Big Steel woos Big Oil during Marathon bidding

Big Oil and Big Steel. That's the latest combination on Wall Street as United States Steel Corporation has entered the bidding against Mobil Corporation for Marathon Oil Company.

The Marathon-US Steel combination, sanctioned by Marathon's management, is worth over $6.6 billion. It would tie together the nation's largest steel company, which has been diversifying into chemicals and energy in recent years, with the nation's 17th largest oil company.

However, many analysts don't believe the bidding will stop at this point. Comments Daniel G. Pine, an analyst with the Value Line Investment Survey, ''I would expect Mobil to make a counter offer.'' Mobil, in an initial statement, said it was studying the US Steel offer and would comment on it later.

Marathon has been resisting Mobil's offer since it was made at the end of October. The company has filed an antitrust suit in Cleveland against Mobil, the nation's second largest oil company. This trial is currently in progress. Local Ohio legislators, unhappy over the prospect of seeing the Findlay, Ohio, company gobbled up by the larger New York company, have enacted legislation blocking Mobil's bid for the company. A court has issued a temporary restraining order against implementing the legislation. Ohio's senators and congressmen have also been active in denigrating Mobil's offer.

At the same time, Marathon has approached other oil companies in an effort to find another bidder. Texaco, in a meeting with securities analysts, said it had recently been approached by some large shareholders of Marathon in an effort to get the company to try to outbid Mobil. Although Texaco was not approached directly by Marathon, observers said it weakened Marathon's antitrust suit against Mobil.

The US Steel bid is described by Mr. Pine as an ''end run.'' By going outside the oil industry, Marathon avoids many of the antitrust delays and hearings. In its losing bid for Conoco, Mobil faced antitrust questions which prompted shareholders to tender their shares to DuPont.

US Steel's offer is for 51 percent of Marathon's stock at a price of $125 per share. The remaining shares will be converted into the right to receive $100 principal amount of 12-year 121/2 percent senior notes of US Steel.

Brad Perry, the president of David L. Babson & Co., who controls over 2 million shares of Marathon stock, says the new offer was more in line with what they felt Marathon's assets values were worth. If Mobil had purchased Marathon at $85 per share, it's initial offer, he says, ''it would have been an unjustified bargain.'' The total US Steel offer is equivalent to about $105 to $ 112 per share.

Marathon, in an attempt to ward off another bid, also says it sold US Steel the option to buy its interest in the Yates Field in west Texas for $2.8 billion in case a third party succeeds in buying Marathon. The Yates Field is the second largest producing field in the US, and Marathon Oil's interest in the field now amounts to 55,195 barrels of oil per day. Thus, if Mobil were to successfully outbid US Steel, it would end up with cash and not the oil reserves it would like.

Whether this tactic would hold up in court, however, is another matter. Mr. Pine, for one, says he would expect it to be challenged in court should Mobil ultimately win.

A purchase by US Steel was not totally unexpected. David M. Roderick, US Steel's chairman, had said earlier the company was looking at some possible acquisitions.

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