UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 11-K

(Mark One)

[X]  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
     1934

     For the fiscal year ended DECEMBER 31, 2006

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

     For the transition period from ____________ to ____________

Commission file number 001-32395

                        CONOCOPHILLIPS STORE SAVINGS PLAN
                            (Full title of the Plan)

                                 CONOCOPHILLIPS
                         (Name of issuer of securities)


                                                                   
600 NORTH DAIRY ASHFORD
HOUSTON, TEXAS                                                           77079
(Address of principal executive office)                               (Zip code)




FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements

Financial statements of the ConocoPhillips Store Savings Plan, filed as a part
of this annual report, are listed in the accompanying index.

(b) Exhibits


          
Exhibit 23   Consent of Independent Registered Public Accounting Firm


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
ConocoPhillips Store Savings Plan Committee has duly caused this annual report
to be signed on its behalf by the undersigned hereunto duly authorized.

                                        CONOCOPHILLIPS STORE SAVINGS PLAN


                                        /s/ J. W. Sheets
                                        ----------------------------------------
                                        J. W. Sheets
                                        Plan Financial Administrator

June 19, 2007


                                        1



--------------------------------------------------------------------------------
INDEX TO FINANCIAL STATEMENTS AND SCHEDULE     CONOCOPHILLIPS STORE SAVINGS PLAN



                                                                            Page
                                                                            ----
                                                                         
Report of Independent Registered Public Accounting Firm .................     3
Financial Statements
   Statements of Net Assets Available for Benefits at December 31, 2006
      and 2005 ..........................................................     4
   Statement of Changes in Net Assets Available for Benefits for the Year
      Ended December 31, 2006 ...........................................     5
   Notes to Financial Statements ........................................     6
Supplemental Schedule
   Schedule of Assets (Held at End of Year) as of December 31, 2006,
      Schedule H, Line 4i ...............................................    17
Exhibit Index ...........................................................    18

--------------------------------------------------------------------------------


                                        2


--------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The ConocoPhillips Store Savings Plan Committee
ConocoPhillips Store Savings Plan

We have audited the accompanying statements of net assets available for benefits
of ConocoPhillips Store Savings Plan as of December 31, 2006 and 2005, and the
related statement of changes in net assets available for benefits for the year
ended December 31, 2006. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. We were not engaged to perform an
audit of the Plan's internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 2006 and 2005, and the changes in its net assets available for
benefits for the year ended December 31, 2006, in conformity with U.S. generally
accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of assets
(held at end of year) as of December 31, 2006, is presented for purposes of
additional analysis and is not a required part of the financial statements but
is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in our audits of the financial statements and, in our
opinion, is fairly stated in all material respects in relation to the financial
statements taken as a whole.


                                        /s/ ERNST & YOUNG LLP
                                        ERNST & YOUNG LLP

Houston, Texas
June 19, 2007


                                        3



STATEMENTS OF NET ASSETS                                          CONOCOPHILLIPS
AVAILABLE FOR BENEFITS                                        STORE SAVINGS PLAN



                                                                 Thousands of
                                                                    Dollars
                                                               -----------------
At December 31                                                   2006      2005
                                                               -------   -------
                                                                   
ASSETS
Investments, at fair value
   Mutual funds                                                $21,334   $20,824
   Plan interest in Master Trusts:
      Stable Value Fund                                          1,619     1,675
      ConocoPhillips Stock Fund                                  3,619     3,393
      DuPont Stock Fund                                             72        71
   Loans to Plan participants                                      195       212
                                                               -------   -------
Total assets                                                    26,839    26,175
                                                               -------   -------
NET ASSETS AVAILABLE FOR
   BENEFITS, AT FAIR VALUE                                      26,839    26,175

Adjustment from fair value to contract
   value for fully benefit-responsive
   investment contracts                                             20        13
                                                               -------   -------
NET ASSETS AVAILABLE FOR
   BENEFITS, AT CONTRACT VALUE                                 $26,859   $26,188
                                                               =======   =======


                      See Notes to Financial Statements.


                                        4



STATEMENT OF CHANGES IN NET                                       CONOCOPHILLIPS
ASSETS AVAILABLE FOR BENEFITS                                 STORE SAVINGS PLAN



                                                                       Thousands
Year Ended December 31, 2006                                          of Dollars
                                                                      ----------
                                                                   
ADDITIONS
Contributions
   Active employee deposits                                             $   427
   Rollovers                                                                 32
                                                                        -------
Total contributions                                                         459
                                                                        -------
Investment income
   Interest and dividend income                                             679
   Interest on participant loans                                             12
   Plan interest in Master Trusts
      Stable Value Fund                                                      94
      ConocoPhillips Stock Fund                                             854
      DuPont Stock Fund                                                      11
   Net appreciation in fair value
      of investments - mutual funds                                       1,843
                                                                        -------
TOTAL INVESTMENT INCOME                                                   3,493
                                                                        -------
Other additions                                                               1
                                                                        -------
Total additions                                                           3,953
                                                                        -------
DEDUCTIONS
Distributions to participants
   or their beneficiaries                                                 3,273
Administrative expenses                                                       1
Other deductions                                                              8
                                                                        -------
Total deductions                                                          3,282
                                                                        -------
NET INCREASE                                                                671

NET ASSETS AVAILABLE FOR BENEFITS
Beginning of year                                                        26,188
                                                                        -------
End of year                                                             $26,859
                                                                        =======


                                 See Notes to Financial Statements.


                                        5



--------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS                                     CONOCOPHILLIPS
                                                              STORE SAVINGS PLAN

NOTE 1--PLAN DESCRIPTION

The following description of the ConocoPhillips Store Savings Plan (Plan)
provides only general information. Participants should refer to the Plan
document for a more complete description of the Plan's provisions.

GENERAL

The Plan is a defined contribution, 401(k) profit sharing plan. The Plan was
established in 1985, and has been amended and restated at various times since
its formation. ConocoPhillips Company is the Plan sponsor (Sponsor). The
Vanguard Group, Inc. serves as recordkeeper. Vanugard Fiduciary Trust Company
(Vanguard) serves as trustee.

The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended (ERISA).

ELIGIBILITY

An active employee of Kayo Oil Company (Company), a subsidiary of the Sponsor,
is eligible to participate upon the attainment of age 21 and the completion of
one year of eligibility service as defined in the Plan document.

INVESTMENT FUNDS

Plan assets are invested in a variety of investment funds; however, the DuPont
Stock fund is closed to new investment elections. Investments in the Plan are
participant-directed.

ACTIVE EMPLOYEE DEPOSITS

Active employees can deposit between 1% and 30% of their eligible pay, as
defined in the Plan document (Pay), to the Plan on a before-tax basis.
Investments are participant-directed in 1% increments.

Active employees are eligible to make catch-up deposits to the Plan beginning in
the year they attain age 50. The active employee is allowed to elect catch-up
deposits to be deducted as a dollar amount from each paycheck up to the
applicable dollar limit, as defined by the Plan, for such Plan year. Elections
to make catch-up deposits remain in effect until changed or revoked by an active
employee.

COMPANY CONTRIBUTIONS

The Company makes a matching contribution to the account of each retail store
manager (this includes a manager or manager in training but not an assistant
manager) (Retail Store Manager) who is making a deposit of 2% or more of Pay to
the Plan. If a Retail Store Manager deposits 2% or more of Pay, the 2% deposit
is deemed a "matched before-tax deposit" and the Retail Store Manager's account
receives a Company matching


                                        6



contribution equal to 2% of Pay. Deposits by a Retail Store Manager in excess of
the 2% matched before-tax deposit and deposits of up to 30% of Pay by other
active employees are deemed "regular before-tax deposits," and are not subject
to Company matching contributions. Company contributions for 2006 totaling
$86,123 were funded through the forfeiture account.

PARTICIPANT ACCOUNTS

Each participant's account is credited with their deposits; Company
contributions, if applicable; and Plan earnings, and charged with an allocation
of investment administrative expenses. Allocations are based on participant
earnings or account balances, as defined. The benefit to which a participant is
entitled is the benefit that could be provided from the participant's vested
account.

VESTING

Participants are fully vested in regular before-tax deposits and matched
before-tax deposits in their accounts. The participating Retail Store Managers
vest in the Company's matching contribution if 3 years of vesting service is
satisfied by completing 1,000 hours of service each year either by actually
earning 1,000 hours of service in the year or receiving 190 hours of service for
each month served as an employee. Retail Store Managers can also vest in the
Company's matching contribution if employment continues until the normal
retirement date, which is the 1st day of the month coincident with or
immediately following a 65th birthday, even if the Retail Store Manager has less
than 3 years of service.

FORFEITURES

The Company matching contribution attributable to the matched before-tax
deposits of a participating, non-vested Retail Store Manager is forfeited if the
Retail Store Manager terminates employment prior to satisfying the vesting
requirements; provided, however, that if the non-vested Retail Store Manager is
rehired by the Company within five years, the prior service will be counted
toward the Plan's vesting schedule. Forfeited amounts are applied against future
Company contributions.

VOTING RIGHTS

As a beneficial owner of ConocoPhillips common stock (Company Stock), Plan
participants and beneficiaries are entitled to direct the trustee to vote the
Company Stock attributable to their accounts. An active employee participant on
the voting valuation date may direct the trustee to vote the non-directed
shares.

DIVERSIFICATION

Generally, participants may make unlimited exchanges out of any investment fund
in any dollar amount, whole percentages or shares of their account to another
investment fund subject to the exchange rules in the Plan document. In addition,
using selected investment percentages, a participant may request a reallocation
of both the


                                        7



existing account and future contribution allocations or a rebalancing of the
participant's existing account.

SHARE ACCOUNTING METHOD FOR COMPANY STOCK

Any shares purchased or sold for the Plan on any business day are valued at the
Participant Transaction Price, which is calculated using the weighted-average
price of the Company Stock traded on that business day and any carryover impact
as described in the Plan document.

DISTRIBUTIONS

Total distributions from participant accounts can be made upon the occurrence of
specified events, including the attainment of age 59 1/2, death, disability, or
termination of employment. Partial distributions are permitted in cases of
specified financial hardship.

Certain installment distribution options offered under previous plans were
grandfathered into the Plan.

LOANS

Active employee participants can request a loan from their account in the Plan.
The minimum loan is $500. Generally, the maximum loan is the lesser of $50,000
or one-half of the vested value of the participant's account. For those eligible
for loans, one outstanding loan is available at any one time for a term of up to
58 months.

TRUST AGREEMENTS

The trust agreement with Vanguard provides for the administration of certain
assets in the Plan.

Additionally, there are three master trust agreements:

The ConocoPhillips Stock Fund Master Trust Agreement provides for the
administration of the ConocoPhillips Stock Fund. The trustee is Vanguard.

The Stable Value Fund (SVF) is managed under the Stable Value Fund Master Trust
Agreement. The assets in this fund include investment contracts, units of common
collective trusts (CCTs), and U.S. Treasury notes. The trustee for the SVF is
State Street Bank and Trust Company.

The DuPont Stock Fund Master Trust Agreement provides for the administration of
the DuPont Stock fund. The trustee is Vanguard.

ADMINISTRATION

The Plan is administered by the ConocoPhillips Store Savings Plan Committee
(Committee), a Plan Financial Administrator, a Plan Benefits Administrator, and
the Chief Financial Officer of the Sponsor. The members of the Committee are
appointed by the Board of Directors of the Sponsor or its delegate. The Plan
Financial Administrator and Plan Benefits Administrator are the persons who
occupy, respectively, the Sponsor positions of Vice President and Treasurer, and
Manager Global


                                        8



Compensation and Benefits. Members of the Committee and the Plan Administrators
serve without compensation, but are reimbursed by the Sponsor for necessary
expenditures incurred in the discharge of their duties. Administrative expenses
of the Plan are paid from assets of the Plan to the extent allowable by law,
unless paid by the Sponsor.

NOTE 2--SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Plan's financial statements are presented on the accrual basis of accounting
in conformity with U.S. generally accepted accounting principles. Distributions
to participants or their beneficiaries are recorded when paid.

RECENT ACCOUNTING PRONOUNCEMENTS

In December 2005, the Financial Accounting Standards Board (FASB) issued FASB
Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive
Investment Contracts Held by Certain Investment Companies Subject to the AICPA
Investment Company Guide and Defined-Contribution Health and Welfare and Pension
Plans (the FSP). The FSP defines the circumstances in which an investment
contract is considered fully benefit-responsive, and provides certain reporting
and disclosure requirements for fully benefit responsive investment contracts in
defined contribution health and welfare and pension plans. The financial
statement presentation and disclosure provisions of the FSP are effective for
financial statements issued for annual periods ending after December 15, 2006,
and are required to be applied retroactively to all prior periods presented for
comparative purposes. The Plan has adopted the provisions of the FSP at December
31, 2006.

As required by the FSP, investments in the accompanying Statements of Net Assets
Available for Benefits include fully benefit-responsive investment contracts
recognized at fair value. AICPA Statement of Position 94-4-1, Reporting of
Investment Contracts Held by Health and Welfare Benefit Plans and Defined
Contribution Pension Plans, as amended, requires fully benefit-responsive
investment contracts to be reported at fair value in the Plan's Statement of Net
Assets Available for Benefits with a corresponding adjustment to reflect these
investments at contract value. The requirements of the FSP have been applied
retroactively to the Statement of Net Assets Available for Benefits as of
December 31, 2005, presented for comparative purposes. Adoption of the FSP had
no effect on the Statement of Changes in Net Assets Available for Benefits for
any period presented.

USE OF ESTIMATES

The preparation of financial statements requires management to make estimates
that affect the amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.


                                        9



NOTE 3--INVESTMENTS

VALUATION

Common stock and mutual fund securities are valued at fair value. Common stock
values are based on their quoted market prices. Mutual funds are valued using
quoted market prices which represent the net asset values of shares held by the
Plan at year-end. The assets in the SVF include investment contracts and a
short-term investment fund. The investment contracts are backed by fixed income
instruments, units of CCTs, and assets in an insurance company's general or
separate account. The investment contracts are fully benefit-responsive, and, as
required by the FSP, are valued at fair value and then adjusted to contract
value which represents contributions, plus interest credited, less distributions
and expenses. The short-term investment fund is valued at amortized cost, which
approximates fair value. (See Note 7 on Master Trusts for more detail on the SVF
including the fair value computation methodology.) Participant loans are valued
at carrying value, which approximates fair value. Purchases and sales of
investments are recorded on a trade date basis. Dividends are recorded on the
ex-dividend date. Interest income is recorded on the accrual basis.

Investment securities are exposed to various risks, such as interest rate,
market, and credit risks. Due to the level of risk associated with certain
investment securities, it is at least reasonably possible that changes in values
of investments will occur in the near term and that such changes could
materially affect participants' account balances and the amounts reported in the
Statements of Net Assets Available for Benefits.

Investments that comprised 5% or more of the fair value of net assets available
for benefits for the years ended December 31, 2006, and 2005, are as follows:



                                                                   Thousands of
                                                                     Dollars
                                                                 ---------------
At December 31                                                    2006     2005
                                                                 ------   ------
                                                                    
Mutual funds:
   Vanguard Balanced Index Fund                                  $4,025   $3,935
   Vanguard Prime Money Market Fund                               7,720    7,919
   Vanguard Total International Stock
      Index Fund                                                  2,787    2,650
   Vanguard Value Index Fund                                      5,187    4,663
Plan interest in Master Trusts:
   Stable Value Fund                                              1,619    1,675
   ConocoPhillips Stock Fund                                      3,619    3,393



                                       10



NET APPRECIATION

During 2006, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) appreciated in value as
follows:



                                                                       Thousands
                                                                      of Dollars
                                                                      ----------
                                                                   
Mutual funds                                                             $1,843
                                                                         ------
Net appreciation in fair value of investments                            $1,843
                                                                         ======


NOTE 4--TAX STATUS

The Plan received a determination letter from the Internal Revenue Service dated
March 23, 2004, stating that the Plan, as amended and restated as of October 3,
2003, is qualified under Section 401(a) of the Internal Revenue Code (the Code)
and, therefore, the related trust is exempt from taxation. Subsequent to this
determination by the Internal Revenue Service, the Plan was amended. Once
qualified, the Plan is required to operate in conformity with the Code to
maintain its qualification. The Committee believes the Plan is being operated in
compliance with the applicable requirements of the Code and, therefore, believes
the Plan, as amended, is qualified and the related trust is tax exempt.

NOTE 5--RELATED-PARTY TRANSACTIONS

A portion of the Plan's assets is invested in Company Stock. Because
ConocoPhillips is the parent of the Sponsor, transactions involving Company
Stock qualify as related-party transactions. In addition, certain investments of
the Plan are in shares of mutual funds managed by Vanguard. Because Vanguard is
the Plan's trustee, these transactions qualify as related-party transactions.
All of these types of transactions are exempt from the prohibited transaction
rules.

NOTE 6--PLAN TERMINATION

Although it has not expressed any intent to do so, the Sponsor has the right
under the Plan to terminate the Plan subject to the provisions of ERISA. In the
event of Plan termination, participants will become 100% vested in their
accounts.

NOTE 7--MASTER TRUSTS

Three investment options of the Plan are held in master trusts and administered
under master trust agreements. These investment options include the SVF,
ConocoPhillips Stock Fund, and DuPont Stock Fund. The SVF, ConocoPhillips Stock
Fund, and DuPont Stock Fund options provided by the Plan are also available to
participants in the ConocoPhillips Savings Plan. Each plan's beneficial interest
in the master trust funds is based on that plan's proportionate share,
determined by participant-directed balances, of the value of the total net
assets in the master


                                       11



trust. Investment income for each plan is calculated using this same basis.

STABLE VALUE FUND

The Plan's proportionate share of SVF master trust net assets was approximately
0.1% as of December 31, 2006, and December 31, 2005.

The SVF consists of guaranteed investment contracts (GICs), separate account
guaranteed investment contracts (SAGICs), synthetic GIC contracts (SYNs), and
short-term investments and cash. In a traditional GIC, the insurance company
uses SVF deposits to purchase investments that are held in the insurance
company's general account. The insurance company is contractually obligated to
repay the principal and a specified rate of interest guaranteed to the SVF
master trust. In a SAGIC, the investments are backed by the assets of an
insurance company's separate account rather than its general account, and are
held for the exclusive benefit of the plans participating in the separate
account. In a SYN structure, the underlying investments are owned by the SVF
master trust and held in trust for Plan participants. The underlying investments
of the SYNs in the SVF master trust consist of CCTs, short-term investments, and
U.S. Treasury notes. The SVF master trust purchases a wrapper contract from an
insurance company or bank to provide market and cash flow protection to the
Plan. The wrapper contract amortizes the realized and unrealized gains and
losses on the underlying fixed income investments, typically over the duration
of the investment, through adjustments to the future interest crediting rate.
The issuer of the wrapper contract provides assurance that the adjustments to
the interest crediting rate do not result in a future interest crediting rate
that is less than zero.

There are no reserves against contract value for credit risk of the contract
issuers or otherwise. The crediting rates for GICs are set at the time of
purchase and are fixed for the specified contract period. The crediting rates
for most SAGICs and SYNs are reset monthly or quarterly and are based on the
fair value of the underlying portfolio of assets backing these contracts.

Key factors influencing future interest crediting rates for a wrapper contract
include:

     -    the level of market interest rates

     -    the amount and timing of participant contributions, transfers, and
          withdrawals into/out of the wrapper contract

     -    the investment returns generated by the fixed income investments that
          back the wrapper contract, and

     -    the duration of the underlying investments backing the wrapper
          contract.


                                       12



While there may be slight variations from one wrapper contract to another, the
formula for determining interest crediting rate resets is based on the
characteristics of the underlying fixed income portfolio. Over time, the
crediting rate formula amortizes the SVF's realized and unrealized fair value
gains and losses over the duration of the underlying investments. The resulting
gains and losses in the fair value of the underlying investments relative to the
wrapper contract value are represented in the SVF asset values as the
"Adjustment from fair value to contract value for fully benefit-responsive
contracts."

The SVF values as of December 31, 2006, and December 31, 2005, were as follows:



                                                          Thousands of Dollars
                                                        -----------------------
At December 31                                             2006         2005
--------------                                          ----------   ----------
                                                               
SVF, at fair value
GICs                                                    $   95,467   $  115,449
SAGICs                                                      14,835      112,725
CCTs                                                            --       70,350
Short-term investments                                      58,631       13,918
SYNs:
   CCTs                                                  1,744,369    1,597,431
   Short-term investments                                      612           51
   U.S. Treasury notes                                      35,323       54,564
   Wrapper contracts                                            42           21
                                                        ----------   ----------
Total assets                                             1,949,279    1,964,509

Total liabilities                                               --           --
                                                        ----------   ----------
Net assets, at fair value                                1,949,279    1,964,509

Adjustment from fair value to
   contract value for fully
   benefit-responsive
   investment contracts                                     24,772       14,238
                                                        ----------   ----------
Net assets, at contract value                           $1,974,051   $1,978,747
                                                        ==========   ==========
Ratio of year-end market
   value yield to investments,
   at fair value                                             5.134%       4.980%

Ratio of year-end crediting
   rate to investments, at
   fair value                                                5.118%       4.947%


Fair value of GICs and SAGICs is determined using a discounted cash flow method.
Based on its duration, the estimated cash flow of each contract is discounted
using a yield curve interpolated from swap rates and is adjusted for liquidity
and credit quality. For those GICs and SAGICs with no stated payment dates, the
projected value at the end of the


                                       13



required days notice period is assumed to pay in full and this payment is then
discounted following the process described above.

The CCTs are valued at fair value using the net asset value as determined by the
issuer based on the current values of the underlying assets of such trust. The
short-term investment fund is valued at amortized cost, which approximates fair
value. The U.S. Treasury notes are valued at market price plus accrued interest.
The fair value of wrapper contracts is determined by calculating the present
value of excess future wrap fees. When the replacement cost of the wrapper
contracts (a re-pricing provided annually by the contract issuer) is greater
than the current wrap fee, the difference is converted into the implied
additional fee payment cash flows for the duration of the holding. The present
value of that cash flow stream is calculated using a swap curve yield that is
based on the duration of the holding, and adjusted for the holding's credit
quality rating.

The significant components of the changes in net assets relating to the SVF are
as follows:



                                                                      Thousands
                                                                     of Dollars
                                                                     ----------
                                                                  
Year Ended December 31, 2006
   Contributions                                                     $   50,270
   Interest income (net)                                                 93,119
   Asset transfers in                                                   254,130
   Other additions                                                        2,356
   Distributions                                                       (225,622)
   Participant loans                                                     (3,557)
   Other deductions                                                          (8)
   Asset transfers out                                                 (175,384)
                                                                     ----------
Net decrease                                                             (4,696)
Beginning of year                                                     1,978,747
                                                                     ----------
End of year                                                          $1,974,051
                                                                     ==========


In certain circumstances, the amount withdrawn from investment contracts would
be payable at fair value rather than contract value. These events include
termination of the Plan, a material adverse change to the provisions of the
Plan, a decision by the administrators of the Plan to withdraw from an
investment contract in order to switch to a different investment provider, or in
the event of a spin-off or sale of a division if the terms of a successor plan
do not meet the investment contract issuer's underwriting criteria for issuance
of a clone investment contract. However, the events described above are not
probable of occurring in the foreseeable future.

Examples of events that would permit a contract issuer to terminate an
investment contract upon short notice include the Plan's loss of a qualified tax
status, un-cured material breaches of responsibilities, or material and adverse
changes to the provisions of the Plan. If one of these occurred, the investment
contract issuer could terminate the investment contract at fair value. The Plan
Administrators do not


                                       14


anticipate any of these events are probable of occurrence.

CONOCOPHILLIPS STOCK FUND

The ConocoPhillips Stock Fund is comprised of Company Stock held in a master
trust, the ConocoPhillips Stock Fund Master Trust. The Plan's proportionate
share of ConocoPhillips Stock Fund master trust net assets was approximately
0.1% as of December 31, 2006, and December 31, 2005.

The ConocoPhillips Stock Fund values as of December 31, 2006, and December 31,
2005, were as follows:



                                                           Thousands of Dollars
                                                         -----------------------
At December 31                                              2006         2005
                                                         ----------   ----------
                                                                
   ConocoPhillips Stock Fund                             $2,851,509   $2,380,454
                                                         ----------   ----------
End of year                                              $2,851,509   $2,380,454
                                                         ==========   ==========


The significant components of the changes in net assets relating to the
ConocoPhillips Stock Fund are as follows:



                                                                      Thousands
                                                                     of Dollars
                                                                     ----------
                                                                  
ConocoPhillips Stock Fund
Year Ended December 31, 2006
   Contributions                                                     $  109,390
   Dividend income                                                       61,479
   Net appreciation in fair value of Company Stock                      590,560
   Asset transfers in                                                   344,453
   Distributions                                                       (161,240)
   Participant loans                                                    (20,713)
   Other deductions                                                        (680)
   Asset transfers out                                                 (452,194)
                                                                     ----------
Net increase                                                            471,055
Beginning of year                                                     2,380,454
                                                                     ----------
End of year                                                          $2,851,509
                                                                     ==========


DUPONT STOCK FUND

The DuPont Stock Fund is comprised of DuPont stock held in a master trust, the
DuPont Stock Fund Master Trust. This option is closed to new investment
elections. The Plan's proportionate share of DuPont Stock Fund master trust net
assets was approximately 0.1% as of December 31, 2006, and December 31, 2005.

The DuPont Stock Fund values as of December 31, 2006, and December 31, 2005,
were as follows:



                                                            Thousands of Dollars
                                                            --------------------
At December 31                                                 2006       2005
                                                             --------   --------
                                                                  
   DuPont Stock Fund                                         $136,055   $147,012
                                                             --------   --------
End of year                                                  $136,055   $147,012
                                                             ========   ========



                                       15



The significant components of the changes in net assets relating to the DuPont
Stock Fund are as follows:



                                                                      Thousands
                                                                     of Dollars
                                                                     ----------
                                                                  
DuPont Stock Fund
Year Ended December 31, 2006
   Dividend income                                                     $  4,576
   Net appreciation in fair value of stock                               17,588
   Other additions                                                            9
   Distributions                                                         (9,515)
   Participant loans                                                       (249)
   Other deductions                                                         (33)
   Asset transfers out                                                  (23,333)
                                                                       --------
Net decrease                                                            (10,957)
Beginning of year                                                       147,012
                                                                       --------
End of year                                                            $136,055
                                                                       ========


NOTE 8--RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

The following is a reconciliation of net assets available for benefits as of
December 31, 2006 and 2005, as reflected in these financial statements, to the
amounts reflected in the Plan's Form 5500:



                                                            Thousands of Dollars
                                                            --------------------
                                                                2006     2005
                                                              -------   -------
                                                                  
Net assets available for benefits as
   reported in the financial statements                       $26,859   $26,188
Less: Adjustment from fair value to
   contract value for certain fully
   benefit-responsive investment contracts                        (20)       --
                                                              -------   -------
Net assets available for benefits
   as reported in the Form 5500                               $26,839   $26,188
                                                              =======   =======


The following is a reconciliation of net increase for the year ended December
31, 2006, as reflected in these financial statements, to the amounts reflected
in the Plan's Form 5500:



                                                                       Thousands
                                                                      of Dollars
                                                                      ----------
                                                                   
Year Ended December 31, 2006
Net increase as reported in the
   financial statements                                                  $671
Less: Adjustment from fair value to contract
   value for certain fully benefit-responsive
   investment contracts at December 31, 2006                              (20)
                                                                         ----
Net increase as reported in the Form 5500                                $651
                                                                         ====



                                       16



--------------------------------------------------------------------------------
SCHEDULE OF ASSETS (HELD AT END OF YEAR)                          CONOCOPHILLIPS
SCHEDULE H, LINE 4I                                           STORE SAVINGS PLAN
                                                        EIN 73-0400345, PLAN 027

At December 31, 2006



(a)(b) Identity of   (c) Description of investment                 Thousands of Dollars
issue, borrower,     including maturity date,                  ----------------------------
lessor, or similar   rate of interest, collateral,             (d) Historical   (e) Current
party                par or maturity value                          Cost           Value
------------------   ---------------------------------------   --------------   -----------
                                                                       
The Vanguard         5,453 units, Vanguard
   Group*               500 Index Fund                                     **       $   712

                     188,458 units, Vanguard
                        Balanced Index Fund                                **         4,025

                     11,056 units, Vanguard
                        Extended Market Index Fund                         **           428

                     9,078 units, Vanguard
                        Growth Index Fund                                  **           270

                     7,719,480 units, Vanguard
                        Prime Money Market Fund                            **         7,720

                     20,535 units, Vanguard
                        Total Bond Market Index Fund                       **           205

                     157,712 units, Vanguard
                        Total International Stock Index Fund               **         2,787

                     195,158 units, Vanguard
                        Value Index Fund                                   **         5,187

Participants*        Loans to Plan participants,
                        Interest rates ranging
                        from 4.0% to 10.0%                                 --           195
                                                                                    -------
                                                                                    $21,529
                                                                                    =======


*    Party-in-interest

**   Historical cost information is not required for participant-directed
     investments.


                                       17



--------------------------------------------------------------------------------
EXHIBIT INDEX                                                     CONOCOPHILLIPS
                                                              STORE SAVINGS PLAN



EXHIBIT
NUMBER                          DESCRIPTION
-------   --------------------------------------------------------
       
   23     Consent of Independent Registered Public Accounting Firm



                                       18