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)
                         June 28, 2002



                   PHILLIPS PETROLEUM COMPANY
     (Exact name of registrant as specified in its charter)



    Delaware                1-720                  73-0400345
(State or other          (Commission             (IRS Employer
jurisdiction of          File Number)         Identification No.)
incorporation)



      Phillips Building, Bartlesville, Oklahoma      74004
      (Address of principal executive offices)     (Zip Code)



      Registrant's telephone number, including area code:
                          918-661-6600





Item 7.  Financial Statements and Exhibits.

Exhibit 99  Phillips Petroleum Company press release dated
            June 28, 2002.


Item 9.  Regulation FD Disclosure.

On June 28, 2002, Phillips Petroleum Company, a Delaware
corporation (Phillips or the company), announced information
about the commerciality of the Kashagan field in the north
Caspian Sea offshore Kazakhstan.

The press release issued by Phillips concerning the commerciality
of the Kashagan field is attached hereto as Exhibit 99 and
incorporated herein by reference.















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                           SIGNATURE

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.


                                      PHILLIPS PETROLEUM COMPANY



                                        /s/ Rand C. Berney
June 28, 2002                       -----------------------------
                                            Rand C. Berney
                                    Vice President and Controller















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