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* Gallogly James L (Last) (First) (Middle) 600 NORTH DAIRY ASHFORD (Street) HOUSTON TX 77079 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/01/2006	3. Issuer Name and Ticker or Trading Symbol CONOCOPHILLIPS [ COP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) EVP-Refining,Marktg,Transport	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)
Common Stock	12,886	I	By ConocoPhillips Savings Plan
Common Stock	12,114(1)	I	By 401(k) Plan

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
Phantom Stock	(2)	(2)	Common Stock	4,475	(3)	D
Stock Options (right to buy)	(4)	10/11/2009	Common Stock	3,472	23.44	D
Stock Options (right to buy)	(4)	09/13/2009	Common Stock	2,800	26.57	D
Stock Options (right to buy)	(4)	09/26/2010	Common Stock	1,800	31.47	D

Explanation of Responses:

1. Based on a plan statement as of March 30, 2006.

2. The shares of phantom stock were acquired under a Deferred Compensation Plan providing for settlement upon termination of employment, subject to possible deferred payment in certain circumstances. The reporting of this transaction is not an acknowledgment that it is not an exempt transaction under an Excess Benefit Plan pursuant to Rule 16b-3(c).

3. The shares of phantom stock convert to ConocoPhillips common stock on a 1-for-1 basis.

4. The stock options became immediately exercisable upon the approval by the stockholders of Phillips Petroleum Company of the merger with Conoco Inc. at the special meeting of Phillips stockholders held on March 12, 2002.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	Michael A. Gist, attorney-in-fact (Power of Attorney filed herewith)	04/06/2006
	** 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).
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Exhibit 24

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 Stephen F. Gates, Wayne C. Byers, Elizabeth A. Cook, Michael A. Gist and

Nathan P. Murphy, Michael A. Plotz my true and lawful attorney-in-fact with full power and

authority (1) to make and file on my behalf any reports or statements of beneficial ownership or

changes of beneficial ownership, including Forms, 3, 4 and 5 and amendments to these forms,

which I may be required or permitted to file under the Exchange Act, and (2) to make and file on

my behalf any notice of proposed sale of securities or other document, including Form 144,

which I may be required or permitted to file under the Securities Act.  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.

March 30, 2006



  /s/ James L. Gallogly