Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
OLSON W KREGG
   2. Issuer Name and Ticker or Trading Symbol
APACHE CORP [APA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr. Vice President
(Last)
(First)
(Middle)
2000 POST OAK BLVD, SUITE 100		 3. Date of Earliest Transaction (Month/Day/Year)
05/07/2008
(Street)

HOUSTON, TX 77056-4400		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units (1) $ 0 (1) 05/07/2008   M   800     (2)   (2) Common Stock (3) 800 $ 0 7,102.9323 D  
Phantom Stock Units (1) $ 0 (1) 05/07/2008   F     11.6   (4)   (4) Common Stock (3) 11.6 $ 128.81 7,091.3323 D  
Phantom Stock Units (1) $ 0 (1) 05/07/2008   M   925     (5)   (5) Common Stock (3) 925 $ 0 8,016.3323 D  
Phantom Stock Units (1) $ 0 (1) 05/07/2008   F     13.4125   (6)   (6) Common Stock (3) 13.4125 $ 128.81 8,002.9198 D  
Restricted Stock Units (7) $ 0 (8) 05/07/2008   M     800   (9)   (9) Common Stock (3) 800 $ 0 11,250 D  
Restricted Stock Units (7) $ 0 (8) 05/07/2008   M     925   (10)   (10) Common Stock (3) 925 $ 0 10,325 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
OLSON W KREGG
2000 POST OAK BLVD, SUITE 100
HOUSTON, TX 77056-4400		       Sr. Vice President  

Signatures

 Cheri L. Peper, Attorney-in-Fact   05/08/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) One share of Apache common stock for each phantom stock unit.
(2) Exempt acquisition pursuant to Rule 16b-3(d). Accrued under the deferred compensation provisions of Apache's Deferred Delivery Plan - data provided by the plan administrator on 05/07/08.
(3) The shares of common stock of Apache are deemed to also represent certain preferred stock purchase rights ('Rights'). The Rights are not currently exercisable or separately tradable and presently are evidenced by certificates for shares of the common stock. Value attributable to such Rights, if any, is reflected in the market price of the common stock.
(4) Stock units (each deemed to be equivalent to one share of Apache common stock) used to cover required tax withholding related to deferral upon 05/03/08 vesting of restricted stock. Data provided by plan administrator on 05/07/08.
(5) Exempt acquisition pursuant to Rule 16b-3(d). Accrued under the deferred compensation provisions of Apache's Deferred Delivery Plan - data provided by the plan administrator on 05/07/08.
(6) Stock units (each deemed to be equivalent to one share of Apache common stock) used to cover required tax withholding related to deferral upon 05/04/08 vesting of restricted stock - data provided by plan adminstrator on 05/07/08.
(7) With tandem tax withholding right
(8) One share of Apache common stock for each restricted stock unit.
(9) Vesting on 05/03/08 of restricted stock units under employer plan - data provided by plan administrator on 05/07/08. Vesting occurs 25% per year over four years.
(10) Vesting on 05/04/08 of restricted stock units under employer plan - data provided by plan administrator on 05/07/08. Vesting occurs 25% per year over four years.

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