SecProbe.io

Mailstop 4628
       August 26, 201 6

Via E -mail
Mr. Don E. Wallette, Jr.
Chief Financial Officer
ConocoPhillips
600 North Dairy Ashford
Houston, Texas  77079

 Re: ConocoPhillips
  Form  10-K for the Fiscal Year Ended December 31 , 2015
Filed February 23, 2016
Form  8-K Filed July 28, 2016
File No. 1-32395

Dear Mr. Wallette :

We have reviewed your filing s and have the following comments.  In some of our
comments, we may ask you  to provide us with information so we may better understand your
disclosure s.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you do not believe o ur
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these  comments, we may have  additional comments.

Form 10 -K for the Fiscal Year Ended December 31, 2015

Notes to Conso lidated Financial Statements

Oil and Gas Operations (Unaudited), page 139

Proved Undeveloped Reserves, page 150

1. The disclosure relating to the changes in your proved undeveloped reserves indicates you
added 360 million Boe of undeveloped reserves in 201 5, “mainly” through extensions
and discoveries from ongoing development progress.

Mr. Don E. Wallette, Jr.
ConocoPhillips
August 2 6, 2016

Your disclosure should reconcile the overall change in the net quantities by separately
identifying and quantifying each factor that contributed to a material change in your
proved undeveloped reserves so that the change in net reserves between periods is fully
explained.  To the extent that two or more factors contribute to a material change,
indicate the net amount attributable to each factor.  Please expand your disclo sure to
present the changes in net reserves accompanied by a narrative explanation relating to
such factors  as revisions of previous estimates, improved recovery, extensions and
discoveries, acquisitions, divestitures and the amounts converted during 2015 from
proved undeveloped to proved developed.   See Item 1203(b) of Regulation S -K.

2. Explain to us how you have taken into consideration the significant reduction in
anticipated capital expenditures for 2016 disclosed on pages 34 and 35 in adopting a
development plan and schedule that results in the conversion of the proved undeveloped
reserves attributable to each of the major development areas disclosed on page 150.  As
part of your response, please identify those projects which were deferred in your
estimates at fiscal year -end 2015 to a later date indicating the prior and current dates to
initiate and complete conversion of the proved undeveloped reserves attributable to each
project.  Refer to the definition of undeveloped reserves under Rule 4 -10(a)(31)(ii) of
Regulation S -K and the answer to Question 131.04 in the Compliance and Disclosure
Interpretations (C&DIs), issued October 26, 2009 and updated May 16, 2013.

3. Please clarify for us the extent to which proved undeveloped reserves for the five m ajor
areas identified on page 150 are economically producible based on the prices as of
December 31, 2015 specified under Rule 4 -10(a)(22)(v) of Regulation S -X but would not
be economically producible based on the actual market prices you received for crud e
oil/condensate, natural gas liquids, bitumen and natural gas beginning January 1,
2016.   To the extent that your commitment to proceed with development is dependent
upon your forecast of a future improvement in the January 1, 2016 prices, modify your
disclosure to quantify the volumes involved and to discuss the important economic
factors or significant uncertainties regarding your development plan and schedule and the
proved undeveloped reserves attributable to the projects disclosed on page 150.   Refer to
the disclosure requirements pursuant to FASB ASC 932 -235-50-10.

4. Please clarify and quantify for us the extent to which any of the proved undeveloped
reserves disclosed as of December 31, 2015 in the Eagle Ford area will not be developed
within five yea rs since your initial disclosure of these reserves.  Provide an explanation of
the circumstances that would justify a time period longer than five years to begin
development of those reserves.  Refer to definition of undeveloped reserves under Rule 4 -
10(a) (31)(ii) of Regulation S -K and the answer to Question 131.03 in the Compliance and
Disclosure Interpretations (C&DIs), issued October 26, 2009 and updated May 16, 2013.

Form 8 -K Filed July 28, 2016

Exhibit 99.1 Press Release

Mr. Don E. Wallette, Jr.
ConocoPhillips
August 2 6, 2016

Reconciliation of Earnings to Adjusted Earnings

5. We note that you present adjusted earnings / (loss) per share of common stock.   Please
note non -GAAP per share performance measures should be reconciled to GAAP earnings
per share.  Refer to Question 102.05 of the Non -GAAP Financial Measures Codification
and Disclosure Interpretation.

6. We note you disclose an annualized revenue amount within the “About ConocoPhillips”
section of your exhibit and understand this is a composite metric representing both
historical and future performance based on an assumption that revenues to be earned
during the remainder of the year will equal revenues earned during the first half of the
year.   Regarding this measure, please tell us the consideration you have given to
providing additional disclosure tha t addressed the following:

 How the measure is calculated, including all material underlying assumptions;

 Additional details for context, such as revenues for the first and second quarters of
2016, revenues for the corresponding interim periods of the pri or year, or revenues
for 2015;

 Whether the annualized revenue amount represents your expectation for the 2016
fiscal year;

 The extent to which you believe it is reasonably possible that your revenues for the
year will differ materially from this measure;  and,

 Why you believe this provides useful information to investors.

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure s
in the filing s to be certain that the filing s include the information the Securities Exchange A ct of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure s, they are responsible for the
accuracy and adequacy of the disclosures they have made.

In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure s in the
filing s;

 staff comments or changes to disclosure s in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing s; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the Un ited States.

Mr. Don E. Wallette, Jr.
ConocoPhillips
August 2 6, 2016

You may contact Lily Dang at (202) 551 -3867  or John Cannarella at (202) 551 -3337 if
you have questions regarding comments on the financial statements and related matters.  You
may contact John Hodgin, Petroleum Engineer, at (202) 551 -3699 if you have questions
regarding the engineering comments .  Please contact me at (202) 551 -3489 with any other
questions.

        Sincerely,

        /s/ Brad Skinner

Brad Skinner
Senior Assistant Chief Accountant
Office of Natural Resources