Edgar Filing: APACHE CORP

Ownership Submission

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Sullivan Timothy J

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2015

3. Issuer Name and Ticker or Trading Symbol
APACHE CORP [APA]

(Last)

(First)

(Middle)

2000 POST OAK BLVD.,Â SUITE 100

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Sr. VP - Operations Support

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

HOUSTON,Â TXÂ 77056

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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	7,128.974	D	Â
Common Stock	22.934	I	Held by Trustee 401(k) Plan
Common Stock	152.591	I	Held by Trustee NQ Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Phantom Stock Units ⁽¹⁾	Â ⁽²⁾	Â ⁽²⁾	Common Stock	3,309.1649	$ 0 ⁽¹⁾	D	Â
Restricted Stock / Units ⁽³⁾	Â ⁽⁵⁾	Â ⁽⁵⁾	Common Stock	12,850	$ 0 ⁽⁴⁾	D	Â
Option (Buy $74.10) ⁽³⁾	Â ⁽⁶⁾	05/02/2017	Common Stock	3,200	$ 74.1	D	Â
Option (Buy $82.55) ⁽³⁾	Â ⁽⁷⁾	05/06/2019	Common Stock	1,370	$ 82.55	D	Â
Option (Buy $99.30) ⁽³⁾	Â ⁽⁸⁾	05/05/2020	Common Stock	2,089	$ 99.3	D	Â
Option (Buy $126.61) ⁽³⁾	Â ⁽⁹⁾	05/04/2021	Common Stock	1,851	$ 126.61	D	Â
Option (Buy $82.63) ⁽³⁾	Â ⁽¹⁰⁾	05/22/2022	Common Stock	2,601	$ 82.63	D	Â
Option - Buy $80.89 ⁽³⁾	Â ⁽¹¹⁾	05/16/2023	Common Stock	18,992	$ 80.89	D	Â
Bus Perf (2014 Prgrm) ⁽³⁾	Â ⁽¹²⁾	Â ⁽¹²⁾	Common Stock	5,736	$ ⁽⁴⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Sullivan Timothy J 2000 POST OAK BLVD. SUITE 100 HOUSTON,Â TXÂ 77056	Â	Â	Â Sr. VP - Operations Support	Â

Signatures

Timothy J. Sullivan		06/10/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	One share of Apache common stock for each phantom stock unit.
(2)	Deferred stock units - pursuant to deferred compensation provisions of Apache's Deferred Delivery Plan.
(3)	With tandem tax withholding right
(4)	One share of Apache common stock for each restricted stock unit.
(5)	Restricted stock units granted under employer plan. The units vest ratably over four years beginning one year from the date of grant.
(6)	Exercisable ratably over four years beginning 05/02/2008.
(7)	Exercisable ratably over four years beginning 05/06/2010.
(8)	Exercisable ratably over four years beginning 05/05/2011.
(9)	Exercisable ratably over four years beginning 05/04/2012.
(10)	Exercisable ratatbly over four years beginning 05/22/2013.
(11)	Exercisable ratatbly over four years beginning 05/16/2014.
(12)	2014 Business Performance Program under 2011 Omnibus Equity Compensation Plan with performance period ended 12/31/2014. Final number of RSUs determined 02/18/2015, with vesting 50% as of 12/31/2016 and 50% as of 12/31/2017. Data received from the plan administrator on 02/20/2015.

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