SEC FORM
4/A
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CONOCOPHILLIPS
[ COP ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year)
01/15/2007
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
01/17/2007
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock units |
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01/15/2007 |
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A |
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1,901 |
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|
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Common stock |
1,901 |
$0
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2,235
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D |
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| Explanation of Responses: |
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| Remarks: |
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Nathan P. Murphy, Attorney-in-Fact (Power of Attorney filed herewith) |
09/05/2007 |
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** 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
4
(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. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
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 144 under the
Securities Act of 1933, as amended (the "Securities Act"), in respect
of the equity securities of ConocoPhillips, hereby makes, constitutes
and appoints any of Janet L. Kelly, Wayne C. Byers, Brenda M. Landry,
Nathan P. Murphy and Michael A. Plotz 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 ID and any other documents necessary or appropriate to
obtain codes and passwords enabling the undersigned to make electronic
filings with the SEC of reports 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 of beneficial 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 of attorney I 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
of attorney shall remain in force for so long as I may be subject to
reporting obligations under Section 16(a) of the 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.
RICHARD L. ARMITAGE
________________________________________
Richard L. Armitage
Date: August 15, 2007
