X0202 4 2004-05-01 0 0000006769 APACHE CORP APA 0001240210 BENSON MICHAEL J ONE POST OAK CENTRAL 2000 POST OAK BLVD., SUITE 100 HOUSTON TX 77056-4400 0 1 0 0 Vice President Common Stock 2004-05-01 4 M 0 650. 0.00 A 1990. D Common Stock 2004-05-01 4 F 0 172. 41.87 D 1818. D Common Stock 2004-05-03 4 M 0 986. 0.00 A 2804. D Common Stock 2004-05-03 4 F 0 262. 43.57 D 2542. D Common Stock 4509.469 I Held by Trustee of 401(k) Plan Cond Grant ($43.29 Threshold) 0.00 2004-05-03 4 M 0 986. 0.00 D 2006-05-28 Common Stock 986. 1972. D Restricted Stock Units 0.00 2004-05-01 4 M 0 650. 0.00 D 2004-05-01 Common Stock 650. 3998. D The shares of common stock of Apache are deemed to also represent certain preferred stock purchase rights ('Rights'). The Rights are not currently exercisable or separately tradable and presently are evidenced by certificates for shares of the common stock. Value attributable to such Rights, if any, is reflected in the market price of the common stock. Vesting of restricted stock units granted under employer plan - vesting occurs 25% per year over four years. Shares withheld to cover required tax withholding on vesting of restricted stock. $43.29 price threshold attained on 04/28/2004 under terms of 2000 Share Appreciation Plan, data provided by the plan administrator on 05/03/2004. Grant vests one-third on each of 04/28/2004, 04/28/2005 and 04/28/2006, and vested portion distributed within 30 days of each such date. Shares withheld to cover required tax withholding on vesting of conditional grant. With tandem tax withholding right One share of Apache common stock for each phantom stock unit. Restricted stock units granted under employer plan. The units vest ratably over four years beginning one year from the date of grant. Cheri L. Peper, Attorney-in-Fact 2004-05-04