  of  the  plan, Oppenheimer Group, Inc. ("Oppenheimer") may increase its
level  of  beneficial  ownership to 19.9% without triggering a distribution of
the rights. If, among other events, any person becomes the beneficial owner of
15%  or  more  of Triton's ordinary shares (except as provided with respect to
Oppenheimer),  each right not owned by such person generally becomes the right
to  purchase such number of ordinary shares of the Company equal to the number
obtained by dividing the right's exercise price (currently $120) by 50% of the
market  price  of  the ordinary shares on the date of the first occurrence. In
addition, if the Company is subsequently merged or certain other extraordinary
business transactions are consummated, each right generally becomes a right to
purchase  such  number of shares of common stock of the acquiring person equal
to  the  number  obtained by dividing the right's exercise price by 50% of the
market  price  of  the  common  stock  on  the  date  of the first occurrence.

          Under  certain  circumstances, the Company's directors may determine
that  a  tender  offer  or  merger is fair to all shareholders and prevent the
rights  from being exercised. At any time after a person or group acquires 15%
or  more  of  the  ordinary  shares  outstanding  (other  than with respect to
Oppenheimer)  and  prior  to the acquisition by such person or group of 50% or
more  of  the  outstanding  ordinary  shares  or  the  occurrence  of an event
described  in  the  prior paragraph, the Board of Directors of the Company may
exchange  the  rights  (other  than rights owned by such person or group which
will  become  void), in whole or in part, at an exchange ratio of one ordinary
share,  or one one-thousandth of a Junior Preference Share, per right (subject
to  adjustment).

          The  rights will expire on May 22, 2005, unless such expiration date
is  extended  or  unless  the  rights are earlier redeemed or exchanged by the
Company.   At any time prior to a person acquiring beneficial ownership of 15%
or  more  of  Triton's  ordinary  shares, the Company may redeem the rights in
whole,  but  not  in  part,  at  a price of $.01 per right. For so long as the
rights  are redeemable, the Company may, except with respect to the redemption
price,  amend  the  rights  in  any  manner.

          At  March  7, 1997, there were 4,459 record holders of the Company's
ordinary  shares.

<PAGE>
ITEM  6.          SELECTED  FINANCIAL  DATA

<TABLE>
<CAPTION>


<S>                                                     <C>           <C>       <C>           <C>

                                                                                               AS OF OR
                                                                                               FOR SEVEN
                                                        AS OF OR FOR YEAR ENDED                MONTHS ENDED
                                                        DECEMBER 31,                           DECEMBER 31,
                                                        ------------------------------------  ------------
                                                                1996      1995         1994            1994
                                                        ------------  --------  ------------  --------------
                                                                                 (unaudited)

OPERATING DATA (IN THOUSANDS, EXCEPT PER SHARE DATA):
Sales and other operating revenues (1)                  $    133,977  $107,472  $    32,952   $      20,736
Earnings (loss) from continuing operations (1) (2)            23,805     6,541      (49,610)        (26,630)
Earnings (loss) before extraordinary
   items and cumulative effect of
   accounting change                                          23,805     2,720      (52,701)        (27,708)
Net earnings (loss) (2)                                       22,609     2,720      (52,701)        (27,708)
Average ordinary and equivalent
   shares outstanding                                         36,919    35,147       34,916          34,944
Earnings (loss) per ordinary share:
   Continuing operations (1) (2)                        $       0.62  $   0.16  $     (1.43)  $       (0.78)
   Before extraordinary item and
     cumulative effect of accounting change                     0.62      0.05        (1.52)          (0.81)
   Net earnings (loss)                                          0.59      0.05        (1.52)          (0.81)

BALANCE SHEET DATA (IN THOUSANDS):
Net property and equipment                              $    676,833  $524,381  $   399,658   $     399,658
Total assets                                                 914,524   824,167      619,201         619,201
Long-term debt(3)                                            217,078   401,190      315,258         315,258
Redeemable preference shares of
   subsidiaries                                                  ---       ---          ---             ---
Shareholders' equity                                         300,644   246,025      237,195         237,195

CERTAIN OIL AND GAS DATA  (4):
Production
   Oil (Mbbls) (5)                                             5,987     6,303        2,534           1,488
   Gas (MMcf)                                                  2,517     5,312        5,516           3,427
Average sales price
   Oil (per bbl)                                        $      19.61  $  16.60  $     15.26   $       16.41
   Gas (per Mcf)                                        $       1.69  $   1.64  $      1.51   $        1.44


<S>                                                     <C>            <C>        <C>




                                                        AS OF OR FOR YEAR ENDED MAY 31,
                                                        ----------------------------------
                                                               1994       1993       1992
                                                        ------------  ---------  ---------


OPERATING DATA (IN THOUSANDS, EXCEPT PER SHARE DATA):
Sales and other operating revenues (1)                  $    43,208   $ 84,414   $ 90,724
Earnings (loss) from continuing operations (1) (2)           (4,597)   (76,509)   (81,333)
Earnings (loss) before extraordinary
   items and cumulative effect of
   accounting change                                         (9,341)   (93,552)   (94,037)
Net earnings (loss) (2)                                      (9,341)   (89,535)   (94,037)
Average ordinary and equivalent
   shares outstanding                                        34,775     34,241     29,898
Earnings (loss) per ordinary share:
   Continuing operations (1) (2)                        $     (0.13)  $  (2.23)  $  (2.77)
   Before extraordinary item and
     cumulative effect of accounting change                   (0.27)     (2.73)     (3.19)
   Net earnings (loss)                                        (0.27)     (2.61)     (3.19)

BALANCE SHEET DATA (IN THOUSANDS):
Net property and equipment                              $   308,498   $330,151   $385,979
Total assets                                                616,101    561,931    571,169
Long-term debt(3)                                           294,441    159,147     27,587
Redeemable preference shares of
   subsidiaries                                                 ---     11,399     12,972
Shareholders' equity                                        263,422    255,432    336,013

CERTAIN OIL AND GAS DATA  (4):
Production
   Oil (Mbbls) (5)                                            2,886      3,691      3,777
   Gas (MMcf)                                                 9,078     21,958     24,366
Average sales price
   Oil (per bbl)                                        $     15.15   $  18.67   $  19.26
   Gas (per Mcf)                                        $      1.44   $   1.27   $   1.21
</TABLE>


____________________
(1) Operating data for the year ended December 31, 1994 (unaudited), the
    seven  months  ended  December 31, 1994 and the years ended May 31,
    1994, 1993 and  1992  are restated to reflect the aviation sales and
    services segment and the  wholesale  fuel  products  segment as
    discontinued operations in 1995 and 1993,  respectively.
(2) Gives effect to the writedown of assets and loss provisions of $46.2
    million,  $1.1  million,  $14.7  million,  $1.0  million, $45.8
    million, $99.9 million and $48.8 million for the years ended
    December 31, 1996, 1995 and 1994 (unaudited),  the seven months ended
    December 31, 1994 and the years ended May 31,  1994,  1993  and  1992,
    respectively.
(3) Long-term debt does not include current maturities totaling $199.6
    million, $1.3 million, $.3 million, $.3 million, $3.4 million and
    $8.5 million at December 31, 1996, 1995 and 1994 and May 31, 1994,
    1993 and 1992, respectively.
(4) Information presented includes the 49.9% equity investment in Crusader
    Limited, which was sold in 1996.
(5) Includes natural gas liquids and condensate.  Production excludes .7
    million and .4 million barrels of oil produced and delivered under a
    forward oil sale entered into in May 1995 for the years ended
    December 31, 1996 and 1995, respectively.


ITEM 7.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
       AND  RESULTS  OF  OPERATIONS

                    Liquidity and Capital Requirements

          Cash,  cash  equivalents  and  marketable  securities  totaled $14.9
million  and  $95.5 million at December 31, 1996 and 1995, respectively, while
the unused portion of available credit facilities was $111.8 million and $58.6
million  at  December  31,  1996  and  1995,  respectively.    Working capital
(deficit)  was  ($182.2  million)  at  December  31, 1996, compared with $85.6
million  at  December  31,  1995.    The  decline in working capital primarily
resulted  from the classification of the Company's 12 1/2% Senior Subordinated
Discount  Notes ("1997 Notes") due November 1997 ($189.9 million) as a current
liability  and  use of cash and marketable securities to fund the 1996 capital
spending  program.

          The  Company's  capital  expenditures  and other capital investments
were  $252.7  million,  $178.2 million, $89.9 million and $86.8 million during
the  years  ended  December 31, 1996 and 1995, the seven months ended December
31,  1994,  and  the  year  ended  May  31,  1994, respectively, primarily for
exploration  and development of the Cusiana and Cupiagua fields (the "Fields")
in  Colombia, and for exploration in Block A-18 of the Malaysia-Thailand Joint
Development Area in the Gulf of Thailand and in other areas.  The 1996 capital
spending  program  and repayment of debt were funded with cash, cash flow from
operations  ($80.7  million), and proceeds from sales of marketable securities
($38.5  million) and other assets ($108.1 million).  At December 31, 1996, the
Company  had  outstanding  borrowings  of  $40.6  million  under a term credit
facility  supported  by  a  guarantee  issued by the Export-Import Bank of the
United  States.    In  1996,  the Company signed a $125 million unsecured bank
revolving  credit facility.  The facility matures in August 1998.  The Company
had  outstanding  borrowings  of $11 million under the facility as of December
31,  1996.    Also  during  1996, the Company purchased in the open market $30
million  face  value of its 1997 Notes and realized an extraordinary after-tax
expense of $1.2 million.  At December 31, 1996, $210 million face value of the
1997  Notes  remained  outstanding.

          The  1995  capital  spending  program was funded with cash flow from
operations  (including  a  forward  sale of Cusiana crude oil), cash, proceeds
from marketable securities, sales of assets ($20.9 million) and net borrowings
($36.3 million).  In May 1995, the Company sold 10.4 million barrels of oil in
a  forward  oil  sale.    Under  the  terms  of the sale, the Company received
approximately  $87  million of the approximately $124 million net proceeds and
is  entitled  to receive substantially all of the remaining proceeds (now held
in  various  interest-bearing reserve accounts) when the Company's Cusiana and
Cupiagua  fields project in Colombia becomes self-financing, which is expected
in  1997, and when certain other conditions are met.  During 1995, the Company
repaid  $25  million of short-term debt and borrowed $48.6 million under a $65
million  long-term  revolving  credit facility.  This facility was paid off in
1996  and  was  terminated.

          Capital expenditures incurred during the seven months ended December
31,  1994, were funded by cash, net proceeds from marketable securities ($30.8
million)  and borrowings ($17.2 million).  The principal sources for funds for
the  year ended May 31, 1994, used to support operations, capital expenditures
and  debt  repayment were $100 million in proceeds from the sale of assets and
approximately  $124 million from the issuance of $170 million principal amount
of  9  3/4%  Senior  Subordinated Discount Notes ("9 3/4% Notes") due December
2000.
          Development  of  the  Fields, including drilling and construction of
additional  production  facilities,  will  require  further  capital outlays.
Further  exploration  and  development  activities  on  Block A-18, as well as
exploratory drilling in other countries, also will require substantial capital
outlays.   The Company's capital budget for the year ending December 31, 1997,
is  approximately  $310  million,  excluding  capitalized  interest,  of which
approximately  $150 million relates to the Fields and capital contributions to
Oleoducto  Central S.A. ("OCENSA"), $95 million relates to Block A-18, and $65
million  relates  to  the  Company's exploration and drilling program in other
parts  of  the  world.   The Company assisted OCENSA in raising one tranche of
debt  totaling  $65 million in 1996 and may assist OCENSA in raising up to $25
million  of additional debt in 1997.  Capital requirements for exploration and
development relating to Block A-18 are expected to increase significantly into
1998.

          The  Company  has  filed  a  shelf  registration  statement with the
Securities  and  Exchange  Commission  that provides for the issuance of up to
$600  million  of  securities,  of  which  up  to  $200  million may be equity
securities.

          The  Company  expects to meet capital needs, including raising funds
to  repay  the  1997 Notes, in the future with a combination of some or all of
the  following:  the  Company's  revolving credit facility, cash flow from its
Colombian  operations (including additional proceeds from the 1995 forward oil
sale),  cash  and marketable securities, asset sales, and the issuance of debt
and  equity  securities.  The Company's indentures permit the Company to incur
total  indebtedness (excluding certain permitted indebtedness) of up to 25% of
the  sum  of its indebtedness and market capitalization of its capital stock.
As  of  yearend  1996,  the revolving credit facility permitted the Company to
incur  total  indebtedness  of  up to approximately $630 million. Availability
under  the  credit  facility  may  be  more  in  the  future  under  certain
circumstances.

                           Results of Operations

          The  Company  changed  its fiscal yearend from May 31 to December 31
beginning  in  1995.    The  Consolidated  Statements of Operations report the
Company's  results  of  operations  for  the years ended December 31, 1996 and
1995,  the  seven  months  ended December 31, 1994, and the year ended May 31,
1994;  however,  Management's  Discussion  and  Analysis compares the calendar
years  ended  December 31, 1996, 1995 and 1994.  The results of operations for
the  year ended December 31, 1994, for which the Company would have reported a
net  loss  after  preferred dividends of $53.2 million, have not been audited.

Year Ended December 31, 1996, Compared with Year Ended December 31, 1995

          Revenues

          Sales  and  other  operating  revenues  were $134 million and $107.5
million  in  1996  and  1995,  respectively.  Revenue in Colombia increased by
$37.2  million in 1996 due to higher production ($15.7 million) and higher oil
prices  ($21.5  million)  resulting  from more favorable market conditions and
batching  of  Cusiana  crude  that  began  in  mid-1995.    Revenue barrels in
Colombia,  including  barrels  delivered under the forward oil sale, increased
from  5.5  million  barrels in 1995 to 6.5 million barrels in 1996, even
though the  Company  received  .7  million fewer barrels in 1996 as
reimbursement of pre-commerciality  costs related to the Cusiana Field.  Oil
and gas sales from properties  sold  in  late 1995 and early 1996 aggregated
$17 million in 1995, compared  with  $2.7  million  in  1996.

          Based  on  the  operator's  current projections, the Company expects
gross  production  capacity  from  the Fields to reach 320,000 barrels per day
during  summer  1997 and at least 500,000 barrels per day by the end of 1997.
Beginning  in April 1997, the Company's delivery requirement under the forward
oil  sale  will  increase from 58,425 barrels per month to 254,136 barrels per
month,  which  will  have an adverse effect on the Company's earnings and cash
flows  on  a per barrel basis.  The Company expects that the adverse effect on
the  Company's  results  of  operations  and  cash  flows will be mitigated by
increased  production  from the Fields. There can be no assurance, however, as
to  the  timing  of  any such increase in production or that any such increase
would  occur  in  the  same accounting period as the increase in the Company's
forward  oil  sale  delivery  requirement.

          Other  operating  revenues  in  1996 included a gain of $4.1 million
resulting  from the sale of the Company's royalty interests in U.S. properties
for  $23.8  million  based  on  an  effective  date  of  January  1,  1996.

          Costs  and  Expenses

          Operating expenses increased $1.4 million in 1996, and depreciation,
depletion  and  amortization increased $2.4 million.   The Company's operating
costs  per  equivalent  barrel  were  $5.77  and  $6.28  in  1996  and  1995,
respectively.  Higher  production  in Colombia increased operating expenses by
$9.9  million  and  depreciation  and  depletion  by  $3.6 million.  Operating
expenses  from  properties  sold in late 1995 and early 1996 were $1.8 million
and  $10.2  million  in  1996  and  1995,  respectively.

          During  1997,  the  Company  expects  that aggregate pipeline tariff
costs  from  OCENSA  will  increase.  When  the  pipeline expansion project is
completed  and  shipments through the pipeline upgrade commence, and each year
thereafter,  OCENSA  will  assess  to the Cusiana and Cupiagua fields shippers
(the  "Initial  Shippers")  a tariff estimated to recoup the total cost of the
project  over  a period of 15 years, its operating expenses, which include all
Colombian  taxes,  interest  expense, and the dividend to be paid by OCENSA to
its shareholders. Shippers of crude oil which are not Initial Shippers ("Third
Party  Shippers")  will  be assessed a tariff on a per barrel basis and OCENSA
will  use  revenues  from such tariffs to reduce the Initial Shippers' tariff.
The  Company  cannot  predict  with  any certainty the impact of the increased
tariff  on  a per barrel basis due to the uncertainty as to the volumes of the
Third  Party  Shippers'  production  to  be transported by OCENSA and when the
increases  in  production  from  the  Cusiana  and  Cupiagua fields may occur.

          General  and administrative expenses before capitalization increased
$3.8  million  in  1996 to $50.5 million, primarily due to greater exploration
activities.    Capitalized general and administrative costs were $24.6 million
and  $21.1  million  in  1996  and  1995,  respectively.

          In  1996,  the  Company's oil and gas properties and other assets in
Argentina  were  written  down  $43  million  following  a review of technical
information  that  indicated  the acreage portfolio did not meet the Company's
exploration  objectives.

          Other  Income  and  Expenses

          Interest  expense  before  capitalization  increased $2.7 million in
1996  to  $43  million.   Capitalized interest increased from $16.2 million in
1995  to  $27.1  million  in 1996 due to construction of support equipment and
facilities  in  the  Fields  and greater exploration activities throughout the
world.

          Other  income, net in 1996 included a $10.4 million gain on the sale
of  the  Company's  shareholdings  in  Crusader,  a  $7.6  million benefit for
settlement  of a lawsuit in which the Company was plaintiff and an $11 million
unrealized gain representing the change in fair market value of the West Texas
Intermediate  ("WTI")  benchmark  call options purchased in 1995.  These gains
were  offset  by  $3.2  million in loss provisions for various legal matters.
Other  income,  net  in  1995  included  $7.2  million  received  from  legal
settlements, a $3.5 million gain on the sale of Triton France and $2.9 million
received  from  the early redemption of the Crusader convertible notes.  These
gains were offset by a $4.2 million unrealized expense representing the change
in  fair  market  value  of  the  WTI  benchmark  call  options.

          Income  Taxes

          Statement  of  Financial  Accounting Standards No. 109 ("SFAS 109"),
"Accounting  for  Income  Taxes,"  requires  that the Company make projections
about the timing and scope of certain future business transactions in order to
estimate  recoverability  of  deferred tax assets primarily resulting from the
expected utilization of net operating loss carryforwards ("NOLs").  Changes in
the  timing  or  nature  of  actual  or  anticipated  business  transactions,
projections,  organizational  changes,  and  income  tax laws can give rise to
significant  adjustments to the Company's deferred tax expense or benefit that
may  be  reported  from time to time.  For these and other reasons, compliance
with  SFAS  109  may result in significant differences between tax expense for
income  statement  purposes  and  taxes  actually  paid.

          The  income  tax provision for 1996 represented current and deferred
taxes  in  Colombia,  deferred  taxes  on  exploration projects throughout the
world,  and a deferred tax benefit in the United States related to anticipated
future  utilization  of  NOLs.    Subject  to the factors described above, the
Company  currently  expects  that  its  foreign  deferred  tax  provision will
substantially  exceed  its  current  tax  provision  (i.e., actual taxes paid)
resulting  in  an effective tax for income statement purposes that will exceed
statutory  tax  rates,  at least until the Cusiana and Cupiagua fields project
reaches  peak  production.   The primary reason for the expected difference is
the  nondeductibility  for  Colombian tax purposes of certain capital expenses
and the treatment of reimbursements for pre-commerciality costs as a return of
capital  under  Colombian tax laws.  Conversely, Colombian tax law permits the
Company  to  adjust  the  tax  basis  of certain assets based on the Colombian
inflation  rate  and to include any resulting increases in tax depreciation of
the  underlying  asset  based  on  rates of production and other factors.  The
Company's deferred tax liability has not been reduced to reflect the impact of
this  inflation  adjustment.

          At  December  31, 1996, the Company had NOLs of approximately $230.7
million,  and  certain  subsidiaries  had  separate  return  limitation  years
("SRLY")    operating  loss carryforwards of approximately $50.9 million.  The
NOLs  expire  from  1998  to  2012,  and the SRLY operating loss carryforwards
expire  from  1997  to  2002.   See note 12 of Notes to Consolidated Financial
Statements.

          The Company recorded a deferred tax asset of $71.4 million, net of a
valuation  allowance  of  $30.7  million  at December 31, 1996.  The valuation
allowance  is  primarily  attributable  to  SRLY  operating  losses  that  are
currently  not  realizable  due  to the lack of potential future income in the
applicable  subsidiaries,  and  the  expectation  that  other tax credits will
expire  without  being  utilized.  The minimum amount of future taxable income
necessary  to  realize  the deferred tax asset is approximately $204 million.
Although  there  can  be  no assurance the Company will achieve such levels of
income,  management  believes  the deferred tax asset will be realized through
increasing  income  from  its  operations.

          The  income  tax  provision  for 1996 decreased primarily due to the
recognition  of  a  deferred  tax  benefit in the United States totaling $23.5
million  related  to  anticipated  future utilization of NOLs, compared with a
similar  benefit  of  $12.8  million  in  1995.  The 1996 benefit reflects the
improvement  in  the Company's anticipated operating results.  Foreign current
tax  expense  of $5.4 million in 1996 increased $1.4 million from 1995, mainly
due  to  increased  profitability  from  the  Company's Colombian operations.
Foreign  deferred  tax expense of $15.4 million in 1996 decreased $2.9 million
from  1995,  primarily due to the writedown of the Company's Argentina assets,
which  lowered  taxes  by  $3.7  million  in  1996  compared  with  1995.

 Year Ended December 31, 1995, Compared with Year Ended December 31, 1994

     Revenues

          Sales  and  other  operating  revenues  were  $107.5 million and $33
million  in  1995  and 1994, respectively.  Revenues  in Colombia increased by
$81.6  million  in  1995 primarily due to greater production capacity from the
installation  in  late  1994  and  early  1995 of four production units in the
Cusiana  central processing facility and higher oil prices in Colombia ($16.29
per  barrel  in  1995, compared with $13.16 per barrel in 1994) resulting from
more  favorable  market  conditions and batching of Cusiana crude beginning in
mid-1995.    The 1995 results also included revenues of $14.5 million relating
to  the  reimbursement  of pre-commerciality costs for the Cusiana Field.  Oil
sales  in  France  were  $5.8  million  higher in 1994 than in 1995, primarily
because  of    the  sale  of  Triton  France  in  August  1995.

          Costs  and  Expenses

          Operating expenses increased $14.1 million to $35.3 million in 1995,
while depreciation, depletion and amortization increased $9.5 million to $23.2
million  in  1995.  Higher production in Colombia increased operating expenses
by  $19.1  million  and  depreciation,  depletion  and  amortization  by $13.4
million.    The Company's operating costs per equivalent barrel were $6.28 and
$10.75  in  1995  and  1994,  respectively.  The sale of Triton France reduced
operating  expenses  and  depletion  in 1995 by $3.6 million and $3.7 million,
respectively.      The  1994  results  included an accrual of $1.1 million for
environmental  clean-up  costs  in  the  United  States.

          General  and administrative expenses decreased from $29.1 million in
1994  to  $25.7  million in 1995, primarily due to increased capitalization of
general  and  administrative  expenses  from  $14.9  million  in 1994 to $21.1
million  in  1995  resulting  from  increased  exploration  and  development
activities.

          Writedown  of  assets  in  1994 totaling $14.7 million was primarily
related  to  oil  properties in France under application of the Securities and
Exchange  Commission    full  cost  ceiling  limitation.

          Other  Income  and  Expenses

          Interest  income  was  $8 million and $8.1 million in 1995 and 1994,
respectively.  Interest expense increased by $12 million in 1995 due to higher
debt  outstanding  and  lower  capitalized interest.  Capitalized interest was
$16.2  million  and  $20.6  million  in  1995  and  1994,  respectively.

          Equity in loss of affiliates, net was $2.2 million in 1995, compared
with $2.9 million in 1994.  Equity in loss of Crusader for 1995 included a net
gain  of  $3.8 million on the sale of Saracen Minerals Limited, a $2.7 million
loss  related  to  the  early  redemption  of Crusader's Convertible Notes and
writedowns  of  $2.9  million  on  unproved  oil and gas properties and a coal
mining  property.

          Other  income,  net  was  $11.6  million in 1995, compared with $2.8
million in 1994.  Other income during 1995 included $7.2 million received from
legal  settlements,  a $3.5 million gain on the sale of Triton France and $2.9
million  received  from the early redemption of Crusader's Convertible Notes.
These  gains  were  offset  by  a $4.2 million noncash charge representing the
change  in  fair market value of WTI benchmark call options purchased in 1995.

          Income  Taxes

          Income  tax  expense  of  $10 million in 1995 increased $8.5 million
from  1994, mainly due to increased profitability from the Company's Colombian
operations and the absence of tax refunds of $2 million received in 1994.  The
income  tax provisions for 1995 and 1994 included deferred tax benefits in the
United  States  of  $12.8  million and $10.1 million, respectively, related to
anticipated  future  utilization  of  NOLs.

                         Discontinued  Operations

               The results of operations for the aviation sales and services
segment and wholesale fuel products segment have been reported as discontinued
operations.   In June 1995, the Company sold the assets of its subsidiary, Jet
East,  Inc.,  for $2.9 million in cash and a note, and realized a loss of $1.4
million  on  the  sale.   The Company accrued $.6 million for costs associated
with  final  disposal of the segment, which occurred in August 1995.  The 1994
losses of the wholesale fuel products segment, which was discontinued in 1993,
were  offset against a loss provision of $16.1 million, net of tax, at May 31,
1993.    An additional accrual of $.7 million, net of tax, was recorded at May
31, 1994, for estimated operating losses associated with the final disposition
of  this  segment.

                Minority Interest in Losses of Subsidiaries

          The  Company  ceased  to  record minority interest related to Triton
Europe  following  the purchase of shares held by the minority interest owners
on  March  31,  1994.


<PAGE>
                      Petroleum Price Risk Management

          Oil  and  natural  gas  sold  by the Company are normally priced
with reference  to a defined benchmark, such as light sweet crude oil traded
on the New  York  Mercantile Exchange. Actual prices received vary from the
benchmark depending  on  quality and location differentials.  It is the
Company's policy to  use  financial  market transactions with credit-worthy
counterparties from time to time primarily to reduce risk associated with
the pricing of a portion of  the  oil  and  natural  gas  that  it  sells.
The policy is structured to underpin  the  Company's  planned  revenues
and  results  of operations.  The Company  may also enter into financial
market transactions to benefit from its assessment  of the future prices of
its production relative to other benchmark prices.    There  can  be  no
assurance  that  the  use  of  financial market transactions  will  not
result  in  losses.

          With  respect  to the sale of oil to be produced by the Company, the
Company  has  used  a combination of swaps, options and collars to establish a
minimum  weighted  average  WTI  benchmark  price  of $19.58 per barrel for an
aggregate  of 1.5 million barrels of production during the period from January
through  June  1997.  As a result, to the extent WTI prices exceed the minimum
WTI  benchmark  price during each month within the period, the Company will be
able to sell its production at the higher market price, and to the extent that
WTI prices are below the minimum WTI benchmark price, the Company will be able
to  realize  prices  related  to the minimum WTI benchmark price on its hedged
production.

          In  anticipation  of  entering  into a forward oil sale, the Company
purchased    WTI  benchmark call options to retain the ability to benefit from
future  WTI  price  increases  above  a  weighted  average price of $20.42 per
barrel.    The  volumes and expiration dates on the call options coincide with
the  volumes  and  delivery  dates of the forward oil sale, which has delivery
terms  of  58,425 barrels per month through March 1997 and 254,136 barrels per
month from April 1997 through March 2000.  During the years ended December 31,
1996  and  1995, the Company recorded an unrealized gain of $11 million and an
unrealized loss of $4.2 million, respectively, in other income, net related to
the  change in the fair market value of the call options.  Future fluctuations
in  the  fair  market  value of the call options will continue to affect other
income  as  noncash  adjustments.

          During  the  year  ended  December  31,  1996,  markets provided the
Company  the  opportunity to realize WTI benchmark oil prices on average $4.68
per  barrel  above  the WTI benchmark oil price the Company set as part of its
1996  annual plan.  As a result of financial and commodity market transactions
settled during the year ended December 31, 1996, the Company's risk management
program  resulted  in  an  average  net realization of approximately $1.21 per
barrel  lower  than  if  the  Company  had not entered into such transactions.

                         International Operations

          The  Company  derives substantially all of its consolidated revenues
from international operations.  A risk inherent in international operations is
the  possibility  of  realizing  economic  currency-exchange  losses  when
transactions  are  completed  in  currencies  other  than  U.S.  dollars.  The
Company's  risk  of  realizing  currency-exchange  losses currently is largely
mitigated because the Company receives U.S. dollars for sales of its petroleum
products  in  Colombia.

                           Exploration Operations

          Costs  related  to  acquisition,  holding and initial exploration of
licenses  in  countries  with  no  proved  reserves are initially capitalized,
including internal costs directly identified with acquisition, exploration and
development  activities.   The Company's exploration licenses are periodically
assessed  for  impairment  on  a  country-by-country  basis.  If the Company's
investment  in  exploration licenses within a country where no proved reserves
are  assigned  is  deemed  to  be  impaired,  the licenses are written down to
estimated  recoverable value.  If the Company abandons all exploration efforts
in  a  country  where  no  proved reserves are assigned, all exploration costs
associated  with the country are expensed.  Due to the unpredictable nature of
exploration  drilling  activities, the amount and timing of impairment expense
are  difficult  to  predict  with  any  certainty.

                           Environmental Matters

                  The Company is subject to extensive environmental laws and
regulations.  These laws regulate the discharge of oil, gas or other materials
into  the  environment  and  may require the Company to remove or mitigate the
environmental  effects of the disposal or release of such materials at various
sites.    Also,  the  Company remains liable for certain environmental matters
that  may  arise from formerly owned fuel businesses that were involved in the
storage,  handling  and sale of hazardous materials, including fuel storage in
underground tanks.  The Company believes that the level of future expenditures
for  environmental  matters, including clean-up obligations, is impractical to
determine with a precise and reliable degree of accuracy.  Management believes
that  such  costs,  when finally determined, will not have a material, adverse
effect  on  the  Company's  operations  or  consolidated  financial condition.

           Certain Factors that Could Affect Future Operations

          Certain  statements  in  this  report,  including  statements of the
Company's  and  management's  expectations, intentions, plans and beliefs, are
forward-looking  statements,  as  defined  in  Section  21D  of the Securities
Exchange  Act  of  1934, that  are  dependent  on certain events, risks and
uncertainties  that  may  be  outside  of  the  Company's  control.    These
forward-looking  statements  include  statements  of  management's  plans  and
objectives  for  the  Company's  future  operations  and  statements of future
economic  performance;  information  regarding drilling schedules, expected or
planned  production  or  transportation  capacity,  the future construction or
upgrades  of pipelines (including costs), when the Cusiana and Cupiagua fields
might  become  self-financing,  future  production of the Cusiana and Cupiagua
fields, the  negotiation  of  a  gas-sales  contract  and  commencement  of
production  in  Malaysia-Thailand,  the  Company's  capital  budget and future
capital  requirements,  the  Company's  meeting its future capital needs,  the
amount  by  which production from the Cusiana and Cupiagua fields may increase
or  when  such increased production may commence, the Company's realization of
its  deferred  tax  asset,  the level of future expenditures for environmental
costs, the  outcome  of  regulatory  and  litigation  matters, and proven oil
and gas reserves and discounted future net cash flows therefrom; and  the
assumptions  described  in  this  report  underlying  such  forward-looking
statements.    Actual  results  and  developments could differ materially from
those  expressed  in or implied by such statements due to a number of factors,
including  those  described  in the context of such forward-looking statements
and  in  notes  20  and  21  of  Notes  to  Consolidated Financial Statements.

<PAGE>

ITEM  8.          FINANCIAL  STATEMENTS  AND  SUPPLEMENTARY  DATA

          The  financial  statements  required  by this item begin at page F-1
hereof.

ITEM  9.       CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
               FINANCIAL  DISCLOSURE

          Not  applicable.

<PAGE>
                                   PART III

ITEM  10.          DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT

          The information relating to the Company's Directors and nominees for
election  as Directors of the Company is incorporated herein by reference from
the Proxy Statement for the 1997 Annual Meeting of Shareholders of the Company
(the  "Proxy  Statement"),  specifically  the  discussion  under  the  heading
"Election of Directors."  It is currently anticipated that the Proxy Statement
will  be  publicly available and mailed in April 1997.  Certain information as
to  executive  officers  is included herein under Items 1 and 2, "Business and
Properties  -  Executive  Officers."    The  discussion  under  "Section 16(a)
Beneficial  Ownership  Reporting  Compliance" in  the  Proxy  Statement  is
incorporated  herein  by  reference.

ITEM  11.          EXECUTIVE  COMPENSATION

          The  discussion  under  "Management  Compensation"  in  the  Proxy
Statement  is  incorporated  herein  by  reference.

ITEM  12.       SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

          The  discussion  under  "Voting  and  Principal Shareholders" in the
Proxy  Statement  is  incorporated  herein  by  reference.

ITEM  13.          CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

          The  discussion  under  "Management  Compensation"  in  the  Proxy
Statement  is  incorporated  herein  by  reference.

<PAGE>
                                   PART IV


ITEM  14.      EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

     (a)       The following documents are filed as part of this Annual Report
on  Form  10-K:

     1.       Financial Statements:  The financial statements filed as part of
this report are listed in the "Index to Financial Statements and Schedules" on
page  F-1  hereof.

     2.      Financial Statement Schedules:  The financial statement schedules
filed  as part of this report are listed in the "Index to Financial Statements
and  Schedules"  on  page  F-1  hereof.

     3.          Exhibits required to be filed by Item 601 of Regulation S-K.
(Where  the  amount  of securities authorized to be issued under any of Triton
Energy  Limited's  and any of its subsidiaries' long-term debt agreements does
not  exceed  10% of the Company's assets, pursuant to paragraph (b)(4) of Item
601  of Regulation S-K, in lieu of filing such as exhibits, the Company hereby
agrees  to furnish to the Commission upon request a copy of any agreement with
respect  to  such  long-term  debt.)


3.1   Memorandum  of  Association.(1)
3.2   Articles  of  Association.(1)
4.1   Specimen Share Certificate of Ordinary Shares, $.01 par value, of the
      Company.(2)
4.2   Rights  Agreement  dated as of March 25, 1996, between Triton and
      Chemical  Bank,  as Rights Agent, including, as Exhibit A thereto,
      Resolutions establishing  the  Junior  Preference  Shares.(1)
4.3   Resolutions  Authorizing  the Company's 5% Convertible Preference
      Shares.(3)
4.4   Amendment  No.  1 to Rights Agreement dated as of August 2, 1996,
      between  Triton  and  Chemical  Bank,  as  Rights  Agent.(4)
10.1  Amended  and  Restated    Retirement  Income  Plan.(5)(21)
10.2  Amended  and  Restated  Supplemental Executive Retirement Income
      Plan.(6)(21)
10.3  1981  Employee  Non-Qualified  Stock  Option  Plan.(7)(21)
10.4  Amendment  No. 1 to the 1981 Employee Non-Qualified Stock Option
      Plan.(8)(21)
10.5  Amendment  No. 2 to the 1981 Employee Non-Qualified Stock Option
      Plan.(7)(21)
10.6  Amendment  No. 3 to the 1981 Employee Non-Qualified Stock Option
      Plan.(5)(21)
10.7  1985  Stock  Option  Plan.(9)(21)
10.8  Amendment  No.  1  to  the  1985  Stock  Option  Plan.(7)(21)
10.9  Amendment  No.  2  to  the  1985  Stock  Option  Plan.(5)(21)
10.10 Amended  and  Restated  1986 Convertible Debenture Plan.(5)(21)
10.11 1988  Stock  Appreciation  Rights  Plan.(10)(21)
10.12 1989  Stock  Option  Plan.(11)(21)
10.13 Amendment  No.  1  to  1989  Stock  Option  Plan.(7)(21)
10.14 Amendment  No.  2  to  1989  Stock  Option  Plan.(5)(21)
10.15 Second  Amended  and  Restated  1992 Stock Option Plan.(13)(21)
10.16 Form of Amended and Restated Employment Agreement with Triton Energy
      Limited  and  its  executive  officers.(21)(22)
10.17 Form of Amended and Restated Employment Agreement with Triton Energy
      Limited  and  certain  officers.(21)(22)
10.18 Amended  and  Restated  1985  Restricted  Stock  Plan.(5)(21)
10.19 First  Amendment  to Amended and Restated 1985 Restricted Stock
      Plan.(12)(21)
10.20 Second  Amendment to Amended and Restated 1985 Restricted Stock
      Plan.(13)(21)
10.21 Executive  Life  Insurance  Plan.(14)(21)
10.22 Long  Term  Disability  Income  Plan.(14)(21)
10.23 Amended  and  Restated  Retirement  Plan  for Directors.(9)(21)
10.24 Amended and Restated Indenture dated as of March 25, 1996 between
      Triton  and Chemical Bank, with respect to the issuance of Senior
      Subordinated Discount  Notes  due  1997.(13)
10.25 Amended and Restated Senior Subordinated Indenture by and between
      the Company and United States Trust Company of New York, dated as
      of March 25, 1996.(13)
10.26 Contract for Exploration and Exploitation for Santiago de Atalayas I
      with  an  effective  date  of July 1, 1982, between Triton Colombia,
      Inc., and Empresa  Colombiana  De  Petroleos.(9)
10.27 Contract for Exploration and Exploitation for Tauramena with an
      effective  date  of  July  4, 1988, between Triton Colombia, Inc.,
      and Empresa Colombiana  De  Petroleos.(10)
10.28 Summary of Assignment legalized by Public Instrument No. 1255 dated
      September  15,  1987  (Assignment  is  in  Spanish  language).(10)
10.29 Summary of Assignment legalized by Public Instrument No. 1602 dated
      June  11,  1990  (Assignment  is  in  Spanish  language).(10)
10.30 Summary of Assignment legalized by Public Instrument No. 2586 dated
      September  9,  1992  (Assignment  is  in  Spanish  language).(10)
10.31 401(K)  Savings  Plan.(5)(21)
10.32 Contract between Malaysia-Thailand and Joint Authority and Petronas
      Carigali  SDN.BHD.  and Triton Oil Company of Thailand relating to
      Exploration and Production of Petroleum for Malaysia-Thailand Joint
      Development Area Block A-18.(15)
10.33 Triton Crude Purchase Agreement between Triton Colombia, Inc. and
      Oil  Co.,  LTD.  dated  May  25,  1995.(16)
10.34 Credit  Agreement  among  Triton  Colombia, Inc., Triton Energy
      Corporation,  NationsBank,  N.A.  (Carolinas)  and  Export-Import
      Bank of the United  States.(12)
10.35 Amendment No. 1 to Credit Agreement among Triton Colombia, Inc.,
      Triton  Energy  Corporation,  NationsBank,  N.A. (Carolinas) and
      Export-Import Bank  of  the  United  States.(12)
10.36 Amendment No. 2 to Credit Agreement among Triton Colombia, Inc.,
      Triton  Energy  Corporation,  NationsBank,  N.A. (Carolinas) and
      Export-Import Bank  of  the  United  States.(13)
10.37 Agreement and Plan of Merger among Triton Energy Corporation, Triton
      Energy  Limited  and  TEL  Merger  Corp.(12)
10.38 Credit  Agreement among Triton Energy Limited and Triton Energy
      Corporation,  as Borrowers, and NationsBank of Texas, N.A., Barclays
      Bank PLC, Meespierson  N.V.,  The  Chase  Manhattan Bank and Societe
      Generale, Southwest Agency  dated  August  30,  1996.  (17)
10.39 Credit  Agreement  between Triton Energy Corporation and Banque
      Paribas Houston Agency dated as of May 28, 1995, together with related
      form of revolving  credit  note.(18)
10.40 First  Amendment  to  Credit  Agreement  between  Triton Energy
      Corporation  and  Banque  Paribas  Houston  Agency  darted  May  16,
      1995.(19)
10.41 Security Agreement between Triton Energy Corporation and Banque
      Paribas  Houston  Agency.(18)
10.42 Second Amendment to Credit Agreement and First Amendment to Security
      Agreement  between Triton Energy Corporation and Banque Paribas Houston
      Agency dated  August  11,  1995.(6)
10.43 Third  Amendment  to  Credit  Agreement  between  Triton Energy
      Corporation  and  Banque  Paribas  Houston Agency dated September 29,
      1995.(6)
10.44 Consent, Waiver and Guaranty among Triton Energy Limited, Triton
      Energy Corporation and Paribas Houston Agency dated as of March 25,
      1996. (13)
10.45 Form of Indemnity Agreement entered into with each director and
      officer  of  the  Company.  (17)
10.46 Restated Employment Agreement between John Tatum and the Company.
      (21)(22)
10.47 Description of Performance Goals for Executive Bonus Compensation.
      (21)(22)
10.48 Demand Promissory Note - Grid executed by Triton Energy Limited and
      Triton  Energy  Corporation in favor of Banque Paribas dated as of
      February 6, 1997.(22)
11.1  Computation  of  Earnings  per  Share.  (22)
12.1  Computation  of  Ratio  of  Earnings  to  Fixed  Charges.  (22)
12.2  Computation  of  Ratio of Earnings to Combined Fixed Charges and
      Preference  Dividends.  (22)
21.1  Subsidiaries  of  the  Company.(22)
23.1  Consent  of  Price  Waterhouse  LLP.(22)
23.2  Consent  of  DeGolyer  and  MacNaughton.(22)
24.1  The power of attorney of officers and directors of the Company (set
      forth  on  the  signature  page  hereof).(22)
27.1  Financial  Data  Schedule.(22)
99.1  Rio  Chitamena  Association  Contract.(20)
99.2  Rio  Chitamena  Purchase  and  Sale  Agreement.(20)
99.3  Integral  Plan  -  Cusiana  Oil  Structure.(20)
99.4  Letter  Agreements  with  co-investor  in  Colombia.(20)
99.5  Colombia  Pipeline  Memorandum  of  Understanding.(20)
99.6  Amended and Restated Oleoducto Central S.A. Agreement dated as of
      March  31,  1995.(19)

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

(1) Previously filed as an exhibit to the Company's Registration Statement
    on  Form  S-3  (No.  333-08005)  and  incorporated  herein  by
    reference.
(2) Previously filed as an exhibit to the Company's Registration Statement
    on  Form  8-A  dated  March  25,  1996  and  incorporated herein by
    reference.
(3) Previously filed as an exhibit to the Company's and Triton Energy
    Corporation's  Registration  Statement  on  Form  S-4  (No.  333-923)
    and incorporated  herein  by  reference.
(4) Previously filed as an exhibit to the Company's Registration Statement
    on  Form 8-A/A (Amendment No. 1) dated August 14, 1996 and incorporated
    herein by  reference.
(5) Previously  filed  as  an  exhibit to Triton Energy Corporation's
    Quarterly  Report  on  Form  10-Q  for the quarter ended November 30,
    1993 and incorporated  by  reference  herein.
(6) Previously  filed  as  an  exhibit to Triton Energy Corporation's
    Quarterly  Report  on  Form  10-Q for the quarter ended September 30,
    1995 and incorporated  herein  by  reference.
(7) Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report  on  Form  10-K for the fiscal year ended May 31, 1992 and
    incorporated herein  by  reference.
(8) Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report on Form 10-K for the fiscal year ended May 31, 1989 and
    incorporated by reference  herein.
(9) Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report  on  Form  10-K for the fiscal year ended May 31, 1990 and
    incorporated herein  by  reference.
(10)Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report on Form 10-K for the fiscal year ended May 31, 1993 and
    incorporated by reference  herein.
(11)Previously  filed  as  an exhibit to Triton Energy Corporation's
    Quarterly  Report  on  Form  10-Q  for the quarter ended November 30,
    1988 and incorporated  herein  by  reference.
(12)Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report  on  Form  10-K  for  the  fiscal  year  ended  December  31,
    1995 and incorporated  herein  by  reference.
(13)Previously filed as an exhibit to the Company's Quarterly Report on
    Form  10-Q  for  the  quarter  ended March 31, 1996 and incorporated
    herein by reference.
(14)Previously filed as an exhibit to Triton Energy Corporation's Annual
    Report  on  Form  10-K for the fiscal year ended May 31, 1991 and
    incorporated herein  by  reference.
(15)Previously filed as an exhibit to Triton Energy Corporation's current
    report  on Form 8-K dated April 21, 1994 and incorporated by reference
    herein.
(16)Previously filed as an exhibit to Triton Energy Corporation's Current
    Report  on  Form  8-K dated May 26, 1995 and incorporated herein by
    reference.
(17)Previously filed as an exhibit to the Company's Quarterly Report on
    Form  10-Q for the quarter ended September 30, 1996 and incorporated
    herein by reference.
(18)Previously  filed  as  an exhibit to Triton Energy Corporation's
    Quarterly  Report  on  Form  10-Q  for  the  quarter  ended March 31,
    1995 and incorporated  herein  by  reference.
(19)Previously  filed  as  an exhibit to Triton Energy Corporation's
    Quarterly  Report  on  Form  10-Q  for  the  quarter  ended  June 30,
    1995 and incorporated  herein  by  reference.
(20)Previously filed as an exhibit to Triton Energy Corporation's current
    report on Form 8-K/A dated July 15, 1994 and incorporated by reference
    herein.
(21)Management  contract  or  compensatory  plan  or  arrangement.
(22)Filed  herewith.


     (b)          Reports  on  Form  8-K.

          None




                                  SIGNATURES

     Pursuant  to  the  requirements  of Section 13 or 15(d) of the Securities
Exchange  Act  of  1934,  the Registrant has duly caused this Annual Report on
Form  10-K to be signed by the undersigned thereunto duly authorized on the 18
day  of  March,  1997.

                              TRITON  ENERGY  LIMITED



                              By: /s/Thomas G. Finck
                                  Thomas  G.  Finck
                                  Chairman  of  the Board and Chief Executive
                                  Officer

                              POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned officers and
directors  of  Triton  Energy  Limited  (the "Company") hereby constitutes and
appoints  Thomas  G.  Finck, Robert B. Holland, III, and Peter Rugg, or any of
them  (with  full  power  to each of them to act alone), his true and lawful
attorney-in-fact  and  agent,  with full power of substitution, for him and on
his  behalf  and  in  his name, place and stead, in any and all capacities, to
sign, execute, and file any and all documents relating to the Company's Annual
Report  on  Form  10-K for the year ended December 31, 1996, including any and
all  amendments  and  supplements  thereto,  with  any  regulatory  authority,
granting unto said attorneys, and each of them, full power and authority to do
and perform each and every act and thing requisite and necessary to be done in
and about the premises in order to effectuate the same as fully to all intents
and  purposes  as  he  himself might or could do if personally present, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them,  or  their or his substitute or substitutes, may lawfully do or cause to
be  done.

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
Annual  Report  on Form 10-K has been signed below by the following persons on
behalf  of  the  Registrant  and  in the capacities indicated on the 18 day of
March,  1997.




          Signatures                            Title


     /s/Thomas G. Finck            Chairman of the Board and Chief  Financial
     Thomas  G.  Finck                 Officer


     /s/Peter Rugg                 Senior Vice President and
     Peter Rugg                      Chief Financial Officer
                                   (Principal  Accounting  and  Financial
                                     Officer)



 /s/John P. Lewis            Director          March 18, 1997
 John  P.  Lewis


 /s/Michael E. McMahon       Director          March 18, 1997
 Michael  E.  McMahon


 /s/Ernest E. Cook           Director          March 18, 1997
         Ernest  E.  Cook


 /s/Sheldon R. Erikson       Director          March 18, 1997
 Sheldon  R.  Erikson


 /s/Ray H. Eubank            Director          March 18, 1997
 Ray  H.  Eubank


 /s/Jesse E. Hendricks       Director          March 18, 1997
 Jesse  E.  Hendricks


 /s/Fitzgerald S. Hudson     Director          March 18,  1997
 Fitzgerald  S.  Hudson


 /s/John R. Huff              Director         March 18, 1997
 John  R.  Huff


 /s/Wellslake D. Morse, Jr.   Director         March  18,  1997
  Wellslake  D.  Morse,  Jr.


 /s/Edwin D. Williamson       Director          March 18,  1997
 Edwin  D.  Williamson











                    TRITON ENERGY LIMITED AND SUBSIDIARIES
                 INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

<TABLE>
<CAPTION>


<S>                                                                                  <C>

                                                                                     PAGE
                                                                                     ----

TRITON ENERGY LIMITED AND SUBSIDIARIES:
Report of Independent Accountants                                                    F-2
Consolidated Statements of Operations - Years ended December 31, 1996  and 1995,
seven  months ended December 31, 1994 and year ended May 31, 1994                    F-3
Consolidated Balance Sheets - December 31, 1996 and 1995                             F-4
Consolidated Statements of Cash Flows - Years ended December 31, 1996 and 1995,
seven months ended December 31, 1994 and year ended May 31, 1994                     F-5
Consolidated Statements of Shareholders' Equity - Years ended December 31, 1996 and
1995, seven months ended December 31, 1994 and year ended May 31, 1994               F-6
Notes to Consolidated Financial Statements                                           F-7
</TABLE>


<TABLE>
<CAPTION>



<S>        <C>                                                                       <C>

SCHEDULE:
II         -  Valuation and Qualifying Accounts - Years ended December 31, 1996 and
           1995, seven months ended  December 31, 1994 and year ended
           May 31, 1994                                                              F-53
</TABLE>

















All other schedules are omitted as the required information is inapplicable or
     presented in the consolidated financial statements or related notes

<PAGE>




                     REPORT OF INDEPENDENT ACCOUNTANTS


To  the  Board  of  Directors  and  Shareholders  of
 Triton  Energy  Limited

In  our opinion, the consolidated financial statements as of and for the years
ended  December  31,  1996  and  1995, for the seven months ended December 31,
1994,  and  for  the  year ended May 31, 1994 listed in the accompanying index
present  fairly,  in  all  material respects, the financial position of Triton
Energy  Limited  and  its  subsidiaries at December 31, 1996 and 1995, and the
results  of their operations and their cash flows for the years ended December
31, 1996 and 1995, the seven months ended December 31, 1994 and the year ended
May  31,  1994,  in  conformity with generally accepted accounting principles.
These financial statements are the responsibility of the Company's management;
our  responsibility  is  to  express  an opinion on these financial statements
based  on  our  audits.    We  conducted  our  audits  of  these statements in
accordance  with  generally  accepted auditing standards which require that we
plan  and  perform  the audit to obtain reasonable assurance about whether the
financial  statements  are  free  of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the  financial  statements,  assessing  the  accounting  principles  used  and
significant estimates made by management, and evaluating the overall financial
statement presentation.  We believe that our audits provide a reasonable basis
for  the  opinion  expressed  above.



Price  Waterhouse  LLP
Dallas,  Texas
February 4, 1997


                   TRITON ENERGY LIMITED AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                   (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)



<TABLE>
<CAPTION>


<S>                                                  <C>                        <C>        <C>             <C>

                                                                                   SEVEN
                                                                                MONTHS ENDED    YEAR ENDED
                                                      YEAR ENDED DECEMBER 31,    DECEMBER 31,     MAY 31,
                                                     -------------------------
                                                              1996       1995            1994      1994
                                                     --------------  ---------  --------------  --------
SALES AND OTHER OPERATING REVENUES:

Oil and gas sales                                    $     129,795   $106,844   $      20,477    40,894
Other operating revenues                                     4,182        628             259     2,314
                                                     --------------  ---------  --------------  --------
                                                           133,977    107,472          20,736    43,208
                                                     --------------  ---------  --------------  --------
COSTS AND EXPENSES:
Operating                                                   36,654     35,276          12,362    27,887
General and administrative                                  25,945     25,672          15,997    30,429
Depreciation, depletion and amortization                    25,640     23,208           7,339    19,821
Writedown of assets                                         42,960        ---             984    45,754
                                                     --------------  ---------  --------------  --------
                                                           131,199     84,156          36,682   123,891
                                                     --------------  ---------  --------------  --------

OPERATING INCOME (LOSS)                                      2,778     23,316         (15,946)  (80,683)
Gain on sale of Triton Canada stock                            ---        ---             ---    47,865
Interest income                                              6,703      7,954           4,144     6,542
Interest expense                                           (15,897)   (24,055)         (7,754)   (7,504)
Other income (expense), net                                 27,361      9,385          (3,278)   10,676
                                                     --------------  ---------  --------------  --------
                                                            18,167     (6,716)         (6,888)   57,579
                                                     --------------  ---------  --------------  --------
EARNINGS (LOSS) FROM CONTINUING OPERATIONS
 BEFORE INCOME TAXES, MINORITY INTEREST AND
 EXTRAORDINARY ITEM                                         20,945     16,600         (22,834)  (23,104)
Income tax expense (benefit)                                (2,860)    10,059           3,796    (6,536)
                                                     --------------  ---------  --------------  --------
                                                            23,805      6,541         (26,630)  (16,568)
Minority interest in loss of subsidiaries                      ---        ---             ---    11,971
                                                     --------------  ---------  --------------  --------

EARNINGS (LOSS) FROM CONTINUING OPERATIONS
 BEFORE EXTRAORDINARY ITEM                                  23,805      6,541         (26,630)   (4,597)
DISCONTINUED OPERATIONS:
Loss from operations                                           ---     (1,858)         (1,078)   (4,094)
Loss on disposal                                               ---     (1,963)            ---      (650)
                                                     --------------  ---------  --------------  --------
EARNINGS (LOSS) BEFORE EXTRAORDINARY ITEM                   23,805      2,720         (27,708)   (9,341)
Extraordinary item - extinguishment of debt                 (1,196)       ---             ---       ---
                                                     --------------  ---------  --------------  --------
NET EARNINGS (LOSS)                                         22,609      2,720         (27,708)   (9,341)
DIVIDENDS ON PREFERENCE SHARES                                 985        802             449       ---
                                                     --------------  ---------  --------------  --------
EARNINGS (LOSS) APPLICABLE TO ORDINARY SHARES        $      21,624   $  1,918   $     (28,157)   (9,341)
                                                     --------------  ---------  --------------  --------

Average ordinary and equivalent shares outstanding          36,919     35,147          34,944    34,775
                                                     --------------  ---------  --------------  --------
EARNINGS (LOSS) PER ORDINARY SHARE:
Continuing operations                                $        0.62   $   0.16   $       (0.78)    (0.13)
Discontinued operations                                        ---      (0.11)          (0.03)    (0.14)
Extraordinary item                                           (0.03)       ---             ---       ---
                                                     --------------  ---------  --------------  --------
NET EARNINGS (LOSS)                                  $        0.59   $   0.05   $       (0.81)    (0.27)
                                                     --------------  ---------  --------------  --------



</TABLE>



         See accompanying notes to consolidated financial statements.

<PAGE>


                   TRITON ENERGY LIMITED AND SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEETS
                   (IN THOUSANDS, EXCEPT SHARE DATA)




<TABLE>
<CAPTION>


<S>                                                                          <C>              <C>

ASSETS                                                                             DECEMBER  31,
                                                                             ----------------------
                                                                                  1996        1995
                                                                             ----------  ----------
CURRENT ASSETS:
Cash and equivalents                                                         $  11,048   $  49,050
Short-term marketable securities                                                 3,866      42,419
Trade receivables, net                                                          11,526       6,504
Other receivables                                                               49,000      16,683
Inventories, prepaid expenses and other                                          8,920       4,128
                                                                             ----------  ----------
TOTAL CURRENT ASSETS                                                            84,360     118,784
Long-term marketable securities                                                    ---       3,985
Property and equipment, at cost, net                                           676,833     524,381
Deferred income taxes                                                           71,416      47,283
Investments and other assets                                                    81,915     129,734
                                                                             ----------  ----------
                                                                             $ 914,524   $ 824,167
                                                                             ----------  ----------
LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Current maturities of long-term debt                                         $ 199,552   $   1,313
Accounts payable and accrued liabilities                                        38,545      23,794
Deferred income                                                                 28,466       8,079
                                                                             ----------  ----------
TOTAL CURRENT LIABILITIES                                                      266,563      33,186

Long-term debt, excluding current maturities                                   217,078     401,190
Deferred income taxes                                                           45,431      29,897
Deferred income and other                                                       84,808     113,869
Convertible debentures due to employees                                            ---         ---

SHAREHOLDERS' EQUITY:
Preference shares, par value $.01 for 1996 and without par value for 1995;
  authorized 5,000,000 shares; issued 247,469 and 410,017 shares at
  December 31, 1996 and 1995, respectively; stated value $34.41                  8,515      14,109
Ordinary shares, par value $.01 and $1.00 for 1996 and 1995, respectively;
  authorized 200,000,000 shares; issued 36,342,181 and 35,927,279
  shares at December 31, 1996 and 1995, respectively                               363      35,927
Additional paid-in capital                                                     582,581     516,326
Accumulated deficit                                                           (288,685)   (311,294)
Other                                                                           (2,128)     (8,705)
                                                                             ----------  ----------
                                                                               300,646     246,363
Less cost of ordinary shares in treasury                                             2         338
                                                                             ----------  ----------
TOTAL SHAREHOLDERS' EQUITY                                                     300,644     246,025
                                                                             ----------  ----------
Commitments and contingencies (note 21)
                                                                             $ 914,524   $ 824,167
                                                                             ----------  ----------
</TABLE>

The Company uses the full cost method to account for its oil- and gas-producing
                                 activities.
   See accompanying notes to consolidated financial statements.





                    TRITON ENERGY LIMITED AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (IN THOUSANDS)





<TABLE>
<CAPTION>



<S>                                                                     <C>            <C>  <C>      <C>

                                                                                                      SEVEN
                                                                                                   MONTHS ENDED
                                                                         YEAR ENDED DECEMBER 31,    DECEMBER 31,
                                                                        -------------------------
                                                                              1996          1995        1994
                                                                        -----------    ----------  ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net earnings (loss)                                                 $   22,609     $   2,720   $ (27,708)
    Adjustments to reconcile net earnings (loss) to net cash provided
       (used) by operating activities:
    Depreciation, depletion and amortization                                25,640        23,467       7,587
    Amortization of debt discount                                           15,897        23,928       7,939
    Proceeds from forward oil sale                                             ---        86,610         ---
    Amortization of unearned revenue                                        (8,105)       (4,725)        ---
    (Gain) loss on sale of assets, net                                     (15,831)       (2,938)        201
    Gain on sale of Triton Canada stock                                        ---           ---         ---
    Writedowns, loss provisions and discontinued operations                 45,753         7,192         984
    Deferred income taxes                                                   (8,759)        5,444       4,569
    Minority interest in undistributed loss of subsidiaries                    ---           ---         ---
    Other, net                                                              (5,815)         (536)      5,198
    Changes in working capital:
      Marketable debt securities - trading                                   4,149         8,074      10,429
      Receivables                                                           (5,048)       (1,677)     (3,064)
      Inventories, prepaid expenses and other                                 (787)         (790)     (4,408)
      Accounts payable and accrued liabilities                              10,732         2,367       2,657
      Income taxes                                                             270           (42)     (6,398)
                                                                        -----------    ----------  ----------
          Net cash provided (used) by operating activities                  80,705       149,094      (2,014)
                                                                        -----------    ----------  ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures and investments                                    (252,684)     (178,161)    (89,895)
  Purchases of investments and marketable securities                           ---       (45,281)     (5,879)
  Proceeds from sale of investments and marketable securities               38,507        42,050      36,664
  Proceeds from sale of shareholdings in Crusader                           69,583           ---         ---
  Sales of property and equipment and other assets                          38,505        20,866         539
  Proceeds from sale of Triton Canada stock                                    ---           ---         ---
  Proceeds from sale of discontinued operations                                ---         2,100       1,737
  Other                                                                        571        (1,368)     (3,509)
                                                                        -----------    ----------  ----------
          Net cash used by investing activities                           (105,518)     (159,794)    (60,343)
                                                                        -----------    ----------  ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from long-term debt                                              53,911        85,627       1,701
  Proceeds from short-term borrowings with
      maturities greater than three months                                     ---           ---       7,671
  Short-term borrowings, net                                                   ---       (10,000)      8,040
  Payments on long-term debt                                               (70,884)      (39,366)       (212)
  Payments on debt associated with discontinued operations                     ---        (2,004)     (1,883)
  Issuance of ordinary shares                                                5,874         8,398         639
  Other                                                                     (1,879)       (3,752)       (707)
                                                                        -----------    ----------  ----------
          Net cash provided (used) by financing activities                 (12,978)       38,903      15,249
                                                                        -----------    ----------  ----------
Effects of exchange rate changes on cash and equivalents                      (211)       (1,494)        444
                                                                        -----------    ----------  ----------
Net increase (decrease)  in cash and equivalents                           (38,002)       26,709     (46,664)
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD                                 49,050        22,341      69,005
                                                                        -----------    ----------  ----------
CASH AND EQUIVALENTS AT END OF PERIOD                                   $   11,048     $  49,050   $  22,341
                                                                        ------------- ----------  ----------




<S>                                                                     <C>


                                                                          YEAR ENDED
                                                                            MAY 31,

                                                                               1994
                                                                        ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net earnings (loss)                                                 $    (9,341)
    Adjustments to reconcile net earnings (loss) to net cash provided
       (used) by operating activities:
    Depreciation, depletion and amortization                                 20,490
    Amortization of debt discount                                             7,852
    Proceeds from forward oil sale                                              ---
    Amortization of unearned revenue                                            ---
    (Gain) loss on sale of assets, net                                       (8,328)
    Gain on sale of Triton Canada stock                                     (47,865)
    Writedowns, loss provisions and discontinued operations                  46,404
    Deferred income taxes                                                   (10,224)
    Minority interest in undistributed loss of subsidiaries                 (11,971)
    Other, net                                                                2,090
    Changes in working capital:
      Marketable debt securities - trading                                      ---
      Receivables                                                            (1,797)
      Inventories, prepaid expenses and other                                (6,310)
      Accounts payable and accrued liabilities                              (12,126)
      Income taxes                                                            6,162
                                                                        ------------
          Net cash provided (used) by operating activities                  (24,964)
                                                                        ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures and investments                                      (86,819)
  Purchases of investments and marketable securities                       (190,025)
  Proceeds from sale of investments and marketable securities               119,905
  Proceeds from sale of shareholdings in Crusader                               ---
  Sales of property and equipment and other assets                           22,816
  Proceeds from sale of Triton Canada stock                                  59,029
  Proceeds from sale of discontinued operations                              18,450
  Other                                                                      (4,370)
                                                                        ------------
          Net cash used by investing activities                             (61,014)
                                                                        ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from long-term debt                                              123,408
  Proceeds from short-term borrowings with
      maturities greater than three months                                      ---
  Short-term borrowings, net                                                 (1,640)
  Payments on long-term debt                                                 (3,150)
  Payments on debt associated with discontinued operations                  (18,959)
  Issuance of ordinary shares                                                 3,164
  Other                                                                      (1,054)
                                                                        ------------
          Net cash provided (used) by financing activities                  101,769
                                                                        ------------
Effects of exchange rate changes on cash and equivalents                        275
                                                                        ------------
Net increase (decrease)  in cash and equivalents                             16,066
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD                                  52,939
                                                                        ------------
CASH AND EQUIVALENTS AT END OF PERIOD                                   $    69,005
                                                                        ------------

</TABLE>




         See accompanying notes to consolidated financial statements.

<PAGE>

                   TRITON ENERGY LIMITED AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                (IN THOUSANDS)



<TABLE>
<CAPTION>



<S>                                                 <C>          <C>   <C>      <C>             <C>

                                                                                    SEVEN
                                                                                MONTHS ENDED    YEAR ENDED
                                                     YEAR ENDED DECEMBER 31,     DECEMBER 31,    MAY 31,
                                                    -------------------------
                                                          1996          1995        1994              1994
                                                    -----------    ----------  --------------  ------------
PREFERENCE SHARES:
Balance at beginning of period                      $   14,109     $  17,976   $      17,978   $       ---
Purchase of minority interest in Triton Europe             ---           ---             ---        17,978
Conversion of 5% preference shares                      (5,594)       (3,867)             (2)          ---
                                                    -----------    ----------  --------------  ------------
Balance at end of period                                 8,515        14,109          17,976        17,978
                                                    -----------    ----------  --------------  ------------
ORDINARY SHARES:
Balance at beginning of period                          35,927        35,577          35,519        35,231
Exercise of employee stock options and debentures           81           238              58           288
Conversion of 5% preference shares                         153           112             ---           ---
   Reduction in par value                              (35,783)          ---             ---           ---
   Other, net                                              (15)          ---             ---           ---
                                                    -----------    ----------  --------------  ------------
Balance at end of period                                   363        35,927          35,577        35,519
                                                    -----------    ----------  --------------  ------------
ADDITIONAL PAID-IN CAPITAL:
Balance at beginning of period                         516,326       505,256         505,122       502,217
Cash dividends, 5% preference shares                      (985)         (802)           (449)          ---
Exercise of employee stock options and debentures        7,974         8,160             464         2,876
Conversion of 5% preference shares                       5,441         3,755             ---           ---
   Reduction in par value                               35,783           ---             ---           ---
   Sale of shareholdings in Crusader                    20,413           ---             ---           ---
Other, net                                              (2,371)          (43)            119            29
                                                    -----------    ----------  --------------  ------------
Balance at end of period                               582,581       516,326         505,256       505,122
                                                    -----------    ----------  --------------  ------------
ACCUMULATED DEFICIT:
Balance at beginning of period                        (311,294)     (314,014)       (286,306)     (276,965)
Net earnings (loss)                                     22,609         2,720         (27,708)       (9,341)
                                                    -----------    ----------  --------------  ------------
Balance at end of period                              (288,685)     (311,294)       (314,014)     (286,306)
                                                    -----------    ----------  --------------  ------------
FOREIGN CURRENCY TRANSLATION ADJUSTMENT:
Balance at beginning of period                          (8,616)       (5,639)         (7,163)       (4,087)
Sale of foreign operations                                 ---        (3,268)            ---        (3,341)
Sale of shareholdings in Crusader                        4,890           ---             ---           ---
Translation rate changes                                 1,600           291           1,524           265
                                                    -----------    ----------  --------------  ------------
Balance at end of period                                (2,126)       (8,616)         (5,639)       (7,163)
                                                    -----------    ----------  --------------  ------------
OTHER, NET:
Balance at beginning of period                             (89)       (1,384)         (1,046)         (246)
Valuation reserve on marketable securities                  87         1,295            (429)         (955)
Adjustment for minimum pension liability                   ---           ---              91           155
                                                    -----------    ----------  --------------  ------------
Balance at end of period                                    (2)          (89)         (1,384)       (1,046)
                                                    -----------    ----------  --------------  ------------
TREASURY SHARES:
Balance at beginning of period                            (338)         (577)           (682)         (718)
Purchase of treasury shares                                 (5)           (4)             (3)           (5)
Transfer of shares to employee benefit plans               137           243             108            41
Retirement of treasury shares                              204           ---             ---           ---
                                                    -----------    ----------  --------------  ------------
Balance at end of period                                    (2)         (338)           (577)         (682)
                                                    -----------    ----------  --------------  ------------

TOTAL SHAREHOLDERS' EQUITY                          $  300,644     $ 246,025   $     237,195   $   263,422
                                                    -----------    ----------  --------------  ------------

</TABLE>

   See accompanying notes to consolidated financial statements.



                    TRITON ENERGY LIMITED AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
           (AMOUNTS IN TABLES IN THOUSANDS, EXCEPT FOR SHARE DATA)


1.          SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

GENERAL

Triton  Energy  Limited ("Triton") is an international oil and gas exploration
company  primarily  engaged in exploration and production through subsidiaries
and  affiliates.    The  term  "Company" when used herein means Triton and its
subsidiaries  and  other  affiliates  through  which  the Company conducts its
business.    The  Company's  principal  properties, operations and oil and gas
reserves  are  located  in  Colombia  and  Malaysia-Thailand.    All sales are
currently  derived  from oil and gas production in Colombia.  The Company also
has  oil  and  gas  interests  in  other  Latin  American,  Asian and European
countries.

Triton,  a  Cayman  Islands company, was incorporated in August 1995 to become
the  parent  holding  company  of  Triton  Energy  Corporation,  a  Delaware
corporation  ("TEC").  On March 25, 1996, the stockholders of TEC approved the
merger  of  a  wholly  owned  subsidiary  of  Triton  with  and  into TEC (the
"Reorganization").    Pursuant to the Reorganization, Triton became the parent
holding company of TEC and each share of common stock, par value $1.00, and 5%
preferred  stock  of TEC outstanding on March 25, 1996, was converted into one
ordinary  share, par value $.01, and one 5% preference share, respectively, of
Triton.    The  Reorganization  has  been  accounted  for  as a combination of
entities  under  common  control.

CHANGE  IN  FISCAL  YEAREND

Effective  January 1, 1995, the Company changed its fiscal yearend from May 31
to  December  31.  These financial statements include the Company's transition
period  for  the  seven  months  ended  December  31,  1994.

PRINCIPLES  OF  CONSOLIDATION

The  consolidated  financial statements include the accounts of Triton and its
majority-owned  subsidiaries.    All  significant  intercompany  balances  and
transactions  have  been  eliminated  in  consolidation.    Investments  in
20%-to-50%-owned  affiliates  in  which  the  Company  exercises  significant
influence  over  operating  and financial policies are accounted for using the
equity  method.    Investments in less than 20%-owned affiliates are accounted
for  using  the  cost  method.

<PAGE>
CASH  EQUIVALENTS  AND  MARKETABLE  SECURITIES

Cash  equivalents  are  highly  liquid  investments purchased with an original
maturity  of  three  months  or  less.

Investments  in  marketable  debt securities are reported at fair value except
for  those investments that management has the positive intent and the ability
to  hold  to maturity.  Investments available-for-sale are classified based on
the  stated  maturity of the securities and changes in fair value are reported
as  a  separate  component  of  shareholders' equity.  Trading investments are
classified  as  current  regardless  of  the stated maturity of the underlying
securities  and  changes  in  fair  value  are reported in other income, net.
Investments  that  will be held-to-maturity are classified based on the stated
maturity  of  the  securities.

PROPERTY  AND  EQUIPMENT

The  Company  follows  the  full cost method of accounting for exploration and
development  of oil and gas reserves, whereby all acquisition, exploration and
development  costs  are  capitalized.   Individual countries are designated as
separate  cost  centers.  All  capitalized  costs plus the undiscounted future
development costs of proved reserves are depleted using the unit of production
method  based  on total proved reserves applicable to each country.  A gain or
loss  is  recognized  on  sales  of  oil and gas properties only when the sale
involves  significant  reserves.

Costs  related  to acquisition, holding and initial exploration of licenses in
countries  with  no  proved  reserves  are  initially  capitalized,  including
internal  costs  directly  identified  with  acquisition,  exploration  and
development  activities.    Costs  related  to production, general overhead or
similar  activities  are  expensed.    The  Company's exploration licenses are
periodically  assessed  for  impairment on a country-by-country basis.  If the
Company's  investment in exploration licenses within a country where no proved
reserves  are assigned is deemed to be impaired, the licenses are written down
to  estimated  recoverable  value.    If  the Company abandons all exploration
efforts  in  a  country where no proved reserves are assigned, all acquisition
and  exploration  costs  associated with the country are expensed.  Due to the
unpredictable nature of exploration drilling activities, the amount and timing
of  impairment  expense  are  difficult  to  predict  with  any  certainty.

The net capitalized costs of oil and gas properties for each cost center, less
related  deferred  income  taxes,  cannot  exceed the sum of (i) the estimated
future  net  revenues from the properties, discounted at 10%; (ii) unevaluated
costs not being amortized; and (iii) the lower of cost or estimated fair value
of  unproved  properties being amortized; less (iv) income tax effects related
to  differences between the financial statement basis and tax basis of oil and
gas  properties.

The  estimated  costs,  net  of  salvage  value,  of dismantling facilities or
projects  with  limited lives or facilities that are required to be dismantled
by  contract,  regulation  or  law  and the estimated costs of restoration and
reclamation  associated  with oil and gas operations are included in estimated
future  development  costs  as  part  of  the  amortizable  base.

Support  equipment and facilities are depreciated using the unit of production
method  based  on total reserves of the field related to the support equipment
and  facilities.    Other property and equipment, which includes furniture and
fixtures,  vehicles,  aircraft  and  leasehold  improvements,  are depreciated
principally  on a straight-line basis over estimated useful lives ranging from
3  to  30  years.

Repairs  and  maintenance  are  expensed  as  incurred,  and  renewals  and
improvements  are  capitalized.

ENVIRONMENTAL  MATTERS

Environmental  costs  are  expensed  or  capitalized depending on their future
economic  benefit.   Costs that relate to an existing condition caused by past
operations  and have no future economic benefit are expensed.  Liabilities for
future  expenditures  of  a  noncapital  nature  are  recorded  when  future
environmental  expenditures  and/or  remediation  is  deemed probable, and the
costs  can  be  reasonably  estimated.

INCOME  TAXES

Deferred  tax  liabilities or assets are recognized for the anticipated future
tax effects of temporary differences between the financial statement basis and
the  tax  basis  of the Company's assets and liabilities using the enacted tax
rates  in effect at yearend.  A valuation allowance for deferred tax assets is
recorded  when  it  is more likely than not that the benefit from the deferred
tax  asset  will  not  be  realized.

REVENUE  RECOGNITION

Oil  and  gas  revenues are recognized at the point of first measurement after
production which is generally upon delivery into field storage tank/processing
facilities  or  pipelines.  Cost reimbursements arising from carried interests
granted  by  the  Company  are  revenues  to the extent the reimbursements are
contingent  upon  and  derived  from production.  Obligations arising from net
profit  interest  conveyances  are  recorded  as  operating  expenses when the
obligation  is  incurred.

<PAGE>
FOREIGN  CURRENCY  TRANSLATION

The U.S. dollar is the designated functional currency for all of the Company's
foreign  operations, except for foreign operations of certain affiliates where
the  local  currencies  are  used  as the functional currency.  The cumulative
translation  effects  from  translating  balance  sheet  accounts  from  the
functional  currency  into U.S. dollars at current exchange rates are included
as  a  separate  component  of  shareholders'  equity.

RISK  MANAGEMENT

Oil and natural gas sold by the Company are normally priced with reference to
a defined  benchmark,  such  as  light  sweet  crude  oil traded on the New
York Merchantile  Exchange  (West  Texas  Intermediate  or  "WTI").   Actual
prices received  vary  from  the  benchmark  depending  on  quality  and
location differentials. It is the Company's policy to use financial market
transactions with  credit-worthy  counterparties from time to time primarily
to reduce risk associated  with  the  pricing of a portion of the oil and
natural gas that it sells.    The  Company  may  also  enter into financial
market transactions to benefit from its assessment of the future prices of
its production relative to other  benchmark  prices.

Gains  or  losses  on  financial  market  transactions  that qualify for hedge
accounting  are  recognized  in oil and gas sales at the time of settlement of
the  underlying  hedged  transactions.    Premiums  paid  for financial market
contracts  are  capitalized  and  amortized  as  operating  expenses  over the
contract  period.    Changes  in  the  fair  market  value of financial market
transactions that do not qualify for hedge accounting are reflected as noncash
adjustments  to  other  income, net in the period the change occurs.  Realized
gains or losses on financial market transactions that do not qualify for hedge
accounting  are  recorded  in  oil  and  gas  sales.

The Company occasionally enters into foreign exchange contracts to reduce risk
of  unfavorable  exchange-rate  movements.    The gains or losses arising from
currency  exchange  contracts  offset  foreign exchange gains or losses on the
underlying  assets  or  liabilities  or  are  deferred  and offset against the
carrying  value  of  the  firm  commitment.

DISCONTINUED  OPERATIONS  AND  RECLASSIFICATIONS

The Company discontinued its aviation sales and services segment in June 1995.
The Consolidated Statements of Operations for the seven months ended December
31,  1994,  and the year ended May 31, 1994, have been restated to reflect the
aviation  sales  and  services  segment  as  discontinued  operations.

Certain  other previously reported financial information has been reclassified
to  conform  to  the  current  period's  presentation.

<PAGE>
EARNINGS  (LOSS)  PER  ORDINARY  SHARE

Primary  earnings  (loss) per ordinary share amounts were computed by dividing
net  earnings  (loss) after deduction of dividends on preference shares by the
weighted  average  number  of  ordinary  and  dilutive  equivalent  shares
outstanding.    Ordinary  share  equivalents  were  not  material  or  were
antidilutive  for  the  year  ended  December 31, 1995, the seven months ended
December  31,  1994,  and the year ended May 31, 1994.  Prior to the Company's
sale  of  its  investment  in  Crusader Limited ("Crusader") in July 1996, the
Company's  proportionate  shares  owned  by  Crusader  were  not  considered
outstanding  for  purposes  of  determining  weighted average number of shares
outstanding.    Fully  diluted  earnings  (loss)  per  ordinary  share  is not
presented due to the antidilutive effect of including all potentially dilutive
securities.

STOCK-BASED  COMPENSATION

Statement  of Financial Accounting Standards No. 123 ("SFAS 123"), "Accounting
for  Stock-Based Compensation," encourages, but does not require, the adoption
of  a  fair  value-based  method  of  accounting  for  employee  stock-based
compensation  transactions.   The Company has elected to continue to apply the
provisions  of  Accounting  Principles  Board  Opinion  No. 25 ("Opinion 25"),
"Accounting  for  Stock  Issued to Employees," and related interpretations, in
accounting  for  its  stock-based  compensation  plans.    Under  Opinion  25,
compensation  cost  is  measured  as  the excess, if any, of the quoted market
price  of  the  Company's  stock  at the date of the grant above the amount an
employee  must  pay  to  acquire  the  stock.

THE  USE  OF  ESTIMATES  IN  PREPARING  FINANCIAL  STATEMENTS

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, disclosure of
contingent  assets and liabilities at the date of the financial statements and
reported  amounts  of  revenues  and  expenses  during  the  reporting period.

2.          DIVESTITURES  AND  DISCONTINUED  OPERATIONS

In June and July 1996, the Company sold its 49.9% shareholdings in Crusader
for  total  cash  proceeds  of  $69.6  million  to an unrelated third party in
conjunction  with  a  May  1996  take-over  bid  by  the  same  party  for the
outstanding  shares  of  Crusader.  The Company recorded a total gain of $10.4
million  in other income, net and an increase to additional paid-in capital of
$20.4 million, representing the Company's proportion of Triton ordinary shares
owned  by  Crusader  that  were  previously  treated  as  owned  by  Triton.

In  March  1996, the Company sold its royalty interests in U.S. properties for
$23.8  million  based  on  an  effective date of January 1, 1996.  The Company
recorded  the  resulting  gain  of  $4.1  million in other operating revenues.

In  August  1995,  the  Company  sold Triton France S.A. to an unrelated third
party.  The Company received net proceeds, including repayment of intercompany
debt, of approximately $16 million and recorded a net gain of $3.5 million and
a  reduction  in  shareholder  equity  of  approximately  $3.3 million for the
foreign  currency  translation  adjustment.

In  June  1995, the Company sold the assets of its subsidiary, Jet East, Inc.,
for  $2.9  million  in cash and a note, and realized a loss of $1.4 million on
the  sale.    The  Company accrued $.6 million for costs associated with final
disposal  of  the  segment,  which  occurred  in  August  1995.

Summarized  information for the aviation sales and services segment portion of
discontinued  operations  follows:
<TABLE>
<CAPTION>


<S>                           <C>             <C>              <C>

                              YEAR ENDED      SEVEN            YEAR ENDED
                              DECEMBER 31,    MONTHS ENDED     MAY 31,
                                       1995   DEC. 31, 1994           1994
                              --------------  ---------------  ------------

Revenues                      $       4,694   $        6,117   $    12,885
                              --------------  ---------------  ------------

Loss before income taxes      $      (2,022)  $       (1,078)  $    (4,094)
Income tax expense (benefit)            ---              ---           ---
                              --------------  ---------------  ------------
Net loss                      $      (2,022)  $       (1,078)  $    (4,094)
                              --------------  ---------------  ------------

</TABLE>


In the first quarter of fiscal 1994, the Company completed the sale of its 76%
interest  in  the  common  stock  of Triton Canada Resources Ltd.  The Company
received  net  proceeds  of  $59 million and recorded a gain of $47.9 million.

In  August  and  October  1993,  the Company sold its working interest in U.S.
properties  for  net  proceeds  of  $19.5  million,  resulting in a gain of $7
million.    The properties that were sold accounted for approximately 55.7% of
discounted future net revenues associated with U.S. proved properties
at  May  31,  1993.

In  fiscal  1993,  the  Company  initiated a plan to discontinue its remaining
operations  in  the  wholesale  fuel  products  segment.   An accrual of $16.1
million  was  recorded  at  May  31,  1993,  as  an estimate of the results of
operations  for discontinued operations during fiscal 1994 and the anticipated
loss  on  disposal  of  the segment.  An additional accrual of $.7 million was
recorded at May 31, 1994, for estimated operating losses caused by closing the
sales  of  several operating divisions later than originally anticipated.  All
operations  have  been  sold.

Summarized  information  for  the  wholesale  fuel products segment portion of
discontinued  operations  follows:
<TABLE>
<CAPTION>



<S>                       <C>              <C>

                          SEVEN            YEAR ENDED
                          MONTHS ENDED     MAY 31,
                          DEC. 31, 1994           1994
                          ---------------  ------------

Revenues                  $        8,820   $    81,383
                          ---------------  ------------

Loss before income taxes  $       (2,070)  $   (14,422)
Income tax expense                     5             7
                          ---------------  ------------
Net loss                  $       (2,075)  $   (14,429)
                          ---------------  ------------

</TABLE>


3.          FORWARD  SALE  OF  COLOMBIAN  OIL  PRODUCTION

In  May  1995,  the  Company sold 10.4 million barrels of oil in a forward oil
sale.    Under  the  terms of the sale, the Company received approximately $87
million  of  the  approximately  $124 million net proceeds and is entitled to
receive  substantially  all  of  the  remaining  proceeds (now held in various
interest-bearing  reserve  accounts)  when  the Company's Cusiana and Cupiagua
fields  project in Colombia becomes self-financing, which is expected in 1997,
and when certain other conditions are met. At December 31, 1996, proceeds held
in interest-bearing reserve accounts of $30 million and $5.6 million have been
recorded  as  current and long-term receivables, respectively. The Company has
recorded  the  net proceeds as deferred income and will recognize such revenue
when  the barrels of oil are delivered during a five-year period that began in
June 1995.  The Company is required to deliver to the buyer 58,425 barrels per
month  through  March  1997  and  254,136 barrels per month from April 1997 to
March  2000.

4.          PURCHASE  OF  THE  TRITON  EUROPE  MINORITY  INTEREST

On  March  31,  1994,  the  Company acquired all of the outstanding shares not
owned  by  the Company, representing the minority shareholders' 40.5% interest
in  Triton Europe plc ("Triton Europe"), in exchange for 522,460 shares of the
Company's  5% Convertible Preferred Stock ("5% preferred stock"), with a value
of  $18  million,  and $2.6 million in cash, including transaction costs.  The
transaction  was  recorded  as  a  purchase,  and  accordingly, 100% of Triton
Europe's  operating  results  have  been  included in the Company's results of
operations  since  March  31, 1994.  The excess of the purchase price over the
carrying  value  of the minority interest in Triton Europe of $3.5 million was
allocated  to  the  full  cost  pools  within  Triton  Europe.

<PAGE>

5.          INVESTMENTS  IN  MARKETABLE  SECURITIES

The  carrying  values  of  marketable  securities  are  as  follows:
<TABLE>
<CAPTION>


<S>                                          <C>       <C>

                                               DECEMBER 31,
                                             ----------------
                                                1996     1995
                                             -------  -------
Short-term marketable securities:
  Held-to-maturity                           $   ---  $18,861
  Available-for-sale                           1,998   17,519
  Trading                                      1,868    6,039
                                             -------  -------
     Total short-term marketable securities  $ 3,866  $42,419
                                             -------  -------

Long-term available-for-sale                 $   ---  $ 3,985
                                             -------  -------
</TABLE>



Proceeds from the sale of available-for-sale securities were $19.5 million and
$7.7  million  in  the  years  ended December 31, 1996 and 1995, respectively.

6.          OTHER  RECEIVABLES

Other  receivables  consisted  of  the  following:
<TABLE>
<CAPTION>


<S>                                   <C>       <C>

                                         DECEMBER 31,
                                      -----------------
                                          1996     1995
                                      --------  -------

Receivable from the forward oil sale  $ 30,000  $   ---
Central Llanos pipeline receivable       6,380    9,930
Receivable from partners                 5,371    3,171
Other                                    7,249    3,582
                                      --------  -------
                                      $ 49,000  $16,683
                                      --------  -------


</TABLE>


Triton  Colombia,  Inc.  ("Triton  Colombia"),  along  with  its joint venture
partners  in  the Cusiana and Cupiagua fields in Colombia, advanced 50% of the
cost  to upgrade the capacity of the Central Llanos pipeline that was formerly
owned  by  Empresa  Colombiana  de Petroleos ("Ecopetrol").  In November 1995,
Oleoducto  Central  S.A.  ("OCENSA") acquired the Central Llanos pipeline from
Ecopetrol.    The  Company  will  recover the remaining outstanding receivable
based  on  the  production  from  the  Cusiana and Cupiagua fields transported
through  the  pipeline.    The  outstanding  balance  of  the receivable bears
interest  at  the  London  Interbank  Offered  Rate  ("LIBOR")  plus  1%.





<PAGE>
7.          PROPERTY  AND  EQUIPMENT

Property  and  equipment,  at  cost,  are  summarized  as  follows:
<TABLE>
<CAPTION>



<S>                                          <C>        <C>

                                                 DECEMBER 31,
                                             -------------------
                                                  1996      1995
                                             ---------  --------

Oil and gas properties, full cost method:
   Evaluated                                 $ 398,446  $506,405
   Unevaluated                                 149,648   173,061
   Support equipment and facilities            194,116    87,289
Other                                           31,044    22,422
                                             ---------  --------

                                               773,254   789,177
Less accumulated depreciation and depletion     96,421   264,796
                                             ---------  --------

                                             $ 676,833  $524,381
                                             ---------  --------

</TABLE>



The Company capitalizes interest on qualifying assets, principally unevaluated
oil  and  gas  properties,  major development projects in progress and support
equipment and facilities under construction.  Capitalized interest amounted to
$27.1 million and $16.2 million in the years ended December 31, 1996 and 1995,
respectively,  $11.8  million in the seven months ended December 31, 1994, and
$16.9 million in the year ended May 31, 1994.  The Company capitalized general
and  administrative expenses related to exploration and development activities
of    $24.6 million and $21.1 million in the years ended December 31, 1996 and
1995,  respectively, $9.5 million in the seven months ended December 31, 1994,
and  $11.2  million  in  the  year  ended  May  31,  1994.

Evaluated  oil  and  gas properties and accumulated depreciation and depletion
decreased  by  $246.9 million and $228.3 million, respectively, in 1996 due to
the sales of the Company's royalty interests in U.S. properties and the assets
of  Triton  Indonesia, Inc. and $265.5 million and $247 million, respectively,
in  1995  due  to  the  sale  of  Triton  France  S.A.


<PAGE>
8.          INVESTMENTS  AND  OTHER  ASSETS

Investments  and  other  assets  consisted  of  the  following:
<TABLE>
<CAPTION>



<S>                                   <C>       <C>

                                          DECEMBER 31,
                                      ------------------
                                          1996      1995
                                      --------  --------


Investment in OCENSA                  $ 34,311  $ 15,789
Investment in ODC                       11,108    11,108
Investment in Crusader                     ---    31,530
WTI benchmark call options              11,048     4,580
Unamortized debt issue costs             6,878     9,349
Receivable from the forward oil sale     5,613    35,613
Other                                   12,957    21,765
                                      --------  --------

                                      $ 81,915  $129,734
                                      --------  --------


</TABLE>



The  Company's wholly owned subsidiary Triton Pipeline Colombia, Inc. ("Triton
Pipeline")  owns  the Company's 9.6% interest in OCENSA. Triton Colombia, owns
approximately  6.6%  in  Oleoducto  de  Colombia  S.A.  ("ODC").

The  Company  amortizes  debt issue costs over the life of the borrowing using
the  interest  method.  Amortization related to the Company's debt issue costs
was  $3.6  million  and  $2.3 million in the years ended December 31, 1996 and
1995,  respectively, $1.3 million in the seven months ended December 31, 1994,
and  $1.5  million  in  the  year  ended  May  31,  1994.

<PAGE>
9.          CRUSADER

Crusader,  a  49.9%  owned  affiliate  until  the  Company's  sale  of  its
shareholdings  in  June and July 1996, is an Australian company engaged in oil
and  gas  exploration  and  production  and  coal  mining  in  Australia.

Summarized  financial  information  for  Crusader  follows:
<TABLE>
<CAPTION>


<S>                                      <C>

                                         DECEMBER 31,
                                                  1995
                                         -------------
   ASSETS
Current assets                           $      44,190
Noncurrent assets                              103,387
                                         -------------

                                         $     147,577
                                         -------------

   LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities                      $       7,002
Noncurrent liabilities                          56,114
Minority interest in subsidiaries                8,884
Shareholders' equity                            75,577
                                         -------------

                                         $     147,577
                                         -------------


</TABLE>


<TABLE>
<CAPTION>


<S>                                  <C>             <C>              <C>


                                                         SEVEN          YEAR ENDED
                                      YEAR ENDED      MONTHS ENDED        MAY 31,
                                     DEC. 31, 1995   DEC. 31, 1994         1994
                                     -------------   ---------------  ------------

Revenues                             $   46,867      $    22,535      $    40,193
Costs and expenses                      (52,990)         (25,145)         (40,574)
Income tax (expense) benefit             (1,757)          (6,934)             476
Minority interest                         2,927            1,052              716
                                     -----------     ------------     ------------

  Net earnings (loss)                $   (4,953)     $    (8,492)     $       811
                                     -----------     ------------     ------------

Company's equity in earnings (loss)  $   (2,249)     $    (4,102)     $       554
                                     -----------     ------------     ------------

Company's share of dividends         $      ---      $       ---      $       620
                                     -----------     ------------     ------------
</TABLE>




In  March  1995,  Crusader  completed the sale of Saracen Minerals Limited for
proceeds of $14.3 million.  This sale resulted in a net gain to the Company of
approximately  $3.8  million.   In June 1995, Crusader recorded a $5.3 million
loss  (the  Company's share - $2.7 million) due to a payment to holders of its
12%  Convertible  Subordinated  Unsecured  Notes to effect early redemption of
these  Notes  to  shares  of  Crusader  common  stock.    The Company received
approximately  $2.9  million  from its exchange of such notes and recorded the
proceeds  as  other income.  Also in 1995, Crusader contributed its Irish coal
briquetting  operations to Phoenix Coal Limited ("Phoenix"), a corporate joint
venture,  in  exchange for preference shares and 49% of Phoenix's common
shares outstanding.  Crusader recorded its investment in Phoenix at historical
book value.

At  December  31,  1995,  Crusader  owned  approximately  3%  of the Company's
ordinary  shares.  Crusader's investment in the Company, using the cost method
of  accounting,  was  $12.2  million  at  December  31,  1995.   The Company's
investment  in  Crusader  and  additional  paid-in  capital  were  reduced  to
eliminate  the  Company's  proportionate share of its ordinary shares owned by
Crusader.

The  Company  charged Crusader $.2 million and $.6 million for the years ended
December  31,  1996  and  1995, respectively, $.3 million for the seven months
ended  December 31, 1994, and $.6 million for the year ended May 31, 1994, for
administrative  services.   Also during fiscal 1994, the Company was paid $1.2
million  by  Crusader for acting as agent in issuing its 6% Notes and recorded
$.6  million  as  other  income.

10.          ACCOUNTS  PAYABLE  AND  ACCRUED  LIABILITIES

Accounts  payable  and  accrued  liabilities  are  summarized  as  follows:
<TABLE>
<CAPTION>


<S>                                   <C>       <C>

                                         DECEMBER 31,
                                      -----------------
                                          1996     1995
                                      --------  -------


Accrued exploration and development   $ 21,082  $ 8,112
Accounts payable, principally trade      2,697    8,004
Litigation and environmental matters     3,282    1,836
Employee compensation and benefits       2,315    2,405
Other                                    9,169    3,437
                                      --------  -------

                                      $ 38,545  $23,794
                                      --------  -------
</TABLE>



<PAGE>
11.          LONG-TERM  DEBT

A  summary  of  long-term  debt  follows:
<TABLE>
<CAPTION>



<S>                                          <C>        <C>

                                                  DECEMBER 31,
                                             --------------------
                                                   1996      1995
                                             ----------  --------


Senior Subordinated Discount Notes due 1997  $  189,869  $192,220
Senior Subordinated Discount Notes due 2000     170,000   155,203
Term credit facility maturing 2001               40,622       ---
Revolving credit facility maturing 1998          11,000       ---
Revolving credit facility                           ---    48,628
Other notes and capitalized leases                5,139     6,452
                                             ----------  --------

                                                416,630   402,503
 Less current maturities                        199,552     1,313
                                             ----------  --------

                                             $  217,078  $401,190
                                             ----------  --------




</TABLE>




On  November  13,  1992,  the  Company  completed  the sale of $240 million in
principal  amount  of  Senior  Subordinated  Discount Notes ("1997 Notes") due
November  1, 1997, providing net proceeds to the Company of approximately $126
million.   The original issue price was 54.76% of par, representing a yield to
maturity  of  12  1/2%  per  annum  compounded  on a semi-annual basis without
periodic  payments of interest.  The Indenture, as amended, for the 1997 Notes
contains  financial  covenants  including certain limitations on indebtedness,
dividends,  certain investments, transactions with affiliates, and engaging in
mergers  and  consolidations.    Additional  provisions  include  optional and
mandatory  redemptions,  and  requirements associated with changes in control.

During  1996,  the Company purchased in the open market $30 million face value
of  its  1997 Notes and realized an extraordinary expense of $1.2 million, net
of  a  $.6 million tax benefit.  At December 31, 1996, $210 million face value
of  the 1997 Notes remained outstanding.  The Company believes that it will be
able  to extinguish or refinance the 1997 Notes at maturity with a combination
of  some  or  all  of the following:  the Company's revolving credit facility,
cash flow from its Colombian operations, cash and marketable securities, asset
sales,  and  the  issuance  of  debt  and  equity  securities.

On  December  15,  1993,  the  Company  completed  the sale of $170 million in
principal amount of 9 3/4% Senior Subordinated Discount Notes ("9 3/4% Notes")
due  December 15, 2000, providing net proceeds to the Company of approximately
$124 million.  The original issue price was 75.1% of par, representing a yield
to maturity of 9 3/4%.  No interest was payable on the 9 3/4% Notes during the
first  three  years of issue.  Commencing December 15, 1996, interest on the 9
3/4% Notes began to accrue at the rate of 9 3/4% per annum and will be payable
semi-annually  on  June  15  and December 15, beginning on June 15, 1997.  The
Indenture,  as amended, for the 9 3/4% Notes contains financial covenants that
include  certain  limitations on indebtedness, dividends, certain investments,
transactions  with  affiliates,  and  engaging in mergers and consolidations.
Additional  provisions  include  optional  and  mandatory  redemptions,  and
requirements  associated  with  changes  in  control.    The indentures for
the 1997 Notes and the 9 3/4% Notes permit the Company to incur total
indebtedness (excluding certain permitted indebtedness) of up to 25% of the
sum of its indebtedness and market capitalization  of  its  capital  stock.

In  November 1995, the Company signed an unsecured term credit facility with a
bank  supported  by a guarantee issued by the Export-Import Bank of the United
States ("EXIM") for $45 million, which matures in January 2001.  Principal and
interest payments are due semi-annually on January 15 and July 15 beginning on
July  15,  1996  and  borrowings bear interest at LIBOR (5.5%  at December 31,
1996)  plus  .25%,  adjusted on a semi-annual basis. At December 31, 1996, the
Company  had  outstanding  borrowings  of  $40.6  million  under the facility.

In  1996,  the  Company  signed a $125 million unsecured bank revolving credit
facility  that  matures  in  August 1998.  Borrowings bear interest at various
spreads  over  either  prime  or LIBOR.  At December 31, 1996, the Company had
outstanding  borrowings  of $11 million and letters of credit for $2.3 million
under  the  facility.    The  revolving  credit  facility  contains  financial
covenants  that  include  certain  limitations  on  dividends,  investments,
prepayments  of  debt,  transactions  with  affiliates,  and  mergers  and
acquisitions,  and  include  certain  mandatory  pay-down requirements.  As of
December  31,  1996,  the  revolving  credit facility permitted the Company to
incur  total  indebtedness  of up to approximately $630 million.  Availability
under  the  credit  facility  may  be  greater  in  the  future  under certain
circumstances.

At  December 31, 1995, the Company had outstanding borrowings of $48.6 million
under  a  $65 million revolving credit facility with a bank.  The facility was
secured  by  the  Company's  marketable securities portfolio and the Company's
ownership  in  Crusader  shareholdings.  The facility was paid in full in 1996
and  was  terminated.

The  aggregate  maturities  of long-term debt for the five years in the period
ending  December  31,  2001,  are as follows:  1997 -- $199.6 million; 1998 --
$20.7  million; 1999 -- $9.7 million; 2000 -- $179.7 million; and 2001 -- $5.2
million.    The  1997 amount excludes future accretion of interest on the 1997
Notes.

<PAGE>
12.          INCOME  TAXES

The  components  of  earnings  (loss) from continuing operations before income
taxes,  minority  interest,  and  extraordinary  item  were  as  follows:
<TABLE>
<CAPTION>


<S>              <C>            <C>        <C>              <C>

                                               SEVEN         YEAR ENDED
                  YEAR ENDED DECEMBER 31,   MONTHS ENDED       MAY 31,
                 ------------------------
                         1996       1995   DEC. 31, 1994           1994
                 -------------  ---------  ---------------  ------------

Cayman Islands   $       (446)  $    ---   $          ---   $       ---
United States           3,006    (21,412)         (23,197)       33,869
Foreign - other        18,385     38,012              363       (56,973)
                 -------------  ---------  ---------------  ------------

                 $     20,945   $ 16,600   $      (22,834)  $   (23,104)
                 -------------  ---------  ---------------  ------------
</TABLE>



Pursuant  to  the  Reorganization  in  March  1996,  Triton,  a Cayman Islands
company, became the parent holding company of TEC, a Delaware Corporation.  As
a  result,  the  Company's  corporate  domicile  became  the  Cayman  Islands.

The components of the provision for income taxes on continuing operations were
as  follows:
<TABLE>
<CAPTION>



        <S>              <C>          <C>        <C>            <C>           <C>

                                                     SEVEN         YEAR ENDED
                         YEAR ENDED DECEMBER 31,  MONTHS ENDED       MAY 31,
                         ----------------------
                               1996       1995   DEC. 31, 1994           1994
                         -----------  ---------  ---------------  ------------
        Current:
        Cayman Islands   $      ---   $    ---   $          ---   $       ---
        United States          (172)       627               71            (8)
        Foreign - other       5,427      3,988             (844)        3,696
                         -----------  ---------  ---------------  ------------
        Total current         5,255      4,615             (773)        3,688
                         -----------  ---------  ---------------  ------------
        Deferred:
        Cayman Islands          ---        ---              ---           ---
        United States       (23,489)   (12,797)             (61)       (9,426)
        Foreign - other      15,374     18,241            4,630          (798)
                         -----------  ---------  ---------------  ------------

        Total deferred       (8,115)     5,444            4,569       (10,224)
                         -----------  ---------  ---------------  ------------
        Total            $   (2,860)  $ 10,059   $        3,796   $    (6,536)
                         -----------  ---------  ---------------  ------------


<PAGE>
</TABLE>


A reconciliation of the differences between the Company's applicable statutory
tax  rate  and  the  Company's  effective  income  tax  rate  follows:


<TABLE>
<CAPTION>


<S>                                                   <C>                      <C>      <C>  <C> <C>  <C>


                                                      YEAR ENDED DECEMBER 31,  SEVEN          YEAR ENDED
                                                      ---------------------    MONTHS ENDED   MAY 31,
                                                      1996         1995        DEC. 31, 1994        1994
                                                      -------      -------     -------------  ----------


Tax provision at statutory tax rate                    0.0     %     35.0   %     35.0    %    35.0    %
Increase (decrease) resulting from:
   Net change in valuation allowance                 (111.6)   %  (201.6)   %   (103.8)   %    (4.4)   %
   Recognition of outside basis adjustments           (20.3)   %  (107.6)   %     84.2    %     ---    %
   Foreign items without tax benefit                   25.8    %    23.9    %    (10.7)   %   (18.8)   %
   Income tax rate changes                             ---     %     16.9   %      ---    %    12.0    %
   Income subject to tax in excess of statutory rate   58.4    %     ---    %      ---    %     ---    %
   Branch loss recapture/Subpart F                      ---    %    97.1    %      ---    %     ---    %
   Current year change in NOL/credit carryforwards    (59.2)   %    51.2    %    (15.6)   %     ---    %
   Temporary differences:
      Oil and gas basis adjustments                    80.6    %   116.4    %    (14.2)   %     ---    %
      Reimbursement of pre-commerciality costs         10.9    %    30.5    %      ---    %     ---    %
   Other                                                1.8    %    (1.2)   %      8.5    %     4.5    %
                                                      ------  --  -------  --   -------  --  -------  --
                                                      (13.6)   %    60.6    %    (16.6)   %    28.3    %
                                                      ------  --  -------  --   -------  --  -------  --


</TABLE>




The  components  of  the  net deferred tax asset and liability are as follows:
<TABLE>
<CAPTION>


<S>                                          <C>       <C>         <C>         <C>            <C>      <C>

                                                    DECEMBER 31, 1996           DECEMBER 31, 1995
                                             ---------------------------------  ----------------------------------
                                                                       OTHER                              OTHER
                                                 U.S.     COLOMBIA    FOREIGN       U.S.      COLOMBIA   FOREIGN
                                             ----------  ----------  ---------  -----------  ---------  ----------
Deferred tax asset:
  Net operating loss carryforwards           $  98,555   $   9,540   $  2,347   $   88,426   $   4,631  $   3,619
  Depreciable/depletable property                1,558         ---        ---        5,523         ---        ---
  Credit carryforwards                           2,054         ---        ---        3,046         ---        ---
  Reserves                                       1,259         ---        ---        1,664         ---        ---
  Other                                            792         ---        ---        2,670         ---         28
                                             ----------  ----------  ---------  -----------  ---------  ----------
Gross deferred tax asset                       104,218       9,540      2,347      101,329       4,631      3,647
Valuation allowances                           (30,657)        ---        ---      (54,046)        ---        ---
                                             ----------  ----------  ---------  -----------  ---------  ----------
Net deferred tax asset                          73,561       9,540      2,347       47,283       4,631      3,647
                                             ----------  ----------  ---------  -----------  ---------  ----------

Deferred tax liability:
  Depreciable/depletable property                  ---     (50,874)    (6,444)         ---     (30,069)    (8,106)
  WTI benchmark call options                    (2,145)        ---        ---          ---         ---        ---
                                             ----------  ----------  ---------  -----------  ---------  ----------

Net deferred tax asset (liability)              71,416     (41,334)    (4,097)      47,283     (25,438     (4,459)
Less current deferred tax asset (liability)        ---         ---        ---          ---         ---        ---
                                             ----------  ----------  ---------  -----------  ---------  ----------
Noncurrent deferred tax asset (liability)    $  71,416   $ (41,334)  $ (4,097)  $   47,283   $ (25,438) $  (4,459)
                                             ----------  ----------  ---------  -----------  ---------  ----------
</TABLE>


At December 31, 1996, the Company had net operating loss ("NOL") and depletion
carryforwards  for  U.S.  tax  purposes  of  $230.7  million and $6.8 million,
respectively.  In  addition,  at  December  31, 1996, certain subsidiaries had
separate  return  limitation  year  ("SRLY")  operating  loss  and  depletion
carryforwards  of  $50.9  million  and  $13.5 million, respectively, which are
available to offset only the future taxable income of those subsidiaries.  The
depletion carryforwards are available indefinitely. The NOL and SRLY operating
loss  carryforwards  expire  from  1997  through  2012  as  follows:
<TABLE>
<CAPTION>


<S>                  <C>        <C>

                     NOLS       SRLYS
                     EXPIRING   EXPIRING
                     BY YEAR    BY YEAR
                     ---------  ---------

May 1997             $     ---  $  10,740
May 1998                10,939      8,964
May 1999                 8,809      8,437
May 2000                 7,315     13,066
May 2001                20,713      9,675
May 2002                22,670         32
May 2003 - May 2012    160,226        ---
                     ---------  ---------
                     $ 230,672  $  50,914
                     ---------  ---------
</TABLE>



The  deferred tax valuation allowance was reduced by $23.4 million in 1996 due
to  changes  in  expectations  of  future  U.S.  taxable income resulting from
improvements  in  anticipated  operating  results.    The  remaining valuation
allowance  is  primarily  attributable  to  SRLY  operating  losses  that  are
currently  not  realizable  due  to the lack of potential future income in the
applicable  subsidiaries,  and  the  expectation  that  other tax credits will
expire  without  being utilized.  Furthermore, changes in the timing or nature
of  actual  or  anticipated business transactions, projections, organizational
changes,  and  income tax laws may give rise to significant adjustments to the
Company's  deferred tax expense or benefit that may be reported in the future.

If  certain changes in the Company's ownership should occur, there would be an
annual limitation on the amount of NOL carryforwards that can be utilized.  To
the extent a change in ownership does occur, the limitation is not expected to
materially  impact  the  utilization  of  such  carryforwards.

<PAGE>

13.          EMPLOYEE  BENEFITS

PENSION  PLANS

The  Company  has  a  defined  benefit pension plan covering substantially all
employees  in  the  United States.  The benefits are based on years of service
and  the  employee's  final  average  monthly compensation.  Contributions are
intended  to provide for benefits attributed to past and future services.  The
Company  also  has  a  Supplemental Executive Retirement Plan ("SERP") that is
unfunded  and  provides  supplemental  pension  benefits  to a select group of
management  and  key  employees.

The  funding  status  of  the  plans  follows:
<TABLE>
<CAPTION>



<S>                                                     <C>                  <C>       <C>                  <C>

                                                         DECEMBER 31, 1996     DECEMBER 31, 1995
                                                        -------------------  --------------------
                                                        DEFINED               DEFINED
                                                        BENEFIT     SERP      BENEFIT      SERP
                                                        PLAN        PLAN      PLAN          PLAN
                                                        ---------  --------  ----------  --------

Actuarial present value of benefit obligations:
   Vested benefit obligations                           $  3,748   $ 4,079   $   3,632   $ 3,849
                                                        ---------  --------  ----------  --------

   Accumulated benefit obligations                      $  4,037   $ 4,079   $   3,844   $ 3,849
                                                        ---------  --------  ----------  --------

Projected benefit obligations                           $  4,849   $ 5,288   $   4,513   $ 4,966
Plan assets at fair value, primarily listed stocks
   and United States government securities                 4,790       ---       4,326       ---
                                                        ---------  --------  ----------  --------

Unfunded projected benefit obligations                        59     5,288         187     4,966
Unrecognized net gain (loss)                                   2       (46)        (54)     (283)
Prior service cost not yet recognized in net periodic
   pension cost                                             (653)     (144)       (709)     (155)
Unrecognized net asset (liability) at adoption                11    (1,456)         13    (1,624)
Adjustment required to recognize minimum liability           ---       437         ---       945
                                                        ---------  --------  ----------  --------

      Accrued (prepaid) pension cost                    $   (581)  $ 4,079   $    (563)  $ 3,849
                                                        ---------  --------  ----------  --------


<PAGE>
</TABLE>


A  summary  of  the  components  of  pension  expense  follows:

<TABLE>
<CAPTION>



<S>                                            <C>               <C>      <C>              <C>

                                                                              SEVEN            YEAR ENDED
                                               YEAR ENDED DECEMBER 31,     MONTHS ENDED     MAY 31,
                                               -------------------------
                                                   1996             1995   DEC. 31, 1994           1994
                                               ---------         -------  ---------------  ------------

Service cost - benefits earned
   during the period                           $    767           $  780   $          454   $       733
Interest cost on projected benefit obligation       736              653              344           553
Actual return on plan assets                       (387)            (849)             219           111
Net amortization and deferral                       244              793             (256)         (173)
                                               ---------         -------  ---------------  ------------
                                               $  1,360           $1,377   $          761   $     1,224
                                               ---------         -------  ---------------  ------------

</TABLE>







The  projected  benefit  obligations  at  December 31, 1996 and 1995, assume a
discount rate of 8% and a rate of increase in compensation expense of 5%.  The
expected  long-term  rate  of  return  on assets is 9% for the defined benefit
plan.

EMPLOYEE  STOCK  OWNERSHIP  PLAN

Effective January 1, 1994, the Company amended and restated the employee stock
ownership  plan  to  form  a 401(k) plan (the "plan").  The Company recognizes
expense  relating  to  the  plan based on actual amounts contributed since the
inception  of the plan.  The Company used the shares allocated method prior to
the  January  1,  1994  amendment.

14.          SHAREHOLDERS'  EQUITY

PREFERENCE  SHARES

In  connection with the acquisition of the minority interest in Triton Europe,
the  Company  designated  a series of 550,000 preferred shares (522,460 shares
issued) as 5% preferred stock, no par value, with a stated value of $34.41 per
share.    Pursuant  to  the  Reorganization, Triton converted each share of 5%
preferred  stock  into one 5% preference share, par value $.01.  Each share of
the  Company's  5%  preference  shares is convertible into one ordinary share,
subject  to  adjustment  in  certain  events.    The  5% preference shares are
convertible  any time on or after October 1, 1994, and bear a fixed cumulative
cash  dividend of 5% per annum payable semi-annually on March 30 and September
30, commencing September 30, 1994.  The Company may, at its option, redeem the
preference  shares,  in  whole  or  in part, at any time on or after March 30,
1998,  or  at  any  time  there  are  fewer  than  133,005  preference  shares
outstanding.    If not converted or redeemed earlier, each 5% preference share
will  be  redeemed on March 30, 2004, either for cash, or at the option of the
Company,  for  the  Company's  ordinary shares. At December 31, 1996 and 1995,
247,469  and  410,017  preference  shares  were  outstanding,  respectively.

ORDINARY  SHARES

Changes  in  issued  ordinary  shares  were  as  follows:
<TABLE>
<CAPTION>


<S>                                 <C>             <C>        <C>          <C>         <C>

                                                                  SEVEN
                                                               MONTHS ENDED  YEAR ENDED
                                     YEAR ENDED DECEMBER 31,     DEC. 31,      MAY 31,
                                    -------------------------
                                            1996         1995          1994        1994
                                    -------------  ----------  ------------  ----------

Balance at beginning of period        35,927,279   35,577,009    35,519,103  35,231,142
Exercise of employee stock options
   and debentures                        258,333      237,875        57,858     287,961
Conversion of 5% preference shares       162,548      112,395            48         ---
Other, net                                (5,979)         ---           ---         ---
                                    -------------  ----------  ------------  ----------
 Balance at end of period             36,342,181   35,927,279    35,577,009  35,519,103
                                    -------------  ----------  ------------  ----------

</TABLE>




Changes  in  ordinary  shares  held  in  treasury  were  as  follows:
<TABLE>
<CAPTION>


<S>                                           <C>            <C>       <C>             <C>         <C>


                                                                            SEVEN
                                                                         MONTHS ENDED   YEAR ENDED
                                              YEAR ENDED DECEMBER 31,      DEC. 31,       MAY 31,
                                              ------------------------
                                                    1996          1995           1994      1994
                                              -----------     --------  -------------   -------

Balance at beginning of period                    26,635        45,837         54,354    57,483
Purchase of treasury shares                           91            89             98       149
Transfer of shares to employee benefit plans     (10,797)      (19,291)        (8,615)   (3,278)
Retirement of treasury shares                    (15,889)          ---            ---       ---
                                              -----------      --------  -------------   -------
Balance at end of period                              40        26,635         45,837    54,354
                                              -----------      --------  -------------   -------
</TABLE>



15.          STOCK  COMPENSATION  PLANS

STOCK  OPTION  PLANS

Options  to purchase ordinary shares of the Company may be granted to officers
and  employees  under  various  stock option plans. The exercise price of each
option equals the market price of the Company's ordinary shares on the date of
grant. Grants generally become exercisable in 25% cumulative annual increments
beginning  one  year  from  the  date  of  issuance and expire during a period
between  5  to  10  years  after  the date of grant, depending on terms of the
grant.    Pursuant  to  the 1992 stock option plan, each non-employee director
receives  an  option  to purchase 15,000 shares each year. These grants become
exercisable  in  33%  cumulative annual increments beginning one year from the
date  of issuance and expire at the end of 10 years.  At December 31, 1996 and
1995,  shares  available  for  grant  were  731,090 and 624,165, respectively.

<PAGE>
A  summary  of  the  status  of  the Company's stock option plans is presented
below:
<TABLE>
<CAPTION>


<S>                                    <C>              <C>        <C>           <C>        <C>

                                          DECEMBER 31,1996           DECEMBER 31, 1995
                                       -------------------------  -----------------------
                                                       WEIGHTED                  WEIGHTED
                                                       AVERAGE                   AVERAGE
                                                       EXERCISE                  EXERCISE
                                       SHARES          PRICE     SHARES          PRICE
                                       -------------  ---------  -------------  ---------

Outstanding at beginning of year          3,177,304   $   35.49     3,074,854   $   33.80
Granted                                     971,000       47.97       373,500       49.33
Exercised                                  (216,333)      30.40      (237,875)      35.30
Canceled                                    (77,925)      40.74       (33,175)      35.62
                                       -------------             -------------
Outstanding at end of year                3,854,046       38.81     3,177,304       35.49
                                       -------------             -------------

Options exercisable at yearend            2,042,492                 1,449,424
Weighted average fair value per share
   of options granted during the year  $      19.89              $      20.75


<S>                                    <C>         <C>        <C>           <C>         <C>

                                        DECEMBER 31, 1994         MAY 31, 1994
                                      ----------------------  ---------------------
                                                   WEIGHTED   WEIGHTED
                                                   AVERAGE    AVERAGE
                                                   EXERCISE   EXERCISE
                                       SHARES      PRICE      SHARES      PRICE
                                       ----------  ---------  ----------  ---------

Outstanding at beginning of year       2,666,545   $   33.52   1,721,406   $   34.48
Granted                                  544,500       34.11   1,414,800       31.95
Exercised                                (48,691)       9.22    (133,411)       9.98
Canceled                                 (87,500)      41.08    (336,250)      41.16
                                       ----------              ----------
Outstanding at end of year             3,074,854       33.80   2,666,545       33.52
                                       ----------              ----------

Options exercisable at yearend           873,551                 563,741
Weighted average fair value per share
   of options granted during the year
</TABLE>



The following table summarizes information about stock options outstanding at
       December  31,  1996:
<TABLE>
<CAPTION>


<S>             <C>               <C>         <C>        <C>             <C>

                        OPTIONS OUTSTANDING                 OPTIONS EXERCISABLE
                --------------------------------------   -------------------------
                                 WEIGHTED
RANGE                            AVERAGE      WEIGHTED                   WEIGHTED
OF              NUMBER           REMAINING    AVERAGE    NUMBER          AVERAGE
EXERCISE        OUTSTANDING AT   CONTRACTUAL  EXERCISE   EXERCISABLE AT  EXERCISE
PRICES          DEC. 31, 1996    LIFE         PRICE      DEC. 31, 1996   PRICE
--------------  --------------  -----------  ---------  ---------------  ---------
 8.38 - 19.88           68,156    3.7 years  $   11.00           68,156  $   11.00
28.50 - 39.63        2,107,440    6.9 years      33.11        1,495,586      33.36
40.00 - 48.38          899,250    6.6 years      42.47          374,750      41.88
50.20 - 57.38          779,200    9.0 years      52.44          104,000      51.55
                   -----------                             ------------
                     3,854,046                                2,042,492
                   -----------                             ------------

</TABLE>


CONVERTIBLE  DEBENTURE  PLAN

The  Company  has  a  convertible  debenture  plan  under which key management
personnel  and  others  may  purchase  debentures  that  are  convertible into
ordinary  shares  of  the  Company.  The  aggregate  number of ordinary shares
issuable  upon  conversion  of  the debentures cannot exceed 1,000,000 shares,
subject  to  adjustment  in  certain  events.  Each  debenture  represents  an
unsecured,  subordinated  obligation due in 10 years and may be redeemed after
three  years  at  a  redemption  price  of  120% of the principal amounts. The
debentures  outstanding at December 31, 1996, bear interest at the prime rate.

The  participants  in  the plan purchased debentures by delivery of promissory
notes  to the Company. The promissory notes are secured by the debentures that
are  held  as security by the Company, are due on the earlier of 10 years from
the  date  of  issue  or termination of employment and require annual interest
payments  equal  to  prime  plus  1/8%.  The  debentures  are  reflected  as a
noncurrent liability, net of the related promissory notes, in the Consolidated
Balance  Sheets  as  follows:
<TABLE>
<CAPTION>


<S>                                   <C>         <C>

                                          DECEMBER 31,
                                      ---------------------
                                           1996       1995
                                      ----------  ---------
Convertible debentures due employees  $  15,491   $ 16,969
Promissory notes                        (15,491)   (16,969)
                                      ----------  ---------
                                      $     ---   $    ---
                                      ----------  ---------
</TABLE>



A  summary  of  the  status  of  the  Company's  convertible debenture plan is
presented  below:
<TABLE>
<CAPTION>



<S>                                    <C>           <C>        <C>         <C>       <C>       <C>

                                         DECEMBER 31, 1996        DECEMBER 31, 1995    DECEMBER 31, 1994
                                       ----------------------  ---------------------  ------------------
                                                     WEIGHTED               WEIGHTED            WEIGHTED
                                                     AVERAGE                AVERAGE             AVERAGE
                                                     EXERCISE               EXERCISE            EXERCISE
                                       SHARES        PRICE      SHARES      PRICE      SHARES   PRICE
                                       -----------  ---------  ----------  ---------  -------- ---------

Outstanding at beginning of year           500,000   $  33.94     250,000  $   25.13  259,167  $   24.52
Granted                                        ---        ---     250,000      42.75      ---        ---
Exercised                                  (42,000)     35.20         ---        ---   (9,167)      8.00
                                       ------------            ----------             --------
Outstanding at yearend                     458,000      33.82     500,000      33.94  250,000      25.13
                                       ------------            ----------             --------

Options exercisable at yearend             458,000                250,000                 ---
Weighted average fair value per share
   of options granted during the year          ---             $    19.45


<PAGE>



<S>                                    <C>        <C>

                                          MAY 31, 1994
                                      --------------------
                                                  WEIGHTED
                                                  AVERAGE
                                                  EXERCISE
                                       SHARES     PRICE
                                       ---------  ---------

Outstanding at beginning of year        163,717   $   11.64
Granted                                 250,000       25.13
Exercised                              (154,550)      11.86
                                       ---------
Outstanding at yearend                  259,167       24.52
                                                  ---------

Options exercisable at yearend                       9,167
Weighted average fair value per share
   of options granted during the year


<PAGE>
</TABLE>


The  following  table  summarizes  information  about  convertible  debentures
outstanding  at  December  31,  1996:
<TABLE>
<CAPTION>



<S>        <C>                  <C>          <C>        <C>                  <C>

                  OPTIONS OUTSTANDING                 OPTIONS EXERCISABLE
           ---------------------------------------  --------------------------
                            WEIGHTED
RANGE                       AVERAGE      WEIGHTED                    WEIGHTED
OF         NUMBER           REMAINING    AVERAGE    NUMBER           AVERAGE
EXERCISE   OUTSTANDING AT   CONTRACTUAL  EXERCISE   EXERCISABLE AT   EXERCISE
PRICES     DEC. 31, 1996    LIFE         PRICE      DEC. 31, 1996    PRICE
---------  ---------------  -----------  ---------  ---------------  ---------

25.13         232,000         7.3 years  $   25.13      232,000      $   25.13
42.75         226,000         8.3 years      42.75      226,000          42.75
</TABLE>




EMPLOYEE  STOCK  PURCHASE  PLAN

The Company has an employee stock purchase plan that provides for the award of
up  to  100,000 ordinary shares to key officers and employees. At December 31,
1996  and  1995,  shares  available  for  grant  were  49,417  and  20,124,
respectively.    Under  the  terms  of  the  plan,  employees  can choose each
semi-annual  period  to  have  up  to  15%  of  their  annual  gross  or  base
compensation  withheld to purchase the Company's ordinary shares. The purchase
price  of  the  stock is 85% of the lower of its beginning of period or end of
period market price. Under the plan, the Company sold 22,633 shares and 21,314
shares  to  employees  for  the  years  ended  December  31,  1996  and  1995,
respectively.

The  Company  applies  Opinion 25 in accounting for its plans. Accordingly, no
compensation  cost  has  been  recognized  for  its  fixed stock option plans,
convertible  debenture  plan,  and  its  stock  purchase plan. Had the Company
elected to recognize compensation expense consistent with the fair value-based
methodology in SFAS 123, the Company's net income and earnings per share would
have been reduced by $4.2 million or $0.09 per share in 1996, and $2.6 million
or  $0.05  per  share  in  1995.

The  fair  value of each option or debenture granted was estimated on the date
of  grant  using  the  Black-Scholes  option-pricing  model with the following
weighted  average assumptions used for grants in 1996 and 1995: dividend yield
of  0%;  expected  volatility  of  26.9%  and  27.8%,  respectively; risk-free
interest  rate  of approximately 6%; and expected life of five to seven years.

SHAREHOLDER  RIGHTS  PLAN

The Company has adopted a Shareholder Rights Plan pursuant to which preference
share  rights  attach to all ordinary shares at the rate of one right for each
ordinary  share.  Generally,  the  rights  become exercisable only if a person
acquires  beneficial ownership of 15% or more of the Company's ordinary shares
or announces a tender offer for 15% or more of the ordinary shares.  If, among
other  events,  any such person becomes the beneficial owner of 15% or more of
the  Company's  ordinary shares, each right not owned by such person generally
becomes  the right to  purchase such number of ordinary shares of the Company,
equal to the number obtained by dividing the right's exercise price (currently
$120)  by  50%  of  the market price of the ordinary shares on the date of the
first  occurrence.    In  addition,  if  the Company is subsequently merged or
certain  other extraordinary business transactions are consummated, each right
generally becomes a right to purchase such number of shares of common stock of
the  acquiring  person,  which is equal to the amount obtained by dividing the
right's  exercise  price by 50% of the market price of the common stock on the
date  of the first occurrence.  The rights will expire on May 22, 2005, unless
such  expiration date is extended or unless the rights are earlier redeemed or
exchanged  by the Company.  At any time prior to a person acquiring beneficial
ownership  of  15%  or  more of the Company's ordinary shares, the Company may
redeem  the  rights  in  whole, but not in part, at a price of $.01 per right.

STOCK  APPRECIATION  RIGHTS  PLAN

The Company has a stock appreciation rights ("SARs") plan which authorizes the
granting  of  SARs  to  non-employee directors of the Company.  Upon exercise,
SARs  allow  the  holder  to receive the difference between the SARs' exercise
price  and the fair market value of the ordinary shares covered by SARs on the
exercise  date  and  expire  at the earlier of 10 years or a date based on the
termination of the holder's membership on the board of directors.  At December
31,  1996,  SARs covering 25,000 ordinary shares, with an exercise price of $8
per  share,  were  outstanding.

<PAGE>
16.  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS,  RISK  MANAGEMENT
     AND  CREDIT  RISK  CONCENTRATIONS

FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS

At  December  31,  1996 and 1995, the Company's financial instruments included
cash,  cash  equivalents,  short-term  receivables,  marketable  securities,
long-term  receivables,  short-term  and  long-term  debt and financial market
transactions.    The  fair  value  of  cash,  cash  equivalents,  short-term
receivables  and  short-term  debt approximated carrying values because of the
short  maturities  of  these  instruments.    The fair values of the Company's
marketable  securities,  long-term  receivables  and  financial  market
transactions, based on broker quotes, quoted market prices and discounted cash
flows approximated the carrying values.  The estimated fair value of long-term
debt,  based  on quoted market prices and market data for similar instruments,
was $433 million and $396 million at December 31, 1996 and 1995, respectively.

RISK  MANAGEMENT

Oil and natural gas sold by the Company are normally priced with reference to
a defined  benchmark,  such  as  light  sweet  crude  oil traded on the New
York Mercantile  Exchange. Actual prices received vary from the benchmark
depending on  quality  and  location  differentials.   It is the Company's
policy to use financial  market  transactions with credit-worthy
counterparties from time to time  primarily to reduce risk associated with
the pricing of a portion of the oil  and  natural gas that it sells.  The
policy is structured to underpin the Company's  planned  revenues  and
results of operations.  The Company may also enter into financial market
transactions to benefit from its assessment of the future prices of its
production relative to other benchmark prices.  There can be  no assurance
that the use of financial market transactions will not result in  losses.

With respect to the sale of oil to be produced by the Company, the Company has
used  a  combination  of  swaps,  options  and  collars to establish a minimum
weighted  average WTI benchmark price of $19.58 per barrel for an aggregate of
1.5  million barrels of production during the period from January through June
1997.   As a result, to the extent WTI prices exceed the minimum WTI benchmark
price  during  each  month within the period, the Company will be able to sell
its  production  at the higher market price, and to the extent that WTI prices
are below the minimum WTI benchmark price, the Company will be able to realize
prices  related  to  the minimum WTI benchmark price on its hedged production.

In  anticipation  of  entering into a forward oil sale, the Company purchased
WTI  benchmark  call  options to retain the ability to benefit from future WTI
price  increases  above  a  weighted  average price of $20.42 per barrel.  The
volumes and expiration dates on the call options coincide with the volumes and
delivery  dates  of  the  forward oil sale, which has delivery terms of 58,425
barrels  per month through March 1997 and 254,136 barrels per month from April
1997  through  March 2000.  During the years ended December 31, 1996 and 1995,
the  Company recorded an unrealized gain of $11 million and an unrealized loss
of  $4.2  million, respectively, in other income, net related to the change in
the  fair  market  value of the call options.  Future fluctuations in the fair
market  value  of  the  call  options  will continue to affect other income as
noncash  adjustments.

During  the  year  ended  December  31, 1996, markets provided the Company the
opportunity  to  realize  WTI benchmark oil prices on average $4.68 per barrel
above  the  WTI benchmark oil price the Company set as part of its 1996 annual
plan.    As  a  result  of financial and commodity market transactions settled
during the year ended December 31, 1996, the Company's risk management program
resulted in an average net realization of approximately $1.21 per barrel lower
than  if  the  Company  had  not  entered  into  such  transactions.

CONCENTRATION  OF  CREDIT  RISK

Financial instruments that are potentially subject to concentrations of credit
risk  consist  of  cash  equivalents,  marketable  securities, receivables and
financial  market  transactions.    The  Company  places its cash equivalents,
marketable  securities  and  financial  market  transactions  with  high
credit-quality  financial  institutions.    The  Company  believes the risk of
incurring  losses  related  to  credit  risk  is  remote.

Triton  Colombia  sells its crude oil production from the Cusiana and Cupiagua
fields  through  an  agreement  with  a  third party to approximately 10 to 15
refineries  located  primarily  in  the  United  States.  The Company does not
believe that the loss of any single customer or a termination of the agreement
with  the  third  party would have a long-term material, adverse effect on its
operations.

<PAGE>
17.          OTHER  INCOME  (EXPENSE),  NET

Other  income  (expense),  net  is  summarized  as  follows:
<TABLE>
<CAPTION>


<S>                                            <C>            <C>       <C>              <C>

                                                                           SEVEN         YEAR ENDED
                                               YEAR ENDED DECEMBER 31,    MONTHS ENDED     MAY 31,
                                               -----------------------
                                                   1996           1995   DEC. 31, 1994      1994
                                               --------       --------  ---------------  -----------

Change in fair market value of WTI
    benchmark call options                     $ 10,987        $(4,171)      $     ---     $     ---
Gain on sale of shareholdings in Crusader        10,417            ---             ---           ---
Proceeds from legal settlements                   7,624          7,222             ---           ---
Loss provisions                                  (3,193)        (1,058)            ---           ---
Gain on the sale of Triton France                   ---          3,496             ---           ---
Gain on early redemption of Crusader's
    convertible notes                               ---          2,899             ---           ---
Gain on sale of U.S.
    working interest properties                     ---            ---             ---         7,028
Gain on sale of Aero Services International
    Inc.'s common stock                             ---            ---             ---         1,500
Foreign exchange gain (loss)                       (561)         1,874             383           252
Equity in earnings (loss) of affiliates, net        118         (2,249)         (4,102)          645
Other                                             1,969          1,372             441         1,251
                                               ---------      --------      ----------   -----------
                                               $ 27,361        $ 9,385       $  (3,278)  $    10,676
                                               ---------      --------      ----------   -----------

</TABLE>



18.          WRITEDOWN  OF  ASSETS

Writedown  of  assets  are  summarized  as  follows:
<TABLE>
<CAPTION>


<S>                                 <C>          <C>          <C>             <C>

                                                               SEVEN           YEAR ENDED
                                    YEAR ENDED DECEMBER 31,    MONTHS ENDED    MAY 31,
                                    -----------------------
                                        1996          1995     DEC. 31, 1994          1994
                                    --------     ---------     --------------  -----------

Evaluated oil and gas properties    $    ---     $    ---     $          984  $    44,123
Unevaluated oil and gas properties    39,963          ---                ---          251
Inventory                                ---          ---                ---        1,064
Investments and other assets           2,997          ---                ---          316
                                    --------     --------     --------------  -----------

                                    $ 42,960     $    ---     $          984  $    45,754
                                    --------     --------     --------------  -----------


</TABLE>


In  1996,  the  Company's oil and gas properties and other assets in Argentina
were written down $43 million following a review of technical information that
indicated  the  acreage  portfolio  did  not  meet  the  Company's exploration
objectives.

During  fiscal  1994,  the  carrying  amounts  of  the Company's evaluated oil
properties in France were written down by $43.2 million through application of
the  ceiling  limitation  prescribed by the Securities and Exchange Commission
principally  as  a  result  of  a  temporary drop in oil prices and a downward
revision  in  estimated  reserves.

19.          STATEMENTS  OF  CASH  FLOWS

Supplemental  disclosures of cash payments and noncash investing and financing
activities  follows:
<TABLE>
<CAPTION>


<S>                                                  <C>                       <C>     <C>             <C>

                                                                               SEVEN           YEAR ENDED
                                                     YEAR ENDED DECEMBER 31,   MONTHS ENDED    MAY 31,
                                                     ------------------------
                                                             1996    1995      DEC. 31, 1994          1994
                                                     ------------  ------      --------------  -----------

Cash paid during the year for:
   Interest (net of amount capitalized)              $        ---  $  ---      $          ---  $       ---
   Income taxes                                               200     920               5,557          222

Noncash investing and financing
 activities:
   Preferred stock issued for purchase of
      Triton Europe minority interest                         ---     ---                 ---       17,978
   Conversion of preferred stock into
       common stock                                         5,594   3,867                 ---          ---
   Property and equipment exchanged for
       a long-term note receivable                            ---     650                 ---        1,980
</TABLE>



20.          CERTAIN  FACTORS  THAT  COULD  AFFECT  FUTURE  OPERATIONS

Certain  statements  in this report, including statements of the Company's and
management's  expectations,  intentions,  plans  and  beliefs, including those
contained  in or implied by "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and these Notes to Consolidated Financial
Statements,  are  forward-looking statements, as defined in Section 21D of the
Securities  Exchange  Act of 1934, that are dependent on certain events, risks
and  uncertainties  that  may  be  outside  the  Company's  control.    These
forward-looking  statements  include  statements  of  management's  plans  and
objectives  for  the  Company's  future  operations  and  statements of future
economic  performance;   information regarding drilling schedules, expected or
planned  production  or  transportation  capacity,  the future construction or
upgrades  of pipelines (including costs), when the Cusiana and Cupiagua fields
might  become  self-financing,  future  production of the Cusiana and Cupiagua
fields, the negotiation of a gas-sales contract and commencement of production
in  Malaysia-Thailand,  the  Company's  capital  budget  and  future  capital
requirements,  the  Company's  meeting its future capital needs, the amount by
which  production  from  the  Cusiana and Cupiagua fields may increase or when
such  increased  production  may  commence,  the  Company's realization of its
deferred  tax  asset, the level of future expenditures for environmental
costs, the  outcome  of  regulatory  and litigation matters and proven oil and
gas reserves and discontinued future net cash flows therefrom; and the
assumptions described  in  this report underlying such forward-looking
statements.  Actual results  and  developments  could differ materially from
those expressed in or implied  by  such  statements  due  to  a  number  of
factors, including those described  in the context of such forward-looking
statements, as well as those presented  below.

     CERTAIN  FACTORS  RELATING  TO  THE  OIL  AND  GAS  INDUSTRY

The  Company's  strategy  is  to  focus its exploration activities on what the
Company believes are relatively high-potential prospects.  No assurance can be
given  that  these  prospects contain significant oil and gas reserves or that
the  Company  will  be  successful in its exploration activities thereon.  The
Company  follows  the  full  cost  method  of  accounting  for exploration and
development  of  oil and gas reserves whereby all acquisition, exploration and
development  costs are capitalized.  Costs related to acquisition, holding and
initial  exploration  of  licenses  in  countries  with no proved reserves are
initially  capitalized,  including  internal  costs  directly  identified with
acquisition,  exploration  and  development  activities.    The  Company's
exploration  licenses  are  periodically  assessed  for  impairment  on  a
country-by-country basis.  If the Company's investment in exploration licenses
within  a  country  where  no  proved  reserves  are  assigned is deemed to be
impaired,  the  licenses  are written down to estimated recoverable value.  If
the  Company  abandons  all  exploration  efforts in a country where no proved
reserves  are  assigned, all exploration costs associated with the country are
expensed.    The  Company's  assessments  of  whether  its investment within a
country  is  impaired and whether exploration activities within a country will
be  abandoned are made from time to time based on its review and assessment of
drilling  results,  seismic data and other information it deems relevant.  Due
to the unpredictable nature of exploration drilling activities, the amount and
timing  of  impairment  expense  are  difficult to predict with any certainty.

The  markets  for  oil and natural gas historically have been volatile and are
likely  to  continue to be volatile in the future.  Oil and natural-gas prices
have  been subject to significant fluctuations during the past several decades
in  response  to  relatively minor changes in the supply of and demand for oil
and  natural  gas, market uncertainty and a variety of additional factors that
are  beyond  the  control  of the Company.  These factors include the level of
consumer  product  demand, weather conditions, domestic and foreign government
regulations,  political  conditions  in  the  Middle East and other production
areas,  the  foreign supply of oil and natural gas, the price and availability
of  alternative  fuels,  and overall economic conditions.  It is impossible to
predict  future  oil  and  gas  price  movements  with  any  certainty.

The  Company's  oil  and  gas business is also subject to all of the operating
risks  normally  associated with the exploration for and production of oil and
gas,  including,  without  limitation,  blowouts,  cratering,  pollution,
earthquakes,  labor  disruptions  and  fires,  each  of  which could result in
substantial  losses to the Company due to injury or loss of life and damage to
or  destruction  of  oil  and  gas wells, formations, production facilities or
other  properties.    In  accordance  with  customary  industry practices, the
Company  maintains  insurance  coverage limiting financial loss resulting from
certain  of  these  operating  hazards.    Losses and liabilities arising from
uninsured  or  underinsured events would reduce revenues and increase costs to
the Company.  There can be no assurance that any insurance will be adequate to
cover  losses  or  liabilities.    The  Company  cannot  predict the continued
availability  of insurance, or its availability at premium levels that justify
its  purchase.

The  Company's  oil  and  gas  business  is  also  subject  to laws, rules and
regulations  in the countries in which it operates, which generally pertain to
production  control,  taxation,  environmental and pricing concerns, and other
matters  relating  to  the  petroleum  industry.    Many jurisdictions have at
various  times imposed limitations on the production of natural gas and oil by
restricting  the rate of flow for oil and natural-gas wells below their actual
capacity.    There  can be no assurance that present or future regulation will
not  adversely  affect  the  operations  of  the  Company.

The Company is subject to extensive environmental laws and regulations.  These
laws  regulate  the  discharge  of  oil,  gas  or  other  materials  into  the
environment  and  may  require  the  Company  to  remove  or  mitigate  the
environmental  effects of the disposal or release of such materials at various
sites.    The  Company  does  not  believe  that  its  environmental risks are
materially  different  from  those  of comparable companies in the oil and gas
industry.  Nevertheless, no assurance can be given that environmental laws and
regulations  will  not,  in  the  future,  adversely  affect  the  Company's
consolidated  results  of  operations,  cash  flows  or  financial  position.
Pollution  and  similar environmental risks generally are not fully insurable.

     CERTAIN  FACTORS  RELATING  TO  INTERNATIONAL  OPERATIONS

The  Company  derives  substantially  all  of  its  consolidated revenues from
international  operations.  Risks inherent in international operations include
loss  of  revenue,  property and equipment from such hazards as expropriation,
nationalization, war, insurrection and other political risks; trade protection
measures;  risks  of  increases  in  taxes  and  governmental  royalties;  and
renegotiation  of  contracts with governmental entities; as well as changes in
laws  and  policies  governing  operations  of  other  companies.  Other risks
inherent in international operations are the possibility of realizing economic
currency-exchange  losses  when transactions are completed in currencies other
than U.S. dollars  and the Company's ability to freely repatriate its earnings
under  existing  exchange  control laws.  To date, the Company's international
operations  have  not  been  materially  affected  by  these  risks.

<PAGE>
     COMPETITION

The  Company encounters strong competition from major oil companies (including
government-owned  companies),  independent  operators  and other companies for
favorable  oil and gas concessions, licenses, production-sharing contracts and
leases, drilling rights and markets.  Additionally, the governments of certain
countries  in  which  the  Company  operates  may  from  time  to  time  give
preferential  treatment  to  their  nationals.   The oil and gas industry as a
whole  also  competes  with  other industries in supplying the energy and fuel
requirements  of  industrial,  commercial  and  individual  consumers.

     MARKETS

Crude  oil,  natural gas, condensate, and other oil and gas products generally
are  sold  to  other  oil  and  gas  companies,  government agencies and other
industries.  The  availability  of ready markets for oil and gas that might be
discovered  by the Company and the prices obtained for such oil and gas depend
on  many  factors  beyond the Company's control, including the extent of local
production and imports of oil and gas, the proximity and capacity of pipelines
and  other transportation facilities, fluctuating demands for oil and gas, the
marketing  of competitive fuels, and the effects of governmental regulation of
oil and gas production and sales.  Pipeline facilities do not exist in certain
areas of exploration and, therefore, any actual sales of discovered oil or gas
might  be  delayed for extended periods until such facilities are constructed.

     CERTAIN  FACTORS  RELATING  TO  COLOMBIA

The Company is a participant in significant oil and gas discoveries located in
the  Llanos  Basin  in the foothills of the Andes Mountains, approximately 160
kilometers  (100  miles)  northeast  of  Bogota,  Colombia.  The Company owns
interests  in  three  contiguous  areas  known as the Santiago de las Atalayas
("SDLA"),  Tauramena  and  Rio Chitamena contract areas.  Well results to date
indicate  that  significant  oil  and  gas deposits lie across the Cusiana and
Cupiagua  fields.

Development of reserves in the Cusiana and Cupiagua fields will take more than
one  year and require additional drilling and extensive production facilities,
which  in  turn  will require significant additional capital expenditures, the
ultimate  amount  of  which  cannot be predicted.  Pipelines connect the major
producing  fields  in  Colombia to export facilities and to refineries.  These
pipelines  are  in  the  process of being upgraded and expanded to accommodate
production  from  the  Cusiana  and  Cupiagua  fields.

Guerrilla  activity  in Colombia has from time to time disrupted the operation
of  oil  and  gas  projects  and  increased  costs.    Although  the Colombian
government,  the Company and its partners have taken steps to improve security
and  improve  relations  with  the local population, there can be no assurance
that  attempts  to  reduce or prevent guerrilla activity will be successful or
that  such  activity  will  not  disrupt  operations  in  the  future.

Colombia  is  among  several nations whose progress in stemming the production
and  transit  of  illegal  drugs  is  subject  to  annual certification by the
President  of  the United States.  In 1997, the President of the United States
announced  that  Colombia  would  neither  be certified nor granted a national
interest  waiver.    The  consequences of the failure to receive certification
generally include the following:  all bilateral aid, except anti-narcotics and
humanitarian aid, has been or will be suspended; the Export-Import Bank of the
United States and the Overseas Private Investment Corporation will not approve
financing  for  new projects in Colombia; U.S. representatives at multilateral
lending  institutions  will be required to vote against all loan requests from
Colombia, although such votes will not constitute vetoes; and the President of
the  United  States  and  Congress  retain  the  right  to  apply future trade
sanctions.    Each  of  these  consequences  of  the  failure  to receive such
certification  could  result  in adverse economic consequences in Colombia and
could  further  heighten  the political and economic risks associated with the
Company's  operations  in Colombia.  Any changes in the holders of significant
government  offices  could  have  adverse  consequences  on  the  Company's
relationship  with  the  Colombian  national  oil  company  and  the Colombian
government's  ability to control guerrilla activities and could exacerbate the
factors  relating  to  foreign  operations  discussed  above.

     CERTAIN  FACTORS  RELATING  TO  MALAYSIA-THAILAND

The  Company  is a partner in a significant gas exploration project located in
the  upper  Malay  Basin  in the Gulf of Thailand approximately 450 kilometers
northeast of Kuala Lumpur and 750 kilometers south of Bangkok.  The Company is
a  contractor  under  a production-sharing contract covering Block A-18 of the
Malaysia-Thailand  Joint Development Area.  Well results to date indicate that
significant  gas  deposits  lie  across  four  fields  within  the  block.

Development  of gas production is in the early planning stages but is expected
to  take  several  years  and require the drilling of additional wells and the
installation  of  production  facilities,  which  will  require  significant
additional  capital  expenditures,  the  ultimate  amount  of  which cannot be
predicted.  Pipelines also will be required to be connected between Block A-18
and ultimate markets.   The terms on which any gas produced from the Company's
contract  area  in  Malaysia-Thailand may be sold may be affected adversely by
the  present  monopoly  gas-purchase  and  transportation conditions in both
Thailand  and  Malaysia, including the Thai national oil company's monopoly in
transportation  within  Thailand  and  its  territorial  waters.

<PAGE>
LITIGATION

The  outcome  of  litigation  and  its  impact on the Company are difficult to
predict  due  to many uncertainties, such as jury verdicts, the application of
laws  to  various factual situations, the actions that may or may not be taken
by  other  parties and the availability of insurance.  In addition, in certain
situations, such as environmental claims, one defendant may be responsible, or
potentially  responsible,  for  the  liabilities  of  other parties. Moreover,
circumstances  could  arise under which the Company may elect to settle claims
at  amounts  that  exceed  the Company's expected liability for such claims in
order  to avoid costly litigation.  Judgments or settlements could, therefore,
exceed  any  reserves.

21.          COMMITMENTS  AND  CONTINGENCIES

Development  of  the  Cusiana  and  Cupiagua  fields ("the Fields"), including
drilling  and  construction  of additional production facilities, will require
further  capital  outlays.   Further exploration and development activities on
Block  A-18,  as  well  as  exploratory drilling in other countries, also will
require  substantial  capital  outlays.   The Company's capital budget for the
year  ending  December  31,  1997,  is  approximately  $310 million, excluding
capitalized  interest,  of  which  approximately  $150  million relates to the
Fields and capital contributions to OCENSA, $95 million relates to Block A-18,
and  $65  million relates to the Company's exploration and drilling program in
other  parts of the world.  The Company assisted OCENSA in raising one tranche
of  debt  totaling  $65 million in 1996 and may assist OCENSA in raising up to
$25  million  of additional debt in 1997. Capital requirements for exploration
and  development relating to Block A-18 are expected to increase significantly
into  1998.

The  Company expects to meet capital needs in the future with a combination of
some  or  all of the following: the Company's revolving credit facility, cash
flow  from  its  Colombian  operations (including additional proceeds from the
1995  forward oil sale), cash and marketable securities,  asset sales, and the
issuance  of  debt and equity securities.  The Company's indentures permit the
Company to incur total indebtedness (excluding certain permitted indebtedness)
of  up  to 25% of the sum of its indebtedness and market capitalization of its
capital  stock.    As of yearend 1996, the revolving credit facility permitted
the  Company to incur total indebtedness of up to approximately $630 million.
Availability under the credit facility may be more in the future under certain
circumstances.

During  the  normal course of business, the Company is subject to the terms of
various  operating  agreements  and  capital  commitments  associated with the
exploration and development of its oil and gas properties.  It is management's
belief  that  such commitments, including the capital requirements in Colombia
and  Malaysia-Thailand  discussed  above,  will  be  met without any material,
adverse  effect  on  the  Company's  operations  or  consolidated  financial
condition.

The  Company leases office space, other facilities and equipment under various
operating  leases  expiring through 2011.  Total rental expense was $2 million
and $1.9 million for the years ended December 31, 1996 and 1995, respectively,
$1.3  million  for the seven months ended December 31, 1994, and  $2.6 million
for  the  year ended May 31, 1994.  At December 31, 1996, the minimum payments
required  over the next five years are as follows:  1997 -- $2.5 million; 1998
--  $2.3  million;  1999  --  $1.8  million;  2000 -- $.9 million; 2001 -- $.2
million;  and  thereafter  --  $1.2  million.

GUARANTEES

At  December  31, 1996, the Company had guaranteed loans of approximately $4.5
million  of a Colombian pipeline company in which the Company has an ownership
interest  and  guaranteed  performance  of  $4.1 million in future exploration
expenditures  in various countries.  These commitments are backed primarily by
unsecured  letters  of  credit  and  bank  guarantees.

ENVIRONMENTAL  MATTERS

The Company is subject to extensive environmental laws and regulations.  These
laws  regulate  the  discharge  of  oil,  gas  or  other  materials  into  the
environment  and  may  require  the  Company  to  remove  or  mitigate  the
environmental  effects of the disposal or release of such materials at various
sites.    Also,  the  Company remains liable for certain environmental matters
that  may  arise from formerly owned fuel businesses that were involved in the
storage,  handling  and sale of hazardous materials, including fuel storage in
underground tanks.  The Company believes that the level of future expenditures
for environmental matters, including clean-up obligations, is impracticable to
determine with a precise and reliable degree of accuracy.  Management believes
that  such  costs,  when  finally determined, will not have a material adverse
effect  on  the  Company's  operations  or  consolidated  financial condition.

LITIGATION

The  Company and subsidiaries or former subsidiaries of the Company, including
Triton Oil and Gas Corportaion ("Triton Oil"), are among numerous defendants
in three related lawsuits brought in the  Superior  Court of the State of
California, County of Los Angeles, by (i) National  Union  Fire  Insurance
Company ("National Union") and The Restaurant Enterprises  Group,  (ii)
Travelers Indemnity Company ("Travelers") and (iii) the  City  of Redondo
Beach. All three lawsuits arise out of a 1988 tidal wave at  King Harbor in
Redondo Beach, California. The lawsuits allege, among other things, that the
defendants' negligence contributed to the collapse of a hotel and  the
flooding  of  a restaurant in the tidal wave.  In the case of Triton Oil,
the alleged negligence was Triton Oil's drilling of nearby oil wells and
alleged  resulting  ground subsidence, which purportedly lowered the height of
the King Harbor breakwater. The Travelers lawsuit asserts damages in excess of
$14.6  million,  although  in  a  separate  lawsuit  against the Army Corps of
Engineers,  the  court found damages to be approximately $6.7 million. Of that
$6.7  million,  Travelers recovered $4 million from the City of Redondo Beach.
The  National  Union  lawsuit  asserts  damages  in  excess  of $4.75 million,
although  in a separate lawsuit against the Army Corps of Engineers, the court
found  damages  to  be  approximately  $3.7  million.  Of  that  $3.7 million,
Travelers  recovered  $1  million  from the City of Redondo Beach. The City of
Redondo  Beach  lawsuit  asserts damages in excess of $13.2 million, including
indemnity  for  amounts  it  paid  to  settle the foregoing lawsuits and other
claims  arising out of the flooding. The three lawsuits have been consolidated
for  trial,  which has been set for October 1997. The Company believes that it
and  its subsidiaries have meritorious defenses and intend to defend the suits
vigorously.

The Company is also subject to other various litigation matters, none of which
is  expected  to have a material adverse effect on the Company's operations or
consolidated  financial  condition.

22.          TRITON  ENERGY  CORPORATION  FINANCIAL  INFORMATION

Following  the  Reorganization,  TEC  ceased  filing periodic reports with the
Securities  and Exchange Commission ("SEC"). TEC's 9 3/4% Notes and 1997 Notes
remain  outstanding  and  are fully guaranteed by Triton.  The following table
sets  forth  certain  summarized  financial  information  of  TEC  and  its
subsidiaries:
<TABLE>
<CAPTION>



<S>                     <C>

                        DECEMBER 31,
                                 1996
                        -------------
Current assets          $      69,783
Noncurrent assets             946,592
                        -------------
                        $   1,016,375
                        -------------

Current liabilities     $     247,811
Noncurrent liabilities        379,294
Stockholders' equity          389,270
                        -------------
                        $   1,016,375
                        -------------
</TABLE>


<TABLE>
<CAPTION>


<S>                                          <C>

                                             YEAR ENDED
                                             DECEMBER 31,
                                                      1996
                                             --------------

Sales and other operating revenues           $     132,629
Costs and expenses                                  69,154
                                             --------------
Operating income                                    63,475
Other income, net                                   10,889
                                             --------------
Earnings before income taxes
 and extraordinary item                             74,364
Income tax expense                                   1,518
                                             --------------
Earnings before extraordinary item                  72,846
Extraordinary item - extinguishment of debt         (1,196)
                                             --------------
Net earnings                                 $      71,650
                                             --------------
</TABLE>



Summarized financial information of TEC and its subsidiaries as of and for the
year  ended  December  31, 1995, for the seven months ended December 31, 1994,
and  for  the  year ended May 31, 1994, is not presented herewith because such
summarized  financial  information  would  be  identical  to  the Consolidated
Balance  Sheet  at  December  31,  1995  and  the  Consolidated  Statements of
Operations  for  the  year ended December 31, 1995, for the seven months ended
December  31,  1994  and  for  the  year  ended  May  31,  1994.

23.          GEOGRAPHIC  DATA

Information  about  the  Company's  operations  by  geographic  area  follows:
<TABLE>
<CAPTION>


<S>                                     <C>         <C>          <C>        <C>          <C>       <C>        <C>

                                                    MALAYSIA-                            UNITED
                                        COLOMBIA    THAILAND     FRANCE     INDONESIA    STATES    OTHER      CORPORATE
                                        ----------  -----------  ---------  -----------  --------  ---------  -----------
YEAR ENDED DECEMBER 31, 1996:
Sales and other operating revenues      $ 127,071   $      ---   $    ---   $    1,856   $ 5,050   $    ---   $      ---
Operating profit (loss)                    70,874         (509)       ---         (340)    3,400    (47,158)     (23,489)
Trade and other receivables                56,647          494        ---           53       ---      3,212          120
Identifiable assets                       629,978      113,364        ---        2,592       ---     55,257      113,333

YEAR ENDED DECEMBER 31, 1995:
Sales and other operating revenues      $  89,851   $      ---   $  9,206   $    4,531   $ 3,884   $    ---   $      ---
Operating profit (loss)                    49,086         (239)     1,123         (858)     (230)    (2,669)     (22,897)
Trade and other receivables                19,823          366        ---          785       717        730          766
Identifiable assets                       487,472       50,867        ---        1,744    23,261     63,159      197,664

SEVEN MONTHS ENDED DECEMBER 31, 1994:
Sales and other operating revenues      $   6,249   $      ---   $  9,179   $    3,174   $ 2,134   $    ---   $      ---
Operating profit (loss)                      (192)         ---        722          (75)     (919)    (2,258)     (13,224)
Trade and other receivables                11,759          ---      3,866        1,257     1,332        667        1,360
Identifiable assets                       335,474       21,372     27,038        2,553    32,232     33,477      167,055

YEAR ENDED MAY 31, 1994:
Sales and other operating revenues      $   5,911   $      ---   $ 17,494   $    7,186   $ 5,629   $  6,988   $      ---
Operating loss                               (503)         ---    (49,734)      (4,582)   (1,269)    (3,332)     (21,263)
Trade and other receivables                 5,508          ---      3,431        1,303     1,336      1,110        1,891
Identifiable assets                       237,397       15,764     28,954        3,978    37,091     36,205      256,712


<S>                                     <C>


                                        TOTAL
                                        ---------
YEAR ENDED DECEMBER 31, 1996:
Sales and other operating revenues      $133,977
Operating profit (loss)                    2,778
Trade and other receivables               60,526
Identifiable assets                      914,524

YEAR ENDED DECEMBER 31, 1995:
Sales and other operating revenues      $107,472
Operating profit (loss)                   23,316
Trade and other receivables               23,187
Identifiable assets                      824,167

SEVEN MONTHS ENDED DECEMBER 31, 1994:
Sales and other operating revenues      $ 20,736
Operating profit (loss)                  (15,946)
Trade and other receivables               20,241
Identifiable assets                      619,201

YEAR ENDED MAY 31, 1994:
Sales and other operating revenues      $ 43,208
Operating loss                           (80,683)
Trade and other receivables               14,579
Identifiable assets                      616,101
</TABLE>



Corporate  assets  were  principally  cash  and  cash  equivalents, marketable
securities,  the  U.S.  deferred  tax  asset  and  other  fixed assets.  Other
identifiable  assets  primarily  represented  capitalized costs related to the
Company's  exploration  activities in other areas of the world, no one country
of  which  is  material.



24.          QUARTERLY  FINANCIAL  DATA  (UNAUDITED)
<TABLE>
<CAPTION>


<S>                                             <C>              <C>             <C>             <C>

                                                                               QUARTER
                                                ----------------------------------------------------------------
                                                FIRST            SECOND          THIRD           FOURTH
                                                ---------------  --------------  --------------  ---------------
YEAR ENDED DECEMBER 31, 1996:
Sales and other operating revenues              $       35,781   $       31,170  $       30,780  $       36,246
Gross profit (loss)                                     19,839           15,885          15,936         (22,937)
Net earnings (loss) before extraordinary item           11,351           12,696          19,549         (19,791)
Net earnings (loss)                                     11,351           12,262          18,787         (19,791)
Earnings (loss) per ordinary share:
      Before extraordinary item                           0.29             0.34            0.52           (0.53)
      Net earnings (loss)                                 0.29             0.33            0.50           (0.53)

YEAR ENDED DECEMBER 31, 1995:
Sales and other operating revenues              $       19,751   $       28,504  $       32,586  $       26,631
Gross profit                                             7,013           13,670          15,351          12,954
Net earnings (loss)                                     (1,555)           2,388           1,279             608
Net earnings (loss) per ordinary share                   (0.06)            0.07            0.03            0.02

</TABLE>



Gross  profit  (loss)  consists  of  sales  and  other operating revenues less
operating  expenses,  depreciation, depletion and amortization, and writedowns
pertaining  to  operating  assets.

In the fourth quarter of 1996, the Company recorded a writedown of $43 million
related  to  oil  and  gas  properties  and  other  assets  in  Argentina.

In  the  fourth quarter of 1995, the Company recorded a loss provision of $1.1
million  related  to  property  available  for  sale,  and Crusader recorded a
writedown of $3 million (the Company's share - $1.5 million) related to a coal
property of its majority-owned affiliate.  Also, the Company recorded a charge
to deferred tax expense of $2.8 million due to a change in income tax rates in
Colombia  and  a benefit of $8.5 million based on a reduction in the valuation
allowance  on  its  deferred  U.S.  tax  asset.


25.          OIL  AND  GAS  DATA  (UNAUDITED)

The  following  tables  provide additional information about the Company's oil
and  gas  exploration  and  production  activities.   Equity affiliate amounts
reflect  only the Company's proportionate interest in Crusader, which was sold
in  1996.

<PAGE>
RESULTS  OF  OPERATIONS

The  results  of operations for oil- and gas-producing activities, considering
direct  costs  only,  follow:
<TABLE>
<CAPTION>


<S>                                    <C>         <C>        <C>          <C>             <C>        <C>

                                                                           UNITED                     TOTAL
                                       COLOMBIA    FRANCE     INDONESIA    STATES          OTHER      WORLDWIDE
                                       ----------  ---------  -----------  --------------  ---------  -----------

YEAR ENDED DECEMBER 31, 1996:
        Revenues                       $ 127,071   $    ---   $    1,856   $       5,050   $    ---   $  133,977
        Costs:
          Production costs                34,822        ---        1,510             322        ---       36,654
          General operating expenses       1,909        ---          553             774        ---        3,236
          Depletion                       18,515        ---           49             554        ---       19,118
          Writedown of assets                ---        ---          ---             ---     42,960       42,960
          Income taxes                    25,766        ---          ---             ---        ---       25,766
                                       ----------  ---------  -----------  --------------  ---------  -----------

        Results of operations          $  46,059   $    ---   $     (256)  $       3,400   $(42,960)  $    6,243
                                       ----------  ---------  -----------  --------------  ---------  -----------

YEAR ENDED DECEMBER 31, 1995:
        Revenues                       $  89,851   $  9,206   $    4,531   $       3,884   $    ---   $  107,472
        Costs:
          Production costs                24,942      5,460        4,422             452        ---       35,276
          General operating expenses         740      1,061          726           1,030        ---        3,557
          Depletion                       14,776      1,562          241           1,950        ---       18,529
          Writedown of assets                ---        ---          ---             ---        ---          ---
          Income taxes                    17,395        374          ---             ---        ---       17,769
                                       ----------  ---------  -----------  --------------  ---------  -----------

        Results of operations          $  31,998   $    749   $     (858)  $         452   $    ---   $   32,341
                                       ----------  ---------  -----------  --------------  ---------  -----------

SEVEN MONTHS ENDED DECEMBER 31, 1994:
        Revenues                       $   6,249   $  9,179   $    3,174   $       1,919   $    ---   $   20,521
        Costs:
          Production costs                 4,290      5,784        2,054             144        ---       12,272
          General operating expenses         997        541          897             502        ---        2,937
          Depletion                        1,184      2,132          298           1,189        ---        4,803
          Writedown of assets                ---        ---          ---             984        ---          984
          Income taxes                        82        318          ---             ---        ---          400
                                       ----------  ---------  -----------  --------------  ---------  -----------

        Results of operations          $    (304)  $    404   $      (75)  $        (900)  $    ---   $     (875)
                                       ----------  ---------  -----------  --------------  ---------  -----------

YEAR ENDED MAY 31, 1994:
        Revenues                       $   5,911   $ 17,252   $    7,186   $       4,700   $  6,190   $   41,239
        Costs:
          Production costs                 4,230     10,347        6,413           2,436      3,200       26,626
          General operating expenses       1,267      4,237        3,070           1,044        614       10,232
          Depletion                          917      9,443        1,363           2,290      2,482       16,495
          Writedown of assets                ---     43,201          922             ---        251       44,374
          Income taxes                         8        ---          ---             ---        195          203
                                       ----------  ---------  -----------  --------------  ---------  -----------

       Results of operations           $    (511)  $(49,976)  $   (4,582)  $      (1,070)  $   (552)  $  (56,691)
                                       ----------  ---------  -----------  --------------  ---------  -----------
</TABLE>


Depletion includes depreciation on support equipment and facilities calculated
on the unit of production method.





The  Company's  equity  share of Crusader's results of operations for oil- and
gas-producing activities  follows:
<TABLE>
<CAPTION>


<S>                <C>         <C>      <C>       <C>       <C>

                                        UNITED
                   AUSTRALIA   CANADA   STATES    OTHER     TOTAL
                   ----------  -------  --------  --------  -------

December 31, 1996  $    1,243  $   ---  $   ---   $   ---   $1,243
                   ----------  -------  --------  --------  -------

December 31, 1995  $    2,998  $   269  $   ---   $(1,401)  $1,866
                   ----------  -------  --------  --------  -------

December 31, 1994  $    1,339  $   243  $    36   $(1,662)  $  (44)
                   ----------  -------  --------  --------  -------

May 31, 1994       $    2,904  $   712  $(1,270)  $   ---   $2,346
                   ----------  -------  --------  --------  -------

</TABLE>






COSTS  INCURRED  AND  CAPITALIZED  COSTS

     The  costs  incurred  in  oil  and  gas  acquisition,  exploration  and
development  activities  and  related capitalized  costs  follow:
<TABLE>
<CAPTION>


<S>                                      <C>        <C>         <C>      <C>         <C>            <C>      <C>

                                                    MALAYSIA-                        UNITED                  TOTAL
                                         COLOMBIA   THAILAND    FRANCE   INDONESIA   STATES         OTHER    WORLDWIDE
                                         ---------  ----------  -------  ----------  -------------  -------  ----------
DECEMBER 31, 1996:
      Costs incurred:
        Property acquisition             $     ---  $      ---  $   ---  $      ---  $         ---  $   600  $      600
        Exploration                         18,875      60,955      ---         ---            ---   33,103     112,933
        Development                         39,902         470      ---         ---            ---      ---      40,372
      Depletion per equivalent
        barrel of production                  2.83         ---      ---        0.52           5.59      ---        2.84

      Cost of properties at period-end:
        Unevaluated                      $   2,487  $   97,151  $   ---  $      ---  $         ---  $50,010  $  149,648
                                         ---------  ----------  -------  ----------  -------------  -------  ----------

        Evaluated                        $ 338,955  $   10,861  $   ---  $      ---  $         ---  $48,630  $  398,446
                                         ---------  ----------  -------  ----------  -------------  -------  ----------

        Support equipment and
         facilities                      $ 194,116  $      ---  $   ---  $      ---  $         ---  $   ---  $  194,116
                                         ---------  ----------  -------  ----------  -------------  -------  ----------
      Accumulated depletion and
        depreciation at period-end       $  35,723  $      ---  $   ---  $      ---  $         ---  $48,630  $   84,353
                                         ---------  ----------  -------  ----------  -------------  -------  ----------
</TABLE>










<TABLE>
<CAPTION>



<S>                                      <C>        <C>         <C>       <C>         <C>            <C>      <C>

                                                    MALAYSIA-                         UNITED                  TOTAL
                                         COLOMBIA   THAILAND    FRANCE    INDONESIA   STATES         OTHER    WORLDWIDE
                                         ---------  ----------  --------  ----------  -------------  -------  ----------
DECEMBER 31, 1995:
      Costs incurred:
        Property acquisition             $   1,101  $      ---  $    ---  $      ---  $         ---  $   250  $    1,351
        Exploration                         45,961      25,948       ---         ---            ---   28,480     100,389
        Development                         48,419         ---       ---         299            ---      ---      48,718
      Depletion per equivalent
        barrel of production                  2.67         ---      3.14        0.95           6.05      ---        2.81

      Cost of properties at period-end:
        Unevaluated                      $  59,087  $   46,282  $    ---  $      ---  $       9,202  $58,490  $  173,061
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

        Evaluated                        $ 260,058  $      ---  $    ---  $   47,301  $     190,379  $ 8,667  $  506,405
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

        Support equipment and
         facilities                      $  87,289  $      ---  $    ---  $      ---  $         ---  $   ---  $   87,289
                                         ---------  ----------  --------  ----------  -------------  -------  ----------
      Accumulated depletion and
        depreciation at period-end       $  17,355  $      ---  $    ---  $   47,153  $     180,574  $ 8,667  $  253,749
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

DECEMBER 31, 1994:
      Costs incurred:
        Property acquisition             $   9,824  $      ---  $    ---  $      ---  $         ---  $ 1,058  $   10,882
        Exploration                         21,691       5,151        79         ---            ---    7,088      34,009
        Development                         31,892         ---         5           1              1      ---      31,899
      Depletion per equivalent
        barrel of production                  2.57         ---      4.15        1.60           7.04      ---        3.63

      Cost of properties at period-end:
        Unevaluated                      $  38,000  $   20,334  $    281  $      ---  $       9,202  $31,513  $   99,330
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

        Evaluated                        $ 175,281  $      ---  $265,284  $   44,594  $     190,396  $ 8,667  $  684,222
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

        Support equipment and
         facilities                      $  78,601  $      ---  $    ---  $      ---  $         ---  $   ---  $   78,601
                                          ---------  ----------  --------  ----------  -------------  -------  ----------

      Accumulated depletion
        at period-end                    $   2,645  $      ---  $244,264  $   44,097  $     178,623  $ 8,667  $  478,296
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

MAY 31, 1994:
      Costs incurred:
        Property acquisition             $     ---  $      750  $    ---  $      ---  $         ---  $    94  $      844
        Exploration                         24,865       4,775       205         ---            ---   12,626      42,471
        Development                         29,833         ---     3,575       1,050            300    2,022      36,780
      Depletion per equivalent
        barrel of production                  1.96         ---      8.97        3.09           6.58     3.60        5.47

      Cost of properties at period-end:
        Unevaluated                      $  47,833  $   15,183  $    212  $      ---  $      10,094  $23,847  $   97,169
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

        Evaluated                        $ 118,215  $      ---  $266,231  $   47,677  $     190,033  $ 7,715  $  629,871
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

       Support equipment and
           facilities                    $  45,688  $      ---  $    ---  $      ---  $         ---  $   ---  $   45,688
                                         ---------  ----------  --------  ----------  -------------  -------  ----------
      Accumulated depletion
        at period-end                    $   1,461  $      ---  $243,084  $   46,560  $     176,450  $ 7,715  $  475,270
                                         ---------  ----------  --------  ----------  -------------  -------  ----------

</TABLE>



A  summary  of  costs  excluded  from  depletion at December 31, 1996, by year
incurred  follows:
<TABLE>
<CAPTION>


<S>                   <C>       <C>            <C>      <C>     <C>

                                           DECEMBER 31,         MAY 31,
                                ------------------------------
                      TOTAL              1996     1995    1994      1994
                      --------  -------------  -------  ------  --------
Property acquisition  $  1,536  $         600  $   250  $  ---  $    686
Exploration            130,625         80,018   38,173   7,662     4,772
Capitalized interest    17,487         10,992    3,981   1,222     1,292
                      --------  -------------  -------  ------  --------

    Total worldwide   $149,648  $      91,610  $42,404  $8,884  $  6,750
                      --------  -------------  -------  ------  --------
</TABLE>



The  Company  excludes from its depletion computation property acquisition and
exploration  cost  of unevaluated properties and major development projects in
progress.    The  excluded  costs  include $97.2 million for Block A-18 in the
Malaysia-Thailand  Joint  Development  Area  which will become depletable once
production  begins,  currently  estimated  for  early 2000.  At this time, the
Company  is  unable  to  predict  either  the  timing  of the inclusion of the
remaining  costs  and  the  related  oil  and  gas  reserves  in its depletion
computation  or their potential future impact on depletion rates.  Drilling or
other  exploration  activities  are  being  conducted  in  each  of these cost
centers.

The  Company's  equity  share  of  costs  incurred  by  Crusader  follows:
<TABLE>
<CAPTION>


<S>                             <C>         <C>      <C>      <C>     <C>

                                                     UNITED
                                AUSTRALIA   CANADA   STATES   OTHER   TOTAL
                                ----------  -------  -------  ------  -------
Cost of property acquisition,
  exploration and development:

      December 31, 1996         $    2,105  $   ---  $   ---  $  ---  $ 2,105
                                ----------  -------  -------  ------  -------

      December 31, 1995         $    1,187  $   507  $   ---  $  541  $ 2,235
                                ----------  -------  -------  ------  -------

      December 31, 1994         $    3,557  $   313  $    26  $1,028  $ 4,924
                                ----------  -------  -------  ------  -------

      May 31, 1994              $    2,955  $ 1,099  $ 1,687  $  ---  $ 5,741
                                ----------  -------  -------  ------  -------

Net capitalized costs:

      December 31, 1995         $   25,818  $   ---  $   ---  $  299  $26,117
                                ----------  -------  -------  ------  -------

      December 31, 1994         $   28,987  $ 3,889  $   ---  $1,340  $34,216
                                ----------  -------  -------  ------  -------

      May 31, 1994              $   27,001  $ 4,395  $ 3,750  $  ---  $35,146
                                ----------  -------  -------  ------  -------


</TABLE>





OIL  AND  GAS  RESERVE  DATA

The following tables present the Company's estimates of its proved oil and gas
reserves.    These  estimates  were  prepared  by  the  Company's  independent
petroleum  engineers,  DeGolyer  and  MacNaughton,  with respect to all proved
reserves  in the Cusiana and Cupiagua fields in Colombia and the Company's own
petroleum  reservoir  engineers  with  respect  to  all  proved  reserves  in
Malaysia-Thailand  and  the  Liebre Field in Colombia.  The Company emphasizes
that  reserve  estimates  are  approximates  and  are  expected  to  change as
additional  information  becomes  available.    Reservoir  engineering  is  a
subjective process of estimating underground accumulations of oil and gas that
cannot  be  measured in an exact way, and the accuracy of any reserve estimate
is  a  function  of  the  quality  of  available  data  and of engineering and
geological  interpretation  and  judgment.    Accordingly,  there  can  be  no
assurance  that  the reserves set forth herein will ultimately be produced nor
can  there be assurance that the proved undeveloped reserves will be developed
within  the  periods  anticipated.    Oil  reserves are stated in thousands of
barrels  and  gas  reserves  are  stated  in  millions  of cubic feet.   As of
December  31, 1996, the Company did not have a contract for the sale of gas to
be produced from its interest in the Malaysia-Thailand Joint Development Area.
In  estimating  reserves  attributable  to such interest, the Company assumed
that  production  from  the  interest  would be sold at prices for natural gas
derived  from what the Company believed to be the most comparable market price
at December 31, 1996.  There can be no assurance that the price to be provided
in  any  gas  contract  will  be  equal  to  the  price  used in the Company's
calculations.

<TABLE>
<CAPTION>




<S>                                 <C>        <C>      <C>       <C>      <C>      <C>         <C>       <C>

                                         COLOMBIA       MALAYSIA-THAILAND  FRANCE   INDONESIA      UNITED STATES
                                    ------------------  -----------------  -------  ----------  ------------------
                                    OIL        GAS      OIL      GAS      OIL      OIL         OIL        GAS
                                    ---------  -------  -------  -------  -------  ----------  ---------  --------
Proved developed and
  undeveloped reserves:
    AS OF MAY 31, 1993                86,216   16,250       ---      ---   8,189         951       1,952    21,549
    Revisions                          3,682      ---       ---      ---  (2,177)        165          23    (1,644)
    Sales                                ---      ---       ---      ---    (502)        ---      (1,171)  (11,426)
    Extensions and discoveries         3,173      ---       ---      ---     ---         ---         ---       ---
    Production                          (467)     ---       ---      ---  (1,053)       (441)       (156)   (1,150)
                                    ---------  -------  -------  -------  -------  ----------  ----------  --------

    AS OF MAY 31, 1994                92,604   16,250       ---      ---   4,457         675         648     7,329
    Revisions                         10,113   (1,529)      ---      ---   2,301         (87)         14       486
    Purchases of minerals in place     2,111      ---       ---      ---     ---         ---         ---       ---
    Production                          (435)     ---       ---      ---    (514)       (186)        (66)     (618)
                                    ---------  -------  -------  -------  -------  ----------  ----------  --------

    AS OF DECEMBER 31, 1994          104,393   14,721       ---      ---   6,244         402         596     7,197
    Revisions                            ---      ---       ---      ---     ---          23         119       967
    Sales                            (10,434)     ---       ---      ---  (5,746)        ---         ---       ---
    Extensions and discoveries        32,556    1,127       ---      ---     ---         ---         ---       ---
    Production                        (5,089)    (158)      ---      ---    (498)       (255)       (121)   (1,207)
                                    ---------  -------  -------  -------  -------  ----------  ----------  --------

    AS OF DECEMBER 31, 1995          121,426   15,690       ---      ---     ---         170         594     6,957
    Revisions                            270     (403)      ---      ---     ---         ---         ---       ---
    Sales                               (548)    (338)      ---      ---     ---         (75)       (574)   (6,482)
    Extensions and discoveries        19,900      ---    24,700  871,100     ---         ---         ---       ---
    Production                        (5,738)    (298)      ---      ---     ---         (95)        (20)     (475)
                                    ---------  -------  -------  -------  -------  ----------  ----------  --------

    AS OF DECEMBER 31, 1996          135,310   14,651    24,700  871,100     ---         ---         ---       ---
                                    ---------  -------  -------  -------  -------  ----------  ----------  --------





<S>                                 <C>      <C>       <C>     <C>      <C>

                                         CANADA        OTHER    TOTAL WORLDWIDE
                                    -----------------  ------  ------------------
                                    OIL      GAS       OIL     OIL       GAS
                                    -------  --------  ------  --------  --------
Proved developed and
  undeveloped reserves:
    AS OF MAY 31, 1993               2,686    78,449     ---     99,994   116,248
    Revisions                          ---       ---      18      1,711    (1,644)
    Sales                           (2,584)  (74,928)    ---     (4,257)  (86,354)
    Extensions and discoveries         ---       ---     ---      3,173       ---
    Production                        (102)   (3,521)    (18)    (2,237)   (4,671)
                                    -------  --------  ------  ---------  --------

    AS OF MAY 31, 1994                 ---       ---     ---     98,384    23,579
    Revisions                          ---       ---     ---     12,341    (1,043)
    Purchases of minerals in place     ---       ---     ---      2,111       ---
    Production                         ---       ---     ---     (1,201)     (618)
                                    -------  --------  ------  ---------  --------

    AS OF DECEMBER 31, 1994            ---       ---     ---    111,635    21,918
    Revisions                          ---       ---     ---        142       967
    Sales                              ---       ---     ---    (16,180)      ---
    Extensions and discoveries         ---       ---     ---     32,556     1,127
    Production                         ---       ---     ---     (5,963)   (1,365)
                                    -------  --------  ------  ---------  --------

    AS OF DECEMBER 31, 1995            ---       ---     ---    122,190    22,647
    Revisions                          ---       ---     ---        270      (403)
    Sales                              ---       ---     ---     (1,197)   (6,820)
    Extensions and discoveries         ---       ---     ---     44,600   871,100
    Production                         ---       ---     ---     (5,853)     (773)
                                    -------  --------  ------  ---------  --------

    AS OF DECEMBER 31, 1996            ---       ---     ---    160,010   885,751
                                    -------  --------  ------  ---------  --------

</TABLE>



<PAGE>



<TABLE>
<CAPTION>


<S>                            <C>       <C>     <C>          <C>  <C>     <C>        <C>      <C>    <C>

                                   COLOMBIA      MALAYSIA-THAILAND FRANCE  INDONESIA   UNITED STATES   TOTAL WORLDWIDE
                               ----------------  ----------------- ------  ---------  ---------------  ---------------
                               OIL       GAS     OIL          GAS  OIL     OIL        OIL       GAS    OIL
                               --------  ------  ----         ---  ------  ---------  --------  -----  ---------------

Proved developed reserves at:
    May 31, 1994                  1,237     ---   ---         ---   4,457        675       648  7,329            7,017
                               --------  ------  ----       -----  ------  ---------  --------  -----  ---------------
    December 31, 1994            47,789  14,721   ---         ---   6,244        402       596  7,197           55,031
                               --------  ------  ----       -----  ------  ---------  --------  -----  ---------------
    December 31, 1995            65,856  10,515   ---         ---     ---        170       594  6,957           66,620
                               --------  ------  ----       -----  ------  ---------  --------  -----  ---------------
    December 31, 1996            67,193  11,146   ---         ---     ---        ---       ---    ---           67,193
                               --------  ------  ----       -----  ------  ---------  --------  -----  ---------------



<S>                            <C>



                               GAS
                               ------

Proved developed reserves at:
    May 31, 1994                7,329
                               ------
    December 31, 1994          21,918
                               ------
    December 31, 1995          17,472
                               ------
    December 31, 1996          11,146
                               ------

</TABLE>












The  Company's  proportional  equity  interest  in Crusader's estimated proved
developed  and  undeveloped  oil  and  gas  reserves  was  as  follows:
<TABLE>
<CAPTION>


<S>                <C>        <C>     <C>     <C>    <C>            <C>  <C>    <C>

                   AUSTRALIA          CANADA         UNITED STATES       TOTAL
                   ---------          ------         -------------       -----
                   OIL        GAS     OIL     GAS    OIL            GAS  OIL    GAS
                   ---------  ------  ------  -----  -------------  ---  -----  ------

May 31, 1994           2,574  40,174     963  2,790             48  122  3,585  43,086
                   ---------  ------  ------  -----  -------------  ---  -----  ------

December 31, 1994      3,163  59,115     823  1,836            ---  ---  3,986  60,951
                   ---------  ------  ------  -----  -------------  ---  -----  ------

December 31, 1995      3,319  60,915     ---    ---            ---  ---  3,319  60,915
                   ---------  ------  ------  -----  -------------  ---  -----  ------

</TABLE>





STANDARDIZED  MEASURE  OF  DISCOUNTED  FUTURE  NET  CASH  INFLOWS  AND CHANGES
THEREIN

The  following  table  presents  for  the net quantities of proved oil and gas
reserves  a  standardized  measure  of  discounted  future  net  cash  inflows
discounted  at  an  annual  rate  of  10%.    The future net cash inflows were
calculated  in accordance with Securities and Exchange Commission guidelines.
Future  cash  inflows  were computed by applying yearend prices of oil and gas
relating  to the Company's proved reserves to the estimated yearend quantities
of  those  reserves.    As  of  December  31, 1996, the Company did not have a
contract  for  the  sale  of  gas  to  be  produced  from  its interest in the
Malaysia-Thailand Joint Development Area.  In estimating discounted future net
cash  inflows  attributable  to  such  interest,  the  Company  assumed  that
production  from  the interest would be sold at prices for natural gas derived
from  what  the  Company  believed  to  be the most comparable market price at
December  31,  1996.  Future  price changes were considered only to the extent
provided by contractual agreements in existence at yearend.  Future production
and  development costs were computed by estimating those expenditures expected
to  occur  in  developing and producing the proved oil and gas reserves at the
end  of  the  year,  based  on yearend costs.  The Company emphasizes that the
future  net cash inflows should not be construed as representative of the fair
market  value  of  the  Company's  proved reserves.  The meaningfulness of the
estimates  is highly dependent upon the accuracy of the assumptions upon which
they  were  used.    Actual  future  cash  inflows  may  vary  considerably.
<TABLE>
<CAPTION>


<S>                                        <C>       <C>         <C>         <C>      <C>         <C>

                                                      MALAYSIA-                        UNITED   TOTAL
                                           COLOMBIA   THAILAND    FRANCE   INDONESIA   STATES   WORLDWIDE
                                           --------   ----------  -------  ----------  -------  ----------
DECEMBER 31, 1996:
      Future cash inflows                 $3,519,893  $2,530,702  $   ---  $      ---  $   ---  $6,050,595
      Future production and
        development costs                  1,283,851   1,188,981      ---         ---      ---   2,472,832
                                          ----------  ----------  -------  ----------  -------  ----------
      Future net cash inflows before
        income taxes                      $2,236,042  $1,341,721  $   ---  $      ---  $   ---  $3,577,763
                                          ----------  ----------  -------  ----------  -------  ----------

      Future net cash inflows before
        income taxes discounted at 10%
        per annum                         $1,283,158  $  320,900  $   ---  $      ---  $   ---  $1,604,058
      Future income taxes discounted at
        10% per annum                        290,763      21,100      ---         ---      ---     311,863
                                          ----------  ----------  -------  ----------  -------  ----------
      Standardized measure of discounted
        future net cash inflows           $  992,395  $  299,800  $   ---  $      ---  $   ---  $1,292,195
                                          ----------  ----------  -------  ----------  -------  ----------

</TABLE>



<PAGE>
<TABLE>
<CAPTION>



<S>                                        <C>          <C>         <C>       <C>         <C>      <C>

                                                        MALAYSIA-                         UNITED   TOTAL
                                           COLOMBIA     THAILAND    FRANCE    INDONESIA   STATES   WORLDWIDE
                                           -----------  ----------  --------  ----------  -------  ----------
DECEMBER 31, 1995:
      Future cash inflows                  $ 2,321,424  $      ---  $    ---  $    2,909  $19,076  $2,343,409
      Future production and
        development costs                      730,139         ---       ---       2,250    2,037     734,426
                                           -----------  ----------  --------  ----------  -------  ----------
      Future net cash inflows before
        income taxes                       $ 1,591,285  $      ---  $    ---  $      659  $17,039  $1,608,983
                                           -----------  ----------  --------  ----------  -------  ----------

      Future net cash inflows before
        income taxes discounted at 10%
        per annum                          $   803,665  $      ---  $    ---  $      626  $11,150  $  815,441
      Future income taxes discounted at
        10% per annum                          173,745         ---       ---         ---      ---     173,745
                                           -----------  ----------  --------  ----------  -------  ----------
      Standardized measure of discounted
        future net cash inflows            $   629,920  $      ---  $    ---  $      626  $11,150  $  641,696
                                           -----------  ----------  --------  ----------  -------  ----------

DECEMBER 31, 1994:
      Future cash inflows                  $ 1,764,939  $      ---  $105,523  $    6,677  $20,072  $1,897,211
      Future production and
        development costs                      440,227         ---    59,558       5,645    1,845     507,275
                                           -----------  ----------  --------  ----------  -------  ----------
      Future net cash inflows before
        income taxes                       $ 1,324,712  $      ---  $ 45,965  $    1,032  $18,227  $1,389,936
                                           -----------  ----------  --------  ----------  -------  ----------

      Future net cash inflows before
        income taxes discounted at 10%
        per annum                          $   594,061  $      ---  $ 25,759  $      974  $11,824  $  632,618
      Future income taxes discounted at
        10% per annum                          132,948         ---       ---         ---      ---     132,948
                                           -----------  ----------  --------  ----------  -------  ----------

      Standardized measure of discounted
        future net cash inflows            $   461,113  $      ---  $ 25,759  $      974  $11,824  $  499,670
                                           -----------  ----------  --------  ----------  -------  ----------

MAY 31, 1994:
      Future cash inflows                  $ 1,591,448  $      ---  $ 76,755  $   10,278  $23,562  $1,702,043
      Future production and
        development costs                      474,382         ---    44,603       7,575    1,945     528,505
                                           -----------  ----------  --------  ----------  -------  ----------
      Future net cash inflows before
        income taxes                       $ 1,117,066  $      ---  $ 32,152  $    2,703  $21,617  $1,173,538
                                           -----------  ----------  --------  ----------  -------  ----------

      Future net cash inflows before
        income taxes discounted at 10%
        per annum                          $   506,022  $      ---  $ 23,147  $    2,570  $14,008  $  545,747
      Future income taxes discounted at
        10% per annum                          150,537         ---       ---         ---      ---     150,537
                                           -----------  ----------  --------  ----------  -------  ----------

      Standardized measure of discounted
        future net cash inflows            $   355,485  $      ---  $ 23,147  $    2,570  $14,008  $  395,210
                                           -----------  ----------  --------  ----------  -------  ----------


</TABLE>



<PAGE>

The  Company's proportional equity interest in Crusader's standardized measure
of  discounted  future  net  cash  inflows  was  as  follows:
<TABLE>
<CAPTION>


<S>                <C>         <C>      <C>      <C>

                                        UNITED
                   AUSTRALIA   CANADA   STATES   TOTAL
                   ----------  -------  -------  -------

December 31, 1995  $   30,382  $   ---  $   ---  $30,382
                   ----------  -------  -------  -------

December 31, 1994  $   32,492  $ 3,424  $   ---  $35,916
                   ----------  -------  -------  -------

May 31, 1994       $   35,306  $ 3,997  $   526  $39,829
                   ----------  -------  -------  -------
</TABLE>



Changes  in  the  standardized  measure  of discounted future net cash inflows
follow:
<TABLE>
<CAPTION>


<S>                                              <C>             <C>         <C>        <C>

                                                                 DECEMBER 31,           MAY 31,
                                                 ------------------------------------
                                                          1996        1995       1994       1994
                                                 --------------  ----------  ---------  ---------
Total worldwide, excluding equity share:
  Beginning of period                            $     641,696   $ 499,670   $395,210   $451,482
  Sales, net of production costs                       (97,323)    (67,471)    (8,249)   (14,613)
  Sales of reserves                                    (10,473)   (144,361)       ---    (83,462)
  Revisions of quantity estimates                        2,617       2,348     43,816        879
  Net change in prices and production costs            228,349      42,044    (14,746)   (54,143)
  Extensions, discoveries and improved recovery      1,125,733     339,413        ---     16,521
  Change in future development costs                  (652,902)   (102,323)     3,695    (57,459)
  Purchases of reserves                                    ---         ---      9,573        ---
  Development and facilities costs incurred             92,856      28,068     45,152     57,485
  Accretion of discount                                 80,672      62,188     31,835     60,831
  Changes in production rates and other                 19,088      22,917    (24,205)    11,392
  Net change in income taxes                          (138,118)    (40,797)    17,589      6,297
                                                 --------------  ----------  ---------  ---------

  End of period                                  $   1,292,195   $ 641,696   $499,670   $395,210
                                                 --------------  ----------  ---------  ---------
</TABLE>


                                            SCHEDULE II

             TRITON ENERGY LIMITED AND SUBSIDIARIES
               VALUATION AND QUALIFYING ACCOUNTS
                      (In thousands)

<TABLE>
<CAPTION>



<S>                           <C>          <C>           <C>          <C>           <C>

                                                       ADDITIONS
                                           --------------------------------------
                              BALANCE AT                 CHARGED TO                 BALANCE
                              BEGINNING    CHARGED TO    OTHER                      AT CLOSE
CLASSIFICATIONS               OF YEAR      EARNINGS      ACCOUNTS     DEDUCTIONS    OF YEAR
----------------------------  -----------  ------------  -----------  ------------  ---------

Year ended May 31, 1994:
  Allowance for doubtful
     receivables,  excluding
     discontinued operations  $     1,162  $      (149)  $         4  $      (144)  $     873
                              -----------  ------------  -----------  ------------  ---------

  Allowance for deferred
     tax asset                $    62,789  $     1,027   $       ---  $       ---   $  63,816
                              -----------  ------------  -----------  ------------  ---------

Period ended Dec. 31, 1994:
   Allowance for doubtful
       receivables            $       873  $        19   $        20  $       (15)  $     897
                              -----------  ------------  -----------  ------------  ---------

   Allowance for deferred
       tax asset              $    63,816  $    23,702   $       ---  $       ---   $  87,518
                              -----------  ------------  -----------  ------------  ---------

Year ended Dec. 31, 1995:
   Allowance for doubtful
       receivables            $       897  $       ---   $        41  $      (128)  $     810
                              -----------  ------------  -----------  ------------  ---------

   Allowance for deferred
       tax asset              $    87,518  $   (33,472)  $       ---  $       ---   $  54,046
                              -----------  ------------  -----------  ------------  ---------

Year ended Dec. 31, 1996:
   Allowance for doubtful
       receivables            $       810  $        35   $       ---  $      (769)  $      76
                              -----------  ------------  -----------  ------------  ---------

   Allowance for deferred
       tax asset              $    54,046  $   (23,389)  $       ---  $       ---   $  30,657
                              -----------  ------------  -----------  ------------  ---------
</TABLE>






___________________
Note  --    Deductions  for the allowance for doubtful receivables in the year
ended  December  31,  1996,  related  primarily  to  disposal of other assets.