FWP 1 dfwp.htm ISSUER FREE WRITING PROSPECTUS Issuer Free Writing Prospectus

Filed Pursuant to Rule 433

Issuer Free Writing Prospectus dated September 20, 2007 Relating to

Preliminary Prospectus Supplement dated September 20, 2007

to Prospectus dated July 26, 2007

Registration Statement No. 333-144874

Final Pricing Terms

 

6.000% Notes Due 2017   

Issuer:

   Marathon Oil Corporation

Security:

   6.000% Notes due 2017

Size:

   $750,000,000

Maturity:

   October 1, 2017

Coupon:

   6.000%

Price to Public:

   99.332%

Yield to Maturity:

   6.090%

Spread to Benchmark Treasury:

   + 140bp

Benchmark Treasury:

   4.750% due August 15, 2017

Benchmark Treasury Yield:

   4.690%

Interest Payment Dates:

   April 1st and October 1st, commencing April 1, 2008

Make-Whole Call:

   T+20bp

Settlement:

   T+5; September 27, 2007

CUSIP:

   565849AD8

Anticipated Ratings:

  

Moody’s: Baa1 (stable outlook)

S&P: BBB+ (stable outlook)

Joint Book-Running Managers:

  

Banc of America Securities LLC

J.P. Morgan Securities Inc.

Citigroup Global Markets Inc.

Morgan Stanley & Co. Incorporated

6.600% Notes Due 2037   

Issuer:

   Marathon Oil Corporation

Security:

   6.600% Notes due 2037

Size:

   $750,000,000

Maturity:

   October 1, 2037

Coupon:

   6.600%

Price to Public:

   99.804%

Yield to Maturity:

   6.615%

Spread to Benchmark Treasury:

   +165 bp

Benchmark Treasury:

   4.750% due February 15, 2037

Benchmark Treasury Yield:

   4.965%

Interest Payment Dates:

   April 1st and October 1st, commencing April 1, 2008

Make-Whole Call:

   T+25bp

Settlement:

   T+5; September 27, 2007

CUSIP:

   565849AE6

Anticipated Ratings:

  

Moody’s: Baa1 (stable outlook)

S&P: BBB+ (stable outlook)

Joint Book-Running Managers:

  

Banc of America Securities LLC

J.P. Morgan Securities Inc.

Citigroup Global Markets Inc.

Morgan Stanley & Co. Incorporated

 


Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Banc of America Securities LLC toll-free at 1-800-294-1322, J.P. Morgan Securities Inc. collect at (212) 834-4533, Citigroup Global Markets Inc. toll-free at (877) 858-5407 or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.

Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers were automatically generated as a result of this communication being sent via Bloomberg or another email system.