As filed with the Securities and Exchange Commission on
                            December 13, 1996
                                                Registration No. 333-________
                               
===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               
                               
                                   FORM S-8
                               
                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933
                               
                               
                       OCCIDENTAL PETROLEUM CORPORATION
              (EXACT NAME OF ISSUER AS SPECIFIED IN ITS CHARTER)
                               
                               
                               
            DELAWARE                                    95-4035997
                               
(STATE OR OTHER JURISDICTION OF                       (I.R.S. EMPLOYER 
INCORPORATION OR ORGANIZATION)                        IDENTIFICATION NO.)
                               
                                            
                               
    10889 WILSHIRE BOULEVARD                    
    LOS ANGELES, CALIFORNIA                                90024
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                 (ZIP CODE)
      
                               
                         MIDCON CORP. SAVINGS PLAN
                         (FULL TITLE OF THE PLAN)
                               
                DONALD P. DE BRIER, ESQ., GENERAL COUNSEL
                    OCCIDENTAL PETROLEUM CORPORATION
                       10889 WILSHIRE BOULEVARD
                       LOS ANGELES, CALIFORNIA
                           (310) 208-8800
(NAME, ADDRESS AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)
                               
                       CALCULATION OF REGISTRATION FEE
                               
===============================================================================
                               
                                   Proposed             
                                   Maximum       Proposed         
 Title of                          Offering      Maximum    
Securities          Amount         Price         Aggregate       Amount of
  to be             to be          Per           Offering        Registration
Registered       Registered        Share(1)      Price(1)           Fee
-------------------------------------------------------------------------------
  Common                                               
Stock, $.20      1,000,000         $22.50      $22,500,000.00     $6,818.00
 par value          (2)                       
===============================================================================
   (1)     Estimated pursuant to Rule 457 solely for the purpose of 
           calculating the amount of the registration fee based  on  
           the  average of the high and  low  price for the  Common 
           Stock on December 11, 1996.

   (2)     Includes an  indeterminate  number of  additional shares  
           which may  be necessary to  adjust the number of  shares  
           reserved  for  issuance  pursuant  to  the  plan as  the 
           results of  any  future  stock  split, stock dividend or
           similar adjustment of the  outstanding  Common Stock  of
           the Registrant.



<PAGE>

                            PART II

        INFORMATION REQUIRED IN REGISTRATION STATEMENT


ITEM 3.   INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

      The  following  documents  are  hereby  incorporated  by
reference in this Registration Statement:

     (a)  The   Annual   Report  on Form  10-K  of  Occidental
Petroleum  Corporation ("Occidental" or the "Registrant")  for
the year ended December 31, 1995;

     (b)  Quarterly Reports on Form 10-Q of the Registrant for
the  quarterly periods ended March 31, 1996, June 30, 1996 and
September 30, 1996;

     (c)  Current Reports on Form 8-K of the Registrant, dated
January  24,  1996, April 17, 1996, April 19, 1996,  July  22,
1996, October 17, 1996 and November 20, 1996; and

     (d)  The description of the Common Stock contained in the
Registration  Statement on Form 8-B, dated June 26,  1986  (as
amended  by  Form 8, dated December 22, 1986,  Form  8,  dated
February 3, 1988, Form 8-B/A, dated July 12, 1993, Form 8-B/A,
dated March 18, 1994, and Form 8-B/A, dated September 30, 1995
and including any amendment or report filed for the purpose of
updating  such  descriptions subsequent to the  date  of  this
Registration Statement).

      All  documents filed by the Registrant or the Occidental
Petroleum  Corporation 1996 Restricted  Stock  Plan  for  Non-
Employee  Directors (the "Plan") pursuant to  Sections  13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as
amended,  after  the  date hereof prior to  the  filing  of  a
post-effective  amendment which indicates that the  securities
offered  hereby  have  been  sold  or  which  deregisters  the
securities covered hereby then remaining unsold, shall also be
deemed  to be incorporated by reference into this Registration
Statement and to be a part hereof from the date of delivery of
such   documents.   Any  statement  contained  in  a  document
incorporated or deemed to be incorporated by reference  herein
shall  be deemed to be modified or superseded for purposes  of
this  Registration Statement to the extent  that  a  statement
contained herein, or in any other subsequently filed  document
that  also  is  or is deemed to be incorporated  by  reference
herein,  modifies  or  supersedes such  statement.   Any  such
statement  so  modified or superseded  shall  not  be  deemed,
except  as so modified or superseded, to constitute a part  of
this Registration Statement.


ITEM 4.   DESCRIPTION OF SECURITIES

      Not applicable.


ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

      The  validity  of  the Common Stock registered  pursuant
hereto  has  been passed upon by Linda S. Peterson,  a  Senior
Counsel  of  the Registrant.  Ms. Peterson beneficially  owns,
and  has  rights to acquire under employee stock  options,  an
aggregate of less than 1% of the outstanding shares of  Common
Stock of Occidental.

                                 2

<PAGE>

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS

      Section  145  of  the Delaware General  Corporation  Law
authorizes  a  court  to  award, or a corporation's  board  of
directors to grant, indemnity to directors and officers  under
certain  circumstances for liabilities incurred in  connection
with   their   activities   in  such   capacities   (including
reimbursement  for expenses incurred).  Occidental's  Restated
Certificate  of  Incorporation, as amended, provides  for  the
elimination of personal liability of its directors to the full
extent  permitted by the Delaware General Corporation Law  and
Occidental  has  entered into indemnification agreements  with
each  director  and certain officers providing for  additional
indemnification.    Article  VIII  of   Occidental's   By-laws
provides   that  Occidental  shall  indemnify  directors   and
officers  under  certain  circumstances  for  liabilities  and
expenses  incurred  by  reason of  their  activities  in  such
capacities.   In  addition, Occidental has insurance  policies
that  provide  liability  coverage to directors  and  officers
while acting in such capacities.


ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED

      Not applicable.


ITEM 8.   EXHIBITS

     4.1  Restated Certificate of Incorporation of Occidental,
     together  with all certificates amendatory thereof  filed
     with  the Secretary of State of Delaware through December
     23,  1994 (incorporated by reference to Exhibit 3.(i)  to
     Occidental's  Annual Report on Form 10-K for  the  fiscal
     year ended December 31, 1994).
     
     4.2  By-laws of Occidental,  as amended through  December
     15, 1994 (incorporated by reference to Exhibit 3.(ii)  to
     Occidental's  Annual Report on Form 10-K for  the  fiscal
     year ended December 31, 1994).
     
     5.1  Opinion of Linda S. Peterson, Esq.
     
     23.1 Consent  of  Linda  S. Peterson, Esq.  (Included  in
     Exhibit 5.1).
     
     23.2 Consent of Arthur Andersen LLP.
     24.1 Power of Attorney  (Reference is hereby made to page
     5).
     
     99.1 MidCon Corp. Savings Plan.

     99.2 Amendment No. 1 MidCon Corp. Savings Plan


ITEM 9.   UNDERTAKINGS

      The undersigned Registrant hereby undertakes:

           1.   To file, during any period in which offers  or
sales  are  being  made, a post-effective  amendment  to  this
registration statement:

                                 3

<PAGE>



                (a)  To  include  any prospectus  required  by
Section 10(a)(3) of the Securities Act;



                (b)  To reflect in the prospectus any facts or
events  arising  after the effective date of the  registration
statement   (or  the  most  recent  post-effective   amendment
thereof)  which, individually or in the aggregate,  represents
fundamental  change  in  the  information  set  forth  in  the
registration statement;

                (c)  To include  any material information with
respect  to the plan of distribution not previously  disclosed
in  the registration statement or any material change to  such
information in the registration statement.

      Provided, however, that paragraphs 1(a) and 1(b) do  not
apply if the registration statement is on Form S-3 or Form S-8
and   the   information  required  to   be   included   in   a
post-effective amendment by those paragraphs is  contained  in
periodic  reports filed by the Registrant pursuant to  Section
13  or Section 15(d) of the Exchange Act that are incorporated
by reference in the registration statement.

           2.    That,  for  the  purpose of  determining  any
liability  under the Securities Act, each such  post-effective
amendment  shall be deemed to be a new registration  statement
relating  to the securities offered therein, and the  offering
of  such  securities at that time shall be deemed  to  be  the
initial bona fide offering thereof.

           3.    To  remove  from  registration  by  means  of
post-effective   amendment  any  of   the   securities   being
registered  which  remain unsold at  the  termination  of  the
offering.

      The  undersigned registrant hereby undertakes that,  for
purposes  of  determining any liability under  the  Securities
Act, each filing of the Registrant's annual report pursuant to
Section  13  or Section 15(d) of the Exchange Act (and,  where
applicable,  each filing of an employee benefit plan's  annual
report pursuant to Section 15(d) of the Exchange Act) that  is
incorporated by reference in the registration statement  shall
be  deemed to be a new registration statement relating to  the
securities   offered  therein,  and  the  offering   of   such
securities at that time shall be deemed to be the initial bona
fide offering thereof.

      Insofar as indemnification for liabilities arising under
the  Securities  Act  of 1933 may be permitted  to  directors,
officers and controlling persons of the Registrant pursuant to
the  foregoing  provisions, or otherwise, the  Registrant  has
been  advised  that  in  the opinion of  the  commission  such
indemnification is against public policy as expressed  in  the
Securities Act and is, therefore, unenforceable.  In the event
that  a  claim  for  indemnification against such  liabilities
(other than the payment by the Registrant of expenses incurred
or  paid by a director, officer or controlling person  of  the
registrant  in the successful defense of any action,  suit  or
proceeding)   is  asserted  by  such  director,   officer   or
controlling  person  in connection with the  securities  being
registered, the Registrant will, unless in the opinion of  its
counsel  the matter has been settled by controlling precedent,
submit  to  a  court of appropriate jurisdiction the  question
whether such indemnification by it is against public policy as
expressed  in the Securities Act and will be governed  by  the
final adjudication of such issue.

The  registrant hereby undertakes that it will submit  or  has
submitted  the  MidCon Corp. Savings Plan  and  any  amendment
thereto  to the Internal Revenue Service ("IRS") in  a  timely
manner  and has made or will make all changes required by  the
IRS in order to qualify the MidCon Corp. Savings Plan.
                               
                                  4                               
                               
<PAGE>
                               
                       POWER OF ATTORNEY

     Each person whose signature appears below constitutes and
appoints  Donald P. de Brier, Robert E. Sawyer  and  Linda  S.
Peterson  his  or  her  true and lawful attorneys-in-fact  and
agents,  each  acting alone, with full powers of  substitution
and  resubstitution, for him or her and in his  or  her  name,
place and stead, in any and all capacities, to sign any or all
Amendments  (including  Post-Effective  Amendments)  to   this
Registration  Statement,  and  to  file  the  same,  with  all
exhibits thereto, and other documents in connection therewith,
with  the  Securities and Exchange Commission,  granting  unto
said  attorneys-in-fact and agents, each  acting  alone,  full
power  and authority to do and perform each and every act  and
thing  requisite  and necessary to be done in  and  about  the
premises,  as fully to all intents and purposes as he  or  she
might or could do in person, here ratifying and confirming all
that said attorneys-in-fact and agents, each acting alone,  or
his or her substitute or substitutes, may lawfully do or cause
to be done by virtue hereof.
                               
                               
                          SIGNATURES

     Pursuant  to the  requirements of the Securities  Act  of
1933,  the Registrant certifies that it has reasonable grounds
to believe that it meets all of the requirements for filing on
Form S-8 and has duly caused this Registration Statement to be
signed  on  its  behalf  by  the undersigned,  thereunto  duly
authorized,  in the City of Los Angeles, State of  California,               
on December 12, 1996.

                      OCCIDENTAL PETROLEUM CORPORATION
                                (REGISTRANT)


                      By:  R.R. IRANI
                         ----------------------------------
                         Ray R. Irani
                         Chairman of the Board of Directors,
                         Chief Executive Officer              


     Pursuant  to  the  requirements of the  Securities Act of               
1933, this Registration Statement  has  been  signed  by   the             
following persons in the capacities and on the dates indicated.
                               
     SIGNATURE                 TITLE                  DATE
     ---------                 -----                  ----
                                                        
                               
                          Chairman of the     
    R.R. IRANI            Board of Directors             
-------------------      and Chief Executive     December 12, 1996
    Ray R. Irani              Officer
                               
                                              
                                                        
     A.R. LEACH            Executive Vice        December 12, 1996
-------------------        President and Chief
  Anthony R. Leach         Financial Officer
                               
                                              
                                                        
  S.P. DOMINICK            Vice President and    December 12, 1996
-------------------        Controller (Chief              
Samuel P. Dominick,        Accounting Officer)
   Jr.

                                 5

<PAGE>


  JOHN S. CHALSTY               Director         December 12, 1996
--------------------
  John S. Chalsty

                                                        
                                                        
EDWARD P. DJEREJIAN             Director         December 12, 1996
--------------------
Edward P. Djerejian

                                              
                                                        
    ALBERT GORE                 Director         December  6, 1996
--------------------
    Albert Gore

                                              
                                                        
   ARTHUR GROMAN                Director         December 12, 1996
--------------------
   Arthur Groman

                                              
                                                        
   J. ROGER HIRL                Director         December 12, 1996
--------------------
   J. Roger Hirl

                                              
                                                        
   JOHN W. KLUGE                Director         December 12, 1996
--------------------
   John W. Kluge

                                              
                                                        
  DALE R. LAURANCE              Director         December 12, 1996
--------------------
  Dale R. Laurance

                                              
                                                        
   I.W. MALONEY                 Director         December 12, 1996
--------------------
  Irvin W. Maloney

                                              
                                                        
  GEORGE O. NOLLEY              Director         December 12, 1996
--------------------
  George O. Nolley

                                              
                                                        
   J.F. RIORDAN                 Director         December 12, 1996
--------------------
  John F. Riordan

                                              
                                                        
     R. SEGOVIA                 Director         December 12, 1996
--------------------
  Rodolfo Segovia

                                              
                                                        
    A. SYRIANI                  Director         December 12, 1996
--------------------
  Aziz D. Syriani

                                              
                                                        
  ROSEMARY TOMICH               Director         December 12, 1996
--------------------
  Rosemary Tomich
                               
                                   6              


<PAGE>                       

                       
                       INDEX TO EXHIBITS


EXHIBIT
NUMBER                   DESCRIPTION

 4.1   Restated     Certificate     of    Incorporation     of
       Occidental,  together with all certificates  amendatory
       thereof  filed  with the Secretary of State of Delaware
       through   December 23, 1994 (incorporated by  reference
       to   Exhibit  3.(i)  to Occidental's Annual  Report  on
       Form  10-K   for  the  fiscal year ended  December  31,
       1994).
        
 4.2   By-laws    of    Occidental,   as    amended    through
       December   15,  1994  (incorporated  by  reference   to
       Exhibit  3.(ii)  to Occidental's Annual Report on  Form
       10-K for the fiscal year ended December 31, 1994).
        
 5.1   Opinion of Linda S. Peterson, Esq.
        
 23.1  Consent   of   Linda   S.  Peterson, Esq.  (Included in                
       Exhibit 5.1).
        
 23.2  Consent of Arthur Andersen LLP.
        
 24.1  Power of Attorney (Reference is hereby made to page 6).               
        
 99.1  MidCon Corp. Savings Plan.
        
 99.2  Amendment No. 1 MidCon Corp. Savings Plan
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20233}]
{"company-data": {"conformed-name": "OCCIDENTAL PETROLEUM CORP /DE/", "cik": "0000797468", "assigned-sic": "1311", "irs-number": "954035997", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-17879", "film-number": "96680825"}, "business-address": {"street1": "10889 WILSHIRE BLVD", "city": "LOS ANGELES", "state": "CA", "zip": "90024", "phone": "3102088800"}}
As filed with the Securities and Exchange Commission on
                            December 13, 1996
                                                Registration No. 333-________
                               
===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               
                               
                                   FORM S-8
                               
                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933
                               
                               
                       OCCIDENTAL PETROLEUM CORPORATION
              (EXACT NAME OF ISSUER AS SPECIFIED IN ITS CHARTER)
                               
                               
                               
            DELAWARE                                    95-4035997
                               
(STATE OR OTHER JURISDICTION OF                       (I.R.S. EMPLOYER 
INCORPORATION OR ORGANIZATION)                        IDENTIFICATION NO.)
                               
                                            
                               
    10889 WILSHIRE BOULEVARD                    
    LOS ANGELES, CALIFORNIA                                90024
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                 (ZIP CODE)
      
                               
                         MIDCON CORP. SAVINGS PLAN
                         (FULL TITLE OF THE PLAN)
                               
                DONALD P. DE BRIER, ESQ., GENERAL COUNSEL
                    OCCIDENTAL PETROLEUM CORPORATION
                       10889 WILSHIRE BOULEVARD
                       LOS ANGELES, CALIFORNIA
                           (310) 208-8800
(NAME, ADDRESS AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)
                               
                       CALCULATION OF REGISTRATION FEE
                               
===============================================================================
                               
                                   Proposed             
                                   Maximum       Proposed         
 Title of                          Offering      Maximum    
Securities          Amount         Price         Aggregate       Amount of
  to be             to be          Per           Offering        Registration
Registered       Registered        Share(1)      Price(1)           Fee
-------------------------------------------------------------------------------
  Common                                               
Stock, $.20      1,000,000         $22.50      $22,500,000.00     $6,818.00
 par value          (2)                       
===============================================================================
   (1)     Estimated pursuant to Rule 457 solely for the purpose of 
           calculating the amount of the registration fee based  on  
           the  average of the high and  low  price for the  Common 
           Stock on December 11, 1996.

   (2)     Includes an  indeterminate  number of  additional shares  
           which may  be necessary to  adjust the number of  shares  
           reserved  for  issuance  pursuant  to  the  plan as  the 
           results of  any  future  stock  split, stock dividend or
           similar adjustment of the  outstanding  Common Stock  of
           the Registrant.
PART II

        INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

      The  following  documents  are  hereby  incorporated  by
reference in this Registration Statement:

     (a)  The   Annual   Report  on Form  10-K  of  Occidental
Petroleum  Corporation ("Occidental" or the "Registrant")  for
the year ended December 31, 1995;

     (b)  Quarterly Reports on Form 10-Q of the Registrant for
the  quarterly periods ended March 31, 1996, June 30, 1996 and
September 30, 1996;

     (c)  Current Reports on Form 8-K of the Registrant, dated
January  24,  1996, April 17, 1996, April 19, 1996,  July  22,
1996, October 17, 1996 and November 20, 1996; and

     (d)  The description of the Common Stock contained in the
Registration  Statement on Form 8-B, dated June 26,  1986  (as
amended  by  Form 8, dated December 22, 1986,  Form  8,  dated
February 3, 1988, Form 8-B/A, dated July 12, 1993, Form 8-B/A,
dated March 18, 1994, and Form 8-B/A, dated September 30, 1995
and including any amendment or report filed for the purpose of
updating  such  descriptions subsequent to the  date  of  this
Registration Statement).

      All  documents filed by the Registrant or the Occidental
Petroleum  Corporation 1996 Restricted  Stock  Plan  for  Non-
Employee  Directors (the "Plan") pursuant to  Sections  13(a),
13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as
amended,  after  the  date hereof prior to  the  filing  of  a
post-effective  amendment which indicates that the  securities
offered  hereby  have  been  sold  or  which  deregisters  the
securities covered hereby then remaining unsold, shall also be
deemed  to be incorporated by reference into this Registration
Statement and to be a part hereof from the date of delivery of
such   documents.   Any  statement  contained  in  a  document
incorporated or deemed to be incorporated by reference  herein
shall  be deemed to be modified or superseded for purposes  of
this  Registration Statement to the extent  that  a  statement
contained herein, or in any other subsequently filed  document
that  also  is  or is deemed to be incorporated  by  reference
herein,  modifies  or  supersedes such  statement.   Any  such
statement  so  modified or superseded  shall  not  be  deemed,
except  as so modified or superseded, to constitute a part  of
this Registration Statement.

ITEM 4.   DESCRIPTION OF SECURITIES

      Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

      The  validity  of  the Common Stock registered  pursuant
hereto  has  been passed upon by Linda S. Peterson,  a  Senior
Counsel  of  the Registrant.  Ms. Peterson beneficially  owns,
and  has  rights to acquire under employee stock  options,  an
aggregate of less than 1% of the outstanding shares of  Common
Stock of Occidental.

                                 2
ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS

      Section  145  of  the Delaware General  Corporation  Law
authorizes  a  court  to  award, or a corporation's  board  of
directors to grant, indemnity to directors and officers  under
certain  circumstances for liabilities incurred in  connection
with   their   activities   in  such   capacities   (including
reimbursement  for expenses incurred).  Occidental's  Restated
Certificate  of  Incorporation, as amended, provides  for  the
elimination of personal liability of its directors to the full
extent  permitted by the Delaware General Corporation Law  and
Occidental  has  entered into indemnification agreements  with
each  director  and certain officers providing for  additional
indemnification.    Article  VIII  of   Occidental's   By-laws
provides   that  Occidental  shall  indemnify  directors   and
officers  under  certain  circumstances  for  liabilities  and
expenses  incurred  by  reason of  their  activities  in  such
capacities.   In  addition, Occidental has insurance  policies
that  provide  liability  coverage to directors  and  officers
while acting in such capacities.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED

      Not applicable.

ITEM 8.   EXHIBITS

     4.1  Restated Certificate of Incorporation of Occidental,
     together  with all certificates amendatory thereof  filed
     with  the Secretary of State of Delaware through December
     23,  1994 (incorporated by reference to Exhibit 3.(i)  to
     Occidental's  Annual Report on Form 10-K for  the  fiscal
     year ended December 31, 1994).
     
     4.2  By-laws of Occidental,  as amended through  December
     15, 1994 (incorporated by reference to Exhibit 3.(ii)  to
     Occidental's  Annual Report on Form 10-K for  the  fiscal
     year ended December 31, 1994).
     
     5.1  Opinion of Linda S. Peterson, Esq.
     
     23.1 Consent  of  Linda  S. Peterson, Esq.  (Included  in
     Exhibit 5.1).
     
     23.2 Consent of Arthur Andersen LLP.
     24.1 Power of Attorney  (Reference is hereby made to page
     5).
     
     99.1 MidCon Corp. Savings Plan.

     99.2 Amendment No. 1 MidCon Corp. Savings Plan

ITEM 9.   UNDERTAKINGS

      The undersigned Registrant hereby undertakes:

           1.   To file, during any period in which offers  or
sales  are  being  made, a post-effective  amendment  to  this
registration statement:

                                 3
(a)  To  include  any prospectus  required  by
Section 10(a)(3) of the Securities Act;

                (b)  To reflect in the prospectus any facts or
events  arising  after the effective date of the  registration
statement   (or  the  most  recent  post-effective   amendment
thereof)  which, individually or in the aggregate,  represents
fundamental  change  in  the  information  set  forth  in  the
registration statement;

                (c)  To include  any material information with
respect  to the plan of distribution not previously  disclosed
in  the registration statement or any material change to  such
information in the registration statement.

      Provided, however, that paragraphs 1(a) and 1(b) do  not
apply if the registration statement is on Form S-3 or Form S-8
and   the   information  required  to   be   included   in   a
post-effective amendment by those paragraphs is  contained  in
periodic  reports filed by the Registrant pursuant to  Section
13  or Section 15(d) of the Exchange Act that are incorporated
by reference in the registration statement.

           2.    That,  for  the  purpose of  determining  any
liability  under the Securities Act, each such  post-effective
amendment  shall be deemed to be a new registration  statement
relating  to the securities offered therein, and the  offering
of  such  securities at that time shall be deemed  to  be  the
initial bona fide offering thereof.

           3.    To  remove  from  registration  by  means  of
post-effective   amendment  any  of   the   securities   being
registered  which  remain unsold at  the  termination  of  the
offering.

      The  undersigned registrant hereby undertakes that,  for
purposes  of  determining any liability under  the  Securities
Act, each filing of the Registrant's annual report pursuant to
Section  13  or Section 15(d) of the Exchange Act (and,  where
applicable,  each filing of an employee benefit plan's  annual
report pursuant to Section 15(d) of the Exchange Act) that  is
incorporated by reference in the registration statement  shall
be  deemed to be a new registration statement relating to  the
securities   offered  therein,  and  the  offering   of   such
securities at that time shall be deemed to be the initial bona
fide offering thereof.

      Insofar as indemnification for liabilities arising under
the  Securities  Act  of 1933 may be permitted  to  directors,
officers and controlling persons of the Registrant pursuant to
the  foregoing  provisions, or otherwise, the  Registrant  has
been  advised  that  in  the opinion of  the  commission  such
indemnification is against public policy as expressed  in  the
Securities Act and is, therefore, unenforceable.  In the event
that  a  claim  for  indemnification against such  liabilities
(other than the payment by the Registrant of expenses incurred
or  paid by a director, officer or controlling person  of  the
registrant  in the successful defense of any action,  suit  or
proceeding)   is  asserted  by  such  director,   officer   or
controlling  person  in connection with the  securities  being
registered, the Registrant will, unless in the opinion of  its
counsel  the matter has been settled by controlling precedent,
submit  to  a  court of appropriate jurisdiction the  question
whether such indemnification by it is against public policy as
expressed  in the Securities Act and will be governed  by  the
final adjudication of such issue.

The  registrant hereby undertakes that it will submit  or  has
submitted  the  MidCon Corp. Savings Plan  and  any  amendment
thereto  to the Internal Revenue Service ("IRS") in  a  timely
manner  and has made or will make all changes required by  the
IRS in order to qualify the MidCon Corp. Savings Plan.
                               
                                  4
POWER OF ATTORNEY

     Each person whose signature appears below constitutes and
appoints  Donald P. de Brier, Robert E. Sawyer  and  Linda  S.
Peterson  his  or  her  true and lawful attorneys-in-fact  and
agents,  each  acting alone, with full powers of  substitution
and  resubstitution, for him or her and in his  or  her  name,
place and stead, in any and all capacities, to sign any or all
Amendments  (including  Post-Effective  Amendments)  to   this
Registration  Statement,  and  to  file  the  same,  with  all
exhibits thereto, and other documents in connection therewith,
with  the  Securities and Exchange Commission,  granting  unto
said  attorneys-in-fact and agents, each  acting  alone,  full
power  and authority to do and perform each and every act  and
thing  requisite  and necessary to be done in  and  about  the
premises,  as fully to all intents and purposes as he  or  she
might or could do in person, here ratifying and confirming all
that said attorneys-in-fact and agents, each acting alone,  or
his or her substitute or substitutes, may lawfully do or cause
to be done by virtue hereof.
                               
                               
                          SIGNATURES

     Pursuant  to the  requirements of the Securities  Act  of
1933,  the Registrant certifies that it has reasonable grounds
to believe that it meets all of the requirements for filing on
Form S-8 and has duly caused this Registration Statement to be
signed  on  its  behalf  by  the undersigned,  thereunto  duly
authorized,  in the City of Los Angeles, State of  California,               
on December 12, 1996.

                      OCCIDENTAL PETROLEUM CORPORATION
                                (REGISTRANT)

                      By:  R.R. IRANI
                         ----------------------------------
                         Ray R. Irani
                         Chairman of the Board of Directors,
                         Chief Executive Officer              

     Pursuant  to  the  requirements of the  Securities Act of               
1933, this Registration Statement  has  been  signed  by   the             
following persons in the capacities and on the dates indicated.
                               
     SIGNATURE                 TITLE                  DATE
     ---------                 -----                  ----
                                                        
                               
                          Chairman of the     
    R.R. IRANI            Board of Directors             
-------------------      and Chief Executive     December 12, 1996
    Ray R. Irani              Officer
                               
                                              
                                                        
     A.R. LEACH            Executive Vice        December 12, 1996
-------------------        President and Chief
  Anthony R. Leach         Financial Officer
                               
                                              
                                                        
  S.P. DOMINICK            Vice President and    December 12, 1996
-------------------        Controller (Chief              
Samuel P. Dominick,        Accounting Officer)
   Jr.

                                 5
JOHN S. CHALSTY               Director         December 12, 1996
--------------------
  John S. Chalsty

                                                        
                                                        
EDWARD P. DJEREJIAN             Director         December 12, 1996
--------------------
Edward P. Djerejian

                                              
                                                        
    ALBERT GORE                 Director         December  6, 1996
--------------------
    Albert Gore

                                              
                                                        
   ARTHUR GROMAN                Director         December 12, 1996
--------------------
   Arthur Groman

                                              
                                                        
   J. ROGER HIRL                Director         December 12, 1996
--------------------
   J. Roger Hirl

                                              
                                                        
   JOHN W. KLUGE                Director         December 12, 1996
--------------------
   John W. Kluge

                                              
                                                        
  DALE R. LAURANCE              Director         December 12, 1996
--------------------
  Dale R. Laurance

                                              
                                                        
   I.W. MALONEY                 Director         December 12, 1996
--------------------
  Irvin W. Maloney

                                              
                                                        
  GEORGE O. NOLLEY              Director         December 12, 1996
--------------------
  George O. Nolley

                                              
                                                        
   J.F. RIORDAN                 Director         December 12, 1996
--------------------
  John F. Riordan

                                              
                                                        
     R. SEGOVIA                 Director         December 12, 1996
--------------------
  Rodolfo Segovia

                                              
                                                        
    A. SYRIANI                  Director         December 12, 1996
--------------------
  Aziz D. Syriani

                                              
                                                        
  ROSEMARY TOMICH               Director         December 12, 1996
--------------------
  Rosemary Tomich
                               
                                   6
INDEX TO EXHIBITS

EXHIBIT
NUMBER                   DESCRIPTION

 4.1   Restated     Certificate     of    Incorporation     of
       Occidental,  together with all certificates  amendatory
       thereof  filed  with the Secretary of State of Delaware
       through   December 23, 1994 (incorporated by  reference
       to   Exhibit  3.(i)  to Occidental's Annual  Report  on
       Form  10-K   for  the  fiscal year ended  December  31,
       1994).
        
 4.2   By-laws    of    Occidental,   as    amended    through
       December   15,  1994  (incorporated  by  reference   to
       Exhibit  3.(ii)  to Occidental's Annual Report on  Form
       10-K for the fiscal year ended December 31, 1994).
        
 5.1   Opinion of Linda S. Peterson, Esq.
        
 23.1  Consent   of   Linda   S.  Peterson, Esq.  (Included in                
       Exhibit 5.1).
        
 23.2  Consent of Arthur Andersen LLP.
        
 24.1  Power of Attorney (Reference is hereby made to page 6).               
        
 99.1  MidCon Corp. Savings Plan.
        
 99.2  Amendment No. 1 MidCon Corp. Savings Plan