SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* FARACI JOHN V (Last) (First) (Middle) 600 NORTH DAIRY ASHFORD (Street) HOUSTON TX 77079 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/15/2015	3. Issuer Name and Ticker or Trading Symbol CONOCOPHILLIPS [ COP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

Remarks:

No securities are beneficially owned.

	Shannon B. Kinney, Attorney In Fact, (by Power of Attorney filed herewith)	01/20/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY

The undersigned, a person subject to ownership reporting pursuant to
Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), and requirements pursuant to Rule I 44 under the
Securities Act of 1933, as amended (the "Securities Act"), in respect
of the equity securities ofConocoPhillips, hereby makes, constitutes
and appoints any ofJanet Langford Kelly, Graham W. Vanhegan,
Christopher A. Lause, Shannon B. Kinney and Stephen D. Elison my true and
lawful attorney-in-fact with full power and authority:

(1) to prepare, execute in my name and on my behalf, and file with
the U.S. Securities and Exchange Commission (the "SEC") any of the
following forms which I may be required or permitted to file:
(A) Form lD and any other documents necessary or appropriate to
obtain codes and passwords enabling the undersigned to make electronic
filings with the SEC ofreports required by Section 16(a) of the Exchange
Act or any rule or regulation of the SEC; (B) Forms 3, 4 and 5 or any
other reports or statements of beneficial ownership or changes ofbeneficial
ownership necessary or appropriate under Section 16(a) of the Exchange
Act; and
(C) Form 144, or any other notice of proposed sale of securities or
other document necessary or appropriate under Rule 144 of the
Securities Act.
(2) to do and perform any and all acts for and on my behalf which
may be necessary or desirable to complete and execute any such Form ID,
3, 4, 5, or 144, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any stock exchange or
similar authority
I hereby revoke any previous power ofattorney l may have given to
any person to make and file such reports, statements and notices with
respect to the equity securities of ConocoPhillips. This power
ofattorney shall remain in force for so long as I may be subject to
reporting obligations under Section l 6(a) ofthe Exchange Act or the
requirements of Rule 144 under the Securities Act, unless earlier
expressly revoked by me in writing and delivered to ConocoPhillips.
Each of my attorneys-in-fact may at their sole discretion designate
one or more substitute attorneys-in-fact to act in their place. I acknowledge
that my attorneys-in-fact, in serving in this capacity at my request,
are not assuming, nor is ConocoPhillips assuming, any of my responsibilities
to comply with the Exchange Act, the Securities
Act, or the rules and regulations thereunder.

By:  John V. Faraci
Date: January 12, 2015