CONOCOPHILLIPS — Director's Dealing 2012

Sep 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONOCOPHILLIPS (COP)
CIK: 0001163165
Period of Report: 2012-09-14

Reporting Person: Schwarz Glenda Mae (VP & Controller)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-14	Phantom Stock	$	A	3.5580	Disposed		Common Stock (3.5580)	Direct

Footnotes

F1: The shares of phantom stock convert to ConocoPhillips common stock on a 1-for-1 basis.

F2: The shares of phantom stock were acquired under a Defined Contribution Makeup Plan providing for settlement upon termination of employment, subject to possible deferred payment in certain

F3: Includes units acquired through routine dividend transactions that are exempt under Rule 16a-11.