8-K

UNITED STATESSECURITIES 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): April 23, 2012

ConocoPhillips(Exact name of registrant as specified in its charter)

Delaware	001-32395	01-0562944
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

600 North Dairy Ashford
Houston, Texas 77079

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (281) 293-1000

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 April 23, 2012, ConocoPhillips issued a press release announcing the company's financial and operating results for the quarter ended March 31, 2012.  A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.  Additional financial and operating information about the quarter is furnished as Exhibit 99.2 hereto and incorporated herein by reference.  

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1	— Press release issued by ConocoPhillips on April 23, 2012.
99.2	— Supplemental financial information.

2

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.

	CONOCOPHILLIPS
	/s/ Glenda M. Schwarz
	Glenda M. Schwarz
	Vice President and Controller
April 23, 2012

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by ConocoPhillips on April 23, 2012.
99.2	Supplemental financial information.

4

EX-99.1

Exhibit 99.1

ConocoPhillips Reports First-Quarter Earnings of $2.9 Billion or $2.27 Per Share

Adjusted earnings of $2.6 billion or $2.02 per share

First-Quarter Highlights

• Production of 1.64 million BOE per day
• Worldwide refining capacity utilization rate of 91 percent
• Progressed asset divestiture program
• Repurchased 2 percent of ConocoPhillips shares
• Record earnings in Chemicals segment
• Strategic repositioning into two leading energy companies nears completion

HOUSTON--(BUSINESS WIRE)--April 23, 2012--ConocoPhillips (NYSE:COP) today reported first-quarter earnings of $2.9 billion, compared with first-quarter 2011 earnings of $3.0 billion. Excluding $330 million of special items, first-quarter 2012 adjusted earnings were $2.6 billion. Special items were primarily related to gains on asset dispositions, partially offset by impairments and repositioning costs.

“We operated according to plan during the first quarter of 2012, achieving production and refinery utilization targets,” said Jim Mulva, chairman and chief executive officer. “We continued to progress our asset divestment program and execution of our major projects and growth plans. We also accomplished several repositioning milestones, including obtaining a favorable IRS ruling and final board of directors' approval. Beginning May 1, 2012, our company will become two leading, independent energy companies, ConocoPhillips and Phillips 66.”

Exploration & Production (E&P)

E&P’s first-quarter 2012 earnings were $2,548 million, compared with $2,352 million a year ago. Excluding special items, first-quarter 2012 adjusted earnings were $2,131 million, compared with $2,197 million for the first quarter of 2011. The slight decrease of $66 million was primarily due to reduced volumes, higher taxes and lower natural gas prices, partially offset by higher crude oil and liquefied natural gas (LNG) prices.

In the first quarter, E&P results benefited from strong crude oil prices. However, this strength in crude oil prices was offset by weakness in North American natural gas markets and natural gas liquids (NGL) prices, as well as a widening spread between crude oil and bitumen prices. First-quarter results were also adversely impacted by approximately $85 million after-tax from differences between production and sales volumes and other timing impacts.

Production for the quarter was 1.64 million barrels of oil equivalent (BOE) per day, 65,000 BOE per day lower compared with a year ago. Excluding the decrease in production from dispositions and the suspension of operations at the Peng Lai Field in Bohai Bay, production was 9,000 BOE per day higher than a year ago. The company’s continuing development of U.S. shale plays and Canadian oil sands, combined with lower downtime and improved well performance, more than offset normal field decline.

Libyan operations resumed, with average production of 36,000 BOE per day for the quarter. By quarter-end, gross production from Peng Lai was 40,000 barrels per day under an approved interim reservoir management plan. This plan is designed to prepare Peng Lai for a safe return to normal operations. The company continues its administrative discussions with the State Oceanic Administration to resolve outstanding claims.

Second- and third-quarter production is expected to be impacted by major turnarounds, scheduled maintenance, seasonality and dispositions. Consistent with previous guidance, full-year production for 2012 is expected to be 1.55-1.60 million BOE per day, dependent on the timing of dispositions.

ConocoPhillips continues to execute compelling near-term growth opportunities on high-margin projects. In the United States, Eagle Ford, Bakken and Permian are currently contributing about 135,000 BOE per day. In the company's Canadian oil sands operations, first-quarter production increased by approximately 5,000 BOE per day from year-end 2011. Production in all these areas is expected to grow throughout the year.

In the North Sea, development continues across a number of high-margin growth projects. At the Jasmine Field, subsurface results are exceeding expectations as the development progresses toward first production in 2013. Development continues at the Ekofisk South and Eldfisk II expansion projects toward startup in 2013 and 2014, respectively. In Malaysia, platforms were lifted into place at the Gumusut Project during the quarter, with first production expected in late 2012. At the Australia Pacific LNG Project, final investment decision on the second LNG train is expected during the second quarter of 2012.

During the quarter, the company completed the acquisition of two deepwater blocks in Angola’s emerging subsalt play trend; and in the deepwater Gulf of Mexico, the company was awarded 74 blocks from lease sale 218 held in the fourth quarter of 2011. In the Browse Basin, offshore northwest Australia, the appraisal program has resumed with the drilling of the Boreas well. The well should reach its targeted depth in the third quarter. Later in 2012, the company expects to drill additional opportunities in the Gulf of Mexico, including the Tiber and Shenandoah appraisals.

For the quarter, E&P invested in a $4.2 billion capital program, which included approximately $500 million for the leasehold acquisitions described above. For the full year of 2012, E&P expects its capital program to be approximately $15 billion.

ConocoPhillips remains committed to delivering leading shareholder distributions and maintaining financial discipline. The company is on pace to complete approximately $5 billion of share repurchases by the end of the second quarter of 2012. Further share repurchases will be tied to ongoing asset dispositions as the company completes its portfolio optimization.

“As an exclusive E&P company, with a strong and substantial asset base, ConocoPhillips will have the size and scale, financial strength, capabilities and competencies to pursue opportunities around the world,” said Ryan Lance, designated chairman and CEO of ConocoPhillips. “We will offer a secure, sector-leading dividend, 3 to 5 percent annual production growth, 3 to 5 percent annual margin improvement and a continued focus on returns. We have the portfolio and the plans to deliver these results through our pipeline of captured opportunities.”

Refining & Marketing (R&M), Chemicals and Midstream

R&M’s worldwide crude oil capacity utilization rate was 91 percent, reflecting minimal unplanned downtime. The U.S. refining capacity utilization rate was 89 percent and the international rate was 97 percent. In addition, the worldwide clean product yield remained at 84 percent.

R&M earnings were $452 million, compared with $482 million a year ago. The slight decrease was primarily due to lower refining margins, partially offset by higher marketing margins. Refining margins decreased as the impact of less favorable crude differentials more than offset improved market crack spreads. Pre-tax turnaround expenses for the quarter were $176 million, in line with expectations.

The Chemicals segment posted record earnings of $218 million for the first quarter. Earnings were higher than the prior year, primarily due to higher margins. Industry margins for ethylene during the quarter were among the highest recorded in 20 years. With domestic ethylene utilization rates for the quarter averaging more than 100 percent, the business was able to capture these strong margins. The Saudi Polymers Company integrated petrochemicals complex at Jubail Industrial City, Saudi Arabia, where construction was completed in 2011, is expected to begin commercial production in the second quarter of 2012.

Midstream earnings of $93 million increased over a year ago due to higher volumes from less downtime and improved operational performance. Growth in extracted NGL volumes from Permian, Eagle Ford and the Denver-Jules Basin also contributed to the volume increase year over year. Development continues on DCP Midstream’s Sand Hills Pipeline Project, which will provide critical new capacity for NGL transportation from the Permian and Eagle Ford producing basins to market centers along the Gulf Coast. Sand Hills will be phased into service, with completion of the first phase planned by the third quarter of 2012 to accommodate DCP Midstream’s growing Eagle Ford liquids volumes. Service to the Permian Basin is anticipated as soon as the third quarter of 2013.

With ongoing increases projected in NGL and shale oil and gas production, significant opportunities are expected to expand the midstream business and grow chemicals capacity.

Phillips 66 will be an advantaged downstream company, with R&M, Midstream and Chemicals businesses. Each of these businesses is already a leader in its respective industry. R&M has one of the broadest geographic bases of its peers. The Midstream business, primarily conducted through DCP Midstream, LLC, is one of the largest gatherers and processors of natural gas and NGL. The Chemicals business, conducted through Chevron Phillips Chemical Company LLC (CPChem), is one of the largest producers of olefins and polyolefins and has spent the last decade building a strong position in the Middle East. CPChem also has significant assets in the United States which are advantaged given NGL sourced from North American shale plays. This strong portfolio will give Phillips 66 a unique competitive advantage.

“Phillips 66’s strategic priorities are enhancing returns on capital, delivering profitable growth and growing shareholder distributions,” said Greg Garland, designated chairman and CEO of Phillips 66. “We are focused on operational excellence and building a great organization to execute our strategic plans. We will improve returns by capturing margin improvement opportunities, improving clean product yields and shifting capital to our higher-return Chemicals and Midstream businesses where there are growth opportunities. Our financial strength and flexibility will be a key part of our success. We will pay a competitive dividend, plan to grow that dividend over time, and will direct free cash to paying down debt, strategic investments and share repurchases.”

Corporate and Other

Corporate expenses for the quarter were $360 million after-tax, compared with $304 million for the first quarter of 2011. Excluding special items of $95 million related to repositioning costs, adjusted corporate expenses were $265 million for the first quarter of 2012, $39 million improved compared with a year ago, primarily due to lower net interest expense and benefit-related expenses. Repositioning costs consisted of legal, information technology and other consulting services; benefit-related expenses; and interest expense associated with Phillips 66 senior notes. This brings total repositioning costs incurred through the first quarter of 2012 to $120 million after-tax.

During the first quarter of 2012, ConocoPhillips repurchased approximately 25 million of its shares, or 2 percent of shares outstanding, for $1.9 billion. This brings the company’s total shares repurchased to approximately 16 percent of the shares outstanding at the inception of the repurchase program in 2010.

First-Quarter Financial Highlights

ConocoPhillips’ first-quarter 2012 earnings were $2.9 billion, or $2.27 per share, compared with earnings of $3.0 billion, or $2.09 per share, for the same period in 2011. First-quarter 2012 earnings included gains from asset sales of $987 million, largely from the Vietnam business unit sale, as well as noncash impairments of $562 million, primarily related to the Mackenzie Gas Project and associated leaseholds.

First-quarter adjusted earnings were $2.6 billion, or $2.02 per share, compared with adjusted earnings of $2.6 billion, or $1.82 per share, for the same period in 2011. Adjusted earnings for the quarter were flat compared with the prior year, as impacts from lower production volumes and refining margins were offset by improvements from higher commodity prices and marketing margins. Adjusted earnings per share increased 11 percent due to the company’s ongoing share repurchase program.

During the first quarter of 2012, ConocoPhillips generated $4.2 billion in cash from operations and received $1.1 billion in proceeds from asset dispositions. The company funded a $4.4 billion capital program, repurchased $1.9 billion of ConocoPhillips common stock, and paid $0.8 billion in dividends.

At quarter end, the company had $3.7 billion in cash and $0.5 billion in short-term investments. As of March 31, 2012, debt was $28.4 billion, reflecting the placement of $5.8 billion of senior notes for Phillips 66. A corresponding balance was held in restricted cash at March 31, 2012.

Earnings
	Millions of Dollars
	First Quarter
	2012			2011
Exploration and Production (E&P)	$	2,548		2,352
Midstream		93		73
Refining and Marketing (R&M)		452		482
LUKOIL Investment		-		239
Chemicals		218		193
Emerging Businesses		(14	)	(7	)
Corporate and Other		(360	)	(304	)
ConocoPhillips	$	2,937		3,028
Adjusted Earnings
	Millions of Dollars
	First Quarter
	2012			2011
Exploration and Production (E&P)	$	2,131		2,197
Midstream		93		73
Refining and Marketing (R&M)		444		480
LUKOIL Investment		-		2
Chemicals		218		193
Emerging Businesses		(14	)	(7	)
Corporate and Other		(265	)	(304	)
ConocoPhillips	$	2,607		2,634

Repositioning

Completion of the repositioning into two independent, leading energy companies is set for May 1, 2012. ConocoPhillips shareholders as of the record date of April 16, 2012, will receive the distribution of Phillips 66 common stock after market close on April 30, 2012. When-issued trading for Phillips 66 commenced on April 12, and will continue through the distribution date. Phillips 66 will trade on the New York Stock Exchange under the ticker symbol PSX. Replays and transcripts of the April investor updates given by both companies are available on the “Investor Information” link at www.conocophillips.com.

ConocoPhillips will host a conference call at 11 a.m. Eastern time today to discuss its quarterly results and provide a status update on operational and strategic plans. To listen to the conference call and view related presentation materials, go to www.conocophillips.com and click on the “Investor Information” link. For detailed supplemental information, go to
www.conocophillips.com/EN/investor/financial_reports/earnings_reports/Pages/index.aspx.

ConocoPhillips is an integrated energy company with interests around the world. Headquartered in Houston, Texas, the company had approximately 29,700 employees, $163 billion of assets, and $225 billion of annualized revenues as of March 31, 2012. For more information, go to www.conocophillips.com.

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS
OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This press release contains forward-looking statements. Forward-looking statements relate to future events and anticipated results of operations, business strategies, and other aspects of our operations or operating results. In many cases you can identify forward-looking statements by terminology such as "anticipate," "estimate," "believe," "continue," "could," "intend," "may," "plan," "potential," "predict," "should," "will," "expect," "objective," "projection," "forecast," "goal," "guidance," "outlook," "effort," "target" and other similar words. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, there can be no assurance that such expectation or belief will result or be achieved. The actual results of operations can and will be affected by a variety of risks and other matters including, but not limited to, changes in commodity prices and refining and marketing margins; changes in expected levels of oil and gas reserves or production; operating hazards, drilling risks, unsuccessful exploratory activities; difficulties in developing new products and manufacturing processes; unexpected cost increases or difficulties maintaining or improving company manufacturing or refining facilities; unexpected difficulties in manufacturing, transporting or refining crude oil; international monetary conditions; potential liability for remedial actions under existing or future environmental regulations; potential liability resulting from pending or future litigation; limited access to capital or significantly higher cost of capital related to illiquidity or uncertainty in the domestic or international financial markets; and general domestic and international economic and political conditions; as well as changes in tax, environmental and other laws applicable to our business. Other factors that could cause actual results to differ materially from those described in the forward-looking statements include other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission (SEC). Unless legally required, ConocoPhillips undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Information -- This press release includes the terms adjusted earnings and adjusted earnings per share. These are non-GAAP financial measures. Adjusted earnings and adjusted earnings per share are included to help facilitate comparisons of company operating performance across periods.

References in the release to earnings refer to net income attributable to ConocoPhillips.

Reconciliation of Earnings to Adjusted Earnings
	Millions of Dollars
	Except as Indicated
	1st Quarter
	2012			2011
Consolidated
Earnings	$	2,937			3,028
Adjustments:
Net gain on asset sales		(987	)		(394	)
Impairments		562			-
Repositioning costs		95			-
Adjusted earnings	$	2,607			2,634
Earnings per share of common stock (dollars)	$	2.27			2.09
Adjusted earnings per share of common stock (dollars)	$	2.02			1.82
E&P
Earnings	$	2,548		$	2,352
Adjustments:
Net gain on asset sales		(937	)		(155	)
Impairments		520			-
Adjusted earnings	$	2,131		$	2,197
R&M
Earnings (loss)	$	452			482
Adjustments:
Net gain on asset sales		(50	)		(2	)
Impairments		42			-
Adjusted earnings	$	444			480
LUKOIL Investment
Earnings	$	-			239
Adjustment: Net gain on asset sales		-			(237	)
Adjusted earnings	$	-			2
Corporate
Earnings (loss)	$	(360	)		(304	)
Adjustment: Repositioning costs		95			-
Adjusted earnings (loss)	$	(265	)		(304	)

CONTACT:
ConocoPhillips
Aftab Ahmed, 281-293-4138 (media)
aftab.ahmed@conocophillips.com
Clayton Reasor, 212-207-1996 (investors)
c.c.reasor@conocophillips.com

EX-99.2

Exhibit 99.2

CONSOLIDATED INCOME STATEMENT

	Millions of Dollars
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
Revenues and Other Income
Sales and other operating revenues*	56,530		65,627		62,784		59,872		244,813		56,132					56,132
Equity in earnings of affiliates	1,017		1,160		1,298		602		4,077		1,220					1,220
Gain on dispositions	616		78		(480	)	1,793		2,007		942					942
Other income	84		96		27		122		329		60					60
Total Revenues and Other Income	58,247		66,961		63,629		62,389		251,226		58,354					58,354
Costs and Expenses
Purchased crude oil, natural gas and products	42,376		50,133		47,597		45,761		185,867		41,889					41,889
Production and operating expenses	2,628		2,606		2,768		2,768		10,770		2,696					2,696
Selling, general and administrative expenses	499		514		466		599		2,078		685					685
Exploration expenses	176		264		266		360		1,066		679					679
Depreciation, depletion and amortization	2,070		2,075		1,870		1,919		7,934		1,838					1,838
Impairments	-		2		486		304		792		259					259
Taxes other than income taxes*	4,364		4,830		4,579		4,534		18,307		4,521					4,521
Accretion on discounted liabilities	112		115		114		114		455		114					114
Interest and debt expense	262		247		235		228		972		209					209
Foreign currency transaction (gains) losses	(36	)	(17	)	68		(31	)	(16	)	(11	)				(11	)
Total Costs and Expenses	52,451		60,769		58,449		56,556		228,225		52,879					52,879
Income before income taxes	5,796		6,192		5,180		5,833		23,001		5,475					5,475
Provision for income taxes	2,754		2,773		2,549		2,423		10,499		2,520					2,520
Net Income	3,042		3,419		2,631		3,410		12,502		2,955					2,955
Less: net income attributable to
noncontrolling interests	(14	)	(17	)	(15	)	(20	)	(66	)	(18	)				(18	)
Net Income Attributable to ConocoPhillips	3,028		3,402		2,616		3,390		12,436		2,937					2,937
*Includes excise taxes on petroleum products sales:	3,382		3,554		3,596		3,422		13,954		3,321					3,321
Net Income Attributable to ConocoPhillips
Per Share of Common Stock (dollars)
Basic	2.11		2.43		1.93		2.58		9.04		2.29					2.29
Diluted	2.09		2.41		1.91		2.56		8.97		2.27					2.27
Average Common Shares Outstanding (in thousands)
Basic	1,432,285		1,399,473		1,357,710		1,312,184		1,375,035		1,283,493					1,283,493
Diluted	1,445,477		1,412,147		1,369,562		1,322,773		1,387,100		1,293,104					1,293,104

SUMMARY OF INCOME (LOSS) ATTRIBUTABLE TO CONOCOPHILLIPS BY SEGMENT
	Millions of Dollars
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. E&P	863		817		816		758		3,254		870					870
International E&P	1,489		1,707		946		846		4,988		1,678					1,678
Total E&P	2,352		2,524		1,762		1,604		8,242		2,548					2,548
Midstream	73		130		137		118		458		93					93
U.S. R&M	402		692		789		1,712		3,595		415					415
International R&M	80		74		-		2		156		37					37
Total R&M	482		766		789		1,714		3,751		452					452
LUKOIL Investment	239		-		-		-		239		-					-
Chemicals	193		199		197		156		745		218					218
Emerging Businesses	(7	)	(14	)	(2	)	(3	)	(26	)	(14	)				(14	)
Corporate and Other	(304	)	(203	)	(267	)	(199	)	(973	)	(360	)				(360	)
Consolidated	3,028		3,402		2,616		3,390		12,436		2,937					2,937

SUMMARY OF INCOME (LOSS) BEFORE TAXES BY SEGMENT

	Millions of Dollars
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. E&P	1,362		1,291		1,276		1,226		5,155		1,394					1,394
International E&P	3,248		3,535		2,644		2,551		11,978		3,425					3,425
Total E&P	4,610		4,826		3,920		3,777		17,133		4,819					4,819
Midstream	111		192		208		183		694		140					140
U.S. R&M	685		1,129		1,218		2,046		5,078		596					596
International R&M	114		93		(94	)	1		114		80					80
Total R&M	799		1,222		1,124		2,047		5,192		676					676
LUKOIL Investment	362		-		-		-		362		-					-
Chemicals	260		265		263		182		970		300					300
Emerging Businesses	(15	)	(25	)	(27	)	(9	)	(76	)	(24	)				(24	)
Corporate and Other	(331	)	(288	)	(308	)	(347	)	(1,274	)	(436	)				(436	)
Consolidated	5,796		6,192		5,180		5,833		23,001		5,475					5,475

EFFECTIVE TAX RATES
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. E&P	36.6	%	36.7	%	36.0	%	38.3	%	36.9	%	37.6	%				37.6	%
International E&P	53.8	%	51.3	%	63.7	%	66.1	%	57.8	%	50.6	%				50.6	%
Total E&P	48.7	%	47.4	%	54.7	%	57.1	%	51.5	%	46.8	%				46.8	%
Midstream	34.2	%	32.3	%	33.7	%	36.1	%	34.0	%	33.6	%				33.6	%
U.S. R&M	41.0	%	38.6	%	35.1	%	16.2	%	29.1	%	30.1	%				30.1	%
International R&M	30.7	%	19.4	%	100.0	%	-100.0	%	-36.8	%	53.8	%				53.8	%
Total R&M	39.5	%	37.2	%	29.7	%	16.2	%	27.6	%	32.8	%				32.8	%
LUKOIL Investment	34.0	%	-		-		-		34.0	%	-					-
Chemicals	25.8	%	24.9	%	25.1	%	14.3	%	23.2	%	27.3	%				27.3	%
Emerging Businesses	53.3	%	44.0	%	88.9	%	66.7	%	64.5	%	41.7	%				41.7	%
Corporate and Other	8.2	%	29.5	%	13.3	%	42.7	%	23.6	%	17.4	%				17.4	%
Consolidated	47.5	%	44.8	%	49.2	%	41.6	%	45.6	%	46.0	%				46.0	%

ESTIMATED TAXES PAID
	Millions of Dollars
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
Cash income taxes paid	2,722		2,730		2,251		2,858		10,561		1,462					1,462
Taxes other than income taxes	4,364		4,830		4,579		4,534		18,307		4,521					4,521
Less: Excise taxes*	(3,382	)	(3,554	)	(3,596	)	(3,422	)	(13,954	)	(3,321	)				(3,321	)
Estimated Taxes Paid	3,704		4,006		3,234		3,970		14,914		2,662					2,662
*Represents taxes collected by ConocoPhillips and reimbursed to taxing authorities.

SPECIAL ITEMS INCLUDED IN NET IMOME ATTRIBUTABLE TO CONOCOPHILLIPS (AFTER-TAX)

	Millions of Dollars
	2011									2012
	1st Qtr	2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. E&P
Gain (loss) on asset sales	151	(1	)	(1	)	(3	)	146		-					-
Impairments	-	-		-		(44	)	(44	)	-					-
Cancelled projects	-	(54	)	-		-		(54	)	-					-
Total	151	(55	)	(1	)	(47	)	48		-					-
International E&P
Gain (loss) on asset sales	4	28		(279	)	(12	)	(259	)	937					937
Impairments	-	-		-		(585	)	(585	)	(520	)				(520	)
Bohai Bay incident	-	-		(41	)	(101	)	(142	)	-					-
International tax law changes	-	-		(109	)	-		(109	)	-					-
Total	4	28		(429	)	(698	)	(1,095	)	417					417
Total E&P	155	(27	)	(430	)	(745	)	(1,047	)	417					417
Midstream
Total	-	-		-		-		-		-					-
U.S. R&M
Gain (loss) on asset sales	2	26		6		1,545		1,579		50					50
Impairments	-	-		(314	)	-		(314	)	-					-
Cancelled projects	-	-		-		(28	)	(28	)	-					-
Severance accrual	-	-		(15	)	-		(15	)	-					-
Total	2	26		(323	)	1,517		1,222		50					50
International R&M
Gain (loss) on asset sales	-	-		(80	)	(4	)	(84	)	-					-
Impairments	-	-		(4	)	-		(4	)	(42	)				(42	)
Total	-	-		(84	)	(4	)	(88	)	(42	)				(42	)
Total R&M	2	26		(407	)	1,513		1,134		8					8
LUKOIL Investment
Gain (loss) on asset sales	237	-		-		-		237		-					-
Total	237	-		-		-		237		-					-
Chemicals
Total	-	-		-		-		-		-					-
Emerging Businesses
Total	-	-		-		-		-		-					-
Corporate and Other
Impairments	-	-		-		(20	)	(20	)	-					-
Repositioning costs	-	-		-		(25	)	(25	)	(95	)				(95	)
Total	-	-		-		(45	)	(45	)	(95	)				(95	)
Total Company	394	(1	)	(837	)	723		279		330					330

CASH FLOW INFORMATION

	Millions of Dollars
	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
Cash Flows from Operating Activities
Net income	3,042		3,419		2,631		3,410		12,502		2,955					2,955
Depreciation, depletion and amortization	2,070		2,075		1,870		1,919		7,934		1,838					1,838
Impairments	-		2		486		304		792		259					259
Dry hole costs and leasehold impairments	50		89		151		180		470		518					518
Accretion on discounted liabilities	112		115		114		114		455		114					114
Deferred taxes	87		429		293		478		1,287		258					258
Undistributed equity earnings	(523	)	(570	)	(299	)	315		(1,077	)	(423	)				(423	)
Loss (gain) on dispositions	(616	)	(78	)	480		(1,793	)	(2,007	)	(942	)				(942	)
Other	(185	)	(67	)	36		(143	)	(359	)	(404	)				(404	)
Net working capital changes	(2,090	)	860		(149	)	1,028		(351	)	9					9
Net Cash Provided by
Operating Activities	1,947		6,274		5,613		5,812		19,646		4,182					4,182
Cash Flows from Investing Activities
Capital expenditures and investments	(2,884	)	(2,893	)	(3,617	)	(3,872	)	(13,266	)	(4,260	)				(4,260	)
Proceeds from asset dispositions	1,787		162		209		2,662		4,820		1,109					1,109
Net sales (purchases) of short-term investments	(1,170	)	(424	)	(29	)	2,023		400		92					92
Long-term advances to/collections from
related parties and other investments	56		472		192		311		1,031		49					49
Net Cash Provided by (Used in)
Investing Activities	(2,211	)	(2,683	)	(3,245	)	1,124		(7,015	)	(3,010	)				(3,010	)
Cash Flows from Financing Activities
Net issuance (repayment) of debt	(373	)	(19	)	(48	)	(521	)	(961	)	5,740					5,740
Change in restricted cash	-		-		-		-		-		(6,050	)				(6,050	)
Issuance of company common stock	75		24		10		(13	)	96		36					36
Repurchase of company common stock	(1,636	)	(3,149	)	(3,199	)	(3,139	)	(11,123	)	(1,899	)				(1,899	)
Dividends paid on company common stock	(944	)	(917	)	(900	)	(871	)	(3,632	)	(843	)				(843	)
Other	(183	)	(174	)	(185	)	(143	)	(685	)	(254	)				(254	)
Net Cash Used in
Financing Activities	(3,061	)	(4,235	)	(4,322	)	(4,687	)	(16,305	)	(3,270	)				(3,270	)
Effect of Exchange Rate Changes	43		(23	)	(114	)	94		-		25					25
Net Change in Cash
and Cash Equivalents	(3,282	)	(667	)	(2,068	)	2,343		(3,674	)	(2,073	)				(2,073	)
Cash and cash equivalents
at beginning of period	9,454		6,172		5,505		3,437		9,454		5,780					5,780
Cash and Cash Equivalents
at End of Period	6,172		5,505		3,437		5,780		5,780		3,707					3,707

CAPITAL PROGRAM
	Millions of Dollars
	2011							2012
	1st Qtr		2nd Qtr	3rd Qtr	4th Qtr		YTD	1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
E&P
Capital expenditures and investments	2,692		2,627	3,313	3,373		12,005	3,981					3,981
Loans and advances	(4	)	7	11	(5	)	9	(4	)				(4	)
Joint venture acquisition obligation--principal	170		173	175	177		695	180					180
E&P total	2,858		2,807	3,499	3,545		12,709	4,157					4,157
Midstream*	3		1	5	8		17	4					4
R&M
Capital expenditures and investments	156		222	250	366		994	214					214
Loans and advances	-		-	-	-		-	-					-
R&M total	156		222	250	366		994	214					214
LUKOIL Investment*	-		-	-	-		-	-					-
Chemicals*	-		-	-	-		-	-					-
Emerging Businesses*	6		8	7	9		30	15					15
Corporate and Other*	27		35	42	116		220	46					46
Total Capital Program	3,050		3,073	3,803	4,044		13,970	4,436					4,436
*Capital expenditures and investments only.

E&P

	2011								2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr	YTD	1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
E&P Net Income Attributable
to ConocoPhillips ($ Millions)	2,352		2,524		1,762		1,604	8,242	2,548					2,548
Production
Total, Including Equity Affiliates (MBOE/D)	1,702		1,640		1,538		1,597	1,619	1,637					1,637
Crude Oil and Natural Gas Liquids (NGL) (MB/D)
Consolidated operations	800		758		693		739	747	774					774
Equity affiliates	60		56		48		44	52	42					42
Total	860		814		741		783	799	816					816
Over/(Under) Lifting of Crude Oil (MB/D)	12		9		8		4	7	(11	)				(11	)
Bitumen (MB/D)
Consolidated operations	11		8		11		11	10	11					11
Equity affiliates	53		59		53		62	57	73					73
Total	64		67		64		73	67	84					84
Natural Gas (MMCF/D)
Consolidated operations	4,162		4,031		3,918		3,985	4,024	3,917					3,917
Equity affiliates	507		521		479		462	492	505					505
Total	4,669		4,552		4,397		4,447	4,516	4,422					4,422
Industry Prices (Platt's)
Crude Oil ($/BBL)
WTI spot	93.98		102.44		89.70		94.07	95.05	102.99					102.99
Brent dated	104.97		117.36		113.46		109.31	111.27	118.49					118.49
Natural Gas ($/MMBTU)
Henry Hub -- First of Month	4.11		4.32		4.20		3.54	4.04	2.72					2.72
Average Realized Prices
Crude Oil and NGL ($/BBL)
Consolidated operations	91.30		103.91		97.10		96.44	97.12	101.23					101.23
Equity affiliates	94.95		103.82		99.24		96.11	98.60	107.41					107.41
Total	91.55		103.90		97.24		96.42	97.22	101.56					101.56
Bitumen ($/BBL)
Consolidated operations	47.94		56.91		45.79		69.04	55.16	64.95					64.95
Equity affiliates	56.15		67.05		60.65		70.42	63.93	60.04					60.04
Total	54.77		65.74		58.14		70.20	62.56	60.66					60.66
Natural Gas ($/MCF)
Consolidated operations	5.54		5.79		5.77		5.47	5.64	5.09					5.09
Equity affiliates	2.59		3.28		2.85		2.83	2.89	2.58					2.58
Total	5.22		5.50		5.45		5.19	5.34	4.80					4.80
Exploration Charges ($ Millions)
Dry holes	9		48		111		141	309	6					6
Leasehold impairment	41		41		40		39	161	512					512
Total Noncash Charges	50		89		151		180	470	518					518
Other (G&A, G&G and Lease rentals)	126		175		115		180	596	161					161
Total Exploration Charges	176		264		266		360	1,066	679					679
Depreciation, Depletion and
Amortization (DD&A) ($ Millions)	1,830		1,829		1,625		1,657	6,941	1,599					1,599
Foreign Currency Gains
(Losses) After-Tax ($ Millions)	(4	)	(5	)	(24	)	50	17	2					2

U.S. E&P

	2011						2012
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr		YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. E&P Net Income Attributable
to ConocoPhillips ($ Millions)	863	817	816	758		3,254	870				870
Alaska ($ Millions)	549	490	501	443		1,983	616				616
Lower 48 ($ Millions)	314	327	315	315		1,271	254				254
Production
Total U.S. (MBOE/D)	629	658	643	681		653	687				687
Crude Oil and NGL (MB/D)
Alaska	214	223	199	227		215	226				226
Lower 48	150	160	174	186		168	201				201
Total	364	383	373	413		383	427				427
Over/(Under) Lifting of Crude Oil (MB/D)	38	6	11	(20	)	8	27				27
Natural Gas (MMCF/D)
Alaska	67	62	56	59		61	59				59
Lower 48	1,522	1,589	1,561	1,547		1,556	1,502				1,502
Total	1,589	1,651	1,617	1,606		1,617	1,561				1,561
Average Realized Prices
Crude Oil and NGL ($/BBL)
Alaska	95.56	113.75	107.26	108.51		105.95	112.20				112.20
Lower 48	69.34	77.99	72.39	76.08		74.09	76.40				76.40
Total U.S.	85.36	98.43	90.95	92.47		91.77	95.71				95.71
Natural Gas ($/MCF)
Alaska	3.93	4.66	5.04	4.69		4.56	4.68				4.68
Lower 48	4.11	4.22	4.15	3.48		3.99	2.65				2.65
Total U.S.	4.10	4.23	4.17	3.52		4.01	2.72				2.72
Kenai, Alaska LNG Sales
Volume (MMCF/D)	20	18	45	20		26	-				-
Sales price per MCF	12.94	9.95	13.14	17.41		13.38	-				-
U.S. Exploration Charges ($ Millions)
Dry holes	6	10	36	38		90	6				6
Leasehold impairment	22	22	20	22		86	14				14
Total Noncash Charges	28	32	56	60		176	20				20
Other (G&A, G&G and Lease rentals)	41	76	49	54		220	67				67
Total U.S. Exploration Charges	69	108	105	114		396	87				87
Alaska Only	8	6	5	7		26	9				9
DD&A ($ Millions)
Alaska	136	151	134	155		576	135				135
Lower 48	513	530	551	558		2,152	601				601
Total U.S.	649	681	685	713		2,728	736				736

INTERNATIONAL E&P

	2011								2012
	1st Qtr		2nd Qtr	3rd Qtr		4th Qtr	YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
International E&P Net Income
Attributable to ConocoPhillips ($ Millions)	1,489		1,707	946		846	4,988		1,678					1,678
Production
Total, Including Equity Affiliates (MBOE/D)	1,073		982	895		917	966		950					950
Crude Oil and NGL (MB/D)
Consolidated operations
Canada	37		36	37		43	38		38					38
Norway	131		117	113		119	120		117					117
United Kingdom	65		63	46		48	55		49					49
Australia/Timor-Leste	32		28	30		28	30		29					29
China	77		70	35		26	52		23					23
Indonesia	11		11	12		11	11		16					16
Vietnam	22		19	17		15	18		11					11
Algeria	13		13	13		13	13		12					12
Libya	28		-	-		4	8		35					35
Nigeria	20		18	17		19	19		17					17
Total consolidated operations	436		375	320		326	364		347					347
Equity affiliates	60		56	48		44	52		42					42
Total	496		431	368		370	416		389					389
Over/(Under) Lifting of Crude Oil (MB/D)	(26	)	3	(3	)	24	(1	)	(38	)				(38	)
Bitumen (MB/D)
Consolidated operations--Canada	11		8	11		11	10		11					11
Equity affiliates	53		59	53		62	57		73					73
Total	64		67	64		73	67		84					84
Natural Gas (MMCF/D)
Consolidated operations
Canada	944		947	929		891	928		863					863
Norway	208		130	130		185	163		195					195
United Kingdom	543		457	381		472	463		437					437
Australia/Timor-Leste	237		236	253		209	234		249					249
Indonesia	467		445	437		451	450		441					441
Vietnam	16		13	10		7	11		7					7
Libya	5		-	-		1	1		3					3
Nigeria	153		152	161		163	157		161					161
Total consolidated operations	2,573		2,380	2,301		2,379	2,407		2,356					2,356
Equity affiliates	507		521	479		462	492		505					505
Total	3,080		2,901	2,780		2,841	2,899		2,861					2,861
Darwin, Australia LNG Sales (MMCF/D)	420		410	424		424	420		427					427

INTERNATIONAL E&P (continued)

	2011					2012
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Average Realized Prices
Crude Oil and NGL ($/BBL)
Consolidated operations
Canada	62.27	71.06	67.51	63.86	66.07	63.98				63.98
Norway	104.90	116.79	112.73	108.65	110.45	120.13				120.13
United Kingdom	93.94	107.82	108.31	104.86	104.34	109.87				109.87
Australia/Timor-Leste	91.02	100.09	94.72	90.41	94.07	103.28				103.28
China	100.54	116.85	114.31	114.74	109.98	122.02				122.02
Indonesia	94.31	108.04	104.13	101.25	101.96	102.72				102.72
Vietnam	107.37	121.92	118.29	116.23	115.50	126.02				126.02
Algeria	105.21	120.09	112.63	109.77	112.69	123.50				123.50
Libya	98.30	-	-	-	98.30	121.68				121.68
Nigeria	91.53	107.50	100.29	90.34	97.35	103.81				103.81
Total consolidated operations	96.86	109.35	104.40	100.72	102.68	109.10				109.10
Equity affiliates	94.95	103.82	99.24	96.11	98.60	107.41				107.41
Total	96.62	108.62	103.70	100.17	102.16	108.90				108.90
Bitumen ($/BBL)
Consolidated operations--Canada	47.94	56.91	45.79	69.04	55.16	64.95				64.95
Equity affiliates	56.15	67.05	60.65	70.42	63.93	60.04				60.04
Total	54.77	65.74	58.14	70.20	62.56	60.66				60.66
Natural Gas ($/MCF)
Consolidated operations
Canada	3.59	3.74	3.56	2.93	3.46	1.98				1.98
Norway	9.61	10.57	9.89	10.09	10.00	10.40				10.40
United Kingdom	8.18	9.25	8.78	9.80	8.99	9.80				9.80
Australia/Timor-Leste*	0.81	0.90	1.16	1.12	1.00	1.10				1.10
Indonesia	9.43	10.98	10.18	10.01	10.14	10.37				10.37
Vietnam	1.16	1.11	1.07	1.19	1.13	1.15				1.15
Libya	0.09	-	-	-	0.09	0.09				0.09
Nigeria	2.15	2.10	2.36	2.36	2.25	2.53				2.53
Total consolidated operations	6.43	6.86	6.88	6.78	6.73	6.65				6.65
Equity affiliates	2.59	3.28	2.85	2.83	2.89	2.58				2.58
Total	5.80	6.22	6.19	6.14	6.08	5.93				5.93
International Exploration Charges ($ Millions)
Dry holes	3	38	75	103	219	-				-
Leasehold impairment	19	19	20	17	75	498				498
Total Noncash Charges	22	57	95	120	294	498				498
Other (G&A, G&G and Lease rentals)	85	99	66	126	376	94				94
Total International Exploration Charges	107	156	161	246	670	592				592
DD&A ($ Millions)	1,181	1,148	940	944	4,213	863				863
*Excludes transfers to Darwin LNG plant.

R&M

	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
R&M Net Income (Loss) Attributable
to ConocoPhillips ($ Millions)	482		766		789		1,714		3,751		452					452
United States ($ Millions)	402		692		789		1,712		3,595		415					415
International ($ Millions)	80		74		-		2		156		37					37
Worldwide - Including Net Share of Equity Affiliates
Crude Oil Charge Input (MB/D)	2,145		2,196		2,223		2,101		2,166		2,027					2,027
Total Charge Input (MB/D)	2,315		2,398		2,393		2,250		2,338		2,188					2,188
Crude Oil Capacity Utilization (%)	89	%	91	%	92	%	94	%	92	%	91	%				91	%
Clean Product Yield (%)	83	%	83	%	84	%	84	%	84	%	84	%				84	%
Refined Products Production (MB/D)
Gasoline	986		1,013		1,003		924		982		897					897
Distillates	903		932		950		928		928		895					895
Other	442		463		445		416		441		416					416
Total	2,331		2,408		2,398		2,268		2,351		2,208					2,208
Petroleum Products Sales (MB/D)
Gasoline	1,270		1,409		1,300		1,256		1,309		1,131					1,131
Distillates	1,203		1,177		1,250		1,245		1,219		1,135					1,135
Other	587		568		639		607		600		452					452
Total	3,060		3,154		3,189		3,108		3,128		2,718					2,718
Market Indicators
U.S. East Coast Crack Spread ($/BBL)	19.09		25.30		33.70		22.94		25.26		25.79					25.79
U.S. Gulf Coast Crack Spread ($/BBL)	17.25		25.25		31.76		19.37		23.41		24.22					24.22
U.S. Group Central Crack Spread ($/BBL)	18.95		27.26		34.12		20.75		25.27		21.33					21.33
U.S. West Coast Crack Spread ($/BBL)	16.14		15.86		11.78		10.74		13.63		16.63					16.63
U.S. Weighted 3:2:1 Crack Spread ($/BBL)	17.76		23.70		28.47		18.16		22.02		22.01					22.01
NW Europe Crack Spread ($/BBL)	12.31		11.88		13.09		13.97		12.81		12.73					12.73
Singapore 3:1:2 Crack Spread ($/BBL)	16.33		17.75		17.53		15.12		16.68		15.67					15.67
Realized Margins
Refining Margin ($/BBL)
U.S.	10.05		10.55		13.70		7.21		10.45		10.65					10.65
International	8.28		4.21		6.50		4.91		5.95		7.29					7.29
Integrated Margin ($/BBL)
U.S.	10.16		11.70		14.79		7.86		11.21		10.87					10.87
International	9.34		7.75		10.78		7.91		8.92		8.82					8.82
DD&A ($ Millions)	207		213		209		228		857		204					204
Foreign Currency Gains
(Losses) After-Tax ($ Millions)	31		22		(16	)	(14	)	23		16					16
Turnaround Expense ($ Millions)	81		82		44		90		297		176					176

R&M (continued)

	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
U.S. R&M
Eastern U.S.
Crude Oil Charge Input (MB/D)	392		376		382		236		346		236					236
Total Charge Input (MB/D)	443		432		419		263		389		267					267
Crude Oil Capacity Utilization (%)	93	%	89	%	90	%	99	%	92	%	99	%				99	%
Clean Product Yield (%)	91	%	90	%	90	%	92	%	91	%	92	%				92	%
U.S. Gulf Coast
Crude Oil Charge Input (MB/D)	614		664		668		684		658		600					600
Total Charge Input (MB/D)	685		758		754		759		739		672					672
Crude Oil Capacity Utilization (%)	84	%	91	%	91	%	93	%	90	%	82	%				82	%
Clean Product Yield (%)	80	%	82	%	82	%	82	%	82	%	80	%				80	%
Western U.S.
Crude Oil Charge Input (MB/D)	371		353		396		394		378		353					353
Total Charge Input (MB/D)	397		381		420		419		404		381					381
Crude Oil Capacity Utilization (%)	89	%	85	%	95	%	94	%	91	%	85	%				85	%
Clean Product Yield (%)	83	%	81	%	84	%	85	%	84	%	87	%				87	%
Central U.S. - Consolidated
Crude Oil Charge Input (MB/D)	177		189		175		157		174		199					199
Total Charge Input (MB/D)	179		191		177		159		176		202					202
Crude Oil Capacity Utilization (%)	94	%	101	%	94	%	84	%	93	%	106	%				106	%
Clean Product Yield (%)	91	%	93	%	91	%	92	%	92	%	93	%				93	%
Central U.S. - Equity Affiliates - Net Share*
Crude Oil Charge Input (MB/D)	181		203		206		212		201		222					222
Total Charge Input (MB/D)	194		213		216		222		211		232					232
Crude Oil Capacity Utilization (%)	80	%	90	%	91	%	94	%	89	%	98	%				98	%
Clean Product Yield (%)	80	%	80	%	81	%	84	%	82	%	84	%				84	%
Total U.S.
Crude Oil Charge Input (MB/D)	1,735		1,785		1,827		1,683		1,757		1,610					1,610
Total Charge Input (MB/D)	1,898		1,975		1,986		1,822		1,919		1,754					1,754
Crude Oil Capacity Utilization (%)	87	%	90	%	92	%	93	%	91	%	89	%				89	%
Clean Product Yield (%)	85	%	84	%	85	%	85	%	85	%	85	%				85	%
Refined Products Production (MB/D)
Gasoline	853		886		878		786		851		754					754
Distillates	717		738		765		728		737		696					696
Other	344		362		348		325		344		325					325
Total	1,914		1,986		1,991		1,839		1,932		1,775					1,775
Petroleum Products Sales (MB/D)
Gasoline	1,099		1,218		1,134		1,066		1,129		958					958
Distillates	852		861		907		914		884		837					837
Other	437		385		402		381		401		298					298
Total	2,388		2,464		2,443		2,361		2,414		2,093					2,093
*Represents 50 percent share of the Borger Refinery and Wood River Refinery.
International R&M
International - Consolidated*
Crude Oil Charge Input (MB/D)	272		281		283		278		279		288					288
Total Charge Input (MB/D)	279		293		293		288		288		302					302
Crude Oil Capacity Utilization (%)	93	%	96	%	97	%	95	%	95	%	99	%				99	%
Clean Product Yield (%)	75	%	76	%	77	%	80	%	77	%	78	%				78	%
International - Equity Affiliates - Net Share**
Crude Oil Charge Input (MB/D)	138		130		113		140		130		129					129
Total Charge Input (MB/D)	138		130		114		140		131		132					132
Crude Oil Capacity Utilization (%)	103	%	97	%	84	%	104	%	97	%	93	%				93	%
Clean Product Yield (%)	84	%	79	%	78	%	82	%	81	%	84	%				84	%
Total International
Crude Oil Charge Input (MB/D)	410		411		396		418		409		417					417
Total Charge Input (MB/D)	417		423		407		428		419		434					434
Crude Oil Capacity Utilization (%)	96	%	96	%	93	%	98	%	96	%	97	%				97	%
Clean Product Yield (%)	78	%	77	%	77	%	80	%	78	%	80	%				80	%
Refined Products Production (MB/D)
Gasoline	133		127		125		138		131		143					143
Distillates	186		194		185		200		191		199					199
Other	98		101		97		91		97		91					91
Total	417		422		407		429		419		433					433
Petroleum Products Sales (MB/D)
Gasoline	171		191		166		190		180		173					173
Distillates	351		316		343		331		335		298					298
Other	150		183		237		226		199		154					154
Total	672		690		746		747		714		625					625
*Represents our Humber Refinery in the United Kingdom and Whitegate Refinery in Ireland.
**Represents 18.75 percent interest in a refinery complex in Karlsruhe, Germany, and 47 percent interest in a refinery in Melaka, Malaysia.

LUKOIL INVESTMENT

	2011					2012
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
LUKOIL Investment Net Income
Attributable to ConocoPhillips ($ Millions)	239	-	-	-	239	-				-
Upstream
Production
Net crude oil production (MB/D)	-	-	-	-	-	-				-
Net natural gas production (MMCF/D)	-	-	-	-	-	-				-
Total (MBOE/D)	-	-	-	-	-	-				-
Industry Prices
Crude Oil ($/BBL)
Urals crude (CIF Mediterranean) (one-quarter lag)	-	-	-	-	-	-				-
Downstream
Refinery Throughput
Crude Processed (MB/D)	-	-	-	-	-	-				-
Foreign Currency Gains
(Losses) After-Tax ($ Millions)	2	-	-	-	2	-				-

MIDSTREAM

	2011					2012
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Midstream Net Income Attributable
to ConocoPhillips ($ Millions)	73	130	137	118	458	93				93
U.S. Equity Affiliate ($ Millions)*	48	86	83	57	274	56				56
NGL Extracted (MB/D)
Equity Affiliates
United States*	179	189	196	203	192	206				206
International	9	9	8	8	8	7				7
Total	188	198	204	211	200	213				213
*Represents 50 percent interest in DCP Midstream.
NGL Fractionated (MB/D)
United States*	121	127	132	129	127	121				121
International	18	17	16	14	17	15				15
Total	139	144	148	143	144	136				136
*Excludes DCP Midstream.
Product Prices
Weighted Average NGL ($/BBL)*
Consolidated	53.55	59.14	59.26	59.19	57.79	52.44				52.44
DCP Midstream	47.64	52.24	52.09	50.61	50.64	42.10				42.10
*Prices are based on index prices from the Mont Belvieu and Conway market hubs that are weighted by natural gas liquids component and location mix.
DD&A ($ Millions)	2	1	2	1	6	1				1

CHEMICALS

	2011					2012
	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD	1st Qtr	2nd Qtr	3rd Qtr	4th Qtr	YTD
Chemicals Net Income Attributable to ConocoPhillips ($ Millions)	193	199	197	156	745	218				218
Industry Margins (Cents/Lb)*
Ethylene industry cash margin	16.7	26.9	23.3	11.3	19.6	31.1				31.1
HDPE industry contract sales margin	25.1	21.1	17.9	19.7	20.9	19.3				19.3
Benzene domestic contract margin	7.3	2.3	1.7	1.0	3.1	4.1				4.1
*Prices, economics and views expressed by CMAI are strictly the opinion of CMAI and Purvin & Gertz and are based on information collected within the public sector and on assessments by CMAI and Purvin & Gertz staff utilizing reasonable care consistent with normal industry practice. CMAI and Purvin & Gertz make no guarantee or warranty and assume no liability as to their use.

EMERGING BUSINESSES

	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
Emerging Businesses Net Income (Loss)
Attributable to ConocoPhillips ($ Millions)	(7	)	(14	)	(2	)	(3	)	(26	)	(14	)				(14	)
Detail of Net Income (Loss)
Attributable to ConocoPhillips ($ Millions)
Power	22		17		32		44		115		23					23
Other	(29	)	(31	)	(34	)	(47	)	(141	)	(37	)				(37	)
Total	(7	)	(14	)	(2	)	(3	)	(26	)	(14	)				(14	)
Foreign Currency Gains
(Losses) After-Tax ($ Millions)	-		-		-		-		-		-					-

CORPORATE AND OTHER

	2011										2012
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		YTD		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
Corporate and Other Net Income (Loss)
Attributable to ConocoPhillips ($ Millions)	(304	)	(203	)	(267	)	(199	)	(973	)	(360	)				(360	)
Detail of Net Income (Loss)
Attributable to ConocoPhillips ($ Millions)
Net interest expense	(181	)	(165	)	(166	)	(155	)	(667	)	(156	)				(156	)
Corporate overhead	(63	)	(46	)	(34	)	(56	)	(199	)	(78	)				(78	)
Repositioning costs*	-		-		-		(25	)	(25	)	(95	)				(95	)
Other	(60	)	8		(67	)	37		(82	)	(31	)				(31	)
Total	(304	)	(203	)	(267	)	(199	)	(973	)	(360	)				(360	)
Before-Tax Net Interest Expense ($ Millions)
Interest expense	(342	)	(330	)	(331	)	(336	)	(1,339	)	(327	)				(327	)
Capitalized interest	112		115		125		136		488		146					146
Interest revenue	39		27		19		23		108		13					13
Premium on early debt retirement	-		-		-		-		-		-					-
Total	(191	)	(188	)	(187	)	(177	)	(743	)	(168	)				(168	)
Foreign Currency Gains
(Losses) After-Tax ($ Millions)	(12	)	19		(32	)	45		20		(10	)				(10	)
Debt
Total Debt ($ Millions)	23,209		23,196		23,150		22,623		22,623		28,360					28,360
Debt-to-Capital Ratio (%)	25	%	25	%	26	%	26	%	26	%	30	%				30	%
Equity ($ Millions)	70,521		70,578		66,326		65,734		65,734		67,042					67,042
*First quarter of 2012 includes $10 million of interest expense.