8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSIONWashington, 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):   April 30, 2019

ConocoPhillips(Exact name of registrant as specified in its charter)

Delaware	001-32395	01-0562944
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation)	File Number)	Identification No.)

925 N. Eldridge ParkwayHouston, Texas 77079(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code:  (281) 293-1000

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:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On April 30, 2019 ConocoPhillips issued a press release announcing the company's financial and operating results for the quarter ended March 31, 2019.  A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.  Additional financial and operating information about the quarter is furnished as Exhibit 99.2 hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

      Exhibit No.      Description

99.1 — Press release issued by ConocoPhillips on April 30, 2019.

99.2 — Supplemental financial information.

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.

	CONOCOPHILLIPS
	/s/ Catherine A. Brooks
	Catherine A. Brooks Vice President and Controller
April 30, 2019

EX-99.1

Exhibit 99.1

ConocoPhillips Reports First-Quarter 2019 Results; Operating Plan Continues to Deliver Strong Free Cash Flow and Returns to Shareholders

HOUSTON--(BUSINESS WIRE)--April 30, 2019--ConocoPhillips (NYSE: COP) today reported first-quarter 2019 earnings of $1.8 billion, or $1.60 per share, compared with first-quarter 2018 earnings of $0.9 billion, or $0.75 per share. Excluding special items, first-quarter 2019 adjusted earnings were $1.1 billion, or $1.00 per share, compared with first-quarter 2018 adjusted earnings of $1.1 billion, or $0.96 per share. Special items for the current quarter included an unrealized gain on Cenovus Energy equity, recognition of deferred revenue, and amounts recognized from the PDVSA International Chamber of Commerce (ICC) settlement.

First-Quarter Highlights and Recent Announcements

• Cash provided by operating activities was $2.9 billion. Excluding working capital, cash from operations (CFO) of $2.9 billion exceeded capital expenditures and investments, generating free cash flow of $1.3 billion.
• Repurchased $0.8 billion of shares and paid $0.3 billion in dividends funded entirely from free cash flow, representing a return of CFO to shareholders of 37 percent.
• First-quarter production excluding Libya of 1,318 MBOED; year-over-year underlying production grew 5 percent overall and 13 percent on a per debt-adjusted share basis.
• Grew production from the Lower 48 Big 3 unconventionals by 30 percent year-over-year.
• Ended the quarter with cash, cash equivalents and restricted cash totaling $6.5 billion and short-term investments of $0.2 billion, equating to $6.7 billion of ending cash and short-term investments.
• Received a ruling from the International Centre for Settlement of Investment Disputes (ICSID) ordering Venezuela to pay $8.7 billion for unlawful expropriation.
• Closed the sale of the Greater Sunrise Fields in April for $350 million before customary adjustments.
• Announced $2.7 billion United Kingdom divestiture agreement in April, plus interest and customary adjustments, subject to regulatory and other approvals.

“ConocoPhillips’ value proposition, priorities and portfolio are designed for the volatile environment that we believe has become the norm,” said Ryan Lance, chairman and chief executive officer. “We continue to execute and deliver on a plan that’s resilient to lower prices, while offering investors upside to higher prices. We approach the business with an aim to level-load our investment and distribution programs, rather than chase cycles up or down, because we believe that is the best way to create sustained value in the energy sector. By focusing on free cash flow generation and distributing a significant portion of cash flows to shareholders, we offer the market a path to value creation in this cyclical business.”

Lance continued, “At our Analyst & Investor Meeting in November we intend to showcase a decade-long plan based on our current portfolio with capital averaging less than $7 billion per year. At a reference price of $50 per barrel WTI, we expect our plan will generate absolute and per-share organic growth and return at least 30 percent of cash from operations to shareholders annually. We believe that our flexibility uniquely positions us to extend our successful strategy for many years, deliver free cash flow at less than $40 per barrel WTI and achieve superior returns across a range of prices.”

First-Quarter Review

Production excluding Libya for the first quarter of 2019 was 1,318 MBOED, an increase of 94 MBOED compared with the same period a year ago. The volume impact from acquisitions and dispositions was a net benefit of 30 MBOED. Excluding this impact, production increased by 64 MBOED. This remaining increase was primarily due to growth from the Big 3 unconventionals, major projects in Alaska, Europe and Asia Pacific, and development programs. Growth more than offset normal field decline, downtime from a planned turnaround in Qatar, and mandated production curtailment in Canada. Production from Libya was 43 MBOED.

During the quarter, the company advanced operational milestones targeted for this year. In Alaska, construction began on the multi-year GMT-2 project and appraisal of the Narwhal and Greater Willow areas continued. In Canada, appraisal drilling finished at a 14-well Montney pad and completion operations began. In the Lower 48, the Big 3 unconventionals produced 326 MBOED, in line with expectations of a flat production profile in the first half of the year. Production from the Big 3 is expected to ramp up in the second half of the year to deliver approximately 19 percent full-year growth. Additionally, resource-enhancing pilots were progressed with the startup of the first multi-well pad utilizing a new completion design in the Eagle Ford. In the Louisiana Austin Chalk, the multi-well exploration program continued through the first quarter. In Norway, peak production from Aasta Hansteen was achieved and Bohai Phase 3 in China continued ramping from two wellhead platforms, with fabrication of a third platform underway.

Earnings were higher compared with the first quarter of 2018 primarily due to an unrealized gain on Cenovus Energy equity, higher volumes and recognition of deferred revenue. Excluding special items, adjusted earnings improved compared with first-quarter 2018 primarily due to higher volumes, partially offset by depreciation expense and production and operating expenses associated with the higher volumes. The company’s total realized price was $50.59 per BOE, compared with $50.49 per BOE in the first quarter of 2018 as higher LNG and bitumen prices were largely offset by lower crude, natural gas liquids and natural gas prices.

For the quarter, cash provided by operating activities was $2.89 billion. Excluding a $0.05 billion change in operating working capital, ConocoPhillips generated $2.94 billion in cash from operations (CFO), which included approximately $0.1 billion from the PDVSA ICC settlement and $0.1 billion from APLNG distributions. The company also incurred $1.6 billion in capital expenditures and investments, $0.8 billion for share repurchases and $0.3 billion for dividends, entirely funded by CFO.

Outlook

Second-quarter 2019 production is expected to be 1,240 to 1,280 MBOED, reflecting the impact from seasonal turnarounds planned in Alaska, Canada and Europe. The guidance excludes Libya and does not include impacts from the recently announced U.K. divestiture agreement.

Full-year guidance for depreciation, depletion and amortization has been decreased to $6.1 billion, reflecting the held-for-sale impact of the U.K. divestiture agreement. The company’s other full-year guidance is unchanged and does not include impacts from the U.K. divestiture agreement.

ConocoPhillips will host a conference call today at 1:00 p.m. EDT to discuss this announcement. To listen to the call, as well as view related presentation materials and supplemental information, go to www.conocophillips.com/investor.

The company announced that it will host its Analyst & Investor Meeting in Houston on Nov. 19, 2019. The company will provide a decade-long operating and financial plan that is expected to achieve its priorities based on capital expenditures averaging less than $7 billion per year. Additional details will be provided at a later date.

--- # # # ---

About ConocoPhillips

ConocoPhillips is the world’s largest independent E&P company based on production and proved reserves. Headquartered in Houston, Texas, ConocoPhillips had operations and activities in 17 countries, $71 billion of total assets, and approximately 10,800 employees as of March 31, 2019. Production excluding Libya averaged 1,318 MBOED for the three months ended March 31, 2019, and proved reserves were 5.3 BBOE as of Dec. 31, 2018. For more information, go to www.conocophillips.com

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This news release contains forward-looking statements. Forward-looking statements relate to future events and anticipated results of operations, business strategies, and other aspects of our operations or operating results. In many cases you can identify forward-looking statements by terminology such as "anticipate," "estimate," "believe," "continue," "could," "intend," "may," "plan," "potential," "predict," "should," "will," "expect," "objective," "projection," "forecast," "goal," "guidance," "outlook," "effort," "on track," "target" and other similar words. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, there can be no assurance that such expectation or belief will result or be achieved. The actual results of operations can and will be affected by a variety of risks and other matters including, but not limited to changes in commodity prices; changes in expected levels of oil and gas reserves or production; operating hazards, drilling risks, unsuccessful exploratory activities; difficulties in developing new products and manufacturing processes; unexpected cost increases or technical difficulties in constructing, maintaining, or modifying company facilities; legislative and regulatory initiatives addressing global climate change or other environmental concerns; investment in and development of competing or alternative energy sources; disruptions or interruptions impacting the transportation for our oil and gas production; international monetary conditions and exchange rate fluctuations; changes in international trade relationships, including the imposition of trade restrictions or tariffs on any materials or products (such as aluminum and steel) used in the operation of our business; our ability to collect payments when due under our settlement agreement with PDVSA; our ability to collect payments from the government of Venezuela as ordered by the ICSID; our ability to liquidate the common stock issued to us by Cenovus Energy Inc. at prices we deem acceptable, or at all; our ability to complete our announced dispositions or acquisitions on the timeline currently anticipated, if at all; the possibility that regulatory approvals for our announced dispositions or acquisitions will not be received on a timely basis, if at all, or that such approvals may require modification to the terms of our announced dispositions, acquisitions or our remaining business; business disruptions during or following our announced dispositions or acquisitions, including the diversion of management time and attention; the ability to deploy net proceeds from our announced dispositions in the manner and timeframe we currently anticipate, if at all; our ability to develop our portfolio within expected capital levels; potential liability for remedial actions under existing or future environmental regulations; potential liability resulting from pending or future litigation; the impact of competition and consolidation in the oil and gas industry; limited access to capital or significantly higher cost of capital related to illiquidity or uncertainty in the domestic or international financial markets; general domestic and international economic and political conditions; changes in tax, environmental and other laws applicable to our business; and disruptions resulting from extraordinary weather events, civil unrest, war, terrorism or cyber attack. Other factors that could cause actual results to differ materially from those described in the forward-looking statements include other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission (SEC). Unless legally required, ConocoPhillips undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Cautionary Note to U.S. Investors – The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves. We may use the term "resource" in this news release that the SEC’s guidelines prohibit us from including in filings with the SEC. U.S. investors are urged to consider closely the oil and gas disclosures in our Form 10-K and other reports and filings with the SEC. Copies are available from the SEC and from the ConocoPhillips website.

Use of Non-GAAP Financial Information – To supplement the presentation of the company’s financial results prepared in accordance with U.S. generally accepted accounting principles (GAAP), this news release and the accompanying supplemental financial information contain certain financial measures that are not prepared in accordance with GAAP, including adjusted earnings (calculated on a consolidated and on a segment-level basis), adjusted earnings per share, cash from operations (CFO) and free cash flow.

The company believes that the non-GAAP measures adjusted earnings (both on an aggregate and a per share basis) is useful to investors to help facilitate comparisons of the company’s operating performance associated with the company’s core business operations across periods on a consistent basis and with the performance and cost structures of peer companies by excluding items that do not directly relate to the company’s core business operations. The company further believes that the non-GAAP measure CFO is useful to investors to help understand changes in cash provided by operating activities excluding the impact of working capital changes across periods on a consistent basis and with the performance of peer companies. The company also believes that free cash flow is useful to investors as it provides a measure to compare CFO after deduction of capital expenditures and investments across periods on a consistent basis. Free cash flow is not a measure of cash available for discretionary expenditures since the company has certain non-discretionary obligations such as debt service that are not deducted from the measure. The company’s Board of Directors and management also use these non-GAAP measures to analyze the company’s operating performance across periods when overseeing and managing the company’s business.

Each of the non-GAAP measures included in this news release and the accompanying supplemental financial information has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of the company’s results calculated in accordance with GAAP. In addition, because not all companies use identical calculations, the company’s presentation of non-GAAP measures in this news release and the accompanying supplemental financial information may not be comparable to similarly titled measures disclosed by other companies, including companies in our industry. The company may also change the calculation of any of the non-GAAP measures included in this news release and the accompanying supplemental financial information from time to time in light of its then existing operations to include other adjustments that may impact its operations.

Reconciliations of each non-GAAP measure presented in this news release to the most directly comparable financial measure calculated in accordance with GAAP are included in the release.

Other Terms – The release also contains the terms underlying production and production per debt-adjusted share. Underlying production excludes Libya and reflects the impact of closed acquisitions and dispositions (A&D) with an assumed close date of January 1, 2018. 1Q 2018 underlying production includes 30 MBOED for the net A&D impact. Production per debt-adjusted share is calculated on an underlying production basis using ending period debt divided by ending share price plus ending shares outstanding. The company believes that underlying production is useful to investors to compare production excluding Libya and reflecting the impact of closed acquisitions and dispositions on a consistent go-forward basis across periods and with peer companies. The company believes that production per debt-adjusted share is useful to investors as it provides a consistent view of production on a total equity basis by converting debt to equity and allows for comparisons across peer companies.

References in the release to earnings refer to net income/(loss) attributable to ConocoPhillips.

ConocoPhillips
Table 1: Reconciliation of earnings to adjusted earnings
$ Millions, Except as Indicated
	1Q19					1Q18
	Pre-tax	Income tax	After-tax		Per share of common stock (dollars)	Pre-tax	Income tax	After-tax	Per share of common stock (dollars)
Earnings			$	1,833	1.60			888	0.75
Adjustments:
Unrealized gain (loss) on CVE equity	(337)	(1)		(338)	(0.30)	116	1	117	0.10
Pending claims and settlements	(130)	(68)		(198)	(0.17)	(135)	65	(70)	(0.06)
Recognition of deferred revenue	(248)	52		(196)	(0.17)	-	-	-	-
Impairments	60	(13)		47	0.04	10	(2)	8	0.01
Premiums on early debt retirement	-	-		-	-	206	(13)	193	0.16
Adjusted earnings / (loss)			$	1,148	1.00			1,136	0.96
The income tax effects of the special items are primarily calculated based on the statutory rate of the jurisdiction in which the discrete item resides.

ConocoPhillips
Table 2: Reconciliation of net cash provided by operating activities to free cash flow
$ Millions, Except as Indicated
	1Q19
Net Cash Provided by Operating Activities	2,894
Adjustments:
Net operating working capital changes	(54)
Cash from operations	2,948
Capital expenditures and investments	(1,637)
Free Cash Flow	1,311

CONTACT:
Daren Beaudo (media)
281-293-2073
daren.beaudo@conocophillips.com

Mark Keener (investors)
281-293-5000
mark.a.keener@conocophillips.com

EX-99.2

Exhibit 99.2

	First-Quarter 2019 Detailed Supplemental Information
	2018															2019
	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
$ Millions, Except as Indicated
CONSOLIDATED INCOME STATEMENT
Revenues and Other Income
Sales and other operating revenues		8,798			8,504			9,449			9,666			36,417			9,150						9,150
Equity in earnings of affiliates		208			265			294			307			1,074			188						188
Gain on dispositions		7			55			113			888			1,063			17						17
Other income (loss)		(52	)		416			309			(500	)		173			702						702
Total Revenues and Other Income		8,961			9,240			10,165			10,361			38,727			10,057						10,057
Costs and Expenses
Purchased commodities		3,714			3,064			3,530			3,986			14,294			3,675						3,675
Production and operating expenses		1,171			1,313			1,367			1,362			5,213			1,271						1,271
Selling, general and administrative expenses		99			118			119			65			401			153						153
Exploration expenses		95			69			103			102			369			110						110
Depreciation, depletion and amortization		1,412			1,438			1,494			1,612			5,956			1,546						1,546
Impairments		12			(35	)		44			6			27			1						1
Taxes other than income taxes		183			273			312			280			1,048			275						275
Accretion on discounted liabilities		88			89			89			87			353			86						86
Interest and debt expense		184			177			186			188			735			233						233
Foreign currency transaction (gains) losses		30			(28	)		5			(24	)		(17	)		12						12
Other expenses		197			143			10			25			375			8						8
Total Costs and Expenses		7,185			6,621			7,259			7,689			28,754			7,370						7,370
Income before income taxes		1,776			2,619			2,906			2,672			9,973			2,687						2,687
Income tax provision		876			965			1,033			794			3,668			841						841
Net Income		900			1,654			1,873			1,878			6,305			1,846						1,846
Less: net income attributable to noncontrolling interests		(12	)		(14	)		(12	)		(10	)		(48	)		(13	)					(13	)
Net Income Attributable to ConocoPhillips		888			1,640			1,861			1,868			6,257			1,833						1,833
Net Income Attributable to ConocoPhillips
Per Share of Common Stock (dollars)
Basic		0.75			1.40			1.60			1.62			5.36			1.61						1.61
Diluted		0.75			1.39			1.59			1.61			5.32			1.60						1.60
Average Common Shares Outstanding (in thousands)*
Basic		1,179,792			1,172,378			1,163,033			1,151,148			1,166,499			1,139,463						1,139,463
Diluted		1,186,454			1,181,167			1,172,694			1,159,305			1,175,538			1,146,515						1,146,515
*Ending Common Shares Outstanding is 1,130,176 as of Mar. 31, 2019, compared with 1,138,349 as of Dec. 31, 2018.
INCOME (LOSS) BEFORE INCOME TAXES
Alaska		654			531			535			470			2,190			505						505
Lower 48		398			523			660			640			2,221			261						261
Canada		(105	)		47			49			(24	)		(33	)		73						73
Europe and North Africa		771			862			811			1,687			4,131			709						709
Asia Pacific and Middle East		653			629			815			743			2,840			730						730
Other International		(10	)		(2	)		334			72			394			130						130
Corporate and Other		(585	)		29			(298	)		(916	)		(1,770	)		279						279
Consolidated		1,776			2,619			2,906			2,672			9,973			2,687						2,687
EFFECTIVE INCOME TAX RATES
Alaska*		19.9	%		21.4	%		20.1	%		5.4	%		17.2	%		23.9	%					23.9	%
Lower 48		22.6	%		21.7	%		22.2	%		19.3	%		21.3	%		26.2	%					26.2	%
Canada		38.4	%		29.7	%		31.2	%		361.3	%		291.3	%		-66.4	%					-66.4	%
Europe and North Africa		68.3	%		66.3	%		70.3	%		35.4	%		54.8	%		70.8	%					70.8	%
Asia Pacific and Middle East		27.6	%		23.5	%		27.8	%		22.4	%		25.4	%		26.2	%					26.2	%
Other International		-336.7	%		-102.3	%		5.4	%		-33.5	%		7.6	%		-1.3	%					-1.3	%
Corporate and Other		7.5	%		5.3	%		17.3	%		0.9	%		5.8	%		3.0	%					3.0	%
Consolidated		49.3	%		36.8	%		35.5	%		29.7	%		36.8	%		31.3	%					31.3	%
*Alaska including taxes other than income taxes.		22.4	%		36.1	%		37.1	%		24.9	%		30.3	%		38.1	%					38.1	%

	2018															2019
	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
$ Millions
EARNINGS BY SEGMENT
Alaska		524			418			427			445			1,814			384						384
Lower 48		308			410			513			516			1,747			193						193
Canada		(65	)		33			34			61			63			122						122
Europe and North Africa		245			290			241			1,090			1,866			207						207
Asia Pacific and Middle East		461			466			577			566			2,070			525						525
Other International		(44	)		(5	)		316			97			364			131						131
Corporate and Other		(541	)		28			(247	)		(907	)		(1,667	)		271						271
Consolidated		888			1,640			1,861			1,868			6,257			1,833						1,833
SPECIAL ITEMS
Alaska		79			-			-			98			177			-						-
Lower 48		(8	)		-			(37	)		106			61			(47	)					(47	)
Canada		-			36			32			80			148			68						68
Europe and North Africa		-			32			-			805			837			-						-
Asia Pacific and Middle East		-			-			-			-			-			-						-
Other International		(34	)		-			325			93			384			147						147
Corporate and Other		(285	)		281			(54	)		(623	)		(681	)		517						517
Consolidated		(248	)		349			266			559			926			685						685
Detailed reconciliation of these items is provided on page 3.
ADJUSTED EARNINGS
Alaska		445			418			427			347			1,637			384						384
Lower 48		316			410			550			410			1,686			240						240
Canada		(65	)		(3	)		2			(19	)		(85	)		54						54
Europe and North Africa		245			258			241			285			1,029			207						207
Asia Pacific and Middle East		461			466			577			566			2,070			525						525
Other International		(10	)		(5	)		(9	)		4			(20	)		(16	)					(16	)
Corporate and Other		(256	)		(253	)		(193	)		(284	)		(986	)		(246	)					(246	)
Consolidated		1,136			1,291			1,595			1,309			5,331			1,148						1,148
ADJUSTED EFFECTIVE INCOME TAX RATES
Alaska		19.5	%		21.4	%		20.1	%		26.2	%		21.7	%		23.9	%					23.9	%
Lower 48		22.5	%		21.7	%		22.3	%		19.1	%		21.4	%		25.3	%					25.3	%
Canada		38.4	%		-1.5	%		61.1	%		20.3	%		33.6	%		26.7	%					26.7	%
Europe and North Africa		68.3	%		68.1	%		70.3	%		69.0	%		68.9	%		70.8	%					70.8	%
Asia Pacific and Middle East		27.6	%		23.5	%		27.8	%		22.4	%		25.4	%		26.2	%					26.2	%
Other International		0.7	%		-102.3	%		17.2	%		130.6	%		44.9	%		9.6	%					9.6	%
Corporate and Other		13.8	%		5.8	%		11.3	%		-8.2	%		5.7	%		14.8	%					14.8	%
Consolidated		41.8	%		41.2	%		39.2	%		43.6	%		41.4	%		42.9	%					42.9	%

	2018															2019
$ Millions	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
DETAILED SPECIAL ITEMS
Alaska
Pending claims and settlements		101			-			-			-			101			-						-
Subtotal before income taxes		101			-			-			-			101			-						-
Income tax provision (benefit)1		22			-			-			(98	)		(76	)		-						-
Total		79			-			-			98			177			-						-
Lower 48
Restructuring		-			-			(20	)		(3	)		(23	)		-						-
Impairments		(10	)		-			(43	)		-			(53	)		(60	)					(60	)
Gain (loss) on asset sales		-			-			56			136			192			-						-
Pending claims and settlements		-			-			(41	)		-			(41	)		-						-
Subtotal before income taxes		(10	)		-			(48	)		133			75			(60	)					(60	)
Income tax provision (benefit)1		(2	)		-			(11	)		27			14			(13	)					(13	)
Total		(8	)		-			(37	)		106			61			(47	)					(47	)
Canada
Gain (loss) on asset sales		-			50			45			-			95			-						-
Subtotal before income taxes		-			50			45			-			95			-						-
Income tax provision (benefit)1		-			14			13			(80	)		(53	)		(68	)					(68	)
Total		-			36			32			80			148			68						68
Europe and North Africa
Impairments		-			53			-			52			105			-						-
Gain (loss) on asset sales		-			-			-			715			715			-						-
Subtotal before income taxes		-			53			-			767			820			-						-
Income tax provision (benefit)		-			21			-			(38	)		(17	)		-						-
Total		-			32			-			805			837			-						-
Asia Pacific and Middle East
Subtotal before income taxes		-			-			-			-			-			-						-
Income tax provision (benefit)		-			-			-			-			-			-						-
Total		-			-			-			-			-			-						-
Other International
Pending claims and settlements		-			-			345			85			430			147						147
Subtotal before income taxes		-			-			345			85			430			147						147
Income tax provision (benefit)2		34			-			20			(8	)		46			-						-
Total		(34	)		-			325			93			384			147						147
Corporate and Other
Pension settlement expense		-			(147	)		(14	)		(35	)		(196	)		-						-
Pending claims and settlements		34			-			(18	)		-			16			(17	)					(17	)
Premiums on early debt retirement		(206	)		(2	)		-			-			(208	)		-						-
Unrealized gain (loss) on CVE equity		(116	)		387			(76	)		(618	)		(423	)		337						337
Recognition of deferred revenue		-			60			44			-			104			248						248
Restructuring		-			-			(17	)		-			(17	)		-						-
Subtotal before income taxes		(288	)		298			(81	)		(653	)		(724	)		568						568
Income tax provision (benefit)		(3	)		17			(27	)		(30	)		(43	)		51						51
Total		(285	)		281			(54	)		(623	)		(681	)		517						517
Total Company		(248	)		349			266			559			926			685						685
1Includes deferred tax adjustment 4Q 2018 in Alaska, Lower 48 and Canada, and in 1Q 2019 in Canada.
2Includes 1Q 2018 Nigeria tax settlement.

	2018															2019
	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
$ Millions
CONSOLIDATED BALANCE SHEET
Assets
Cash and cash equivalents		4,984			3,234			3,716			5,915			5,915			6,218						6,218
Short-term investments		288			612			875			248			248			249						249
Accounts and notes receivable		4,032			3,750			4,319			3,920			3,920			3,701						3,701
Accounts and notes receivable—related parties		160			180			180			147			147			168						168
Investment in Cenovus Energy		1,776			2,159			2,086			1,462			1,462			1,805						1,805
Inventories		1,053			1,093			1,239			1,007			1,007			1,014						1,014
Prepaid expenses and other current assets		894			580			2,308			575			575			528						528
Total Current Assets		13,187			11,608			14,723			13,274			13,274			13,683						13,683
Investments and long-term receivables		9,572			9,435			9,553			9,329			9,329			9,302						9,302
Loans and advances—related parties		399			399			335			335			335			268						268
Net properties, plants and equipment		45,997			46,306			44,736			45,698			45,698			45,942						45,942
Other assets		1,572			1,188			1,209			1,344			1,344			2,303						2,303
Total Assets		70,727			68,936			70,556			69,980			69,980			71,498						71,498
Liabilities
Accounts payable		3,824			3,642			3,887			3,863			3,863			3,815						3,815
Accounts payable—related parties		62			24			31			32			32			31						31
Short-term debt		337			89			95			112			112			113						113
Accrued income and other taxes		1,341			1,301			1,582			1,320			1,320			1,539						1,539
Employee benefit obligations		408			511			626			809			809			470						470
Other accruals		1,137			1,071			1,180			1,259			1,259			1,402						1,402
Total Current Liabilities		7,109			6,638			7,401			7,395			7,395			7,370						7,370
Long-term debt		16,709			14,885			14,902			14,856			14,856			14,832						14,832
Asset retirement obligations and accrued environmental costs		7,789			7,665			7,554			7,688			7,688			7,730						7,730
Deferred income taxes		5,409			5,534			5,535			5,021			5,021			5,043						5,043
Employee benefit obligations		1,832			1,774			1,755			1,764			1,764			1,704						1,704
Other liabilities and deferred credits		1,161			1,218			1,330			1,192			1,192			1,838						1,838
Total Liabilities		40,009			37,714			38,477			37,916			37,916			38,517						38,517
Equity
Common stock issued
Par value		18			18			18			18			18			18						18
Capital in excess of par		46,642			46,746			46,858			46,879			46,879			46,877						46,877
Treasury stock		(40,406	)		(41,052	)		(41,979	)		(42,905	)		(42,905	)		(43,656	)					(43,656	)
Accumulated other comprehensive income (loss)		(5,371	)		(5,637	)		(5,442	)		(6,063	)		(6,063	)		(5,914	)					(5,914	)
Retained earnings		29,663			30,967			32,495			34,010			34,010			35,534						35,534
Total Common Stockholders' Equity		30,546			31,042			31,950			31,939			31,939			32,859						32,859
Noncontrolling Interests		172			180			129			125			125			122						122
Total Equity		30,718			31,222			32,079			32,064			32,064			32,981						32,981
Total Liabilities and Equity		70,727			68,936			70,556			69,980			69,980			71,498						71,498

	2018															2019
	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
$ Millions
CASH FLOW INFORMATION
Cash Flows from Operating Activities
Net income (loss)		900			1,654			1,873			1,878			6,305			1,846						1,846
Depreciation, depletion and amortization		1,412			1,438			1,494			1,612			5,956			1,546						1,546
Impairments		12			(35	)		44			6			27			1						1
Dry hole costs and leasehold impairments		20			16			28			31			95			27						27
Accretion on discounted liabilities		88			89			89			87			353			86						86
Deferred taxes		65			197			136			(115	)		283			(1	)					(1	)
Undistributed equity earnings		(34	)		128			(105	)		163			152			24						24
Gain on dispositions		(7	)		(55	)		(113	)		(888	)		(1,063	)		(17	)					(17	)
Other		29			(267	)		15			414			191			(564	)					(564	)
Net working capital changes		(86	)		177			(51	)		595			635			(54	)					(54	)
Net Cash Provided by Operating Activities		2,399			3,342			3,410			3,783			12,934			2,894						2,894
Cash Flows from Investing Activities
Capital expenditures and investments		(1,535	)		(1,999	)		(1,599	)		(1,617	)		(6,750	)		(1,637	)					(1,637	)
Working capital changes associated with investing activities		28			(120	)		35			(11	)		(68	)		107						107
Proceeds from asset dispositions		169			139			86			688			1,082			142						142
Net sales (purchases) of short-term investments		1,593			(336	)		(261	)		624			1,620			(1	)					(1	)
Long-term collections from (advances to)
related parties and other investments		(333	)		367			101			138			273			(88	)					(88	)
Net Cash Provided by (Used in) Investing Activities		(78	)		(1,949	)		(1,638	)		(178	)		(3,843	)		(1,477	)					(1,477	)
Cash Flows from Financing Activities
Repayment of debt		(2,888	)		(2,064	)		(18	)		(25	)		(4,995	)		(19	)					(19	)
Issuance of company common stock		(18	)		60			79			-			121			(38	)					(38	)
Repurchase of company common stock		(500	)		(646	)		(927	)		(926	)		(2,999	)		(752	)					(752	)
Dividends paid		(338	)		(337	)		(334	)		(354	)		(1,363	)		(350	)					(350	)
Other		(32	)		(16	)		(63	)		(12	)		(123	)		(14	)					(14	)
Net Cash Provided by (Used in) Financing Activities		(3,776	)		(3,003	)		(1,263	)		(1,317	)		(9,359	)		(1,173	)					(1,173	)
Effect of Exchange Rate Changes		125			(139	)		(26	)		(77	)		(117	)		75						75
Net Change in Cash, Cash Equivalents and Restricted Cash		(1,330	)		(1,749	)		483			2,211			(385	)		319						319
Cash, cash equivalents and restricted cash at beginning of period		6,536			5,206			3,457			3,940			6,536			6,151						6,151
Cash, Cash Equivalents and Restricted Cash at End of Period		5,206			3,457			3,940			6,151			6,151			6,470						6,470
CAPITAL EXPENDITURES AND INVESTMENTS
Alaska		263			581			190			264			1,298			410						410
Lower 48		751			889			835			709			3,184			834						834
Canada		173			45			100			159			477			123						123
Europe and North Africa		216			246			216			199			877			157						157
Asia Pacific and Middle East		99			194			200			225			718			96						96
Other International		1			2			3			-			6			1						1
Corporate and Other		32			42			55			61			190			16						16
Total Capital Expenditures and Investments		1,535			1,999			1,599			1,617			6,750			1,637						1,637

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
TOTAL SEGMENTS
Production
Total (MBOED)		1,269		1,249		1,261		1,357		1,283		1,361					1,361
Crude Oil (MBD)
Consolidated operations		621		610		622		705		639		703					703
Equity affiliates		15		14		13		12		14		12					12
Total		636		624		635		717		653		715					715
Over (under) lifting of crude oil (MBD)		15		9		28		11		16		8					8
NGL (MBD)
Consolidated operations		88		95		98		98		95		103					103
Equity affiliates		8		8		8		7		7		7					7
Total		96		103		106		105		102		110					110
Bitumen (MBD)
Consolidated operations		66		63		65		71		66		63					63
Equity affiliates		-		-		-		-		-		-					-
Total		66		63		65		71		66		63					63
Natural Gas (MMCFD)
Consolidated operations		1,775		1,700		1,707		1,793		1,743		1,852					1,852
Equity affiliates		1,053		1,054		1,025		992		1,031		988					988
Total		2,828		2,754		2,732		2,785		2,774		2,840					2,840
Industry Prices
Crude Oil ($/BBL)
WTI		62.88		67.99		69.71		59.09		64.92		54.87					54.87
WCS		38.60		48.72		47.47		19.64		38.61		42.58					42.58
Brent dated		66.76		74.35		75.27		67.76		71.04		63.20					63.20
JCC ($/BBL)		58.62		66.66		71.51		76.66		68.36		76.98					76.98
Natural Gas ($/MMBTU)
Henry Hub first of month		3.01		2.80		2.91		3.65		3.09		3.15					3.15
Average Realized Prices
Total ($/BBL)		50.49		54.32		57.71		53.00		53.88		50.59					50.59
Crude Oil ($/BBL)
Consolidated operations		65.47		70.42		72.97		63.74		68.03		59.45					59.45
Equity affiliates		66.50		76.11		76.62		70.73		72.49		59.53					59.53
Total		65.49		70.55		73.05		63.86		68.13		59.45					59.45
NGL ($/BBL)
Consolidated operations		26.68		28.57		33.80		26.61		29.03		22.74					22.74
Equity affiliates		43.99		43.60		49.71		45.48		45.69		38.19					38.19
Total		28.37		29.94		35.14		28.04		30.48		23.85					23.85
Bitumen ($/BBL)
Consolidated operations		14.06		32.38		34.15		11.65		22.29		33.15					33.15
Equity affiliates		-		-		-		-		-		-					-
Total		14.06		32.38		34.15		11.65		22.29		33.15					33.15
Natural Gas ($/MCF)
Consolidated operations		5.18		4.85		5.48		6.05		5.40		5.27					5.27
Equity affiliates		5.04		5.72		6.35		7.15		6.06		7.31					7.31
Total		5.13		5.18		5.81		6.46		5.65		6.00					6.00
Exploration Expenses ($ Millions)
Dry holes		15		1		12		11		39		10					10
Leasehold impairment		5		15		16		20		56		17					17
Total noncash expenses		20		16		28		31		95		27					27
Other (G&A, G&G and lease rentals)		75		53		75		71		274		83					83
Total exploration expenses		95		69		103		102		369		110					110
U.S. exploration expenses		66		49		59		58		232		75					75
International exploration expenses		29		20		44		44		137		35					35
DD&A ($ Millions)
Alaska		185		182		161		213		741		205					205
Lower 48		498		553		603		653		2,307		621					621
Canada		91		85		89		50		315		56					56
Europe and North Africa		285		275		281		278		1,119		273					273
Asia Pacific and Middle East		327		317		334		390		1,368		375					375
Other International		-		-		-		-		-		-					-
Corporate and Other		26		26		26		28		106		16					16
Total DD&A		1,412		1,438		1,494		1,612		5,956		1,546					1,546

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
PRODUCTION
Crude Oil (MBD)
Alaska		174		170		152		187		171		210					210
Lower 48		197		218		240		262		229		245					245
Canada		2		1		1		1		1		1					1
Norway		89		82		89		89		87		89					89
United Kingdom		29		23		23		29		26		25					25
Libya		40		34		33		39		36		38					38
Europe and North Africa		158		139		145		157		149		152					152
Australia/Timor-Leste		4		3		3		5		4		6					6
China		37		29		34		42		36		41					41
Indonesia		2		2		2		2		2		2					2
Malaysia		47		48		45		49		47		46					46
Equity affiliates		15		14		13		12		14		12					12
AP/ME		105		96		97		110		103		107					107
Total		636		624		635		717		653		715					715
NGL (MBD)
Alaska		16		14		12		16		14		17					17
Lower 48		60		70		73		71		69		74					74
Canada		-		-		2		-		1		-					-
Norway		4		4		4		3		4		4					4
United Kingdom		4		4		4		4		4		4					4
Europe and North Africa		8		8		8		7		8		8					8
Australia/Timor-Leste		4		3		3		4		3		4					4
Equity affiliates		8		8		8		7		7		7					7
AP/ME		12		11		11		11		10		11					11
Total		96		103		106		105		102		110					110
Bitumen (MBD)
Canada		66		63		65		71		66		63					63
Total		66		63		65		71		66		63					63
Natural Gas (MMCFD)
Alaska		7		6		5		7		6		8					8
Lower 48		568		593		608		616		596		568					568
Canada		13		14		12		9		12		7					7
Norway		208		172		189		206		194		263					263
United Kingdom		309		309		238		270		281		310					310
Libya		31		26		25		31		28		31					31
Europe and North Africa		548		507		452		507		503		604					604
Australia/Timor-Leste		295		241		289		276		275		273					273
Indonesia		307		305		316		307		309		311					311
Malaysia		37		34		25		71		42		81					81
Equity affiliates		1,053		1,054		1,025		992		1,031		988					988
AP/ME		1,692		1,634		1,655		1,646		1,657		1,653					1,653
Total		2,828		2,754		2,732		2,785		2,774		2,840					2,840
Total (MBOED)
Alaska		191		185		165		204		186		228					228
Lower 48		352		387		414		436		397		414					414
Canada		70		67		70		74		70		65					65
Norway		128		114		125		126		123		137					137
United Kingdom		85		78		67		78		77		80					80
Libya		45		38		37		44		41		43					43
Europe and North Africa		258		230		229		248		241		260					260
Australia/Timor-Leste		57		46		54		55		53		56					56
China		37		29		34		42		36		41					41
Indonesia		53		53		54		53		53		54					54
Malaysia		53		54		49		61		54		60					60
Equity affiliates		198		198		192		184		193		183					183
AP/ME		398		380		383		395		389		394					394
Total		1,269		1,249		1,261		1,357		1,283		1,361					1,361

	2018										2019
	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Full Year		1st Qtr		2nd Qtr	3rd Qtr	4th Qtr	YTD
AVERAGE REALIZED PRICES
Crude Oil ($/BBL)
Consolidated operations
Alaska		68.31		72.49		76.47		66.58		70.86		62.81					62.81
Lower 48		61.99		65.79		67.73		57.08		62.99		53.15					53.15
Canada		-		-		-		-		48.73		-					-
Norway		65.84		73.13		77.74		70.19		71.61		63.16					63.16
United Kingdom		64.27		70.97		76.51		66.56		69.00		59.74					59.74
Libya		65.90		72.86		73.42		68.30		69.83		63.22					63.22
Europe and North Africa		65.57		72.65		76.54		68.97		70.71		62.83					62.83
Australia/Timor-Leste		70.71		72.25		71.12		68.88		70.70		59.39					59.39
China		62.49		69.51		70.71		62.37		65.94		59.23					59.23
Indonesia		58.60		49.93		55.16		50.54		53.34		47.07					47.07
Malaysia		70.42		78.42		79.32		73.50		75.33		67.33					67.33
AP/ME		67.07		74.88		74.78		67.76		70.93		62.94					62.94
Total consolidated operations		65.47		70.42		72.97		63.74		68.03		59.45					59.45
Equity affiliates		66.50		76.11		76.62		70.73		72.49		59.53					59.53
Total		65.49		70.55		73.05		63.86		68.13		59.45					59.45
NGL ($/BBL)
Consolidated operations
Lower 48		24.57		26.71		32.17		25.13		27.30		20.66					20.66
Canada		-		-		-		-		43.70		-					-
Norway		32.58		41.12		35.57		33.23		35.56		33.37					33.37
United Kingdom		33.43		39.77		40.43		37.14		38.13		27.65					27.65
Europe and North Africa		32.98		40.35		38.80		34.75		36.87		31.15					31.15
Australia/Timor-Leste		44.36		44.23		52.30		42.66		47.20		40.13					40.13
AP/ME		44.36		44.23		52.30		42.66		47.20		40.13					40.13
Total consolidated operations		26.68		28.57		33.80		26.61		29.03		22.74					22.74
Equity affiliates		43.99		43.60		49.71		45.48		45.69		38.19					38.19
Total		28.37		29.94		35.14		28.04		30.48		23.85					23.85
Bitumen ($/BBL)
Canada*		14.06		32.38		34.15		11.65		22.29		33.15					33.15
Total		14.06		32.38		34.15		11.65		22.29		33.15					33.15
Natural Gas ($/MCF)
Consolidated operations
Alaska		2.51		2.51		2.52		2.41		2.48		3.42					3.42
Lower 48		2.76		2.34		2.80		3.35		2.82		2.74					2.74
Canada		-		-		-		-		1.00		-					-
Norway		7.32		7.19		8.23		8.57		7.87		6.39					6.39
United Kingdom		7.58		7.31		7.37		8.73		7.74		6.83					6.83
Libya		5.62		5.52		4.11		4.10		4.84		4.92					4.92
Europe and North Africa		7.38		7.19		7.62		8.42		7.65		6.55					6.55
Australia/Timor-Leste**		0.62		0.69		1.14		0.79		0.82		0.83					0.83
Indonesia		6.61		6.96		7.09		7.71		7.10		6.69					6.69
Malaysia		2.78		3.06		3.11		3.64		3.25		3.84					3.84
AP/ME		5.57		5.50		6.53		6.90		6.15		6.36					6.36
Total consolidated operations		5.18		4.85		5.48		6.05		5.40		5.27					5.27
Equity affiliates		5.04		5.72		6.35		7.15		6.06		7.31					7.31
Total		5.13		5.18		5.81		6.46		5.65		6.00					6.00
*Average realized prices exclude additional value realized from third-party purchases and sales for optimization of our pipeline capacity between Canada and the U.S. Gulf Coast.
**Excludes transfers to Darwin LNG plant.

	2018															2019
	1st Qtr			2nd Qtr			3rd Qtr			4th Qtr			Full Year			1st Qtr			2nd Qtr	3rd Qtr	4th Qtr	YTD
CORPORATE AND OTHER
Corporate and Other Earnings (Loss) ($ Millions)		(541	)		28			(247	)		(907	)		(1,667	)		271						271
Detail of Earnings (Loss) ($ Millions)
Net interest expense		(160	)		(174	)		(174	)		(172	)		(680	)		(196	)					(196	)
Corporate G&A expenses		(50	)		(53	)		(36	)		48			(91	)		(65	)					(65	)
Technology*		(10	)		63			64			(8	)		109			96						96
Other		(321	)		192			(101	)		(775	)		(1,005	)		436						436
Total		(541	)		28			(247	)		(907	)		(1,667	)		271						271
*Includes investment in new technologies or businesses outside of our normal scope of operations and licensing revenues.
Before-Tax Net Interest Expense ($ Millions)
Interest expense		(221	)		(222	)		(236	)		(226	)		(905	)		(243	)					(243	)
Capitalized interest		37			45			50			38			170			10						10
Interest revenue		22			15			18			24			79			32						32
Total		(162	)		(162	)		(168	)		(164	)		(656	)		(201	)					(201	)
Debt
Total debt ($ Millions)		17,046			14,974			14,997			14,968			14,968			14,945						14,945
Debt-to-capital ratio (%)		36	%		32	%		32	%		32	%		32	%		31	%					31	%
Equity ($ Millions)		30,718			31,222			32,079			32,064			32,064			32,981						32,981

REFERENCE
Commonly Used Abbreviations
Earnings	Net Income (Loss) Attributable to ConocoPhillips
DD&A	Depreciation, Depletion and Amortization
G&G	Geological and Geophysical
G&A	General and Administrative
JCC	Japan Crude Cocktail
LNG	Liquefied Natural Gas
NGL	Natural Gas Liquids
WCS	Western Canada Select
WTI	West Texas Intermediate
Units of Measure
BBL	Barrels
MMBBL	Millions of Barrels
MBD	Thousands of Barrels per Day
MBOED	Thousands of Barrels of Oil Equivalent per Day
MCF	Thousands of Cubic Feet
MMBTU	Millions of British Thermal Units
MMCFD	Millions of Cubic Feet per Day