<PAGE>   1
 
                                                                   EXHIBIT 10(d)
 
                                   FORM 11-K
                                 ANNUAL REPORT
 
                        PURSUANT TO SECTION 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
 
    (MARK ONE:)
      [X]        ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
                 SECURITIES AND EXCHANGE ACT OF 1934 (FEE REQUIRED)
                 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997

      [ ]        TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
                 FOR THE TRANSITION PERIOD FROM           TO
 
COMMISSION FILE NUMBER: 1-4014
 
A. Full title of the plan and the address of the plan, if different from that of
   the issuer named below:
 
                      AMDEL INC. EMPLOYEE INVESTMENT PLAN
 
B. Name of issuer of the securities held pursuant to the plan and the address of
   its principal executive office:
 
                                   FINA, INC.
               (FORMERLY NAMED AMERICAN PETROFINA, INCORPORATED)
                                   FINA PLAZA
                           8350 N. CENTRAL EXPRESSWAY
                              DALLAS, TEXAS 75206
<PAGE>   2
                      AMDEL INC. EMPLOYEE INVESTMENT PLAN

                 FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES

                           DECEMBER 31, 1997 AND 1996

                   (WITH INDEPENDENT AUDITORS' REPORT THEREON)
<PAGE>   3
                          INDEPENDENT AUDITORS' REPORT



The Pension Committee
Amdel Inc. Employee Investment Plan:


We have audited the accompanying statements of net assets available for plan
benefits of the Amdel Inc. Employee Investment Plan as of December 31, 1997 and
1996 and the related statements of changes in net assets available for plan
benefits for the years then ended.  These financial statements are the
responsibility of the Plan's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.  An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation.  We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Amdel
Inc. Employee Investment Plan as of  December 31, 1997 and 1996, and the
changes in net assets available for plan benefits for the years then ended in
conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The supplemental schedule of reportable
transactions is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974.  The Fund Information in the statements of net assets available for plan
benefits and the statements of changes in net assets available for plan
benefits is presented for purposes of additional analysis rather than to
present the net assets available for plan benefits and changes in net assets
for plan benefits of each fund.  The supplemental schedule and Fund Information
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.




                                       KPMG Peat Marwick LLP



Dallas, Texas
April 17, 1998
<PAGE>   4
                       AMDEL INC. EMPLOYEE INVESTMENT PLAN
   STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
                           DECEMBER 31, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                                              Fund Information
                                                                         ---------------------------------------------------------
                                                                          FINA, Inc.      U.S.       TBC Inc. Pooled
                                                                           common       treasury     Employee Daily      Company
                                                             Total          stock      obligations   Liquidity Fund    forfeitures
                                                          -----------    -----------   -----------   ---------------   -----------
<S>                                                       <C>            <C>           <C>           <C>               <C>        
DECEMBER 31, 1997:  
-----------------
    Investments, at fair value:
       FINA, Inc., Class A common stock                   $        --    $        --   $        --   $            --   $        --
       TBC Inc. Pooled Employee Daily Liquidity Fund               --             --            --                --            --
    Cash                                                           --             --            --                --            --
    Interest receivable                                            --             --            --                --            --
    Contributions receivable from employees                        --             --            --                --            --
    Contributions receivable from employing companies              --             --            --                --            --
    Securities sold receivables                                    --             --            --                --            --
                                                          -----------    -----------   -----------   ---------------   -----------
                    Plan assets                                    --             --            --                --            --
    Forfeitures available for future use                           --             --            --                --            --
                                                          -----------    -----------   -----------   ---------------   -----------
             Net assets available for plan benefits       $        --    $        --   $        --   $            --   $        --
                                                          ===========    ===========   ===========   ===============   ===========

DECEMBER 31, 1996:
-----------------
    Investments, at fair value:
       FINA, Inc., Class A common stock (11,853 shares;
          cost of $504,862)                               $   571,908    $   571,908   $        --   $            --   $        --
       TBC Inc. Pooled Employee Daily Liquidity Fund
          (1,638,068 shares; cost of $1,638,068)            1,638,068             --            --         1,638,068            --
    Cash                                                       68,794         64,157            92                --         4,545
    Interest receivable                                         7,841            239            82             7,499            21
    Contributions receivable from employees                    54,423         13,504         3,223            37,696            --
    Contributions receivable from employing companies          41,575          9,387         2,504            29,684            --
    Securities sold receivables                               450,715        203,199       247,516                --            --
                                                          -----------    -----------   -----------   ---------------   -----------
                    Plan assets                             2,833,324        862,394       253,417         1,712,947         4,566
    Forfeitures available for future use                       (4,566)            --            --                --        (4,566)
                                                          -----------    -----------   -----------   ---------------   -----------
             Net assets available for plan benefits       $ 2,828,758    $   862,394   $   253,417   $     1,712,947   $        --
                                                          ===========    ===========   ===========   ===============   ===========
</TABLE>

See accompanying notes to financial statements.

<PAGE>   5

                       AMDEL INC. EMPLOYEE INVESTMENT PLAN
                  STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
                    FOR PLAN BENEFITS, WITH FUND INFORMATION
                     YEARS ENDED DECEMBER 31, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                                              Fund Information
                                                                         ---------------------------------------------------------
                                                                          FINA, Inc.      U.S.       TBC Inc. Pooled
                                                                           Common       Treasury     Employee Daily      Company
                                                             Total          Stock      Obligations   Liquidity Fund    Forfeitures
                                                          -----------    -----------   -----------   ---------------   -----------
<S>                                                       <C>            <C>           <C>           <C>               <C>        
YEAR ENDED DECEMBER 31, 1997:
----------------------------
    Contributions                                         $        --    $        --    $        --  $            --   $        --

    Investment income (expense):
        Dividends                                               1,005             --          1,005               --            --
        Interest                                               13,697          1,635          1,569           10,493            --
        Other expense                                         (14,706)        (1,639)        (2,574)         (10,493)           --
        Net appreciation in fair values of investments         16,812         16,812             --               --            --
                                                          -----------    -----------    -----------    -------------    ----------
                                                               16,808         16,808             --               --            --
                                                          -----------    -----------    -----------    -------------    ----------
    Withdrawals:
        In cash and in kind                                 1,884,803        646,603        133,666        1,104,534            --
        Transfer to other plans                               960,763        232,599        119,751          608,413            --
                                                          -----------    -----------    -----------    -------------    ----------
                                                            2,845,566        879,202        253,417        1,712,947            --
                                                          -----------    -----------    -----------    -------------    ----------

              Net decrease in net assets available
                   for plan benefits                       (2,828,758)      (862,394)      (253,417)      (1,712,947)           --
    Net assets available for plan benefits:
        Beginning of year                                   2,828,758        862,394        253,417        1,712,947            --
                                                          -----------    -----------    -----------    -------------    ----------
        End of year                                       $        --    $        --    $        --    $          --    $       --
                                                          ===========    ===========    ===========    =============    ==========
</TABLE>

See accompanying notes to financial statements.

                                                                       Continued
<PAGE>   6
                                                          
                       AMDEL INC. EMPLOYEE INVESTMENT PLAN
                  STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
             FOR PLAN BENEFITS, WITH FUND INFORMATION - (CONTINUED)

<TABLE>
<CAPTION>

                                                                                              Fund Information
                                                                         ---------------------------------------------------------
                                                                          FINA, Inc.      U.S.                      
                                                                           Common       Treasury     TBC Inc. Pooled    Company
                                                             Total          Stock      Obligations    Employee Fund    Forfeitures
                                                          -----------    -----------   -----------   ---------------   -----------
<S>                                                       <C>            <C>           <C>           <C>               <C>        
YEAR ENDED DECEMBER 31, 1996:
----------------------------
    Allotments and contributions:
        Basic allotments by employees                     $   516,548    $   108,545    $    31,003  $      377,000    $        --
        Additional allotments by employees                    159,776         47,575          6,947         105,254             --
        Contributions by employing companies                  516,546        110,053         29,958         376,535             --
                                                          -----------    -----------    -----------  --------------    -----------
                                                            1,192,870        266,173         67,908         858,788             --
                                                          -----------    -----------    -----------  --------------    -----------
    Investment income (expense):
        Dividends                                              50,913         39,420         11,493              --             --
        Interest                                               83,754          1,488            249          82,017             --
        Other expense                                         (20,628)        (6,580)        (1,800)        (12,248)            --
        Net depreciation in fair values of investments        (45,328)       (40,199)        (5,129)             --             --
                                                          -----------    -----------    -----------  --------------    -----------
                                                               68,711         (5,871)         4,814          69,768             --
                                                          -----------    -----------    ------------ --------------    -----------

    Withdrawals in cash and in kind                         1,378,412        210,663         85,942       1,081,807             --
    Transfers among funds                                          --        126,043          3,822        (129,865)            --
                                                          -----------    -----------    -----------  --------------    -----------
                                                            1,378,412        336,706         89,764         951,942             --
                                                          -----------    -----------    -----------  --------------    -----------
           Net increase (decrease) in net assets 
                available for plan benefits                  (116,831)       175,682         (9,399)       (283,115)            --
    Net assets available for plan benefits:
        Beginning of year                                   2,945,588        686,711        262,815       1,996,062             --
                                                          -----------    -----------    -----------  --------------    -----------
        End of year                                       $ 2,828,758    $   862,394    $   253,417  $    1,712,947    $        --
                                                          ===========    ===========    ===========  ==============    ===========

</TABLE>

See accompanying notes to financial statements.
<PAGE>   7
                       AMDEL INC. EMPLOYEE INVESTMENT PLAN

                         NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 1997 AND 1996


(1)      GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a)      GENERAL

         The Amdel Inc. Employee Investment Plan (the Plan) operated for the
benefit of certain employees of American Petrofina Pipe Line Co. and certain
employees of Fina Oil and Chemical Company (FOCC), both of which are
wholly-owned subsidiaries of FINA, Inc. and are hereafter referred to as
"employing companies."

         The Plan was a defined contribution plan covering certain full-time
employees of the employing companies who have completed six months of service.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended (ERISA). The following description of the Plan reflects
all Plan amendments and is provided for general purposes only. Participants
should refer to the Plan document for more complete information.

         The Plan was administered by the Pension Committee appointed by and
acting on behalf of the Board of Directors of FOCC. Pursuant to the Plan's trust
agreement, an independent trustee (Trustee) maintained custody of the Plan's
assets. The Mellon Trust Company served as the independent trustee.

         In September 1996, FOCC terminated the Plan effective December 31,
1996. Each participant in the Plan as of the termination date became fully
vested, and were allowed to withdraw a portion or all of their account balance
or to rollover a portion or all of their account balance to the FINA Capital
Accumulation Plan. All net assets of the Plan were distributed in October 1997.

(b)      BASIS OF PRESENTATION

         The accompanying financial statements of the Plan have been prepared on
an accrual basis. Security transactions are recorded on a trade date basis. In
1996, in accordance with generally accepted accounting principles, the Plan
changed its basis of accounting used to determine the amount at which net assets
are stated from the ongoing bases to the liquidation basis with no material
change in value as a result of the termination of the plan discussed above.

(c)      EXPENSES RELATING TO INVESTMENT SECURITIES

         Expenses relating to the purchase or sale of investment securities are
added to the cost or deducted from the proceeds, respectively.

(d)      EXPENSES OF ADMINISTERING THE PLAN

         All external costs and expenses incurred in administering the Plan,
including the fees and expense of the Trustee, the fee of its counsel and other
administrative expenses, are the responsibility of the Plan's participants.

(e)      CONTRIBUTIONS

         Participants could elect to contribute up to 10% of their basic
compensation to the Plan. The employing company contributed an amount equal to
the lesser of the amount contributed by the participant or 5% of the
participant's basic compensation. Employing company contributions are reduced by
participants' forfeitures.
<PAGE>   8

                       AMDEL INC. EMPLOYEE INVESTMENT PLAN

                   NOTES TO FINANCIAL STATEMENTS - (Continued)



(f)      INVESTMENT PROGRAM AND VESTING

         The Trustee of the Plan by law retains responsibility for the
investments of the Plan. Consistent with the fiduciary standards of ERISA,
safeguards are adhered to in protecting the interests of Plan participants and
their beneficiaries.

         A participant could direct the proportions of his or her allotments,
employer contributions, and any earnings received by the Trustee for his or her
account into a money market fund, government securities fund, or the Class A
common stock of FINA, Inc. In the absence of direction, all amounts were held in
cash without interest.

         A description of such rights and provisions and an explanation of the
treatment of forfeitures and other matters are contained in the Plan document.

         Participation in each investment option at December 31, 1997 and 1996
is presented below. The sum of participation by investment option is greater
than the total number of Plan participants because participation is allowed in
more than one option.

         A summary of participants by investment options follows:

<TABLE>
<CAPTION>
                                                               1997        1996
                                                               ----        ----
<S>                                                           <C>         <C>
FINA, Inc. Class A common stock . . . . . . . . . . .            0           78
Government securities fund  . . . . . . . . . . . . .            0           27
Money market fund . . . . . . . . . . . . . . . . . .            0          213
</TABLE>

(g)      WITHDRAWALS

         A participant could withdraw securities and cash attributable to his or
her allotments at any time. Withdrawal of any part of the amounts attributable
to the employing companies' contributions, except on retirement under the Amdel
Inc. Noncontributory Retirement Plan, death or disability, is contingent upon
completion of five years of service. Any amounts not eligible for withdrawal due
to employee termination are forfeited and applied to reduce subsequent employing
companies' contributions. In certain circumstances, amounts forfeited may be
restored to terminated employees who are subsequently re-employed provided they
repay the amount previously withdrawn or distributed.

         Withdrawals in cash and in kind in the accompanying financial
statements represent the fair value of the assets at date of distribution.

(h)      FORM 5500 RECONCILIATION

         The withdrawals reported in the Plan's Form 5500 are different from the
corresponding amount reported in the accompanying financial statements by
$2,396,605 for the year ended December 31, 1997. This difference relates to the
classification of withdrawals currently payable to participants as of December
31, 1996.

(i)      USE OF ESTIMATES

         The preparation of financial statements in conformity with generally
accepted accounting principles requires the plan administrator to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of changes in net assets during the
reporting period. Actual results could differ from those estimates.


                                       3
<PAGE>   9

                       AMDEL INC. EMPLOYEE INVESTMENT PLAN

                   NOTES TO FINANCIAL STATEMENTS - (Continued)

(2)      FEDERAL INCOME TAXES

         The Plan has obtained from the Internal Revenue Service a determination
letter dated August 18, 1995 indicating that the Plan qualifies under the
provisions of Section 401(a) of the Internal Revenue Code and, accordingly, is
exempt from Federal income taxes under Section 501(a). The United States Federal
income tax status of the participants with respect to their contributions to the
Plan is described in information submitted to the participants and subject to
certain limitations.


                                       4
<PAGE>   10
                       AMDEL INC. EMPLOYEE INVESTMENT PLAN
               ITEM 27(d) --- SCHEDULE OF REPORTABLE TRANSACTIONS
                          YEAR ENDED DECEMBER 31, 1997
                                                                      SCHEDULE 2

<TABLE>
<CAPTION>
                                                                                                         Current Value
                                         Number                                                           of Asset on
                                           of       Purchase    Selling    Lease   Expenses    Cost of    Transaction     Net
    Description of Asset              Transactions   Price       Price     Rental  Incurred     Asset        Date        (Loss)
   ----------------------             ------------  --------  ----------  -------  --------  ----------  -------------  -------
<S>                                   <C>           <C>       <C>         <C>      <C>       <C>          <C>           <C>
PURCHASES:
   FINA, Inc. Class A common stock *        1       $ 24,346  $       --  $    --  $    --   $   24,346  $      24,346  $    --

   TBC Inc. Pooled Employee Daily
      Liquidity Fund *                     14       $711,144  $       --  $    --  $    --   $  711,144  $     711,144  $    --

SALES:
   FINA, Inc. Class A common stock *        1       $     --  $  145,922  $    --  $    --   $   99,414  $     145,922  $46,508

   TBC Inc. Pooled Employee Daily
      Liquidity Fund *                     12       $     --  $2,413,459  $    --  $    --   $2,413,459  $   2,413,459  $    --

</TABLE>


See accompanying independent auditors' report.

* Party-in-interest