==============================================================================  

          UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                      Washington, D. C. 20549


                             FORM 10-Q 


      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

                For the Quarter Ended: June 30, 1995
                   Commission File Number: 1-8968

                       _____________________


                   ANADARKO PETROLEUM CORPORATION
       (Exact name of registrant as specified in its charter)


              Delaware                           76-0146568      
     (State of incorporation)                 (I.R.S. Employer 
                                              Identification No.)
                       

           17001 NORTHCHASE DRIVE, HOUSTON, TEXAS  77060 
                  (Address of executive offices)       


                           (713) 875-1101
                  (Registrant's telephone number)


     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.
Yes   X    No       

     The number of shares outstanding of each of the registrant's classes of
common stock as of July 31, 1995 is shown below:

                                             Number of Shares
         Title of Class                        Outstanding   

  Common Stock, $0.10 par value                 58,923,759


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                  PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                    ANADARKO PETROLEUM CORPORATION
                   CONSOLIDATED STATEMENT OF INCOME
                              (Unaudited)

                                  Three Months Ended  Six Months Ended
                                       June 30             June 30        
           thousands                1995      1994      1995     1994 

Revenues
  Gas sales                      $ 69,323  $ 77,435  $127,855 $176,436
  Oil and condensate sales         34,434    33,167    65,387   59,182
  Natural gas liquids and other    10,133    10,460    23,475   19,073
  Total                           113,890   121,062   216,717  254,691

Costs and Expenses
  Operating expenses               24,712    28,797    52,166   55,706
  Administrative and general       14,832    15,504    28,922   29,883
  Depreciation, depletion and
    amortization                   42,130    42,978    78,834   90,683
  Other taxes                       9,970    10,954    20,186   21,787
  Total                            91,644    98,233   180,108  198,059

  Operating Income                 22,246    22,829    36,609   56,632
Other Income                          213       943       272    1,175

  Gross Income                     22,459    23,772    36,881   57,807
Interest Expense                    9,012     6,703    17,024   13,717

  Income before Income Taxes       13,447    17,069    19,857   44,090
Income Taxes                        4,394     5,386     6,724   15,345

Net Income                       $  9,053  $ 11,683  $ 13,133 $ 28,745 

Per Common Share
  Net income                     $   0.15  $   0.20  $   0.22 $   0.49 
  Dividends                      $  0.075  $  0.075  $   0.15 $   0.15

Average Number of Shares
  Outstanding                      58,910    58,762   58,894    58,727













     See accompanying notes to consolidated financial statements.
                
                                  2



  Item 1.  Financial Statements (continued)

                    ANADARKO PETROLEUM CORPORATION
                      CONSOLIDATED BALANCE SHEET
                              (Unaudited)


  
                                                 June 30,    December 31,
          thousands                                1995          1994    

ASSETS
Current Assets
  Cash and cash equivalents                    $   11,605    $    6,530
  Accounts receivable                              94,005       115,181
  Inventories, at average cost                     16,094        13,420
  Prepaid expenses                                    440         3,496
  Total                                           122,144       138,627   

Properties and Equipment
  Original cost                                 3,546,311     3,446,252
  Less accumulated depreciation, depletion
    and amortization                            1,521,479     1,460,196
  Net properties and equipment - based on 
    the full cost method of accounting 
    for oil and gas properties                  2,024,832     1,986,056

Deferred Charges                                    9,785        17,418

                                               $2,156,761    $2,142,101























     See accompanying notes to consolidated financial statements.
                                  3


 Item 1.  Financial Statements (continued)

                     ANADARKO PETROLEUM CORPORATION
                  CONSOLIDATED BALANCE SHEET (continued)
                               (Unaudited)

                                               June 30,  December 31,
                     thousands                   1995        1994    

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
  Accounts payable
    Trade and other                          $   66,145   $   95,829
    Banks                                         6,059       14,287
  Accrued expenses  
    Interest                                      9,892        7,676
    Taxes and other                              15,305       10,359
  Total                                          97,401      128,151

Long-term Debt                                  666,720      629,281

Deferred Credits
  Deferred income taxes                         445,280      438,684
  Other                                          40,831       46,386
  Total                                         486,111      485,070

Stockholders' Equity
  Common stock, par value $0.10 
    (200,000,000 shares authorized,
    58,917,270 and 58,857,290 shares issued
    and outstanding as of June 30, 1995
    and December 31, 1994, respectively)          6,037        5,931
  Preferred stock, par value $1.00 
    (2,000,000 shares authorized, no
    shares issued as of June 30, 1995
    and December 31, 1994)                          ---          ---
  Paid-in capital                               289,537      243,976
  Retained earnings (as of June 30, 1995,
    $256,529,000 was not restricted
    as to the payment of dividends)             657,332      653,112
  Deferred compensation                          (3,127)      (3,420)
  Executives and directors benefits trust,
    at market value (1,000,000 shares
    as of June 30, 1995)                        (43,250)         ---
  Total                                         906,529      899,599

                                             $2,156,761   $2,142,101





      See accompanying notes to consolidated financial statements.
                                   4



  Item 1.  Financial Statements (continued)

                     ANADARKO PETROLEUM CORPORATION
                  CONSOLIDATED STATEMENT OF CASH FLOWS
                               (Unaudited)

                                                    Six Months Ended
                                                        June 30        
                  thousands                          1995       1994   

Cash Flow from Operating Activities
  Net income                                       $ 13,133   $ 28,745
  Adjustments to reconcile net income to net
    cash from operating activities:
      Depreciation, depletion and amortization       78,834     90,683
      Amortization of restricted stock                  819        554    
      Deferred income taxes                           6,624     14,964
                                                     99,410    134,946
      Decrease in accounts receivable                21,176     16,972
      Increase in inventories                        (2,674)    (2,737)
      Decrease in accounts payable - trade and
        other and accrued expenses                  (22,522)    (7,003)
      Other items - net                               6,466      6,402
  Net cash from operating activities                101,856    148,580

Cash Flow from Investing Activities
  Additions to properties and equipment            (121,561)  (222,784)
  Sales and retirements of properties 
    and equipment                                     2,591     57,960
  Net cash used in investing activities            (118,970)  (164,824)

Cash Flow from Financing Activities
  Additions to debt                                 155,000     74,792
  Retirements of debt                              (117,561)   (11,000)
  Decrease in accounts payable, banks                (8,228)    (2,350)
  Dividends paid                                     (8,913)    (8,811) 
  Issuance of common stock                            1,891      3,246
  Issuance of treasury stock                            252        ---
  Purchase of treasury stock                           (252)      (355)
  Net cash from financing activities                 22,189     55,522
  
Effect of Exchange Rate Changes on Cash                 ---       (738)

Net Increase in Cash and Cash Equivalents             5,075     38,540

Cash and Cash Equivalents at Beginning of Period      6,530     17,799

Cash and Cash Equivalents at End of Period         $ 11,605   $ 56,339






     See accompanying notes to consolidated financial statements.
                                  5



  Item 1.  Financial Statements (continued)


                          ANADARKO PETROLEUM CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


1.Summary of Accounting Policies   Anadarko Petroleum Corporation is engaged
  in the exploration, development, production and marketing of gas, oil and
  natural gas liquids (NGLs).  The terms "Anadarko" and "Company" refer to 
  Anadarko Petroleum Corporation and its subsidiaries.  The principal 
  subsidiaries of Anadarko are Anadarko Gathering Company, Anadarko Trading
  Company and Anadarko Algeria Corporation.  In December 1994, the Company 
  sold its wholly-owned subsidiary, Anadarko Petroleum of Canada Ltd.

  Certain amounts for prior years have been reclassified to conform to the
  current presentation.

2.Inventories   Inventories are stated at the lower of average cost or market.
  NGLs and natural gas, when sold from inventory, are charged to expense using
  the average-cost method.  The major classes of inventories are as follows:

                                                     June 30,  December 31,
               thousands                               1995        1994    

  Materials and supplies                             $12,427     $11,953
  Natural gas liquids, stored in inventory             1,072         842
  Natural gas, stored in inventory                     2,595         625
                                                     $16,094     $13,420

3.Properties and Equipment     Oil and gas properties include costs of
  $256,289,000 and $270,956,000 at June 30, 1995 and December 31, 1994,
  respectively, which were excluded from capitalized costs being amortized. 
  These amounts represent costs associated with unevaluated properties and 
  major development projects.

4.Long-term Debt     A summary of long-term debt follows:

                                              June 30,   December 31,
             thousands                          1995         1994    
             
  Notes Payable, Banks                        $104,000    $ 49,000
  Commercial Paper                              62,720     180,281
  8 3/4% Notes due 1998                        100,000     100,000
  8 1/4% Notes due 2001                        100,000     100,000
  6 3/4% Notes due 2003                        100,000     100,000
  5 7/8% Notes due 2003                        100,000     100,000
  7 1/4% Debentures due 2025                   100,000         ---
                                              $666,720    $629,281 




                                   6


  Item 1.   Financial Statements (continued)


                  ANADARKO PETROLEUM CORPORATION
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                            (Unaudited)


4.Long-term Debt (continued)

  In March 1995, Anadarko issued $100,000,000 principal amount of 7 1/4%
  Debentures due 2025.  Each Debenture holder has the one-time right to have
  the Company purchase on March 15, 2000, all or a portion of, the Debenture
  at a purchase price equal to par plus accrued and unpaid interest.  Net
  proceeds from the offering were used to fix existing floating interest rate
  debt.
     
  The notes payable to banks and commercial paper have been classified as
  long-term debt in accordance with Statement of Financial Accounting
  Standards No. 6, "Classification of Short-term Obligations Expected to be
  Refinanced", under the terms of Anadarko's Bank Credit Agreements.
 
5.Stock In May 1995, the Company issued 1,000,000 shares of common stock 
  to the Anadarko Petroleum Corporation Executives and Directors Benefits
  Trust (Trust) to secure present and future unfunded benefit obligations of
  the Company.  The shares issued to the Trust are not considered outstanding
  for quorum or voting calculations, but the Trust will receive dividends. 
  The shares are included in the calculation of earnings per share under the
  treasury stock method and have no dilutive effect.  The fair market value
  of these shares is included in common stock and paid-in capital and as a
  reduction to stockholders' equity.  As of June 30, 1995, there were
  1,000,000 shares in the Trust. 

  For the second quarter of 1995, dividends of seven and one-half cents per
  share were paid to holders of common stock.  Under the most restrictive
  provisions of the various credit agreements, which limit the payment of
  dividends by the Company, retained earnings of $256,529,000 and $249,599,000
  were not restricted as to the payment of dividends at June 30, 1995 and
  December 31, 1994, respectively.

6.Statement of Cash Flows Supplemental Information     The amounts of cash
  paid for interest (net of amounts capitalized) and income taxes are as
  follows:
                                                    Six Months Ended
                                                         June 30     
               thousands                             1995      1994 

  Interest                                         $14,161   $12,472 
  Income taxes                                     $ 1,008   $   628 





                                    7





Item 1.   Financial Statements (continued)


                  ANADARKO PETROLEUM CORPORATION
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                            (Unaudited)



7.Operating Expenses     Operating expenses by category are as follows:


                                       Three Months Ended   Six Months Ended
                                             June 30             June 30      
                  thousands             1995     1994        1995      1994 

  Oil and gas                         $16,512  $18,532     $32,348   $35,640
  Plant and gathering                   5,748    6,272      13,608    11,752
  Gas purchases                         2,158    3,868       4,863     8,098
  Other                                   294      125       1,347       216
  Total                               $24,712  $28,797     $52,166   $55,706


8. The information as furnished reflects all normal recurring adjustments that
   are, in the opinion of management, necessary to a fair statement of
   financial position as of June 30, 1995 and December 31, 1994, the results of
   operations for the three and six months ended June 30, 1995 and 1994, and
   cash flows for the six months ended June 30, 1995 and 1994.
























                                    8


Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations


Overview of Operating Results

For the second quarter of 1995, Anadarko's net income was $9.1 million (15 
cents per share of common stock outstanding) compared to net income of $11.7 
million (20 cents per share) for the second quarter of 1994.  Revenues for 
the second quarter of 1995 were $113.9 million, down six percent compared to
$121.1 million for the second quarter of 1994.  The decrease in net income 
and revenues for the second quarter of 1995 is due primarily to lower natural
gas prices and lower production volumes of crude oil.

For the first six months of 1995, Anadarko's net income was $13.1 million (22
cents per share).  This compares to net income of $28.7 million (49 cents per
share) for the same period of 1994.  Revenues for the first six months of 1995
were $216.7 million, a decrease of 15 percent compared to $254.7 million for 
the same period of 1994.  The decrease in net income and revenues for the 
first six months of 1995 is due primarily to lower natural gas production and
prices and lower production volumes of crude oil.

The following table shows the Company's volumes and U.S. prices for the three
and six months ended June 30, 1995 and 1994:  


                                           Three Months Ended 
                                                 June 30         % Increase
                                            1995         1994    (Decrease)

  Natural gas, million cubic feet          43,546       42,957        1     
  Price per thousand cubic feet           $  1.46      $  1.74      (16)

  Crude oil and condensate,
    thousand barrels                        1,936        2,119       (9)
  Price per barrel                        $ 17.44      $ 15.66       11

  Natural gas liquids,
    thousand barrels                          754          823       (8)
  Price per gallon                        $  0.30      $  0.29        3 















                                    9


Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations (continued)



                                             Six Months Ended 
                                                  June 30         % Increase
                                           1995            1994   (Decrease)

  Natural gas, million cubic feet         84,866          91,185     (7)    
  Price per thousand cubic feet          $  1.38         $  1.89    (27) 

  Crude oil and condensate,
    thousand barrels                       3,774           4,255    (11)
  Price per barrel                       $ 16.97         $ 14.03     21 

  Natural gas liquids,
    thousand barrels                       1,768           1,645      7
  Price per gallon                       $  0.31         $  0.26     19
               
  See "Natural Gas Volumes, Prices and Markets" and "Crude Oil,
        Condensate and Natural Gas Liquids Volumes and Prices".


Costs and expenses during the second quarter of 1995 were $91.6 million, a
decrease of seven percent compared to $98.2 million for the second quarter of
1994.  The decrease was mostly related to lower operating expenses and 
partially offset the decline in the quarter's revenues.

For the first six months of 1995, costs and expenses totaled $180.1 million, a
decrease of nine percent compared to $198.1 million for the first six months of
1994.  The decrease is primarily due to lower charges for depletion,
depreciation and amortization and lower operating expenses.

Interest expense for the second quarter of 1995 increased 34 percent to $9.0
million compared to $6.7 million for the second quarter of 1994.  For the first
six months of 1995, interest expense was $17.0 million, an increase of 24
percent compared to $13.7 million for the same period of 1994.  The increases
primarily are due to higher levels of borrowings and interest rates in 1995.

Natural Gas Volumes, Prices and Markets     During the second quarter of 1995,
Anadarko produced 43.5 billion cubic feet (Bcf) or 479 million cubic feet per
day (MMcf/d) of natural gas, up one percent compared to 43.0 Bcf or 472 MMcf/d
of gas in the second quarter of 1994.  Anadarko's average U.S. gas price during
the second quarter of 1995 was $1.46 per thousand cubic feet (Mcf), a 16 
percent decrease from $1.74 per Mcf in the second quarter of 1994.  









                                   10


Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations (continued)


For the first half of 1995, Anadarko produced 84.9 Bcf or 469 MMcf/d of gas,
down seven percent compared to 91.2 Bcf or 504 MMcf/d of gas for the same 
period of 1994.  The Company's average U.S. gas price for the first six 
months of 1995 was $1.38 per Mcf, a 27 percent decrease from $1.89 per Mcf 
for the same period of 1994.  The decrease in gas production volumes 
primarily is due to divestitures of properties in late 1994 and the Company's
decision to curtail some production during periods of weak prices in the 
first quarter of 1995. 

Crude Oil, Condensate and Natural Gas Liquids Volumes and Prices    Anadarko's
crude oil and condensate production for the second quarter of 1995 decreased
nine percent to 1.9 million barrels (MMBbls) from 2.1 MMBbls in the second
quarter of 1994.  Anadarko's average U.S. oil price was up 11 percent to $17.44
per barrel in the second quarter of 1995 compared to $15.66 per barrel for the
same period in 1994.  

For the first six months of 1995, crude oil and condensate production was 3.8
MMBbls, a decrease of 11 percent compared to 4.3 MMBbls for the same period of
1994.  Anadarko's average U.S. oil price for the first half of 1995 was $16.97
per barrel, an increase of 21 percent compared to $14.03 per barrel for the 
same period of 1994.

The decline in oil and condensate production for both periods of 1995 primarily
is due to divestitures of properties during late 1994.  Generally, the 
Company's oil and condensate production is sold on a monthly basis as it is 
produced.  Production of oil is usually not affected by volatility in market
prices.

NGLs sales volumes were down eight percent to 754 thousand barrels (MBbls) at 
an average price of 30 cents per gallon for the second quarter of 1995.  This
compares to 823 MBbls at an average price of 29 cents per gallon for the same
period of 1994.

NGLs volumes for the first six months of 1995 were up seven percent to 1,768
MBbls at an average price of 31 cents per gallon compared to 1,645 MBbls at an
average price of 26 cents per gallon during the same period of 1994.

Hedging Strategies     Anadarko uses financial instruments to limit exposure to
changes in the market price of natural gas and crude oil for both the Company
and its customers.  While financial instruments are intended to reduce the
Company's exposure to declines in the market price of natural gas and crude 
oil, the financial instruments may also limit Anadarko's gain from increases in
the market price of natural gas and crude oil.  As a result, gains and losses 
on financial instruments are generally offset by similar changes in the 
realized price of natural gas and crude oil.  Gains and losses are recognized 
in revenues for the periods to which the financial instruments relate.  
Anadarko's financial instruments currently are comprised of futures, swaps and
options.





                                   11


Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)



Capital Expenditures, Liquidity and Dividends

During the first six months of 1995, Anadarko's capital spending (including
capitalized interest and overhead) was $121.0 million compared to $222.4 
million in the same period of 1994.  Capital expenditures in both periods 
related primarily to the Company's oil and gas exploration and development 
activities.  Capital expenditures for 1994 included $72 million for offshore
leases in the Gulf of Mexico that were acquired in March 1994.
      
Net cash from operating activities for the first half of 1995 was $101.9 
million compared to $148.6 million in the first six months of 1994.  Sources
of funds for the Company's capital spending programs include: cash flows; 
existing available credit facilities; and, proceeds from sales of producing 
properties, where the Company may totally divest non-core properties or 
reduce (sell-down) its interest in core properties.  The Company believes 
these sources will be sufficient to meet capital and operating requirements 
during the remainder of 1995.  In addition, Anadarko may pursue other 
financing options to reduce or stabilize interest costs.

In March 1995, Anadarko issued $100 million principal amount of 7 1/4%
Debentures due 2025.  Each Debenture holder has the one-time right to have the
Company purchase on March 15, 2000, all or a portion of, the Debenture at a
purchase price equal to par plus the accrued and unpaid interest.  Net proceeds
from the offering were used to fix floating interest rate debt.

Anadarko's Board of Directors declared a quarterly dividend of seven and 
one-half cents per share of common stock.  The dividend is payable on 
September 27, 1995 to stockholders of record on September 13, 1995.  
Under the most restrictive provisions of the various credit agreements, which
limit the payment of dividends by the Company, retained earnings of 
$256,529,000 were not restricted as to the payment of dividends at June 30, 
1995.  The amount of future dividends for Anadarko will depend on earnings, 
financial condition, capital requirements and other factors, and will be 
determined by the Directors on a quarterly basis.

In May 1995, the Company issued 1,000,000 shares of common stock to the 
Anadarko Petroleum Corporation Executives and Directors Benefits Trust 
(Trust) to secure present and future unfunded benefit obligations of the 
Company.  The shares issued to the Trust are not considered outstanding for 
quorum or voting calculations, but the Trust will receive dividends.  The 
shares are included in the calculation of earnings per share under the 
treasury stock method and have no dilutive effect.







                                  12


Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)


Exploration and Development Drilling 
     
During the second quarter of 1995, Anadarko participated in a total of 76 
wells, including 37 oil wells, 25 gas wells and 14 dry holes.  This compares
to a total of 56 wells, including 25 oil wells, 24 gas wells and seven dry 
holes during the second quarter of 1994.  For the first six months of 1995,
Anadarko participated in a total of 153 wells, including 79 oil wells, 52 
gas wells and 22 dry holes.  This compares to a total of 128 wells, including
69 oil wells, 39 gas wells and 20 dry holes during the first six months of 
1994.

International
Algeria    In July 1995, Anadarko and partners announced test results from the
Berkine East No.2 (BKE-2) well.  The BKE-2 well tested at a rate of 17,309
barrels of oil per day (BOPD) and 3.9 MMcf/d of gas through a 68/64" choke at
1,227 pounds per square inch (psi) of flowing tubing pressure from 190 feet of
perforations.  This appraisal well is located in the Ghadames Basin on Block
404.  It is approximately 1.5 miles from an August 1994 discovery, the BKE-1. 
The BKE-2 is Anadarko's third successful appraisal well in Algeria.  

In the Algerian venture, the company has two partners, each with a 25 percent
interest; they are LASMO Oil (Algeria) Limited, a wholly-owned subsidiary of
LASMO plc, and Maersk Olie Algeriet AS, a wholly-owned subsidiary of Maersk 
Olie OG Gas AS, a company in the Danish A.P. Moeller group.  Under terms of a
Production Sharing Agreement, liquid hydrocarbons that are discovered, 
developed and produced will be shared by Anadarko, its two partners and 
Sonatrach, the national oil and gas enterprise of Algeria.

Political unrest continues in Algeria.  Anadarko is closely monitoring the
situation and has taken reasonable and prudent steps to ensure the safety of 
its employees working in the remote regions of the Sahara Desert.  The 
situation has not had any material effect on the Company's operations to date.

United States - Offshore
Matagorda Island      The Matagorda Island 636 #1 well was completed during May
1995.  This exploratory gas well was drilled in 1994 and suspended, pending the
installation of production equipment. The well had initial test results of 2.8
MMcf/d of gas and 38 barrels of condensate per day (BCPD) with flowing tubing
pressure of 6,054 psi.  The second well, the Matagorda Island 622 #6 had 
initial gas volumes of 15.6 MMcf/d and 191 BCPD through a 7/64" choke with 
flowing tubing pressure of 4,815 psi.  Amoco Production Company is the 
operator.  Anadarko has a 37.5 percent working interest in both wells.

United States - Onshore
Alaska   In the 1994-95 winter drilling season, Anadarko and partners received
encouraging results from two wells drilled in the Colville River Delta on
Alaska's North Slope.  Partners in the Alaska exploration program include
operator, Arco Alaska (56 percent working interest), Union Texas Petroleum (22
percent) and Anadarko (22 percent).



                                   13



Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)



In June 1995, Union Texas announced that the partners had discovered 100 
million barrels of oil reserves.  Although additional drilling success in the
1995-96 drilling program is needed to justify commercial development, the 
partners are working now to reduce drilling and field development costs.  
Arco is conducting advance work on engineering design and permitting so if 
the field is later proven commercial, the partners will have a jump-start on
the development process.

Depending on the condition of the frozen tundra on the North Slope, the 1996
winter drilling season will begin about February and run through early April. 
Since the area of exploration is a river delta, the water and ground must be
frozen hard enough to support travel.  All equipment must be moved out before
the ice begins to thaw in May.

Permian Basin West Texas     In the Ketchum Mountain Field of Irion County,
Texas, 15 wells were completed in the second quarter of 1995.  Initial
production  from the 15 wells totaled 995 BOPD.  Additional leasing and
continued development drilling are planned for 1995.  Anadarko owns a 100
percent working interest in the wells.

The Company assumed operations of the TXL South Unit with the trade acquisition
of Texaco's interest in November 1994.  Since that date, production has
increased from 650 BOPD to 1,370 BOPD, the highest rate in 20 years.  This
increase is attributed to the reactivation of 47 shut-in producers and the
drilling of four new infill producers.  A three- to four-year program of
waterflood expansion and drilling is expected to further increase oil
production.

Panhandle West Texas     Four wells were completed in the second quarter of 
1995 in the Red Cave Formation, located in Moore County Texas.  Combined rates 
from the four completed wells was 4.3 MMcf/d.  Projected development drilling 
for the remainder of the year includes 11 additional wells.  Anadarko owns a 
100 percent working interest in the wells.

Golden Trend Oklahoma     In the Bradley Field of Grady County, Oklahoma, two
wells were completed in the second quarter of 1995.  Combined initial tests
rates were 81 BOPD and 2.9 MMcf/d of gas.  In the Antioch Field of Oklahoma, 
one well was completed during the second quarter.  Initial tests rates were 155
BOPD and 1.0 MMcf/d of gas.  In the Lindsay Field of Oklahoma, two wells were
completed in the second quarter of 1995.  Combined initial tests rates were 239
BOPD and 1.0 MMcf/d of gas.  The Company owns an average 85.6 percent working
interest in these wells.  Production for all of the wells is from the
Sycamore/Woodford/Hunton/Viola intervals.






                                   14





Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)




Southwest Kansas     During the second quarter of 1995, the Santa Fe "E" #2 
well was completed.  Located in the Angman Field of Seward county, the initial
test rate was 2.4 MMcf/d from a 19/64" choke, with flowing tubing pressure of
900 psi.  The Santa Fe "E" #3 is currently being completed.

There have been 27 completions in the first half of 1995 from the Hugoton Field
drilling program.  Twenty-two infill wells were drilled with average production
per well of 322 thousand cubic feet per day (Mcf/d).  Five Hugoton primary 
wells were completed with average initial production of 330 Mcf/d.  Combined
initial production from the 27 new wells is 8.7 MMcf/d.  The Company's 
working interest in these wells ranges between 34 and 100 percent.  Anadarko
is the operator of 26 of these wells.  Through June 1995, 336 infill wells 
have been drilled and completed.



































                                   15


                    Part II.   OTHER INFORMATION


Item 1. Legal Proceedings

Heritage Resources, Inc. Litigation     Pursuant to an order of the 162nd 
Judicial District Court for Dallas County, Texas, dated January 29, 1988, 
requiring all owners of interests in certain properties in Winkler County,
Texas, to be joined as parties Plaintiff or parties Defendant, Anadarko has
entered, as a party Plaintiff, a suit filed against Heritage Resources, Inc.
(Heritage) by Tribal Drilling Company.  The Plaintiffs, among other things,
seek to have Heritage removed as operator of a well in which Plaintiffs own
interests.  The Defendants have asserted counterclaims against Anadarko and 
the 19 other Plaintiffs alleging that, among other things, the assertions of
the Plaintiffs are frivolous and were made in bad faith and the Plaintiffs 
breached the joint operating agreements.  The trial is scheduled to begin on
May 6, 1996.  While the outcome of the litigation cannot be predicted, 
Anadarko's management believes that any recovery on the counterclaims in a 
material amount is remote.

     
Item 6.    Exhibits and Reports on Form 8-K

  (a) Exhibits

                     
     Exhibit No.            Description                   
       4(a)         Indenture for Senior Debt Securities,
                    dated as of March 1, 1995, between
                    Anadarko Petroleum Corporation and the
                    Chase Manhattan Bank, N.A., Trustee

       4(b)         Distribution Agreement, dated as of
                    March 9, 1995, for $300,000,000
                    Medium-Term Notes, Series A

       27           Financial Data Schedule

  (b) Reports on Form 8-K

  There were no reports filed on Form 8-K for the three months ended
  June 30, 1995.











                                   16      


                             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 duly authorized officer and principal financial officer.


                               ANADARKO PETROLEUM CORPORATION
                                       (Registrant)




August 11, 1995                          [MICHAEL E. ROSE]              
                               Michael E. Rose - Senior Vice President,
                                 Finance and Chief Financial Officer