PROSPECTUS SUPPLEMENT NO. 1 Filed Pursuant to Rule 424(b)(3)
TO THE PROSPECTUS DATED Relating to Form S-3 Registration
DECEMBER 1, 2000 Statement No. 333-50036
DEVON ENERGY CORPORATION
760,000,000 Principal Amount at Maturity of
Zero Coupon Convertible Senior Debentures Due 2020 and
Shares of Common Stock
Issuable upon Conversion of the Debentures
This Prospectus Supplement relates to the offering for
resale of Devon's zero coupon convertible senior debentures due
2020 and the shares of Devon's common stock issuable upon
conversion of the debentures.
The selling security holder table on pages 6-8 of the
prospectus is amended by this supplement to add the following
entities as selling security holders and to list the amount of
the securities beneficially owned and being offered for sale by
such security holders:
Shares of
Convertible Debentures Common Stock
---------------------- --------------
Offered by Offered by
Held this this
Before Prospectus Prospectus
Selling Security Holder Offering Supplement Supplement<F1>
- ----------------------- ----------- ----------- -------------
Allstate Insurance Company $ 1,750,000 $ 1,750,000 $ 10,079
Deutsche Bank Securities 21,780,000 21,780,000 125,438
GLG Market Neutral Fund 37,000,000 37,000,000 213,094
J. P. Morgan Securities, Inc. 2,250,000 2,250,000 12,958
<FN>
<F1> Assumes conversion of the full amount of debentures by each
holder at the initial conversion rate of 5.7593 shares of common
stock per $1,000 principal amount of debentures at maturity.
</FN>
The above-listed securities will be sold to purchasers
directly by the selling security holders. There are no special
arrangements or agreements with any broker/dealers regarding the
sale of the zero coupon convertible senior debentures due 2020
and the shares of Devon's common stock issuable upon conversion
of the debentures. The selling security holders do not have, and
during the past three years have not had, any material
relationships with Devon Energy Corporation or any of its
affiliates.
The Date of this Supplemental Prospectus is
February 1, 2001