X0304 4 2012-01-03 0 0000101778 MARATHON OIL CORP MRO 0001237640 LADER PHILIP C/O MARATHON OIL CORPORATION 5555 SAN FELIPE ROAD HOUSTON TX 77056 1 0 0 0 Marathon Oil Corporation Common Stock 2012-01-03 4 A 0 4844.961 0.00 A 74549.0008 D Non-Retainer Annual Director Stock Unit Award granted under Marathon Oil Corporation 2007 Incentive Compensation Plan. The annual non-retainer stock based compensation represented by these common stock units are credited to an unfunded account. These common stock units, along with their accrued dividend equivalent rights, will vest on January 3, 2015 and be payable in shares of common stock. Includes dividends of 380.8778 shares previously not reported pursuant to Rule 16a-11. Yvonne R. Kunetka, Attorney-in-Fact for Philip Lader 2012-01-04