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): July 22, 2010

APACHE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-4300	41-0747868
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2000 Post Oak Boulevard
Suite 100
Houston, Texas 77056-4400
(Address of principal executive offices, including zip code)

(713) 296-6000
(Registrant’s telephone number, including area code)

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:

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

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

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

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

     The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of Section 18, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure

     On July 22, 2010, Apache Corporation announced that it priced its previously disclosed offerings of common stock and depositary shares. The full text of the press release announcing pricing of the offerings is listed under Item 9.01 as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

99.1 Press release of Apache Corporation, dated July 22, 2010.

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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.

	APACHE CORPORATION
Dated: July 22, 2010	By:	/s/ Becky Hoyt
		Becky Hoyt
		Vice President and Controller

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EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press release of Apache Corporation, dated July 22, 2010.

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EX-99.1

Exhibit 99.1

Apache Announces Pricing of Equity Offerings

     HOUSTON, July 22, 2010 /PRNewswire via COMTEX News Network/ — Apache Corporation (NYSE, Nasdaq: APA) today announced the pricing of offerings of common stock and depositary shares raising approximately $3.1 billion with underwriters’ options that may bring in up to an additional $469 million.

     Apache said it has priced its offering of 23 million shares of common stock at a public offering price of $88.00 per share, or approximately $2.0 billion. The size of the common stock offering was increased from the previously announced 21 million shares.

     Apache also sold 22 million depositary shares for $1.1 billion. Each depositary share represents a 1/20th interest in a share of Apache’s 6.00% Mandatory Convertible Preferred Stock, Series D, with an initial liquidation preference of $1,000 per share (equivalent to $50 liquidation preference per depositary share).

     Apache has granted the underwriters a 30-day option to purchase up to 3.45 million additional shares of its common stock and up to 3.3 million additional depositary shares.

     Goldman, Sachs & Co., BofA Merrill Lynch, Citi and J.P. Morgan were joint book-running managers for the offerings.

     Settlement of the common stock and depositary share offerings is expected to occur on July 28, 2010, subject to customary conditions.

     Apache Corporation is an oil and gas exploration and production company with operations in the United States, Canada, Egypt, the United Kingdom North Sea, Australia and Argentina.

     This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

     This news release contains certain “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 including, without limitation, expectations, beliefs, plans and objectives regarding production and exploration activities. Any matters that are not historical facts are forward-looking and, accordingly, involve estimates, assumptions, risks and uncertainties, including, without limitation, risks, uncertainties and other factors discussed in our most recently filed Annual Report on Form 10-K, on our website and in our other public filings and press releases. There is no assurance that Apache’s expectations will be realized, and actual results may differ materially from those expressed in the forward-looking statements. Other than as required by law, Apache assumes no duty to update these statements as of any future date.