Marathon Oil (MRO)

ISSUER PURCHASES OF EQUITY SECURITIES

(a)          22,303 shares of restricted stock were delivered by employees to Marathon, upon vesting, to satisfy tax withholding requirements.

(b)         Under the terms of the transaction whereby Marathon acquired the minority interest in Marathon Petroleum Company LLC and other businesses from Ashland Inc., Marathon paid Ashland Inc. shareholders cash in lieu of issuing fractional shares of Marathon’s common stock to which such holders would otherwise be entitled.  Marathon acquired five shares due to acquisition share exchanges and Ashland Inc. share transfers pending at the closing of the transaction.

(c)          31,253 shares were repurchased in open-market transactions to satisfy the requirements for dividend reinvestment under the Marathon Oil Corporation Dividend Reinvestment and Direct Stock Purchase Plan (the “Dividend Reinvestment Plan”) by the administrator of the Dividend Reinvestment Plan. Shares needed to meet the requirements of the Dividend Reinvestment Plan are either purchased in the open market or issued directly by Marathon.

(d)         In January 2006, Marathon announced a $2 billion share repurchase program which was increased by an additional $500 million in both January and May 2007 and by an additional $2 billion in July 2007, for a total authorized program of $5 billion.  As of September 30, 2007, 57 million split-adjusted common shares had been acquired at a cost of $2.497 billion, which includes transaction fees and commissions that are not reported in the table above.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

ISSUER PURCHASES OF EQUITY SECURITIES

(a)

173,896 shares of restricted stock were delivered by employees to Marathon, upon vesting, to satisfy tax withholding requirements.

(b)

15,523 shares were repurchased in open-market transactions to satisfy the requirements for dividend reinvestment under the Marathon Oil Corporation Dividend Reinvestment and Direct Stock Purchase Plan (the "Dividend Reinvestment Plan") by the administrator of the Dividend Reinvestment Plan. Stock needed to meet the requirements of the Dividend Reinvestment Plan are either purchased in the open market or issued directly by Marathon.

(c)

In January 2006, we announced a $2 billion share repurchase program. In January 2007, our Board of Directors authorized the extension of this program by an additional $500 million. As of March 31, 2007, the Company had repurchased 51.6 million split-adjusted common shares at a cost of $2.150 billion, which includes transaction fees and commissions that are not reported in the table above.

ISSUER PURCHASES OF EQUITY SECURITIES

(a)  173,896 shares of restricted stock were delivered by employees to Marathon, upon vesting, to satisfy tax withholding requirements.

(b)  15,523 shares were repurchased in open-market transactions to satisfy the requirements for dividend reinvestment under the Marathon Oil Corporation Dividend Reinvestment and Direct Stock Purchase Plan (the “Dividend Reinvestment Plan”) by the administrator of the Dividend Reinvestment Plan. Stock needed to meet the requirements of the Dividend Reinvestment Plan are either purchased in the open market or issued directly by Marathon.

(c)  In January 2006, we announced a $2 billion share repurchase program.  In January 2007, our Board of Directors authorized the extension of this program by an additional $500 million.  As of March 31, 2007, the Company had repurchased 25.8 million common shares at a cost of $2.150 billion, which includes transaction fees and commissions that are not reported in the table above.

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