8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): August 4, 2014

Marathon Oil Corporation

__________________________________________

(Exact name of registrant as specified in its charter)

Delaware	1-5153		25-0996816
_____________________  (State or other jurisdiction	_____________  (Commission		______________  (I.R.S. Employer
of incorporation)	File Number)		Identification No.)
5555 San Felipe Street, Houston, Texas			77056
_________________________________  (Address of principal executive offices)			___________  (Zip Code)
Registrant's telephone number, including area code:		(713) 629-6600

Not Applicable

______________________________________________

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On August 4, 2014, following the publication of its press release announcing results for the quarter ended June 30, 2014, Marathon Oil Corporation posted to the investor center section of its website at www.marathonoil.com a recorded earnings call discussing results for the quarter ended June 30, 2014, together with an accompanying presentation and an investor packet. The earnings call script, accompanying presentation and investor packet are furnished as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, respectively, to this report and are incorporated herein by reference.

The information in this Current Report on Form 8-K, including Exhibits 99.1, 99.2 and 99.3 furnished herewith, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and will not be incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1      Marathon Oil Corporation second quarter 2014 earnings call script, dated August 4, 2014.

99.2      Marathon Oil Corporation second quarter 2014 earnings presentation, dated August 4, 2014, accompanying the script furnished as Exhibit 99.1.

99.3 Marathon Oil Corporation second quarter 2014 investor packet, dated August 4, 2014.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Marathon Oil Corporation
August 6, 2014	By:	/s/  John R. Sult
		Name: John R. Sult
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No. Description

99.1              Marathon Oil Corporation second quarter 2014 earnings call script, dated August 4, 2014.

99.2      Marathon Oil Corporation second quarter 2014 earnings presentation, dated August 4, 2014,

accompanying the script furnished as Exhibit 99.1.

99.3 Marathon Oil Corporation second quarter 2014 investor packet, dated August 4, 2014.

EX-99.1

Exhibit 99.1

2Q 2014 Earnings REVIEW Remarks

Chris C Phillips

Director Investor Relations

August 4, 2014

CHRIS PHILLIPS]

Welcome to Marathon Oil Corporation's second quarter 2014 earnings review. The synchronized slides that accompany this review can be found on our website, at MarathonOil.com. We will conduct a live Q&A webcast on Tuesday, August 5, at 8:00 am Central Time / 9:00 am Eastern Time.

Slide 2 contains a discussion of forward-looking statements and other information included in this presentation. Our review will contain forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.

In accordance with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, Marathon Oil Corporation has included in its Annual Report on Form 10-K for the year ended December 31, 2013, and other filings with the Securities and Exchange Commission, cautionary language identifying important factors, though not necessarily all such factors, that could cause future outcomes to differ materially from those set forth in the forward-looking statements.

Please note that in the appendix to this presentation there are reconciliations of net income to adjusted net income and income from continuing operations to adjusted income from continuing operations for the periods presented, as well as operating estimates and other data you may find useful. We’ll now move to slide 3 as I turn the call over to Lee Tillman, Marathon Oil President and CEO.

[LEE TILLMAN]

I too would like to extend my welcome to those listening, and begin by reviewing our second quarter highlights.

Adjusted net income per diluted share increased by 33 percent to 89 cents in the second quarter of 2014, compared to the year-ago quarter.

During the second quarter, Marathon Oil entered into an agreement to sell our Norway business for a total transaction value of $2.7 billion dollars. As a result, Norway is now reflected as discontinued operations. For purposes of this presentation we’ll focus on the performance of our continuing operations.

As such, adjusted income from continuing operations per diluted share was 62 cents in the second quarter, an increase of 51 percent over the year-ago quarter. This performance underscores the underlying strength of our business going forward post the Norway disposition.

This strong financial performance was driven primarily by our three high-quality U.S. resource plays that delivered a combined average net production of 170,000 BOE per day in the second quarter 2014, up 29 percent over the year-ago quarter. Liquids production from these resource plays was up more than 30 percent for the same period. We also benefited from strong crude oil and condensate price realizations across the U.S. during the quarter.

In the Eagle Ford, we brought 76 gross operated wells to sales this quarter, and expect that momentum to carry forward and generate similar pace in the second half of the year. We have high confidence in our Eagle Ford execution and expect double-digit production growth quarter-on-quarter for the remainder of 2014.

Additionally, the early results of our enhanced Eagle Ford completion design show wells with 180-day cumulative production yielding on average 25 percent improvement relative to modeled type curves. These enhanced designs include tighter stage spacing as well as enhanced proppant and fluid loading. The Austin Chalk/Upper Eagle Ford co-development is progressing positively with an initial 15,500 net acres now delineated. Furthermore, we currently have 9 wells drilling, completed or awaiting first production.

We also had a strong second quarter in the Bakken. In terms of the overall pace of Bakken activity, we brought 19 gross operated wells to sales this quarter - up 73 percent quarter-on-quarter reflecting the expected recovery from the severe winter weather impacts. The co-development of Middle Bakken and Three Forks is also progressing with high density pilots delivering strong early results.

In the Oklahoma resource basins, we continue to delineate our strong acreage position. And, with agreements executed in the second quarter, we’re increasing our overall position to more than 300,000 net acres. This quarter we reached TD on 6 gross operated wells and brought 4 gross SCOOP wells to sales, of which one was an extended-reach lateral, or XL well, with a 30-day IP rate of 2,000 BOED.

Marathon Oil recorded an outstanding 98 percent average operational availability across our Company-operated assets during the second quarter.

As I mentioned, we signed a definitive agreement to sell our Norway business and expect to close in the fourth quarter.

We also repurchased 13 million common shares in the second quarter at a cost of $449 million dollars. This completed our previously announced $1.5 billion-dollar share buyback. We have $1.5 billion remaining on our share repurchase authorization from our board.

Finally, we announced last week that our board approved an increase in the quarterly dividend of 11 percent to 21 cents per share, reinforcing our commitment to return capital to our shareholders through a competitive dividend.

I’ll turn the call now to J.R. to review our financial performance for the quarter in more detail.

[J.R. SULT]

Thanks Lee. And thanks to you all for taking time to listen to this webcast.

Let’s jump right in and get started with our cash flow performance on Slide 4.

For the first half of 2014, cash flows from continuing operations before changes in working capital were $2.5 billion compared to $2.2 billion in the same period in 2013. Production growth in our U.S. unconventional resource plays together with higher North America crude oil and condensate price realizations were the primary drivers to the 11 percent increase in the cash flow performance from our continuing operations. Cash flows from our discontinued operations for the first six months of 2014 were $440 million compared to $474 million in the first half of 2013. As a reminder, beginning in the second quarter, we have reflected our Norway business as a discontinued operation for all periods presented. Norway operating cash flows represented about $360 million of the year to date cash flows from discontinued operations.

Cash capital expenditures for continuing operations for the first half of the year totaled $2.2 billion versus $2.4 billion for the first six months of 2013 while capital invested in our discontinued operations was $233 million year to date in 2014. Norway capital expenditures were about 80 percent of the total capital expenditures for discontinued operations. Absent our decision to sell, Norway would have contributed modest free cash flow to Marathon Oil for the full year 2014 as a result of significant capital expenditures related to the Boyla subsea project and working capital uses for tax obligations. Proceeds from the sales of our working interests in Angola Blocks 31 and 32 as well as other non-core assets totaled $2.2 billion during the first half of the year.

And finally, demonstrating our commitment to return capital to our shareholders, we paid dividends of $260 million during the first half of 2014, or $0.19 per share, and repurchased 29 million shares of common stock for $1 billion. As Lee mentioned in his opening remarks, just last week, our board of directors approved an 11 percent increase in the quarterly dividend to $0.21 per share payable in September.

Of note, we ended the second quarter with just under $1.2 billion in cash and cash equivalents.

I’m moving now to Slide 5. Adjusted income from continuing operations for the second quarter 2014 was $423 million, a 44 percent increase over the same quarter last year. After-tax earnings from the North America E&P segment increased $81 million, driven primarily by higher liquid hydrocarbon net sales volumes from the U.S. resource plays together with higher commodity price realizations.

The International E&P segment after-tax income was lower by $10 million compared to the second quarter of 2013 primarily a result of lower net sales volumes in Libya, lower commodity price realizations and higher exploration expenses partially offset by higher earnings from our Equatorial Guinea LNG operations due to a turnaround in the prior year period.

Oil Sands Mining contributed an increase of $35 million in after-tax segment earnings, primarily a result of higher net sales volumes and commodity price realizations as well as lower production costs from a planned turnaround at the non-operated Athabasca Oil Sands Project during the same quarter in 2013.

Corporate and unallocated G&A expense was lower quarter over quarter due primarily to higher G&A being allocated to segments.

The second quarter of 2014 had an effective tax rate for continuing operations of 30 percent compared to 70 percent in the second quarter of 2013. The lower tax rate reflects the shift in the mix of earnings during the period from higher to lower tax rate jurisdictions and, in particular, the continuing disruptions in Libya.

Now, let’s take a look at our second quarter financial performance versus the first quarter of 2014. Slide 6 shows the components of the change between the sequential quarters. Adjusted income from continuing operations in the second quarter decreased slightly during the quarter to $423 million. I’ll talk about the operating segments on the slides that follow, but would note here the impact of increased other net expenses as a result of higher foreign currency losses and lower interest income.

Moving to Slide 7, North America E&P segment earnings increased 25 percent over the first quarter to $302 million in the second quarter of 2014. The increase was largely a result of higher net sales volumes from our U.S. unconventional resource plays as well as higher crude oil and condensate price

realizations, partially offset by higher exploration expenses. North America E&P net sales volumes increased 7 percent during the quarter underpinned by a 10 percent increase in the resource plays.

Slide 8 shows the magnitude of the increases in crude oil and condensate price realizations for the sequential quarters. As you can see, the North America E&P segment as well as the Oil Sands Mining segment benefited from higher price realizations during the quarter.

Moving to Slide 9, International E&P segment earnings declined 28 percent during the quarter to $160 million. The second quarter results reflect higher exploration expenses, lower net sales volumes in Equatorial Guinea and lower overall commodity price realizations. Exploration expenses during the quarter included dry well costs for two exploratory wells on the South Omo Block in Ethiopia, the Shimela and Gardim wells, and the Mangesh exploratory well on the Sarsang Block in Kurdistan.

As shown on slide 10, our Oil Sands Mining segment income decreased 14 percent in the second quarter to $55 million, primarily due to lower net sales volumes related to reliability issues at the mine and higher operating costs, partially offset by the higher commodity price realizations referenced earlier.

One final note before I hand the webcast back to Lee - in the appendix to this presentation, you’ll find an updated consolidated effective tax rate guidance range for 2014 based on our continuing operations, excluding Libya. The new range is expected to be 30 to 35 percent.

With that, my times up. I’ll turn the call back to Lee.

[LEE TILLMAN]

Thanks J. R.

On the next two slides I’ll concentrate on the progress made in the U.S. unconventional resource plays this quarter, which is on track to drive us toward a greater than 30 percent production growth rate in 2014 over the previous year.

First, on slide 11 we will cover the Eagle Ford. Production increased to 102,000 net BOE per day - 26 percent over the second quarter of 2013 and 6 percent over the first quarter of 2014. As I mentioned previously, the early results of our enhanced completion design show wells with 180-day cumulative production yielding on average 25 percent improvement relative to modeled type curves by reducing stage spacing and increasing both proppant and fluid loading.

Also, the pace of execution improved as evidenced by the 55 percent increase in the number of wells brought to sales compared to the first quarter. We reached TD on 88 gross operated wells and turned 76 gross wells to sales.

We continue to progress the Austin Chalk/Upper Eagle Ford for co-development, successfully delineating an initial 15,500 net acres and three wells were brought online during the second quarter. Two of those wells were in the condensate window, the previously announced well on our April conference call and the latest well which had a 30-day IP rate of approximately 1,650 BOED (73% liquids). The third well was our first in the black oil window and recorded a 30-day IP rate of approximately 600 BOED (90% liquids). Nine more wells in the Austin Chalk/Upper Eagle Ford are currently being drilled, completed or awaiting first production.

Moving to slide 12, in the Bakken, production averaged 50,000 net BOE per day - up 28 percent over the second quarter of 2013 and 16 percent over the first quarter of 2014. We reached TD on 19 gross operated wells and turned 19 gross wells to sales. Spud-to-TD time averaged 17 days. We re-completed 8 wells during the second quarter 2014 with favorable results in the Myrmidon and Hector areas, with Myrmidon expected to generate pre-tax internal rates of return in excess of 60 percent. The remaining re-completions will be located in Hector, where we expect returns to be moderated but competitive. With continued success in earlier 320-acre spacing pilots, we have four additional spacing pilots with 6 Middle Bakken and 6 Three Forks first bench wells planned. The first of these new 12-well spacing pilots spud in July with the remainder planned over the balance of the year. During the second half of 2014, more than half of our planned Bakken wells will test enhanced completion designs, including elevated proppant volumes, slickwater and hybrid fracs, increased stages and cemented liners with plug and perf.

In the Oklahoma Resource Basins, production increased to 18,000 net BOE per day - 38 percent over the second quarter of 2013 and 20 percent over the first quarter of 2014. During the second quarter, we reached TD on 6 gross operated wells and brought 4 gross SCOOP wells to sales. Of the SCOOP wells, one was an extended-reach lateral, or XL well - meaning, the lateral was 7,000 to 10,000 feet long - and it achieved a 30-day IP rate of 2,000 BOED, 64 percent liquids. We continued to test other horizons in the Oklahoma Resource Basins with a second operated Granite Wash well turned to sales. Three operated Southern Mississippi Trend wells are planned for the second half of 2014. The headline for the Oklahoma Resource Basins during the quarter was the execution of agreements that will increase our overall position to more than 300,000 net acres, with a substantial majority in the SCOOP and STACK areas.

With the continued strong performance across all three US resource plays, we expect to provide a comprehensive update on resource potential later in the year.

Slide 13 shows our growth in the U.S. unconventional resource plays since the first quarter of 2012. Combined production from the Eagle Ford, Bakken and Oklahoma resource basins has grown by approximately 124,000 net BOE per day over this period and we’re on course to post a greater than 30 percent increase in profitable volumes in 2014.

Slide 14 demonstrates that since the first quarter of 2012, our Lower 48 onshore production has more than doubled to 210,000 net BOE per day in the second quarter of 2014. Importantly, liquids increased from 63 percent to 78 percent of volumes over this period.

Slide 15 shows both the historical available for sale and sales volumes for the North America and International E&P segments, including Libya, but excluding Alaska and discontinued operations. Libya has been highlighted on both the available for sale and sales columns by quarter due to the uncertainty in future production levels.

Production available for sale increased 3 percent in the second quarter of 2014 compared to the previous quarter, primarily due to growth in the North America resource plays.

Sales volumes were higher at 350,000 net BOE per day in the second quarter compared to 339,000 net BOE per day in the first quarter. This increase was driven by North America E&P sales.

At the end of the second quarter of 2014 we had a cumulative underlift of 2.1 million BOE. Of that, 1.7 million BOE was natural gas in Libya.

Turning to slide 16, the pie chart on the left shows total company actual liquid hydrocarbon sales volumes, excluding Libya and discontinued operations, for the second quarter of 2014. On the right are our estimated third quarter 2014 sales volumes, which reflect higher sales from the U.S. resource plays and lower liftings from the UK. The sale of our Norway business is reflected in both of these charts, with the geographic production mix moving the U.S. sales higher compared to our historical production mix.

Slide 17 shows the 2014 exploration drilling schedule for our global exploration portfolio. During the second quarter, we reached total depth on the Jisik-1 exploration well on the Company’s operated Harir Block in the Kurdistan Region of Iraq and testing is underway. The Mirawa-2 appraisal well, which follows the successful Mirawa-1 discovery, is expected to spud in the third quarter of 2014. We hold a 45 percent working interest in the Harir Block. Additionally, in the non-operated Sarsang block in Kurdistan, we are currently testing the East Swara Tika-1 well.

The Sala-1 exploration well in Kenya, spud in February on the eastern side of Block 9, made a gas discovery during the second quarter. The well was drilled to a total depth of 10,000 feet and analysis indicated three zones of interest over a 3,280-foot interval, which were subsequently drill-stem tested. Sala-2, which will appraise the discovery, has recently begun drilling. We have a 50 percent non-operated working interest in Block 9.

The Shimela-1 and Gardim-1 exploration wells in the Ethiopia South Omo Block reached TD during the second quarter, and were expensed.

Our operated Gulf of Mexico exploration program starts up again in the third quarter with the Key Largo prospect located on Walker Ridge Block 578. We hold a 60% WI in this inboard Paleogene prospect. The Norphlet Perseus prospect, located on Desoto Canyon Block 231, is also scheduled to spud in the third quarter. We hold a 30 percent non-operated working interest. The second appraisal well in the non-operated Shenandoah discovery is drilling ahead.

The EG exploration program is due to begin late in the third quarter with the drilling of the Sodalita West prospect.

Slide 18 revisits our tactical priorities for 2014, as outlined at our Analyst Day in December 2013.

We’ve accelerated our activity in the resource basins. I outlined the progress made in all three basins earlier but would remind you that we are confident that our resource play production will grow at a double digit rate over the remaining quarters in 2014 and greater than 30% year-over-year. And this growth is fully reflected in the third quarter and full year 2014 guidance set out in our earnings release and this Appendix.

Our portfolio optimization continued with the announced the sale of our Norway business and we closed on the sale of our working interests in Angola Blocks 31 and 32 earlier this year. We also completed $1.5 billion in share repurchases which commenced in the second half of 2013.

And lastly, moving to slide 19, I believe our second quarter operating and financial results underscore what we view as a strong investment case for Marathon Oil. Our focus is driven by seven strategic imperatives. Not only achieving, but excelling across these imperatives is our corporate strategy, and the roadmap for how we plan to become the premier independent E&P company.

The investment case for Marathon Oil is predicated on protecting our license to operate, demonstrated execution, profitable volumes growth, rigorous portfolio management and disciplined capital allocation, all contributing to deliver competitive long-term shareholder value.

That concludes our prepared remarks and we look forward to your questions during the live Q&A call tomorrow morning. Thank you.

EX-99.2

Second Quarter 2014 Earnings Review August 4, 2014

Forward–Looking Statements All statements in this presentation (and oral statements made regarding the subjects of this presentation) other than historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors that could cause actual results to differ materially from such statements, many of which are outside the Company’s control. Forward-looking information includes, but is not limited to: the Company’s operational, financial and growth strategies, including the 2014 budget and planned expenditures, growth activities and expectations, future drilling plans and expectations, and the share repurchase program; the Company’s ability to successfully effect those strategies and the expected results therefrom; the Company’s financial and operational outlook, and ability to fulfill that outlook; 2014 estimates for production growth, exploration expenses and operating costs, volumes and tax rates; expected additions to the Company's Oklahoma acreage position; estimated growth in resource plays; statements related to enhanced completion designs and the expected benefits thereof; and statements related to the announced sale of the Norway business and the expected proceeds, timing and use of proceeds thereof. While the Company believes that the assumptions concerning future events are reasonable, a number of factors could cause results to differ materially from those indicated by such forward-looking statements including, but not limited to: conditions in the oil and gas industry, including the level of supply or demand for liquid hydrocarbons and natural gas and the impact on the price of liquid hydrocarbons and natural gas; changes in political or economic conditions in key operating markets, including international markets; the amount of capital available for exploration and development; timing of commencing production from new wells; drilling rig availability; availability of materials and labor; the inability to obtain or delay in obtaining necessary government or third-party approvals and permits; non-performance by third parties of their contractual obligations; unforeseen hazards such as weather conditions, acts of war or terrorist acts and the governmental or military response thereto; changes in safety, health, environmental and other regulations; and other geological, operating and economic considerations. These forward-looking statements are also affected by the risk factors, forward-looking statements and challenges and uncertainties described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, and those set forth from time to time in the Company’s filings with the Securities and Exchange Commission (SEC), which are currently available at www.MarathonOil.com. Except as required by law, the Company expressly disclaims any intention or obligation to revise or update any forward-looking statements whether as a result of new information, future events or otherwise. Cautionary Note to U.S. Investors - The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable or possible reserves which are estimated remaining quantities of oil and gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. Marathon Oil Corporation uses certain terms in this presentation, such as 2P unconventional resource and other similar terms that the SEC's guidelines strictly prohibit us from including in filings with the SEC. U.S. investors are urged to consider closely the disclosures in Marathon Oil's periodic filings with the SEC, available from us at 5555 San Felipe Street, Houston, Texas 77056 and the Company's website at http://www.MarathonOil.com. You can also obtain this information from the SEC by calling 1-800-SEC-0330. 2 Marathon Oil Corporation

Executing on 2014 Priorities 2Q 2014 Highlights 3 Marathon Oil Corporation  Adjusted net income per diluted share of $0.89, up 33% from the year-ago quarter  Adjusted income from continuing operations per diluted share of $0.62, an increase of 51% from the year-ago quarter  Three high-quality U.S. resource plays averaged net production of 170,000 BOED, up 29% from year-ago quarter, with liquids production up more than 30%. On track for >30% production growth year-over-year supported by:  Pace of Eagle Ford wells to sales up 55% quarter-over-quarter  Enhanced completion design in Eagle Ford delivering strong early results  Successful delineation of Austin Chalk / Upper Eagle Ford for co-development continues  Bakken wells to sales up 73% quarter-on-quarter  Executed agreements increasing total Oklahoma resource position to >300,000 net acres  Continued strong performance in SCOOP  Recorded 98% average operational availability for Company-operated assets  Reached agreement to sell Norway business for total transaction value of $2.7 billion; expect to close in 4Q  Repurchased ~13MM shares in 2Q at a cost of $449MM; $1.5B authorization remaining  Increased quarterly dividend 11% to $0.21 per share See Appendix for information on adjusted net income and adjusted income from continuing operations, which are non-GAAP measures.

Total Company Cash Flow 2014 YTD Marathon Oil Corporation 4 Cash-adjusted debt-to-capital ratio 25% 264 1,169 2,473 (355) (2,230) 2,232 (260) (162) (1,000) 0 500 1,000 1,500 2,000 2,500 3,000 12/31/13 Cash Balance Cont Op Cash Flow b/f WC Cont Op Working Capital Cont Op Cash Capital Expenditures Dispositions Dividends Stock Repurchase Debt Repayment & Other Disc Op Cash Flow Disc Op Cash Capital Expenditures 6/30/14 Cash Balance $M M 440 (233) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented.

Adjusted Income From Continuing Operations 2Q-14 vs. 2Q-13 Marathon Oil Corporation 293 (19) 81 (10) 35 40 0 50 100 150 200 250 300 350 400 450 500 2Q 2013 N.A. E&P (After-tax) Int'l E&P (After-tax) OSM (After-tax) Corp & Unallocated G&A (Pre-tax) Other (Pre-tax) Unallocated Income Taxes 2Q 2014 $M M 3 423 5  2Q-14 consolidated effective tax rate for continuing ops 30% We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations and excluded from above. See Appendix for information on adjusted income from continuing operations, a non-GAAP measure.

Adjusted Income From Continuing Operations 2Q-14 vs. 1Q-14 Marathon Oil Corporation 438 (32) 60 (61) (9) 21 0 100 200 300 400 500 600 1Q 2014 N.A. E&P (After-tax) Int'l E&P (After-tax) OSM (After-tax) Corp & Unallocated G&A (Pre-tax) Other (Pre-tax) Unallocated Income Taxes 2Q 2014 $M M 4236 6  2Q-14 consolidated effective tax rate for continuing ops 30% We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations and excluded from above. See Appendix for information on adjusted income from continuing operations, a non-GAAP measure.

North America E&P Segment Earnings 242 131 20 (35) (25) (9) (22) 302 0 50 100 150 200 250 300 350 400 450 1Q 2014 Volume Variance (Pre-tax) Price Variance (Pre-tax) DD&A (Pre-tax) Exploration Expenses (Pre-tax) Other (Pre-tax) Income Taxes 2Q 2014 $M M 2Q-14 vs. 1Q-14 7 Marathon Oil Corporation

N.A. E&P & OSM Crude Oil & Condensate Realizations Asset 1Q 2014 2Q 2014 Difference Bakken 89.46 93.08 3.62 Eagle Ford 96.10 99.08 2.98 Oklahoma Resource Basins 94.38 101.12 6.74 All other North America 89.25 93.45 4.20 Total North America E&P 92.48 95.95 3.47 Oil Sands Mining 88.50 94.17 5.67 Marker 1Q 2014 2Q 2014 Difference WTI – Cushing 98.62 102.99 4.37 LLS* 104.36 105.55 1.19 WCS 75.55 82.95 7.40 Price USD/BBL 8 Marathon Oil Corporation *Source: Bloomberg LLP LLS St. James

International E&P Segment Earnings 2Q-14 vs. 1Q-14 Marathon Oil Corporation 221 (24) (11) (4) (10) (47) 0 50 100 150 200 250 1Q 2014 Volume Variance (Pre-tax) Price Variance (Pre-tax) DD&A (Pre-tax) Exploration Expenses (Pre-tax) Other (Pre-tax) Income Taxes 2Q 2014 $M M 35 160 9 We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations and excluded from above.

Oil Sands Mining Segment Earnings 64 (17) 23 (15) (2) 2 55 0 10 20 30 40 50 60 70 80 1Q 2014 Volume Variance (Pre-tax) Price Variance (Pre-tax) Operating Costs (Pre-tax) Other (Pre-tax) Income Taxes 2Q 2014 $M M 2Q-14 vs. 1Q-14 10 Marathon Oil Corporation

U.S. Resource Plays Drive Toward >30% Growth  Eagle Ford outperforming modeled type curves and on track for double digit growth quarter-over-quarter through year end  Production averaged 102,000 net BOED; increased 26% over 2Q 2013 and 6% over prior quarter  Enhanced completion design delivering strong early results; wells with 180-day cumulative production yielding on average 25% improvement relative to modeled type curves  Pace of Eagle Ford wells to sales up 55% quarter-over-quarter; 76 gross operated wells to sales  Successful delineation of Austin Chalk / Upper Eagle Ford for co-development continues, with an initial 15,500 net acres now delineated  3 Austin Chalk / Upper Eagle Ford wells to sales during 2Q – Two wells in condensate window, most recent 30-day IP rate 1,650 BOED (73% liquids) – First well in black oil window, 30-day IP rate 600 BOED (90% liquids)  9 Austin Chalk / Upper Eagle Ford wells drilling, completed or awaiting first production 11 Marathon Oil Corporation 2Q 2014 Activities

U.S. Resource Plays Drive Toward >30% Growth  Bakken driving to higher density pilots and shifting to more aggressive completion designs  Production averaged 50,000 net BOED; increased 28% over 2Q 2013 and 16% over prior quarter  Reached TD on 19 gross operated wells and turned 19 gross wells to sales  8 recompletions with favorable results in Myrmidon and Hector; Myrmidon pre-tax IRR >60%  High density pilots continue, 4 additional spacing pilots with 6 MB & 6 TF 1st bench wells planned; 1st 12 well spacing pilot spud in July  >50% of 2H 2014 wells will test enhanced completion designs, including elevated proppant volumes, slickwater & hybrid fracs, increased stages & cemented liners  Oklahoma Resource Basins growing and consolidating acreage position  Production averaged 18,000 net BOED; increased 38% over 2Q 2013 and 20% over prior quarter  Reached TD on 6 gross operated wells and turned 4 gross SCOOP wells to sales – One SCOOP XL well to sales with 30-day IP rate of 2,000 BOED (64% liquids)  3 Southern Mississippi Trend wells producing & 2nd Granite Wash well turned to sales  3 Southern Mississippi Trend wells planned for 2H 2014  Total net acres >300,000 through combination of successful delineation, acquisitions and leasing 12 Marathon Oil Corporation 2Q 2014 Activities (Continued)

Unconventional Resource Plays Accelerated Resource Development to Grow Profitable Volumes 13 Marathon Oil Corporation 0 50 100 150 200 1Q 2012 2Q 2012 3Q 2012 4Q 2012 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 2014E A va ila b le f o r Sa le N et M B O ED Oklahoma Resource Basins Bakken Eagle Ford +52% +20% +29% +16% +8% +2% +7% +7% +10%

Lower 48 Onshore Forecast 0 50 100 150 200 250 1Q 2012 2Q 2012 3Q 2012 4Q 2012 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014E A va ila b le f o r Sa le N et M B O ED Net Production Available for Sale 14 Marathon Oil Corporation % Crude Oil & Cond 57 59 58 60 60 60 61 62 63 65 6 7 10 10 12 12 13 13 13 13 % NGL +25% +7% +17% +9% +6% 0% +4% +4% +7%

0 100 200 300 400 500 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 MBOE D Available for Sale Sales Libya - Available for Sale Libya - Sales E&P Net Production Volumes Including Libya and excluding Alaska & Disc Ops North America & International E&P Segments  Net production available for sale increased 3% from 1Q 2014  Growth in the North America resource plays  Sales volumes were higher at 350 net MBOED compared to 339 net MBOED in 1Q 2014  North America sales higher and slightly lower international liftings relative to 1Q 2014  Cumulative underlift at the end of 2Q 2014 is 2.1 MMBOE – Underlifted (1.7) MMBOE natural gas Libya – Underlifted (0.9) MMBBL Libya, (0.2) MMBBL E.G. – Overlifted 0.7 MMBBL U.K. Volumes, including Libya and excluding Alaska & Discontinued Operations 15 Marathon Oil Corporation Libya Net Available for Sale (MBOED) 46 45 18 2 2 1

U.K. 2% E.G. 10% U.S. 69% Canada 19% U.K. 5% E.G. 11% U.S. 67% Canada 17% Total Company LHC Sales Volumes Excluding Libya & Norway 2Q-14 Actual vs. 3Q-14 Estimate Marathon Oil Corporation 16 3Q 2014 Estimated Sales Volumes 275 – 295 Net MBOD 2Q 2014 Actual Sales Volumes 266 Net MBOD Minimal Libya sales volumes in 2Q 2014

Location Well 2014 Q1 Q2 Q3 Q4 Kurdistan Mangesh-1 Kurdistan East Swara Tika-1 Kurdistan Jisik-11 Kurdistan Mirawa-21,2 Kenya Sala-1 Kenya Sala-22 Ethiopia Shimela-1 Ethiopia Gardim-1 Gulf of Mexico Shenandoah2 Gulf of Mexico Key Largo1 Gulf of Mexico Perseus E.G. Sodalita West1 E.G. Rodo1 45% WI 2014 Drilling Schedule 17 J F M A M J J A S O N D 1 Marathon operated wells 2 Appraisal wells 50% WI 20% WI 20% WI 30% WI Testing TD 10% WI present 45% WI 20%WI Testing TD 60% WI 50% WI Testing TD 80% WI 100% WI 20%WI Testing GOM Program Moves Front and Center Testing TD

Executing on 2014 Priorities  Accelerated activity in Eagle Ford, Bakken and Oklahoma Resource Basins  Eagle Ford - well results continue to outperform modeled type curves; double digit production growth quarter-over-quarter for remainder of 2014  Bakken - more than 50% of 2H wells testing enhanced completion systems; downspacing pilots now focused on 12-well spacing per DSU  Oklahoma - net acreage position grown to >300,000; acreage delineation continuing  2013-2014 Resource play production growth >30%  Portfolio optimization strategy and capital allocation  Agreement to sell Norway business for total transaction value of $2.7 billion ($2.1 billion proceeds); expect to close in 4Q 2014  Organic growth is first priority for redeployment of proceeds with balance available for share repurchases and general corporate purposes  Share repurchases  Completed $1.5B share repurchase  Remaining share repurchase authorization is $1.5 billion 18 Marathon Oil Corporation

We Will be Recognized as the Premier Independent E&P Company by: 19 Marathon Oil Corporation Living our values Investing in our people Continuous improvement in operating and capital efficiency Driving profitable and sustainable growth Rigorous portfolio management Quality and material resource capture Delivering long-term shareholder value Premier Independent E&P Company

Appendix

Volumes, Exploration Expenses & Effective Tax Rate 2014 (excluding Libya & Discontinued Operations) 21 Marathon Oil Corporation 1Q 2Q 3Q 4Q Year North America E&P Net Sales Volumes: - Liquid Hydrocarbons (MBD) 163 178 - Natural Gas (MMCFD) 300 294 - North America E&P Total (MBOED) 213 227 International E&P Net Sales Volumes: - Liquid Hydrocarbons (MBD) 48 44 - Natural Gas (MMCFD) 468 474 - International E&P Total (MBOED) 126 123 E&P Segments Combined Sales Volumes: - Total Net Sales (MBOED) 339 350 - Total Available for Sale (MBOED) 336 347 Oil Sands Mining Net Sales Volumes (MBD)* 47 44 - Synthetic Crude Oil Production (MBD)** 37 36 Continuing Operations incl. Libya Available for Sale (MBOED) 373 383 Equity Method Investment Net Sales Volumes: - LNG (metric tonnes/day) 6,579 6,624 Exploration Expenses on Cont. Ops (Pre-tax): - North America E&P ($ millions) 57 82 - International E&P ($ millions) 16 63 Consolidated Effective Tax Rate on Cont. Ops (excl. Libya) 36% 31% *Includes blendstocks **Upgraded bitumen excluding blendstocks

2014 Estimates (excluding Libya & Disc Ops) Volumes & Tax Rates by Jurisdiction 22 Marathon Oil Corporation Available for Sale 3QE Available for Sale Year Estimate Estimated LHC Sales Volumes 3QE Approximate Annual Production % Statutory Tax Rate North America E&P Total (MBOED) 235 – 248 - Liquid Hydrocarbons (MBD) 186 – 195 69% - Natural Gas (MMCFD) 295 – 315 International E&P Total (MBOED) 115 – 122 - Liquid Hydrocarbons (MBD) 40 - 44 12% - Natural Gas (MMCFD) 450 – 470 Total both E&P Segments (MBOED) 350 – 370 345 – 360 Synthetic Crude Oil Production (MBD) (excludes royalty)* 40 – 45 37 – 42 19% Total Company LHC Sales (MBOD) 275 – 295 Equity Method Investment LNG (metric tonnes/day) 6,000 – 6,500 5,900 – 6,300 Tax Jurisdiction - U.S. 66 36%** - E.G. 29 25%*** - U.K. 5 62%*** - Total E&P (excluding Libya) 100 - Libya 93%*** - Canada 25% *Upgraded bitumen excluding blendstocks **Includes 1% state tax ***Mostly current

2014 Estimates Exploration Expenses & Annual Production Operating Costs per BOE 23 Marathon Oil Corporation 3QE Year Estimate Exploration Expenses (Pre-tax): North America E&P ($ millions) 50 – 125 International E&P ($ millions) 25 – 100 Effective Consolidated Tax Rate (excluding Libya, Disc Ops) 30 - 35% North America E&P Cost Data Production Operating $10.00 – 11.00 DD&A $25.50 – 27.00 Other* $5.00 – 6.00 International E&P Cost Data** Production Operating $6.75 – 7.75 DD&A $6.75 – 7.75 Other* $2.25 – 3.00 * Other includes shipping and handling, other and general and administrative expenses but excludes production taxes, ad valorem taxes and exploration expenses ** Excludes Libya and Discontinued Operations.

Marathon Oil Corporation 24 Net Income to Adjusted Net Income 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 Net Income 383 426 569 375 1,149 540 Adjustments for special items (net of taxes): Unrealized (gain)/loss on derivative instruments 32 (32) 39 (6) 0 0 (Gain)/loss on dispositions (64) 73 0 11 (576)* 58 Impairments 10 0 0 29 0 0 Pension settlement 0 11 9 9 40 5 Adjusted net income 361 478 617 418 613 603 Adjusted net income, a non-GAAP financial measure, facilitates comparisons to earnings forecasts prepared by stock analysts and other third parties. Such forecasts generally exclude the effects of items that are difficult to predict or measure in advance and are not directly related to Marathon Oil’s ongoing operations. Adjusted net income should not be considered a substitute for net income as reported in accordance with GAAP. *Angola gain is part of discontinued operations ($MM) Reconciliation

Marathon Oil Corporation 25 Adjusted income from continuing operations, a non-GAAP financial measure, facilitates comparisons to earnings forecasts prepared by stock analysts and other third parties. Such forecasts generally exclude the effects of items that are considered non-recurring, are difficult to predict or to measure in advance or that are not directly related to Marathon Oil's ongoing operations and can exclude the impact of discontinued operations. Adjusted income from continuing operations should not be considered a substitute for income from continuing operations as reported in accordance with GAAP. ($MM) Reconciliation Income from Continuing Operations to Adjusted Income from Continuing Operations 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 Income from continuing operations 158 241 396 136 398 360 Adjustments for special items (net of taxes): Unrealized (gain)/loss on derivative instruments 32 (32) 39 (6) 0 0 (Gain)/loss on dispositions (64) 73 0 11 0 58 Impairments 10 0 0 29 0 0 Pension settlement 0 11 9 9 40 5 Adjusted income from continuing operations 136 293 444 179 438 423

North America E&P Cost per BOE Trend Continuing to control costs 26 0 10 20 30 40 50 60 70 80 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 $ /B O E Production operating DD&A Taxes other than income Other Exploration Marathon Oil Corporation 1Q 2013 Exploration expense includes an Eagle Ford unproved property impairment of $340 MM or $19.08 per BOE

International E&P Cost per BOE Trend Includes Libya 27 0 5 10 15 20 25 30 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 $ /B O E Production operating DD&A Taxes other than income Other Exploration Marathon Oil Corporation We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations and excluded from above.

International E&P Cost per BOE Trend Excludes Libya 28 0 5 10 15 20 25 30 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 $ /B O E Production operating DD&A Taxes other than income Other Exploration Marathon Oil Corporation We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations and excluded from above.

Number of LNG Cargoes 15 13 17 14 14 15 1,410 973 1,364 1,250 1,153 980 6,787 5,820 7,302 6,282 6,579 6,624 0 2,000 4,000 6,000 8,000 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 MT D Methanol LNG International E&P 29 Marathon Oil Corporation Net Methanol and LNG Sales Volumes Methanol & LNG sales from Equatorial Guinea are conducted through equity method investees

Net Income ($MM) Marathon Oil Corporation 2013 2014 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q North America E&P Segment Income (59) 221 242 125 242 302 International E&P Segment Income 273 170 192 123 221 160 Oil Sands Mining Segment Income 38 20 106 42 64 55 Total Segment Income 252 411 540 290 527 517 Not allocated to segments – corporate: Net interest and other (Before income tax) (73) (67) (71) (67) (49) (76) General and administrative (Before income tax) (103) (98) (48) (94) (64) (58) Other costs and income (Before income tax) (9) (9) (15) (10) (14) (19) Provision for income taxes 69 56 38 60 38 59 Items not allocated to segments, net of tax: Unrealized gain (loss) on derivative instruments (32) 32 (39) 6 - - Gain (Loss) on dispositions 64 (73) - (11) - (58) Impairments (10) - - (29) - - Pension settlement - (11) (9) (9) (40) (5) Income from continuing operations 158 241 396 136 398 360 Discontinued operations 225 185 173 239 751 180 Net Income 383 426 569 375 1,149 540 Effective Tax Rate for Continuing Operations 74% 70% 48% 40% 33% 30% The effective tax rates shown have been calculated in accordance with GAAP. 30 We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented.

Select Balance Sheet / Cash Flow Data ($B) Marathon Oil Corporation 2013 2014 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q As of quarter ended: Cash and cash equivalents 0.8 0.2 0.4 0.3 2.0 1.2 Total debt 6.5 6.5 6.7 6.6 6.5 6.4 Cash-adjusted total debt 5.8 6.3 6.3 6.3 4.5 5.2 Stockholders’ equity 18.6 19.0 19.0 19.3 19.8 19.9 Cash-adjusted debt-to-capital ratio 24% 25% 25% 25% 19% 21% Year-to-date: Net cash provided by operations 1.5 2.4 4.0 5.3 1.5 2.5 Net cash provided by continuing operations 1.1 1.9 3.3 4.4 1.1 2.1 Net cash provided by continuing operations before changes in working capital* 1.2 2.2 3.5 4.4 1.1 2.5 Net cash provided by discontinued operations 0.4 0.5 0.7 0.9 0.4 0.4 31 *See slide 32 for information on net cash provided by continuing operations before changes in working capital, a non-GAAP measure.

Marathon Oil Corporation 32 Net Cash Provided by Continuing Operations 1Q 2013 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 Net cash provided by continuous operations 1,078 1,922 3,300 4,388 1,069 2,118 Changes in: Current receivables 87 69 (53) 297 (69) (266) Inventories (17) (19) (11) (19) (41) (58) Current accounts payable and accrued expenses (143) (364) (100) (288) 33 (31) Net cash provided by continuous operations before changes in working capital 1,151 2,236 3,464 4,398 1,146 2,473 ($MM) Reconciliation Net cash provided by continuing operations before changes in working capital, a non-GAAP financial measure, facilitates comparisons to cash flow forecasts prepared by stock analysts and other third parties. Such forecasts generally exclude the effects of items that are difficult to predict or measure in advance and are not directly related to Marathon Oil’s ongoing operations. Net cash provided by continuing operations before changes in working capital should not be considered a substitute for net cash flow provided by continuing operations as reported in accordance with GAAP

Capital, Investment & Exploration Spending Reconciliation $MM Marathon Oil Corporation 2014 Budget 2014 YTD Capital expenditures, including acquisitions 5,669 2,576 M&S Inventory 0 16 Investments in equity method investees & others 0 0 Exploration costs other than well costs 213 68 Capital, Investment & Exploration Spending 5,882 2,660 33 Amounts include discontinued operations and accruals

EX-99.3

		[Marathon Oil Corporation Logo]
Second Quarter 2014
Table of Contents:
Segment Income Summary	2	Chris C. Phillips	713/296-3213
Statements of Income	3	ccphillips@marathonoil.com
Balance Sheets	4
Statements of Cash Flows	5	Investor Relations
Net PP&E	6
North America E&P Supplemental Financial Data	7	5555 San Felipe
North America E&P Sales Volumes	8	Houston, TX 77056-2723
North America E&P Price Realizations	9
International E&P Supplemental Financial Data	10
International E&P Sales Volumes	11
International E&P Price Realizations	12
Oil Sands Mining Supplemental Financial & Operating Data	13
Non-GAAP Reconciliations	14
Market Data	15
We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.
Additional information regarding Investor Relations,
Financial Highlights, and News Releases can be
reviewed on our website at: www.marathonoil.com
Aug-14

Segment Income Summary
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions)	2013	2013	2013	2013	2013	2014	2014	2014
North America E&P
Income (Loss) Before Taxes	$ (89)	$ 350	$ 385	$ 207	$ 853	$ 395	$ 477	$ 872
Income Tax Provision (Benefit)	(30)	129	143	82	324	153	175	328
Segment Income (Loss)	(59)	221	242	125	529	242	302	544
Effective tax rate	34%	37%	37%	40%	38%	39%	37%	38%
International E&P
Income Before Taxes	796	682	439	199	2,116	308	212	520
Income Tax Provision	523	512	247	76	1,358	87	52	139
Segment Income	273	170	192	123	758	221	160	381
Effective tax rate	66%	75%	56%	38%	64%	28%	25%	27%
Oil Sands Mining
Income Before Taxes	51	27	141	56	275	85	74	159
Income Tax Provision	13	7	35	14	69	21	19	40
Segment Income	38	20	106	42	206	64	55	119
Effective tax rate	25%	26%	25%	25%	25%	25%	26%	25%
SEGMENT TOTAL
Income Before Taxes	758	1,059	965	462	3,244	788	763	1,551
Income Tax Provision on Segments	506	648	425	172	1,751	261	246	507
Segment Income	$ 252	$ 411	$ 540	$ 290	$ 1,493	$ 527	$ 517	$ 1,044
Effective tax rate	67%	61%	44%	37%	54%	33%	32%	33%
Segment income before taxes	$ 758	$ 1,059	$ 965	$ 462	$ 3,244	$ 788	$ 763	$ 1,551
Income tax provision on segments	(506)	(648)	(425)	(172)	(1,751)	(261)	(246)	(507)
Segment income	252	411	540	290	1,493	527	517	1,044
Not allocated to segments - Corporate items
Net interest and other	(73)	(67)	(71)	(67)	(278)	(49)	(76)	(125)
General and administrative	(103)	(98)	(48)	(94)	(343)	(64)	(58)	(122)
Other costs and income	(9)	(9)	(15)	(10)	(43)	(14)	(19)	(33)
Provision for income taxes	69	56	38	60	223	38	59	97
Items not allocated to segments, net of income taxes:
Unrealized gain (loss) on derivative instruments	(32)	32	(39)	6	(33)	0	0	0
Gain (loss) on dispositions	64	(73)	0	(11)	(20)	0	(58)	(58)
Impairments	(10)	0	0	(29)	(39)	0	0	0
Pension settlement	0	(11)	(9)	(9)	(29)	(40)	(5)	(45)
Income from continuing operations	158	241	396	136	931	398	360	758
Income from discontinued operations (a)	225	185	173	239	822	751	180	931
Net Income	$ 383	$ 426	$ 569	$ 375	$ 1,753	$ 1,149	$ 540	$ 1,689
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.

2

Consolidated Statements of Income
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions except per share data)	2013	2013	2013	2013	2013	2014	2014	2014
REVENUES AND OTHER INCOME:
Sales and other revenues, including related party	$ 2,448	$ 2,513	$ 2,334	$ 1,951	$ 9,246	$ 2,149	$ 2,270	$ 4,419
Marketing revenues	432	497	666	484	2,079	541	618	1,159
Income from equity method investments	118	77	114	114	423	137	120	257
Net gain (loss) on disposal of assets	109	(107)	(6)	(25)	(29)	2	(87)	(85)
Other income	9	10	19	26	64	20	20	40
Total revenues and other income	3,116	2,990	3,127	2,550	11,783	2,849	2,941	5,790
COSTS AND EXPENSES:
Production	533	552	540	531	2,156	542	562	1,104
Marketing, including purchases from related parties	433	494	663	486	2,076	542	614	1,156
Other operating	98	70	115	106	389	103	101	204
Exploration	457	125	83	226	891	73	145	218
Depreciation, depletion and amortization	631	626	657	586	2,500	643	680	1,323
Impairments	38	0	11	47	96	17	4	21
Taxes other than income	82	93	89	81	345	95	109	204
General and administrative	163	159	143	194	659	187	139	326
Total costs and expenses	2,435	2,119	2,301	2,257	9,112	2,202	2,354	4,556
Income from operations	681	871	826	293	2,671	647	587	1,234
Net interest and other	(73)	(67)	(71)	(67)	(278)	(49)	(76)	(125)
Income from continuing operations before income taxes	608	804	755	226	2,393	598	511	1,109
Estimated income tax provision (benefit)
Current	455	523	396	122	1,496	111	67	178
Deferred	(5)	40	(37)	(32)	(34)	89	84	173
Total provision for income taxes	450	563	359	90	1,462	200	151	351
Income from continuing operations	158	241	396	136	931	398	360	758
Discontinued operations (a)	225	185	173	239	822	751	180	931
NET INCOME	$ 383	$ 426	$ 569	$ 375	$ 1,753	$ 1,149	$ 540	$ 1,689
As calculated on Non-GAAP Reconciliations:
Adjusted income from continuing operations	$ 136	$ 293	$ 444	$ 179	$ 1,052	$ 438	$ 423	$ 861
Adjusted net income	$ 361	$ 478	$ 617	$ 418	$ 1,874	$ 613	$ 603	$ 1,216
Per common share data:
Basic:
Weighted average shares (millions)	708	710	707	697	705	693	676	684
Income from continuing operations	$ 0.22	$ 0.34	$ 0.56	$ 0.20	$ 1.32	$ 0.58	$ 0.53	$ 1.11
Discontinued operations (a)	$ 0.32	$ 0.26	$ 0.24	$ 0.34	$ 1.17	$ 1.08	$ 0.27	$ 1.36
NET INCOME	$ 0.54	$ 0.60	$ 0.80	$ 0.54	$ 2.49	$ 1.66	$ 0.80	$ 2.47
Diluted:
Weighted average shares (millions)	712	714	711	701	709	696	679	688
Income from continuing operations	$ 0.22	$ 0.34	$ 0.56	$ 0.20	$ 1.31	$ 0.57	$ 0.53	$ 1.10
Discontinued operations (a)	$ 0.32	$ 0.26	$ 0.24	$ 0.34	$ 1.16	$ 1.08	$ 0.27	$ 1.36
NET INCOME	$ 0.54	$ 0.60	$ 0.80	$ 0.54	$ 2.47	$ 1.65	$ 0.80	$ 2.46
ADJUSTED INCOME FROM CONTINUING OPERATIONS	$ 0.19	$ 0.41	$ 0.63	$ 0.26	$ 1.48	$ 0.63	$ 0.62	$ 1.25
ADJUSTED NET INCOME	$ 0.51	$ 0.67	$ 0.87	$ 0.60	$ 2.64	$ 0.88	$ 0.89	$ 1.77
Dividends paid per common share	$ 0.17	$ 0.17	$ 0.19	$ 0.19	$ 0.72	$ 0.19	$ 0.19	$ 0.38
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.

3

Consolidated Balance Sheets
Marathon Oil Corporation
	Dec. 31	Mar. 31	June 30
(In millions)	2013	2014	2014
ASSETS
Current assets:
Cash & cash equivalents	$ 264	$ 1,964	$ 1,169
Receivables, including related party less allowance for doubtful accounts	2,134	2,222	2,042
Inventories	364	405	404
Other current assets	172	196	211
Current assets held for sale (a)	41	0	392
Total current assets	2,975	4,787	4,218
Equity method investments	1,201	1,223	1,184
Property, plant and equipment, net	28,145	28,426	27,824
Goodwill	499	499	457
Other noncurrent assets	1,153	1,216	1,088
Noncurrent assets held for sale (a)	1,647	0	1,164
Total assets	$ 35,620	$ 36,151	$ 35,935
LIABILITIES
Current liabilities:
Commercial paper	$ 135	0	0
Accounts payable, including related party	2,206	2,382	2,439
Payroll and benefits payable	240	180	121
Accrued taxes	1,445	1,476	193
Long-term debt due within one year	68	68	68
Other current liabilities	214	208	147
Current liabilities held for sale (a)	25	0	1,006
Total current liabilities	4,333	4,314	3,974
Long-term debt	6,394	6,392	6,362
Deferred income taxes	2,492	2,517	2,525
Defined benefit postretirement plan obligations	604	660	668
Asset retirement obligations	2,009	2,062	1,804
Deferred credits and other liabilities	401	401	392
Noncurrent liabilities held for sale (a)	43	0	342
Total liabilities	16,276	16,346	16,067
TOTAL STOCKHOLDERS' EQUITY	19,344	19,805	19,868
Total liabilities and stockholders' equity	$ 35,620	$ 36,151	$ 35,935
Net shares outstanding at Balance Sheet date	697	681	673
(a) Assets and liabilities of Angola and Norway are presented as held for sale in the consolidated balance sheets of December 31, 2013 and June 30, 2014, respectively.

4

Consolidated Statements of Cash Flows (YTD)
Marathon Oil Corporation
	Mar. 31	June 30	Sep. 30	Dec. 31	Mar. 31	June 30
(In millions)	2013	2013	2013	2013	2014	2014
OPERATING ACTIVITIES:
Net income	$ 383	$ 809	$ 1,378	$ 1,753	$ 1,149	$ 1,689
Adjustments to reconcile to net cash provided
from operating activities:
Loss on early extinguishment of debt	0	0	0	0	0	0
Discontinued operations (a)	(225)	(410)	(583)	(822)	(751)	(931)
Deferred income taxes	(5)	35	(2)	(34)	89	173
Depreciation, depletion and amortization	631	1,257	1,914	2,500	643	1,323
Impairments	38	38	49	96	17	21
Exploratory dry well costs and unproved property impairments	404	494	553	720	43	156
Net gain on disposal of assets	(109)	(2)	4	29	(2)	85
Changes in: Current receivables	95	(11)	(133)	217	(69)	(266)
Inventories	(17)	(19)	(11)	(19)	(41)	(58)
Current accounts payable and accrued expenses	(151)	(284)	(20)	(208)	33	(31)
All other - net	34	15	151	156	(42)	(43)
Net cash provided by continuing operations	1,078	1,922	3,300	4,388	1,069	2,118
Net cash provided by discontinued operations (a)	450	474	741	882	401	440
Net cash provided by operating activities	1,528	2,396	4,041	5,270	1,470	2,558
INVESTING ACTIVITIES:
Acquisitions	0	0	(74)	(74)	0	0
Additions to property, plant and equipment	(1,251)	(2,405)	(3,383)	(4,443)	(1,004)	(2,230)
Disposal of assets	312	333	402	450	2,123	2,232
Investments in affiliates - net	18	29	45	61	20	27
All other - net	8	15	34	35	5	0
Discontinued operations (a)	(124)	(271)	(435)	(550)	(96)	(233)
Net cash used in investing activities	(1,037)	(2,299)	(3,411)	(4,521)	1,048	(204)
FINANCING ACTIVITIES:
Short-term debt - net	(200)	(200)	0	(65)	(135)	(135)
Debt - net	(114)	(148)	(148)	(182)	0	(34)
Stock repurchase program	0	0	(500)	(500)	(551)	(1,000)
Dividends paid	(120)	(241)	(376)	(508)	(133)	(260)
All other - net	21	46	70	93	9	86
Net cash provided by (used in) financing activities	(413)	(543)	(954)	(1,162)	(810)	(1,343)
Effect of exchange rate changes on cash
Continuing operations	4	4	(3)	(3)	0	0
Discontinued operations (a)	2	4	(3)	(4)	(8)	(10)
Cash held for sale	0	0	0	0	0	(96)
Net increase (decrease) in cash and cash equivalents	84	(438)	(330)	(420)	1,700	905
Cash and cash equivalents at beginning of period	684	684	684	684	264	264
Cash and cash equivalents at end of period	$ 768	$ 246	$ 354	$ 264	$ 1,964	$ 1,169
As calculated on Non-GAAP Reconciliations:
Net cash provided by continuing operations before changes in working capital	$ 1,151	$ 2,236	$ 3,464	$ 4,398	$ 1,146	$ 2,473
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.

5

Net Property, Plant and Equipment
Marathon Oil Corporation
	Dec. 31	Mar. 31	June 30
(In millions)	2013	2014	2014
North America E&P	$ 14,973	$ 15,233	$ 15,595
International E&P (a)	3,590	3,589	2,617
Oil Sands Mining	9,447	9,482	9,494
Corporate	135	122	118
Total	$ 28,145	$ 28,426	$ 27,824
(a) International E&P decrease in the June 30, 2014 consolidated balance sheet is due to Norway assets reflected as held for sale.

6

North America E&P Supplemental Financial Data
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions except per BOE statistics)	2013	2013	2013	2013	2013	2014	2014	2014
Sales and Other Revenues	$ 1,215	$ 1,284	$ 1,321	$ 1,248	$ 5,068	$ 1,392	$ 1,540	$ 2,932
Segment Income (Loss)	(59)	221	242	125	529	242	302	544
DD&A (a)	478	490	490	469	1,927	515	550	1,065
Capital Expenditures	970	904	832	943	3,649	867	1,102	1,969
Exploration Expense
Exploratory dry well costs and unproved property impairments	391	58	38	129	616	39	68	107
G&G & Other	44	18	10	37	109	18	14	32
Total exploration expense	435	76	48	166	725	57	82	139
Costs and Expenses per BOE
Production	$ 10.35	$ 10.62	$ 11.18	$ 11.28	$ 10.86	$ 11.02	$ 10.47	$ 10.74
Other operating (b)	5.94	5.11	6.06	5.80	5.72	5.73	6.11	5.92
Taxes other than income	4.23	4.73	4.49	3.92	4.34	4.68	4.94	4.81
Exploration	24.38	4.16	2.61	8.78	9.87	2.97	3.95	3.48
DD&A (a)	26.83	26.74	26.64	24.79	26.23	26.88	26.58	26.72
North America E&P income (loss) per BOE	$ (3.28)	$ 12.09	$ 13.10	$ 6.58	$ 7.19	$ 12.61	$ 14.62	$ 13.65
(a) Prior to 2013, DD&A expense was based on production available for sale and DD&A costs per BOE on volumes sold. Beginning in 2013, both values are based upon volumes sold.
(b) Includes Shipping and Handling, General and Administrative, and Other Operating expenses.

7

North America E&P Sales Volumes
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
	2013	2013	2013	2013	2013	2014	2014	2014
Net liquid hydrocarbon sales (mbbld)
Crude oil and condensate
Oklahoma resource basins	1	1	2	2	2	2	2	2
Bakken	33	35	34	36	35	38	44	41
Eagle Ford	46	50	52	58	51	62	67	65
All other North America	41	40	38	36	38	36	38	36
Total crude oil and condensate	121	126	126	132	126	138	151	144
Natural gas liquids
Oklahoma resource basins	4	4	5	4	4	4	6	5
Bakken	2	2	2	2	2	2	3	2
Eagle Ford	12	14	14	15	14	16	16	16
All other North America	2	2	3	3	3	3	2	4
Total natural gas liquids	20	22	24	24	23	25	27	27
Total liquid hydrocarbons
Oklahoma resource basins	5	5	7	6	6	6	8	7
Bakken	35	37	36	38	37	40	47	43
Eagle Ford	58	64	66	73	65	78	83	81
All other North America	43	42	41	39	41	39	40	40
Total liquid hydrocarbons	141	148	150	156	149	163	178	171
Net natural gas sales (mmcfd)
Oklahoma resource basins	50	48	47	48	48	54	61	58
Bakken	13	12	12	13	13	16	18	17
Eagle Ford	83	99	93	100	94	107	111	109
All other North America	194	157	145	136	157	123	104	113
Total natural gas	340	316	297	297	312	300	294	297
Total net sales (mboed)	198	201	200	206	201	213	227	220

8

North America E&P Price Realizations
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
	2013	2013	2013	2013	2013	2014	2014	2014
Average price realizations (excluding hedging)
Liquid hydrocarbon price realizations ($ per bbl)
Crude oil and condensate
Oklahoma resource basins	$ 90.07	$ 90.51	$ 101.82	$ 94.97	$ 94.84	$ 94.38	$ 101.12	$ 98.05
Bakken	91.22	88.65	97.76	83.70	90.25	89.46	93.08	91.43
Eagle Ford	103.78	99.40	104.08	92.84	99.69	96.10	99.08	97.65
All other North America	87.30	91.32	99.93	82.86	90.42	89.25	93.45	91.40
North America crude oil and condensate	94.68	93.75	101.05	87.61	94.19	92.48	95.95	94.30
Natural gas liquids
Oklahoma resource basins	$ 41.27	$ 27.99	$ 35.11	$ 36.29	$ 35.28	$ 44.58	$ 33.04	$ 38.21
Bakken	41.05	35.92	44.08	45.10	41.60	57.62	45.13	51.04
Eagle Ford	28.16	28.09	30.11	33.70	30.16	37.50	30.20	33.76
All other North America	56.58	51.05	55.81	59.62	55.69	61.83	54.13	57.65
North America natural gas liquids	35.48	31.72	35.01	38.03	35.12	43.11	34.80	38.75
Total liquid hydrocarbons
Oklahoma resource basins	$ 52.86	$ 47.05	$ 51.34	$ 51.56	$ 50.77	$ 58.75	$ 52.00	$ 55.04
Bakken	88.60	85.96	95.24	81.61	87.76	87.60	90.47	89.16
Eagle Ford	88.06	83.90	87.96	80.71	84.95	84.16	85.36	84.78
All other North America	85.41	88.64	97.12	81.28	88.16	87.40	90.45	88.97
Total North America liquid hydrocarbons	86.14	84.51	90.49	79.93	85.20	84.79	86.43	85.65
Realized gain (loss) on crude oil commodity derivatives per barrrel of liquid hydrocarbon sold	$ (0.31)	$ 1.26	$ (1.81)	$ (0.18)	$ (0.27)	0	0	0
Natural gas price realizations ($ per mcf)
Oklahoma resource basins	3.56	4.71	3.10	3.74	3.78	5.50	4.57	5.01
Bakken	3.61	4.47	3.73	3.80	3.90	8.41	4.12	6.14
Eagle Ford	3.35	4.17	3.53	3.57	3.67	4.89	4.76	4.83
All other North America	4.19	4.01	3.62	3.91	3.95	5.10	5.65	5.35
North America natural gas	3.86	4.19	3.51	3.76	3.84	5.28	5.00	5.14
North America average price realizations ($ per boe)	$ 68.13	$ 68.97	$ 73.30	$ 66.12	$ 69.12	$ 72.34	$ 74.27	$ 73.34
Market prices
NYMEX prompt WTI oil ($/bbl)	$ 94.36	$ 94.17	$ 105.81	$ 97.61	$ 98.05	$ 98.62	$ 102.99	$ 100.84
NYMEX settlement natural gas ($/mcf)	3.34	4.09	3.58	3.60	3.65	4.94	4.67	4.80
Bloomberg Mont Belvieu NGL ($/bbl) (a)	33.90	31.84	33.46	35.94	33.78	38.38	34.54	36.42
(a) Bloomberg Finance LLP: Y-grade Mix NGL of 50% ethane, 25% propane, 10% butane, 5% isobutane and 10% natural gasoline.

9

International E&P Supplemental Financial Data
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions except per BOE statistics)	2013	2013	2013	2013	2013	2014	2014	2014
Sales and Other Revenues (a)	$ 895	$ 826	$ 611	$ 322	$ 2,654	$ 380	$ 347	$ 727
Segment Income (a)	273	170	192	123	758	221	160	381
DD&A (a)(b)	91	77	116	47	331	71	75	146
Capital Expenditures (a)	87	107	120	142	456	105	115	220
Exploration Expense (a)
Exploratory dry well costs and unproved property impairments	13	32	22	38	105	4	45	49
G&G & Other	9	17	13	22	61	12	18	30
Total exploration expense	22	49	35	60	166	16	63	79
Costs and Expenses per BOE, from Continuing Operations
Production	$ 4.96	$ 5.43	$ 7.64	$ 7.97	$ 6.36	$ 8.76	$ 8.87	$ 8.82
Other operating (c)	2.73	1.35	2.49	5.56	2.87	3.31	3.10	3.21
Taxes other than income	0	0	(0.01)	0.01	0	0.02	0.01	0.01
Exploration	1.42	3.22	2.48	5.29	2.94	1.38	5.71	3.53
DD&A (b)	5.66	5.15	8.18	4.17	5.86	6.25	6.64	6.45
International E&P income per BOE (a)	$ 17.08	$ 11.28	$ 13.56	$ 10.95	$ 13.42	$ 19.48	$ 14.14	$ 16.83
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.
(b) Prior to 2013, DD&A expense was based on production available for sale and DD&A costs per BOE on volumes sold. Beginning in 2013, both values are based upon volumes sold.
(c) Includes Shipping and Handling, General and Administrative, and Other Operating expenses.

10

International E&P Sales Volumes
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
	2013	2013	2013	2013	2013	2014	2014	2014
Net liquid hydrocarbon sales (mbbld) (a)
Crude oil and condensate
Equatorial Guinea	26	19	20	24	23	24	20	22
Libya	34	45	16	0	24	0	0	0
United Kingdom	20	13	19	6	14	12	13	13
Total crude oil and condensate	80	77	55	30	61	36	33	35
Natural gas liquids
Equatorial Guinea	11	11	12	11	11	11	11	11
United Kingdom	1	1	1	1	1	1	0	0
Total natural gas liquids	12	12	13	12	12	12	11	11
Total liquid hydrocarbon
Equatorial Guinea	37	30	32	35	34	35	31	33
Libya	34	45	16	0	24	0	0	0
United Kingdom	21	14	20	7	15	13	13	13
Total liquid hydrocarbon liftings	92	89	68	42	73	48	44	46
Net natural gas sales (mmcfd)
Equatorial Guinea	447	401	463	455	442	435	446	441
Libya	26	24	30	7	22	3	0	1
United Kingdom (b)	41	36	26	28	32	30	28	29
Total natural gas	514	461	519	490	496	468	474	471
Total international (mboed)	177	166	154	123	155	126	123	125
Net sales volumes of Equity Method Investees (mtd) (c)
LNG	6,787	5,820	7,302	6,282	6,548	6,579	6,624	6,601
Methanol	1,410	973	1,364	1,250	1,249	1,153	980	1,066
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.
(b) Includes gas acquired for injection and subsequent resale.
(c) LNG and methanol sales from Equatorial Guinea are conducted through equity method investees.

11

International E&P Price Realizations
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
	2013	2013	2013	2013	2013	2014	2014	2014
Average price realizations (excluding hedging)
Liquid hydrocarbon price realizations ($ per bbl) (a)
Crude oil and condensate
Equatorial Guinea	$ 94.53	$ 84.22	$ 89.90	$ 92.22	$ 90.62	$ 90.44	$ 90.91	$ 90.66
Libya	129.56	117.55	124.19	0	122.92	0	0	0
United Kingdom	113.33	104.43	110.03	117.99	110.76	110.99	111.76	111.38
International crude oil and condensate	114.08	107.07	107.03	97.73	108.18	97.73	99.36	98.51
Natural gas liquids
Equatorial Guinea	$ 1.00	$ 1.00	$ 1.00	$ 1.00	$ 1.00	$ 1.00	$ 1.00	$ 1.00
United Kingdom	80.84	65.80	71.60	73.29	72.14	73.10	64.37	69.56
International natural gas liquids	5.48	6.05	5.88	3.52	5.24	4.25	3.02	3.64
Total liquid hydrocarbons
Equatorial Guinea	$ 65.89	$ 54.09	$ 57.35	$ 62.60	$ 60.34	$ 62.37	$ 59.72	$ 61.12
Libya	129.56	117.55	124.19	0	122.92	0	0	0
United Kingdom	112.25	101.85	108.34	115.25	108.92	109.53	110.51	110.02
Total International liquid hydrocarbons	99.66	93.62	88.47	71.11	91.04	75.55	75.41	75.48
Natural gas price realizations ($ per mcf) (a)
Equatorial Guinea	$ 0.24	$ 0.24	$ 0.24	$ 0.24	$ 0.24	$ 0.24	$ 0.24	$ 0.24
Libya	5.04	4.65	5.92	7.38	5.44	6.65	0	5.45
United Kingdom	11.27	10.23	10.67	10.21	10.64	10.02	8.04	9.07
International natural gas	1.36	1.24	1.09	0.91	1.15	0.92	0.69	0.80
International average price realizations ($ per boe)	$ 55.37	$ 53.80	$ 42.40	$ 27.51	$ 46.12	$ 32.34	$ 29.75	$ 31.06
Market prices
Brent (Europe) Oil ($/bbl)	$ 112.49	$ 102.58	$ 110.27	$ 109.21	$ 108.64	$ 108.17	$ 109.70	$ 108.93
(a) We sold our Angola assets in the first quarter of 2014 and entered into an agreement to sell our Norway business in June 2014. The Angola and Norway businesses are reflected as discontinued operations in all periods presented. The discontinued operations presentation of the Norway business has not yet been audited; therefore, reported values are preliminary.

12

Oil Sands Mining - Supplemental Financial and Operating Data
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions except per BOE statistics)	2013	2013	2013	2013	2013	2014	2014	2014
Sales and Other Revenues	$ 388	$ 353	$ 463	$ 372	$ 1,576	$ 377	$ 383	$ 760
Segment Income	38	20	106	42	206	64	55	119
DD&A	52	48	54	64	218	45	45	90
Capital Expenditures	45	98	66	77	286	68	55	123
Net synthetic crude oil production (mbbld)	44	37	41	46	42	37	36	37
Net synthetic crude oil sales (mbbld)	51	43	49	51	48	47	44	45
Synthetic crude oil average realization ($/bbl)	$ 79.98	$ 89.39	$ 102.64	$ 78.77	$ 87.51	$ 88.50	$ 94.17	$ 91.27
OPEX per synthetic barrel (before royalties) ($/bbl) (a)	$ 46.29	$ 57.62	$ 40.47	$ 43.43	$ 46.30	$ 47.54	$ 51.53	$ 49.54
(a) OPEX per synthetic barrel (before royalties) includes direct production costs (minus pre-development), shipping and handling, and taxes other than income.

13

Non-GAAP Reconciliations
Marathon Oil Corporation
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions)	2013	2013	2013	2013	2013	2014	2014	2014
Income from continuing operations	$ 158	$ 241	$ 396	$ 136	$ 931	$ 398	$ 360	$ 758
Adjustments for special items (after-tax):
Unrealized (gain) loss on derivative instruments	32	(32)	39	(6)	33	0	0	0
(Gain) loss on dispositions	(64)	73	0	11	20	0	58	58
Impairments	10	0	0	29	39	0	0	0
Pension settlement	0	11	9	9	29	40	5	45
Adjusted income from continuing operations	$ 136	$ 293	$ 444	$ 179	$ 1,052	$ 438	$ 423	$ 861
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	Year	1st Qtr	2nd Qtr	Year
(Dollars in millions)	2013	2013	2013	2013	2013	2014	2014	2014
Net Income	$ 383	$ 426	$ 569	$ 375	$ 1,753	$ 1,149	$ 540	$ 1,689
Adjustments for special items (after-tax):
Unrealized (gain) loss on derivative instruments	32	(32)	39	(6)	33	0	0	0
(Gain) loss on dispositions	(64)	73	0	11	20	(576)	58	(518)
Impairments	10	0	0	29	39	0	0	0
Pension settlement	0	11	9	9	29	40	5	45
Adjusted net income	$ 361	$ 478	$ 617	$ 418	$ 1,874	$ 613	$ 603	$ 1,216
	Mar. 31	June 30	Sep. 30	Dec. 31		Mar. 31	June 30
(Dollars in millions)	2013	2013	2013	2013		2014	2014
Net cash provided by continuing operations	1,078	1,922	3,300	4,388		1,069	2,118
Changes in:
Current receivables	95	(11)	(133)	217		(69)	(266)
Inventories	(17)	(19)	(11)	(19)		(41)	(58)
Current accounts payable and accrued expenses	(151)	(284)	(20)	(208)		33	(31)
Net cash provided by continuing operations before changes in working capital	$ 1,151	$ 2,236	$ 3,464	$ 4,398		$ 1,146	$ 2,473

14

E&P			E&P
Average NYMEX			Average NYMEX
Prompt WTI Oil Prices			Settlement Natural Gas Prices
($/barrel)	2013	2014	($/mmbtu)	2013	2014
JAN	$ 94.83	$ 94.86	JAN	$ 3.35	$ 4.41
FEB	95.32	100.68	FEB	3.23	5.56
MARCH	92.96	100.51	MARCH	3.43	4.86
APR	92.07	102.04	APR	3.98	4.58
MAY	94.80	101.80	MAY	4.15	4.80
JUNE	95.80	105.15	JUNE	4.15	4.62
JULY	104.70		JULY	3.71
AUG	106.54		AUG	3.46
SEPT	106.24		SEPT	3.57
OCT	100.55		OCT	3.50
NOV	93.93		NOV	3.50
DEC	97.89		DEC	3.82
AVG	$ 98.05	$ 100.84	AVG	$ 3.65	$ 4.80
E&P			E&P
Average Brent (Europe)			Average Bloomberg(a)
Oil Prices			Mont Belvieu Natural Gas Liquids Prices
($/barrel)	2013	2014	($/barrel)	2013	2014
JAN	$ 112.96	$ 108.12	JAN	$ 33.99	$ 39.77
FEB	116.05	108.90	FEB	34.53	40.99
MARCH	108.47	107.48	MARCH	33.19	34.64
APR	102.25	107.76	APR	32.98	35.28
MAY	102.56	109.54	MAY	32.26	33.97
JUNE	102.92	111.80	JUNE	30.12	34.41
JULY	107.93		JULY	31.69
AUG	111.28		AUG	34.21
SEPT	111.6		SEPT	34.58
OCT	109.08		OCT	35.48
NOV	107.79		NOV	35.45
DEC	110.76		DEC	36.91
AVG	$ 108.64	$ 108.93	AVG	$ 33.78	$ 36.42
(a) Bloomberg Finance LLP: Y-grade Mix NGL of 50% ethane, 25% propane, 10% butane, 5% isobutane and 10% natural gasoline

15