Registration No. 33-67924

                 POST EFFECTIVE AMENDMENT NO. 1
                               TO
                            FORM S-8

    Registration Statement under the Securities Act of 1933


                    DEVON ENERGY CORPORATION
     (Exact name of registrant as specified in its charter)

             Oklahoma                             73-1474008
  (State or other jurisdiction                 (I.R.S. Employer
of incorporation or organization)             Identification No.)

      20 North Broadway, Suite 1500
      Oklahoma City, Oklahoma                            73102
(Address of Principal Executive Office)                (Zip Code)
                   _________________________

        DEVON ENERGY CORPORATION 1993 STOCK OPTION PLAN
                    (Full title of the plan)

      Mr. J. Larry Nichols                 Copies to:
           President                   Jerry A. Warren, Esq.
    Devon Energy Corporation               McAfee & Taft
  20 North Broadway, Suite 1500      A Professional Corporation
  Oklahoma City, Oklahoma 73102             Tenth Floor
  (Name and address of agent            Two Leadership Square
         for service)               Oklahoma City, Oklahoma 73102

                          405/235-3611
 (Telephone number, including area code, of agent for service)
                   _________________________

           On  June  7,  1995, the shareholders of  Devon  Energy
Corporation, a Delaware corporation ("Devon Delaware"),  approved
the  merger  of  Devon Delaware with and into  its  newly  formed
Oklahoma  subsidiary,  Devon Oklahoma Corporation,  the  name  of
which has been changed to Devon Energy Corporation as a result of
the merger ("Devon Oklahoma").  By this amendment, Devon Oklahoma
hereby  adopts this registration statement, as well as the  stock
option  plan which is the subject of this registration statement,
as its own for all purposes of the Securities Act of 1933 and the
Securities Exchange Act of 1934.  This adoption is made  pursuant
to Rule 414(d) as promulgated under the Securities Act of 1933.

                           SIGNATURES

           Pursuant to the requirements of the Securities Act  of
1933, the registrant certifies that it has reasonable grounds  to
believe that it meets all of the requirements for filing on  Form
S-8  and  has  duly  caused this amendment  to  the  registration
statement  to  be  signed  on  its  behalf  by  the  undersigned,
thereunto duly authorized, in the City of Oklahoma City, State of
Oklahoma, on the 7th day of June, 1995.

                              DEVON ENERGY CORPORATION


                         By  J. Larry Nichols
                           J. Larry Nichols, President
                           and Chief Executive Officer

           Pursuant to the requirements of the Securities Act  of
1933,  this  registration  statement  has  been  signed  by   the
following persons in the capacities indicated on June 7, 1995.

Signature                Title


John W. Nichols          Chairman of the Board and
John W. Nichols          Director


J. Larry Nichols         President, Chief Executive
J. Larry Nichols         Officer and Director


H.R. Sanders, Jr.        Executive Vice President
H.R. Sanders, Jr.        and Director


William T. Vaughn        Vice President - Finance
William T. Vaughn        and Chief Financial Officer

Danny J. Heatly          Controller
Danny J. Heatly


Thomas F. Ferguson       Director
Thomas F. Ferguson


David M. Gavrin          Director
David M. Gavrin


Michael E. Gellert       Director
Michael E. Gellert