ConocoPhillips (COP) 8-K Submission of Matters to a Vote of Security Holders

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, 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): May 12, 2010

ConocoPhillips

(Exact name of registrant as specified in its charter)

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

600 North Dairy Ashford
Houston, Texas 77079
(Address of principal executive offices and zip code)

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

n/a
(Former name or former address, if changed since last report)

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:

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

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

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

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

Item 5.07 Submission of Matters to a Vote of Security Holders.

ConocoPhillips held its annual stockholders meeting on May 12, 2010. A brief description of each proposal and the voting results are summarized below.

A Company proposal to elect 14 directors:

	Number of Shares
	Voted For		Voted Against		Abstentions		Broker Nonvotes
Richard L. Armitage		1,084,661,608		27,585,475		3,992,629		173,384,797
Richard H. Auchinleck		1,052,150,851		59,840,069		4,248,792		173,384,797
James E. Copeland, Jr.		1,079,399,764		32,705,818		4,134,130		173,384,797
Kenneth M. Duberstein		1,056,991,210		54,820,353		4,428,149		173,384,797
Ruth R. Harkin		1,084,209,108		27,803,299		4,227,305		173,384,797
Harold W. McGraw III		1,030,559,921		81,311,142		4,368,649		173,384,797
James J. Mulva		1,076,358,226		36,067,288		3,814,198		173,384,797
Robert A. Niblock		1,044,760,228		67,237,651		4,241,833		173,384,797
Harald J. Norvik		1,081,327,728		30,704,421		4,207,563		173,384,797
William K. Reilly		1,081,690,153		30,336,322		4,213,237		173,384,797
Bobby S. Shackouls		1,084,408,620		27,923,234		3,907,858		173,384,797
Victoria J. Tschinkel		1,079,701,287		32,526,394		4,012,031		173,384,797
Kathryn C. Turner		1,083,874,280		28,250,843		4,114,589		173,384,797
William E. Wade, Jr.		1,081,963,662		29,426,626		4,849,424		173,384,797

A Company proposal to ratify the appointment of Ernst & Young LLP as ConocoPhillips’ independent registered public accounting firm for 2010:

	Number of Shares
	Voted For		Voted Against		Abstentions		Broker Nonvotes
Ratification of Appointment of Ernst & Young LLP as ConocoPhillips’ Independent Registered Public Accounting Firm		1,188,022,713		97,914,016		3,687,780		—

Stockholder proposals relating to the following matters:

	Number of Shares
	Voted For		Voted Against		Abstentions		Broker Nonvotes
Report on Board Risk Management Oversight		55,066,151		1,043,311,707		17,861,854		173,384,797
Greenhouse Gas Reduction		239,554,382		698,207,778		178,477,552		173,384,797
Oil Sands Drilling		250,993,730		676,459,568		188,786,414		173,384,797
Louisiana Wetlands		62,164,374		871,879,757		182,195,581		173,384,797
Financial Risks of Climate Change		69,465,411		857,981,714		188,792,587		173,384,797
Toxic Pollution Report		64,160,627		861,510,547		190,568,538		173,384,797
Gender Expression Non-Discrimination		284,762,528		653,150,331		178,326,853		173,384,797
Political Contributions		252,934,244		686,967,066		176,338,402		173,384,797

All 14 nominated directors were elected and the appointment of the independent registered public accounting firm was ratified. The eight stockholder proposals presented were not approved.

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/ Janet Langford Kelly
May 17, 2010	Janet Langford Kelly
	Senior Vice President, Legal, General Counsel and Corporate Secretary