CONOCOPHILLIPS — Director's Dealing 2012

May 8, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: CONOCOPHILLIPS (COP)
CIK: 0001163165
Period of Report: 2012-04-30

Reporting Person: Fox Matthew J (Executive Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3403.675	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		Common Stock (60311)		Direct
Employee Stock Option (Right to Buy)	$71.87	2022-02-09	Common Stock (50800)		Direct

Footnotes

F1: These shares of Phantom Stock vest in two equal installments on the fourth and fifth anniversaries of the date of grant, January 1, 2012.

F2: The shares of Phantom Stock convert to ConocoPhillips common stock on a 1-for-1 basis.

F3: The stock options become exercisable in three equal annual installments beginning on February 9, 2013.