<PAGE>




                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C.  20549

                                  FORM 10-K/A1

                        AMENDING ITEMS 10, 11, 12 and 13

(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                  1-4673
                      ----------------------------------------------------------


                          WILSHIRE OIL COMPANY OF TEXAS
--------------------------------------------------------------------------------
              (Exact name of registrant as specified in its charter)

DELAWARE                                                 84-0513668
--------                                                 ----------
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification Number)

921 BERGEN AVENUE
JERSEY CITY, NEW JERSEY                                   07306
---------------------------------------                   ----------
(Address of principal executive offices)                  (Zip code)

Registrant's telephone number, including area code:  (201) 420-2796
                                                      -------------
Securities registered pursuant to Section 12(b) of the Act:

                                                  NAME OF EACH EXCHANGE
  TITLE OF EACH CLASS                             ON WHICH REGISTERED
COMMON STOCK, $1 PAR VALUE                        NEW YORK STOCK EXCHANGE
--------------------------                        ------------------------

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 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.  /X/

The aggregate market value of the shares of the voting stock held by
non-affiliates of the Registrant was approximately $53,276,000 based upon the
closing sale price of the stock, which was $5.75 on March 15, 1997.

The number of shares of the Registrant's $1 par value common stock outstanding
as of March 15, 1997 was 9,265,415.

<PAGE>





ITEM 10.  DIRECTORS OF THE REGISTRANT

     The Company's Restated Certificate of Incorporation and By-Laws provide for
an eight member Board of Directors divided into three classes of directors
serving staggered three-year terms. The term of office of directors in Class II
expires at the 1997 Annual Meeting, Class III at the next succeeding Annual
Meeting and Class I at the following succeeding Annual Meeting.

     The information provided below with respect to director nominees and
present directors includes (1) name, (2) class, (3) principal occupation and
business experience during the past five years, (4) age and (5) the year in
which he or she became a director. This information has been furnished by the
directors.

                                       -2-
<PAGE>

<TABLE>
<CAPTION>


                                                                                     YEAR BECAME
                                                                                    DIRECTOR OF THE
NAME                                   CLASS    PRINCIPAL OCCUPATION AND AGE (A)       COMPANY
----                                   -----    --------------------------------    ---------------
<S>                                    <C>      <C>                                 <C>
Dr. Ira F. Braun..................      III     Director of Neuro Interventional         1981
                                                Radiology, Miami Vascular Institute;
                                                Clinical Professor of Radiology,
                                                University of Miami; prior thereto
                                                at Medical College of Virginia.
                                                Age 47.



Milton Donnenberg.................       II     Formerly President, Milton Donnenberg    1981
                                                Assoc., Realty Management, Carlstadt,
                                                N.J. Age 74.



Sam Halpern.......................        I     President, Atlantic Realty Corp.,        1983
                                                Builders and Developers, Woodbridge,
                                                N.J.  Age 76.



S. Wilzig Izak....................       II     Chairman of the Board since              1987
                                                September 20, 1990; Chief Executive
                                                Officer since May 1991; Executive
                                                Vice President (1987-1990); prior thereto,
                                                Senior Vice President.  Age 38.



Eric J. Schmertz, Esq.............        I     Of Counsel to the law firm of Rivkin,    1983
                                                Radler & Kremer since July 1, 1989.
                                                Edward F. Carlough Distinguished
                                                Professor and formerly Dean, Hofstra
                                                University School of Law, Hempstead,
                                                N.Y. Age 71.



Joseph K. Schwartz................       II     President, Joseph K. Schwartz, Inc.,     1981
                                                Realty and Insurance Brokers.  Director,
                                                Ellenville Credit Union.  Age 77.



Dr. William J. Schwartz...........        I     Chief of Opthamology, Good Samaritan     1983
                                                Hospital, Suffern, N.Y.  Age 52.



Ernest Wachtel....................      III     President, Ellmax Corp., Builders and    1970
                                                Realty Investors, Elizabeth, N.J.
                                                Age 72.
</TABLE>

________________
(a)  No nominee or director is a director of any other company with a class of
     securities registered pursuant to Section 12 of the Securities Exchange Act
     of 1934 or subject to the requirements of Section 15(d) of that Act or any
     company registered as an investment company under the Investment Company
     Act of 1940.



                                       -3-
<PAGE>

ITEM 11.  EXECUTIVE COMPENSATION

     The following table sets forth, for the years ended December 31, 1994, 
1995 and 1996, the cash compensation paid by the Company and its 
subsidiaries, as well as certain other compensation paid or accrued by such 
entities for those years, to or with respect to the Chief Executive Officer 
of the Company and the only other executive officer of the Company whose 
salary and bonus during 1996 exceeded $100,000 (the "Named Officers"), for 
services rendered in all capacities during such period.


                        SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                                                    LONG TERM
NAME AND CURRENT                      ANNUAL COMPENSATION          COMPENSATION         ALL OTHER
----------------                      -------------------         ---------------       ---------
PRINCIPAL POSITION      YEAR      SALARY   BONUS      OTHER(A)    OPTIONS GRANTED    COMPENSATION(B)
------------------      ----     -------  -------     --------    ---------------    ---------------
<S>                     <C>     <C>       <C>         <C>         <C>                <C>
S. Wilzig Izak          1996    $126,000      --         --            --            $        200
Chairman and CEO        1995     117,000  $14,000        --            --                     187 
                        1994     108,000   14,000        --            --                     180 


Steven A. Gelman        1996     100,000   10,000        --            --                     192
Vice President          1995      97,500    7,000        --            --                     175 
and Controller          1994      93,333    7,000        --            --                     226 

</TABLE>

________________________

     (A)  During the periods covered, the Named Officers did not receive
          perquisites (i.e., personal benefits such as country club memberships
          or use of automobiles).

     (B)  The $200 and $192 amounts for 1996 represent the dollar value of
          insurance premiums paid by the Company for term life insurance
          policies for Ms. Izak and Mr. Gelman, respectively.

STOCK OPTIONS


      In June 1995, the Company adopted two new stock-based compensation 
plans (1995 Stock Option and Incentive Plan and 1995 Non-Employee Director 
Stock Option Plan) under which up to 450,000 and 150,000 shares, of common 
stock respectively, are available for grant. Options may no longer be granted 
under stock option plans approved prior to 1995; however, certain options 
granted under such prior plans currently remain outstanding.

      No stock options were granted to the Named Officers during the year 
ended December 31, 1996 and none of the Named Officers exercised any stock 
options during 1996.  The following table provides data regarding the number 
of shares covered by both exercisable and non-exercisable stock options held 
by the Named Officers at December 31, 1996.  Also reported are
                                       -4-
<PAGE>


the values for "in-the- money" options, which represent the positive spread
between the exercise price of an existing option and $5.25, the closing sale
price of the Company's Common Stock on the New York Stock Exchange on December
31, 1996.



<TABLE>
<CAPTION>

                          FISCAL YEAR-END OPTION VALUES
                                                          Value of Unexercised
                           Number of Unexercised        In-the-Money Options at
                            Options at 12/31/96                12/31/96
NAME                     Exercisable/ Unexercisable    Exercisable/Unexercisable
------------             --------------------------    -------------------------
<S>                      <C>                           <C>
S. Wilzig Izak                  67,300/0                      $56,666/0

Steven A. Gelman                 5,304/0                            0/0


</TABLE>


COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

     The Company does not have a formal Compensation Committee.  However, the
entire Board of Directors performs the functions of such a Committee by
establishing compensation policies.  S. Wilzig Izak, the Company's Chief
Executive Officer, is a member of the Board of Directors.  She has abstained
from all votes pertaining to her own compensation. Siggi B. Wilzig, the 
Company's Senior Consultant and former Chairman and President of the Company, 
has participated in deliberations of the Board concerning executive officer 
compensation. Mr. Wilzig has no vote with respect to such matters.

     During the first quarter of 1997, the Company acquired a real estate 
property from The Trust Company of New Jersey ("TCNJ") at a price of
approximately $680,000.  The purchase price for this property was based upon,
among other things, an independent MAI appraisal. This transaction was 
financed by TCNJ.  At March 31, 1997, the Company had mortgage loans payable 
to TCNJ in the aggregate principal amount of $28.8 million at a weighted 
average effective interest rate of approximately 7.1% per annum.  At March 31,
1997, the Company also had term loans payable to TCNJ in the aggregate 
principal amount of $12.4 million secured by marketable securities; such loans
bear interest at the prime lending rate. Siggi B. Wilzig, whose shareholdings
of the Company are described under Item 12 herein, is an officer, director and
significant shareholder of TCNJ.

DIRECTOR COMPENSATION

     Each director, other than S. Wilzig Izak,  receives an annual fee of 
$10,000.  Members of the Executive Committee, other than S. Wilzig Izak, also 
receive a fee of $4,000 and members of the Audit Committee and Stock Option 
Committee also receive an annual fee of $2,000. Additionally, each 
director, other than S. Wilzig Izak, was granted in 1996 5,000 options to 
purchase shares of common stock pursuant to the 1995 Non-Employee 
Director Stock Option Plan approved by shareholders.


ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     Based on information available to the Company, the Company believes that
the following persons held beneficial ownership of more than five percent of the
outstanding Common Stock as of March 31, 1997:



     Name and Address               Amount and Nature of
   of Beneficial Owner              Beneficial Ownership       Percent of Class
---------------------------------   ----------------------    ------------------

Siggi B. Wilzig                        1,125,771(1)                 11.9%
  921 Bergen Avenue
  Jersey City, New Jersey  07306



Dimensional Fund Advisors, Inc.          667,203(2)                  7.2%
   1299 Ocean Avenue, Suite 650
   Santa Monica, CA  90401
____________________

(1)  Includes 234,695 shares of Common Stock that could be obtained by Mr.
     Wilzig on the exercise of stock options exercisable within 60 days of 
     March 31, 1997. Mr. Wilzig, former Chairman and President of the Company,
     serves as the Senior Consultant to the Company at a remuneration of $90,000
     per year. His duties include financial and personnel matters, purchases and
     sales and other transactions with respect to the Company's assets.

                                       -5-

<PAGE>

(2)  Pursuant to a filing with the Securities and Exchange Commission which
     reported beneficial ownership as of December 31, 1996, Dimensional
     Fund Advisors, Inc. ("Dimensional"), a registered investment advisor, 
     disclosed that it is deemed to have beneficial ownership of 667,203 
     shares of Common Stock, all of which shares are held in portfolios of
     DFA Investment Dimensions Group Inc., a registered open-end investment
     company, or in series of the DFA Investment Trust Company, a Delaware 
     business trust, or the DFA Group Trust and DFA Participation Group Trust,
     investment vehicles for qualified employee benefit plans, all of which
     Dimensional Fund Advisors Inc. serves as investment manager. Dimensional
     disclaims beneficial ownership of all such shares.

     The following table presents information with respect to the shares of the
Company's Common Stock beneficially owned as of March 31, 1997 by (i) each of
the Company's directors and (ii) each Named Officer who is not a director:



                                 Common Stock      Beneficially Owned
     Name                           Shares         Percentage of Class(a)
     --------------------        ------------   --------------------------
     Dr. Ira F. Braun (e)           12,867                 0.14%

     Milton Donnenberg (e)          12,806                 0.14

     Sam Halpern (e)                43,649                 0.47

     Eric J. Schmertz, Esq. (e)     13,542                 0.15

     Joseph K. Schwartz(e)          16,598                 0.18

     Dr. William J. Schwartz (e)   133,806((b))            1.44

     Ernest Wachtel (e)             86,623                 0.93

     S. Wilzig Izak                110,794((c))            1.19

     Steven Gelman                   5,304((d))            0.06

____________________________
(a)  The shares of the Company's Common Stock reflected in this table are owned
     directly and beneficially, and the holders have sole voting and investment
     power, except as otherwise noted.
(b)  Includes 26,032 shares of stock owned by a profit sharing plan, 27,052
     shares owned by Dr. Schwartz' wife and 2,866 shares owned by or on behalf
     of Dr. Schwartz' children.

(c)  Includes 67,300 shares of stock that could be obtained by S. Wilzig Izak
     on the exercise of options exercisable within 60 days of March 31, 1997.
(d)  Represents 5,304 shares of stock that could be obtained by Steven A. Gelman
     on the exercise of options exercisable within 60 days of March 31, 1997.

(e)  Includes 1,000 shares of stock that could be obtained by each of the
     Outside Directors on the exercise of options exercisable within 60 days of
     March 31, 1997.


          At March 31, 1997, all directors and executive officers as a group
(ten persons) beneficially owned equity securities as follows including an
aggregate of 88,781 shares that could be obtained on the exercise of options
exercisable within 60 days of March 31, 1997:



     Title of Class        Amount Beneficially Owned       Percent of Class
     ------------------    -------------------------       ----------------
     Common Stock                445,166                       4.76%
      ($1.00 par value)


                                       -6-

<PAGE>


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     See Item 11 -- "Compensation Committee Interlocks and Insider
Participation.''



                                       -7-
<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this amendment to its
report to be signed on its behalf by the undersigned thereunto duly authorized.


                                  WILSHIRE OIL COMPANY OF TEXAS
                                  -----------------------------
                                         (Registrant)

                    DIRECTORS:

                                   By:/s/ S. Wilzig Izak
                                      ---------------------------------
                                       S. Wilzig Izak, Director


                                   By:/s/ William Schwartz, M.D.
                                      ---------------------------------
                                       William Schwartz, M.D., Director


                                   By:/s/ Joseph K. Schwartz
                                      ---------------------------------
                                       Joseph K. Schwartz, Director


                                   By:/s/ Milton Donnenberg
                                      ---------------------------------
                                       Milton Donnenberg, Director


                                   By:/s/ Ernest Wachtel
                                      ---------------------------------
                                       Ernest Wachtel, Director

                    OFFICERS:

                                   By:/s/ S. Wilzig Izak
                                      ---------------------------------
                                         S. Wilzig Izak
                                   Chairman of the Board and Chief
                                     Executive Officer
                                   (Duly Authorized Officer and
                                     Chief Financial Officer)

Date:   April 29, 1997

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