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 28, 2010
HESS CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

DELAWARE	No. 1-1204	No. 13-4921002
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1185 Avenue of the Americas
New York, New York   10036

(Address of Principal Executive Offices)   (Zip Code)

Registrant's Telephone Number, Including Area Code:  (212) 997-8500

N/A
(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 April 28, 2010, Hess Corporation issued a news release reporting estimated results for the first quarter of 2010.  A copy of this news release is attached hereto as Exhibit 99(1) and is hereby incorporated by reference.  

Item 9.01.  Financial Statements and Exhibits.  

(c)	Exhibits
	99(1)	News release dated April 28, 2010 reporting estimated results for the first quarter of 2010.

2

SIGNATURE

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.

Date: April 28, 2010

HESS CORPORATION
By:	/s/ John P. Rielly
Name:	John P. Rielly
Title:	Senior Vice President and
	Chief Financial Officer

3

EXHIBIT INDEX

Exhibit No.	Description
99(1)	News release dated April 28, 2010 reporting estimated results for the first quarter of 2010.

4

EX-99.1

Exhibit 99(1)

Hess Reports Estimated Results for the First Quarter of 2010

First Quarter Highlights:

• Net Income was $538 million compared with a loss of $59 million in the first quarter 2009
• Oil and gas production was 423,000 barrels per day, compared with 390,000 in the first quarter 2009
• Capital and exploratory expenditures were $861 million, up from $805 million in the first quarter 2009

NEW YORK--(BUSINESS WIRE)--April 28, 2010--Hess Corporation (NYSE: HES) reported net income of $538 million for the first quarter of 2010 compared with a net loss of $59 million for the first quarter of 2009. The after-tax results by major operating activity were as follows:

	Three Months Ended
	March 31, (unaudited)
	2010			2009
	(In millions, except per share amounts)
Exploration and Production	$	551		$	(64	)
Marketing and Refining		87			102
Corporate		(48	)		(49	)
Interest expense		(52	)		(48	)
Net income (loss) attributable to Hess Corporation	$	538		$	(59	)
Net income (loss) per share (diluted)	$	1.65		$	(.18	)
Weighted average number of shares (diluted)		327.0			323.4

Note: See the following page for a table of items affecting the comparability of earnings between periods.

Exploration and Production earnings, including a gain on an asset sale, were $551 million in the first quarter of 2010 compared with a loss of $64 million in the first quarter of 2009. The Corporation’s oil and gas production was 423,000 barrels of oil equivalent per day in the first quarter of 2010, an increase of 8 percent from the first quarter of 2009. The Corporation’s average worldwide crude oil selling price, including the effect of hedging, was $63.62 per barrel in the first quarter of 2010 compared with $34.42 per barrel in the first quarter of 2009. The Corporation’s average worldwide natural gas selling price was $5.92 per Mcf in the first quarter of 2010 compared with $5.08 per Mcf in the first quarter of 2009.

Marketing and Refining earnings were $87 million in the first quarter of 2010 compared with $102 million in the first quarter of 2009. Refining operations generated a loss of $56 million compared with a loss of $18 million in the first quarter of 2009. During the first quarter of 2010, the fluid catalytic cracking unit at HOVENSA was shut down for a scheduled turnaround. Marketing earnings were $121 million, an increase of $20 million from the first quarter of 2009 primarily due to higher margins. Income from trading activities was $22 million, up from $19 million in the first quarter of 2009.

The following table reflects the total after-tax impact of items affecting comparability of earnings between periods (in millions):

	Three Months Ended
	March 31,
	2010			2009
Exploration and Production	$	58		$	(13	)
Corporate		(7	)		(16	)
	$	51		$	(29	)

First quarter 2010 results included a gain of $58 million related to the sale of the Corporation’s interest in the Jambi Merang natural gas development project in Indonesia. In addition, the Corporation recorded an after-tax charge of $7 million related to the previously announced repurchase of the remaining $116 million of bonds that were scheduled to mature in 2011.

Net cash provided by operating activities was $825 million compared with $625 million in the first quarter of 2009. Capital and exploratory expenditures were $861 million in the first quarter of 2010, of which $841 million related to Exploration and Production operations. Capital and exploratory expenditures for the first quarter of 2009 were $805 million, of which $759 million related to Exploration and Production operations.

At March 31, 2010, cash and cash equivalents totaled $1,370 million compared with $1,362 million at December 31, 2009. Total debt was $4,335 million at March 31, 2010 and $4,467 million at December 31, 2009. The Corporation’s debt to capitalization ratio at March 31, 2010 was 23.6 percent compared with 24.8 percent at the end of 2009.

Hess Corporation will review first quarter financial and operating results and other matters on a webcast at 10 a.m. today. For details on the event, refer to the Investor Relations section of our website at www.hess.com.

Hess Corporation, with headquarters in New York, is a leading global independent energy company engaged in the exploration for and production of crude oil and natural gas, as well as in refining and in marketing refined petroleum products, natural gas and electricity. More information on Hess Corporation is available at www.hess.com.

Forward Looking Statements

Certain statements in this release may constitute "forward-looking statements" within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. Forward-looking statements are subject to known and unknown risks and uncertainties and other factors which may cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, uncertainties inherent in the measurement and interpretation of geological, geophysical and other technical data.

HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES SUPPLEMENTAL FINANCIAL DATA (UNAUDITED) (IN MILLIONS OF DOLLARS)
	First			First			Fourth
	Quarter			Quarter			Quarter
	2010			2009			2009
Income Statement
Revenues and Non-operating Income
Sales (excluding excise taxes) and other operating revenues	$	9,259		$	6,915		$	8,678
Equity in income (loss) of HOVENSA L.L.C.		(85	)		(41	)		(64	)
Other, net		46			(2	)		(56	)
Total revenues and non-operating income		9,220			6,872			8,558
Costs and Expenses
Cost of products sold (excluding items shown separately below)		6,540			5,182			6,005
Production expenses		477			409			492
Marketing expenses		253			257			266
Exploration expenses, including dry holes
and lease impairment		151			193			157
Other operating expenses		52			48			49
General and administrative expenses		155			160			203
Interest expense		84			77			91
Depreciation, depletion and amortization		542			486			584
Total costs and expenses		8,254			6,812			7,847
Income before income taxes		966			60			711
Provision for income taxes		398			77			341
Net income (loss)		568			(17	)		370
Less: Net income attributable to noncontrolling interests		30			42			12
Net income (loss) attributable to Hess Corporation	$	538		$	(59	)	$	358
Supplemental Income Statement Information
Foreign currency gains (losses), after-tax	$	(1	)	$	(10	)	$	(10	)
Capitalized interest		1			1			2
Cash Flow Information
Net cash provided by operating activities (*)	$	825		$	625		$	1,271
Capital and Exploratory Expenditures
Exploration and Production
United States	$	337		$	315		$	392
International		504			444			565
Total Exploration and Production		841			759			957
Marketing, Refining and Corporate		20			46			35
Total Capital and Exploratory Expenditures	$	861		$	805		$	992
Exploration expenses charged to income included above
United States	$	41		$	53		$	22
International		32			48			45
	$	73		$	101		$	67
(*) Includes changes in working capital

HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES SUPPLEMENTAL FINANCIAL DATA (UNAUDITED) (IN MILLIONS OF DOLLARS)
	March 31,			December 31,
	2010			2009
Balance Sheet Information
Cash and cash equivalents	$	1,370		$	1,362
Other current assets		7,410			6,625
Investments		847			913
Property, plant and equipment – net		16,536			16,627
Other long-term assets		3,786			3,938
Total assets	$	29,949		$	29,465
Current maturities of long-term debt	$	32		$	148
Other current liabilities		7,133			6,702
Long-term debt		4,303			4,319
Other long-term liabilities		4,454			4,768
Total equity excluding other comprehensive income (loss)		15,776			15,203
Accumulated other comprehensive income (loss)		(1,749	)		(1,675	)
Total liabilities and equity	$	29,949		$	29,465

HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES EXPLORATION AND PRODUCTION EARNINGS (UNAUDITED) (IN MILLIONS OF DOLLARS)
	First Quarter 2010
	United
	States			International			Total
Sales and other operating revenues	$	582		$	1,532		$	2,114
Other, net		(1	)		55			54
Total revenues and non-operating income		581			1,587			2,168
Costs and expenses
Production expenses, including related taxes		116			361			477
Exploration expenses, including dry holes
and lease impairment		78			73			151
General, administrative and other expenses		36			31			67
Depreciation, depletion and amortization		136			383			519
Total costs and expenses		366			848			1,214
Results of operations before income taxes		215			739			954
Provision for income taxes		77			326			403
Results of operations attributable to Hess Corporation	$	138		$	413		$	551
	First Quarter 2009
	United
	States			International			Total
Sales and other operating revenues	$	167		$	964		$	1,131
Other, net		(2	)		10			8
Total revenues and non-operating income		165			974			1,139
Costs and expenses
Production expenses, including related taxes		112			297			409
Exploration expenses, including dry holes
and lease impairment		111			82			193
General, administrative and other expenses		27			29			56
Depreciation, depletion and amortization		57			408			465
Total costs and expenses		307			816			1,123
Results of operations before income taxes		(142	)		158			16
Provision (benefit) for income taxes		(53	)		133			80
Results of operations attributable to Hess Corporation	$	(89	)	$	25		$	(64	)
	Fourth Quarter 2009
	United
	States			International			Total
Sales and other operating revenues	$	587		$	1,626		$	2,213
Other, net		-			(3	)		(3	)
Total revenues and non-operating income		587			1,623			2,210
Costs and expenses
Production expenses, including related taxes		104			388			492
Exploration expenses, including dry holes
and lease impairment		77			80			157
General, administrative and other expenses		33			40			73
Depreciation, depletion and amortization		165			397			562
Total costs and expenses		379			905			1,284
Results of operations before income taxes		208			718			926
Provision for income taxes		79			353			432
Results of operations attributable to Hess Corporation	$	129		$	365		$	494

HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES EXPLORATION AND PRODUCTION SUPPLEMENTAL OPERATING DATA (UNAUDITED)
	First		First		Fourth
	Quarter		Quarter		Quarter
	2010		2009		2009
Operating Data
Net Production Per Day (in thousands)
Crude oil - barrels
United States		71		32		76
Europe		86		88		86
Africa		118		126		105
Asia and other		14		15		15
Total		289		261		282
Natural gas liquids - barrels
United States		13		9		12
Europe		3		4		3
Asia and other		1		-		1
Total		17		13		16
Natural gas - mcf
United States		97		78		97
Europe		156		180		147
Asia and other		452		438		456
Total		705		696		700
Barrels of oil equivalent		423		390		415
Average Selling Price
Crude oil - per barrel (including hedging)*
United States	$	74.40	$	38.58	$	70.61
Europe		55.25		35.31		58.07
Africa		62.38		31.15		61.67
Asia and other		71.67		45.86		74.59
Worldwide		63.62		34.42		63.74
Crude oil - per barrel (excluding hedging)
United States	$	74.40	$	38.58	$	70.61
Europe		55.25		35.31		58.07
Africa		75.96		44.20		74.41
Asia and other		71.67		45.86		74.59
Worldwide		69.06		40.19		68.50
Natural gas liquids - per barrel
United States	$	51.11	$	29.03	$	47.12
Europe		59.38		36.76		59.31
Asia and other		63.92		-		57.40
Worldwide		52.93		31.29		50.21
Natural gas - per mcf
United States	$	4.63	$	4.03	$	3.83
Europe		5.41		6.49		4.82
Asia and other		6.37		4.70		5.60
Worldwide		5.92		5.08		5.19

* The after-tax losses from crude oil hedging activities were $83 million in the first quarter of 2010, $82 million in the first quarter of 2009 and $88 million in the fourth quarter of 2009.

HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES MARKETING AND REFINING SUPPLEMENTAL FINANCIAL AND OPERATING DATA (UNAUDITED)
		First			First			Fourth
		Quarter			Quarter			Quarter
		2010			2009			2009
Financial Information (in millions of dollars)
Marketing and Refining Results
Income before income taxes		$	139		$	162		$	16
Provision (benefit) for income taxes			52			60			(1	)
Results of operations attributable to Hess Corporation		$	87		$	102		$	17
Summary of Marketing and Refining Results
Refining		$	(56	)	$	(18	)	$	(40	)
Marketing			121			101			45
Trading			22			19			12
Results of operations attributable to Hess Corporation		$	87		$	102		$	17
Operating Data (barrels and gallons in thousands)
Refined Product Sales (barrels per day)
Gasoline			251			227			241
Distillates			126			150			149
Residuals			86			85			67
Other			51			39			38
Total			514			501			495
Refinery Throughput (barrels per day)
HOVENSA - Crude runs			375			410			371
HOVENSA - Hess 50% share			188			205			185
Port Reading			62			62			61
Refinery Utilization	Refinery Capacity
HOVENSA	(barrels per day)
Crude	500		75.1	%		82.0	%		74.1	%
FCC	150		41.2	%		71.4	%		55.5	%
Coker	58		85.0	%		80.5	%		75.8	%
Port Reading	70		88.8	%		88.2	%		87.3	%
Retail Marketing
Number of retail stations (a)			1,359			1,358			1,357
Convenience store revenue (in millions of dollars) (b)		$	276		$	255		$	296
Average gasoline volume per station (gallons per month) (b)			188			199			196
(a) Includes company operated, Wilco-Hess, dealer and branded retailer.
(b) Company operated only.

CONTACT:
Hess Corporation
Investors:
Jay Wilson, 212-536-8940
or
Media:
Jon Pepper, 212-536-8550