EXHIBIT 24

                        POWER OF ATTORNEY

The undersigned hereby authorizes and designates each of W. F.
Schwind, Jr. and R. J. Kolencik (the "Attorneys") as his fully authorized
attorney for the purpose of signing and filing on behalf of the undersigned
all forms which are permitted or required to be filed pursuant to Section
16 of the Securities and Exchange Act of 1934 (the "Forms") concerning
the undersigned's interest in securities of Marathon Oil Corporation
("MOC") and/or the undersigned's status with respect to MOC.  This
Power of Attorney authorizes each of the Attorneys to sign and file the
Forms on behalf of the undersigned from the date hereof until the
undersigned ceases to be subject to Section 16 of the Securities and
Exchange Act of 1934 by virtue of having been a director or officer of
MOC.

/s/ Alard Kaplan
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Alard Kaplan

Dated:  December 1, 2003