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): January 26, 1998


                     DEVON ENERGY CORPORATION
      (Exact Name of Registrant as Specified in its Charter)




     OKLAHOMA                           1-10067                  73-1474008
(State or Other Jurisdiction of (Commission File Number)     (I.R.S. Employer
Incorporation or Organization)                           Identification Number)


   20 NORTH BROADWAY, SUITE 1500, OKLAHOMA CITY, OK      73102
       (Address of Principal Executive Offices)        (Zip Code)


  Registrant's telephone number, including area code:     (405) 235-3611








                     Page 1 of 7 total pages
<PAGE>

Item 5.  Other Events

1998 Estimates

     The forward-looking  statements provided in  this discussion
are based  on Devon  Energy Corporation's  ("Devon") management's
examination of historical operating trends, the December 31, 1997
reserve  reports  of  independent  petroleum engineers,  data  in
Devon's  files and other data available from third parties. Devon
cautions that its future oil, gas and natural gas liquids ("NGL")
production, revenues and expenses are subject to all of the risks
and uncertainties  normally incident  to the exploration  for and
development and  production of oil and gas.  These risks include,
but are not limited to, inflation for or lack  of availability of
goods   and  services,   environmental  risks,   drilling  risks,
regulatory changes, the uncertainty inherent in estimating future
oil and gas production  or reserves, and other risks  as outlined
below.  Also,   the  financial   results  for   Devon's  Canadian
operations  are   subject  to  currency   exchange  rate   risks.
Additional risks are discussed below in the context of line items
most affected by such risks.

     Specific  Assumptions  and  Risks   Related  to  Price   and
Production Estimates    Prices for oil, natural gas and  NGLs are
determined  primarily by  prevailing market  conditions.   Market
conditions  for these  products  are influenced  by regional  and
world-wide  economic  growth,  weather  and  other  substantially
variable  factors.  These factors  are beyond Devon s control and
are  difficult  to predict.   Over  90%  of Devon s  revenues are
attributable to sales of these three commodities.  In addition to
lowering revenues, low product prices can result in reductions to
the  carrying   value  of  Devon's  oil  and  gas  properties  in
accordance   with   the   full   cost   method   of   accounting.
Consequently, Devon's financial results  and resources are highly
influenced by this price volatility.

     Estimates for Devon s future  production of oil, natural gas
and  NGLs  are based  on the  assumption  that market  demand and
prices for oil  and gas  will continue at  levels that allow  for
profitable  production  of   these  products.  Although   Devon's
management believes these assumptions to be reasonable, there can
be no assurance of such stability. 

     Certain  of Devon s  individual oil  and gas  properties are
sufficiently  significant as  to have  a  material impact  on the
company's  overall  financial  results.    With  respect  to  oil
production, these properties include the  West Red Lake Field and
the Grayburg-Jackson Unit, both in southeast New Mexico.  Devon's
interest  in the Northeast Blanco Unit ("NEBU") and the 32-9 Unit
can have a substantive effect on overall gas production.

     The production, transportation and marketing of oil, natural
gas  and  NGLs  are  complex  processes  which  are   subject  to
disruption due  to  transportation and  processing  availability,
mechanical   failure,  human  error,  meteorological  events  and
numerous other factors.  The following forward-looking statements
were prepared  assuming  demand, curtailment,  producibility  and
general market  conditions for Devon's oil, natural  gas and NGLs

                                2 
<PAGE>

for 1998 will be  substantially similar to those of  1997, unless
otherwise noted.  Given the general limitations expressed herein,
Devon's forward-looking statements for 1998 are set forth below.

     Oil Production  and Relative Prices   Devon expects  its oil
production in 1998 to  total between 6.3 million barrels  and 7.3
million barrels.  Devon  expects its net oil prices  will average
from between $0.20 to $0.45 above West Texas  Intermediate posted
prices in 1998.

     Gas Production and Relative Prices   Devon expects its total
gas  production in 1998 will  be between 67.0  billion cubic feet
("Bcf")  and  78.5  Bcf.   It  is  expected  that  coal seam  gas
production will be 19.0 Bcf to 22.2 Bcf.   Canadian production in
1998  is estimated  to be  between 6.8  Bcf and  8.0 Bcf.   Devon
expects production from  the remainder of  its gas properties  to
total between 41.2 Bcf and 48.3 Bcf.

     Devon  expects  its 1998  coal  seam average  price  will be
between $0.25 and $0.55 less than Texas Gulf Coast spot averages.
This  includes an expected $0.40 to $0.45 per thousand cubic feet
("Mcf") from  the 1995 transaction covering  substantially all of
Devon's  San Juan Basin coal  seam gas properties  ("the San Juan
Basin Transaction").  Devon's Canadian gas production is expected
to average from between $0.80 to $1.05 less than Texas Gulf Coast
spot prices.  (These Canadian differentials are expressed in U.S.
dollars,  using the  year-end 1997  exchange  rate of  $0.70 U.S.
dollar  to  $1.00  Canadian   dollar.)    Devon's  remaining  gas
production  is expected to average $0.05 to $0.25 less than Texas
Gulf Coast spot prices during 1998.

     Devon has made firm commitments to sell approximately 12,700
Mcf per  day of its coal seam gas production throughout 1998 at a
fixed  price  of  approximately  $1.45  per  Mcf  (excluding  the
expected $0.40 to $0.45  per Mcf benefit from the San  Juan Basin
Transaction).   The effect  of these fixed  price commitments has
been  included in  the expected  differential for  coal  seam gas
discussed  in the  above paragraph.   Devon  has also  made other
commitments  to  sell certain  quantities  of  its 1998  domestic
conventional  and  Canadian  gas  production  at  fixed   prices.
However,  such commitments  to date  are not  expected to  have a
material effect  on Devon's 1998  gas price differentials  due to
the limited quantities of gas per day involved.

     NGL Production  Devon expects its production of NGLs in 1998
to total between 1.3 million barrels and 1.5 million barrels.

     Production and  Operating Expenses   Devon s  production and
operating expenses vary in response to several factors. Among the
most significant of these  factors are additions or deletions  to
the company s property base, changes in production taxes, general
changes in the prices of services and materials  that are used in
the  operation of  the  company s properties  and  the amount  of
repair   and  workover   activity   required  on   the  company s
properties. 

     Oil,  gas  and  NGL prices  will  have  a  direct effect  on
production taxes to  be incurred  in 1998.   Future prices  could

                                3 
<PAGE>

also have  an effect  on whether  proposed workover projects  are
economically feasible. These factors coupled with the uncertainty
of  future oil, gas and NGL  prices, increase the margin of error
inherent  in estimating  future production  and operating  costs.
Given  these uncertainties,  Devon  estimates that  1998's  total
production and operating costs will  be between $78.0 million and
$90.5 million.

     Depreciation, Depletion  and Amortization ("DD&A")  The 1998
DD&A rate will  depend on  various factors.   Most notable  among
such  factors are  the amount  of proved  reserves that  could be
added  from drilling or  acquisition efforts in  1998 compared to
the costs incurred for such efforts, and the revisions to Devon's
year-end 1997 reserve estimates which will be made during 1998.  

     The DD&A rate as of the beginning of 1998 was $4.08 per Boe.
Assuming a 1998 rate of between  $4.10 per Boe and $4.45 per Boe,
1998's DD&A expense (including approximately $3.2 million of non-
oil and gas property related DD&A) is expected  to be $88 million
to $96 million.

     General  and  Administrative Expenses  ("G&A")   Devon s G&A
includes the costs of  many different goods and services  used in
support  of its business. These goods and services are subject to
general price level increases  or decreases. In addition, Devon s
G&A  expenses vary  with its  level of  activity and  the related
staffing needs  as  well  as  with  the  amount  of  professional
services   required  during  any  given  period.  Should  Devon's
anticipated  needs  or  the  prices of  the  required  goods  and
services  differ  significantly  from  expectations,  actual  G&A
expenses  could vary  materially from  the estimate.  Given these
limitations, G&A  expenses are expected to be between $13 million
and $15 million in 1998.

     Interest   Expense    Devon s  management  expects  to  fund
substantially  all  of its  anticipated expenditures  during 1998
with working  capital and internally generated  cash flow. Should
Devon s actual capital expenditures or internally  generated cash
flow vary significantly from expectations, interest expense could
differ  materially  from  the  following  estimate.  Given   this
limitation,  interest expense  is  expected to  be  less than  $1
million in 1998.

     Distributions on 6.5% Trust Convertible Preferred Securities
("TCP Securities")   TCP  Securities are convertible  into common
shares of  Devon at the option  of the holder. Should  any of the
holders  of the TCP Securities  elect to convert  during 1998, it
would reduce the amount of required distributions.   Assuming all
$149.5 million  of TCP Securities are outstanding  for the entire
year, Devon will make $9.7 million of distributions in 1998. 

     Income Taxes  Devon expects its financial income tax rate in
1998 to  be between 34% and 38%.  Regardless of the level of pre-
tax earnings reported  for financial purposes, Devon will  have a
minimum  of approximately  $2.0 million  of financial  income tax
expense  due to  various aspects  of a  1994 acquisition  of Alta
Energy Corporation, the San Juan  Basin Transaction and the  1996
acquisition of the North American onshore oil and gas exploration

                                4 
<PAGE>

and production properties and business of Kerr-McGee Corporation.
Therefore, if the actual amount  of 1998 pre-tax earnings differs
materially   from  what  Devon   currently  expects,  the  actual
financial  income tax  rate for  1998 could  fall outside  of the
expected  rate  of  34%  to 38%.    Also,  based  on its  current
expectations  of  1998  taxable  income,  Devon  anticipates  its
current  portion of 1998 income taxes will be between $12 million
and  $17 million.    However, revenue  and earnings  fluctuations
could easily make these tax estimates obsolete.

     Capital Expenditures  Devon s capital expenditures budget is
based on  an expected range  of future  oil, natural gas  and NGL
prices  as well as the  expected costs of  the capital additions.
Should Devon's  price  expectations  for  its  future  production
change significantly,  the company  may accelerate or  defer some
projects.    Thus, Devon  would increase  or decrease  total 1998
capital  expenditures. In  addition,  if the  actual cost  of the
budgeted items varies significantly  from the amount anticipated,
actual capital  expenditures could vary  materially from  Devon s
estimate. 

     Though   Devon  has   completed   several   major   property
transactions in  recent years, these transactions are opportunity
driven.  Thus,  Devon does  not "budget", nor  can it  reasonably
predict, the timing  or size  of such  possible acquisitions,  if
any.

     Given  these  limitations, Devon  expects  its 1998  capital
expenditures  for  drilling  and  development  efforts  to  total
between  $140 million and  $160 million, including  $8 million to
$12 million in Canada.   (Canadian amounts are expressed  in U.S.
dollars, using  the year-end  1996 exchange  rate  of $0.70  U.S.
dollar to $1.00  Canadian dollar.)   Devon expects  to spend  $45
million  to  $60 million  in  1998 for  drilling,  facilities and
waterflood  costs related to reserves classified  as proved as of
year-end 1997.  Devon also plans to spend another  $60 million to
$70 million on new, higher risk/reward projects.

     Other  Cash Uses   Devon's management expects  the policy of
paying  a quarterly dividend to continue.  With the current $0.05
per share  quarterly dividend  rate and  32.3  million shares  of
common  stock  outstanding,   1998  dividends  are   expected  to
approximate $6.5 million.

     Capital  Resources and Liquidity   Devon's  estimated future
drilling  and development  activities are  expected to  be funded
through a combination of working capital and net cash provided by
operations.  The amount of net  cash to be  provided by operating
activities in  1998 is  uncertain  due to  the factors  affecting
revenues and  expenses cited above.  However, Devon considers its
capital  resources  to   be  more  than  adequate   to  fund  its
anticipated capital expenditures.


                                5 
<PAGE>

     Based on  the expected level of  1998's capital expenditures
and net cash  provided by  operations, Devon does  not expect  to
rely  on its  credit  lines to  fund  a material  portion of  its
capital expenditures.   However,  if significant  acquisitions or
other unplanned capital requirements arise during the year, Devon
could  utilize its  credit lines.   The  unused portion  of these
credit lines  at the  end of  1997 consisted  of $208  million of
long-term  credit  facilities,  and  a  $12.5  million  (Canadian
dollars)  demand facility for Devon's Canadian operations.  If so
desired,  Devon  believes that  its  lenders  would increase  its
credit lines to at  least $450 million to $500  million. However,
Devon  does  not desire  nor anticipate  a  need to  increase its
credit lines above their current levels.


                                6 
<PAGE>

                            SIGNATURES


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

                              Devon Energy Corporation



                              By:  /s/ Danny J. Heatly           
      
                                        Danny J. Heatly
                                        Controller


Date:     January 26, 1998


                                  7
<PAGE>
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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): January 26, 1998

                     DEVON ENERGY CORPORATION
      (Exact Name of Registrant as Specified in its Charter)

     OKLAHOMA                           1-10067                  73-1474008
(State or Other Jurisdiction of (Commission File Number)     (I.R.S. Employer
Incorporation or Organization)                           Identification Number)

   20 NORTH BROADWAY, SUITE 1500, OKLAHOMA CITY, OK      73102
       (Address of Principal Executive Offices)        (Zip Code)

  Registrant's telephone number, including area code:     (405) 235-3611

                     Page 1 of 7 total pages
Item 5.  Other Events

1998 Estimates

     The forward-looking  statements provided in  this discussion
are based  on Devon  Energy Corporation's  ("Devon") management's
examination of historical operating trends, the December 31, 1997
reserve  reports  of  independent  petroleum engineers,  data  in
Devon's  files and other data available from third parties. Devon
cautions that its future oil, gas and natural gas liquids ("NGL")
production, revenues and expenses are subject to all of the risks
and uncertainties  normally incident  to the exploration  for and
development and  production of oil and gas.  These risks include,
but are not limited to, inflation for or lack  of availability of
goods   and  services,   environmental  risks,   drilling  risks,
regulatory changes, the uncertainty inherent in estimating future
oil and gas production  or reserves, and other risks  as outlined
below.  Also,   the  financial   results  for   Devon's  Canadian
operations  are   subject  to  currency   exchange  rate   risks.
Additional risks are discussed below in the context of line items
most affected by such risks.

     Specific  Assumptions  and  Risks   Related  to  Price   and
Production Estimates    Prices for oil, natural gas and  NGLs are
determined  primarily by  prevailing market  conditions.   Market
conditions  for these  products  are influenced  by regional  and
world-wide  economic  growth,  weather  and  other  substantially
variable  factors.  These factors  are beyond Devon s control and
are  difficult  to predict.   Over  90%  of Devon s  revenues are
attributable to sales of these three commodities.  In addition to
lowering revenues, low product prices can result in reductions to
the  carrying   value  of  Devon's  oil  and  gas  properties  in
accordance   with   the   full   cost   method   of   accounting.
Consequently, Devon's financial results  and resources are highly
influenced by this price volatility.

     Estimates for Devon s future  production of oil, natural gas
and  NGLs  are based  on the  assumption  that market  demand and
prices for oil  and gas  will continue at  levels that allow  for
profitable  production  of   these  products.  Although   Devon's
management believes these assumptions to be reasonable, there can
be no assurance of such stability. 

     Certain  of Devon s  individual oil  and gas  properties are
sufficiently  significant as  to have  a  material impact  on the
company's  overall  financial  results.    With  respect  to  oil
production, these properties include the  West Red Lake Field and
the Grayburg-Jackson Unit, both in southeast New Mexico.  Devon's
interest  in the Northeast Blanco Unit ("NEBU") and the 32-9 Unit
can have a substantive effect on overall gas production.

     The production, transportation and marketing of oil, natural
gas  and  NGLs  are  complex  processes  which  are   subject  to
disruption due  to  transportation and  processing  availability,
mechanical   failure,  human  error,  meteorological  events  and
numerous other factors.  The following forward-looking statements
were prepared  assuming  demand, curtailment,  producibility  and
general market  conditions for Devon's oil, natural  gas and NGLs

                                2
for 1998 will be  substantially similar to those of  1997, unless
otherwise noted.  Given the general limitations expressed herein,
Devon's forward-looking statements for 1998 are set forth below.

     Oil Production  and Relative Prices   Devon expects  its oil
production in 1998 to  total between 6.3 million barrels  and 7.3
million barrels.  Devon  expects its net oil prices  will average
from between $0.20 to $0.45 above West Texas  Intermediate posted
prices in 1998.

     Gas Production and Relative Prices   Devon expects its total
gas  production in 1998 will  be between 67.0  billion cubic feet
("Bcf")  and  78.5  Bcf.   It  is  expected  that  coal seam  gas
production will be 19.0 Bcf to 22.2 Bcf.   Canadian production in
1998  is estimated  to be  between 6.8  Bcf and  8.0 Bcf.   Devon
expects production from  the remainder of  its gas properties  to
total between 41.2 Bcf and 48.3 Bcf.

     Devon  expects  its 1998  coal  seam average  price  will be
between $0.25 and $0.55 less than Texas Gulf Coast spot averages.
This  includes an expected $0.40 to $0.45 per thousand cubic feet
("Mcf") from  the 1995 transaction covering  substantially all of
Devon's  San Juan Basin coal  seam gas properties  ("the San Juan
Basin Transaction").  Devon's Canadian gas production is expected
to average from between $0.80 to $1.05 less than Texas Gulf Coast
spot prices.  (These Canadian differentials are expressed in U.S.
dollars,  using the  year-end 1997  exchange  rate of  $0.70 U.S.
dollar  to  $1.00  Canadian   dollar.)    Devon's  remaining  gas
production  is expected to average $0.05 to $0.25 less than Texas
Gulf Coast spot prices during 1998.

     Devon has made firm commitments to sell approximately 12,700
Mcf per  day of its coal seam gas production throughout 1998 at a
fixed  price  of  approximately  $1.45  per  Mcf  (excluding  the
expected $0.40 to $0.45  per Mcf benefit from the San  Juan Basin
Transaction).   The effect  of these fixed  price commitments has
been  included in  the expected  differential for  coal  seam gas
discussed  in the  above paragraph.   Devon  has also  made other
commitments  to  sell certain  quantities  of  its 1998  domestic
conventional  and  Canadian  gas  production  at  fixed   prices.
However,  such commitments  to date  are not  expected to  have a
material effect  on Devon's 1998  gas price differentials  due to
the limited quantities of gas per day involved.

     NGL Production  Devon expects its production of NGLs in 1998
to total between 1.3 million barrels and 1.5 million barrels.

     Production and  Operating Expenses   Devon s  production and
operating expenses vary in response to several factors. Among the
most significant of these  factors are additions or deletions  to
the company s property base, changes in production taxes, general
changes in the prices of services and materials  that are used in
the  operation of  the  company s properties  and  the amount  of
repair   and  workover   activity   required  on   the  company s
properties. 

     Oil,  gas  and  NGL prices  will  have  a  direct effect  on
production taxes to  be incurred  in 1998.   Future prices  could

                                3
also have  an effect  on whether  proposed workover projects  are
economically feasible. These factors coupled with the uncertainty
of  future oil, gas and NGL  prices, increase the margin of error
inherent  in estimating  future production  and operating  costs.
Given  these uncertainties,  Devon  estimates that  1998's  total
production and operating costs will  be between $78.0 million and
$90.5 million.

     Depreciation, Depletion  and Amortization ("DD&A")  The 1998
DD&A rate will  depend on  various factors.   Most notable  among
such  factors are  the amount  of proved  reserves that  could be
added  from drilling or  acquisition efforts in  1998 compared to
the costs incurred for such efforts, and the revisions to Devon's
year-end 1997 reserve estimates which will be made during 1998.  

     The DD&A rate as of the beginning of 1998 was $4.08 per Boe.
Assuming a 1998 rate of between  $4.10 per Boe and $4.45 per Boe,
1998's DD&A expense (including approximately $3.2 million of non-
oil and gas property related DD&A) is expected  to be $88 million
to $96 million.

     General  and  Administrative Expenses  ("G&A")   Devon s G&A
includes the costs of  many different goods and services  used in
support  of its business. These goods and services are subject to
general price level increases  or decreases. In addition, Devon s
G&A  expenses vary  with its  level of  activity and  the related
staffing needs  as  well  as  with  the  amount  of  professional
services   required  during  any  given  period.  Should  Devon's
anticipated  needs  or  the  prices of  the  required  goods  and
services  differ  significantly  from  expectations,  actual  G&A
expenses  could vary  materially from  the estimate.  Given these
limitations, G&A  expenses are expected to be between $13 million
and $15 million in 1998.

     Interest   Expense    Devon s  management  expects  to  fund
substantially  all  of its  anticipated expenditures  during 1998
with working  capital and internally generated  cash flow. Should
Devon s actual capital expenditures or internally  generated cash
flow vary significantly from expectations, interest expense could
differ  materially  from  the  following  estimate.  Given   this
limitation,  interest expense  is  expected to  be  less than  $1
million in 1998.

     Distributions on 6.5% Trust Convertible Preferred Securities
("TCP Securities")   TCP  Securities are convertible  into common
shares of  Devon at the option  of the holder. Should  any of the
holders  of the TCP Securities  elect to convert  during 1998, it
would reduce the amount of required distributions.   Assuming all
$149.5 million  of TCP Securities are outstanding  for the entire
year, Devon will make $9.7 million of distributions in 1998. 

     Income Taxes  Devon expects its financial income tax rate in
1998 to  be between 34% and 38%.  Regardless of the level of pre-
tax earnings reported  for financial purposes, Devon will  have a
minimum  of approximately  $2.0 million  of financial  income tax
expense  due to  various aspects  of a  1994 acquisition  of Alta
Energy Corporation, the San Juan  Basin Transaction and the  1996
acquisition of the North American onshore oil and gas exploration

                                4
and production properties and business of Kerr-McGee Corporation.
Therefore, if the actual amount  of 1998 pre-tax earnings differs
materially   from  what  Devon   currently  expects,  the  actual
financial  income tax  rate for  1998 could  fall outside  of the
expected  rate  of  34%  to 38%.    Also,  based  on its  current
expectations  of  1998  taxable  income,  Devon  anticipates  its
current  portion of 1998 income taxes will be between $12 million
and  $17 million.    However, revenue  and earnings  fluctuations
could easily make these tax estimates obsolete.

     Capital Expenditures  Devon s capital expenditures budget is
based on  an expected range  of future  oil, natural gas  and NGL
prices  as well as the  expected costs of  the capital additions.
Should Devon's  price  expectations  for  its  future  production
change significantly,  the company  may accelerate or  defer some
projects.    Thus, Devon  would increase  or decrease  total 1998
capital  expenditures. In  addition,  if the  actual cost  of the
budgeted items varies significantly  from the amount anticipated,
actual capital  expenditures could vary  materially from  Devon s
estimate. 

     Though   Devon  has   completed   several   major   property
transactions in  recent years, these transactions are opportunity
driven.  Thus,  Devon does  not "budget", nor  can it  reasonably
predict, the timing  or size  of such  possible acquisitions,  if
any.

     Given  these  limitations, Devon  expects  its 1998  capital
expenditures  for  drilling  and  development  efforts  to  total
between  $140 million and  $160 million, including  $8 million to
$12 million in Canada.   (Canadian amounts are expressed  in U.S.
dollars, using  the year-end  1996 exchange  rate  of $0.70  U.S.
dollar to $1.00  Canadian dollar.)   Devon expects  to spend  $45
million  to  $60 million  in  1998 for  drilling,  facilities and
waterflood  costs related to reserves classified  as proved as of
year-end 1997.  Devon also plans to spend another  $60 million to
$70 million on new, higher risk/reward projects.

     Other  Cash Uses   Devon's management expects  the policy of
paying  a quarterly dividend to continue.  With the current $0.05
per share  quarterly dividend  rate and  32.3  million shares  of
common  stock  outstanding,   1998  dividends  are   expected  to
approximate $6.5 million.

     Capital  Resources and Liquidity   Devon's  estimated future
drilling  and development  activities are  expected to  be funded
through a combination of working capital and net cash provided by
operations.  The amount of net  cash to be  provided by operating
activities in  1998 is  uncertain  due to  the factors  affecting
revenues and  expenses cited above.  However, Devon considers its
capital  resources  to   be  more  than  adequate   to  fund  its
anticipated capital expenditures.

                                5
Based on  the expected level of  1998's capital expenditures
and net cash  provided by  operations, Devon does  not expect  to
rely  on its  credit  lines to  fund  a material  portion of  its
capital expenditures.   However,  if significant  acquisitions or
other unplanned capital requirements arise during the year, Devon
could  utilize its  credit lines.   The  unused portion  of these
credit lines  at the  end of  1997 consisted  of $208  million of
long-term  credit  facilities,  and  a  $12.5  million  (Canadian
dollars)  demand facility for Devon's Canadian operations.  If so
desired,  Devon  believes that  its  lenders  would increase  its
credit lines to at  least $450 million to $500  million. However,
Devon  does  not desire  nor anticipate  a  need to  increase its
credit lines above their current levels.

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SIGNATURES

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

                              Devon Energy Corporation

                              By:  /s/ Danny J. Heatly           
      
                                        Danny J. Heatly
                                        Controller

Date:     January 26, 1998

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