Filed Pursuant to Rule 424(b)(2) Relating to Form S-3 Registration Statement No. 333-00815 DEVON FINANCING TRUST PROSPECTUS SUPPLEMENT TO THE PROSPECTUS DATED SEPTEMBER 11, 1996 The Selling Holders selling Offered Securities pursuant to this Prospectus Supplement and certain information concerning the sale of the Offered Securities are as follows: Number of Securities Offered Name of Selling Holder Held Securities Broker/Dealer Offered Nicholas-Applegate 37,876 37,876 Morgan Stanley Income & Growth Fund Baptist Health 3,371 3,371 Morgan Stanley Wake Forest 8,314 8,314 Morgan Stanley University Engineers Joint 5,308 5,308 Morgan Stanley Pension Fund Boston Museum of 1,425 1,425 Morgan Stanley Fine Arts San Diego County 46,305 46,305 Morgan Stanley Convertible Dunham & Associates 370 370 Morgan Stanley Fund II San Diego City 10,481 10,481 Morgan Stanley Retirement Dunham & Associates 876 876 Morgan Stanley Fund II The above-listed securities will be sold to purchasers directly by the selling holder. There are no special arrangement or agreement with any broker/dealers regarding the sale of the Offered Securities. The Selling 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 20, 1998