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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 27, 2004

 

MARATHON OIL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

1-5153

25-0996816

 

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

 

5555 San Felipe Road, Houston, Texas

 

77056-2723

 

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code: (713) 629-6600

______________________________

 

 

 

Item 7.

Financial Statements and Exhibits.

 

(c) Exhibits.

 

99.1 Press Release dated April 27, 2004, issued by Marathon Oil Corporation.

Item 12.

Disclosure of Results of Operations and Financial Condition.

 

On April 27, 2004, Marathon Oil Corporation (Marathon) issued a press release announcing first quarter 2004 earnings. The press release is being furnished as an exhibit to this report and is incorporated herein by reference.

   

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MARATHON OIL CORPORATION

 

 

Date: April 27, 2004

By:

/s/ A.G. Adkins

     

A.G. Adkins

     

Vice President-Accounting and Controller

 

 

 

 

EXHIBIT INDEX

Number

Exhibit

99.1

Press Release dated April 27, 2004, announcing Marathon's financial results for the first quarter 2004.