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 Earliest Event Reported: October 28, 2005
                           Commission File No. 1-8968



                         ANADARKO PETROLEUM CORPORATION
            1201 Lake Robbins Drive, The Woodlands, Texas 77380-1046
                                 (832) 636-1000

  Incorporated in the                                    Employer Identification
   State of Delaware                                          No. 76-0146568







Item 2.02  Results of Operations and Financial Condition

On October 28, 2005, Anadarko Petroleum Corporation (Anadarko) announced third
quarter 2005 earnings. The press release is included in this report as Exhibit
99.


Item 7.01  Regulation FD Disclosure

On October 28, 2005, Anadarko provided guidance for the remainder of 2005. This
information is contained in the press release included in this report as Exhibit
99.


Item 9.01  Financial Statements and Exhibits

(c)  Exhibits
     99  Anadarko Press Release, dated October 28, 2005.











                                   SIGNATURES

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 thereunto duly authorized officer.

                                   ANADARKO PETROLEUM CORPORATION
                                            (Registrant)

October 28, 2005                   By:       /s/ Diane L. Dickey
                                       ------------------------------
                                       Diane L. Dickey - Vice President and
                                       Controller