UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 and 15(d) of the Securities Exchange Act of 1934 December 4, 2002 Date of Report (Date of earliest event reported) AMERADA HESS CORPORATION (Exact Name of Registrant as Specified in Its Charter) 13-4921002 Delaware 1-1204 (IRS Employer (State of Incorporation) (Commission File Number) Identification No.) 1185 Avenue of the Americas New York, New York 10036 (Address of Principal Executive Office) (212) 997-8500 (Registrant's Telephone Number, Including Area Code) (Not Applicable) (Former Name or Former Address, If Changed Since Last Report)Item 5. OTHER EVENTS Mr. Craig G. Matthews, former Vice Chairman, Chief Operating Officer and a director of Keyspan Corporation, was elected a director of Amerada Hess Corporation at a meeting of its Board of Directors on December 4, 2002. Prior to his election as Chief Operating Officer of Keyspan Corporation, Mr. Matthews served as its Chief Financial Officer. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AMERADA HESS CORPORATION DATE: December 5, 2002 By: /s/ J. Barclay Collins II --------------------------------- Name: J. Barclay Collins II Title: Executive Vice President and General Counsel