Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Lawler Robert D.
 2. Date of Event Requiring Statement (Month/Day/Year)
07/09/2012		 3. Issuer Name and Ticker or Trading Symbol
ANADARKO PETROLEUM CORP [APC]
(Last)
(First)
(Middle)
ANADARKO PETROLEUM CORPORATION, 1201 LAKE ROBBINS DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Intl./Deepwater Operation
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

THE WOODLANDS, TX 77380		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 6,705
D
 
Common Stock 7,027
I
401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non Qualified Stock Option (Right to Buy)   (1) 11/10/2016 Common Stock 11,500 $ 65.44 D  
Non Qualified Stock Option (Right to Buy)   (1) 11/04/2015 Common Stock 7,433 $ 35.18 D  
Non Qualified Stock Option (Right to Buy)   (1) 11/08/2018 Common Stock 17,416 $ 83.95 D  
Non Qualified Stock Option (Right to Buy)   (1) 11/09/2017 Common Stock 14,365 $ 63.34 D  
Non Qualified Stock Option (Right to Buy)   (1) 03/13/2015 Common Stock 6,650 $ 65.99 D  
Non Qualified Stock Option (Right to Buy)   (1) 03/06/2016 Common Stock 4,373 $ 33.07 D  
Restricted Stock Units   (2)   (2) Common Stock 1,733 $ (3) D  
Restricted Stock Units   (2)   (2) Common Stock 5,420 $ (3) D  
Restricted Stock Units   (2)   (2) Common Stock 7,210 $ (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lawler Robert D.
ANADARKO PETROLEUM CORPORATION
1201 LAKE ROBBINS DRIVE
THE WOODLANDS, TX 77380		       SVP, Intl./Deepwater Operation  

Signatures

/s/Linda Mansker by power of atty. for Robert D. Lawler 07/13/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The option is exercisable in three annual installments beginning one year after the date of grant.
(2) The restricted stock units vest in three annual installments beginning one year after the date of grant.
(3) Each restricted stock unit represents a contingent right to receive one share of APC common stock.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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