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 *
PLANK ROGER B
  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)
President and / Chief Corporate Officer
(Last)
(First)
(Middle)
2000 POST OAK BLVD, SUITE 100
3. Date of Earliest Transaction (Month/Day/Year)
02/21/2014
(Street)

HOUSTON, TX 77056
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
Common Stock (1) 02/21/2014   S   3,100 D $ 85.81 123,998 D  
Common Stock (1) 02/21/2014   S   900 D $ 85.815 123,098 D  
Common Stock (1) 02/21/2014   S   1,992 D $ 85.81 75,645.1143 (2) I By Trust (3)
Common Stock (1) 02/21/2014   S   3,000 D $ 85.62 22,078.845 I Held by trustee of NQ Plan
Common Stock (1) 02/21/2014   S   8 D $ 85.81 225.8857 (4) I Indian Creek Holdings, Ltd.
Common Stock (1)               12,134 I By Spouse
Common Stock (1)               31,430 I By trust fbo L.B. Plank
Common Stock (1)               39,596.035 I Held by trustee of 401(k) plan

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PLANK ROGER B
2000 POST OAK BLVD, SUITE 100
HOUSTON, TX 77056
      President and Chief Corporate Officer

Signatures

 Cheri L. Peper, Attorney-in-Fact   02/25/2014
**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) 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.
(2) The number of shares reported herein consists of (i) shares held directly by the Trusts and (ii) the shares attributable to and held indirectly by the Trusts through the Trusts' ownership interest in the Limited Partnership. The reporting person's children are the beneficiaries of the Trusts, and the reporting person and his spouse are trustees of the Trusts.
(3) These shares are held in trust for the benefit of the reporting person's children. The reporting person and spouse are trustees.
(4) These shares are held by the Limited Partnership. Two entities owned by the reporting person and his spouse are the general partners of the Limited Partnership, and the Trusts are the limited partners of the Limited Partnership. These shares do not include the shares attributable to the Trusts' ownership interest in the Limited Partnership that are reported on a separate line.

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