Obligation Continental Resources 7.125% ( US212015AF80 ) en USD

Continental Resources

100 % ▲

Etas-Unis

US212015AF80 ( en USD )

7.125% par an ( paiement semestriel )

01/04/2021 - Obligation échue

Prospectus brochure de l'obligation Continental Resources US212015AF80 en USD 7.125%, échue

1 000 USD

400 000 000 USD

212015AF8

BB+ ( Spéculatif )

Ba3 ( Spéculatif )

L'Obligation émise par Continental Resources ( Etas-Unis ) , en USD, avec le code ISIN US212015AF80, paye un coupon de 7.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/04/2021

L'Obligation émise par Continental Resources ( Etas-Unis ) , en USD, avec le code ISIN US212015AF80, a été notée Ba3 ( Spéculatif ) par l'agence de notation Moody's.

L'Obligation émise par Continental Resources ( Etas-Unis ) , en USD, avec le code ISIN US212015AF80, a été notée BB+ ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

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424B3 1 d424b3.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed pursuant to Rule 424 (b)(3)
SEC File No. 333-171045

PROSPECTUS

Offer to Exchange
Up To $400,000,000 of
7 1/8% Senior Notes due 2021
That Have Not Been Registered Under
The Securities Act of 1933
For
Up To $400,000,000 of
7 1/8% Senior Notes due 2021
That Have Been Registered Under
The Securities Act of 1933

Terms of the New 7 1/8% Senior Notes due 2021 Offered in the Exchange Offer:

· The terms of the new notes are identical to the terms of the old notes that were issued on September 16, 2010, except that the new notes will be registered

under the Securities Act of 1933 and will not contain restrictions on transfer, registration rights or provisions for additional interest.
Terms of the Exchange Offer:

· We are offering to exchange up to $400,000,000 of our old notes for new notes with materially identical terms that have been registered under the Securities

Act of 1933 and are freely tradable.

· We will exchange all old notes that you validly tender and do not validly withdraw before the exchange offer expires for an equal principal amount of new

notes.

· The exchange offer expires at 5:00 p.m., New York City time, on February 24, 2011, unless extended.

· Tenders of old notes may be withdrawn at any time prior to the expiration of the exchange offer.

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· The exchange of new notes for old notes will not be a taxable event for U.S. federal income tax purposes.

· Broker-dealers who receive new notes pursuant to the exchange offer acknowledge that they will deliver a prospectus in connection with any resale of such

new notes.

· Broker-dealers who acquired the old notes as a result of market-making or other trading activities may use the prospectus for the exchange offer, as

supplemented or amended, in connection with resales of the new notes.

You should carefully consider the risk factors beginning on page 8 of this prospectus before participating in the exchange offer.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this
prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus is January 24, 2011
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Table of Contents
This prospectus is part of a registration statement we filed with the Securities and Exchange Commission. In making your investment decision, you should
rely only on the information contained or incorporated by reference in this prospectus and in the accompanying letter of transmittal. We have not authorized
anyone to provide you with any other information. We are not making an offer to sell these securities or soliciting an offer to buy these securities in any
jurisdiction where an offer or solicitation is not authorized or in which the person making that offer or solicitation is not qualified to do so or to anyone whom it is
unlawful to make an offer or solicitation. You should not assume that the information contained in this prospectus, as well as the information we previously filed
with the Securities and Exchange Commission that is incorporated by reference herein, is accurate as of any date other than its respective date.
TABLE OF CONTENTS

Page
Cautionary Statement Regarding Forward-Looking Statements

i
Prospectus Summary

1
Risk Factors

8
Exchange Offer

12
Ratio of Earnings to Fixed Charges

19
Use of Proceeds

20
Description of Notes

21
Plan of Distribution

69
Material United States Federal Tax Consequences

70
Legal Matters

70
Experts

70
Where You Can Find More Information; Incorporation By Reference

70
Annex A: Letter of Transmittal

A-1

In this prospectus, "we," "us," "our," the "Company," and "Continental" refer to Continental Resources, Inc. and its consolidated subsidiary, unless otherwise
indicated or the context otherwise requires.

This prospectus incorporates important business and financial information about us that is not included or delivered with this prospectus. Such
information is available without charge to holders of old notes upon written or oral request made to Continental Resources, Inc., 302 N. Independence, Suite 1500,
Enid, Oklahoma, Attention: Chief Financial Officer (Telephone (580) 233-8955). To obtain timely delivery of any requested information, holders of old notes must
make any request no later than five business days prior to the expiration of the exchange offer.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
The information in this prospectus, including information in documents incorporated by reference, includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements, other than statements
of historical fact included or incorporated by reference in this prospectus, regarding our strategy, future operations, financial position, estimated revenues and losses,
projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this prospectus, the words "could," "believe," "anticipate,"
"intend," "estimate," "expect," "project" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain
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such identifying words. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently
available

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information as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary
statements described under the heading "Risk Factors" included in this prospectus, and the risk factors and other cautionary statements described under the headings "Risk
Factors" included in our Annual Report on Form 10-K for the year ended December 31, 2009 and included in our Quarterly Reports on Form 10-Q for the periods ended
March 31, 2010, June 30, 2010 and September 30, 2010, all of which are incorporated by reference in this prospectus, and, to the extent applicable, in any subsequently
filed reports.
These forward-looking statements are based on management's current belief, based on currently available information, as to the outcome and timing of future events.
Without limiting the generality of the foregoing, certain statements incorporated by reference or included in this prospectus constitute forward-looking statements.
Forward-looking statements may include statements about our:

· business strategy;

· future operations;

· crude oil and natural gas reserves;

· technology;

· financial strategy;

· crude oil and natural gas prices;

· timing and amount of future production of crude oil and natural gas;

· the amount, nature and timing of capital expenditures;

· estimated revenues and results of operations;

· drilling of wells;

· competition and government regulations;

· marketing of crude oil and natural gas;

· exploitation or property acquisitions;

· costs of exploiting and developing our properties and conducting other operations;

· general economic conditions;

· financial position;

· credit markets;

· liquidity and access to capital;

· uncertainty regarding our future operating results; and

· plans, objectives, expectations and intentions contained in this prospectus or in the documents incorporated by reference herein that are not historical.
We caution you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are
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beyond our control, incident to the exploration for and development, production, and sale of crude oil and natural gas. These risks include, but are not limited to,
commodity price volatility, inflation, lack of availability of drilling and production equipment and services, environmental risks, drilling and other operating risks,
regulatory changes, the uncertainty inherent in estimating crude oil and natural gas reserves and in projecting future rates of production, cash flows and access to capital, the
timing of development expenditures, and the other risks described under "Risk Factors" in this prospectus and in our Annual Report on Form 10-K for the year ended
December 31, 2009 and our Quarterly Reports on Form 10-Q for the periods ended March 31, 2010, June 30, 2010 and September 30, 2010 and, to the extent applicable, in
any subsequently filed reports.

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Reserve engineering is a process of estimating underground accumulations of crude oil and natural gas that cannot be measured in an exact way. The accuracy of any
reserve estimate depends on the quality of available data, the interpretation of such data, and price and cost assumptions made by reservoir engineers. In addition, the results
of drilling, testing, and production activities may justify revisions of estimates that were made previously. If significant, such revisions could change the schedule of any
further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of crude oil and natural gas that are ultimately
recovered.
Should one or more of the risks or uncertainties described or incorporated by reference in this prospectus occur, or should underlying assumptions prove incorrect,
our actual results and plans could differ materially from those expressed in any forward-looking statements.
All forward-looking statements, expressed or implied, included in this prospectus, or in the documents incorporated by reference in this prospectus, are expressly
qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-
looking statements that we or persons acting on our behalf may issue.
Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the
statements in this section, to reflect events or circumstances after the date of this prospectus. See also "Where You Can Find More Information; Incorporation by
Reference."

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PROSPECTUS SUMMARY
This summary highlights some of the information contained in this prospectus and does not contain all of the information that may be important to you. You
should read this entire prospectus and the documents incorporated by reference and to which we refer you before making an investment decision. You should
carefully consider the information set forth under "Risk Factors" beginning on page 8 of this prospectus, the other cautionary statements described in this
prospectus, and the risk factors and other cautionary statements, including those described under the heading "Risk Factors," in our Annual Report on Form 10-K
for the year ended December 31, 2009 and our Quarterly Reports on Form 10-Q for the periods ended March 31, 2010, June 30, 2010 and September 30, 2010, each
of which is incorporated by reference in this prospectus, and, to the extent applicable, any subsequently filed reports. In addition, certain statements include forward-
looking information that involves risks and uncertainties. See "Cautionary Statement Regarding Forward-Looking Statements."
In this prospectus we refer to the notes to be issued in the exchange offer as the "new notes" and the notes issued on September 16, 2010 as the "old notes."
We refer to the new notes and the old notes collectively as the "notes."
Continental Resources, Inc.
We are an independent crude oil and natural gas exploration and production company with operations in the North, South and East regions of the United States.
For additional information about our business, operations and financial results, see the documents listed under "Where You Can Find More Information;
Incorporation By Reference."
Our principal executive offices are located at 302 N. Independence, Enid, Oklahoma 73701, and our telephone number at that address is (580) 233-8955.
Risk Factors
Investing in the notes involves substantial risks. You should carefully consider all the information contained in this prospectus, including information in
documents incorporated by reference, prior to participating in the exchange offer. In particular, we urge you to carefully consider the factors set forth under "Risk
Factors" beginning on page 8 of this prospectus and those risk factors incorporated by reference to our Annual Report on Form 10-K for the year ended December 31,
2009, our Quarterly Reports on Form 10-Q for the periods ended March 31, 2010, June 30, 2010 and September 30, 2010 and, to the extent applicable, any
subsequently filed reports.

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The Exchange Offer
On September 16, 2010, we completed a private offering of the old notes. We entered into a registration rights agreement with the initial purchasers in the
private offering in which we agreed to deliver to you this prospectus and to use commercially reasonable efforts to complete the exchange offer within 400 days after
the date we issued the old notes.

Exchange Offer
We are offering to exchange new notes for old notes.

Expiration Date
The exchange offer will expire at 5:00 p.m., New York City time, on February 24, 2011, unless we
decide to extend it.

Condition to the Exchange Offer
The registration rights agreement does not require us to accept old notes for exchange if the exchange
offer, or the making of any exchange by a holder of the old notes, would violate any applicable law or
interpretation of the staff of the Securities and Exchange Commission. The exchange offer is not
conditioned on a minimum aggregate principal amount of old notes being tendered.

Procedures for Tendering Old Notes
To participate in the exchange offer, you must follow the procedures established by The Depository
Trust Company, which we call "DTC," for tendering notes held in book-entry form. These procedures,
which we call "ATOP," require that (i) the exchange agent receive, prior to the expiration date of the
exchange offer, a computer generated message known as an "agent's message" that is transmitted
through DTC's automated tender offer program, and (ii) DTC has received:

· your instructions to exchange your notes, and

· your agreement to be bound by the terms of the letter of transmittal.
For more information on tendering your old notes, please refer to the section in this prospectus entitled
"Exchange Offer--Terms of the Exchange Offer," "--Procedures for Tendering," and "Description of
Notes--Book Entry; Delivery and Form."

Guaranteed Delivery Procedures
None.

Withdrawal of Tenders
You may withdraw your tender of old notes at any time prior to the expiration date. To withdraw, you
must submit a notice of withdrawal to the exchange agent using ATOP procedures before 5:00 p.m.,
New York City time, on the expiration date of the exchange offer. Please refer to the section in this
prospectus entitled "Exchange Offer--Withdrawal of Tenders."

Acceptance of Old Notes and Delivery of New Notes
If you fulfill all conditions required for proper acceptance of old notes, we will accept any and all old
notes that you properly tender in the exchange offer on or before 5:00 p.m. New York City time on the
expiration date. We will return any old notes that we do not accept for exchange to you without
expense promptly after the expiration date and acceptance of the old notes for exchange. Please refer to
the section in this prospectus entitled "Exchange Offer--Terms of the Exchange Offer."

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