CONOCOPHILLIPS — Director's Dealing 2015

May 12, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONOCOPHILLIPS (COP)
CIK: 0001163165
Period of Report: 2013-10-06

Reporting Person: Hirshberg Al J. (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-06	Common Stock	M	64195	—	Acquired	64195	Direct
2013-10-06	Common Stock	F	26930	$70.51	Disposed	37265	Direct
2015-05-08	Common Stock	M	4687	—	Acquired	41952	Direct
2015-05-08	Common Stock	F	1967	$66.865	Disposed	39985	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-06	Stock Units	$	M	64195	Disposed		Common Stock (64195)	Direct
2015-05-08	Stock Units	$	M	4687	Disposed		Common Stock (4687)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4000	Indirect
Common Stock	5000	Indirect
Common Stock	1312.497	Indirect

Footnotes

F1: The stock units convert to ConocoPhillips common stock on a 1-for-1 basis.

F2: Includes units acquired through routine dividend transactions that are exempt under rule 16a-11.

F3: The stock units lapse on the third anniversary of the grant date.

F4: The stock units will be forfeited if the reporting person terminates for any reason except layoff, death or disability prior to the third anniversary of the grant date. The stock units will convert to common stock on the earliest of the reporting person's death, the third anniversary of the grant date, or six months after termination for a reason other than death, unless the units have previously forfeited. The reporting person may also defer conversion of stock units until a later date.

F5: The stock units do not have an expiration date.