0001609253-20-000066 | 10-K | XBRL Viewer | California Resources Corp

DERIVATIVES (Tables)

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]



	Q1 2020		Q2 2020		Q3 2020		Q4 2020
Purchased Puts:
Barrels per day	30,000		20,000		13,000		8,000
Weighted-average price per barrel	$	70.83	$	67.50	$	65.00	$	65.00

Sold Puts:
Barrels per day	30,000		20,000		18,000		13,000
Weighted-average price per barrel	$	56.67	$	53.75	$	54.31	$	53.81

Swaps:
Barrels per day	—		5,000		5,000		5,000
Weighted-average price per barrel	$	—	$	70.05	$	65.00	$	65.00

Schedule of fair value (at gross and net) of outstanding derivatives

The following table presents the fair values (at gross and net) of our outstanding derivatives as of December 31, 2019 and 2018:



December 31, 2019
Balance Sheet Classification	Gross Amounts Recognized at Fair Value			Gross Amounts Offset in the Balance Sheet			Net Fair Value Presented in the Balance Sheet
Assets:	(in millions)
Other current assets	$	49		$	(10	)	$	39
Other assets	1			—			1

Liabilities:
Accrued liabilities	(15		)	10			(5		)
Other long-term liabilities	—			—			—
	$	35		$	—		$	35



December 31, 2018
Balance Sheet Classification	Gross Amounts Recognized at Fair Value			Gross Amounts Offset in the Balance Sheet			Net Fair Value Presented in the Balance Sheet
Assets:	(in millions)
Other current assets	$	252		$	(84	)	$	168
Other assets	23			(9		)	14

Liabilities:
Accrued liabilities	(87		)	84			(3		)
Other long-term liabilities	(10		)	9			(1		)
	$	178		$	—		$	178

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

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+ Details

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
CURRENT ASSETS
Cash	$ 17	$ 17
Trade receivables	277	299
Inventories	67	69
Other current assets, net	130	255
Total current assets	491	640
PROPERTY, PLANT AND EQUIPMENT	22,889	22,523
Accumulated depreciation, depletion and amortization	(16,537)	(16,068)
Total property, plant and equipment, net	6,352	6,455
OTHER ASSETS	115	63
TOTAL ASSETS	6,958	7,158
CURRENT LIABILITIES
Current maturities of long-term debt	100	0
Accounts payable	296	390
Accrued liabilities	313	217
Total current liabilities	709	607
LONG-TERM DEBT	4,877	5,251
DEFERRED GAIN AND ISSUANCE COSTS, NET	146	216
OTHER LONG-TERM LIABILITIES	720	575
MEZZANINE EQUITY
Redeemable noncontrolling interests	802	756
EQUITY
Preferred stock (20 million shares authorized at $0.01 par value); no shares outstanding at December 31, 2019 or 2018	0	0
Common stock (200 million shares authorized at $0.01 par value); 49,175,843 shares outstanding at December 31, 2019, 48,650,420 shares outstanding at December 31, 2018	0	0
Additional paid-in capital	5,004	4,987
Accumulated deficit	(5,370)	(5,342)
Accumulated other comprehensive loss	(23)	(6)
Total equity attributable to common stock	(389)	(361)
Noncontrolling interests	93	114
Total equity	(296)	(247)
TOTAL LIABILITIES AND EQUITY	$ 6,958	$ 7,158

Consolidated Statements of Comprehensive Income - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2019

Dec. 31, 2018

Dec. 31, 2017

Statement of Comprehensive Income [Abstract]

Net income (loss)

$ 99

$ 429

$ (262)

Net income attributable to noncontrolling interests

(127)

(101)

(4)

Other comprehensive income (loss) items:

Reclassification of unrealized gains (losses) on pension and postretirement losses

^[1]

(24)

(14)

Reclassification of realized losses on pension and postretirement to income

^[1]

Total other comprehensive income (loss)

(17)

(9)

Comprehensive (loss) income attributable to common stock

$ (45)

$ 345

$ (275)

[1]	No associated tax for 2019, 2018 and 2017. See Part II, Item 8 Financial Statements and Supplementary Data, Note 14 Pension and Postretirement Benefit Plans for additional information.

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Accrued Liabilities (Details) $ in Millions	3 Months Ended
	Dec. 31, 2019 USD ($) employee	Dec. 31, 2018 USD ($)
Accrued liabilities current [abstract]
Accrued employee-related costs	$ 116	$ 109
Accrued taxes other than on income	57	38
Asset retirement obligation	28	31
Accrued interest	13	15
Lease liability	28
Other	71	24
Accrued liabilities	$ 313	$ 217
Organizational Changes
Accrued liabilities current [abstract]
Number of positions remaining \| employee	1,250
Incurred cost	$ 41
Expected cost remaining	19
Employee Salary and Severance
Accrued liabilities current [abstract]
Incurred cost	29
Other Termination Benefits
Accrued liabilities current [abstract]
Incurred cost	$ 12

DEBT - Other (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Principal maturities of long-term debt
2020	$ 100
2021	1,962
2022	2,771
2023	0
2024	144
Thereafter	0
Total	4,977
Fair Value, Other Financial Instruments [Abstract]
Estimated fair value of long-term debt	3,800	$ 4,500
Debt carrying value	$ 4,977	$ 5,251

Consolidated Statements of Equity (Parenthetical)
shares in Thousands, $ in Millions

12 Months Ended

Dec. 31, 2018

USD ($)

Value of common stock at issuance

$ 101

^[1]

Chevron

Common stock shares issued (in shares) | shares

2,850

Value of common stock at issuance

$ 51

Ares-led investor group | Ares JV

Common stock shares issued (in shares) | shares

2,300

Purchase price of the CRC shares issued to Ares-led investor group in a private placement

$ 50

[1]

Includes 2.85 million shares of common stock (valued at $51 million at issuance) issued to Chevron in connection with our acquisition of Chevron's working interest in the Elk Hills unit and 2.3 million shares of common stock (valued at $50 million at issuance) issued to an Ares-led investor group. See Part II, Item 8 – Financial Statements and Supplementary Data, Note 4 Acquisitions and Divestitures and Part II, Item 8 – Financial Statements and Supplementary Data, Note 5 Joint Ventures for more information.

DEBT - 2014 Revolving Credit Facility (Details) $ in Millions	1 Months Ended	12 Months Ended
	Nov. 30, 2019 USD ($)	Dec. 31, 2019 USD ($) item	Dec. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)
Debt
Percentage of lenders to approve decreases or affirmations in borrowing base		67.00%
2014 Revolving Credit Facility (Shared First Priority Lien)
Debt
Maximum borrowing capacity		$ 1,000
Increase to maximum borrowing capacity with lender approval		50
Available borrowing capacity, subject to minimum liquidity requirement		317
Financial covenant minimum month end liquidity		$ 150
Commitment fees on unused portion of the Revolving Credit Facility		0.50%
Borrowing base	$ 2,300
Number of consecutive redeterminations between which CRC or lenders can request a special redetermination \| item		3
Financial covenants
Amount of cash on hand above which amounts owed under the Revolving Credit Facility must be repaid		$ 150
Minimum interest coverage ratio		1.20	1.20
Minimum asset coverage ratio		1.20	1.20
Other covenants
Amount of cash on hand above which amounts owed under the Revolving Credit Facility must be repaid		$ 150
2014 Revolving Credit Facility (Shared First Priority Lien) \| Minimum
Debt
Percentage of lenders to approve increases in borrowing base		80.00%
Percentage of lenders to approve decreases or affirmations in borrowing base		67.00%
Percentage of lenders to request special redetermination in borrowing base		67.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Alternative Base Rate Loan Federal fund rate
Debt
Interest rate added to variable rate basis (as a percent)		0.50%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Alternative Base Rate Loan One-Month LIBOR
Debt
Interest rate added to variable rate basis (as a percent)		1.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on LIBOR loans \| Minimum
Debt
Interest rate added to variable rate basis (as a percent)		3.25%	3.25%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on LIBOR loans \| Maximum
Debt
Interest rate added to variable rate basis (as a percent)		4.00%	4.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans \| Minimum
Debt
Interest rate added to variable rate basis (as a percent)		2.25%	2.25%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans \| Maximum
Debt
Interest rate added to variable rate basis (as a percent)		3.00%	3.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Through 2019
Financial covenants
Maximum leverage ratio		1.90	1.90
2014 Revolving Credit Facility (Shared First Priority Lien) \| After 2019
Financial covenants
Maximum leverage ratio		1.50	1.50
2014 Revolving Credit Facility (Shared First Priority Lien) \| Up to $500 million
Other covenants
Percent of net cash proceeds from non-borrowing base asset sales that must be used to repay the 2014 RCF		25.00%
Net cash proceeds from non-borrowing base asset sales that are subject to percentage of repayment of the 2014 RCF		$ 500
2014 Revolving Credit Facility (Shared First Priority Lien) \| $500 million and $1 billion
Other covenants
Percent of net cash proceeds from non-borrowing base asset sales that must be used to repay the 2014 RCF		50.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| $500 million and $1 billion \| Minimum
Other covenants
Net cash proceeds from non-borrowing base asset sales that are subject to percentage of repayment of the 2014 RCF		$ 500
2014 Revolving Credit Facility (Shared First Priority Lien) \| $500 million and $1 billion \| Maximum
Other covenants
Net cash proceeds from non-borrowing base asset sales that are subject to percentage of repayment of the 2014 RCF		$ 1,000
2014 Revolving Credit Facility (Shared First Priority Lien) \| In excess of $1 billion
Other covenants
Percent of net cash proceeds from non-borrowing base asset sales that must be used to repay the 2014 RCF		75.00%
Net cash proceeds from non-borrowing base asset sales that are subject to percentage of repayment of the 2014 RCF		$ 1,000
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applications of proceeds from sale of nonborrowing base assets after required payment of 2014 RCF.
Other covenants
Amount of minimum liquidity to be maintained using proceeds from non-borrowing base asset sales to repurchase senior notes or second lien notes				$ 300
2014 Revolving Credit Facility (Shared First Priority Lien) \| Letters of Credit
Debt
Maximum sub-limit on borrowing capacity for issuance of letters of credit		400
Letters of credit outstanding amount		$ 165	$ 162

LEASES - Noncancelable operating leases (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2019
Noncancelable operating leases
2019			$ 12
2020			8
2021			7
2022			7
2023			6
Thereafter			28
Total			$ 68
Rental expense for operating leases	$ 11	$ 13

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Production Sharing - Type Contracts and Cash (Details)	12 Months Ended
	Dec. 31, 2019
Production Sharing Type Contracts
Percentage of production represented by PSC-type contracts	15.00%
Percentage of operating costs reported under PSC-type contracts	100.00%

DEBT

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

DEBT

As of December 31, 2019 and 2018, our long-term debt consisted of the following credit agreements, Second Lien Notes and Senior Notes:



	Outstanding Principal					Interest Rate^(a)	Maturity	Security
	2019			2018
Credit Agreements	(in millions)
2014 Revolving Credit Facility	$	518		$	540	LIBOR plus 3.25%-4.00% ABR plus 2.25%-3.00%	June 30, 2021	Shared First-Priority Lien
2017 Credit Agreement	1,300			1,300		LIBOR plus 4.75% ABR plus 3.75%	December 31, 2022^(b)	Shared First-Priority Lien
2016 Credit Agreement	1,000			1,000		LIBOR plus 10.375% ABR plus 9.375%	December 31, 2021	First-Priority Lien
Second Lien Notes
Second Lien Notes	1,815			2,067		8%	December 15, 2022^(c)	Second-Priority Lien
Senior Notes
5% Senior Notes due 2020	100			100		5%	January 15, 2020	Unsecured
5½% Senior Notes due 2021	100			100		5.5%	September 15, 2021	Unsecured
6% Senior Notes due 2024	144			144		6%	November 15, 2024	Unsecured
Total Debt	$	4,977		$	5,251
Less: Current Maturities	(100		)	—
Long-Term Debt	4,877			5,251


(a)	London Interbank Offered Rates (LIBOR) will be phased out after 2021 and replaced with the Secured Overnight Financing Rate within the United States for U.S. dollar-based LIBOR. Our credit agreements contemplate a discontinuation of LIBOR and have an alternate borrowing rate. We do not expect the discontinuation of LIBOR to have a significant impact on our interest expense.


(b)	The 2017 Credit Agreement is subject to a springing maturity of 91 days prior to the maturity of our 2016 Credit Agreement if more than $100 million in principal of the 2016 Credit Agreement is outstanding at that time.


(c)	The Second Lien Notes require principal repayments of approximately $287 million in June 2021, $57 million in December 2021 and $59 million in June 2022 and $1,412 million in December 2022.

Credit Agreements

2014 Revolving Credit Facility

In September 2014, we entered into a Credit Agreement with JPMorgan Chase Bank, N.A, as administrative agent, and certain other lenders. This credit agreement currently consists of a $1 billion senior revolving loan facility (2014 Revolving Credit Facility), which we are permitted to increase by up to $50 million if we obtain additional commitments from new or existing lenders.

As of December 31, 2019, we had approximately $317 million of available borrowing capacity, before a $150 million month-end minimum liquidity requirement. Our 2014 Revolving Credit Facility also includes a sub-limit of $400 million for the issuance of letters of credit. As of December 31, 2019 and 2018, we had letters of credit of approximately $165 million and $162 million, respectively. These letters of credit were issued to support ordinary course marketing, insurance, regulatory and other matters.

Security – The lenders share a first-priority lien on a substantial majority of our assets with the lenders under of 2017 Credit Agreement, excluding the Elk Hills power plant and midstream assets that are part of the Ares JV.

Interest Rate – We can elect to borrow at either LIBOR or an alternate base rate (ABR), in each case plus an applicable margin. The ABR is equal to the highest of (i) the federal funds effective rate plus 0.50%, (ii) the administrative agent’s prime rate and (iii) the one-month LIBOR rate plus 1.00%. The applicable margin is adjusted based on the borrowing base utilization percentage under the 2014 Revolving Credit Facility and will vary from (i) in the case of LIBOR loans, 3.25% to 4.00% and (ii) in the case of ABR loans, 2.25% to 3.00%. The unused portion of the facility is subject to a commitment fee of 0.50% per annum. We also pay customary fees and expenses. Interest on ABR loans is payable quarterly in arrears. Interest on LIBOR loans is payable at the end of each LIBOR period, but not less than quarterly.

Maturity Date – Our 2014 Revolving Credit Facility matures on June 30, 2021.

Amortization Payments – The 2014 Revolving Credit Facility does not include any obligation to make amortization payments.

Borrowing Base – The borrowing base is redetermined each May 1 and November 1 and was most recently reaffirmed at $2.3 billion in November 2019. The borrowing base is based upon a number of factors, including commodity prices and reserves, declines in which could cause our borrowing base to be reduced. Increases in our borrowing base require approval of at least 80% of our lenders while decreases or affirmations require a two-thirds approval, in each case as measured by relative commitment amount. We and the lenders (requiring a request from the lenders holding two-thirds of the commitments) each may request a special redetermination once in any period between three consecutive scheduled redeterminations. We will be permitted to have collateral released when both (i) our credit ratings are at least Baa3 from Moody's and BBB- from S&P, in each case with a stable or better outlook, and (ii) certain permitted liens securing other debt are released.

Financial Covenants – As of December 31, 2019, our financial performance covenants included a monthly minimum liquidity requirement of not less than $150 million and the following:



Ratio	Components^(a)	Required Levels	Tested
Maximum leverage ratio	Ratio of indebtedness under our 2014 Revolving Credit Facility to trailing four-quarter Adjusted EBITDAX	Not greater than 1.90 to 1.00 through 2019 Not greater than 1.50 to 1.00 after 2019	Quarterly
Minimum interest coverage ratio	Ratio of Adjusted EBITDAX to consolidated cash interest charges	Not less than 1.20 to 1.00	Quarterly
Minimum asset coverage ratio	Ratio of PV-10 to first lien indebtedness	Not less than 1.20 to 1.00	Quarterly


(a)	Refer to the terms of our credit agreements for more detailed descriptions of the components of our financial covenants.

Other Covenants – Our 2014 Revolving Credit Facility includes covenants that, among other things, restrict our ability to incur additional indebtedness, grant liens, make asset sales and investments, repay existing indebtedness, make subsidiary distributions and enter into transactions that would result in fundamental changes. We are also restricted from paying cash dividends on our stock. Generally, these covenants include exceptions that allow us to pursue some of these activities in certain circumstances. In addition to these covenants, we must also apply cash on hand in excess of $150 million daily to repay amounts outstanding. Finally, we are also subject to a cross-default provision that causes a default under this facility if certain defaults occur under any of our other credit agreements or bond indentures.

Except for dispositions to development JVs, we must generally apply all of the proceeds from the sale of assets included in our borrowing base to repay loans outstanding under our 2014 Revolving Credit Facility. With respect to the sale of non-borrowing base assets (other than the Elk Hills power plant), we must apply the net cash proceeds to repay outstanding loans as follows:

•25% of such proceeds for all net cash proceeds received up to $500 million

•50% of such proceeds for all net cash proceeds received between $500 million and $1 billion

•75% of such proceeds for all net cash proceeds received in excess of $1 billion.

We are permitted to use the balance of proceeds from non-borrowing base asset sales for general corporate purposes including acquisitions and to repurchase our Second Lien Notes and Senior Notes subject to certain conditions, including pro-forma compliance with our financial performance covenants and that we have minimum liquidity of $300 million following such repurchase.

Events of Default and Change of Control – Our 2014 Revolving Credit Facility provides for certain events of default, including upon a change of control, that entitle our lenders to declare the outstanding loans immediately due and payable, subject to certain limitations and conditions.

Recent Amendments – Our 2014 Revolving Credit Facility was most recently amended in August 2019 to provide us with flexibility in connection with potential royalty transactions.

2017 Credit Agreement

In November 2017, we entered into a $1.3 billion credit agreement with The Bank of New York Mellon Trust Company, N.A., as administrative agent, and certain other lenders (2017 Credit Agreement). The net proceeds were used to pay the $559 million remaining balance of our term loan under our 2014 Revolving Credit Facility (2014 Term Loan), resulting in a loss on the early extinguishment of debt of $8 million, reduce the balance of our 2014 Revolving Credit Facility and pay accrued interest. The proceeds received were net of a $26 million original issue discount and $38 million in transaction costs. As of December 31, 2019, we had a $1.3 billion term loan outstanding under our 2017 Credit Agreement.

Security – Our 2017 Credit Agreement is secured by the same shared first-priority lien used to secure our 2014 Revolving Credit Facility.

Maturity Date – The loans mature on December 31, 2022, subject to a springing maturity of 91 days prior to the maturity of our 2016 Credit Agreement if more than $100 million is outstanding at that time. Prepayment more than 90 days prior to maturity is subject to a 2% premium.

Financial and Other Covenants – We are required to maintain a first-lien asset coverage ratio of not less than 1.20 to 1.00 as of any June 30 and December 31. In addition, our 2017 Credit Agreement provides for customary covenants and events of default consistent with, or generally less restrictive than, the covenants in our 2014 Revolving Credit Facility. The covenants include limitations on additional indebtedness, liens, asset dispositions and investments, among others, and are in each case subject to certain limitations and exceptions. We are also restricted from paying cash dividends on our stock.

Events of Default and Change of Control – Our 2017 Credit Agreement provides for certain events of default, including upon a change of control, that entitle our lenders to declare the outstanding loans immediately due and payable, subject to certain limitations and conditions. We are also subject to a cross-default provision that causes a default under this credit agreement if certain defaults occur under any of our other credit agreements or indentures.

2016 Credit Agreement

In August 2016, we entered into a $1 billion credit agreement with The Bank of New York Mellon Trust Company, N.A., as administrative agent, and certain other lenders (2016 Credit Agreement). The net proceeds from the 2016 Credit Agreement were used to (i) prepay $250 million of our 2014 Term Loan and (ii) reduce our 2014 Revolving Credit Facility by $740 million. The proceeds received were net of a $10 million original issue discount. As of December 31, 2019, we had a $1 billion term loan outstanding under our 2016 Credit Agreement.

Security – Our 2016 Credit Agreement is secured by a first-priority lien on a substantial majority of our assets (excluding the Elk Hills power plant and midstream assets that are part of the Ares JV) but is second in collateral recovery to our 2014 Revolving Credit Facility and 2017 Credit Agreement.

Maturity Date – The loans mature on December 31, 2021. Prepayment is subject to a variable make-whole amount prior to the fourth anniversary. Following the fourth anniversary, we may redeem at par.

Financial and Other Covenants – We are required to maintain a first–lien asset coverage ratio of not less than 1.20 to 1.00 as of any June 30 and December 31. Our 2016 Credit Agreement also includes other covenants that are substantially similar to our 2017 Credit Agreement. We are also restricted from paying cash dividends on our stock.

Events of Default and Change of Control – Our 2016 Credit Agreement provides for certain events of default, including upon a change of control, that entitle our lenders to declare the outstanding loans immediately due and payable, subject to certain limitations and conditions. We are also subject to a cross-default provision that causes a default under this credit agreement if certain defaults occur under any of our other credit agreements or indentures.

Second Lien Notes

In December 2015, we issued $2.25 billion in aggregate principal amount of 8% senior secured second-lien notes due December 15, 2022 (Second Lien Notes). The Second Lien Notes were issued in exchange for $2.8 billion of our then outstanding Senior Notes. We recorded a deferred gain of approximately $560 million on the debt exchange, which is being amortized using the effective interest rate method over the term of our Second Lien Notes. We pay cash interest semiannually in arrears on June 15 and December 15.

Security – Our Second Lien Notes are secured on a junior-priority basis to the first-priority liens that secure the loans under our 2014 Revolving Credit Facility, 2017 Credit Agreement and 2016 Credit Agreement.

Repurchases – In 2019, we repurchased $252 million in face value of our Second Lien Notes for $156 million in cash, resulting in a pre-tax gain of $126 million including the effect of unamortized deferred gain and issuance costs. In 2018, we repurchased $183 million in face value of our Second Lien Notes for $159 million in cash, resulting in a pre-tax gain of $48 million including the effect of unamortized deferred gain and issuance costs.

Financial and Other Covenants – The indenture includes covenants that, among other things, limit our ability to grant liens securing borrowed money (subject to certain exceptions) and restrict our ability to merge or consolidate with, or transfer all or substantially all of our assets to, another entity. The covenants are not, however, directly linked to measures of our financial performance. In addition, if we experience a “change of control triggering event” (as defined in the indenture), we will be required, unless we have exercised our right to redeem our Second Lien Notes, to offer to purchase our Second Lien Notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest. The indenture also restricts our ability to sell certain assets and to release collateral from liens securing our Second Lien Notes, unless the collateral is also released in compliance with our senior credit facilities. We are also subject to a cross-default provision that causes a default under this indenture if certain defaults occur under any of our other credit agreements or indentures.

Redemption – We may redeem our Second Lien Notes (i) prior to December 15, 2018, in whole or in part at a redemption price equal to 100% of the principal amount redeemed plus a make-whole amount and accrued and unpaid interest, (ii) between December 15, 2018 and 2020, in whole or in part at a fixed redemption price ranging from 104% to 102% of the principal amount redeemed plus accrued and unpaid interest and (iii) thereafter in whole or in part at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest.

Senior Notes

In October 2014, we issued $5 billion in aggregate principal amount of our senior unsecured notes, including $1 billion of 5% notes due January 15, 2020 (2020 Notes), $1.75 billion of 5.5% notes due September 15, 2021 (2021 Notes) and $2.25 billion of 6% notes due November 15, 2024 (2024 Notes and, collectively, Senior Notes). We used the net proceeds from the issuance of our Senior Notes to make a $4.95 billion cash distribution to Occidental in October 2014.

Repurchases – In 2019, we did not repurchase any of our Senior Notes. In 2018, we repurchased $49 million in face value of our 2024 Notes for $40 million in cash, resulting in a pre-tax gain of $9 million including the effect of unamortized deferred issuance costs.

Financial and Other Covenants – The indenture includes covenants that, among other things, limit our ability to grant liens securing borrowed money subject to certain exceptions and restrict our ability to merge or consolidate with, or transfer all or substantially all of our assets to, another entity. The covenants are not, however, directly linked to measures of our financial performance. In addition, if we experience a “change of control triggering event” (as defined in the indenture), we will be required, unless we have exercised our right to redeem our Senior Notes, to offer to purchase our Senior Notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest. We are also subject to a cross-default provision that causes a default under this indenture if certain defaults occur under any of our other credit agreements or indentures.

Redemption – We may redeem our Senior Notes prior to their maturity dates, in whole or in part, at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest and, generally, a make-whole amount.

Deferred Gain and Issuance Costs

At December 31, 2019 and 2018, net deferred gain and issuance costs consisted of the following:



	2019			2018
	(in millions)
Deferred gain	$	211		$	313
Deferred issuance costs and original issue discounts	(65		)	(97		)
Net deferred gain and issuance costs	$	146		$	216

Other

At December 31, 2019, we were in compliance with all financial and other debt covenants.

All obligations under our 2014 Revolving Credit Facility, 2017 Credit Agreement and 2016 Credit Agreement (collectively, Credit Facilities) as well as our Second Lien Notes and Senior Notes are guaranteed both fully and unconditionally and jointly and severally by all of our material wholly owned subsidiaries.

The terms and conditions of all of our indebtedness are subject to additional qualifications and limitations that are set forth in the relevant governing documents.

Principal maturities of debt outstanding at December 31, 2019 are as follows:



	As of December 31, 2019
	(in millions)
2020	$	100
2021	1,962
2022	2,771
2023	—
2024	144
Thereafter	—
Total	$	4,977

We estimate the fair value of fixed-rate debt, which is classified as Level 1, based on prices from known market transactions for our instruments. The estimated fair value of our debt at December 31, 2019 and 2018, including the fair value of the variable-rate portion, was approximately $3.8 billion and $4.5 billion, respectively, compared to a face value of approximately $5.0 billion and $5.3 billion, respectively.

JOINT VENTURES - Other (Details) $ / shares in Units, shares in Thousands, $ in Millions	1 Months Ended	9 Months Ended	12 Months Ended
	Jul. 31, 2019 USD ($) well $ / shares shares	Sep. 30, 2019	Dec. 31, 2019 USD ($) shares	Apr. 30, 2017 USD ($)	Apr. 01, 2017
JOINT VENTURES
Working interest retained by CRC (as a percent)	10.00%
CRC's working interest if MIRA receives cash distributions equal to a predetermined threshold return (as a percent)	82.50%
Alpine JV
JOINT VENTURES
Initial commitment	$ 320
Potential total investment commitment in joint venture	$ 500
Joint venture investment period	3 years
Number of wells agreed for drilling under JV program \| well	275
Funding provided by MIRA for development of properties (as a percent)	100.00%
Working interest acquired by MIRA (as a percent)	90.00%
Colony Capital, Inc.
JOINT VENTURES
Warrant outstanding (in shares) \| shares	1,250		200
Warrant exercise price (in dollars per share) \| $ / shares	$ 40
Term of tranche		5 years	5 years
Joint Venture With Macquarie Infrastructure And Real Assets Inc \| MIRA
JOINT VENTURES
Funding provided by MIRA for development of properties (as a percent)					100.00%
Working interest acquired by MIRA (as a percent)				90.00%
Working interest retained by CRC (as a percent)				10.00%
CRC's working interest if MIRA receives cash distributions equal to a predetermined threshold return (as a percent)				75.00%
Amended commitment amount			$ 138	$ 140

INCOME TAXES - Income tax expense (benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Tax Contingency [Line Items]
Income (loss) before income taxes	$ 100	$ 429	$ (262)
Income tax provision (benefit)	$ 0	$ 0
Total income tax expense (benefit) differs from the U.S. federal income tax rate to pre-tax income (loss)
U.S. federal statutory tax rate	21.00%	21.00%	35.00%
State income taxes, net	7.00%	6.00%	6.00%
Exclusion of tax attributable to noncontrolling interests, net	(35.00%)	(5.00%)	0.00%
Decrease in U.S. federal corporate tax rate	0.00%	0.00%	(91.00%)
Tax credits, net	(9.00%)	(6.00%)	19.00%
Nondeductible compensation, net	0.03	0	0
Stock-based compensation, net	0.00%	0.00%	(1.00%)
Change in valuation allowance, net	14.00%	(17.00%)	33.00%
Other, net	0.00%	1.00%	(1.00%)
Effective tax rate	1.00%	0.00%	0.00%
Valuation allowance, increase (decrease)	$ 21	$ (81)	$ (74)
Income Tax Provision
Total income tax expense (benefit) differs from the U.S. federal income tax rate to pre-tax income (loss)
Effective income tax rate reconciliation, change in deferred tax assets valuation allowance, amount	16	76	78
Accumulated Other Comprehensive (Loss) Income
Total income tax expense (benefit) differs from the U.S. federal income tax rate to pre-tax income (loss)
Effective income tax rate reconciliation, change in deferred tax assets valuation allowance, amount	$ 5	$ 5	$ 4

STOCK-BASED COMPENSATION - Restricted Stock (Details) shares in Thousands	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Employee awards
Vesting percentage on the day before each anniversary date follwoing date of grant	0.33%
Roll-forward of awards
Granted (in shares)	79
Restricted Stock
Roll-forward of awards
Unvested, beginning of year (in shares)	819
Granted (in shares)	171
Vested (in shares)	(409)
Forfeited (in shares)	(27)
Unvested, end of year (in shares)	554
Stock-Settled Restricted Stock
Restricted stock awards weighted-average grant-date fair value (in dollars per share)
Unvested, beginning of year, weighted-average grant-date fair value (in dollars per share) \| $ / shares	$ 17.36
Granted, weighted-average grant-date fair value (in dollars per share) \| $ / shares	21.71
Vested, weighted-average grant-date fair value (in dollars per share) \| $ / shares	19.20
Forfeited, weighted-average grant-date fair value (in dollars per share) \| $ / shares	13.48
Unvested, end of year, weighted-average grant-date fair value (in dollars per share) \| $ / shares	$ 17.54
Cash-Settled Restricted Stock
Roll-forward of awards
Unvested, beginning of year (in shares)	2,636
Granted (in shares)	1,511
Vested (in shares)	(1,391)
Forfeited (in shares)	(471)
Unvested, end of year (in shares)	2,285
Employees \| Restricted Stock
Employee awards
Award vesting period	3 years

DERIVATIVES - Interest-Rate Contracts (Details) - Interest-rate contract - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	May 31, 2018
Derivatives
Variable rate indebtedness amount			$ 1,300
Loss recorded in other non-operating expense	$ 4	$ 6
Payments received	$ 0
One month LIBOR
Derivatives
Interest rate to be in place to receive payment			2.75%

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Supplemental Cash Flow Information (Details)
shares in Thousands, $ in Millions

12 Months Ended

Dec. 31, 2019

USD ($)

tranche

Dec. 31, 2018

USD ($)

Dec. 31, 2017

USD ($)

Jul. 31, 2019

Supplemental Cash Flow Information

Interest paid, net of capitalized amounts

$ 425

$ 433

$ 393

Value of common stock at issuance

^[1]

$ 101

Elk Hills transaction

Supplemental Cash Flow Information

Warrant outstanding (in shares) | shares

400

Common stock issued

$ 3

Common stock shares issued (in shares) | shares

2,850

Value of common stock at issuance

$ 51

Colony Capital, Inc.

Supplemental Cash Flow Information

Number of tranches | tranche

Warrant outstanding (in shares) | shares

200

1,250

[1]

DEBT - 2016 Credit Agreements (Details) $ in Millions	1 Months Ended	12 Months Ended
DEBT - 2016 Credit Agreements (Details) $ in Millions	Aug. 31, 2016 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Debt
Proceeds used to repay 2014 revolving credit facility		$ 2,353	$ 2,646	$ 2,180
Outstanding borrowings		4,977	5,251
2014 Revolving Credit Facility (Shared First Priority Lien)
Debt
Maximum borrowing capacity		1,000
Outstanding borrowings		$ 518	$ 540
Minimum asset coverage ratio		1.20	1.20
2016 Credit Agreement (Shared First Priority Lien)
Debt
Maximum borrowing capacity	$ 1,000
Original issue discount	10
Outstanding borrowings		$ 1,000	$ 1,000
2016 Credit Agreement (Shared First Priority Lien) \| Any June 30 and December 31
Debt
Minimum asset coverage ratio		1.20
Term Loan \| 2014 Revolving Credit Facility (Shared First Priority Lien)
Debt
Repurchase value of the principal amounts	250
2014 Revolving Credit Facility \| 2014 Revolving Credit Facility (Shared First Priority Lien)
Debt
Proceeds used to repay 2014 revolving credit facility	$ 740

REVENUE RECOGNITION

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers, which we adopted on January 1, 2018 using the modified retrospective method, which was applied to all contracts that were not completed as of that date. Prior period results were not adjusted and continue to be reported under the accounting standards in effect for the applicable period. The new standard did not affect the timing of our revenue recognition and did not impact net income; accordingly, we did not record an adjustment to the opening balance of retained earnings.

We derive substantially all of our revenue from sales of oil, natural gas and NGLs, with the remaining revenue generated from sales of electricity and marketing activities related to storage and managing excess pipeline capacity.

The following is a description of our principal activities from which we generate revenue. Revenues are recognized when control of promised goods is transferred to our customers, in an amount that reflects the consideration we expect to receive in exchange for those goods.

Commodity Sales Contracts

We recognize revenue from the sale of our oil, natural gas and NGL production when delivery has occurred and control passes to the customer. Our commodity contracts are short term, typically less than a year. We consider our performance obligations to be satisfied upon transfer of control of the commodity. In certain instances, transportation and processing fees are incurred by us prior to control being transferred to customers. These costs were previously offset against oil and natural gas sales. Upon adoption of ASC 606, we are recording these costs as a component of other expenses, net on our consolidated statements of operations.

Our commodity sales contracts are based on index prices. We recognize revenue in the amount that we expect to receive once we are able to adequately estimate the consideration (i.e., when market prices are known). Our contracts with customers typically require payment within 30 days following invoicing.

Electricity

The electrical output of the Elk Hills power plant that is not used in our operations is sold to the wholesale power market and to a utility under power purchase and sales agreements (PPAs) through December 2023, which include a monthly capacity payment plus a variable payment based on the quantity of power purchased each month. Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally, this occurs upon delivery of the electricity. We report electricity sales as other revenue on our consolidated statements of operations. Revenue is measured as the amount of consideration we expect to receive based on average index or California Independent System Operator market pricing with payment due the month following delivery. Payments under our PPAs are settled monthly. We consider our performance obligations to be satisfied upon delivery of electricity or as the contracted amount of energy is made available to the customer in the case of capacity payments.

Marketing, Trading and Other

Marketing, trading and other revenue primarily includes our activities associated with storing, transporting and marketing our production as well as third-party volumes.

To transport our natural gas as well as third-party volumes, we have entered into firm pipeline commitments. In addition, we may from time-to-time enter into natural gas purchase and sale agreements with third parties to take advantage of market dislocations. We consider our performance obligations to be satisfied upon transfer of control of the commodity.

We report our trading activities on a gross basis with purchases and costs reported in other expenses, net and sales recorded in other revenue on our consolidated statements of operations.

Disaggregation of Revenue

The following table provides disaggregated revenue for the years ended December 31, 2019, 2018 and 2017:



	2019			2018		2017
Oil and natural gas sales:	(in millions)
Oil	$	1,884		$	2,110	$	1,549
NGLs	179			260		210
Natural gas	207			220		177
	2,270			2,590		1,936
Other revenue:
Electricity	112			111		125
Marketing, trading and other	311			361		35
Interest income	—			1		—
	423			473		160
Net derivative (loss) gain from commodity contracts	(59		)	1		(90		)
Total revenues	$	2,634		$	3,064	$	2,006

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Property, Plant and Equipment (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Property, Plant and Equipment, Net [Abstract]
Maximum time period after which costs of exploratory wells are charged to expense if determination of proved reserves has not been made	1 year
Net capitalized costs attributable to unproved properties	$ 232
Maximum \| Gas plant and power plant assets
Property, Plant and Equipment, Net [Abstract]
Expected useful lives	30 years
Maximum \| Other non- producing property and equipment
Property, Plant and Equipment, Net [Abstract]
Expected useful lives	20 years

DEBT - Schedule of long-term debt (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Nov. 30, 2017	Dec. 31, 2019	Dec. 31, 2018	Oct. 31, 2014
Debt
Total Debt		$ 4,977	$ 5,251
Less: Current Maturities		(100)	0
Long-Term Debt		4,877	5,251
2014 Revolving Credit Facility (Shared First Priority Lien)
Debt
Total Debt		$ 518	$ 540
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on LIBOR loans \| Minimum
Debt
Interest rate added to variable rate basis (as a percent)		3.25%	3.25%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on LIBOR loans \| Maximum
Debt
Interest rate added to variable rate basis (as a percent)		4.00%	4.00%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans \| Minimum
Debt
Interest rate added to variable rate basis (as a percent)		2.25%	2.25%
2014 Revolving Credit Facility (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans \| Maximum
Debt
Interest rate added to variable rate basis (as a percent)		3.00%	3.00%
2017 Credit Agreement (Shared First Priority Lien)
Debt
Total Debt		$ 1,300	$ 1,300
2017 Credit Agreement (Shared First Priority Lien) \| 91 days prior to maturity of 2016 Credit Agreement
Debt
Period before maturity of the 2016 Credit Agreement notes that triggers accelerated payment	91 days	91 days
Outstanding amount of 2016 Credit Agreement notes that triggers accelerated payment	$ 100	$ 100
2017 Credit Agreement (Shared First Priority Lien) \| Applicable margin on LIBOR loans
Debt
Interest rate added to variable rate basis (as a percent)		4.75%	4.75%
2017 Credit Agreement (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans
Debt
Interest rate added to variable rate basis (as a percent)		3.75%	3.75%
2016 Credit Agreement (Shared First Priority Lien)
Debt
Total Debt		$ 1,000	$ 1,000
2016 Credit Agreement (Shared First Priority Lien) \| Applicable margin on LIBOR loans
Debt
Interest rate added to variable rate basis (as a percent)		10.375%	10.375%
2016 Credit Agreement (Shared First Priority Lien) \| Applicable margin on Alternate Base Rate loans
Debt
Interest rate added to variable rate basis (as a percent)		9.375%	9.375%
Second Lien Notes (Second Priority Lien)
Debt
Total Debt		$ 1,815	$ 2,067
Debt instrument interest rate stated percentage		8.00%	8.00%
Principal amount due by June 2021		$ 287
Principal amount due by December 2021		57
Principal amount due by June 2022		59
Principal amount due by December 2022		1,412
Senior Notes (Unsecured) \| 5% Notes Due 2020
Debt
Total Debt		$ 100	$ 100
Debt instrument interest rate stated percentage		5.00%	5.00%	5.00%
Senior Notes (Unsecured) \| 5.5% Notes Due 2021
Debt
Total Debt		$ 100	$ 100
Debt instrument interest rate stated percentage		5.50%	5.50%	5.50%
Senior Notes (Unsecured) \| 6% Senior Notes due 2024
Debt
Total Debt		$ 144	$ 144
Debt instrument interest rate stated percentage		6.00%	6.00%	6.00%

PENSION AND POSTRETIREMENT BENEFIT PLANS

12 Months Ended

Dec. 31, 2019

Retirement Benefits [Abstract]

PENSION AND POSTRETIREMENT BENEFIT PLANS

We have various qualified and non-qualified benefit plans for our salaried and union and nonunion hourly employees.

Defined Contribution Plans

All of our employees are eligible to participate in our tax-qualified, defined contribution retirement plan that provides for periodic cash contributions by us based on annual cash compensation and employee deferrals.

Certain salaried employees participate in supplemental plans that restore benefits lost due to government limitations on qualified plans. As of December 31, 2019 and 2018, we recognized $37 million and $36 million in other long-term liabilities for these supplemental plans, respectively.

We expensed $36 million in 2019, $35 million in 2018 and $33 million in 2017 under the provisions of these defined contribution and supplemental plans.

Defined Benefit Plans

Participation in defined benefit pension plans sponsored by us is limited. During 2019, approximately 70 employees accrued benefits under these plans, all of whom were union employees. Effective December 31, 2015, the plans were amended such that participants other than union employees no longer earn benefits for service after December 31, 2015.

Pension costs for the defined benefit pension plans, determined by independent actuarial valuations, are funded by us through payments to trust funds, which are administered by independent trustees.

Postretirement Benefit Plans

We provide postretirement medical and dental benefits for our eligible former employees and their dependents. Our former employees are required to make monthly contributions to the plan, but the benefits are primarily funded by us as claims are paid during the year.

Obligations and Funded Status of our Defined Benefit Plans

The following tables show the amounts recognized in our balance sheets related to pension and postretirement benefit plans, as well as plans that we or our subsidiaries sponsor, and their funding status, obligations and plan asset fair values:



	As of December 31,
	2019			2018			2019			2018
	Pension Benefits						Postretirement Benefits
Amounts recognized in the balance sheet:	(in millions)
Accrued liabilities	$	—		$	—		$	(3	)	$	(2	)
Other long-term liabilities	(18		)	(14		)	(113		)	(82		)
	$	(18	)	$	(14	)	$	(116	)	$	(84	)

Amounts recognized in accumulated other comprehensive (loss) income:	$	(6	)	$	(10	)	$	(17	)	$	4



	As of December 31,
	2019			2018			2019			2018
	Pension Benefits						Postretirement Benefits
Changes in the benefit obligation:	(in millions)
Benefit obligation—beginning of year	$	56		$	65		$	84		$	93
Service cost—benefits earned during the period	1			1			4			4
Interest cost on projected benefit obligation	2			2			4			4
Actuarial loss (gain)	11			(2		)	19			(14		)
Cost of special termination benefits	—			—			6			—
Curtailment	—			—			2			—
Benefits paid	(25		)	(10		)	(3		)	(3		)
Benefit obligation—end of year	$	45		$	56		$	116		$	84

Changes in plan assets:
Fair value of plan assets—beginning of year	$	42		$	46		$	—		$	—
Actual gain (loss) on plan assets	7			(2		)	—			—
Employer contributions	3			8			3			3
Benefits paid	(25		)	(10		)	(3		)	(3		)
Fair value of plan assets—end of year	$	27		$	42		$	—		$	—
Unfunded status	$	(18	)	$	(14	)	$	(116	)	$	(84	)

The following table sets forth our defined benefit pension plans with accumulated benefit obligations in excess of plan assets for the years ended December 31:



	2019		2018
	(in millions)
Projected Benefit Obligation	$	45	$	56
Accumulated Benefit Obligation	$	41	$	53
Fair Value of Plan Assets	$	27	$	42

None of our defined benefit pension plans had plan assets in excess of accumulated benefit obligations.

Components of Net Periodic Benefit Cost

The following tables set forth our pension and postretirement benefit costs and amounts recognized in other comprehensive income (loss) (before tax):



	For the years ended December 31,
	2019			2018			2017			2019		2018		2017
	Pension Benefits									Postretirement Benefits
Net periodic benefit costs:	(in millions)
Service cost—benefits earned during the period	$	1		$	1		$	1		$	4	$	4	$	3
Interest cost on projected benefit obligation	2			2			2			4		4		4
Expected return on plan assets	(2		)	(3		)	(3		)	—		—		—
Cost of special termination benefits	—			—			—			6		—		—
Amortization of net actuarial loss	1			2			2			—		—		—
Settlement costs	9			4			5			—		—		—
Net periodic benefit cost	$	11		$	6		$	7		$	14	$	8	$	7



	For the years ended December 31,
	2019			2018			2017			2019			2018		2017
Amounts recognized in other comprehensive income (loss):	Pension Benefits									Postretirement Benefits
Amounts recognized in other comprehensive income (loss):	(in millions)
Net actuarial (loss) gain	$	(6	)	$	(3	)	$	(4	)	$	(19	)	$	14	$	(12	)
Settlement costs	9			4			5			(2		)	—		—
Amortization of net actuarial gain/loss	1			2			2			—			—		—
Total recognized in other comprehensive income (loss)	$	4		$	3		$	3		$	(21	)	$	14	$	(12	)

Settlement costs related to our pension plans were associated with early retirements.

The following table sets forth the weighted-average assumptions used to determine our benefit obligations and net periodic benefit cost:



	For the years ended December 31,
	2019		2018		2019		2018
Benefit Obligation Assumptions:	Pension Benefits				Postretirement Benefits
Discount rate	3.16	%	4.22	%	3.48	%	4.57	%
Rate of compensation increase	4.00	%	4.00	%	—		—
Net Periodic Benefit Cost Assumptions:
Discount rate	4.22	%	3.53	%	4.57	%	3.87	%
Assumed long-term rate of return on assets	6.50	%	6.50	%	—		—
Rate of compensation increase	4.00	%	4.00	%	—		—

For pension plans and postretirement benefit plans that we or our subsidiaries sponsor, we based the discount rate on the Aon AA Above Median yield curve in both 2019 and 2018. The weighted-average rate of increase in future compensation levels is consistent with our past and anticipated future compensation increases for employees participating in retirement plans that determine benefits using compensation. The assumed long-term rate of return on assets is estimated with regard to current market factors but within the context of historical returns for the asset mix that exists at year end.

Effective in 2019, we adopted the Society of Actuaries Pri-2012 mortality assumptions reflecting the MP-2019 Mortality Improvement Scale, which plan sponsors in the U.S. use in the actuarial valuations that determine a plan sponsor’s pension and postretirement obligations. In 2018, we utilized the Society of Actuaries Adjusted RP-2014 Mortality Table reflecting the MP-2018 Mortality Improvement Scale. At December 31, 2019, the changes in the mortality assumptions did not significantly change the pension benefit obligations or the postretirement benefit obligations.

The postretirement benefit obligation was determined by application of the terms of medical and dental benefits, including the effect of established maximums on covered costs, together with relevant actuarial assumptions and healthcare cost trend rates projected at an assumed U.S. Consumer Price Index (CPI) increase of 1.86% and 1.78% as of December 31, 2019 and 2018, respectively. Under the terms of our postretirement plans, participants other than certain union employees pay for all medical cost increases in excess of increases in the CPI. For those union employees, we projected that, as of December 31, 2019, health care cost trend rates would decrease 0.25% per year from 6.50% in 2020 until they reach 4.50% in 2028 and remain at 4.50% thereafter.

The actuarial assumptions used could change in the near term as a result of changes in expected future trends and other factors that, depending on the nature of the changes, could cause increases or decreases in the plan assets and liabilities.

Fair Value of Pension Plan Assets

We employ a total return investment approach that uses a diversified blend of equity and fixed-income investments to optimize the long-term return of plan assets at a prudent level of risk. Equity investments were diversified across U.S. and non-U.S. stocks, as well as differing styles and market capitalizations. Other asset classes, such as private equity and real estate, may have been used with the goals of enhancing long-term returns and improving portfolio diversification. In 2019 and 2018, the target allocation of plan assets was 65% equity securities and 35% debt securities. Investment performance was measured and monitored on an ongoing basis through quarterly investment portfolio and manager guideline compliance reviews, annual liability measurements and periodic studies.

The fair values of our pension plan assets by asset category are as follows:



	Fair Value Measurements at December 31, 2019
	Level 1		Level 2		Level 3		Total
Asset Class:	(in millions)
Cash equivalents	$	—	$	—	$	—	$	—
Commingled funds:
Fixed income	—		3		—		3
U.S. equity	—		4		—		4
International equity	—		2		—		2
Mutual funds:
Bond funds	5		—		—		5
Blend funds	2		—		—		2
Value funds	2		—		—		2
Growth funds	2		—		—		2
Guaranteed deposit account	—		—		7		7
Total pension plan assets	$	11	$	9	$	7	$	27



	Fair Value Measurements at December 31, 2018
	Level 1		Level 2		Level 3		Total
Asset Class:	(in millions)
Cash equivalents	$	1	$	—	$	—	$	1
Commingled funds:
Fixed income	—		9		—		9
U.S. equity	—		9		—		9
International equity	—		5		—		5
Mutual funds:
Bond funds	5		—		—		5
Blend funds	2		—		—		2
Value funds	2		—		—		2
Growth funds	2		—		—		2
Guaranteed deposit account	—		—		7		7
Total pension plan assets	$	12	$	23	$	7	$	42

The activity during the years ended December 31, 2019 and 2018, for the assets using Level 3 fair value measurements was insignificant.

Expected Cash Flows

In 2020, we expect to contribute $4 million to our postretirement benefit plans and at least our minimum funding requirement of $2 million to our defined benefit pension plans. Estimated future undiscounted benefit payments, which reflect expected future service, as appropriate, are as follows:



	Pension Benefits		Postretirement Benefits
For the years ended December 31,	(in millions)
2020	$	10	$	4
2021	$	4	$	5
2022	$	2	$	5
2023	$	3	$	5
2024	$	2	$	5
2025 - 2029	$	11	$	27

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Cash (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Cash
Cash restricted under our joint venture agreements	$ 3	$ 2

PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($)	12 Months Ended
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Asset Impairments
Asset impairment charges	$ 0	$ 0	$ 0
Property, Plant and Equipment
Total property, plant and equipment	22,889,000,000	22,523,000,000
Accumulated depreciation, depletion and amortization	(16,537,000,000)	(16,068,000,000)
Total property, plant and equipment, net	6,352,000,000	6,455,000,000
Capitalized exploratory well costs for the years ended December 31:
Balance, beginning of year	5,000,000	4,000,000	4,000,000
Additions to capitalized exploratory well costs	12,000,000	19,000,000	4,000,000
Reclassification to property, plant and equipment	(3,000,000)	(2,000,000)	(2,000,000)
Charged to expense	(7,000,000)	(16,000,000)	(2,000,000)
Balance, end of year	7,000,000	5,000,000	$ 4,000,000
Proved oil and natural gas properties
Property, Plant and Equipment
Total property, plant and equipment	21,285,000,000	20,882,000,000
Unproved oil and natural gas properties(a)
Property, Plant and Equipment
Total property, plant and equipment	1,055,000,000	1,103,000,000
Accumulated valuation allowance for unproved properties	823,000,000	819,000,000
Facilities and other
Property, Plant and Equipment
Total property, plant and equipment	$ 549,000,000	$ 538,000,000

EQUITY (Details) - USD ($) $ / shares in Units, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Jul. 31, 2019
Statement [Line Items]
Common stock, authorized shares		200,000,000	200,000,000
Preferred stock, authorized shares		20,000,000	20,000,000
Common stock, par value (in dollars per share)		$ 0.01	$ 0.01
Preferred stock, par value (in dollars per share)		$ 0.01	$ 0.01
Preferred stock, outstanding shares		0	0
Common stock issuances
Balance at the beginning of the year (in shares)	48,650,420	48,650,420
Balance at the end of the year (in shares)		49,175,843	48,650,420
Accumulated Other Comprehensive Income (Loss)
Pension and post-retirement adjustments		$ 23	$ 6
Common Stock
Common stock issuances
Balance at the beginning of the year (in shares)	48,650,000	48,650,000	42,902,000
Common stock shares issued (in shares)		694,000	6,110,000
Common stock shares canceled (in shares)		(168,000)	(362,000)
Balance at the end of the year (in shares)		49,176,000	48,650,000
Colony Capital, Inc.
Statement [Line Items]
Warrant outstanding (in shares)		200,000		1,250,000
Warrant exercise price (in dollars per share)				$ 40
Term of tranche	5 years	5 years
Ares JV \| Ares-led investor group
Common stock issuances
Common stock shares issued (in shares)			2,300,000

ACQUISITIONS AND DIVESTITURES - Elk Hills Transaction Paragraph (Details) $ in Millions		1 Months Ended
	Apr. 01, 2018 USD ($) a	Apr. 30, 2018 USD ($)	Dec. 31, 2019 USD ($)
ACQUISITIONS AND DIVESTITURES
Purchase price		$ 518
Working, surface and mineral interests in the formerly Elk Hills field
ACQUISITIONS AND DIVESTITURES
Working, surface and mineral interests acquired \| a	47,000
Purchase price	$ 518
Liabilities assumed	$ 7
Other oil and gas property
ACQUISITIONS AND DIVESTITURES
Remaining commitments to invest an oil and gas property			$ 12

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Asset Retirement Obligations (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Asset Retirement Obligations
Non-current asset retirement obligation	$ 489	$ 402
Asset Retirement Obligations Roll forward
Beginning balance	433	422
Liabilities incurred, capitalized to PP&E	(5)	4
Liabilities settled and paid	(26)	(15)
Accretion expense	36	27
Acquisitions, capitalized to PP&E	0	8
Dispositions, reduction to PP&E	(10)	(1)
Other	4	(1)
Revisions	85	(11)
Ending balance	$ 517	433
Elk Hills transaction
Asset Retirement Obligations Roll forward
Acquisitions, capitalized to PP&E		7
Other upstream acquisitions
Asset Retirement Obligations Roll forward
Acquisitions, capitalized to PP&E		$ 1

JOINT VENTURES - Mezzanine Equity (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Mezzanine Equity - Redeemable Noncontrolling Interest - Ares
Balance	$ 756
Net (loss) income attributable to noncontrolling interests	117	$ 99	$ 0
Balance	802	756
Mezzanine Equity - Redeemable Noncontrolling Interest - Ares
Mezzanine Equity - Redeemable Noncontrolling Interest - Ares
Balance	756	0
Net (loss) income attributable to noncontrolling interests	117	99
Contributions from noncontrolling interest holders, net	0	714
Distributions to noncontrolling interest holders	(71)	(57)
Balance	$ 802	$ 756	$ 0

DEBT - Deferred Gain and Issuance Costs (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Deferred Gain and Issuance Costs [Abstract]
Deferred gain	$ 211	$ 313
Deferred issuance costs and original issue discounts	(65)	(97)
Net deferred gain and issuance costs	$ 146	$ 216

PENSION AND POSTRETIREMENT BENEFIT PLANS - Assumptions (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Pension Benefits
Benefit Obligation Assumptions:
Discount rate	3.16%	4.22%
Rate of compensation increase	4.00%	4.00%
Net Periodic Benefit Cost Assumptions:
Discount rate	4.22%	3.53%
Assumed long-term rate of return on assets	6.50%	6.50%
Rate of compensation increase	4.00%	4.00%
Postretirement Benefits
Benefit Obligation Assumptions:
Discount rate	3.48%	4.57%
Rate of compensation increase	0.00%	0.00%
Net Periodic Benefit Cost Assumptions:
Discount rate	4.57%	3.87%
Assumed long-term rate of return on assets	0.00%	0.00%
Rate of compensation increase	0.00%	0.00%
Assumed health care cost trend rates
U.S. Consumer Price Index (CPI) increase	1.86%	1.78%
Union employees \| Postretirement Benefits
Assumed health care cost trend rates
Annual decrease in healthcare cost in 2020	0.25%
Projected healthcare cost rate in 2019	6.50%
Projected healthcare cost rate in 2028	4.50%
Projected ultimate health care cost trend rates after 2028	4.50%

DERIVATIVES

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVES

NOTE 9 DERIVATIVES

We use a variety of derivative instruments to protect our cash flow, operating margin and capital program from the cyclical nature of commodity prices and interest-rate movements. These derivatives are intended to help us maintain adequate liquidity and improve our ability to comply with the covenants of our Credit Facilities in case of commodity-price deterioration.

Commodity-Price Risk

We did not have any commodity derivatives designated as accounting hedges as of and during the years ended December 31, 2019, 2018 and 2017. As part of our hedging program, we held the following Brent-based crude oil contracts as of December 31, 2019:



	Q1 2020		Q2 2020		Q3 2020		Q4 2020
Purchased Puts:
Barrels per day	30,000		20,000		13,000		8,000
Weighted-average price per barrel	$	70.83	$	67.50	$	65.00	$	65.00

Sold Puts:
Barrels per day	30,000		20,000		18,000		13,000
Weighted-average price per barrel	$	56.67	$	53.75	$	54.31	$	53.81

Swaps:
Barrels per day	—		5,000		5,000		5,000
Weighted-average price per barrel	$	—	$	70.05	$	65.00	$	65.00

Our counterparties have an option to increase volumes by up to 5,000 barrels per day for the second quarter of 2020 at a weighted-average Brent price of $70.05. A counterparty has an option to increase volumes by up to 5,000 barrels per day for the second half of 2020 at a weighted-average Brent price of $65.00.

The BSP JV entered into crude oil derivatives that are included in our consolidated results but not in the above table. The hedges entered into by the BSP JV could affect the timing of the reversion of BSP's preferred interest. The BSP JV sold call options for approximately 500 barrels per day at a weighted-average price per barrel of $60.00 per barrel for 2020. The BSP JV purchased put options for approximately 2,000 barrels per day at a weighted-average price per barrel of approximately $50.00 for 2020. The BSP JV also purchased put options for approximately 1,000 barrels per day at a weighted-average price per barrel of approximately $45.00 for 2021. The BSP JV also entered into natural gas swaps for insignificant volumes for periods through May 2021.

The outcomes of the derivative positions are as follows:


•	Sold call options – we make settlement payments for prices above the indicated weighted-average price per barrel.


•	Purchased put options – we receive settlement payments for prices below the indicated weighted-average price per barrel.


•	Sold put options – we make settlement payments for prices below the indicated weighted-average price per barrel.

From time to time, we may use combinations of these positions to increase the efficacy of our hedging program.

For the years ended December 31, 2019, 2018 and 2017, we recorded a non-cash derivative (loss) gain of approximately $(170) million, $229 million, and $(83) million, respectively, from marking these contracts to market, which were included in net derivative (loss) gain from commodity contracts on our consolidated statements of operations. For the year ended December 31, 2019, we received settlement payments of $111 million. For the years ended December 31, 2018 and 2017, we made settlement payments of $228 million and $7 million, respectively.

Interest-Rate Risk

In May 2018, we entered into derivative contracts that limit our interest rate exposure with respect to $1.3 billion of our variable-rate indebtedness. These interest-rate contracts reset monthly and require the counterparties to pay any excess interest owed on such amount in the event the one-month LIBOR exceeds 2.75% for any monthly period prior to May 4, 2021.

For the years ended December 31, 2019 and 2018, we reported losses on these contracts in other non-operating expenses on our consolidated statements of operations of $4 million and $6 million, respectively. No payments were received in either 2019 or 2018.

Fair Value of Derivatives

Our derivative contracts are measured at fair value using industry-standard models with various inputs, including quoted forward prices, and are classified as Level 2 in the required fair value hierarchy for the periods presented.

Commodity Contracts

The following table presents the fair values (at gross and net) of our outstanding derivatives as of December 31, 2019 and 2018:



December 31, 2019
Balance Sheet Classification	Gross Amounts Recognized at Fair Value			Gross Amounts Offset in the Balance Sheet			Net Fair Value Presented in the Balance Sheet
Assets:	(in millions)
Other current assets	$	49		$	(10	)	$	39
Other assets	1			—			1

Liabilities:
Accrued liabilities	(15		)	10			(5		)
Other long-term liabilities	—			—			—
	$	35		$	—		$	35



December 31, 2018
Balance Sheet Classification	Gross Amounts Recognized at Fair Value			Gross Amounts Offset in the Balance Sheet			Net Fair Value Presented in the Balance Sheet
Assets:	(in millions)
Other current assets	$	252		$	(84	)	$	168
Other assets	23			(9		)	14

Liabilities:
Accrued liabilities	(87		)	84			(3		)
Other long-term liabilities	(10		)	9			(1		)
	$	178		$	—		$	178

Interest-Rate Contracts

As of December 31, 2019, and 2018, we reported the fair value of our interest-rate derivatives of zero and $4 million, respectively, in other assets on our consolidated balance sheets.

Counterparty Credit Risk

Our credit risk relates primarily to trade receivables, joint interest receivables and derivative financial instruments. Credit exposure for each customer is monitored for outstanding balances and current activity. We actively manage this credit risk by selecting counterparties that we believe to be financially strong and continuing to monitor their financial health. Concentration of credit risk is regularly reviewed to ensure that counterparty credit risk is adequately diversified.

As of December 31, 2019, the substantial majority of the credit exposures related to our derivative financial instruments was with investment-grade counterparties. We believe exposure to credit-related losses at December 31, 2019 was not material and losses associated with credit risk have been insignificant for all years presented.

All of our derivative instruments are covered by International Swap Dealers Association Master Agreements

with counterparties. At December 31, 2019, and 2018, we had insignificant collateral posted.

DERIVATIVES - Fair Value (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Commodity Contracts
Fair Value of Derivatives
Total derivatives	$ 0	$ 0
Commodity Contracts \| Other current assets
Fair Value of Derivatives
Gross Amounts Offset in the Balance Sheet	(10)	(84)
Commodity Contracts \| Other assets
Fair Value of Derivatives
Gross Amounts Offset in the Balance Sheet	0	(9)
Commodity Contracts \| Accrued liabilities
Fair Value of Derivatives
Gross Amounts Offset in the Balance Sheet	10	84
Commodity Contracts \| Other long-term liabilities
Fair Value of Derivatives
Gross Amounts Offset in the Balance Sheet	0	9
Interest Rate Contracts \| Other assets
Fair Value of Derivatives
Interest rate derivative assets	0	4
Recognized Fair Value \| Commodity Contracts
Fair Value of Derivatives
Total derivatives	35	178
Recognized Fair Value \| Commodity Contracts \| Other current assets
Fair Value of Derivatives
Gross Amounts Recognized at Fair Value	49	252
Recognized Fair Value \| Commodity Contracts \| Other assets
Fair Value of Derivatives
Gross Amounts Recognized at Fair Value	1	23
Recognized Fair Value \| Commodity Contracts \| Accrued liabilities
Fair Value of Derivatives
Gross Amounts Recognized at Fair Value	(15)	(87)
Recognized Fair Value \| Commodity Contracts \| Other long-term liabilities
Fair Value of Derivatives
Gross Amounts Recognized at Fair Value	0	(10)
Presented in the Balance Sheet \| Commodity Contracts
Fair Value of Derivatives
Total derivatives	35	178
Presented in the Balance Sheet \| Commodity Contracts \| Other current assets
Fair Value of Derivatives
Net Fair Value Presented in the Balance Sheet	39	168
Presented in the Balance Sheet \| Commodity Contracts \| Other assets
Fair Value of Derivatives
Net Fair Value Presented in the Balance Sheet	1	14
Presented in the Balance Sheet \| Commodity Contracts \| Accrued liabilities
Fair Value of Derivatives
Net Fair Value Presented in the Balance Sheet	(5)	(3)
Presented in the Balance Sheet \| Commodity Contracts \| Other long-term liabilities
Fair Value of Derivatives
Net Fair Value Presented in the Balance Sheet	$ 0	$ (1)

REVENUE RECOGNITION - Disaggregation of revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Disaggregation of revenue
Revenue from contract with customers	$ 2,270	$ 2,590	$ 1,936
Other revenue	423	473	160
Net derivative (loss) gain from commodity contracts	(59)	1	(90)
Total revenues	2,634	3,064	2,006
Oil
Disaggregation of revenue
Revenue from contract with customers	1,884	2,110	1,549
NGLs
Disaggregation of revenue
Revenue from contract with customers	179	260	210
Natural gas
Disaggregation of revenue
Revenue from contract with customers	207	220	177
Electricity
Disaggregation of revenue
Other revenue	112	111	125
Marketing, trading and other
Disaggregation of revenue
Other revenue	311	361	35
Interest income
Disaggregation of revenue
Other revenue	$ 0	$ 1	$ 0

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Taxes
Interest and penalties related to uncertain tax positions	$ 0	$ 0	$ 0

INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Unrecognized tax benefits – January 1	$ 25	$ 25	$ 25
Gross increases – tax positions in prior year	44	0	0
Gross increases – tax positions in current year	32	0	0
Unrecognized tax benefits – December 31	101	$ 25	$ 25
Unrecognized tax benefit that would affect effective tax rate	$ 25

STOCK-BASED COMPENSATION - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - shares shares in Millions		12 Months Ended
	Jan. 01, 2015	Dec. 31, 2019
Employee awards
Percentage of share purchase price of common stock under ESPP	85.00%
Aggregate number of common stock shares authorized for issuance		1.5
Common stock issued under employee stock purchase plan as of December 31, 2018 (in shares)		1.0
Number of shares available for future issuance		0.5
Common stock issued under employee stock purchase plan (in shares)		0.2

ACQUISITIONS AND DIVESTITURES

12 Months Ended

Dec. 31, 2019

ACQUISITIONS AND DIVESTITURES

ACQUISITIONS AND DIVESTITURES

NOTE 4 ACQUISITIONS AND DIVESTITURES

Acquisitions

Elk Hills Transaction

In April 2018, we acquired the remaining working, surface and mineral interests in the approximately 47,000-acre Elk Hills unit from Chevron U.S.A., Inc. (Chevron) (the Elk Hills transaction) for approximately $518 million, including $7 million of liabilities assumed relating to ARO. We accounted for the Elk Hills transaction as a business combination. As of December 31, 2019, we held all of the working, surface and mineral interests in the former Elk Hills unit. The effective date of the transaction was April 1, 2018.

As part of the Elk Hills transaction, Chevron reduced its royalty interest in one of our oil and natural gas properties by half and extended the time frame to invest the remainder of our capital commitment on that property by the end of 2020. As of December 31, 2019, the remaining commitment was approximately $12 million. In addition, the parties mutually agreed to release each other from pending claims with respect to the former Elk Hills unit.

The following table summarizes the total consideration, including customary closing adjustments, and the allocation of the consideration based on the fair value of the assets acquired as of the acquisition date:



Consideration:	(in millions)
Cash	$	460
Common stock issued (2.85 million shares)	51
Liabilities assumed	7
	$	518

Identifiable assets acquired:
Proved properties	$	435
Other property and equipment	77
Materials and supplies	6
	$	518

The results of operations for the Elk Hills transaction were included in our consolidated financial statements subsequent to the closing date.

Bakersfield Office Building

In April 2018, we also acquired an office building and land in Bakersfield, California for $48 million. For the initial eight months in 2018, a former owner of the building occupied most of the space as a tenant, from which we generated approximately $4 million in rental income. In December 2018, this tenant downsized the space they are leasing through December 2022, with a corresponding reduction in rent. The vacated space not used by us will be available to lease to other tenants to generate additional income. In addition, the unimproved land may be monetized in the future. Approximately $6 million of the purchase price was allocated to the in-place leases in 2018, which is included in other assets and is being amortized into other expenses, net.

Other

In 2019, we had several other acquisitions totaling approximately $6 million. In 2018, we had other upstream acquisitions totaling approximately $39 million, excluding assumed ARO liabilities of $1 million.

Divestitures

Lost Hills Divestiture

In May 2019, we sold 50% of our working interest and transferred operatorship in certain zones within our Lost Hills field, located in the San Joaquin basin, for total consideration in excess of $200 million, consisting of approximately $168 million and a carried 200-well development program to be drilled through 2023 with an estimated value of $35 million (Lost Hills divestiture). We received cash proceeds of $164 million after transaction costs and purchase price adjustments, which were used to pay down our 2014 Revolving Credit Facility. The partial sale of proved property was accounted for as a normal retirement with no gain or loss recognized. The partial sale of unproved property was recorded as a recovery of cost.

Other

In 2018, we divested non-core assets resulting in $18 million of proceeds and a $5 million gain.

STOCK-BASED COMPENSATION - General (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Employee awards
Unrecognized compensation expense	$ 26
Weighted-average period over which unrecognized compensation expense is expected to be recognized	2 years
Long-Term Incentive Plan
Employee awards
Aggregate number of common stock shares authorized for issuance	7.3
Number of shares issued under the plan	4.7
Number of shares available for future issuance	2.6
Cash-settled Awards
Employee awards
Cash payments	$ 25	$ 24	$ 6

DERIVATIVES - Commodity Price Risk (Details) $ in Millions	12 Months Ended
DERIVATIVES - Commodity Price Risk (Details) $ in Millions	Dec. 31, 2019 USD ($) bbl / d $ / bbl	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
Derivatives
Non-cash derivative (losses) gains \| $	$ (170)	$ 229	$ (83)
Net proceeds (payments) on settled commodity derivatives \| $	$ 111	$ (228)	$ (7)
Puts \| Purchased \| Q1 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	30,000
Weighted-average price (in dollars per barrel) \| $ / bbl	70.83
Puts \| Purchased \| Q2 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	20,000
Weighted-average price (in dollars per barrel) \| $ / bbl	67.50
Puts \| Purchased \| Q3 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	13,000
Weighted-average price (in dollars per barrel) \| $ / bbl	65.00
Puts \| Purchased \| Q4 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	8,000
Weighted-average price (in dollars per barrel) \| $ / bbl	65.00
Puts \| Sold \| Q1 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	30,000
Weighted-average price (in dollars per barrel) \| $ / bbl	56.67
Puts \| Sold \| Q2 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	20,000
Weighted-average price (in dollars per barrel) \| $ / bbl	53.75
Puts \| Sold \| Q3 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	18,000
Weighted-average price (in dollars per barrel) \| $ / bbl	54.31
Puts \| Sold \| Q4 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	13,000
Weighted-average price (in dollars per barrel) \| $ / bbl	53.81
Swaps \| Q1 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	0
Weighted-average price (in dollars per barrel) \| $ / bbl	0
Swaps \| Q2 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	5,000
Weighted-average price (in dollars per barrel) \| $ / bbl	70.05
Swaps \| Q3 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	5,000
Weighted-average price (in dollars per barrel) \| $ / bbl	65.00
Swaps \| Q4 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	5,000
Weighted-average price (in dollars per barrel) \| $ / bbl	65.00
Swaps \| Second Half of 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	5,000
Weighted-average price (in dollars per barrel) \| $ / bbl	65.00
Crude Oil \| BSP JV \| Puts \| Purchased \| Year2019 Through2021
Derivatives
Daily volume (in Bbl) \| bbl / d	2,000
Weighted-average price (in dollars per barrel) \| $ / bbl	50.00
Crude Oil \| BSP JV \| Puts \| Purchased \| Year 2021
Derivatives
Daily volume (in Bbl) \| bbl / d	1,000
Weighted-average price (in dollars per barrel) \| $ / bbl	45.00
Crude Oil \| BSP JV \| Calls \| Sold \| 2019 Through 2020
Derivatives
Daily volume (in Bbl) \| bbl / d	500
Weighted-average price (in dollars per barrel) \| $ / bbl	60.00

EQUITY

12 Months Ended

Dec. 31, 2019

Stockholders' Equity Note [Abstract]

EQUITY

In connection with a development joint venture we entered into in July 2019, we issued a warrant to Colony to purchase up to 1.25 million shares of our common stock at an exercise price of $40 per share. Colony may exercise the warrant in tranches as funding milestones are achieved. The value of each tranche is recognized in our consolidated balance sheets when a funding milestone begins and has a five-year term commencing on the date on which such tranche becomes exercisable. Colony may elect, in its sole discretion, to pay cash or to exercise on a cashless basis, pursuant to which Colony will not be required to pay cash for shares of common stock upon exercise of the warrant but will instead receive fewer shares.

We calculated the fair value of the first and second tranche on the grant date using the Black-Scholes pricing model assumptions below:



	First Tranche			Second Tranche
Volatility	85.00		%	85.00		%
Risk-free interest rate	1.80		%	1.80		%
Dividend yield	—		%	—		%
Expected term (in years)	5.19			5.45
Fair value of underlying common stock	$	7.59		$	7.84
Number of shares	200,000			200,000
Tranche value (in thousands)	$	1,518		$	1,568

Each tranche was initially measured at fair value and will not be subsequently remeasured. Each tranche was classified as additional paid-in-capital in equity on the consolidated balance sheet as of December 31, 2019.

The following is a summary of common stock issuances:



	Common Stock
	(in thousands)
Balance, December 31, 2017	42,902
Issued^(a)	6,110
Canceled	(362	)
Balance, December 31, 2018	48,650
Issued	694
Canceled	(168	)
Balance, December 31, 2019	49,176


(a)	Includes approximately 2.3 million shares issued in a private placement with an Ares-led investor group. For more on our Ares JV, see Note 5 Joint Ventures.

At December 31, 2019 and 2018, we had 200 million authorized shares of common stock and 20 million authorized shares of preferred stock, both with a $0.01 par value per share, and no outstanding shares of preferred stock on either date.

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) consisted of pension and post-retirement losses of $23 million and $6 million at December 31, 2019 and 2018, respectively.

STOCK-BASED COMPENSATION - Performance Stock Unit Awards (Details) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Roll-forward of awards
Granted (in shares)	79
PSU 2019 Awards
Employee awards
Percentage of PSU performance target based on specified VCI results	50.00%
Percentage of performance target based on CRC combined production costs compared to change in peer group production costs	50.00%
Percentage of awards to be paid in stock	50.00%
Percentage of awards to be paid in cash	50.00%
PSU 2019 Awards \| Minimum
Employee awards
Percentage of payouts target awards	0.00%
PSU 2019 Awards \| Maximum
Employee awards
Percentage of payouts target awards	200.00%
PSU 2018 Awards
Employee awards
Percentage of PSU performance target based on specified VCI results		50.00%
Percentage of performance target based on CRC combined production costs compared to change in peer group production costs		50.00%
Percentage of awards to be paid in stock		60.00%
Percentage of awards to be paid in cash		40.00%
PSU 2018 Awards \| Minimum
Employee awards
Percentage of payouts target awards		0.00%
PSU 2018 Awards \| Maximum
Employee awards
Percentage of payouts target awards		200.00%
Stock-Settled PSU awards \| Certain executives
Roll-forward of awards
Unvested, beginning of year (in shares)	294
Granted (in shares)	214
Vested (in shares)	0
Forfeited (in shares)	(11)
Unvested, end of year (in shares)	497	294
PSU awards weighted-average grant-date fair value (in dollars per share)
Unvested, beginning of year, weighted-average grant-date fair value (in dollars per share)	$ 18.34
Granted, weighted-average grant-date fair value (in dollars per share)	21.71
Vested, weighted-average grant-date fair value (in dollars per share)	0
Forfeited, weighted-average grant-date fair value (in dollars per share)	20.19
Unvested, end of year, weighted-average grant-date fair value (in dollars per share)	$ 19.75	$ 18.34
Cash-Settled PSU awards
Roll-forward of awards
Unvested, beginning of year (in shares)	196
Granted (in shares)	214
Vested (in shares)	0
Forfeited (in shares)	(9)
Unvested, end of year (in shares)	401	196

JOINT VENTURES

12 Months Ended

Dec. 31, 2019

Equity Method Investments and Joint Ventures [Abstract]

JOINT VENTURES

NOTE 5

JOINT VENTURES

Noncontrolling Interests

The following table presents the changes in noncontrolling interests for our consolidated JVs (described in greater detail below), which are reported in equity and mezzanine equity on the consolidated balance sheets for the years ended December 31, 2019 and 2018:



	Equity Attributable to Noncontrolling Interests									Mezzanine Equity – Redeemable Noncontrolling Interest
	Ares JV			BSP JV			Total			Ares JV
	(in millions)
Balance, December 31, 2017	$	—		$	94		$	94		$	—
Net (loss) income attributable to noncontrolling interests	(11		)	13			2			99
Contributions from noncontrolling interest holders, net	33			49			82			714
Distributions to noncontrolling interest holders	(7		)	(57		)	(64		)	(57		)
Balance, December 31, 2018	$	15		$	99		$	114		$	756
Net (loss) income attributable to noncontrolling interests	(7		)	17			10			117
Contributions from noncontrolling interest holders, net	—			49			49			—
Distributions to noncontrolling interest holders	(8		)	(72		)	(80		)	(71		)
Balance, December 31, 2019	$	—		$	93		$	93		$	802

Ares Management L.P. (Ares)

In February 2018, we entered into a midstream JV with ECR Corporate Holdings L.P. (ECR), a portfolio company of Ares Management L.P. (Ares). This JV (Ares JV) holds the Elk Hills power plant (a 550-megawatt natural gas fired power plant) and a 200 million cubic foot per day cryogenic gas processing plant. We hold 50% of the Class A common interest and 95.25% of the Class C common interest in the Ares JV. ECR holds 50% of the Class A common interest, 100% of the Class B preferred interest and 4.75% of the Class C common interest. We received $750 million in proceeds upon entering into the Ares JV, before $3 million of transaction costs.

The Class A common and Class B preferred interests held by ECR are reported as redeemable noncontrolling interest in mezzanine equity due to an embedded optional redemption feature. The Class C common interest held by ECR is reported in equity on our consolidated balance sheets.

The Ares JV is required to distribute each month its excess cash flow over its working capital requirements first to the Class B holders and then to the Class C common interests, on a pro-rata basis. The Class B preferred interest has a deferred payment feature whereby a portion of the monthly distributions may be deferred for the first three years to the fourth and fifth year. The deferred amounts accrue an additional return. Distributions to the Class B preferred interest holders are reported as a reduction to mezzanine equity on our consolidated balance sheets.

We can cause the Ares JV to redeem ECR's Class A and Class B interests, in whole, but not in part, at any time by paying $750 million for the Class B interest and $60 million for the Class A interest, plus any previously accrued but unpaid preferred distributions and a make-whole payment if the redemption happens prior to five years from inception. We have the option to extend the redemption period for up to an additional two and one-half years, in which case the interests can be redeemed for $750 million for the Class B interest and $80 million for the Class A interest, plus any previously accrued but unpaid preferred distributions and a make-whole payment if the redemption happens prior to seven and one-half years from inception. If the Ares JV does not exercise its redemption option at the end of the seven and one-half year period, ECR can either sell its Class A and Class B interests or cause the sale or lease of the Ares JV assets.

Our consolidated statements of operations reflect the full operations of our Ares JV, with ECR's share of net income reported in net income attributable to noncontrolling interests.

Additionally, in 2018, an Ares-led investor group purchased approximately 2.3 million shares of our common stock in a private placement for an aggregate purchase price of $50 million.

Benefit Street Partners (BSP)

In February 2017, we entered into a development joint venture with BSP (BSP JV) where BSP will contribute up to $250 million, subject to agreement of the parties, in exchange for a preferred interest in the BSP JV. BSP is entitled to preferential distributions and, if it receives cash distributions equal to a predetermined threshold, the preferred interest is automatically redeemed in full with no additional payment. To date, BSP funded a total of $200 million in four equal tranches, before transaction costs. The funds contributed by BSP were used to develop certain of our oil and natural gas properties.

The BSP JV holds net profits interests (NPI) in existing and future cash flow from certain of our properties and the proceeds from the NPI are used by the BSP JV to (1) pay quarterly minimum distributions to BSP, (2) make distributions to BSP until the predetermined threshold is achieved, and (3) pay for additional development costs within the project area, upon mutual agreement between members.

Our consolidated results reflect the full operations of the BSP JV, with BSP's share of net income being reported in net income attributable to noncontrolling interests on our consolidated statements of operations.

Other

Alpine JV

In July 2019, we entered into a development joint venture with Alpine Energy Capital, LLC (Alpine) to develop portions of our Elk Hills field (Alpine JV). Alpine is a joint venture between subsidiaries of Colony Capital, Inc. (Colony) and Equity Group Investments. Alpine committed to invest $320 million, which may be increased to a total investment of $500 million, subject to the mutual agreement of the parties. The initial commitment is expected to be invested over a period of up to three years in accordance with a 275-well development plan. Alpine will fund 100% of the drilling and completion costs of these wells, in which they will earn a 90% working interest. If Alpine receives an agreed upon return, our working interest in those wells will increase from 10% to 82.5%. Our consolidated financial statements reflect only our working interest share in the productive wells.

In connection with the Alpine JV, Colony received a warrant to purchase up to 1.25 million shares of our common stock at an exercise price of $40 per share. Colony will be entitled to exercise the warrant in tranches as funding milestones are achieved. Each tranche will have a five-year term commencing on the date on which such tranche becomes exercisable. As of December 31, 2019, 200,000 shares of our common stock were exercisable under this warrant. Colony may elect, in its sole discretion, to pay cash or to exercise the warrant on a cashless basis, pursuant to which Colony will not be required to pay cash for shares of our common stock upon exercise of the warrant but will instead receive fewer shares.

MIRA JV

In April 2017, we entered into a development joint venture with Macquarie Infrastructure and Real Assets Inc. (MIRA) to develop certain of our oil and natural gas properties in exchange for a 90% working interest in the related properties (MIRA JV). MIRA funded 100% of the drilling and completion costs of agreed-upon wells in the drilling program. Our 10% working interest increases to 75% if MIRA receives cash distributions equal to a predetermined threshold return. Of the initial agreed-upon capital program of $140 million, $138 million was funded through December 31, 2019. Our consolidated results reflect only our working interest share in the productive wells.

LEASES - Supplement balance sheet information (Details) $ in Millions	Dec. 31, 2019 USD ($)
Leases [Abstract]
Operating lease, net	$ 59
Finance lease, net	2
Total lease assets	61
Operating lease	27
Finance lease	1
Operating lease	37
Finance lease	1
Total lease liabilities	$ 66

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Income Statement (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Condensed Income Statements, Captions [Line Items]
Total revenues	$ 2,634	$ 3,064	$ 2,006
Total costs	2,205	2,295	1,933
Non-operating (loss) income	(329)	(340)	(335)
Income tax provision	(1)	0	0
NET INCOME (LOSS)	99	429	(262)
Net income attributable to noncontrolling interests	(127)	(101)	(4)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	(28)	328	(266)
Eliminations
Condensed Income Statements, Captions [Line Items]
Total revenues	(293)	(261)	0
Total costs	(293)	(261)	0
Non-operating (loss) income	0	0	0
NET INCOME (LOSS)	0	0	0
Net income attributable to noncontrolling interests	0	0	0
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	0	0	0
Parent \| Reportable Legal Entities
Condensed Income Statements, Captions [Line Items]
Total revenues	0	1	42
Total costs	186	207	226
Non-operating (loss) income	(332)	(348)	(353)
Income tax provision	(1)
NET INCOME (LOSS)	(519)	(554)	(537)
Net income attributable to noncontrolling interests	0	0	0
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	(519)	(554)	(537)
Combined Guarantor Subsidiaries \| Reportable Legal Entities
Condensed Income Statements, Captions [Line Items]
Total revenues	2,445	2,897	1,947
Total costs	2,064	2,128	1,694
Non-operating (loss) income	3	8	18
NET INCOME (LOSS)	384	777	271
Net income attributable to noncontrolling interests	0	0	0
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	384	777	271
Combined Non-Guarantor Subsidiaries \| Reportable Legal Entities
Condensed Income Statements, Captions [Line Items]
Total revenues	482	427	17
Total costs	248	221	13
Non-operating (loss) income	0	0	0
NET INCOME (LOSS)	234	206	4
Net income attributable to noncontrolling interests	(127)	(101)	(4)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$ 107	$ 105	$ 0

ACCOUNTING AND DISCLOSURE CHANGES Recently Adopted Accounting Disclosure Changes (Details) - USD ($) $ in Millions	Dec. 31, 2019	Jan. 01, 2019
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
ROU asset obtained in exchange for lease obligations	$ 59
Operating lease liability	$ 64
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
ROU asset obtained in exchange for lease obligations		$ 66
Operating lease liability		$ 66

EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Calculation of basic and diluted EPS

The following table presents the calculation of basic and diluted EPS for the years ended December 31:



	2019			2018			2017
Basic EPS calculation	(in millions, except per share amounts)
Net income (loss)	$	99		$	429		$	(262	)
Less: Net income attributable to noncontrolling interests	(127		)	(101		)	(4		)
Net (loss) income attributable to common stock	(28		)	328			(266		)
Less: Net income allocated to participating securities	—			(7		)	—
Net (loss) income available to common stockholders	$	(28	)	$	321		$	(266	)
Weighted-average common shares outstanding	49.0			47.4			42.5
Basic EPS	$	(0.57	)	$	6.77		$	(6.26	)

Diluted EPS calculation
Net income (loss)	$	99		$	429		$	(262	)
Less: Net income attributable to noncontrolling interests	(127		)	(101		)	(4		)
Net (loss) income attributable to common stock	(28		)	328			(266		)
Less: Net income allocated to participating securities	—			(7		)	—
Net (loss) income available to common stockholders	$	(28	)	$	321		$	(266	)
Weighted-average common shares outstanding	49.0			47.4			42.5
Dilutive effect of potentially dilutive securities	$	—		$	—		$	—
Diluted EPS	$	(0.57	)	$	6.77		$	(6.26	)
Weighted-average antidilutive shares	3.1			1.6			2.3

PENSION AND POSTRETIREMENT BENEFIT PLANS - Cost (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Pension Benefits
Net periodic benefit costs:
Service cost—benefits earned during the period	$ 1	$ 1	$ 1
Interest cost on projected benefit obligation	2	2	2
Expected return on plan assets	(2)	(3)	(3)
Cost of special termination benefits	0	0	0
Amortization of net actuarial loss	1	2	2
Settlement costs	9	4	5
Net periodic benefit cost	11	6	7
Amounts recognized in other comprehensive income (loss):
Net actuarial (loss) gain	(6)	(3)	(4)
Settlement costs	9	4	5
Amortization of net actuarial gain/loss	1	2	2
Total recognized in other comprehensive income (loss)	4	3	3
Postretirement Benefits
Net periodic benefit costs:
Service cost—benefits earned during the period	4	4	3
Interest cost on projected benefit obligation	4	4	4
Expected return on plan assets	0	0	0
Cost of special termination benefits	6	0	0
Amortization of net actuarial loss	0	0	0
Settlement costs	0	0	0
Net periodic benefit cost	14	8	7
Amounts recognized in other comprehensive income (loss):
Net actuarial (loss) gain	(19)	14	(12)
Settlement costs	(2)	0	0
Amortization of net actuarial gain/loss	0	0	0
Total recognized in other comprehensive income (loss)	$ (21)	$ 14	$ (12)

LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Schedule of purchase obligations on a discounted basis

At December 31, 2019, total purchase obligations on a discounted basis were as follows:



	December 31, 2019
	(in millions)
2020	$	88
2021	16
2022	8
2023	14
2024	5
Thereafter	22
Total	153
Less: Interest	(24		)
Present value of purchase obligations	$	129

PENSION AND POSTRETIREMENT BENEFIT PLANS - Plan Assets (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016
Asset Class:
Cash equivalents	$ 0	$ 1
Level 1
Asset Class:
Cash equivalents	0	1
Level 2
Asset Class:
Cash equivalents	0	0
Level 3
Asset Class:
Cash equivalents	$ 0	$ 0
Equity Securities
Defined Benefit Plan Disclosure
Target allocation of plan assets (as a percent)	65.00%	65.00%
Debt Securities
Defined Benefit Plan Disclosure
Target allocation of plan assets (as a percent)	35.00%	35.00%
Pension Benefits
Asset Class:
Fair value of plan assets	$ 27	$ 42	$ 46
Pension Benefits \| Pension Plan Assets - Gross
Asset Class:
Fair value of plan assets	27	42
Pension Benefits \| Pension Plan Assets - Gross \| Level 1
Asset Class:
Fair value of plan assets	11	12
Pension Benefits \| Pension Plan Assets - Gross \| Level 2
Asset Class:
Fair value of plan assets	9	23
Pension Benefits \| Pension Plan Assets - Gross \| Level 3
Asset Class:
Fair value of plan assets	7	7
Pension Benefits \| Fixed income
Asset Class:
Fair value of plan assets	3	9
Pension Benefits \| Fixed income \| Level 1
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Fixed income \| Level 2
Asset Class:
Fair value of plan assets	3	9
Pension Benefits \| Fixed income \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| U.S. equity
Asset Class:
Fair value of plan assets	4	9
Pension Benefits \| U.S. equity \| Level 1
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| U.S. equity \| Level 2
Asset Class:
Fair value of plan assets	4	9
Pension Benefits \| U.S. equity \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| International equity
Asset Class:
Fair value of plan assets	2	5
Pension Benefits \| International equity \| Level 1
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| International equity \| Level 2
Asset Class:
Fair value of plan assets	2	5
Pension Benefits \| International equity \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Bond funds
Asset Class:
Fair value of plan assets	5	5
Pension Benefits \| Bond funds \| Level 1
Asset Class:
Fair value of plan assets	5	5
Pension Benefits \| Bond funds \| Level 2
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Bond funds \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Blend funds
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Blend funds \| Level 1
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Blend funds \| Level 2
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Blend funds \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Value funds
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Value funds \| Level 1
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Value funds \| Level 2
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Value funds \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Growth funds
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Growth funds \| Level 1
Asset Class:
Fair value of plan assets	2	2
Pension Benefits \| Growth funds \| Level 2
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Growth funds \| Level 3
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Guaranteed deposit account
Asset Class:
Fair value of plan assets	7	7
Pension Benefits \| Guaranteed deposit account \| Level 1
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Guaranteed deposit account \| Level 2
Asset Class:
Fair value of plan assets	0	0
Pension Benefits \| Guaranteed deposit account \| Level 3
Asset Class:
Fair value of plan assets	$ 7	$ 7

INCOME TAXES - Income and Provision for Income Tax (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income (loss) before income taxes
Income (loss) before income taxes	$ 100	$ 429	$ (262)
Provision (benefit) for federal, state and local income taxes
Provision (benefit) for federal, state and local income taxes	$ 0	$ 0

PENSION AND POSTRETIREMENT BENEFIT PLANS - Obligations and Asset Fair Values (Details) - Pension Benefits - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Pension plans with accumulated benefit obligation in excess of plan assets
Projected Benefit Obligation	$ 45	$ 56
Accumulated Benefit Obligation	41	53
Fair Value of Plan Assets	$ 27	$ 42

PENSION AND POSTRETIREMENT BENEFIT PLANS - Defined Benefit Plan (Details)	Dec. 31, 2019 person
Pension Benefits
Postretirement and Other Benefit Plans Disclosure
Number of employees accruing benefits under defined benefit plans	70

REVENUE RECOGNITION (Tables)

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

Schedule of disaggregated revenue

The following table provides disaggregated revenue for the years ended December 31, 2019, 2018 and 2017:



	2019			2018		2017
Oil and natural gas sales:	(in millions)
Oil	$	1,884		$	2,110	$	1,549
NGLs	179			260		210
Natural gas	207			220		177
	2,270			2,590		1,936
Other revenue:
Electricity	112			111		125
Marketing, trading and other	311			361		35
Interest income	—			1		—
	423			473		160
Net derivative (loss) gain from commodity contracts	(59		)	1		(90		)
Total revenues	$	2,634		$	3,064	$	2,006

Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	Dec. 31, 2019	Jan. 31, 2020	Jun. 30, 2019
Cover page.
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2019
Document Transition Report	false
Entity File Number	001-36478
Entity Registrant Name	California Resources Corp
Entity Central Index Key	0001609253
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-5670947
Entity Address, Address Line One	27200 Tourney Road,
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Santa Clarita,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91355
City Area Code	888
Local Phone Number	848-4754
Title of 12(b) Security	Common Stock
Trading Symbol	CRC
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 945,000,000
Entity Common Stock, Shares Outstanding		49,175,843
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission in connection with the registrant's 2020 Annual Meeting of Stockholders, are incorporated by reference into Part III of this Form 10-K.

JOINT VENTURES (Tables)

12 Months Ended

Dec. 31, 2019

Equity Method Investments and Joint Ventures [Abstract]

Schedule of changes in noncontrolling interests



	Equity Attributable to Noncontrolling Interests									Mezzanine Equity – Redeemable Noncontrolling Interest
	Ares JV			BSP JV			Total			Ares JV
	(in millions)
Balance, December 31, 2017	$	—		$	94		$	94		$	—
Net (loss) income attributable to noncontrolling interests	(11		)	13			2			99
Contributions from noncontrolling interest holders, net	33			49			82			714
Distributions to noncontrolling interest holders	(7		)	(57		)	(64		)	(57		)
Balance, December 31, 2018	$	15		$	99		$	114		$	756
Net (loss) income attributable to noncontrolling interests	(7		)	17			10			117
Contributions from noncontrolling interest holders, net	—			49			49			—
Distributions to noncontrolling interest holders	(8		)	(72		)	(80		)	(71		)
Balance, December 31, 2019	$	—		$	93		$	93		$	802

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

In 2019, our stockholders approved the California Resources Corporation Long-Term Incentive Plan (the Plan), which provides for the issuance of stock, incentive and non-qualified stock options, restricted stock awards, restricted stock units, stock appreciation rights, stock bonuses, performance-based awards and other awards to executives, employees and non-employee directors. The maximum number of authorized shares of our common stock that may be issued pursuant to our long-term incentive plan is 7.3 million shares. As of December 31, 2019, 4.7 million shares were issued or reserved under the Plan and 2.6 million shares were available for future issuance of awards under the Plan. Our incentive compensation program is administered by the Compensation Committee of our Board of Directors.

Shares of our common stock may be withheld by us in satisfaction of tax withholding obligations arising upon the exercise of stock options or the vesting of restricted stock units. Further, shares of our common stock may be withheld by us in payment of the exercise price of employee stock options, which also count against the authorized shares specified above.

We recognized the following compensation expense for stock-based awards for the years ended December 31, 2019, 2018 and 2017 in our consolidated statements of operations:



	2019		2018		2017
	(in millions)
General and administrative expenses	$	25	$	36	$	23
Production costs	7		9		6
Total stock-based compensation expense	$	32	$	45	$	29

For the years ended December 31, 2019, 2018 and 2017, we did not recognize any income tax benefit related to our stock-based compensation. For the years ended December 31, 2019, 2018 and 2017, we made cash payments of $25 million, $24 million and $6 million for the cash-settled portion of our awards, respectively.

As of December 31, 2019, the unrecognized compensation expense for all our unvested stock-based incentive awards was $26 million, based on the year-end value of our common stock. This expense is expected to be recognized over a weighted-average period of two years.

Restricted Stock

Executives and other employees are granted restricted stock units (RSUs), which are in the form of, or equivalent in value to, actual shares of our common stock. RSUs are service based and, depending on the terms of the awards, are settled in cash or stock at the time of vesting. The awards either vest ratably over three years, with one third of the granted units becoming vested on the day before each anniversary date following the date of grant, or vest entirely at the end of three years. Our RSUs have nonforfeitable dividend rights, and any dividends or dividend equivalents declared during the vesting period are paid as declared.

For cash- and stock-settled RSUs, compensation value is initially measured on the grant date using the quoted market price of our common stock. Compensation expense for cash-settled RSUs is adjusted on a monthly basis for the cumulative change in the value of the underlying stock. Compensation expense for the stock-settled RSUs is recognized on a straight-line basis over the requisite service periods, adjusted for actual forfeitures.

The following summarizes our restricted stock activity for the year ended December 31, 2019:



	Stock-Settled				Cash-Settled
	Number of Units (in thousands)		Weighted-Average Grant-Date Fair Value		Number of Units (in thousands)
Unvested at January 1	819		$	17.36	2,636
Granted^(a)	171		$	21.71	1,511
Vested	(409	)	$	19.20	(1,391	)
Forfeited	(27	)	$	13.48	(471	)
Unvested at December 31	554		$	17.54	2,285

Performance Stock

Our performance stock units (PSUs) granted in 2019 and 2018 are restricted stock awards with performance targets. The PSUs granted in 2019 are based 50% on achievement of specified cumulative VCI results and 50% on total stockholder return relative to a selected peer group of companies over a three-year period, with payouts ranging from 0% to 200% of the target award. The awards are paid 50% in stock and 50% in cash up to target. Amounts over target are paid in cash. These awards accrue dividend equivalents as dividends are declared during the vesting period, which are paid upon certification for the number of vested units.

The PSUs granted in 2018 are based 50% on achievement of specified cumulative VCI results and 50% on the change in CRC combined production costs compared to the change in production costs of a selected peer group of companies over a three-year period, with payouts ranging from 0% to 200% of the target award. The awards are paid 60% in stock and 40% in cash up to target. Amounts over target are paid in cash. These awards accrue dividend equivalents as dividends are declared during the vesting period, which are paid upon certification for the number of vested units.

Compensation expense is adjusted quarterly, on a cumulative basis, for any changes in the number of share equivalents expected to be paid based on the relevant performance criteria.

The following summarizes our PSU activity for the year ended December 31, 2019:



	Stock-Settled				Cash-Settled
	Number of Awards (in thousands)		Weighted-Average Grant-Date Fair Value		Number of Units (in thousands)
Unvested at January 1	294		$	18.34	196
Granted	214		$	21.71	214
Vested	—		$	—	—
Forfeited	(11	)	$	20.19	(9	)
Unvested at December 31	497		$	19.75	401

Stock Options

We grant stock options to certain executives under our long-term incentive plan. The options permit the purchase of our common stock at exercise prices no less than the fair market value of the stock on the date the options were granted, with the majority of options being granted at 10% above fair market value. The options have terms of seven years and vest ratably over three years, with one third of the granted options becoming exercisable on the day before each anniversary date following the date of grant, subject to certain restrictions including continued employment. No stock options were granted during 2017 and 2016.

Fair value is measured on the grant date using the Black-Scholes option valuation model and expensed on a straight-line basis over the vesting period. The model uses various assumptions, based on management's estimates at the time of grant, which impact the calculation of fair value and ultimately the amount of expense recognized over the vesting period of the award. Expected life is calculated based on the simplified method and represents the period of time that options granted are expected to be held prior to exercise. For options granted in 2019 and 2018, volatility was based on the average historical volatility of our stock. For options granted in 2015 and 2014, volatility was based on the average volatility of the stocks of a select group of peer companies in the absence of adequate stock price history of our common stock at the time of grant. The risk-free interest rate is the implied yield available on zero-coupon U.S. Treasury notes at the grant date with a remaining term approximating the expected life. The dividend yield is the expected annual dividend yield over the expected life, expressed as a percentage of the stock price on the grant date. Of the required assumptions, the expected life of the stock option award and the expected volatility have the most significant impact on the fair value calculation.

The grant date assumptions used in the Black-Scholes valuation for options granted during 2019, 2018, 2015 and 2014 were as follows:



	2019			2018			2015			2014
Exercise price per share	$	23.88		$	20.17		$	42.00		$	81.10
Expected life (in years)	4.5			4.5			4.5			4.5
Expected volatility	78.26		%	69.85		%	44.7		%	35.4		%
Risk-free interest rate	2.47		%	2.63		%	1.56		%	1.40		%
Dividend yield	—		%	—		%	0.95		%	0.50		%
Grant-date fair value of stock option awards	$	12.95		$	10.02		$	15.00		$	19.80

The following table summarizes our option activity during the year ended December 31, 2019:



	Options (in thousands)		Weighted-Average Exercise Price		Weighted-Average Grant-Date Fair Value		Aggregate Intrinsic Value
Beginning balance, January 1	1,287		$	62.82	$	17.22	$	—
Granted	144		$	23.88	$	12.95	$	—
Exercised	(1	)	$	20.17	$	10.02	$	—
Expired or Canceled	(3	)	$	22.28	$	11.69	$	—
Ending balance, December 31	1,427		$	59.00	$	16.81	$	—
Exercisable at December 31	1,174		$	66.91	$	17.92	$	—

Stock Awards

In 2019, we granted approximately 79,000 shares of stock to our non-employee directors as the equity-portion of their 2019 compensation.

Employee Stock Purchase Plan

Effective January 1, 2015, we adopted the stockholder-approved California Resources Corporation 2014 Employee Stock Purchase Plan (ESPP), which was subsequently amended in May 2016 and May 2018. The ESPP provides our employees the ability to purchase shares of our common stock at a price equal to 85% of the closing price of a share of our common stock as of the first or last day of each offering period (a fiscal quarter), whichever amount is less.

The maximum number of authorized shares of our common stock that may be issued pursuant to the ESPP is 1.5 million shares, subject to adjustment pursuant to the terms of the ESPP. In addition, participants in the ESPP are subject to certain limits on the number of shares that can be purchased in any given year and during any given offering period. As of December 31, 2019, 1.0 million shares were issued under our ESPP and 0.5 million shares were available for future issuance. For the year ended December 31, 2019, we issued approximately 0.2 million shares of common stock in connection with our ESPP.

LEASES - Finance lease liabilities (Details) $ in Millions	12 Months Ended
LEASES - Finance lease liabilities (Details) $ in Millions	Dec. 31, 2019 USD ($)
Leases [Abstract]
Impairment on right-of-use asset	$ 3
Impairment of abandoned tenant improvements	6
Operating lease liabilities
2020	32
2021	11
2022	9
2023	9
2024	6
Thereafter	23
Less: Interest	(26)
Present value of lease liabilities	64
Finance lease liabilities
2020	1
2021	1
2022	0
2023	0
2024	0
Thereafter	0
Less: Interest	0
Present value of lease liabilities	$ 2

PENSION AND POSTRETIREMENT BENEFIT PLANS - Obligations and Funded Status of our Defined Benefit Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Amounts recognized in the balance sheet:
Amounts recognized in accumulated other comprehensive (loss) income:	$ (23)	$ (6)
Pension Benefits
Amounts recognized in the balance sheet:
Accrued liabilities	0	0
Other long-term liabilities	(18)	(14)
Amounts recognized in the consolidated balance sheets, total	(18)	(14)
Amounts recognized in accumulated other comprehensive (loss) income:	(6)	(10)
Changes in the benefit obligation:
Benefit obligation—beginning of year	56		$ 65
Service cost—benefits earned during the period	1	1	1
Interest cost on projected benefit obligation	2	2	2
Actuarial loss (gain)	11	(2)
Cost of special termination benefits	0	0	0
Curtailment	0	0
Benefits paid	(25)	(10)
Benefit obligation—end of year	45	56
Changes in plan assets:
Fair value of plan assets—beginning of year	42		46
Actual gain (loss) on plan assets	7	(2)
Employer contributions	3	8
Benefits paid	(25)	(10)
Fair value of plan assets—end of year	27	42
Unfunded status	(18)	(14)
Postretirement Benefits
Amounts recognized in the balance sheet:
Accrued liabilities	(3)	(2)
Other long-term liabilities	(113)	(82)
Amounts recognized in the consolidated balance sheets, total	(116)	(84)
Amounts recognized in accumulated other comprehensive (loss) income:	(17)	4
Changes in the benefit obligation:
Benefit obligation—beginning of year	84		93
Service cost—benefits earned during the period	4	4	3
Interest cost on projected benefit obligation	4	4	4
Actuarial loss (gain)	19	(14)
Cost of special termination benefits	6	0	0
Curtailment	2	0
Benefits paid	(3)	(3)
Benefit obligation—end of year	116	84
Changes in plan assets:
Fair value of plan assets—beginning of year	0		$ 0
Actual gain (loss) on plan assets	0	0
Employer contributions	3	3
Benefits paid	(3)	(3)
Fair value of plan assets—end of year	0	0
Unfunded status	$ (116)	$ (84)

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, authorized shares	20,000,000	20,000,000
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, outstanding shares	0	0
Common stock, authorized shares	200,000,000	200,000,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, outstanding shares	49,175,843	48,650,420

Consolidated Statements of Equity - USD ($)
$ in Millions

Total

Additional Paid-in Capital

Accumulated (Deficit) Earnings

Accumulated Other Comprehensive (Loss) Income

Equity Attributable to Common Stock

Equity Attributable to Noncontrolling Interests

Beginning balance at Dec. 31, 2016

$ (557)

$ 4,861

$ (5,404)

$ (14)

$ (557)

Increase (decrease) in Equity

Net (loss) income

(262)

(266)

$ 4

Contribution from noncontrolling interest holders, net

Distributions paid to noncontrolling interest holders

(8)

Other comprehensive income (loss)

(9)

Share-based compensation, net

Ending balance at Dec. 31, 2017

(720)

4,879

(5,670)

(23)

(814)

Increase (decrease) in Equity

Net (loss) income

330

328

Contribution from noncontrolling interest holders, net

Distributions paid to noncontrolling interest holders

(64)

Issuance of common stock

^[1]

101

Other comprehensive income (loss)

Share-based compensation, net

Ending balance at Dec. 31, 2018

(247)

4,987

(5,342)

(6)

(361)

114

Increase (decrease) in Equity

Net (loss) income

(18)

(28)

Contribution from noncontrolling interest holders, net

Distributions paid to noncontrolling interest holders

(80)

Other comprehensive income (loss)

(17)

Warrant

Share-based compensation, net

Ending balance at Dec. 31, 2019

$ (296)

$ 5,004

$ (5,370)

$ (23)

$ (389)

$ 93

[1]

EQUITY (Tables)

12 Months Ended

Dec. 31, 2019

Stockholders' Equity Note [Abstract]

Summary of fair value measurement inputs and valuation techniques

We calculated the fair value of the first and second tranche on the grant date using the Black-Scholes pricing model assumptions below:



	First Tranche			Second Tranche
Volatility	85.00		%	85.00		%
Risk-free interest rate	1.80		%	1.80		%
Dividend yield	—		%	—		%
Expected term (in years)	5.19			5.45
Fair value of underlying common stock	$	7.59		$	7.84
Number of shares	200,000			200,000
Tranche value (in thousands)	$	1,518		$	1,568

Summary of common stock issuances

The following is a summary of common stock issuances:



	Common Stock
	(in thousands)
Balance, December 31, 2017	42,902
Issued^(a)	6,110
Canceled	(362	)
Balance, December 31, 2018	48,650
Issued	694
Canceled	(168	)
Balance, December 31, 2019	49,176

(a)

Includes approximately 2.3 million shares issued in a private placement with an Ares-led investor group. For more on our Ares JV, see Note 5 Joint Ventures.

CONDENSED CONSOLIDATING FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

CONDENSED CONSOLIDATING FINANCIAL INFORMATION

Our Credit Facilities, Second Lien Notes and Senior Notes are guaranteed both fully and unconditionally and jointly and severally by our material wholly owned subsidiaries (Guarantor Subsidiaries). Certain of our subsidiaries do not guarantee our Credit Facilities, Second Lien Notes and Senior Notes (Non-Guarantor Subsidiaries) either because they hold assets that are less than 1% of our total consolidated assets or because they are not considered a "subsidiary" under the applicable financing agreement. The following condensed consolidating balance sheets as of December 31, 2019 and December 31, 2018 and the condensed consolidating statements of operations and statements of cash flows for the years ended December 31, 2019 and 2018, as applicable, reflect the condensed consolidating financial information of our parent company, CRC (Parent), our combined Guarantor Subsidiaries, our combined Non-Guarantor Subsidiaries and the elimination entries necessary to arrive at the information for the Company on a consolidated basis.

The financial information may not necessarily be indicative of results of operations, cash flows or financial position had the Guarantor Subsidiaries operated as independent entities.



Condensed Consolidating Balance Sheets
As of December 31, 2019 and 2018
(in millions)

	As of December 31, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total current assets	$	8		$	436		$	60		$	(13	)	$	491
Investments in consolidated subsidiaries	5,956			223			—			(6,179		)	—
Total property, plant and equipment, net	35			5,846			471			—			6,352
Other assets	1			82			32			—			115
TOTAL ASSETS	$	6,000		$	6,587		$	563		$	(6,192	)	$	6,958

Total current liabilities	248			469			5			(13		)	709
Long-term debt	4,877			—			—			—			4,877
Deferred gain and issuance costs, net	146			—			—			—			146
Other long-term liabilities	167			549			4			—			720
Amounts due to (from) affiliates	951			(953		)	2			—			—
Mezzanine equity	—			—			802			—			802
Total equity	(389		)	6,522			(250		)	(6,179		)	(296		)
TOTAL LIABILITIES AND EQUITY	$	6,000		$	6,587		$	563		$	(6,192	)	$	6,958



	As of December 31, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total current assets	$	7		$	590		$	56		$	(13	)	$	640
Investments in consolidated subsidiaries	5,440			96			—			(5,536		)	—
Total property, plant and equipment, net	23			5,913			519			—			6,455
Other assets	4			32			27			—			63
TOTAL ASSETS	$	5,474		$	6,631		$	602		$	(5,549	)	$	7,158

Total current liabilities	143			465			12			(13		)	607
Long-term debt	5,251			—			—			—			5,251
Deferred gain and issuance costs, net	216			—			—			—			216
Other long-term liabilities	140			431			4			—			575
Amounts due to (from) affiliates	85			(86		)	1			—			—
Mezzanine equity	—			—			756			—			756
Total equity	(361		)	5,821			(171		)	(5,536		)	(247		)
TOTAL LIABILITIES AND EQUITY	$	5,474		$	6,631		$	602		$	(5,549	)	$	7,158



Condensed Consolidating Statements of Operations
For the years ended December 31, 2019, 2018 and 2017
(in millions)

	For the year ended December 31, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total revenues	$	—		$	2,445	$	482		$	(293	)	$	2,634
Total costs	186			2,064		248			(293		)	2,205
Non-operating (loss) income	(332		)	3		—			—			(329		)
Income tax provision	(1		)									(1		)
NET (LOSS) INCOME	(519		)	384		234			—			99
Net income attributable to noncontrolling interest	—			—		(127		)	—			(127		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(519	)	$	384	$	107		$	—		$	(28	)



	For the year ended December 31, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total revenues	$	1		$	2,897	$	427		$	(261	)	$	3,064
Total costs	207			2,128		221			(261		)	2,295
Non-operating (loss) income	(348		)	8		—			—			(340		)
NET (LOSS) INCOME	(554		)	777		206			—			429
Net income attributable to noncontrolling interest	—			—		(101		)	—			(101		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(554	)	$	777	$	105		$	—		$	328



	For the year ended December 31, 2017
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Total revenues	$	42		$	1,947	$	17		$	—	$	2,006
Total costs	226			1,694		13			—		1,933
Non-operating (loss) income	(353		)	18		—			—		(335		)
NET (LOSS) INCOME	(537		)	271		4			—		(262		)
Net income attributable to noncontrolling interest	—			—		(4		)	—		(4		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(537	)	$	271	$	—		$	—	$	(266	)



Condensed Consolidating Statements of Cash Flows
For the years ended December 31, 2019, 2018 and 2017
(in millions)

	For the year ended December 31, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(673	)	$	1,082		$	267		$	—	$	676
Net cash used in investing activities	(15		)	(378		)	(1		)	—		(394		)
Net cash provided (used) by financing activities	688			(705		)	(265		)	—		(282		)
Decrease (increase) in cash	—			(1		)	1			—		—
Cash—beginning of period	—			7			10			—		17
Cash—end of period	$	—		$	6		$	11		$	—	$	17



	For the year ended December 31, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(633	)	$	1,374		$	(280	)	$	—	$	461
Net cash used in investing activities	(8		)	(1,138		)	(10		)	—		(1,156		)
Net cash provided (used) by financing activities	634			(237		)	295			—		692
(Decrease) increase in cash	(7		)	(1		)	5			—		(3		)
Cash—beginning of period	7			8			5			—		20
Cash—end of period	$	—		$	7		$	10		$	—	$	17



	For the year ended December 31, 2017
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(481	)	$	718		$	11		$	—	$	248
Net cash used in investing activities	(4		)	(212		)	(97		)	—		(313		)
Net cash provided (used) by financing activities	492			(510		)	91			—		73
Increase (decrease) in cash	7			(4		)	5			—		8
Cash—beginning of period	—			12			—			—		12
Cash—end of period	$	7		$	8		$	5		$	—	$	20

LEASES (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Schedule of operating lease costs, including amounts capitalized to property, plant and equipment

Our operating lease costs, including amounts capitalized to PP&E, for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating lease cost	$	52
Short-term lease cost	74
Variable lease cost^(a)	21
Total operating lease costs	$	147


(a)	Includes $19 million related to drilling rigs, which are capitalized to PP&E.

Cash flows related to our operating leases for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating cash flows	$	14
Investing cash flows	$	40

Schedule of other operating and finance lease information

Other information related to our operating and finance leases as of December 31, 2019 was as follows:



	2019
Operating Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	122
Weighted-average remaining lease term (in years)	4.75
Weighted-average discount rate	12.2		%

Finance Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	2
Weighted-average remaining lease term (in years)	2.33
Weighted-average discount rate	8.5		%

Schedule of supplemental balance sheet information related to operating leases

Balance sheet information related to our operating and finance leases as of December 31, 2019 was as follows:



	Balance Sheet Location	2019
Assets		(in millions)
Operating lease, net	Other assets	$	59
Finance lease, net	PP&E	2
Total lease assets		$	61

Liabilities
Current
Operating lease	Accrued liabilities	$	27
Finance lease	Accrued liabilities	1
Long-term
Operating lease	Other long-term liabilities	37
Finance lease	Other long-term liabilities	1
Total lease liabilities		$	66

Schedule of maturities of our operating lease liabilities

Maturities of our operating and finance lease liabilities at December 31, 2019 are as follows:



	Operating			Finance
	Leases			Leases
	(in millions)
2020	$	32		$	1
2021	11			1
2022	9			—
2023	9			—
2024	6			—
Thereafter	23			—
Less: Interest	(26		)	—
Present value of lease liabilities	$	64		$	2

Schedule of maturities of our financing lease liabilities

Maturities of our operating and finance lease liabilities at December 31, 2019 are as follows:



	Operating			Finance
	Leases			Leases
	(in millions)
2020	$	32		$	1
2021	11			1
2022	9			—
2023	9			—
2024	6			—
Thereafter	23			—
Less: Interest	(26		)	—
Present value of lease liabilities	$	64		$	2

Schedule of future minimum lease payments for noncancelable operating leases

At December 31, 2018, future minimum lease payments for noncancelable operating leases under ASC 840 (excluding oil and natural gas and other mineral leases, utilities, taxes, insurance and common area maintenance expenses) were:



	December 31,
	2018
	(in millions)
2019	$	12
2020	8
2021	7
2022	7
2023	6
Thereafter	28
Total	$	68

LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES

We, or certain of our subsidiaries, are involved, in the normal course of business, in lawsuits, environmental and other claims and other contingencies that seek, among other things, compensation for alleged personal injury, breach of contract, property damage or other losses, punitive damages, civil penalties, or injunctive or declaratory relief.

We accrue reserves for currently outstanding lawsuits, claims and proceedings when it is probable that a liability has been incurred and the liability can be reasonably estimated. Reserve balances at December 31, 2019 and 2018 were not material to our consolidated balance sheets as of such dates. We also evaluate the amount of reasonably possible losses that we could incur as a result of these matters. We believe that reasonably possible losses that we could incur in excess of reserves accrued would not be material to our consolidated financial position or results of operations.

We have certain commitments under contracts, including purchase commitments for goods and services used in the normal course of business such as pipeline capacity, land easements and field equipment. At December 31, 2019, total purchase obligations on a discounted basis were as follows:



	December 31, 2019
	(in millions)
2020	$	88
2021	16
2022	8
2023	14
2024	5
Thereafter	22
Total	153
Less: Interest	(24		)
Present value of purchase obligations	$	129

We remain subject to audit by the Internal Revenue Service for calendar years 2016 through 2018 as well as 2015 through 2018 by the state of California.

SUBSEQUENT EVENT (Notes)	12 Months Ended
SUBSEQUENT EVENT (Notes)	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Event	SUBSEQUENT EVENT On February 20, 2020, we launched offers to exchange a significant portion of our Second Lien Notes and senior notes into (1) notes and equity interests issued by a non-consolidated entity that will hold a term royalty interest in our Elk Hills unit and/or (2) a new first-lien last-out term loan issued by us and warrants convertible into our common stock. The transaction is expected to close on March 20, 2020.

LEASES

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

LEASES

On January 1, 2019, we adopted ASC 842 using the modified retrospective approach that required us to determine our lease balances as of that date. Prior periods continue to be reported under accounting standards in effect for those periods. We elected to carry forward our accounting treatment for land easements on existing agreements. Mineral leases, including oil and natural gas leases, are not included within the scope of ASC 842.

We have long-term operating leases for commercial office space, drilling rigs, fleet vehicles and certain facilities. In considering whether a contract contains a lease, we first considered whether there was an identifiable asset and then considered how and for what purpose the asset would be used over the contract term.

Our lease liability was determined by measuring the present value of the remaining fixed minimum lease payments as of the date of adoption discounted using our incremental borrowing rate (IBR). In determining our IBR, we considered the average cost of borrowing for publicly traded corporate bond yields, which were adjusted to reflect our credit rating, the remaining lease term for each class of our leases and frequency of payments.

We elected to combine lease and non-lease components in determining fixed minimum lease payments for our drilling rigs and commercial office space. If applicable, fixed minimum lease payments were reduced by lease incentives for our commercial buildings and increased by mobilization and demobilization fees related to our drilling rigs. Certain of our lease agreements include options to renew, which we exercise at our sole discretion, and we did not include these options in determining our fixed minimum lease payments over the lease term. Our lease liability does not include options to extend or terminate our leases. Our leases do not include options to purchase the leased property. Lease agreements for our fleet vehicles include residual value guarantees, none of which are recognized in our financial statements until the underlying contingency is resolved.

For all of our asset classes, we elected to keep leases with an initial term of 12 months or less off the balance sheet and have included costs related to these contracts in our short-term lease cost disclosure below. Contracts with terms of one month or less are excluded from our disclosure of short-term lease costs.

For our long-term contracts, variable lease costs were not included in the measurement of our lease balances. Variable lease costs for our drilling rigs included costs to operate, move and repair the rigs. Variable lease costs for certain of our commercial office buildings included utilities and common area maintenance charges. Variable lease costs for our fleet vehicles included other-than-routine maintenance and other various amounts in excess of our fixed minimum rental fee.

Our operating lease costs, including amounts capitalized to PP&E, for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating lease cost	$	52
Short-term lease cost	74
Variable lease cost^(a)	21
Total operating lease costs	$	147


(a)	Includes $19 million related to drilling rigs, which are capitalized to PP&E.

During the second quarter of 2019, we entered into contracts treated as finance leases, which were not material to our consolidated results of operations.

We sublease certain commercial office space to third parties where we are the primary obligor under the head lease. The lease terms on those subleases never extend past the term of the head lease and the subleases contain no extension options or residual value guarantees. Sublease income is recognized based on the contract terms and included as a reduction of operating lease cost under our head lease. For the year ended December 31, 2019, sublease income was not material to our consolidated financial statements.

Cash flows related to our operating leases for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating cash flows	$	14
Investing cash flows	$	40

Our cash flows related to finance leases were not significant for the year ended December 31, 2019.

Other information related to our operating and finance leases as of December 31, 2019 was as follows:



	2019
Operating Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	122
Weighted-average remaining lease term (in years)	4.75
Weighted-average discount rate	12.2		%

Finance Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	2
Weighted-average remaining lease term (in years)	2.33
Weighted-average discount rate	8.5		%

The difference in the weighted-average discount rate between operating leases and finance leases primarily relates to lease term.

Balance sheet information related to our operating and finance leases as of December 31, 2019 was as follows:



	Balance Sheet Location	2019
Assets		(in millions)
Operating lease, net	Other assets	$	59
Finance lease, net	PP&E	2
Total lease assets		$	61

Liabilities
Current
Operating lease	Accrued liabilities	$	27
Finance lease	Accrued liabilities	1
Long-term
Operating lease	Other long-term liabilities	37
Finance lease	Other long-term liabilities	1
Total lease liabilities		$	66

As part of our company-wide consolidation of office space, we vacated certain office space in 2019, some of which we subleased. When we enter into a sublease agreement, we evaluate the carrying value of our ROU asset (including the carrying value of related tenant improvements) for impairment based on future identifiable cash flows. For the year ended December 31, 2019, we recognized impairment charges of $3 million related to our leases and $6 million related to abandoned tenant improvements. We may terminate leases for vacated office space before the expiration of the lease term. In cases where we decided not to sublease vacated commercial office space, we shortened the useful life of the ROU assets and related tenant improvements to recover our remaining costs over our expected period of use. Once the leased office space is vacated, lease costs will be classified as other non-operating expenses on our consolidated statements of operations.

Maturities of our operating and finance lease liabilities at December 31, 2019 are as follows:



	Operating			Finance
	Leases			Leases
	(in millions)
2020	$	32		$	1
2021	11			1
2022	9			—
2023	9			—
2024	6			—
Thereafter	23			—
Less: Interest	(26		)	—
Present value of lease liabilities	$	64		$	2

We entered into a contract for a facility that is under construction as of December 31, 2019. This lease is not included in our lease population at December 31, 2019 because the lease term has not commenced, and we do not control the asset during construction. We will apply the new lease standard when the asset is placed in service by us, which is expected to be in June 2020.



	December 31,
	2018
	(in millions)
2019	$	12
2020	8
2021	7
2022	7
2023	6
Thereafter	28
Total	$	68

Rent expense for operating leases under ASC 840 was $11 million in 2018 and $13 million in 2017. Rental income from subleases for the years ended December 31, 2018 and 2017 was not significant.

LEASES

Our operating lease costs, including amounts capitalized to PP&E, for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating lease cost	$	52
Short-term lease cost	74
Variable lease cost^(a)	21
Total operating lease costs	$	147


(a)	Includes $19 million related to drilling rigs, which are capitalized to PP&E.

During the second quarter of 2019, we entered into contracts treated as finance leases, which were not material to our consolidated results of operations.

Cash flows related to our operating leases for the year ended December 31, 2019 were as follows:



	2019
	(in millions)
Operating cash flows	$	14
Investing cash flows	$	40

Our cash flows related to finance leases were not significant for the year ended December 31, 2019.

Other information related to our operating and finance leases as of December 31, 2019 was as follows:



	2019
Operating Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	122
Weighted-average remaining lease term (in years)	4.75
Weighted-average discount rate	12.2		%

Finance Leases
ROU asset obtained in exchange for lease obligations (in millions)	$	2
Weighted-average remaining lease term (in years)	2.33
Weighted-average discount rate	8.5		%

The difference in the weighted-average discount rate between operating leases and finance leases primarily relates to lease term.

Balance sheet information related to our operating and finance leases as of December 31, 2019 was as follows:



	Balance Sheet Location	2019
Assets		(in millions)
Operating lease, net	Other assets	$	59
Finance lease, net	PP&E	2
Total lease assets		$	61

Liabilities
Current
Operating lease	Accrued liabilities	$	27
Finance lease	Accrued liabilities	1
Long-term
Operating lease	Other long-term liabilities	37
Finance lease	Other long-term liabilities	1
Total lease liabilities		$	66

Maturities of our operating and finance lease liabilities at December 31, 2019 are as follows:



	Operating			Finance
	Leases			Leases
	(in millions)
2020	$	32		$	1
2021	11			1
2022	9			—
2023	9			—
2024	6			—
Thereafter	23			—
Less: Interest	(26		)	—
Present value of lease liabilities	$	64		$	2



	December 31,
	2018
	(in millions)
2019	$	12
2020	8
2021	7
2022	7
2023	6
Thereafter	28
Total	$	68

Rent expense for operating leases under ASC 840 was $11 million in 2018 and $13 million in 2017. Rental income from subleases for the years ended December 31, 2018 and 2017 was not significant.

EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

EARNINGS PER SHARE

The following table presents the calculation of basic and diluted EPS for the years ended December 31:



	2019			2018			2017
Basic EPS calculation	(in millions, except per share amounts)
Net income (loss)	$	99		$	429		$	(262	)
Less: Net income attributable to noncontrolling interests	(127		)	(101		)	(4		)
Net (loss) income attributable to common stock	(28		)	328			(266		)
Less: Net income allocated to participating securities	—			(7		)	—
Net (loss) income available to common stockholders	$	(28	)	$	321		$	(266	)
Weighted-average common shares outstanding	49.0			47.4			42.5
Basic EPS	$	(0.57	)	$	6.77		$	(6.26	)

Diluted EPS calculation
Net income (loss)	$	99		$	429		$	(262	)
Less: Net income attributable to noncontrolling interests	(127		)	(101		)	(4		)
Net (loss) income attributable to common stock	(28		)	328			(266		)
Less: Net income allocated to participating securities	—			(7		)	—
Net (loss) income available to common stockholders	$	(28	)	$	321		$	(266	)
Weighted-average common shares outstanding	49.0			47.4			42.5
Dilutive effect of potentially dilutive securities	$	—		$	—		$	—
Diluted EPS	$	(0.57	)	$	6.77		$	(6.26	)
Weighted-average antidilutive shares	3.1			1.6			2.3

Consolidated Statements of Operations - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
REVENUES
Oil and natural gas sales	$ 2,270	$ 2,590	$ 1,936
Net derivative (loss) gain from commodity contracts	(59)	1	(90)
Other revenue	423	473	160
Total revenues	2,634	3,064	2,006
COSTS
Production costs	895	912	876
General and administrative expenses	290	299	249
Depreciation, depletion and amortization	471	502	544
Taxes other than on income	157	149	136
Exploration expense	29	34	22
Other expenses, net	363	399	106
Total costs	2,205	2,295	1,933
OPERATING INCOME	429	769	73
NON-OPERATING (LOSS) INCOME
Interest and debt expense, net	(383)	(379)	(343)
Net gain on early extinguishment of debt	126	57	4
Gain on asset divestitures	0	5	21
Other non-operating expenses	(72)	(23)	(17)
INCOME (LOSS) BEFORE INCOME TAXES	100	429	(262)
Income tax provision	(1)	0	0
NET INCOME (LOSS)	99	429	(262)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Mezzanine equity	(117)	(99)	0
Equity	(10)	(2)	(4)
Net income attributable to noncontrolling interests	(127)	(101)	(4)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$ (28)	$ 328	$ (266)
Net (loss) income attributable to common stock per share
Basic (in dollars per share)	$ (0.57)	$ 6.77	$ (6.26)
Diluted (in dollars per share)	$ (0.57)	$ 6.77	$ (6.26)

ACQUISITIONS AND DIVESTITURES - Office Building and Land (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Apr. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
ACQUISITIONS AND DIVESTITURES
Acquisition cost		$ 6	$ 547	$ 0
Office building and land
ACQUISITIONS AND DIVESTITURES
Acquisition cost	$ 48
Rental income received		$ 4
Amount allocated to in-place leases	$ 6

LEASES - Supplemental Cash Flows (Details) $ in Millions	12 Months Ended
LEASES - Supplemental Cash Flows (Details) $ in Millions	Dec. 31, 2019 USD ($)
Leases [Abstract]
Operating cash flows	$ 14
Investing cash flows	40
ROU asset obtained in exchange for lease obligations (in millions)	$ 122
Weighted-average remaining lease term (in years)	4 years 9 months
Weighted-average discount rate	12.20%
ROU asset obtained in exchange for lease obligations (in millions)	$ 2
Weighted-average remaining lease term (in years)	2 years 3 months 29 days
Weighted-average discount rate	8.50%

DEBT - Second Lien Notes (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
DEBT - Second Lien Notes (Details) - USD ($) $ in Millions	Dec. 31, 2015	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Oct. 31, 2014
Debt
Pre-tax unamortized deferred gain on early extinguishment of debt and deferred issuance costs		$ 126	$ 57	$ 4
Second Lien Notes (Second Priority Lien)
Debt
Interest rate (as a percent)		8.00%	8.00%
Face value of debt reduction through payment or repurchase		$ 252	$ 183
Repurchase value of the principal amounts of senior debt		156	159
Pre-tax unamortized deferred gain on early extinguishment of debt and deferred issuance costs		$ 126	$ 48
Financial performance covenants
Percentage of principal amount at which notes can be redeemed in case of change control		101.00%
Second Lien Notes (Second Priority Lien) \| 8% Notes Due 2022
Debt
Aggregate principal amount issued	$ 2,250
Interest rate (as a percent)	8.00%
Second Lien Notes (Second Priority Lien) \| 8% Notes Due 2022 \| Prior to December 15, 2018
Financial performance covenants
Percentage of principal amount at which notes can be redeemed prior to their maturity date		100.00%
Redemption period start		Dec. 31, 2015
Redemption period end		Dec. 14, 2018
Second Lien Notes (Second Priority Lien) \| 8% Notes Due 2022 \| After December 15, 2020
Financial performance covenants
Percentage of principal amount at which notes can be redeemed in case of change control		100.00%
Redemption period start		Jan. 01, 2021
Redemption period end		Dec. 15, 2022
Senior Notes (Unsecured)
Debt
Aggregate principal amount issued					$ 5,000
Proceeds from Second Lien Notes used to reduce principal amount of senior note debt through exchange	$ 2,800
Pre-tax unamortized deferred gain on early extinguishment of debt	$ 560
Financial performance covenants
Percentage of principal amount at which notes can be redeemed in case of change control		101.00%
Percentage of principal amount at which notes can be redeemed prior to their maturity date		100.00%
Maximum \| Second Lien Notes (Second Priority Lien) \| 8% Notes Due 2022 \| Between December 15, 2018 and 2020
Financial performance covenants
Percentage of principal amount at which notes can be redeemed prior to their maturity date		104.00%
Minimum \| Second Lien Notes (Second Priority Lien) \| 8% Notes Due 2022 \| Between December 15, 2018 and 2020
Financial performance covenants
Percentage of principal amount at which notes can be redeemed prior to their maturity date		102.00%

INCOME TAXES

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

INCOME TAXES

Income Tax Provision (Benefit)

Income (loss) before income taxes, which is all domestic, was $100 million, $429 million and $(262) million for the years ended December 31, 2019, 2018 and 2017, respectively. We did not record a significant income tax provision (benefit) in any of the years ended December 31, 2019, 2018 and 2017.

Total income tax expense (benefit) differs from the amounts computed by applying the U.S. federal income tax rate to pre-tax income (loss) as follows:



	For the years ended December 31,
	2019		2018		2017
U.S. federal statutory tax rate	21	%	21	%	(35	)%
State income taxes, net	7		6		(6	)
Exclusion of tax attributable to noncontrolling interests, net	(35	)	(5	)	—
Decrease in U.S. federal corporate tax rate	—		—		91
Tax credits, net	(9	)	(6	)	(19	)
Nondeductible compensation, net	3		—		—
Stock-based compensation, net	—		—		1
Change in valuation allowance, net	14		(17	)	(33	)
Other, net	—		1		1
Effective tax rate	1	%	—	%	—	%

Our effective tax rate is primarily affected by state taxes, income included in our consolidated results which is taxed to noncontrolling interests, and tax credits including the enhanced oil recovery credit. Our U.S. federal deferred tax assets and liabilities were remeasured due to the reduction of the top corporate tax rate from 35% to 21% under the Tax Cuts and Jobs Act (TCJA) enacted on December 22, 2017. The TCJA also included significant changes to the deduction for executive compensation by public corporations.

Given our income tax position, any item affecting our effective tax rate described above is generally offset by an equal change in the valuation allowance. Our valuation allowance increased $21 million during 2019, $16 million of which was recorded to income tax provision and $5 million was recorded to accumulated other comprehensive income. Our valuation allowance decreased $81 million in 2018, $76 million of which was recorded to income tax provision and $5 million was recorded to accumulated other comprehensive income. Our valuation allowance decreased $74 million in 2017, $78 million of which was recorded as an income tax benefit and $4 million reduced accumulated other comprehensive income.

Under the TCJA, for taxable years beginning in 2018, our deduction for business interest is limited to 30% of our adjusted taxable income. For purposes of this limitation, adjustable taxable income is computed without regard to net business interest expense and in the case of taxable years beginning before January 1, 2022, any deduction allowable for depreciation, amortization or depletion. Proposed Treasury Regulations issued in December 2018 provide that depreciation, amortization or depletion expense that is capitalized to inventory is not treated as depreciation, amortization or depletion for the purposes of computing adjustable taxable income. It is reasonably possible that the composition of our deferred tax assets, specifically the amount reported for net operating loss and business interest expense carryforwards, could significantly change when the Internal Revenue Service finalizes and issues regulations. Our carryforwards for business interest expense do not expire.

Deferred Tax Assets and Liabilities

The tax effects of temporary differences resulting in deferred income tax assets and liabilities at December 31, 2019 and 2018 were as follows:



	2019						2018
	Deferred Tax Assets			Deferred Tax Liabilities			Deferred Tax Assets			Deferred Tax Liabilities
	(in millions)
Debt	$	176		$	—		$	253		$	—
Property, plant and equipment	—			(517		)	11			(316		)
Postretirement benefit accruals	40			—			27			—
Deferred compensation and benefits	55			—			56			—
Asset retirement obligations	155			—			129			—
Net operating loss and tax credit carryforwards	457			—			314			—
Business interest expense carryforward	194			—			82			—
Investment in partnerships	110			—			93			—
Other	36			(60		)	17			(41		)
Subtotal	1,223			(577		)	982			(357		)
Valuation allowance	(646		)	—			(625		)	—
Total deferred taxes	$	577		$	(577	)	$	357		$	(357	)

Components of accumulated other comprehensive income (loss) (AOCI) are presented net of tax. We use the portfolio approach to clear remaining taxes recorded to AOCI when our pension plans are terminated.

Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred tax assets. A significant piece of evidence evaluated is a history of operating losses. Such evidence limits our ability to consider other evidence such as projections for growth. As of December 31, 2019, we concluded that we could not realize, on a more-likely-than-not basis, any of our deferred tax assets and there is not sufficient evidence to support the reversal of all or any portion of this allowance. Given our recent and anticipated future earnings trends, we do not believe any of the valuation allowance as of December 31, 2019 will be released within the next 12 months. Changes in assumptions or changes in tax laws and regulations could materially affect the recognized amounts of valuation allowance.

Other

As of December 31, 2019, we had U.S. federal net operating loss carryforwards of approximately $1 billion, which begin to expire in 2037, and tax credit carryforwards of $57 million, which begin to expire in 2037.

As of December 31, 2019, we had California net operating loss carryforwards of approximately $2 billion, which begin to expire in 2026, and $20 million of tax credit carryforwards, which begin to expire in 2037.

Unrecognized Tax Benefits

The following is a reconciliation of unrecognized tax benefits:



	For the years ended December 31,
	2019		2018		2017
	(in millions)
Unrecognized tax benefits – January 1	$	25	$	25	$	25
Gross increases – tax positions in prior year	44		—		—
Gross increases – tax positions in current year	32		—		—
Unrecognized tax benefits – December 31	$	101	$	25	$	25

The unrecognized tax benefit is reported against deferred taxes on our consolidated balance sheets. If recognized, the amount of unrecognized tax benefit that would affect our effective tax rate is $25 million.

It is reasonably possible that the amount of unrecognized tax benefit with respect to some of our uncertain tax positions could significantly decrease in the next 12 months.

ACQUISITIONS AND DIVESTITURES - Divestitures (Details) $ in Millions		12 Months Ended
	May 01, 2019 USD ($) well	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
ACQUISITIONS AND DIVESTITURES
Working interest in Lost Hills field sold	50.00%
Total consideration of the sale of Lost Hills field 50% interest	$ 200
Proceeds from divestiture of business	$ 168
Number of well development plan included in the sale of Lost Hills field \| well	200
Minimum value of well development plan of Lost Hills field	$ 35
Proceeds from sale of non-core assets	164	$ 164	$ 18	$ 33
Gain on asset divestitures	$ 0	$ 0	$ 5	$ 21

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER (Tables)

12 Months Ended

Dec. 31, 2019

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER

Schedule of Inventories

Inventories as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Materials and supplies	$	64	$	65
Finished goods	3		4
Total	$	67	$	69

Summary of the activity of the asset retirement obligation

The following table summarizes the activity of our ARO, of which $489 million and $402 million are included in other long-term liabilities, with the remaining portion in accrued liabilities at December 31, 2019 and 2018, respectively.



	For the years ended December 31,
	2019			2018
	(in millions)
Beginning balance	$	433		$	422
Liabilities incurred, capitalized to PP&E	(5		)	4
Liabilities settled and paid	(26		)	(15		)
Accretion expense	36			27
Acquisitions, capitalized to PP&E^(a)	—			8
Dispositions, reduction to PP&E	(10		)	(1		)
Other	4			(1		)
Revisions	85			(11		)
Ending balance	$	517		$	433

(a)

For the year ended December 31, 2018, amount includes $7 million related to the Elk Hills transaction and $1 million related to other acquisitions.

Schedule of other current assets, net

Other current assets, net as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Net amounts due from joint interest partners^(a)	70		68
Derivative assets	39		168
Prepaid expenses	19		16
Other	2		3
Other current assets, net	$	130	$	255


(a)	Included in the 2019 and 2018 net amounts due from joint interest partners are allowances for doubtful accounts of $22 million and $31 million, respectively.

Schedule of accrued liabilities

Accrued liabilities as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Accrued employee-related costs	$	116	$	109
Accrued taxes other than on income	57		38
Asset retirement obligation	28		31
Accrued interest	13		15
Lease liability	28		—
Other	71		24
Accrued liabilities	$	313	$	217

Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
CASH FLOW FROM OPERATING ACTIVITIES
Net income (loss)	$ 99	$ 429	$ (262)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation, depletion and amortization	471	502	544
Net derivative loss (gain) from commodity contracts	59	(1)	90
Net proceeds (payments) on settled commodity derivatives	111	(228)	(7)
Net gain on early extinguishment of debt	(126)	(57)	(4)
Amortization of deferred gain	(70)	(76)	(74)
Gain on asset divestitures	0	(5)	(21)
Other non-cash charges to income, net	131	97	77
Dry hole expenses	7	16	2
Changes in operating assets and liabilities, net:
Decrease (increase) in trade receivables	22	(23)	(45)
(Increase) decrease in inventories	0	(6)	2
Increase in other current assets	(1)	(9)	(2)
Decrease in accounts payable and accrued liabilities	(27)	(178)	(52)
Net cash provided by operating activities	676	461	248
CASH FLOW FROM INVESTING ACTIVITIES
Capital investments	(455)	(690)	(371)
Changes in capital investment accruals	(85)	69	27
Asset divestitures	164	18	33
Acquisitions	(6)	(547)	0
Other	(12)	(6)	(2)
Net cash used in investing activities	(394)	(1,156)	(313)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from 2014 Revolving Credit Facility	2,330	2,823	1,696
Repayments of 2014 Revolving Credit Facility	(2,353)	(2,646)	(2,180)
Proceeds from 2017 Term Loan	0	0	1,274
Payments on 2014 Term Loan	0	0	(650)
Debt repurchases	(156)	(199)	(116)
Debt transaction costs	(2)	(4)	(42)
Contributions from noncontrolling interest holders, net	49	796	98
Distributions paid to noncontrolling interest holders	(151)	(121)	(8)
Issuance of common stock	4	54	3
Shares canceled for taxes	(3)	(11)	(2)
Net cash (used) provided by financing activities	(282)	692	73
(Decrease) increase in cash	0	(3)	8
Cash—beginning of year	17	20	12
Cash—end of year	$ 17	$ 17	$ 20

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Balance Sheet (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Assets [Abstract]
Total current assets	$ 491	$ 640
Investments in consolidated subsidiaries	0	0
Total property, plant and equipment, net	6,352	6,455
OTHER ASSETS	115	63
TOTAL ASSETS	6,958	7,158
Liabilities and Equity [Abstract]
Total current liabilities	709	607
LONG-TERM DEBT	4,877	5,251
DEFERRED GAIN AND ISSUANCE COSTS, NET	146	216
OTHER LONG-TERM LIABILITIES	720	575
Amounts due to (from) affiliates	0	0
Mezzanine equity	802	756
Total equity	(296)	(247)	$ (720)	$ (557)
TOTAL LIABILITIES AND EQUITY	6,958	7,158
Eliminations
Assets [Abstract]
Total current assets	(13)	(13)
Investments in consolidated subsidiaries	(6,179)	(5,536)
Total property, plant and equipment, net	0	0
OTHER ASSETS	0	0
TOTAL ASSETS	(6,192)	(5,549)
Liabilities and Equity [Abstract]
Total current liabilities	(13)	(13)
LONG-TERM DEBT	0	0
DEFERRED GAIN AND ISSUANCE COSTS, NET	0	0
OTHER LONG-TERM LIABILITIES	0	0
Amounts due to (from) affiliates	0	0
Mezzanine equity	0	0
Total equity	(6,179)	(5,536)
TOTAL LIABILITIES AND EQUITY	(6,192)	(5,549)
Parent \| Reportable Legal Entities
Assets [Abstract]
Total current assets	8	7
Investments in consolidated subsidiaries	5,956	5,440
Total property, plant and equipment, net	35	23
OTHER ASSETS	1	4
TOTAL ASSETS	6,000	5,474
Liabilities and Equity [Abstract]
Total current liabilities	248	143
LONG-TERM DEBT	4,877	5,251
DEFERRED GAIN AND ISSUANCE COSTS, NET	146	216
OTHER LONG-TERM LIABILITIES	167	140
Amounts due to (from) affiliates	951	85
Mezzanine equity	0	0
Total equity	(389)	(361)
TOTAL LIABILITIES AND EQUITY	6,000	5,474
Combined Guarantor Subsidiaries \| Reportable Legal Entities
Assets [Abstract]
Total current assets	436	590
Investments in consolidated subsidiaries	223	96
Total property, plant and equipment, net	5,846	5,913
OTHER ASSETS	82	32
TOTAL ASSETS	6,587	6,631
Liabilities and Equity [Abstract]
Total current liabilities	469	465
LONG-TERM DEBT	0	0
DEFERRED GAIN AND ISSUANCE COSTS, NET	0	0
OTHER LONG-TERM LIABILITIES	549	431
Amounts due to (from) affiliates	(953)	(86)
Mezzanine equity	0	0
Total equity	6,522	5,821
TOTAL LIABILITIES AND EQUITY	6,587	6,631
Combined Non-Guarantor Subsidiaries \| Reportable Legal Entities
Assets [Abstract]
Total current assets	60	56
Investments in consolidated subsidiaries	0	0
Total property, plant and equipment, net	471	519
OTHER ASSETS	32	27
TOTAL ASSETS	563	602
Liabilities and Equity [Abstract]
Total current liabilities	5	12
LONG-TERM DEBT	0	0
DEFERRED GAIN AND ISSUANCE COSTS, NET	0	0
OTHER LONG-TERM LIABILITIES	4	4
Amounts due to (from) affiliates	2	1
Mezzanine equity	802	756
Total equity	(250)	(171)
TOTAL LIABILITIES AND EQUITY	$ 563	$ 602
Maximum
Condensed Balance Sheet Statements, Captions [Line Items]
Percentage of holding assets by subsidiaries in consolidated assets	1.00%

ACCOUNTING AND DISCLOSURE CHANGES	12 Months Ended
ACCOUNTING AND DISCLOSURE CHANGES	Dec. 31, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
ACCOUNTING AND DISCLOSURE CHANGES	ACCOUNTING AND DISCLOSURE CHANGES Recently Adopted Accounting and Disclosure Changes We adopted the Financial Accounting Standards Board's new lease accounting rules (ASC 842), as of January 1, 2019, using the modified retrospective approach where the new lease standard is not applied to prior comparative periods, which continue to be presented under accounting standards in effect for those prior periods. Under the modified retrospective approach, we recognized right-of-use (ROU) assets and lease liabilities of $66 million as of the adoption date. The adoption of the new lease accounting rules did not materially impact our consolidated results of operations and had no impact on cash flows or beginning retained earnings. The new lease standard does not affect our liquidity and has no impact on our debt-covenant calculations under our 2014 Revolving Credit Facility, 2016 Credit Agreement and 2017 Credit Agreement. See Note 7 Leases for more information.

ACQUISITIONS AND DIVESTITURES - Other Upstream Acquisitions (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Apr. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
JOINT VENTURES
Purchase price	$ 518
Other upstream acquisitions
JOINT VENTURES
Purchase price		$ 6	$ 39
ARO liabilities assumed		$ 1

STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - Stock Awards (Details) shares in Thousands	12 Months Ended
	Dec. 31, 2019 shares
Share-based Payment Arrangement [Abstract]
Granted (in shares)	79

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Inventories (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER
Materials and supplies	$ 64	$ 65
Finished goods	3	4
Total	$ 67	$ 69

PROPERTY, PLANT AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Schedule of property, plant and equipment, net

Property, plant and equipment, net as of December 31, 2019 and 2018 consisted of the following:



	2019			2018
	(in millions)
Proved oil and natural gas properties	$	21,285		$	20,882
Unproved oil and natural gas properties^(a)	1,055			1,103
Facilities and other	549			538
Total property, plant and equipment	22,889			22,523
Accumulated depreciation, depletion and amortization	(16,537		)	(16,068		)
Total property, plant and equipment, net	$	6,352		$	6,455

(a)

Includes accumulated valuation allowance for total unproved properties of $823 million and $819 million at December 31, 2019 and 2018, respectively.

Summary of the activity of capitalized exploratory well costs

The following table summarizes the activity of capitalized exploratory well costs for the years ended December 31:



	2019			2018			2017
	(in millions)
Balance, beginning of year	$	5		$	4		$	4
Additions to capitalized exploratory well costs	12			19			4
Reclassification to property, plant and equipment	(3		)	(2		)	(2		)
Charged to expense	(7		)	(16		)	(2		)
Balance, end of year	$	7		$	5		$	4

REVENUE RECOGNITION - Commodity Sales Contracts and Marketing (Details)	12 Months Ended
	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Typical term of payment following invoicing	30 days

ACQUISITIONS AND DIVESTITURES - Elk Hills Table (Details) - USD ($) shares in Thousands, $ in Millions		1 Months Ended
	Apr. 01, 2018	Apr. 30, 2018
Consideration:
Consideration		$ 518
Working, surface and mineral interests in the formerly Elk Hills field
Consideration:
Common stock issued in connection with acquisition (in shares)	2,850
Working, surface and mineral interests in the formerly Elk Hills field
Consideration:
Cash	$ 460
Common stock issued (2.85 million shares)	51
Liabilities assumed	7
Consideration	518
Identifiable assets acquired:
Proved properties	435
Other property and equipment	77
Materials and supplies	6
Recognized amounts of identifiable assets acquired	$ 518

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER (Policies)	12 Months Ended
	Dec. 31, 2019
NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER
Basis of Presentation	Basis of Presentation We have prepared this report in accordance with United States (U.S.) generally accepted accounting principles (U.S. GAAP) and the rules and regulations of the U.S. Securities and Exchange Commission applicable to annual financial information. All financial information presented consists of our consolidated results of operations, financial position and cash flows. The assets and liabilities in the consolidated financial statements are presented on a historical cost basis. We have eliminated significant intercompany transactions and accounts. We account for our share of oil and natural gas production activities, in which we have a direct working interest, by reporting our proportionate share of assets, liabilities, revenues, costs and cash flows within the relevant lines on our consolidated balance sheets, statements of operations and cash flows.
Risks and Uncertainties	Risks and Uncertainties The process of preparing financial statements in conformity with U.S. GAAP requires management to select appropriate accounting policies and make informed estimates and judgments regarding certain types of financial statement balances and disclosures. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements and judgments on expected outcomes as well as the materiality of transactions and balances. Changes in facts and circumstances or discovery of new information relating to such transactions and events may result in revised estimates and judgments and actual results may differ from estimates upon settlement. Management believes that these estimates and judgments provide a reasonable basis for the fair presentation of our consolidated financial statements.
Concentration of Customers	Concentration of Customers For the year ended December 31, 2019, our principal customers, Phillips 66 Company and Valero Marketing & Supply Company, each accounted for at least 10%, and collectively accounted for 46%, of our oil and natural gas sales before the effects of hedging. For the year ended December 31, 2018, our principal customers, Phillips 66 Company and Valero Marketing & Supply Company, each accounted for at least 10%, and collectively accounted for 43%, of our oil and natural gas sales before the effects of hedging. For the year ended December 31, 2017, our principal customers, Phillips 66 Company, Andeavor Logistic LP, Valero Marketing & Supply Company and Shell Trading (US) Company, each accounted for at least 10%, and collectively accounted for 67%, of our revenue excluding the impact of derivative gains and losses.
Property, Plant and Equipment	Property, Plant and Equipment We use the successful efforts method to account for our oil and natural gas properties. Under this method, we capitalize costs of acquiring properties, costs of drilling successful exploration wells and development costs. The costs of exploratory wells, including permitting, land preparation and drilling costs, are initially capitalized pending a determination of whether we find proved reserves. If we find proved reserves, the costs of exploratory wells remain capitalized. Otherwise, we charge the costs of the related wells to expense. In cases where we cannot determine whether we have found proved reserves at the completion of exploration drilling, we conduct additional testing and evaluation of the wells. We generally expense the costs of such exploratory wells if we do not find proved reserves within a one-year period after initial drilling has been completed. Proved Reserves – Proved reserves are those quantities of oil and natural gas that, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. We have no proved oil and natural gas reserves for which the determination of economic producibility is subject to the completion of major additional capital investments. Several factors could change our proved oil and natural gas reserves. For example, for long-lived properties, higher commodity prices typically result in additional reserves becoming economic and lower commodity prices may lead to existing reserves becoming uneconomic. Estimation of future production and development costs is also subject to change partially due to factors beyond our control, such as energy costs and inflation or deflation of oil field service costs. These factors, in turn, could lead to changes in the quantity of proved reserves. Additional factors that could result in a change of proved reserves include production decline rates and operating performance differing from those estimated when the proved reserves were initially recorded as well as availability of capital to implement the development activities contemplated in the reserves estimates and changes in management's plans with respect to such development activities. We perform impairment tests with respect to proved properties when product prices decline other than temporarily, reserves estimates change significantly, other significant events occur or management's plans change with respect to these properties in a manner that may impact our ability to realize the recorded asset amounts. Impairment tests incorporate a number of assumptions involving expectations of undiscounted future cash flows, which can change significantly over time. These assumptions include estimates of future product prices, which we base on forward price curves and, when applicable, contractual prices, estimates of oil and natural gas reserves and estimates of future expected operating and development costs. Any impairment loss would be calculated as the excess of the asset's net book value over its estimated fair value. We recognize any impairment loss on proved properties by adjusting the carrying amount of the asset. Unproved Properties – A portion of the carrying value of our oil and natural gas properties is attributable to unproved properties. At December 31, 2019, the net capitalized costs attributable to unproved properties were approximately $232 million. When we make acquisitions that include unproved properties, we assign values based on estimated reserves that we believe will ultimately be proved. As exploration and development work progresses and if reserves are proved, we transfer the book value from unproved based on the initially determined rate, not based on specific areas, leases or other units. If the exploration and development work were to be unsuccessful, or management decided not to pursue development of these properties as a result of lower commodity prices, higher development and operating costs, contractual conditions or other factors, the capitalized costs of the related properties would be expensed. Impairments of unproved properties are primarily based on qualitative factors including intent of property development, lease term and recent development activity. The timing of impairments on unproved properties, if warranted, depends upon management's plans, the nature, timing and extent of future exploration and development activities and their results. We recognize any impairment loss on unproved properties by providing a valuation allowance. Depreciation, Depletion and Amortization – We determine depreciation, depletion and amortization (DD&A) of oil and natural gas producing properties by the unit-of-production method. Our unproved reserves are not subject to DD&A until they are classified as proved properties. We amortize acquisition costs over total proved reserves, and capitalized development and successful exploration costs over proved developed reserves. Our gas and power plant assets are depreciated over the estimated useful lives of the assets, using the straight-line method, with expected initial useful lives of the assets of up to 30 years. Other non-producing property and equipment is depreciated using the straight-line method based on expected initial lives of the individual assets or group of assets of up to 20 years. We expense annual lease rentals, the costs of injection used in production and exploration, and geological, geophysical and seismic costs as incurred. Costs of maintenance and repairs are expensed as incurred, except that the costs of replacements that expand capacity or add proven oil and natural gas reserves are capitalized.
Fair Value Measurements	Fair Value Measurements Our assets and liabilities measured at fair value are categorized in a three-level fair-value hierarchy, based on the inputs to the valuation techniques: Level 1—using quoted prices in active markets for the assets or liabilities; Level 2—using observable inputs other than quoted prices for the assets or liabilities; and Level 3—using unobservable inputs. Transfers between levels, if any, are recognized at the end of each reporting period. We apply the market approach for certain recurring fair value measurements, maximize our use of observable inputs and minimize use of unobservable inputs. We generally use an income approach to measure fair value when observable inputs are unavailable. This approach utilizes management's judgments regarding expectations of projected cash flows using a risk-adjusted discount rate. Commodity and interest-rate derivatives are carried at fair value. For commodity derivatives, we utilize the mid-point between bid and ask prices for valuing these instruments. For interest-rate derivatives, we utilize the London Interbank Offered Rate (LIBOR) forward curve. In addition to using market data in determining these fair values, we make assumptions about the risks inherent in the inputs to the valuation technique. Our commodity derivatives comprise over-the-counter bilateral financial commodity contracts, which are generally valued using industry-standard models that consider various inputs, including quoted forward prices for commodities, time value, volatility factors, credit risk and current market and contracted prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these inputs are observable data or are supported by observable prices based on transactions executed in the marketplace. We classify these measurements as Level 2. Commodity derivatives are the most significant items on our consolidated balance sheets affected by recurring fair value measurements. Our property, plant and equipment (PP&E) is written down to fair value if we determine that there has been an impairment in its value. The fair value is determined as of the date of the assessment using discounted cash flow models based on management’s expectations for the future. Inputs include estimates of future production, prices based on commodity forward price curves as of the date of the estimate, estimated future operating and development costs and a risk-adjusted discount rate. The carrying amounts of cash and other on-balance sheet financial instruments, other than fixed-rate debt, approximate fair value.
Revenue Recognition	Revenue Recognition We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers, which is more fully described in Note 15 Revenue Recognition.
Inventories	Inventories Materials and supplies are valued at weighted-average cost and are reviewed periodically for obsolescence. Finished goods predominantly comprise oil and natural gas liquids (NGLs), which are valued at the lower of cost or market.
Derivative Instruments	Derivative Instruments Our derivative contracts are carried at fair value and on a net basis when a legal right of offset exists with the same counterparty. Since we did not apply hedge accounting for any of the periods presented, we recognize any fair value gains or losses on a net basis, over the remaining term of the instrument, in our consolidated statement of operations. Unless otherwise indicated, we use the term "hedge" to describe derivative instruments that are designed to achieve our hedging program goals, even though they are not accounted for as cash-flow or fair-value hedges.
Stock-Based Incentive Plans	Stock-Based Incentive Plans We have stockholder-approved stock-based incentive plans for certain executives, employees and non-employee directors that are more fully described in Note 11 Stock Compensation.
Earnings Per Share	Earnings Per Share We compute basic and diluted earnings per share (EPS) using the two-class method required for participating securities. Certain restricted and performance stock awards are considered participating securities when such shares have non-forfeitable dividend rights, which participate at the same rate as common stock. Under the two-class method, net income allocated to participating securities is subtracted from net income attributable to common stock in determining net income available to common stockholders. In loss periods, no allocation is made to participating securities because the participating securities do not share in losses. For basic EPS, the weighted-average number of common shares outstanding excludes outstanding shares related to unvested restricted stock awards. For diluted EPS, the basic shares outstanding are adjusted by adding potentially dilutive securities.
Asset Retirement Obligations	Asset Retirement Obligations We recognize the fair value of asset retirement obligations (ARO) in the period in which a determination is made that a legal obligation exists to dismantle an asset and reclaim or remediate the property at the end of its useful life and the cost of the obligation can be reasonably estimated. The fair value of the retirement obligation is estimated based on future retirement cost estimates and incorporates many assumptions such as time of abandonment, current regulatory requirements, technological changes, future inflation rates and the risk-adjusted discount rate. When the liability is initially recorded, we capitalize the cost by increasing the related property, plant and equipment (PP&E) balances. If the estimated future cost or timing of cash flow changes, we record an adjustment to both the ARO and PP&E. Over time, the liability is increased and expense is recognized for accretion, and the capitalized cost is recovered over either the useful life of our facilities or the unit-of-production method for our minerals. At certain of our facilities, we have identified ARO that are related mainly to plant and field decommissioning, including plugging and abandonment of wells. In certain cases, we do not know or cannot estimate when we would perform the ARO work and, therefore, we cannot reasonably estimate the fair value of these liabilities. We will recognize ARO in the periods in which sufficient information becomes available to reasonably estimate their fair values. Additionally, for certain plants, we do not have a legal obligation to decommission them and, accordingly, we have not recorded a liability.
Other Loss Contingencies	Other Loss Contingencies In the normal course of business, we are involved in lawsuits, claims and other environmental and legal proceedings and audits. We accrue reserves for these matters when it is probable that a liability has been incurred and the liability can be reasonably estimated. In addition, we disclose, if material, in aggregate, our exposure to loss in excess of the amount recorded on the balance sheet for these matters if it is reasonably possible that an additional material loss may be incurred. We review our loss contingencies on an ongoing basis. Loss contingencies are based on judgments made by management with respect to the likely outcome of these matters and are adjusted as appropriate. Management’s judgments could change based on new information, changes in, or interpretations of, laws or regulations, changes in management’s plans or intentions, opinions regarding the outcome of legal proceedings, or other factors.
Income Taxes	Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their tax bases. Deferred tax assets are recognized when it is more likely than not that they will be realized. We periodically assess our deferred tax assets and reduce such assets by a valuation allowance if we deem it is more likely than not that some portion or all of the deferred tax assets will not be realized. We recognize the financial statement effects of tax positions when it is more likely than not, based on the technical merits, that the position will be sustained upon examination by a tax authority. We recognize interest and penalties, if any, related to uncertain tax positions as a component of the income tax provision. No interest or penalties related to uncertain tax positions were recognized in the financial statements for the periods presented.
Production-Sharing Type Contracts	Production-Sharing Type Contracts Our share of production and reserves from operations in the Wilmington field is subject to contractual arrangements similar to production-sharing contracts (PSCs) that are in effect through the economic life of the assets. Under such contracts we are obligated to fund all capital and production costs. We record a share of production and reserves to recover a portion of such capital and production costs and an additional share for profit. Our portion of the production represents volumes: (i) to recover our partners’ share of capital and production costs that we incur on their behalf, (ii) for our share of contractually defined base production and (iii) for our share of remaining production thereafter. We generate returns through our defined share of production from (ii) and (iii) above. These contracts do not transfer any right of ownership to us and reserves reported from these arrangements are based on our economic interest as defined in the contracts. Our share of production and reserves from these contracts decreases when product prices rise and increases when prices decline, assuming comparable capital investment and production costs. However, our net economic benefit is greater when product prices are higher. The contracts represented approximately 15% of our production for the year ended December 31, 2019. In line with industry practice for reporting PSC-type contracts, we report 100% of operating costs under such contracts in our consolidated statements of operations as opposed to reporting only our share of those costs. We report the proceeds from production designed to recover our partners' share of such costs (cost recovery) in our revenues. Our reported production volumes reflect only our share of the total volumes produced, including cost recovery, which is less than the total volumes produced under the PSC-type contracts. This difference in reporting full operating costs but only our net share of production equally inflates our revenue and operating costs per barrel and has no effect on our net results. Pension and Postretirement Benefit Plans All of our employees participate in postretirement benefit plans we sponsor. These plans are funded as benefits are paid. In addition, a small number of our employees also participate in defined benefit pension plans sponsored by us. We recognize the net overfunded or underfunded amounts in the consolidated financial statements using a December 31 measurement date. We determine our defined benefit pension and postretirement benefit plan obligations based on various assumptions and discount rates. The discount rate assumptions used are meant to reflect the interest rate at which the obligations could effectively be settled on the measurement date. We estimate the rate of return on assets with regard to current market factors but within the context of historical returns. Pension plan assets are measured at fair value. Publicly registered mutual funds are valued using quoted market prices in active markets. Commingled funds are valued at the fund units’ net asset value (NAV) provided by the issuer, which represents the quoted price in a non-active market. Guaranteed deposit accounts are valued at the book value provided by the issuer. Actuarial gains and losses that have not yet been recognized through income are recorded in accumulated other comprehensive income within equity, net of taxes, until they are amortized as a component of net periodic benefit cost.

EARNINGS PER SHARE - Calculation of EPS (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Basic EPS calculation
Net income (loss)	$ 99	$ 429	$ (262)
Less: Net income attributable to noncontrolling interests	(127)	(101)	(4)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	(28)	328	(266)
Less: Net income allocated to participating securities	0	(7)	0
Net (loss) income available to common stockholders	$ (28)	$ 321	$ (266)
Weighted-average common shares outstanding	49,000,000.0	47,400,000	42,500,000
Basic EPS (in dollars per share)	$ (0.57)	$ 6.77	$ (6.26)
Diluted EPS calculation
Net income (loss)	$ 99	$ 429	$ (262)
Less: Net income attributable to noncontrolling interests	(127)	(101)	(4)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	(28)	328	(266)
Less: Net income allocated to participating securities	0	(7)	0
Net (loss) income available to common stockholders	$ (28)	$ 321	$ (266)
Weighted-average common shares outstanding	49,000,000.0	47,400,000	42,500,000
Dilutive effect of potentially dilutive securities (in shares)	0	0	0
Diluted EPS (in dollars per share)	$ (0.57)	$ 6.77	$ (6.26)
Weighted-average antidilutive shares	3.1	1.6	2.3

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement of Comprehensive Income [Abstract]
Pension and postretirement losses, tax	$ 0	$ 0	$ 0

PENSION AND POSTRETIREMENT BENEFIT PLANS (Tables)

12 Months Ended

Dec. 31, 2019

Retirement Benefits [Abstract]

Components of pension and postretirement amounts recognized in the balance sheets



	As of December 31,
	2019			2018			2019			2018
	Pension Benefits						Postretirement Benefits
Amounts recognized in the balance sheet:	(in millions)
Accrued liabilities	$	—		$	—		$	(3	)	$	(2	)
Other long-term liabilities	(18		)	(14		)	(113		)	(82		)
	$	(18	)	$	(14	)	$	(116	)	$	(84	)

Amounts recognized in accumulated other comprehensive (loss) income:	$	(6	)	$	(10	)	$	(17	)	$	4

Funding status of plans



	As of December 31,
	2019			2018			2019			2018
	Pension Benefits						Postretirement Benefits
Amounts recognized in the balance sheet:	(in millions)
Accrued liabilities	$	—		$	—		$	(3	)	$	(2	)
Other long-term liabilities	(18		)	(14		)	(113		)	(82		)
	$	(18	)	$	(14	)	$	(116	)	$	(84	)

Amounts recognized in accumulated other comprehensive (loss) income:	$	(6	)	$	(10	)	$	(17	)	$	4



	As of December 31,
	2019			2018			2019			2018
	Pension Benefits						Postretirement Benefits
Changes in the benefit obligation:	(in millions)
Benefit obligation—beginning of year	$	56		$	65		$	84		$	93
Service cost—benefits earned during the period	1			1			4			4
Interest cost on projected benefit obligation	2			2			4			4
Actuarial loss (gain)	11			(2		)	19			(14		)
Cost of special termination benefits	—			—			6			—
Curtailment	—			—			2			—
Benefits paid	(25		)	(10		)	(3		)	(3		)
Benefit obligation—end of year	$	45		$	56		$	116		$	84

Changes in plan assets:
Fair value of plan assets—beginning of year	$	42		$	46		$	—		$	—
Actual gain (loss) on plan assets	7			(2		)	—			—
Employer contributions	3			8			3			3
Benefits paid	(25		)	(10		)	(3		)	(3		)
Fair value of plan assets—end of year	$	27		$	42		$	—		$	—
Unfunded status	$	(18	)	$	(14	)	$	(116	)	$	(84	)

Schedule of defined benefit pension plans with accumulated benefit obligations in excess of plan assets



	2019		2018
	(in millions)
Projected Benefit Obligation	$	45	$	56
Accumulated Benefit Obligation	$	41	$	53
Fair Value of Plan Assets	$	27	$	42

Schedule of Net Benefit Costs [Table Text Block]



	For the years ended December 31,
	2019			2018			2017			2019		2018		2017
	Pension Benefits									Postretirement Benefits
Net periodic benefit costs:	(in millions)
Service cost—benefits earned during the period	$	1		$	1		$	1		$	4	$	4	$	3
Interest cost on projected benefit obligation	2			2			2			4		4		4
Expected return on plan assets	(2		)	(3		)	(3		)	—		—		—
Cost of special termination benefits	—			—			—			6		—		—
Amortization of net actuarial loss	1			2			2			—		—		—
Settlement costs	9			4			5			—		—		—
Net periodic benefit cost	$	11		$	6		$	7		$	14	$	8	$	7

Amounts recognized in other comprehensive income (expense)



	For the years ended December 31,
	2019			2018			2017			2019		2018		2017
	Pension Benefits									Postretirement Benefits
Net periodic benefit costs:	(in millions)
Service cost—benefits earned during the period	$	1		$	1		$	1		$	4	$	4	$	3
Interest cost on projected benefit obligation	2			2			2			4		4		4
Expected return on plan assets	(2		)	(3		)	(3		)	—		—		—
Cost of special termination benefits	—			—			—			6		—		—
Amortization of net actuarial loss	1			2			2			—		—		—
Settlement costs	9			4			5			—		—		—
Net periodic benefit cost	$	11		$	6		$	7		$	14	$	8	$	7



	For the years ended December 31,
	2019			2018			2017			2019			2018		2017
Amounts recognized in other comprehensive income (loss):	Pension Benefits									Postretirement Benefits
Amounts recognized in other comprehensive income (loss):	(in millions)
Net actuarial (loss) gain	$	(6	)	$	(3	)	$	(4	)	$	(19	)	$	14	$	(12	)
Settlement costs	9			4			5			(2		)	—		—
Amortization of net actuarial gain/loss	1			2			2			—			—		—
Total recognized in other comprehensive income (loss)	$	4		$	3		$	3		$	(21	)	$	14	$	(12	)

Weighted-average assumptions used to determine benefit obligations and net periodic benefit cost



	For the years ended December 31,
	2019		2018		2019		2018
Benefit Obligation Assumptions:	Pension Benefits				Postretirement Benefits
Discount rate	3.16	%	4.22	%	3.48	%	4.57	%
Rate of compensation increase	4.00	%	4.00	%	—		—
Net Periodic Benefit Cost Assumptions:
Discount rate	4.22	%	3.53	%	4.57	%	3.87	%
Assumed long-term rate of return on assets	6.50	%	6.50	%	—		—
Rate of compensation increase	4.00	%	4.00	%	—		—

Fair values of pension plan assets by asset category



	Fair Value Measurements at December 31, 2019
	Level 1		Level 2		Level 3		Total
Asset Class:	(in millions)
Cash equivalents	$	—	$	—	$	—	$	—
Commingled funds:
Fixed income	—		3		—		3
U.S. equity	—		4		—		4
International equity	—		2		—		2
Mutual funds:
Bond funds	5		—		—		5
Blend funds	2		—		—		2
Value funds	2		—		—		2
Growth funds	2		—		—		2
Guaranteed deposit account	—		—		7		7
Total pension plan assets	$	11	$	9	$	7	$	27



	Fair Value Measurements at December 31, 2018
	Level 1		Level 2		Level 3		Total
Asset Class:	(in millions)
Cash equivalents	$	1	$	—	$	—	$	1
Commingled funds:
Fixed income	—		9		—		9
U.S. equity	—		9		—		9
International equity	—		5		—		5
Mutual funds:
Bond funds	5		—		—		5
Blend funds	2		—		—		2
Value funds	2		—		—		2
Growth funds	2		—		—		2
Guaranteed deposit account	—		—		7		7
Total pension plan assets	$	12	$	23	$	7	$	42

Estimated future undiscounted benefit payments, which reflect expected future service, as appropriate



	Pension Benefits		Postretirement Benefits
For the years ended December 31,	(in millions)
2020	$	10	$	4
2021	$	4	$	5
2022	$	2	$	5
2023	$	3	$	5
2024	$	2	$	5
2025 - 2029	$	11	$	27

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Condensed Cash Flow Statement (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Condensed Cash Flow Statements, Captions [Line Items]
Net cash (used) provided by operating activities	$ 676	$ 461	$ 248
Net cash used in investing activities	(394)	(1,156)	(313)
Net cash provided (used) by financing activities	(282)	692	73
(Decrease) increase in cash	0	(3)	8
Cash—beginning of year	17	20	12
Cash—end of year	17	17	20
Eliminations
Condensed Cash Flow Statements, Captions [Line Items]
Net cash (used) provided by operating activities	0	0	0
Net cash used in investing activities	0	0	0
Net cash provided (used) by financing activities	0	0	0
(Decrease) increase in cash	0	0	0
Cash—beginning of year	0	0	0
Cash—end of year	0	0	0
Parent \| Reportable Legal Entities
Condensed Cash Flow Statements, Captions [Line Items]
Net cash (used) provided by operating activities	(673)	(633)	(481)
Net cash used in investing activities	(15)	(8)	(4)
Net cash provided (used) by financing activities	688	634	492
(Decrease) increase in cash	0	(7)	7
Cash—beginning of year	0	7	0
Cash—end of year	0	0	7
Combined Guarantor Subsidiaries \| Reportable Legal Entities
Condensed Cash Flow Statements, Captions [Line Items]
Net cash (used) provided by operating activities	1,082	1,374	718
Net cash used in investing activities	(378)	(1,138)	(212)
Net cash provided (used) by financing activities	(705)	(237)	(510)
(Decrease) increase in cash	(1)	(1)	(4)
Cash—beginning of year	7	8	12
Cash—end of year	6	7	8
Combined Non-Guarantor Subsidiaries \| Reportable Legal Entities
Condensed Cash Flow Statements, Captions [Line Items]
Net cash (used) provided by operating activities	267	(280)	11
Net cash used in investing activities	(1)	(10)	(97)
Net cash provided (used) by financing activities	(265)	295	91
(Decrease) increase in cash	1	5	5
Cash—beginning of year	10	5	0
Cash—end of year	$ 11	$ 10	$ 5

DEBT (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of Debt

As of December 31, 2019 and 2018, our long-term debt consisted of the following credit agreements, Second Lien Notes and Senior Notes:



	Outstanding Principal					Interest Rate^(a)	Maturity	Security
	2019			2018
Credit Agreements	(in millions)
2014 Revolving Credit Facility	$	518		$	540	LIBOR plus 3.25%-4.00% ABR plus 2.25%-3.00%	June 30, 2021	Shared First-Priority Lien
2017 Credit Agreement	1,300			1,300		LIBOR plus 4.75% ABR plus 3.75%	December 31, 2022^(b)	Shared First-Priority Lien
2016 Credit Agreement	1,000			1,000		LIBOR plus 10.375% ABR plus 9.375%	December 31, 2021	First-Priority Lien
Second Lien Notes
Second Lien Notes	1,815			2,067		8%	December 15, 2022^(c)	Second-Priority Lien
Senior Notes
5% Senior Notes due 2020	100			100		5%	January 15, 2020	Unsecured
5½% Senior Notes due 2021	100			100		5.5%	September 15, 2021	Unsecured
6% Senior Notes due 2024	144			144		6%	November 15, 2024	Unsecured
Total Debt	$	4,977		$	5,251
Less: Current Maturities	(100		)	—
Long-Term Debt	4,877			5,251


(a)	London Interbank Offered Rates (LIBOR) will be phased out after 2021 and replaced with the Secured Overnight Financing Rate within the United States for U.S. dollar-based LIBOR. Our credit agreements contemplate a discontinuation of LIBOR and have an alternate borrowing rate. We do not expect the discontinuation of LIBOR to have a significant impact on our interest expense.


(b)	The 2017 Credit Agreement is subject to a springing maturity of 91 days prior to the maturity of our 2016 Credit Agreement if more than $100 million in principal of the 2016 Credit Agreement is outstanding at that time.


(c)	The Second Lien Notes require principal repayments of approximately $287 million in June 2021, $57 million in December 2021 and $59 million in June 2022 and $1,412 million in December 2022.

Schedule of financial performance covenants

As of December 31, 2019, our financial performance covenants included a monthly minimum liquidity requirement of not less than $150 million and the following:



Ratio	Components^(a)	Required Levels	Tested
Maximum leverage ratio	Ratio of indebtedness under our 2014 Revolving Credit Facility to trailing four-quarter Adjusted EBITDAX	Not greater than 1.90 to 1.00 through 2019 Not greater than 1.50 to 1.00 after 2019	Quarterly
Minimum interest coverage ratio	Ratio of Adjusted EBITDAX to consolidated cash interest charges	Not less than 1.20 to 1.00	Quarterly
Minimum asset coverage ratio	Ratio of PV-10 to first lien indebtedness	Not less than 1.20 to 1.00	Quarterly


(a)	Refer to the terms of our credit agreements for more detailed descriptions of the components of our financial covenants.

Schedule of Deferred Gain and Issuance Costs [Table Text Block]

At December 31, 2019 and 2018, net deferred gain and issuance costs consisted of the following:



	2019			2018
	(in millions)
Deferred gain	$	211		$	313
Deferred issuance costs and original issue discounts	(65		)	(97		)
Net deferred gain and issuance costs	$	146		$	216

Principal maturities of debt outstanding

Principal maturities of debt outstanding at December 31, 2019 are as follows:



	As of December 31, 2019
	(in millions)
2020	$	100
2021	1,962
2022	2,771
2023	—
2024	144
Thereafter	—
Total	$	4,977

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

PENSION AND POSTRETIREMENT BENEFIT PLANS - Benefit Payments (Details) $ in Millions	Dec. 31, 2019 USD ($)
Pension Benefits
Defined Benefit Plan Disclosure
Expected contribution in 2018	$ 4
Estimated future undiscounted benefit payments
2020	10
2021	4
2022	2
2023	3
2024	2
2025 - 2029	11
Postretirement Benefits
Defined Benefit Plan Disclosure
Expected contribution in 2018	2
Estimated future undiscounted benefit payments
2020	4
2021	5
2022	5
2023	5
2024	5
2025 - 2029	$ 27

INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Deferred Tax Assets and Liabilities
Deferred Tax Assets, debt	$ 176	$ 253
Deferred Tax Assets, property, plant and equipment differences	0	11
Deferred Tax Assets, postretirement benefit accruals	40	27
Deferred Tax Assets, deferred compensation and benefits	55	56
Deferred Tax Assets, asset retirement obligations	155	129
Deferred Tax Assets, net operating loss carryforwards and credits	457	314
Deferred Tax Asset, business interest expense carryforward	194	82
Deferred Tax Assets, investment in partnerships	110	93
Deferred Tax Assets, other	36	17
Deferred Tax Assets, subtotal	1,223	982
Deferred Tax Assets, valuation allowance	(646)	(625)
Deferred Tax Assets, total net deferred taxes	(577)	(357)
Deferred Tax Liabilities, property, plant and equipment differences	(517)	(316)
Deferred Tax Liabilities, all other	(60)	(41)
Deferred Tax Liabilities, total net deferred taxes	(577)	$ (357)
Federal
Deferred Tax Assets and Liabilities
Net operating loss carryforwards	1,000
Tax credit carryforwards	57
State and Local Jurisdiction \| CALIFORNIA
Deferred Tax Assets and Liabilities
Net operating loss carryforwards	2,000
Tax credit carryforwards	$ 20

CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables)

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

Schedule of condensed balance sheet



Condensed Consolidating Balance Sheets
As of December 31, 2019 and 2018
(in millions)

	As of December 31, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total current assets	$	8		$	436		$	60		$	(13	)	$	491
Investments in consolidated subsidiaries	5,956			223			—			(6,179		)	—
Total property, plant and equipment, net	35			5,846			471			—			6,352
Other assets	1			82			32			—			115
TOTAL ASSETS	$	6,000		$	6,587		$	563		$	(6,192	)	$	6,958

Total current liabilities	248			469			5			(13		)	709
Long-term debt	4,877			—			—			—			4,877
Deferred gain and issuance costs, net	146			—			—			—			146
Other long-term liabilities	167			549			4			—			720
Amounts due to (from) affiliates	951			(953		)	2			—			—
Mezzanine equity	—			—			802			—			802
Total equity	(389		)	6,522			(250		)	(6,179		)	(296		)
TOTAL LIABILITIES AND EQUITY	$	6,000		$	6,587		$	563		$	(6,192	)	$	6,958



	As of December 31, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total current assets	$	7		$	590		$	56		$	(13	)	$	640
Investments in consolidated subsidiaries	5,440			96			—			(5,536		)	—
Total property, plant and equipment, net	23			5,913			519			—			6,455
Other assets	4			32			27			—			63
TOTAL ASSETS	$	5,474		$	6,631		$	602		$	(5,549	)	$	7,158

Total current liabilities	143			465			12			(13		)	607
Long-term debt	5,251			—			—			—			5,251
Deferred gain and issuance costs, net	216			—			—			—			216
Other long-term liabilities	140			431			4			—			575
Amounts due to (from) affiliates	85			(86		)	1			—			—
Mezzanine equity	—			—			756			—			756
Total equity	(361		)	5,821			(171		)	(5,536		)	(247		)
TOTAL LIABILITIES AND EQUITY	$	5,474		$	6,631		$	602		$	(5,549	)	$	7,158

Schedule of condensed income statement



Condensed Consolidating Statements of Operations
For the years ended December 31, 2019, 2018 and 2017
(in millions)

	For the year ended December 31, 2019
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total revenues	$	—		$	2,445	$	482		$	(293	)	$	2,634
Total costs	186			2,064		248			(293		)	2,205
Non-operating (loss) income	(332		)	3		—			—			(329		)
Income tax provision	(1		)									(1		)
NET (LOSS) INCOME	(519		)	384		234			—			99
Net income attributable to noncontrolling interest	—			—		(127		)	—			(127		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(519	)	$	384	$	107		$	—		$	(28	)



	For the year ended December 31, 2018
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations			Consolidated
Total revenues	$	1		$	2,897	$	427		$	(261	)	$	3,064
Total costs	207			2,128		221			(261		)	2,295
Non-operating (loss) income	(348		)	8		—			—			(340		)
NET (LOSS) INCOME	(554		)	777		206			—			429
Net income attributable to noncontrolling interest	—			—		(101		)	—			(101		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(554	)	$	777	$	105		$	—		$	328



	For the year ended December 31, 2017
	Parent			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Total revenues	$	42		$	1,947	$	17		$	—	$	2,006
Total costs	226			1,694		13			—		1,933
Non-operating (loss) income	(353		)	18		—			—		(335		)
NET (LOSS) INCOME	(537		)	271		4			—		(262		)
Net income attributable to noncontrolling interest	—			—		(4		)	—		(4		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(537	)	$	271	$	—		$	—	$	(266	)

Schedule of condensed cash flow statement



Condensed Consolidating Statements of Cash Flows
For the years ended December 31, 2019, 2018 and 2017
(in millions)

	For the year ended December 31, 2019
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(673	)	$	1,082		$	267		$	—	$	676
Net cash used in investing activities	(15		)	(378		)	(1		)	—		(394		)
Net cash provided (used) by financing activities	688			(705		)	(265		)	—		(282		)
Decrease (increase) in cash	—			(1		)	1			—		—
Cash—beginning of period	—			7			10			—		17
Cash—end of period	$	—		$	6		$	11		$	—	$	17



	For the year ended December 31, 2018
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(633	)	$	1,374		$	(280	)	$	—	$	461
Net cash used in investing activities	(8		)	(1,138		)	(10		)	—		(1,156		)
Net cash provided (used) by financing activities	634			(237		)	295			—		692
(Decrease) increase in cash	(7		)	(1		)	5			—		(3		)
Cash—beginning of period	7			8			5			—		20
Cash—end of period	$	—		$	7		$	10		$	—	$	17



	For the year ended December 31, 2017
	Parent			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net cash (used) provided by operating activities	$	(481	)	$	718		$	11		$	—	$	248
Net cash used in investing activities	(4		)	(212		)	(97		)	—		(313		)
Net cash provided (used) by financing activities	492			(510		)	91			—		73
Increase (decrease) in cash	7			(4		)	5			—		8
Cash—beginning of period	—			12			—			—		12
Cash—end of period	$	7		$	8		$	5		$	—	$	20

LAWSUITS, CLAIMS, COMMITMENTS AND CONTINGENCIES (Details) - Long Term Purchase and Contractual Obligation $ in Millions	Dec. 31, 2019 USD ($)
Purchase obligations
2020	$ 88
2021	16
2022	8
2023	14
2024	5
Thereafter	22
Total	153
Less: Interest	(24)
Present value of purchase obligations	$ 129

EQUITY EQUITY - Fair Value Measurement Inputs and Valuation Techniques (Details) shares in Thousands, $ in Thousands	Dec. 31, 2019 USD ($) $ / shares shares	Jul. 31, 2019 shares
Colony Capital, Inc.
Schedule of Equity Method Investments [Line Items]
Warrant outstanding (in shares)	200	1,250
Tranche One \| Volatility
Schedule of Equity Method Investments [Line Items]
Measurement input	0.8500
Tranche One \| Risk-free interest rate
Schedule of Equity Method Investments [Line Items]
Measurement input	0.0180
Tranche One \| Dividend yield
Schedule of Equity Method Investments [Line Items]
Measurement input	0
Tranche One \| Expected term (in years)
Schedule of Equity Method Investments [Line Items]
Expected term	5 years 2 months 8 days
Tranche One \| Fair value of underlying common stock
Schedule of Equity Method Investments [Line Items]
Measurement input \| $ / shares	7.59
Tranche One \| Colony Capital, Inc.
Schedule of Equity Method Investments [Line Items]
Warrant outstanding (in shares)	200
Tranche value \| $	$ 1,518
Tranche Two \| Volatility
Schedule of Equity Method Investments [Line Items]
Measurement input	0.8500
Tranche Two \| Risk-free interest rate
Schedule of Equity Method Investments [Line Items]
Measurement input	0.0180
Tranche Two \| Dividend yield
Schedule of Equity Method Investments [Line Items]
Measurement input	0
Tranche Two \| Expected term (in years)
Schedule of Equity Method Investments [Line Items]
Expected term	5 years 5 months 12 days
Tranche Two \| Fair value of underlying common stock
Schedule of Equity Method Investments [Line Items]
Measurement input \| $ / shares	7.84
Tranche Two \| Colony Capital, Inc.
Schedule of Equity Method Investments [Line Items]
Warrant outstanding (in shares)	200
Tranche value \| $	$ 1,568

JOINT VENTURES - BSP (Details) - BSP JV - Joint venture with BSP $ in Millions	16 Months Ended
	Jun. 30, 2018 item	Dec. 31, 2019 USD ($)	Feb. 28, 2017 USD ($)
JOINT VENTURES
Maximum commitment contribution			$ 250
Commitment contributed		$ 200
Number of equal funding contributions \| item	4

PENSION AND POSTRETIREMENT BENEFIT PLANS - Defined Contribution Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Retirement Benefits [Abstract]
Other long-term liabilities for the supplemental retirement plan	$ 37	$ 36
Expenses under provisions of defined contribution and supplemental plans	$ 36	$ 35	$ 33

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of differences between the U.S. federal income tax rate and the Company's effective tax rate

Total income tax expense (benefit) differs from the amounts computed by applying the U.S. federal income tax rate to pre-tax income (loss) as follows:



	For the years ended December 31,
	2019		2018		2017
U.S. federal statutory tax rate	21	%	21	%	(35	)%
State income taxes, net	7		6		(6	)
Exclusion of tax attributable to noncontrolling interests, net	(35	)	(5	)	—
Decrease in U.S. federal corporate tax rate	—		—		91
Tax credits, net	(9	)	(6	)	(19	)
Nondeductible compensation, net	3		—		—
Stock-based compensation, net	—		—		1
Change in valuation allowance, net	14		(17	)	(33	)
Other, net	—		1		1
Effective tax rate	1	%	—	%	—	%

Tax effects of temporary differences resulting in deferred income taxes

The tax effects of temporary differences resulting in deferred income tax assets and liabilities at December 31, 2019 and 2018 were as follows:



	2019						2018
	Deferred Tax Assets			Deferred Tax Liabilities			Deferred Tax Assets			Deferred Tax Liabilities
	(in millions)
Debt	$	176		$	—		$	253		$	—
Property, plant and equipment	—			(517		)	11			(316		)
Postretirement benefit accruals	40			—			27			—
Deferred compensation and benefits	55			—			56			—
Asset retirement obligations	155			—			129			—
Net operating loss and tax credit carryforwards	457			—			314			—
Business interest expense carryforward	194			—			82			—
Investment in partnerships	110			—			93			—
Other	36			(60		)	17			(41		)
Subtotal	1,223			(577		)	982			(357		)
Valuation allowance	(646		)	—			(625		)	—
Total deferred taxes	$	577		$	(577	)	$	357		$	(357	)

Reconciliation of unrecognized tax benefits

The following is a reconciliation of unrecognized tax benefits:



	For the years ended December 31,
	2019		2018		2017
	(in millions)
Unrecognized tax benefits – January 1	$	25	$	25	$	25
Gross increases – tax positions in prior year	44		—		—
Gross increases – tax positions in current year	32		—		—
Unrecognized tax benefits – December 31	$	101	$	25	$	25

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Other Current Assets (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Other current assets
Net amounts due from joint interest partners	$ 70	$ 68
Derivative assets	39	168
Prepaid expenses	19	16
Other	2	3
Other current assets, net	130	255
Allowance For Doubtful Accounts
Other current assets
Net amounts due from joint interest partners	$ 22	$ 31

JOINT VENTURES - Changes in Noncontrolling Interests (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Stockholders' Equity
Beginning balance	$ (247)	$ (720)	$ (557)
Net (loss) income attributable to noncontrolling interests	10	2	4
Contribution from noncontrolling interest holders, net	49	82	98
Distributions paid to noncontrolling interest holders	(80)	(64)	(8)
Ending balance	(296)	(247)	(720)
Noncontrolling Interest
Stockholders' Equity
Beginning balance	114	94
Net (loss) income attributable to noncontrolling interests	10	2
Contribution from noncontrolling interest holders, net	49	82	98
Distributions paid to noncontrolling interest holders	(80)	(64)	(8)
Ending balance	93	114	94
Noncontrolling Interest \| Ares JV
Stockholders' Equity
Beginning balance	15	0
Net (loss) income attributable to noncontrolling interests	(7)	(11)
Contribution from noncontrolling interest holders, net	0	33
Distributions paid to noncontrolling interest holders	(8)	(7)
Ending balance	0	15	0
Noncontrolling Interest \| BSP JV
Stockholders' Equity
Beginning balance	99	94
Net (loss) income attributable to noncontrolling interests	17	13
Contribution from noncontrolling interest holders, net	49	49
Distributions paid to noncontrolling interest holders	(72)	(57)
Ending balance	$ 93	$ 99	$ 94

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER

12 Months Ended

Dec. 31, 2019

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER

Nature of Business

We are an independent oil and natural gas exploration and production company operating properties exclusively within California. We were incorporated in Delaware as a wholly owned subsidiary of Occidental Petroleum Corporation (Occidental) on April 23, 2014, and we became an independent, publicly traded company on December 1, 2014.

Except when the context otherwise requires or where otherwise indicated, all references to ‘‘CRC,’’ the ‘‘Company,’’ ‘‘we,’’ ‘‘us’’ and ‘‘our’’ refer to California Resources Corporation and its subsidiaries.

Basis of Presentation

We have prepared this report in accordance with United States (U.S.) generally accepted accounting principles (U.S. GAAP) and the rules and regulations of the U.S. Securities and Exchange Commission applicable to annual financial information.

All financial information presented consists of our consolidated results of operations, financial position and cash flows. The assets and liabilities in the consolidated financial statements are presented on a historical cost basis. We have eliminated significant intercompany transactions and accounts. We account for our share of oil and natural gas production activities, in which we have a direct working interest, by reporting our proportionate share of assets, liabilities, revenues, costs and cash flows within the relevant lines on our consolidated balance sheets, statements of operations and cash flows.

Risks and Uncertainties

The process of preparing financial statements in conformity with U.S. GAAP requires management to select appropriate accounting policies and make informed estimates and judgments regarding certain types of financial statement balances and disclosures. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements and judgments on expected outcomes as well as the materiality of transactions and balances. Changes in facts and circumstances or discovery of new information relating to such transactions and events may result in revised estimates and judgments and actual results may differ from estimates upon settlement. Management believes that these estimates and judgments provide a reasonable basis for the fair presentation of our consolidated financial statements.

Concentration of Customers

For the year ended December 31, 2019, our principal customers, Phillips 66 Company and Valero Marketing & Supply Company, each accounted for at least 10%, and collectively accounted for 46%, of our oil and natural gas sales before the effects of hedging. For the year ended December 31, 2018, our principal customers, Phillips 66 Company and Valero Marketing & Supply Company, each accounted for at least 10%, and collectively accounted for 43%, of our oil and natural gas sales before the effects of hedging. For the year ended December 31, 2017, our principal customers, Phillips 66 Company, Andeavor Logistic LP, Valero Marketing & Supply Company and Shell Trading (US) Company, each accounted for at least 10%, and collectively accounted for 67%, of our revenue excluding the impact of derivative gains and losses.

Critical Accounting Policies

Property, Plant and Equipment

We use the successful efforts method to account for our oil and natural gas properties. Under this method, we capitalize costs of acquiring properties, costs of drilling successful exploration wells and development costs. The costs of exploratory wells, including permitting, land preparation and drilling costs, are initially capitalized pending a determination of whether we find proved reserves. If we find proved reserves, the costs of exploratory wells remain capitalized. Otherwise, we charge the costs of the related wells to expense. In cases where we cannot determine whether we have found proved reserves at the completion of exploration drilling, we conduct additional testing and evaluation of the wells. We generally expense the costs of such exploratory wells if we do not find proved reserves within a one-year period after initial drilling has been completed.

Proved Reserves – Proved reserves are those quantities of oil and natural gas that, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. We have no proved oil and natural gas reserves for which the determination of economic producibility is subject to the completion of major additional capital investments.

Several factors could change our proved oil and natural gas reserves. For example, for long-lived properties, higher commodity prices typically result in additional reserves becoming economic and lower commodity prices may lead to existing reserves becoming uneconomic. Estimation of future production and development costs is also subject to change partially due to factors beyond our control, such as energy costs and inflation or deflation of oil field service costs. These factors, in turn, could lead to changes in the quantity of proved reserves. Additional factors that could result in a change of proved reserves include production decline rates and operating performance differing from those estimated when the proved reserves were initially recorded as well as availability of capital to implement the development activities contemplated in the reserves estimates and changes in management's plans with respect to such development activities.

We perform impairment tests with respect to proved properties when product prices decline other than temporarily, reserves estimates change significantly, other significant events occur or management's plans change with respect to these properties in a manner that may impact our ability to realize the recorded asset amounts. Impairment tests incorporate a number of assumptions involving expectations of undiscounted future cash flows, which can change significantly over time. These assumptions include estimates of future product prices, which we base on forward price curves and, when applicable, contractual prices, estimates of oil and natural gas reserves and estimates of future expected operating and development costs. Any impairment loss would be calculated as the excess of the asset's net book value over its estimated fair value. We recognize any impairment loss on proved properties by adjusting the carrying amount of the asset.

Unproved Properties – A portion of the carrying value of our oil and natural gas properties is attributable to unproved properties. At December 31, 2019, the net capitalized costs attributable to unproved properties were approximately $232 million. When we make acquisitions that include unproved properties, we assign values based on estimated reserves that we believe will ultimately be proved. As exploration and development work progresses and if reserves are proved, we transfer the book value from unproved based on the initially determined rate, not based on specific areas, leases or other units. If the exploration and development work were to be unsuccessful, or management decided not to pursue development of these properties as a result of lower commodity prices, higher development and operating costs, contractual conditions or other factors, the capitalized costs of the related properties would be expensed.

Impairments of unproved properties are primarily based on qualitative factors including intent of property development, lease term and recent development activity. The timing of impairments on unproved properties, if warranted, depends upon management's plans, the nature, timing and extent of future exploration and development activities and their results. We recognize any impairment loss on unproved properties by providing a valuation allowance.

Depreciation, Depletion and Amortization – We determine depreciation, depletion and amortization (DD&A) of oil and natural gas producing properties by the unit-of-production method. Our unproved reserves are not subject to DD&A until they are classified as proved properties. We amortize acquisition costs over total proved reserves, and capitalized development and successful exploration costs over proved developed reserves. Our gas and power plant assets are depreciated over the estimated useful lives of the assets, using the straight-line method, with expected initial useful lives of the assets of up to 30 years. Other non-producing property and equipment is depreciated using the straight-line method based on expected initial lives of the individual assets or group of assets of up to 20 years.

We expense annual lease rentals, the costs of injection used in production and exploration, and geological, geophysical and seismic costs as incurred. Costs of maintenance and repairs are expensed as incurred, except that the costs of replacements that expand capacity or add proven oil and natural gas reserves are capitalized.

Fair Value Measurements

Our assets and liabilities measured at fair value are categorized in a three-level fair-value hierarchy, based on the inputs to the valuation techniques:

Level 1—using quoted prices in active markets for the assets or liabilities;

Level 2—using observable inputs other than quoted prices for the assets or liabilities; and

Level 3—using unobservable inputs.

Transfers between levels, if any, are recognized at the end of each reporting period. We apply the market approach for certain recurring fair value measurements, maximize our use of observable inputs and minimize use of unobservable inputs. We generally use an income approach to measure fair value when observable inputs are unavailable. This approach utilizes management's judgments regarding expectations of projected cash flows using a risk-adjusted discount rate.

Commodity and interest-rate derivatives are carried at fair value. For commodity derivatives, we utilize the mid-point between bid and ask prices for valuing these instruments. For interest-rate derivatives, we utilize the London Interbank Offered Rate (LIBOR) forward curve. In addition to using market data in determining these fair values, we make assumptions about the risks inherent in the inputs to the valuation technique. Our commodity derivatives comprise over-the-counter bilateral financial commodity contracts, which are generally valued using industry-standard models that consider various inputs, including quoted forward prices for commodities, time value, volatility factors, credit risk and current market and contracted prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these inputs are observable data or are supported by observable prices based on transactions executed in the marketplace. We classify these measurements as Level 2. Commodity derivatives are the most significant items on our consolidated balance sheets affected by recurring fair value measurements.

Our property, plant and equipment (PP&E) is written down to fair value if we determine that there has been an impairment in its value. The fair value is determined as of the date of the assessment using discounted cash flow models based on management’s expectations for the future. Inputs include estimates of future production, prices based on commodity forward price curves as of the date of the estimate, estimated future operating and development costs and a risk-adjusted discount rate.

The carrying amounts of cash and other on-balance sheet financial instruments, other than fixed-rate debt, approximate fair value.

Other Accounting Policies

Revenue Recognition

We recognize revenue in accordance with ASC 606, Revenue from Contracts with Customers, which is more fully described in Note 15 Revenue Recognition.

Inventories

Materials and supplies are valued at weighted-average cost and are reviewed periodically for obsolescence. Finished goods predominantly comprise oil and natural gas liquids (NGLs), which are valued at the lower of cost or market. Inventories as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Materials and supplies	$	64	$	65
Finished goods	3		4
Total	$	67	$	69

Derivative Instruments

Our derivative contracts are carried at fair value and on a net basis when a legal right of offset exists with the same counterparty. Since we did not apply hedge accounting for any of the periods presented, we recognize any fair value gains or losses on a net basis, over the remaining term of the instrument, in our consolidated statement of operations. Unless otherwise indicated, we use the term "hedge" to describe derivative instruments that are designed to achieve our hedging program goals, even though they are not accounted for as cash-flow or fair-value hedges.

Stock-Based Incentive Plans

We have stockholder-approved stock-based incentive plans for certain executives, employees and non-employee directors that are more fully described in Note 11 Stock Compensation.

Earnings Per Share

We compute basic and diluted earnings per share (EPS) using the two-class method required for participating securities. Certain restricted and performance stock awards are considered participating securities when such shares have non-forfeitable dividend rights, which participate at the same rate as common stock.

Under the two-class method, net income allocated to participating securities is subtracted from net income attributable to common stock in determining net income available to common stockholders. In loss periods, no allocation is made to participating securities because the participating securities do not share in losses. For basic EPS, the weighted-average number of common shares outstanding excludes outstanding shares related to unvested restricted stock awards. For diluted EPS, the basic shares outstanding are adjusted by adding potentially dilutive securities.

Asset Retirement Obligations

We recognize the fair value of asset retirement obligations (ARO) in the period in which a determination is made that a legal obligation exists to dismantle an asset and reclaim or remediate the property at the end of its useful life and the cost of the obligation can be reasonably estimated. The fair value of the retirement obligation is estimated based on future retirement cost estimates and incorporates many assumptions such as time of abandonment, current regulatory requirements, technological changes, future inflation rates and the risk-adjusted discount rate. When the liability is initially recorded, we capitalize the cost by increasing the related property, plant and equipment (PP&E) balances. If the estimated future cost or timing of cash flow changes, we record an adjustment to both the ARO and PP&E. Over time, the liability is increased and expense is recognized for accretion, and the capitalized cost is recovered over either the useful life of our facilities or the unit-of-production method for our minerals.

At certain of our facilities, we have identified ARO that are related mainly to plant and field decommissioning, including plugging and abandonment of wells. In certain cases, we do not know or cannot estimate when we would perform the ARO work and, therefore, we cannot reasonably estimate the fair value of these liabilities. We will recognize ARO in the periods in which sufficient information becomes available to reasonably estimate their fair values. Additionally, for certain plants, we do not have a legal obligation to decommission them and, accordingly, we have not recorded a liability.



	For the years ended December 31,
	2019			2018
	(in millions)
Beginning balance	$	433		$	422
Liabilities incurred, capitalized to PP&E	(5		)	4
Liabilities settled and paid	(26		)	(15		)
Accretion expense	36			27
Acquisitions, capitalized to PP&E^(a)	—			8
Dispositions, reduction to PP&E	(10		)	(1		)
Other	4			(1		)
Revisions	85			(11		)
Ending balance	$	517		$	433


(a)	For the year ended December 31, 2018, amount includes $7 million related to the Elk Hills transaction and $1 million related to other acquisitions.

The timing of our cash flows and additional testing costs associated with our future asset retirement activities were adjusted in 2019 due to new idle well regulations enacted in the first quarter. These new regulations require operators to either (1) submit annual idle well management plans describing how they will plug and abandon or reactivate a specified percentage of long-term idle wells or (2) pay additional annual fees and perform additional testing to retain greater flexibility to return long-term idle wells to service in the future. These regulations provide a six-year implementation period for testing existing idle wells not scheduled for plugging and abandonment. Newly idle wells must be tested within two years after becoming idle and, thereafter, are subject to the same testing schedule for existing idle wells.

Other Loss Contingencies

In the normal course of business, we are involved in lawsuits, claims and other environmental and legal proceedings and audits. We accrue reserves for these matters when it is probable that a liability has been incurred and the liability can be reasonably estimated. In addition, we disclose, if material, in aggregate, our exposure to loss in excess of the amount recorded on the balance sheet for these matters if it is reasonably possible that an additional material loss may be incurred. We review our loss contingencies on an ongoing basis.

Loss contingencies are based on judgments made by management with respect to the likely outcome of these matters and are adjusted as appropriate. Management’s judgments could change based on new information, changes in, or interpretations of, laws or regulations, changes in management’s plans or intentions, opinions regarding the outcome of legal proceedings, or other factors.

Income Taxes

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their tax bases. Deferred tax assets are recognized when it is more likely than not that they will be realized. We periodically assess our deferred tax assets and reduce such assets by a valuation allowance if we deem it is more likely than not that some portion or all of the deferred tax assets will not be realized.

We recognize the financial statement effects of tax positions when it is more likely than not, based on the technical merits, that the position will be sustained upon examination by a tax authority. We recognize interest and penalties, if any, related to uncertain tax positions as a component of the income tax provision. No interest or penalties related to uncertain tax positions were recognized in the financial statements for the periods presented.

Production-Sharing Type Contracts

Our share of production and reserves from operations in the Wilmington field is subject to contractual arrangements similar to production-sharing contracts (PSCs) that are in effect through the economic life of the assets. Under such contracts we are obligated to fund all capital and production costs. We record a share of production and reserves to recover a portion of such capital and production costs and an additional share for profit. Our portion of the production represents volumes: (i) to recover our partners’ share of capital and production costs that we incur on their behalf, (ii) for our share of contractually defined base production and (iii) for our share of remaining production thereafter. We generate returns through our defined share of production from (ii) and (iii) above. These contracts do not transfer any right of ownership to us and reserves reported from these arrangements are based on our economic interest as defined in the contracts. Our share of production and reserves from these contracts decreases when product prices rise and increases when prices decline, assuming comparable capital investment and production costs. However, our net economic benefit is greater when product prices are higher. The contracts represented approximately 15% of our production for the year ended December 31, 2019.

In line with industry practice for reporting PSC-type contracts, we report 100% of operating costs under such contracts in our consolidated statements of operations as opposed to reporting only our share of those costs. We report the proceeds from production designed to recover our partners' share of such costs (cost recovery) in our revenues. Our reported production volumes reflect only our share of the total volumes produced, including cost recovery, which is less than the total volumes produced under the PSC-type contracts. This difference in reporting full operating costs but only our net share of production equally inflates our revenue and operating costs per barrel and has no effect on our net results.

Pension and Postretirement Benefit Plans

All of our employees participate in postretirement benefit plans we sponsor. These plans are funded as benefits are paid. In addition, a small number of our employees also participate in defined benefit pension plans sponsored by us. We recognize the net overfunded or underfunded amounts in the consolidated financial statements using a December 31 measurement date.

We determine our defined benefit pension and postretirement benefit plan obligations based on various assumptions and discount rates. The discount rate assumptions used are meant to reflect the interest rate at which the obligations could effectively be settled on the measurement date. We estimate the rate of return on assets with regard to current market factors but within the context of historical returns.

Pension plan assets are measured at fair value. Publicly registered mutual funds are valued using quoted market prices in active markets. Commingled funds are valued at the fund units’ net asset value (NAV) provided by the issuer, which represents the quoted price in a non-active market. Guaranteed deposit accounts are valued at the book value provided by the issuer.

Actuarial gains and losses that have not yet been recognized through income are recorded in accumulated other comprehensive income within equity, net of taxes, until they are amortized as a component of net periodic benefit cost.

Cash

Cash at December 31, 2019 and 2018 included approximately $3 million and $2 million, respectively, that is restricted under one of our joint venture (JV) agreements.

Other Current Assets

Other current assets, net as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Net amounts due from joint interest partners^(a)	70		68
Derivative assets	39		168
Prepaid expenses	19		16
Other	2		3
Other current assets, net	$	130	$	255


(a)	Included in the 2019 and 2018 net amounts due from joint interest partners are allowances for doubtful accounts of $22 million and $31 million, respectively.

Accrued Liabilities

Accrued liabilities as of December 31, 2019 and 2018 consisted of the following:



	2019		2018
	(in millions)
Accrued employee-related costs	$	116	$	109
Accrued taxes other than on income	57		38
Asset retirement obligation	28		31
Accrued interest	13		15
Lease liability	28		—
Other	71		24
Accrued liabilities	$	313	$	217

In the fourth quarter of 2019, we implemented operational efficiencies and an organizational redesign that reduced our workforce to approximately 1,250 employees. We recorded a related charge to other non-operating expenses of $41 million, consisting of $29 million in salary and severance expense and $12 million for other termination benefits. As of December 31, 2019, our remaining associated liability of $19 million was included in accrued employee-related costs.

Supplemental Cash Flow Information

We did not make any significant U.S. federal and state income tax payments in 2019, 2018 or 2017. Interest paid, net of capitalized amounts, totaled approximately $425 million, $433 million and $393 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Non-cash financing activities during 2019 included valuing the first two tranches of a warrant to purchase 0.4 million shares of our common stock (valued at $3 million) issued in connection with a development joint venture. See Note 12 Equity for more information. Non-cash financing activities in 2018 included 2.85 million shares of common stock (valued at $51 million) issued in connection with the Elk Hills transaction. See Note 4 Acquisitions and Divestitures for more on the Elk Hills transaction.

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2019

STOCK COMPENSATION

Schedule of Share Based Compensation Expense [Table Text Block]

We recognized the following compensation expense for stock-based awards for the years ended December 31, 2019, 2018 and 2017 in our consolidated statements of operations:



	2019		2018		2017
	(in millions)
General and administrative expenses	$	25	$	36	$	23
Production costs	7		9		6
Total stock-based compensation expense	$	32	$	45	$	29

Summary of changes in cash and stock-settled Restricted Stock Units (RSUs)

The following summarizes our restricted stock activity for the year ended December 31, 2019:



	Stock-Settled				Cash-Settled
	Number of Units (in thousands)		Weighted-Average Grant-Date Fair Value		Number of Units (in thousands)
Unvested at January 1	819		$	17.36	2,636
Granted^(a)	171		$	21.71	1,511
Vested	(409	)	$	19.20	(1,391	)
Forfeited	(27	)	$	13.48	(471	)
Unvested at December 31	554		$	17.54	2,285

Summary of changes in cash and stock-settled Performance Stock Units (PSUs)

The following summarizes our PSU activity for the year ended December 31, 2019:



	Stock-Settled				Cash-Settled
	Number of Awards (in thousands)		Weighted-Average Grant-Date Fair Value		Number of Units (in thousands)
Unvested at January 1	294		$	18.34	196
Granted	214		$	21.71	214
Vested	—		$	—	—
Forfeited	(11	)	$	20.19	(9	)
Unvested at December 31	497		$	19.75	401

Stock Options

STOCK COMPENSATION

Schedule of grant date assumptions used in the Black-Scholes valuation for stock options

The grant date assumptions used in the Black-Scholes valuation for options granted during 2019, 2018, 2015 and 2014 were as follows:



	2019			2018			2015			2014
Exercise price per share	$	23.88		$	20.17		$	42.00		$	81.10
Expected life (in years)	4.5			4.5			4.5			4.5
Expected volatility	78.26		%	69.85		%	44.7		%	35.4		%
Risk-free interest rate	2.47		%	2.63		%	1.56		%	1.40		%
Dividend yield	—		%	—		%	0.95		%	0.50		%
Grant-date fair value of stock option awards	$	12.95		$	10.02		$	15.00		$	19.80

Summary of stock option activity

The following table summarizes our option activity during the year ended December 31, 2019:



	Options (in thousands)		Weighted-Average Exercise Price		Weighted-Average Grant-Date Fair Value		Aggregate Intrinsic Value
Beginning balance, January 1	1,287		$	62.82	$	17.22	$	—
Granted	144		$	23.88	$	12.95	$	—
Exercised	(1	)	$	20.17	$	10.02	$	—
Expired or Canceled	(3	)	$	22.28	$	11.69	$	—
Ending balance, December 31	1,427		$	59.00	$	16.81	$	—
Exercisable at December 31	1,174		$	66.91	$	17.92	$	—

DEBT - 2017 Credit Agreements (Details) $ in Millions	1 Months Ended	12 Months Ended
DEBT - 2017 Credit Agreements (Details) $ in Millions	Nov. 30, 2017 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)
Debt
Outstanding borrowings		$ 4,977	$ 5,251
2017 Credit Agreement (Shared First Priority Lien)
Debt
Maximum borrowing capacity	$ 1,300
Original issue discount	26
Transaction costs	$ 38
Outstanding borrowings		$ 1,300	$ 1,300
Period prior to maturity before which prepayment premium applies	90 days
Premium on prepayment of debt (as a percent)	2.00%
2017 Credit Agreement (Shared First Priority Lien) \| 91 days prior to maturity of 2016 Credit Agreement
Debt
Period before maturity of the 2016 Credit Agreement that triggers accelerated payment	91 days	91 days
Outstanding amount of 2016 Credit Agreement notes that triggers accelerated payment	$ 100	$ 100
2017 Credit Agreement (Shared First Priority Lien) \| Any June 30 and December 31
Debt
Minimum asset coverage ratio	1.20
2014 Term Loan
Debt
Payment of bank debt	$ 559
Loss on early extinguishment of debt	$ 8

JOINT VENTURES - Ares (Details) shares in Millions, $ in Millions	1 Months Ended	9 Months Ended	12 Months Ended
	Feb. 28, 2018 USD ($) MW ft³	Sep. 30, 2019	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($) shares	Dec. 31, 2017 USD ($)	Feb. 28, 2017 USD ($)
JOINT VENTURES
Net proceeds received by CRC from the transaction			$ 49	$ 796	$ 98
Ares JV
JOINT VENTURES
Net proceeds received by CRC from the transaction	$ 750
Joint venture transaction cost	$ 3
Ares JV \| Ares-led investor group
JOINT VENTURES
CRC shares issued to Ares-led investor group in a private placement \| shares				2.3
Purchase price of the CRC shares issued to Ares-led investor group in a private placement				$ 50
Class B preferred interest \| Ares JV
JOINT VENTURES
Period in which monthly distributions can be deferred	3 years
Natural gas power and Gas processing plants \| Ares JV
JOINT VENTURES
Power plant capacity \| MW	550
Gas processing plant capacity \| ft³	200,000,000
ECR \| Redemption prior to fifth year
JOINT VENTURES
Redemption period	5 years
ECR \| Redemption prior to fifth year \| Class A common interest
JOINT VENTURES
Redemption price	$ 60
ECR \| Redemption prior to fifth year \| Class B preferred interest
JOINT VENTURES
Redemption price	$ 750
ECR \| Debt Instrument, Redemption, Period Two
JOINT VENTURES
Maximum extension period of redemption	2 years 6 months
Make-whole payment redemption period	7 years 6 months
ECR \| Debt Instrument, Redemption, Period Two \| Class A common interest
JOINT VENTURES
Redemption price	$ 80
ECR \| Debt Instrument, Redemption, Period Two \| Class B preferred interest
JOINT VENTURES
Redemption price	$ 750
Ares JV \| Class A common interest
JOINT VENTURES
Percentage of common interest held by CRC	50.00%
Ares JV \| Class C common interest
JOINT VENTURES
Percentage of common interest held by CRC	95.25%
Colony Capital, Inc.
JOINT VENTURES
Term of tranche		5 years	5 years
ECR \| Ares JV \| Class A common interest
JOINT VENTURES
Percentage of common interest held by ECR	50.00%
ECR \| Ares JV \| Class C common interest
JOINT VENTURES
Percentage of common interest held by ECR	4.75%
ECR \| Ares JV \| Class B preferred interest
JOINT VENTURES
Percentage of common interest held by ECR	100.00%
Joint Venture With Benefit Street Partners \| Benefit Street Partners
JOINT VENTURES
Total Investment Commitment in Joint Venture, Maximum						$ 250

ACQUISITIONS AND DIVESTITURES (Tables)

12 Months Ended

Dec. 31, 2019

ACQUISITIONS AND DIVESTITURES

Summary of total consideration, including customary closing adjustments, and allocation of the consideration based on fair value of assets acquired as of acquisition date



Consideration:	(in millions)
Cash	$	460
Common stock issued (2.85 million shares)	51
Liabilities assumed	7
	$	518

Identifiable assets acquired:
Proved properties	$	435
Other property and equipment	77
Materials and supplies	6
	$	518

PROPERTY, PLANT AND EQUIPMENT

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

The carrying value of our PP&E represents the cost incurred to acquire or develop the asset, including any ARO and capitalized interest, net of accumulated DD&A and any impairment charges. For assets acquired, initial PP&E cost is based on fair values at the acquisition date. ARO are capitalized and recovered over the lives of the related assets. No impairment charges were recorded in 2019, 2018 or 2017.

Property, plant and equipment, net as of December 31, 2019 and 2018 consisted of the following:



	2019			2018
	(in millions)
Proved oil and natural gas properties	$	21,285		$	20,882
Unproved oil and natural gas properties^(a)	1,055			1,103
Facilities and other	549			538
Total property, plant and equipment	22,889			22,523
Accumulated depreciation, depletion and amortization	(16,537		)	(16,068		)
Total property, plant and equipment, net	$	6,352		$	6,455


(a)	Includes accumulated valuation allowance for total unproved properties of $823 million and $819 million at December 31, 2019 and 2018, respectively.

The following table summarizes the activity of capitalized exploratory well costs for the years ended December 31:



	2019			2018			2017
	(in millions)
Balance, beginning of year	$	5		$	4		$	4
Additions to capitalized exploratory well costs	12			19			4
Reclassification to property, plant and equipment	(3		)	(2		)	(2		)
Charged to expense	(7		)	(16		)	(2		)
Balance, end of year	$	7		$	5		$	4

NATURE OF BUSINESS, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER - Concentration of Customers (Details) - Oil And Gas Sales And Other Revenue	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Principal customers, Phillips 66 Company and Valero Marketing & Supply Company
Revenue Recognition
Concentration risk percentage	46.00%	43.00%
Principal customers, Phillips 66 Company, Andeavor, Valero Marketing & Supply Company and Shell Trading (US) Company
Revenue Recognition
Concentration risk percentage	67.00%	67.00%	67.00%
Minimum \| Principal customers \| Major Customers
Revenue Recognition
Concentration risk percentage	10.00%	10.00%	10.00%
Minimum \| Valero Marketing Supply Company \| Major Customers
Revenue Recognition
Concentration risk percentage	10.00%	10.00%	10.00%
Minimum \| Phillips66 Company \| Major Customers
Revenue Recognition
Concentration risk percentage	10.00%	10.00%	10.00%
Minimum \| Marathon Petroleum Corporation Formerly Andeavor \| Major Customers
Revenue Recognition
Concentration risk percentage		10.00%	10.00%
Minimum \| Shell Trading U S Company \| Major Customers
Revenue Recognition
Concentration risk percentage		10.00%	10.00%

STOCK-BASED COMPENSATION - Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Employee awards
Vesting percentage on the day before each anniversary date follwoing date of grant	0.33%
Stock Options
Employee awards
Vesting percentage on the day before each anniversary date follwoing date of grant	0.33%
Award term	P7Y
Award vesting period	3 years
Grant-date valuations
Exercise price per share	$ 23.88
Grant-date fair value of stock option awards	$ 12.95
Options
Beginning balance (in shares)	1,287,000
Granted (in shares)	144,000		0	0
Exercised (in shares)	(1,000)
Expired or Canceled (in shares)	(3,000)
Ending balance (in shares)	1,427,000	1,287,000
Exercisable, end of year (in shares)	1,174,000
Weighted-Average Exercise Price
Beginning balance, weighted-average exercise price (in dollars per share)	$ 62.82
Granted weighted-average exercise price (in dollars per share)	23.88
Exercised weighted-average exercise price (in dollars per share)	20.17
Expired or Canceled weighted-average exercise price (in dollars per share)	22.28
Ending balance, weighted-average exercise price (in dollars per share)	59.00	$ 62.82
Exercisable, end of year, weighted-average exercise price (in dollars per share)	66.91
Weighted-Average Grant-Date Fair Value
Beginning balance, weighted-average grant date fair value (in dollars per share)	17.22
Weighted-average, grant date fair value of stock option awards granted (in dollars per share)	$ 12.95
Exercised, weighted average grant date fair value (in dollars per share)	10.02
Expired or Canceled weighted average, grant date fair value (in dollars per share)	11.69
Ending balance, weighted-average grant date fair value (in dollars per share)	$ 16.81	17.22
Exercisable, end of year, weighted-average grant date fair value (in dollars per share)	17.92
Stock Options \| Black-Scholes valuation method
Grant-date valuations
Exercise price per share	$ 23.88	$ 20.17			$ 42.00	$ 81.10
Expected life (in years)	4 years 6 months	4 years 6 months			4 years 6 months	4 years 6 months
Expected volatility	78.26%	69.85%			44.70%	35.40%
Risk-free interest rate	2.47%	2.63%			1.56%	1.40%
Dividend yield	0.00%	0.00%			0.95%	0.50%
Grant-date fair value of stock option awards	$ 12.95	$ 10.02			$ 15.00	$ 19.80
Weighted-Average Exercise Price
Granted weighted-average exercise price (in dollars per share)	23.88	20.17			42.00	81.10
Weighted-Average Grant-Date Fair Value
Weighted-average, grant date fair value of stock option awards granted (in dollars per share)	$ 12.95	$ 10.02			$ 15.00	$ 19.80

LEASES - Operating lease costs (Details) $ in Millions	12 Months Ended
LEASES - Operating lease costs (Details) $ in Millions	Dec. 31, 2019 USD ($)
Operating lease costs
Operating lease cost	$ 52
Short-term lease cost	74
Variable lease cost	21
Total operating lease costs	147
Property, Plant and Equipment
Operating lease costs
Variable lease cost	$ 19

STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 32	$ 45	$ 29
General and administrative expenses
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	25	36	23
Production costs
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 7	$ 9	$ 6

DEBT - Senior Notes (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
DEBT - Senior Notes (Details) - USD ($) $ in Millions	Oct. 31, 2014	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Debt
Pre-tax unamortized deferred gain on early extinguishment of debt and deferred issuance costs		$ 126	$ 57	$ 4
Senior Notes (Unsecured)
Debt
Aggregate principal amount issued	$ 5,000
Net proceeds from issuance of senior notes used to make cash distribution to Occidental	4,950
Percentage of principal amount at which notes can be redeemed in case of change control		101.00%
Percentage of principal amount at which notes can be redeemed prior to their maturity date		100.00%
Senior Notes (Unsecured) \| 5% Notes Due 2020
Debt
Aggregate principal amount issued	$ 1,000
Interest rate (as a percent)	5.00%	5.00%	5.00%
Senior Notes (Unsecured) \| 5.5% Notes Due 2021
Debt
Aggregate principal amount issued	$ 1,750
Interest rate (as a percent)	5.50%	5.50%	5.50%
Senior Notes (Unsecured) \| 6% Senior Notes due 2024
Debt
Aggregate principal amount issued	$ 2,250
Interest rate (as a percent)	6.00%	6.00%	6.00%
Face value of debt reduction through payment or repurchase			$ 49
Repurchase value of the principal amounts of senior debt			40
Pre-tax unamortized deferred gain on early extinguishment of debt and deferred issuance costs			$ 9