10-Q 1 september2001q.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- FORM 10-Q (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 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 (I.R.S. Employer of incorporation or Identification No.) organization) CALEDONIAN HOUSE, JENNETT STREET, P.O. BOX 1043, GEORGE TOWN, GRAND CAYMAN, CAYMAN ISLANDS (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (345) 949-0050 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Number of Shares Title of Each Class Outstanding at October 31, 2001 Ordinary Shares, par value $0.01 per share 64,235,253 ------------------------------- TRITON ENERGY LIMITED AND SUBSIDIARIES INDEX

PART I. FINANCIAL INFORMATION PAGE NO. -------- Item 1. Financial Statements Condensed Consolidated Statements of Operations - ~~Three~~August 14, 2001 to September 30, 2001, July 1, 2001 to August 13, 2001 and ~~Six~~three months ended ~~June~~September 30, 2000 2 Condensed Consolidated Statements of Operations - August 14, 2001 to September 30, 2001, January 1, 2001 to August 13, 2001, and nine months ended September 30, 2000 23 Condensed Consolidated Balance Sheets - ~~June~~September 30, 2001 and December 31, 2000 34 Condensed Consolidated Statements of Cash Flows - ~~Six~~August ~~months~~14, ~~ended~~2001 ~~June~~to September 30, 2001, January 1, 2001 to August 13, 2001, and nine months ended September 30, 2000 45 Condensed Consolidated Statement of Shareholders' Equity - ~~Six~~Nine months ended ~~June~~September 30, 2001 56 Notes to Condensed Consolidated Financial Statements 67 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 1513 Item 3. Quantitative and Qualitative Disclosures about Market Risk 2921 PART II. OTHER INFORMATION Item ~~4. Submission of Matters for Vote of Security Holders 30 Item~~ 6. Exhibits and Reports on Form 8-K 3122

PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS TRITON ENERGY LIMITED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)

~~THREE~~POST- ~~MONTHS~~ACQUISITION ~~ENDED~~PRE-ACQUISITION ~~SIX MONTHS ENDED JUNE 30, JUNE 30,~~ ----------------- -- ------------------------------- THREE MONTHS AUGUST 14, 2001 ~~2000~~- JULY 1, 2001 - ENDED SEPT. 30, 2001 AUGUST 13, 2001 SEPT. 30, 2000 -------- --------- --------------- ---------------- Oil and gas sales $~~123~~ 58,~~745~~055 $ 6955,~~790~~556 $~~267,628~~ ~~$144~~94,~~124~~559 Costs and expenses: Operating 2523,~~066~~589 1412,~~137~~551 5814,~~768~~213 29Exploration 6,~~882~~644 --- --- General and administrative 52,~~736~~179 536,~~774~~777 124,~~119~~872 ~~10,349~~ Depreciation, depletion and amortization 2618,~~440~~814 1213,~~303~~450 5913,~~421~~693 26Writedown of assets --- --- 18,~~275~~727 -------- --------- --------------- ---------------- 5751,~~242~~226 3262,~~214~~778 ~~130~~51,~~308~~505 ~~66,506~~ -------- --------- --------------- ---------------- Operating income ~~66,503~~(loss) 376,~~576~~829 ~~137~~(7,~~320~~222) 7743,~~618~~054 Interest income ~~721~~704 ~~2,014~~193 21,~~232~~378 ~~4,791~~ Interest expense, net (~~6,970~~211) (43,~~087~~876) (142,~~426~~048) ~~(8,837)~~ Other income (expense), net 1,~~676~~539 ~~522~~ (~~394~~2,158) ~~(520)~~1,442 -------- --------- --------- ------~~---~~ ~~(4,573) (1,551) (12,588) (4,566)~~ -------- -------- 2,032 (5,841) 772 --------- --------- ~~Earnings before income taxes and cumulative effect of accounting change 61,930 36,025 124,732 73,052 Income tax expense 23,077 13,319 48,840 23,979~~ -------- -------- --------- --------- Earnings (loss) before ~~cumulative~~income ~~effect~~taxes ~~of accounting change 38~~8,~~853~~861 22(13,~~706~~063) 7543,~~892~~826 ~~49,073~~Income ~~Cumulative~~tax ~~effect~~expense of2,671 ~~accounting~~29,744 ~~change~~21,898 --- --- ~~1,212 (1,345)~~ -------- --- ----- ---------- ---------------- Net earnings ~~38,853~~(loss) 226,~~706~~190 77(42,~~104~~807) 4721,~~728~~928 Accumulated dividends on preference shares 7--- 3,~~252~~429 7,~~339~~336 ~~14,505 14,680~~ -------- --------- --------------- ---------------- Earnings (loss) applicable to ordinary shares $ 316,~~601~~190 $ 15(46,~~367~~236) $ 6214,~~599~~592 ~~$ 33,048~~ ======== ========= =============== ================ Average ordinary shares outstanding 3764,~~474~~235 ~~36,225~~ 37,~~462~~975 36,~~060~~807 ======== ========= =============== ================ Basic earnings (loss) per ordinary share: ~~Earnings before cumulative effect of accounting change~~ $ 0.8410 $ ~~0.42 $~~ (1.~~64 $ 0.95 Cumulative effect of accounting change --- --- 0.03 (0.04~~22) ~~-------- -------- --------- --------- Net earnings~~ $ 0.8440 ~~$ 0.42 $ 1.67 $ 0.91~~ ======== ========= =============== ================ Average diluted shares outstanding 5964,~~443~~235 5937,~~275~~975 5960,~~378~~023 ~~59,084~~ ======== ========= =============== ================ Diluted earnings (loss) per ordinary share: ~~Earnings before cumulative effect of accounting change~~ $ 0.6510 $ ~~0.38 $~~ (1.~~28 $ 0.83 Cumulative effect of accounting change --- --- 0.02 (0.02~~22) ~~-------- -------- --------- --------- Diluted earnings~~ $ 0.6536 ~~$ 0.38 $ 1.30 $ 0.81~~ ======== ========= =============== ================

See accompanying Notes to Condensed Consolidated Financial Statements. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS TRITON ENERGY LIMITED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)

~~JUNE~~POST- ACQUISITION PRE-ACQUISITION ----------------- ------------------------------------ NINE MONTHS AUGUST 14, 2001 - JANUARY 1, 2001 - ENDED SEPT. 30, ~~DECEMBER~~2001 31AUGUST 13, 2001 SEPT. 30, 2000 ----------------- ----------------- ~~Current~~----------------- ~~assets:~~Oil ~~Cash~~ and ~~equivalents~~gas sales $ 6358,~~139~~055 $ ~~136~~323,~~361~~184 ~~Trade~~$ ~~receivables~~238,683 33Costs and expenses: Operating 23,~~867~~589 2573,~~616~~018 ~~Other~~45,445 ~~receivables~~Exploration 76,~~996~~644 ~~11,032~~--- ~~Advances~~--- ~~for~~General ~~equipment~~and 78administrative 2,~~799~~179 1647,~~791~~197 ~~Inventories~~13,871 ~~prepaid~~Depreciation, ~~expenses~~depletion and ~~other~~amortization 2718,~~043~~814 72,871 39,968 Writedown of assets --- --- 18,~~811~~727 ----------------- ----------------- ~~Total~~----------------- ~~current~~51,226 ~~assets~~193,086 ~~210~~118,~~844~~011 ~~208~~----------------- ----------------- ----------------- Operating income 6,~~611~~829 ~~Property~~130,098 ~~and~~120,672 ~~equipment~~Interest income 704 2,425 at6,169 ~~cost~~Interest expense, ~~less~~net ~~accumulated~~(211) ~~depreciation~~(18,302) (10,885) Other income (expense), net 1,539 (2,552) 922 ----------------- ----------------- ----------------- 2,032 (18,429) (3,794) ----------------- ----------------- ----------------- Earnings before income taxes and ~~depletion~~cumulative effect of ~~$601~~accounting change 8,~~037~~861 ~~for~~111,669 ~~2001~~116,878 ~~and~~Income ~~$542~~tax expense 2,~~776~~671 ~~for~~78,584 ~~2000~~45,877 ~~753~~----------------- ----------------- ----------------- Earnings before cumulative effect of accounting change 6,~~686~~190 ~~687~~33,~~511~~085 ~~Investment~~71,001 inCumulative ~~affiliates~~effect ~~195~~of accounting change --- 1,~~024~~212 (1,345) ----------------- ----------------- ----------------- Net earnings 6,190 34,~~430~~297 ~~Deferred~~69,656 ~~income~~Accumulated ~~taxes~~dividends ~~and~~on ~~other~~preference ~~assets~~shares ~~107~~--- 17,~~062~~934 ~~107~~22,~~728~~016 ----------------- ----------------- ----------------- Earnings applicable to ordinary shares $1 6,~~266~~190 $ 16,~~616~~363 $1 47,~~194~~640 ================= ================= ================= Average ordinary shares outstanding 64,~~280~~235 37,537 36,311 ================= ================= ~~LIABILITIES~~================= ~~AND~~Basic ~~SHAREHOLDERS'~~earnings ~~EQUITY~~per ~~Current~~ordinary ~~liabilities~~share: ~~Current~~Earnings ~~maturities~~before cumulative effect of ~~long-term~~accounting ~~debt~~change $ ~~133~~0.10 $ ~~4,648~~0.40 ~~Accounts~~$ ~~payable~~1.35 ~~and~~Cumulative ~~accrued~~effect ~~liabilities~~of ~~140,827~~accounting ~~140,700~~change --- 0.03 (0.04) ----------------- ----------------- ~~Total~~----------------- ~~current~~Net ~~liabilities~~earnings ~~140,960~~$ ~~145,348~~0.10 ~~Long-term~~$ ~~debt,~~0.43 ~~excluding~~$ ~~current~~1.31 ~~maturities~~================= ~~500,019~~================= ~~500,048~~================= ~~Deferred~~Average ~~income~~diluted ~~taxes~~shares ~~30,081~~outstanding 1764,~~108~~235 ~~Other liabilities 7~~38,~~277~~875 659,~~760~~291 ~~Shareholders'~~================= ~~equity:~~================= 8%================= ~~preference~~Diluted ~~shares,~~earnings ~~stated~~per ~~value~~ordinary ~~$70.00~~share: ~~362,619~~Earnings ~~362,672~~before ~~Ordinary~~cumulative ~~shares,~~effect ~~par~~of ~~value~~accounting change $ 0.0110 ~~375~~$ ~~374~~0.39 ~~Additional~~$ ~~paid-in~~1.19 ~~capital~~Cumulative ~~521,004~~effect ~~534,480~~of ~~Accumulated~~accounting ~~deficit~~change ~~(293,051) (370,155) Accumulated other non~~-~~owner~~-- ~~changes~~0.03 ~~in shareholders' equity~~ (~~2,668~~0.02) ~~(2,355)~~ ----------- ------ ----- ~~Total shareholders' equity 588,279 525,016 Commitments and contingencies (note 8)~~ --- --- ------ ----- ------------ Diluted earnings $~~1,266,616~~ 0.10 $ 0.42 $ 1~~,194,280~~.17 ================= ================= =================

See accompanying Notes to Condensed Consolidated Financial Statements. TRITON ENERGY LIMITED AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE DATA) (UNAUDITED)

~~2001~~ACQUISITION ~~2000~~HISTORICAL BASIS BASIS -------------- -------------- ~~Cash~~ASSETS ~~flows~~SEPTEMBER ~~from operating activities: Net earnings $ 77~~30,~~104~~ $DECEMBER 4731,~~728~~ ~~Adjustments~~2001 to2000 ~~reconcile~~-------------- ~~net~~-------------- ~~earnings~~Current toassets: ~~net~~Cash ~~cash~~and ~~provided~~equivalents by$ ~~operating~~15,294 ~~activities:~~$ ~~Depreciation~~136,361 ~~depletion~~Trade ~~and~~receivables ~~amortization 59~~51,~~421~~918 2625,~~275~~616 ~~Amortization~~Other ofreceivables ~~deferred~~5,915 ~~income --- (8~~11,~~814)~~032 ~~Cumulative~~Due ~~effect~~from ofAmerada ~~accounting~~Hess ~~change~~Corporation (170,~~212)~~083 1--- Inventories,~~345~~ ~~Deferred~~prepaid ~~income~~expenses ~~taxes~~ and other 1222,~~594~~310 618,~~468~~811 ~~Changes in working capital pertaining to operating activities (67,956) (6,813)~~ -------------- -------------- ~~Net~~Total ~~cash~~current ~~provided~~assets by165,520 ~~operating~~191,820 ~~activities~~Property 79and equipment,~~951~~ 66at cost,~~189~~ ~~----------~~less ~~----------~~accumulated ~~Cash~~depreciation ~~flows~~and ~~from~~depletion ~~investing~~of ~~activities:~~$18,814 ~~Capital~~for ~~expenditures~~2001 and ~~investments~~$542,776 ~~(134~~for 2000 2,~~087)~~653,239 ~~(74~~704,~~398)~~302 ~~Purchase~~Investment ofin ~~affiliate~~affiliates 446,579 190,430 Goodwill 977,776 --- ~~(88,800)~~Deferred ~~Other~~income ~~(234)~~taxes ~~128~~and other assets 6,352 107,728 -------------- -------------- ~~Net~~$ ~~cash~~4,249,466 ~~used~~$ by1,194,280 ~~investing~~============== ~~activities~~============== ~~(134~~LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current maturities of long-term debt $ 95 $ 4,~~321)~~648 ~~(163~~Accounts payable and accrued liabilities 175,~~070)~~440 140,700 -------------- -------------- ~~Cash~~Total ~~flows~~current ~~from~~liabilities ~~financing~~175,535 ~~activities:~~145,348 ~~Payments on long~~Long-term debt, (4excluding current maturities 553,~~584)~~617 (4500,~~529)~~048 ~~Issuances~~Deferred ofincome ~~ordinary~~taxes ~~shares~~593,320 ~~under~~17,108 ~~stock~~Other ~~compensation~~liabilities ~~plans~~--- ~~904 10~~6,~~935~~760 ~~Dividends~~Shareholders' ~~paid~~equity: on8% preference shares, ~~(14~~stated value $70.00 --- 362,~~507)~~672 ~~(14~~Ordinary shares,~~682)~~ ~~Other~~par value $0.01 642 374 Additional paid-in capital 2,919,943 534,480 Retained earnings (~~456~~deficit) 6,190 (1370,~~735~~155) ~~----------~~Accumulated other non-~~---------~~owner ~~Net~~changes ~~cash~~in ~~used~~shareholders' byequity ~~financing~~219 ~~activities~~ (182,~~643~~355) ~~(10,011)~~ -------------- -------------- ~~Effect~~Total ofshareholders' ~~exchange~~equity ~~rate~~2,926,994 ~~changes~~525,016 onCommitments ~~cash~~ and ~~equivalents~~contingencies (~~209)~~note ~~(180~~5) --- --- ---- ---------- ~~Net decrease in cash and equivalents (73,222) (107,072) Cash and equivalents at beginning of period 136,361 186,323~~ ---------- ----~~------~~ ~~Cash and equivalents at end of period~~ $ 634,~~139~~249,466 $ 791,~~251~~194,280 ============== ==============

See accompanying Notes to Condensed Consolidated Financial Statements. TRITON ENERGY LIMITED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)

~~OWNER~~POST- ~~SOURCES~~ACQUISITION OFPRE-ACQUISITION ~~SHAREHOLDERS'~~----------------- ~~EQUITY:~~----------------------------------- 8%NINE ~~PREFERENCE~~MONTHS ~~SHARES:~~AUGUST ~~Balance~~14, at2001 ~~December~~- 31JANUARY 1, ~~2000~~2001 $- ~~362~~ENDED SEPT. 30,~~672~~ ~~Conversion~~2001 ofAUGUST 8%13, ~~preference~~2001 ~~shares~~SEPT. ~~(53)~~30, 2000 ----------------- ~~Balance~~----------------- ~~at June 30, 2001 362,619~~ ---------------- ~~ORDINARY~~Cash ~~SHARES~~flows from operating activities: ~~Balance~~Net atearnings ~~December~~$ 316,190 ~~2000~~$ ~~374~~34,297 ~~Issuance~~$ of69,656 ~~shares~~Adjustments 1to reconcile net earnings to net cash provided by operating activities: Depreciation, depletion and amortization 18,814 72,871 39,968 Exploration dryhole cost 5,547 --- ---~~----~~ ~~Balance~~Amortization atof ~~June~~deferred ~~30,~~income ~~2001 375~~ --- --- (8,814) Writedown of assets --- --- ~~ADDITIONAL~~18,727 ~~PAID-IN~~Cumulative ~~CAPITAL:~~effect ~~Balance~~of ataccounting ~~December~~change 31--- (1,212) ~~2000 534~~1,~~480~~345 ~~Issuances~~Deferred ~~under~~income ~~stock~~taxes ~~compensation~~and ~~plans~~other ~~903~~(2,107) ~~Conversion~~33,926 of11,042 ~~preference~~Changes ~~shares~~in 53working ~~Cash~~capital ~~dividends~~pertaining to operating activities (1470,~~505~~634) ~~Other~~59,979 ~~net~~14,360 73----------------- ----------------- ~~Balance at June 30, 2001 521,004~~ ---------------- ~~TOTAL~~Net ~~OWNER~~cash ~~SOURCES~~provided OF(used) ~~SHAREHOLDERS'~~by ~~EQUITY~~operating ~~883~~activities (42,~~998~~190) 199,861 146,284 ----------------- ~~NON~~-~~OWNER~~---------------- ~~SOURCES~~---------------- OFCash ~~SHAREHOLDERS'~~flows ~~EQUITY:~~from ~~ACCUMULATED~~investing ~~DEFICIT~~activities: ~~Balance~~Capital atexpenditures ~~December~~and 31investments (72,873) ~~2000~~(245,858) (~~370~~148,~~155~~878) ~~Net~~Purchase ~~earnings~~of 77affiliate --- --- (88,~~104~~656) ~~$77~~Other 226 (134) (2,~~104~~395) ----------------- ~~Balance~~----------------- at---------------- ~~June~~Net 30cash used by investing activities (72,647) ~~2001~~(245,992) (~~293~~239,~~051~~929) ----------------- ~~ACCUMULATED~~----------------- ~~OTHER NON~~-~~OWNER~~--------------- ~~CHANGES~~Cash INflows ~~SHAREHOLDERS'~~from ~~EQUITY~~financing activities: ~~Balance~~Payments aton ~~December~~long-term ~~31,~~debt ~~2000~~--- (24,~~355~~597) ~~Cumulative~~(9,072) ~~effect~~Issuances of ~~accounting~~ordinary ~~change~~shares 2under stock compensation plans 120,~~934~~906 226,~~934~~938 ~~Changes~~23,716 inDividends ~~fair~~paid ~~value~~on ofpreference ~~contracts~~shares --- (332,~~207~~442) (314,~~207~~841) ~~Reclassification~~Loan ~~adjustments~~ to ~~earnings~~Amerada ~~for~~Hess ~~settled~~Corporation ~~contracts~~(70,083) --- --- Other (401) (40456) (1,735) ----------------- ----------------- ~~Comprehensive~~---------------- ~~income~~Net ~~$76,791~~cash ~~========~~provided ~~Balance~~(used) atby ~~June~~financing 30activities 50,822 ~~2001~~(10,557) (21,~~668~~932) ----------------- ~~TOTAL~~----------------- ~~NON~~-~~OWNER~~--------------- ~~SOURCES~~Effect OFof ~~SHAREHOLDERS'~~exchange ~~EQUITY~~rate changes on cash and equivalents 21 (~~295~~385) (302) ----------------- ----------------- ---------------- Net decrease in cash and equivalents (63,~~719~~994) (57,073) (95,879) Cash and equivalents at beginning of period 79,288 136,361 186,323 ----------------- ~~TOTAL~~----------------- ~~SHAREHOLDERS'~~---------------- ~~EQUITY~~Cash ATand ~~JUNE~~equivalents 30at end of period $ 15,294 ~~2001~~$ 79,288 $ ~~588~~90,~~279~~444 ================= ================= ================

See accompanying Notes to Condensed Consolidated Financial Statements. TRITON ENERGY LIMITED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY NINE MONTHS ENDED SEPTEMBER 30, 2001 (IN THOUSANDS) (UNAUDITED)

~~THREE~~OWNER ~~MONTHS~~SOURCES ~~SIX~~OF ~~MONTHS~~SHAREHOLDERS' ~~ENDED~~EQUITY: ~~ENDED~~8% ~~JUNE~~PREFERENCE 30SHARES: Balance at December 31, ~~2001~~2000 ~~JUNE~~$ 362,672 Conversion of 8% preference shares (362,672) ----------- Balance at September 30, 2001 --- ----------- ORDINARY SHARES: Balance at December 31, 2000 374 Issuance of shares 268 ----------- Balance at September 30, 2001 642 ----------- ~~Change~~ADDITIONAL inPAID-IN ~~fair~~CAPITAL: ~~value~~Balance ofat ~~derivatives~~December ~~not~~31, ~~designated~~2000 as534,480 ~~hedges~~Purchase $accounting adjustment 1,~~380~~893,176 $Conversion 99of ~~Time~~preference ~~value~~shares ~~portion~~362,465 ofIssuances ~~cash~~under ~~flow~~stock ~~hedges~~compensation ~~519~~plans 147,785 Dividends on 8% preference shares (~~633~~18,033) ~~Ineffective~~Other, ~~portion~~net of70 ~~cash~~----------- ~~flow~~Balance ~~hedges~~at ~~207~~September ~~284~~30, 2001 2,919,943 ----------- TOTAL OWNER SOURCES OF SHAREHOLDERS' EQUITY 2,920,585 ----------- NON-OWNER SOURCES OF SHAREHOLDERS' EQUITY: RETAINED EARNINGS (DEFICIT): Balance at December 31, 2000 (370,155) Purchase accounting adjustment 335,858 Net earnings from January 1, 2001 through August 13, 2001 34,297 Net earnings from August 14, 2001 through September 30, 2001 6,190 ----------- Balance at September 30, 2001 6,190 ----------- $ACCUMULATED OTHER NON-OWNER CHANGES IN SHAREHOLDERS' EQUITY: Balance at December 31, 2000 (2,~~106~~355) $Cumulative effect of accounting change 2,934 Changes in fair value of contracts (~~250~~2,068) ~~=============~~Purchase accounting adjustment 1,748 Reclassification adjustments to earnings for settled contracts (40) ----------- Balance at September 30, 2001 219 ----------- TOTAL NON-OWNER SOURCES OF SHAREHOLDERS' EQUITY 6,409 ----------- TOTAL SHAREHOLDERS' EQUITY AT SEPTEMBER 30, 2001 $2,926,994 =============

See accompanying Notes to Condensed Consolidated Financial Statements. TRITON ENERGY LIMITED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (AMOUNTS IN TABLES IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED) 1. GENERAL Triton Energy Limited is an international oil and gas exploration and production company. Our principal properties, operations, and oil and gas reserves are located in Colombia, offshore Equatorial Guinea and offshore Malaysia-Thailand. We explore for oil and gas in these areas, as well as in southern Europe, Africa and the Middle East. Unless this report indicates otherwise or the context otherwise requires, the terms "we," "our," "us," "Triton" and the "Company" as used in this report refer to Triton Energy Limited and its subsidiaries and other affiliates through which Triton conducts its business. All sales prior to January 2001 were derived from oil and gas production in Colombia. Beginning in January 2001, sales are derived from oil and gas production in Colombia and oil production in Equatorial Guinea. AMERADA HESS CORPORATION ACQUISITION On August 14, 2001, the Amerada Hess Corporation acquired 97.3% of Triton's outstanding shares, including ordinary shares issued on conversion of 8% preference shares of Triton owned by Hicks, Muse, Tate & Furst Incorporated, at a price of $45 per share. The total purchase price was approximately $2.7 billion (net of cash acquired). Amerada Hess intends to effect a compulsory acquisition of the remaining Ordinary Shares that it does not own as soon as permitted by the laws of the Cayman Islands. The acquisition of Triton has been accounted for as a purchase using the accounting standards established in Statement of Financial Accounting Standards Nos. 141, "Business Combinations," and 142, "Goodwill and Other Intangible Assets." FAS 141 requires the use of the purchase method of accounting for business combinations. FAS 142 requires that goodwill not be amortized. Goodwill, however, must be reviewed for impairment at least annually. Minor adjustments to the purchase price allocation, including estimated assumed liabilities, may still be required. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared using the full cost method of accounting until the acquisition of Triton. For the period subsequent to the acquisition, Triton adopted the successful efforts method of accounting, which is the method used by Amerada Hess Corporation, and applied "push-down" accounting to reflect the cost of the acquisition in the unaudited condensed consolidated financial statements. As a result, the unaudited consolidated results of operations for the 44-day and 225-day periods ended August 13, 2001, and the three and nine months ended September 30, 2000, are based on the full cost method. The unaudited consolidated results of operations for the period from August 14, 2001 through September 30, 2001 are based on the successful efforts method. Consequently, the pre-acquisition financial statements are not comparible to the post-acquisition financial statements. The unaudited consolidated balance sheet at September 30, 2001, reflects all assets acquired and liabilities assumed as of the acquisition date at fair market value. The excess of purchase price over fair value of net assets acquired is reported as goodwill. The unaudited consolidated balance sheet at December 31, 2000 is presented using Triton's historical cost basis. In the opinion of management, the unaudited condensed consolidated financial statements contain all adjustments of a normal recurring nature to present fairly our financial position, results of operations, cash flows and shareholders' equity on the basis of presentation described above. Certain other previously reported financial information has been reclassified to conform to the post-acquisition presentation. OIL AND GAS EXPLORATION AND PRODUCTION ACTIVITIES For the period subsequent to the acquisition, oil and gas exploration and production activities are accounted for using the successful efforts method. Costs of acquiring undeveloped oil and gas leasehold acreage, including lease bonuses, brokers' fees and other related costs, are capitalized. Annual lease rentals and exploration expenses, including geological and geophysical expenses and exploratory dry hole costs, are charged against income as incurred. Costs of drilling and equipping productive wells, including development dry holes, and related production facilities are capitalized. We do not carry the capitalized costs of exploratory wells as assets for more than one year, unless oil and gas reserves are found and classified as proved, or additional exploration is underway or planned. If exploratory wells do not meet these conditions, the costs are charged to expense. RECENT ACCOUNTING PRONOUNCEMENT The Financial Accounting Standards Board recently issued FAS No. 143, Accounting for Asset Retirement Obligations. This statement significantly changes the method of accruing for costs associated with the retirement of fixed assets, such as certain oil and gas production facilities, for which a legal retirement obligation exists. This standard becomes effective in 2003. We have not yet determined what the future effects of adopting this new accounting standard will be on Triton's income and financial position. 2. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES We adopted Statement of Financial Accounting Standards No. 133 ("SFAS 133"), "Accounting for Derivative Instruments and Hedging Activities" on January 1, 2001. In accordance with the transition provisions of SFAS 133, we recorded a net-of-tax cumulative effect gain of $1.2 million to earnings to recognize the ineffective portion of changes in fair value of hedging positions and the time value component of option contracts. We also recorded a net-of-tax cumulative effect gain of $2.9 million to comprehensive income to recognize the fair value of the effective portion of all derivative instruments designated as cash flow hedges. Our oil sales are normally priced with reference to a defined benchmark, such as West Texas Intermediate spot ("WTI") and Dated Brent. The price we actually receive will vary from the benchmark depending on quality and location differentials. As a matter of policy, from time to time we use financial market transactions, including swaps, collars and options, or combinations of these, with creditworthy counterparties to reduce risk associated with the pricing of our oil sales. We may designate certain derivative transactions as cash flow hedges based on the assessment of the expected effectiveness (as defined by SFAS 133) of the derivative transaction. For financial and commodity market transactions in which we hedge the variability of our cash flows associated with our forecasted crude oil sales, the effective portion of changes in the fair value of the derivative instrument will be reported in comprehensive income in the period changes in fair value occur. These gains and losses will be recognized in earnings in the periods in which the related hedged sale of crude oil occurs. All changes in the value of derivative instruments not designated as hedges, the ineffective portion of changes in fair value of hedging transactions and the time value component of option contracts designated as hedges, will be recognized in earnings in the period changes in fair value occur. There is no tax effect related to our derivative activities. At September 30, 2001, we had an unrealized gain of $.2 million in accumulated other nonowner changes in shareholders' equity related to cash flow hedges that will expire during the next six months as monthly settlements occur. At September 30, 2001, we recorded an asset of $5.1 million and a liability of $.1 million for the fair value of our derivative instruments. 3. SEGMENT INFORMATION Our operations are primarily related to crude oil and natural gas exploration and production. Our principal properties, operations and oil and gas reserves are located in Colombia, offshore Equatorial Guinea and offshore Malaysia-Thailand. Financial information about our operations is presented below:

EQUATORIAL ~~CORPORATE~~ COLOMBIA GUINEA ~~AND OTHER~~ TOTAL -------- ---------- --------- ~~--------~~ THREE MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2001: Oil and gas sales $ 6870,~~470~~444 $ 5543,~~275~~167 $ ~~--- $ 123~~113,~~745~~611 ~~Operating income (loss) 43,578 27,724 (4,799) 66,503~~ THREE MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2000: Oil and gas sales $ 6994,~~790~~559 $ --- $ ~~--- $ 69~~94,~~790~~559 ~~Operating~~NINE ~~income (loss) 43,134 (481) (5,077) 37,576 SIX~~ MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2001: Oil and gas sales $~~149~~ 220,~~915~~359 $ ~~117~~160,~~713~~880 $ ~~--- $267~~381,~~628~~239 ~~Operating~~NINE ~~income (loss) 92,985 54,291 (9,956) 137,320 SIX~~ MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2000: Oil and gas sales $~~144~~ 238,~~124~~683 $ --- $ ~~--- $144~~238,~~124 Operating income (loss) 87,290 (886) (8,786) 77,618~~683

4. COMPREHENSIVE INCOME Comprehensive income, which includes net income and the effects of cash flow hedges recorded directly in shareholders' equity, was $34.9 million for the pre-acquisition period ended August 13, 2001 (225 days) and $6.4 million for the post-acquisition period ended September 30, 2001 (48 days). 5. COMMITMENTS AND CONTINGENCIES Our revised capital spending program for the year ending December 31, 2001, is approximately $385 million, excluding capitalized interest and acquisitions, of which approximately $318 million relates to exploration and development activities in Equatorial Guinea, $39 million relates to exploration and development activities in Colombia and $28 million relates to our exploration activities in other parts of the world. During the normal course of business, we are subject to the terms of various operating agreements and capital commitments associated with the exploration and development of our oil and gas properties. Management believes that such commitments, including the capital requirements in Colombia, Equatorial Guinea and other parts of the world as discussed previously, will be met without any material adverse effect on our operations or consolidated financial condition. See Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Requirements. GUARANTEES At September 30, 2001, we had guaranteed the performance of a total of $6.6 million in future exploration expenditures to be incurred in Greece through 2001. This commitment is backed primarily by an unsecured letter of credit. LITIGATION In July through October 1998, eight lawsuits were filed against Triton and Thomas G. Finck and Peter Rugg, in their capacities as former officers of Triton. The lawsuits were filed in the United States District Court for the Eastern District of Texas, Texarkana Division, and have been consolidated and are styled In re: Triton Energy Limited Securities Litigation. The consolidated -------------------------------------------------- complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder, in connection with disclosures concerning our properties, operations, and value relating to a prospective sale in 1998 of all or a substantial part of our assets. The lawsuits seek recovery of an unspecified amount of compensatory damages, fees and costs. Triton filed a motion to dismiss which was denied. Discovery is pending. A motion for class certification is pending. We believe our disclosures were accurate and intend to vigorously defend these actions, but can make no assurance that the litigation will be resolved in our favor. An adverse result could have a material adverse effect on our financial position or results of operations. In November 1999, a lawsuit was filed against us, one of our subsidiaries and Thomas G. Finck and Peter Rugg, in their capacities as former officers of Triton, in the District Court of the State of Texas for Dallas County. The lawsuit is styled Aaron Sherman, et al. vs. Triton Energy Corporation et al. and, as amended, alleges as causes of action fraud, negligent misrepresentation and violations of the Texas securities fraud statutes in connection with our 1996 reorganization as a Cayman Islands corporation and disclosures concerning our prospective sale of all or a substantial part of our assets announced in March 1998. In their most recent filling, the plaintiffs asserted actual damages of up to $10 million and sought punitive damages of up to $50 million. We have filed various motions to dispose of the lawsuit on the grounds that the plaintiffs do not have standing and have not plead causes of action cognizable in law. The court has dismissed all claims of certain plaintiffs and some claims of the remaining plaintiffs for failure to plead viable causes of action. Motions to dismiss the remaining claims are currently pending. The suit has been stayed until January 1, 2002. An alleged subsidiary of Triton has been named a potentially responsible party with respect to the Operating Industries Inc. (OII) Superfund Site in Los Angeles County, California. The subsidiary's involvement with this site arises out of the disposal of oilfield production wastes from its former Redondo Beach Field operations from 1974 to 1982. Pursuant to the Eighth Partial Consent Decree for the site, Triton has received a settlement offer from the United States Environmental Protection Agency ("EPA") proposing to relieve this subsidiary of further liability with respect to this site for approximately $5.6 million. Amerada Hess Corporation, the parent of Triton, previously advised Triton's and the subsidiary's insurance underwriters of the EPA's proposal. Prior to EPA's filing the Consent Decree, Amerada Hess Corporation accepted the proposal and will continue to seek contributions from the underwriters. In addition to the matters described above, we are also subject to litigation that is incidental to our business. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Please read the following discussion and analysis in conjunction with our financial information and our condensed consolidated financial statements and notes to those statements included in this report. The following information contains forward-looking statements. For a discussion of limitations inherent in forward-looking statements, see "Disclosure Regarding Forward-Looking Information" below. AMERADA HESS CORPORATION ACQUISITION ------------------------------------ On August 14, 2001, the Amerada Hess Corporation acquired 97.3% of Triton's outstanding shares, including ordinary shares issued on conversion of 8% preference shares of Triton owned by Hicks, Muse, Tate & Furst Incorporated, at a price of $45 per share. The total purchase price was approximately $2.7 billion (net of cash acquired). Amerada Hess intends to effect a compulsory acquisition of the remaining Ordinary Shares that it does not own as soon as permitted by the laws of the Cayman Islands. The acquisition of Triton has been accounted for as a purchase using the accounting standards established in Statement of Financial Accounting Standards Nos. 141, "Business Combinations," and 142, "Goodwill and Other Intangible Assets." FAS 141 requires the use of the purchase method of accounting for business combinations. FAS 142 requires that goodwill not be amortized. Goodwill, however, must be reviewed for impairment at least annually. Triton's unaudited condensed consolidated financial statements have been prepared using the full cost method of accounting until the acquisition of Triton. For the period subsequent to the acquisition, Triton adopted the successful efforts method of accounting, which is the method used by Amerada Hess Corporation, and applied "push-down" accounting to reflect the cost of the acquisition in the unaudited condensed consolidated financial statements. As a result, the unaudited consolidated results of operations for the 44-day and 225-day periods ended August 13, 2001, and the three and nine months ended September 30, 2000, are based on the full cost method. The unaudited consolidated results of operations for the period from August 14, 2001 through September 30, 2001 are based on the successful efforts method. Consequently, the pre-acquisition financial statements are not comparible to the post-acquisition financial statements. The unaudited consolidated balance sheet at September 30, 2001, reflects all assets acquired and liabilities assumed as of the acquisition date at fair market value. The excess of purchase price over fair value of net assets acquired is reported as goodwill. The unaudited consolidated balance sheet at December 31, 2000 is presented using Triton's historical cost basis. LIQUIDITY AND CAPITAL REQUIREMENTS ---------------------------------- Cash and equivalents totaled $15.3 million at September 30, 2001, and $136.4 million at December 31, 2000. The following summary table reflects our cash flows for the nine months ended September 30, 2001 (in thousands):

~~JUNE~~Net ~~30,~~cash ~~DECEMBER~~provided ~~31,~~(used) ~~2001~~by ~~2000~~operating ~~-----------~~activities ~~----------- Materials and supplies inventory~~ $ 14157,~~890~~671 $Net ~~7,556~~cash ~~Prepaid~~provided ~~expenses~~(used) ~~6,197~~by ~~2,644~~investing ~~Crude~~activities ~~oil inventory 2~~$(318,~~730~~639) ~~5,011~~Net ~~Other~~cash ~~3,226~~provided ~~3,600~~(used) ~~-----------~~by ~~-----------~~financing $activities ~~27,043~~ $ 1840,~~811 =========== ===========~~265

Net Cash Provided (Used) by Operating Activities ------------------------------------------------ Our cash flows for the nine months ended September 30, 2001, benefited from the commencement of crude oil sales in January 2001 from the Ceiba field offshore Equatorial Guinea. Gross production from the Ceiba field averaged 37,000 barrels of oil per day ("BOPD") (26,000 BOPD net to us). Gross production from the Cusiana and Cupiagua fields in Colombia averaged 299,000 BOPD (29,000 BOPD net to us) during the first nine months of 2001. The consolidated average realized oil price was $23.96 per barrel. Net Cash Provided (Used) by Investing Activities ------------------------------------------------------ Our capital expenditures and other capital investments were $318.7 million for the nine months ended September 30, 2001, primarily for development of the Ceiba field in Equatorial Guinea. Net Cash Provided (Used) by Financing Activities ------------------------------------------------------ For the nine months ended September 30, 2001, we repaid borrowings of $4.6 million under a term credit facility and paid cash preference-share dividends totaling $32.4 million. In conjunction with the acquisition of Triton by Amerada Hess, Triton received $120.9 million from the issuance of ordinary shares associated with tendered stock options. Subsequent to the acquisition, Triton loaned $70.1 million to Amerada Hess. Future Capital Needs ---------------------- Our revised capital spending program for the year ending December 31, 2001, is approximately $385 million, excluding capitalized interest and acquisitions, of which approximately $318 million relates to exploration and development activities in Equatorial Guinea, $39 million relates to exploration and development activities in Colombia and $28 million relates to our exploration activities in other parts of the world. We expect to fund remaining 2001 capital spending with cash flow from operations, cash, and advances from Amerada Hess. RESULTS OF OPERATIONS --------------------- Sales volumes and average prices realized were as follows:

~~JUNE~~THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, ~~DECEMBER~~SEPTEMBER 3130, ~~2001 2000~~ ------------------- ------------------- ~~Accrued~~2001 ~~exploration~~2000 ~~and~~2001 ~~development~~2000 $-------- ~~51,746~~-------- $-------- ~~58,655~~-------- ~~Income~~Sales ~~taxes~~volumes: ~~payable~~Oil ~~32,111~~(MBbls) ~~29,877~~Equatorial ~~Dividends~~Guinea ~~payable 14~~2,~~505~~268 14--- 7,~~507~~812 ~~Taxes~~--- ~~other~~Colombia ~~than income 11~~Sales,~~349~~ ~~10,761~~excluding ~~Accrued~~forward ~~interest~~oil ~~payable~~sale 102,~~743~~629 103,~~498~~076 ~~Litigation and environmental matters 3~~8,~~622~~076 38,~~694~~285 ~~Accounts~~Forward ~~payable,~~oil ~~principally~~sale ~~trade~~(MBbls ~~3,410~~delivered) ~~5,402~~--- ~~Other~~--- ~~13,341~~--- ~~7,306~~762 -------- -------- -------- -------- $Total ~~140~~4,~~827~~897 $3,076 ~~140~~15,~~700~~888 9,047 ======== ======== ======== ======== Gas - Colombia (MMcf) 148 126 404 346 Weighted average price realized: Oil (per Bbl) (1) $ 23.16 $ 30.68 $ 23.96 $ 26.33 Gas (per Mcf) $ 1.36 $ 1.42 $ 1.47 $ 1.31

(1) Includes the effect of barrels delivered under the forward oil sale that were recognized at $11.56 per barrel and settlements of derivative instruments. THREE MONTHS ENDED SEPTEMBER 30, 2001, COMPARED WITH THREE MONTHS ENDED SEPTEMBER 30, 2000 Oil and Gas Sales -------------------- Consolidated oil and gas sales for the third-quarter 2001 totaled $113.6 million, a 20% increase from the third-quarter 2000, due to the startup of crude oil sales from Equatorial Guinea in January 2001. Consolidated sales volumes increased 59% in the third-quarter 2001 while oil prices decreased 25% compared with the prior-year quarter. Oil sales from the Ceiba field totaled $43.1 million in 2001. Gross production from the Ceiba field averaged 30,500 BOPD (21,400 BOPD net to us). We realized $19.02 per barrel during the third quarter. Oil and gas sales from Colombia totaled $70.5 million in 2001 compared with $94.6 million in the prior year. Gross production from the Cusiana and Cupiagua fields was 282,000 BOPD (27,000 BOPD net to us) in 2001 compared with 331,000 BOPD (32,000 BOPD net to us) in 2000. We realized $26.73 per barrel in 2001 and $30.68 per barrel in 2000. Sales of our crude oil in both Colombia and Equatorial Guinea are recognized when the crude oil is "lifted," or transferred to the buyer's tanker. The number of liftings occurring on a quarter-to-quarter basis may fluctuate based upon tanker availability and lifting schedules. As a result, we expect that our revenues on a quarter-to-quarter basis will be subject to variation depending on the timing of liftings of our production. We have entered into financial and commodity market transactions intended primarily to reduce risk associated with changing oil prices. Our oil sales were $0.3 million less in 2001 and $2.5 million less in 2000 than if we had not entered into those transactions. Looking forward, we have hedged the WTI and Dated Brent price components on a portion of our 2001 and 2002 oil production. See "Quantitative and Qualitative Disclosures about Market Risk" below. Costs and Expenses -------------------- Operating expenses increased $21.9 million to $36.1 million in 2001, primarily due to the startup of crude oil sales from Equatorial Guinea in January 2001. Equatorial Guinea's operating expenses were $20.7 million for 2001. Operating expenses in Colombia were $15.4 million in 2001 compared with $14.2 million in 2000. Exploration expense for the period August 14, 2001 to September 30, 2001, included $5.5 million of dry hole cost for an exploration well in Gabon which was plugged and abandoned in October 2001. Depreciation, depletion and amortization increased primarily due to the commencement of liftings from Equatorial Guinea. Depletion expense per equivalent barrel during the period August 14, 2001 through September 30, 2001 under the successful efforts method with "push-down" accounting to reflect the cost of acquisition was $8.76 in Equatorial Guinea and $8.39 in Colombia, and depletion expense per equivalent barrel during July 1, 2001 through August 13, 2001 under the historical full cost method was $5.55 in Equatorial Guinea and $4.89 in Colombia. Depletion expense per equivalent barrel in 2000 under the full cost method was $4.21 in Colombia. General and administrative expenses increased in 2001 compared with 2000 due to transaction costs of approximately $35 million associated with the acquisition of Triton by Amerada Hess and greater personnel costs to support Triton's growing operations. In September 2000, the Company recorded an $18.7 million writedown related to its operations in Greece. The company surrendered its interest in the Aitoloakarnania lease onshore Greece to the government after drilling two dry holes. ------ Interest Expense, Net ----------------------- Gross interest expense increased $0.8 million to $10.2 million in 2001 as a result of higher outstanding debt balances following the issuance of Triton's 8 7/8% Senior Notes due 2007 in the fourth quarter of 2000. Capitalized interest was $4.2 million from August 14, 2001 through September 30, 2001, $1.9 million from July 1, 2001 through August 13, 2001, and $7.3 million during the third-quarter 2000. Income Taxes ------------- Current taxes associated with our Colombian operations were $11.6 million in 2001 and $16.2 million in 2000. Deferred tax expense totaled $20.5 million in 2001 and $5.7 million in 2000. The increase in deferred tax expense resulted from a reduction of our U.S. deferred tax asset by $19 million. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 2000 Oil and Gas Sales -------------------- Consolidated oil and gas sales for 2001 totaled $381.2 million, a 60% increase over 2000, due to the startup of crude oil sales from Equatorial Guinea in January 2001. Consolidated sales volumes increased 76% in 2001 while oil prices decreased 9% compared with 2000. Oil sales from the Ceiba field totaled $160.9 million in 2001. Gross production from the Ceiba field averaged 36,800 BOPD (25,800 BOPD net to us). We realized $20.59 per barrel in 2001. Oil and gas sales from Colombia totaled $220.4 million in 2001 compared with $238.7 million in the prior year. Gross production from the Cusiana and Cupiagua fields was 299,000 BOPD (29,000 BOPD net to us) in 2001 compared with 346,000 BOPD (33,000 BOPD net to us). We realized $27.22 per barrel in 2001 and $26.33 per barrel in 2000. We have entered into financial and commodity market transactions intended primarily to reduce risk associated with changing oil prices. Our oil sales were $0.9 million more in 2001 and $15.9 million less in 2000 than if we had not entered into those transactions. Costs and Expenses -------------------- Operating expenses increased $51.2 million to $96.6 million in 2001, primarily due to the startup of crude oil sales from Equatorial Guinea in January 2001. Equatorial Guinea's operating expenses were $51.5 million for 2001. Operating expenses in Colombia were $45.1 million in 2001 compared with $45.4 million in 2000. Depreciation, depletion and amortization increased primarily due to the commencement of liftings from Equatorial Guinea. Depletion expense per barrel during August 14, 2001 through September 30, 2001 under the successful efforts method with "push-down" accounting to reflect the cost of acquisition was $8.76 in Equatorial Guinea and $8.39 in Colombia, and depletion expense per barrel during January 1, 2001 through August 13, 2001 under the historical full cost method was $5.55 in Equatorial Guinea and $4.89 in Colombia. Depletion expense per barrel in 2000 under the full cost method was $4.21 in Colombia. General and administrative expenses increased in 2001 compared with 2000 due to transaction costs of approximately $35 million associated with the acquisition of Triton by Amerada Hess and greater personnel costs to support Triton's growing operations. Interest Expense, Net ----------------------- Gross interest expense increased $5 million to $33.1 million in 2001 as a result of higher outstanding debt balances following the issuance of Triton's 8 7/8% Senior Notes due 2007 in the fourth quarter of 2000. Capitalized interest was $4.2 million from August 14, 2001 through September 30, 2001, $10.3 million from January 1, 2001 through August 13, 2001, and $17.2 million during 2000. Income Taxes ------------- Current taxes associated with our Colombian operations were $47.9 million in 2001 and $36.2 million in 2000. Deferred tax expense totaled $33.1 million in 2001 and $9.7 million in 2000. The increase in deferred tax expense resulted from a reduction of our U.S. deferred tax asset by $19 million. Cumulative Effect of Accounting Change ------------------------------------------ We adopted Statement of Financial Accounting Standards No. 133 ("SFAS 133"), "Accounting for Derivative Instruments and Hedging Activities," on January 1, 2001. In accordance with the transition provision of SFAS 133, we recorded a net-of-tax cumulative effect gain of $1.2 million, or $0.03 per diluted share, to earnings to recognize the ineffective portion of changes in fair value of hedging positions and the time value component of option contracts. We also recorded a net-of-tax cumulative effect gain of $2.9 million to comprehensive income to recognize the fair value of the effective portion of all derivative instruments designated as cash flow hedges. We adopted Securities and Exchange Commission Staff Accounting Bulletin (SAB) 101, "Revenue Recognition in Financial Statements," effective January 1, 2000, which requires us to record oil revenue on each sale, or tanker lifting, and our oil inventories at cost, rather than at market value as in the past. The cumulative effect of this change for periods prior to January 1, 2000, was a reduction in net earnings of $1.3 million, or $0.02 per diluted share. Recent Accounting Pronouncement --------------------------------- The Financial Accounting Standards Board recently issued FAS No. 143, Accounting for Asset Retirement Obligations. This statement significantly changes the method of accruing for costs associated with the retirement of fixed assets, such as certain oil and gas production facilities, for which a legal retirement obligation exists. This standard becomes effective in 2003. We have not yet determined what the future effects of adopting this new accounting standard will be on Triton's income and financial position. DISCLOSURE REGARDINGFORWARD-LOOKING INFORMATION ----------------------------------------------- Some statements in this report and the documents we refer you to, may be deemed to be "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning Triton's and management's plans, objectives, expectations, goals, budgets, strategies and future operations and performance and the assumptions underlying these forward-looking statements. We base these statements on our then current expectations. These statements involve a number of risks and uncertainties. Actual results and developments could differ materially from those expressed in or implied by these statements. You should not put undue reliance on any forward-looking statements. We do not undertake to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Our oil sales are normally priced with reference to a defined benchmark, such as WTI spot and Dated Brent. The price we actually receive will vary from the benchmark depending on quality and location differentials. As a matter of policy, from time to time, we use financial market transactions with creditworthy counterparties to reduce risk associated with the pricing of our oil sales. The policy is structured to underpin our planned revenues and results of operations. We cannot assure you that our use of financial market transactions will not result in losses. We do not enter into financial market transactions for trading purposes. We have entered into derivative contracts for 1.2 million barrels of oil production during the period from October to March 2002 using WTI-based oil-price collars to establish a weighted average floor price of $25.38 per barrel and a ceiling price of $28.32 per barrel, and 600,000 barrels of oil production using Dated Brent-based oil-price collars to establish a weighted average floor price of $25.13 per barrel and a ceiling price of $27.79 per barrel. In addition, we have entered into contracts for 600,000 barrels of oil production using WTI-based oil-price swaps and 150,000 barrels of oil production using Dated Brent-based oil-price swaps to establish weighted average fixed prices of $26.19 per barrel for WTI and $24.02 for Dated Brent during the period from October to December 2001. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits: The following documents are filed as part of this Quarterly Report on Form 10-Q: 1. 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.)

INCOME SHARES PER-SHARE (NUMERATOR) (DENOMINATOR) AMOUNT ----------- ------------- --------- THREE MONTHS ENDED JUNE 30, 2001: Net earnings $ 38,853 Less: Accumulated dividends on preference shares (7,252) ----------- Earnings available to ordinary shareholders 31,601 Basic earnings per ordinary share 37,474 $ 0.84 ========= Effect of dilutive securities: Stock options --- 1,247 8% preference shares 7,252 20,722 ----------- ------------- Earnings available to ordinary shareholders and assumed conversions $ 38,853 =========== Diluted earnings per ordinary share 59,443 $ 0.65 ============= ========= THREE MONTHS ENDED JUNE 30, 2000: Net earnings $ 22,706 Less: Accumulated dividends on preference shares (7,339) ----------- Earnings available to ordinary shareholders 15,367 Basic earnings per ordinary share 36,225 $ 0.42 ========= Effect of dilutive securities: Stock options --- 2,306 8% preference shares 7,259 20,744 ----------- ------------- Earnings available to ordinary shareholders and assumed conversions $ 22,626 =========== Diluted earnings per ordinary share 59,275 $ 0.38 ============= ========= SIX MONTHS ENDED JUNE 30, 2001: Earnings before cumulative effect of accounting change $ 75,892 Less: Accumulated dividends on preference shares (14,505) ----------- Earnings available to ordinary shareholders 61,387 Basic earnings per ordinary share 37,462 $ 1.64 ========= Effect of dilutive securities: Stock options --- 1,194 8% preference shares 14,505 20,722 ----------- ------------- Earnings available to ordinary shareholders and assumed conversions $ 75,892 =========== Diluted earnings per ordinary share 59,378 $ 1.28 ============= ========= SIX MONTHS ENDED JUNE 30, 2000: Earnings before cumulative effect of accounting change $ 49,073 Less: Accumulated dividends on preference shares (14,680) ----------- Earnings available to ordinary shareholders 34,393 Basic earnings per ordinary share 36,060 $ 0.95 ========= Effect of dilutive securities: Stock options --- 2,075 8% preference shares 14,519 20,753 5% preference shares 161 196 ----------- ------------- Earnings available to ordinary shareholders and assumed conversions $ 49,073 =========== Diluted earnings per ordinary share 59,084 $ 0.83 ============= =========

* Filed herewith (b) Reports on Form 8-K Form 8-K filed on July 17, 2001 furnishing information under Item 9. Form 8-K filed on August 17, 2001 furnishing information under Item 1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TRITON ENERGY LIMITED By:/s/W. Greg Dunlevy ------------------------ W. Greg Dunlevy Senior Vice President, Finance, Administration, Commercial Date: November 12, 2001

THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, ------------------- ------------------- 2001 2000 2001 2000 -------- -------- -------- -------- Sales volumes: Oil (MBbls) Equatorial Guinea 2,377 --- 5,544 --- Colombia Sales, excluding forward oil sale 2,498 2,755 5,447 5,209 Forward oil sale (MBbls delivered) --- --- --- 762 -------- -------- -------- -------- Total 4,875 2,755 10,991 5,971 ======== ======== ======== ======== Gas - Colombia (MMcf) 128 109 256 220 Weighted average price realized: Oil (per Bbl) (1) $ 25.34 $ 25.28 $ 24.31 $ 24.09 Gas (per Mcf) $ 1.55 $ 1.23 $ 1.54 $ 1.25

3.1 Memorandum of Association (previously filed as an exhibit to the Company's Registration Statement on Form S-3 (No 333-08005) and incorporated herein by reference) 3.2 Articles of Association (previously filed as an exhibit to the Company's Registration Statement on Form S-3 (No 333-08005) and incorporated herein by reference) 4.1 Specimen Share Certificate of Ordinary Shares, $.01 par value, of the Company (previously filed as an exhibit to the Company's Registration Statement on Form 8-A dated March 25, 1996, and incorporated herein by reference) 4.2 Unanimous Written Consent of the Board of Directors authorizing the Company's 8% Convertible Preference Shares (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference.) 4.3 Rights Agreement dated as of March 25, 1996, between Triton and The Chase Manhattan Bank, as Rights Agent, including, as Exhibit A thereto, Resolutions establishing the Junior Preference Shares (previously filed as an exhibit to the Company's Registration Statement on Form S-3 (No 333-08005) and incorporated herein by reference) 4.4 Amendment No. 1 to Rights Agreement dated as of August 2, 1996, between Triton Energy Limited and The Chase Manhattan Bank, as Rights Agent (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) 4.5 Amendment No. 2 to Rights Agreement dated as of August 30, 1998, between Triton Energy Limited and The Chase Manhattan Bank, as Rights Agent (previously filed as an exhibit to the Company's Registration Statement on Form 8-A/A (Amendment No. 2) dated October 2, 1998, and incorporated herein by reference) 4.6 Amendment No. 3 to Rights Agreement dated as of January 5, 1999, between Triton Energy Limited and The Chase Manhattan Bank, as Rights Agent (previously filed as an exhibit to the Company's Registration Statement on Form 8-A/A (Amendment No. 3) dated January 31, 1999, and incorporated herein by reference) 4.7 Amendment No. 4 to Rights Agreement dated as of July 9, 2001, between Triton Energy Limited and Mellon Investor Services, Inc. (as successor to The Chase Manhattan Bank), as Rights Agent (previously filed as an exhibit to the Company's Current Report on Form 8-K filed on July 11, 2001, and incorporated herein by reference) 10.1 Amended and Restated Retirement Income Plan (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) 10.2 Amendment to the Retirement Income Plan dated August 1, 1998. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1998, and incorporated herein by reference.) 10.3 Amendment to Amended and Restated Retirement Income Plan dated December 31, 1996 (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 1998, and incorporated herein by reference) 10.4 Amended and Restated Supplemental Executive Retirement Income Plan. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997, and incorporated herein by reference.) 10.5 Second Amended and Restated 1992 Stock Option Plan.(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.) 10.6 Form of Amended and Restated Employment Agreement with Triton Energy Limited and certain officers, including Messrs. Dunlevy, Garrett and Maxted, as amended and restated June 28, 2000 (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein by reference.) 10.7 Amended and Restated Employment Agreement among Triton Energy Limited, Triton Exploration Services, Inc. and A. E. Turner III (previously filed as an exhibit to Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference.) 10.8 Amended and Restated 1985 Restricted Stock Plan. (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 herein by reference.) 10.9 First Amendment to Amended and Restated 1985 Restricted Stock Plan. (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.) 10.10 Second Amendment to Amended and Restated 1985 Restricted Stock Plan. (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.) 10.11 Executive Life Insurance Plan. (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.) 10.12 Long-Term Disability Income Plan. (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.) 10.13 Amended and Restated Retirement Plan for Directors. (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.) 10.14 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. (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.) 10.15 Contract for Exploration and Exploitation for Tauramena with an effective date of July 4, 1988, between Triton Colombia, Inc., and Empresa Colombiana De Petroleos. (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.) 10.16 Summary of Assignment legalized by Public Instrument No. 1255 dated September 15, 1987 (Assignment is in Spanish language). (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 herein by reference.) 10.17 Summary of Assignment legalized by Public Instrument No. 1602 dated June 11, 1990 (Assignment is in Spanish language). (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 herein by reference.) 10.18 Summary of Assignment legalized by Public Instrument No. 2586 dated September 9, 1992 (Assignment is in Spanish language). (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 herein by reference.) 10.19 Triton Exploration Services, Inc. 401(K) Savings Plan, as amended and restated June 1, 2000. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein by reference.) 10.20 Contract between Malaysia-Thailand 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. (previously filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K dated April 21, 1994, and incorporated herein by reference.) 10.21 Form of Indemnity Agreement entered into with each director and officer of the Company. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference) 10.22 Description of Performance Goals for Executive Bonus Compensation. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1996, and incorporated herein by reference) 10.23 Amended and Restated 1997 Share Compensation Plan. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, and incorporated herein by reference) 10.24 First Amendment to Amended and Restated Retirement Plan for Directors. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997, and incorporated herein by reference) 10.25 First Amendment to Second Amended and Restated 1992 Stock Option Plan. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 1997, and incorporated herein by reference) 10.26 Second Amendment to Second Amended and Restated 1992 Stock Option Plan. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1997, and incorporated herein by reference) 10.27 Amended and Restated Indenture dated July 25, 1997, between Triton Energy Limited and The Chase Manhattan Bank. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, and incorporated herein by reference) 10.28 Amended and Restated Second Supplemental Indenture dated July 25, 1997, between Triton Energy Limited and The Chase Manhattan Bank relating to the 9 1/4% Senior Notes due 2005. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, and incorporated herein by reference) 10.29 Indenture, dated October 4, 2000, between the Company and The Chase Manhattan Bank, governing the Company's outstanding 8 7/8% Senior Notes Due 2007 (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333- 48584), and incorporated herein by reference.) 10.30 Shareholders Agreement dated August 3, 1998, among Triton Energy Limited, Triton Asia Holdings, Inc., Atlantic Richfield Company, and ARCO JDA Limited. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1998, and incorporated herein by reference) 10.31 Stock Purchase Agreement dated as of August 31, 1998, between Triton Energy Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference) 10.32 Shareholders Agreement dated as of September 30, 1998, between Triton Energy Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference) 10.33 Financial Advisory Agreement dated as of September 30, 1998, between Triton Energy Limited and Hicks, Muse & Co. Partners, L.P. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference) 10.34 Monitoring and Oversight Agreement dated as of September 30, 1998, between Triton Energy Limited and Hicks, Muse & Co. Partners, L.P. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and incorporated herein by reference) 10.35 Third Amendment to Amended and Restated 1985 Restricted Stock Plan (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 1999, and incorporated herein by reference) 10.36 Amendment to Triton Exploration Services, Inc. Retirement Income Plan. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.37 Amendment to the Triton Exploration Services, Inc. Supplemental Executive Retirement Plan. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.38 Third Amendment to the Second Amended and Restated 1992 Stock Option Plan (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.39 First Amendment to the Amended and Restated 1997 Share Compensation Plan (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.40 Amendment dated May 11, 1999, to Amended and Restated Employment Agreement dated July 15, 1998 among Triton Exploration Services, Inc., Triton Energy Limited and A.E. Turner, III (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.41 Second Amendment to Retirement Plan for Directors. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.42 Amendment No. 1 to Shareholders Agreement between Triton Energy Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by reference) 10.43 Supplemental Letter Agreement dated October 28, 1999, among Triton Energy Limited, Triton Asia Holdings, Inc., Atlantic Richfield Company, and ARCO JDA Limited (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999, and incorporated herein by reference) 10.44 Gas Sales Agreement dated October 30, 1999 among the Malaysia-Thailand Joint Authority, and Petronas Carigali (JDA) SDN.BHD., Triton Oil Company of Thailand, Triton Oil Company of Thailand (JDA) Limited, as Sellers, and with Petroleum Authority of Thailand and Petroliam Nasional Berhad, as Buyers. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999, and incorporated herein by reference) 10.45 Form of Stock Option Agreement between Triton Energy Limited and its non-employee directors (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference) 10.46 Form of Stock Option Agreement between Triton Energy Limited and its employees, including its executive officers (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference) 10.47 Amendment to Stock Options dated as of January 3, 2000, between Triton Energy Limited and A.E. Turner. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.48 Form of Amendment to Stock Options dated as of January 3, 2000, between Triton Energy Limited and its non-employee directors. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.49 Production Sharing Contract between the Republic of Equatorial Guinea and Triton Equatorial Guinea, Inc. for Block F. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.50 Production Sharing Contract between the Republic of Equatorial Guinea and Triton Equatorial Guinea, Inc. for Block G. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.51 Supplementary Contract (No. 1) to the Production Sharing Contract for Block A-18 dated 21 April 1994 between Malaysia-Thailand Joint Authority and Petronas Carigali (JDA) SDN.BHD., Triton Oil Company of Thailand and Triton Oil Company of Thailand (JDA) Limited. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.52 Supplementary Contract (No. 2) to the Production Sharing Contract for Block A-18 dated 21 April 1994 between Malaysia-Thailand Joint Authority and Petronas Carigali (JDA) SDN.BHD., Triton Oil Company of Thailand and Triton Oil Company of Thailand (JDA) Limited. (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference.) 10.53 Credit Agreement dated as of February 29, 2000, among Triton Energy Limited, the Lenders party thereto and The Chase Manhattan bank, as Administrative Agent (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and incorporated herein by reference) 10.54 Share Purchase Agreement dated as of May 8, 2000 between Triton International Petroleum, Inc. and The Strategic Transaction Company. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2000, and incorporated herein by reference.) 10.55 Amendment Agreement to Credit Agreement dated as of September 25, 2000, among Triton Energy Limited, the Lenders party thereto and The Chase Manhattan Bank, as Administrative Agent. (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.) 10.56 Triton Energy Limited 2000 Broad Based Share Compensation Plan. (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.) 10.57 First Amendment to the Production Sharing Contract between the Republic of Equatorial Guinea and Triton Equatorial Guinea, Inc. for Block F. (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.) 10.58 Assignment of State Participating Interest in the Production Sharing Contract for Block F, Offshore Republic of Republic of Equatorial Guinea. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2000, and incorporated herein by reference.) 10.59 First Amendment to the Production Sharing Contract between the Republic of Equatorial Guinea and Triton Equatorial Guinea, Inc. for Block G. (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.) 10.60 Assignment of State Participating Interest in the Production Sharing Contract for Block G, Offshore Republic of Republic of Equatorial Guinea. (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2000, and incorporated herein by reference.) 10.61 Second Amendment to the Amended and Restated 1997 Share Compensation Plan. (previously filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.) 10.62 Form of Amendment dated December 19, 2000 to Amended and Restated Employment Agreement with Triton Energy Limited and Messrs. Dunlevy and Maxted (previously filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2000, and incorporated herein by reference.) 10.63 Employment Agreement among Triton Energy Limited, Triton Exploration Services, Inc. and James C. Musselman (previously filed as and exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2000, and incorporated herein by reference.) 10.64 Acquisition Agreement, dated July 9, 2001, by and among Amerada Hess Corporation, Amerada Hess (Cayman) Limited and Triton Energy Limited (previously filed as an exhibit to the Company's Current Report on Form 8-K filed on July 11, 2001, and incorporated herein by reference) 10.65 Principal Shareholders Agreement, dated July 9, 2001, by and among Amerada Hess Corporation, Amerada Hess(Cayman) Limited, Triton Energy Limited and the other Shareholders of Triton Energy Limited listed on Exhibit A thereto. (previously filed as an exhibit to the Company's Current Report on Form 8-K filed on July 11, 2001, and incorporated herein by reference) 10.66 Amendment No. 2 to Shareholders Agreement, dated July 9, 2001, by and between Triton Energy Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's Current Report on Form 8-K filed on July 11, 2001, and incorporated herein by reference) 10.67* Triton Energy Limited 2001 Share Incentive Plan 10.68* Third Amendment to the Amended and Restated 1997 Share Compensation Plan 10.69* First Amendment to Credit Agreement dated as of February 29, 2000, among Triton Energy Limited, the Lenders party thereto and The Chase Manhattan bank, as Administrative Agent 12.1* Computation of Ratio of Earnings to Fixed Charges. 12.2* Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends. 99.1 Rio Chitamena Association Contract. (previously filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated herein by reference) 99.2 Rio Chitamena Purchase and Sale Agreement. (previously filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated herein by reference) 99.3 Integral Plan - Cusiana Oil Structure. (previously filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated herein by reference) 99.4 Letter Agreements with co-investor in Colombia. (previously filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated herein by reference) 99.5 Amended and Restated Oleoducto Central S.A. Agreement dated as of March 31, 1995. (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)

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