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): September 20, 2011

APACHE CORPORATION

(Exact name of registrant as specified in its charter)

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

2000 Post Oak Boulevard
Suite 100
Houston, Texas 77056-4400
(Address of principal executive offices) (Zip Code)

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

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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 20, 2011, the Board of Directors (the “Board”) of Apache Corporation (the “Company”) increased the size of the Board from thirteen persons to fourteen persons and appointed Mr. William C. Montgomery as a new director. Mr. Montgomery was appointed to fill the vacancy created by the increase in the size of the Board and will serve as director with a term expiring at the Company’s 2013 annual meeting of stockholders. The Board has not yet determined the committee to which Mr. Montgomery will be appointed. On September 20, 2011, the Company issued a press release announcing this appointment, a copy of which is filed herewith as Exhibit 99.1.

For his service, Mr. Montgomery will receive compensation that is commensurate with that received by the Company’s other non-employee directors, although the annual retainer will be pro-rated to reflect his length of service in 2011. The description of such compensatory arrangements under the caption “Director Compensation” in the Company’s definitive proxy statement, filed with the SEC on April 7, 2011, is incorporated by reference herein.

Mr. Montgomery has (i) no arrangements or understandings with any other person pursuant to which he was elected for the position described above and (ii) no family relationship with any director or other executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Mr. Montgomery previously served until April 2011, as a partner in the investment banking division of Goldman, Sachs & Co. (“Goldman”). Goldman and its affiliates, usually as part of a larger underwriting group or syndicate, have engaged in investment banking, commercial banking services, and other commercial dealings in the ordinary course of business with the Company for which they have received customary fees and commissions. Mr. Montgomery has had no direct or indirect material interest in any transaction or series of similar transactions contemplated by Item 404(a) of Regulation S-K other than through his former employment by Goldman.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release of Apache Corporation, dated September 20, 2011.

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.

	APACHE CORPORATION
Date: September 22, 2011	/s/ Thomas P. Chambers
	Thomas P. Chambers
	Executive Vice President and Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release of Apache Corporation, dated September 20, 2011.

EX-99.1

Exhibit 99.1

[Apache Logo]

CONTACTS:
(Media):	Bill Mintz	(713) 296-7276
	Patrick Cassidy	(713) 296-6100
(Investor):	Alfonso Leon	(713) 296-6692
(Website):	www.apachecorp.com

APACHE APPOINTS WILLIAM C. MONTGOMERY TO BOARD OF DIRECTORS

     HOUSTON, Sept. 20, 2011 — Apache Corporation (NYSE, Nasdaq: APA) today announced the appointment of William C. Montgomery, a managing director of Quantum Energy Partners, a private equity firm that focuses on investments in the energy and power industries, to its board of directors.

     Montgomery is a member of Quantum’s executive and investment committees, involved in setting of the firm’s strategy and responsible for originating and overseeing investments in the oil and gas upstream, midstream, and oilfield service sectors.

     Prior to joining Quantum, Montgomery was a partner in the Investment Banking Division of Goldman, Sachs & Co. During his tenure, he headed Goldman’s Americas Natural Resources Group as well as its Houston office. He was also a member of Goldman’s Investment Banking Services Leadership Group. During his 22 years as a banker, Montgomery focused on large cap energy companies primarily in the upstream and oil service sectors.

     “Bill has provided a wide range of counsel to Apache and others in the oil and gas industry over a broad spectrum of issues,” said Charles J. Pitman, chairman of the Apache board’s corporate governance and nominating committee. “His experience enables him to assess the risks, challenges and opportunities facing a company like Apache — and he understands our strategy and culture as well as anyone.”

     Montgomery has been an active civic leader, chairing the boards of the Houston Museum of Natural Science and the St. Francis Episcopal Day School; he continues to serve on both boards. He is

also a member of the board of trustees for the St. Luke’s Episcopal Health System and the Kinkaid School Endowment. Bill earned his bachelor’s in Business Administration from the University of Texas and his M.B.A. from the Wharton School at the University of Pennsylvania.

     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. Apache posts announcements, updates, investor information and all recent press releases, on its website, www.apachecorp.com.

-end-