Bond Murdock Oil Corp 5.625% ( US626717AG73 ) in USD

Murdock Oil Corp

100 % ▲

United States

US626717AG73 ( in USD )

5.625% per year ( payment 2 times a year)

30/11/2042

Prospectus brochure of the bond Murphy Oil Corp US626717AG73 en USD 5.625%, maturity 30/11/2042

2 000 USD

350 000 000 USD

626717AG7

BB ( Non-investment grade speculative )

Ba3 ( Non-investment grade speculative )

01/12/2025 ( In 146 days )

Murphy Oil Corp. is an independent energy company engaged in the exploration, production, transportation, and refining of oil and natural gas, with operations primarily in the United States, Canada, and Asia.

Murphy Oil Corp. issued a USD 350,000,000 5.625% bond (CUSIP: 626717AG7, ISIN: US626717AG73) maturing November 30, 2042, currently trading at 100%, with a minimum trading size of 2,000, paying semi-annually, and rated BB by S&P and Ba3 by Moody's.

Final Prospectus Supplement
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424B5 1 d441058d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-184287
CALCULATION OF REGISTRATION FEE

Title of Each Class of
Securities to be Registered

Amount to be Registered

Aggregate Offering Price

Registration Fee(1)
2.500% Notes due 2017

$550,000,000

99.986%

$75,020
3.700% Notes due 2022

$600,000,000

99.594%

$81,840
5.125% Notes due 2042

$350,000,000

99.741%

$47,740

(1)
Calculated in accordance with Rule 457(r) of the Securities Act of 1933.
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Prospectus Supplement
(To Prospectus dated October 4, 2012)

We are offering $550,000,000 aggregate principal amount of 2.500% notes due 2017 (the "2017 notes"), $600,000,000 aggregate principal amount of 3.700%
notes due 2022 (the "2022 notes") and $350,000,000 aggregate principal amount of 5.125% notes due 2042 (the "2042 notes" and together with the 2017 notes
and the 2022 notes, the "notes"). The 2017 notes wil bear interest at the rate of 2.500% per year, the 2022 notes wil bear interest at the rate of 3.700% per
year and the 2042 notes wil bear interest at the rate of 5.125% per year. The interest rate payable on the notes of each series wil be subject to adjustments
from time to time if either Moody's or S&P (or a substitute ratings agency therefor) downgrades (or downgrades and subsequently upgrades) the credit rating
assigned to the notes of such series as described in this prospectus supplement. Interest on the notes of each series is payable semiannually in arrears on June 1
and December 1 of each year, commencing June 1, 2013. The 2017 notes wil mature on December 1, 2017, the 2022 notes wil mature on December 1, 2022
and the 2042 notes wil mature on December 1, 2042. We may redeem any series of the notes at any time, in whole or in part, at the redemption prices
described in this prospectus supplement. The offering and sale of each series of notes is not conditioned on the sale of any other series of notes. If a change of
control triggering event occurs as described in this prospectus supplement, unless we have exercised our right of redemption, we wil be required to offer to
repurchase each series of notes at a repurchase price equal to 101% of the principal amount of each series of notes plus accrued and unpaid interest, if any, to
the repurchase date.
The notes wil be senior unsecured obligations of Murphy Oil Corporation and wil rank equal y with all of Murphy Oil Corporation's other unsecured senior
indebtedness from time to time outstanding.
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.
See "Risk factors" beginning on page S-18 for a discussion of certain risks that you should consider in connection with making an investment in the
notes.
The notes wil be new issues of securities and currently there is no established trading market for the notes. We do not intend to list the notes on any securities
exchange or any automated dealer quotation system.

Proceeds to us,

Price to public(1)
Underwriting discount
before expenses
Per 2017 note

99.986%

0.600%

99.386%
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2017 note total

$
549,923,000
$
3,300,000
$
546,623,000
Per 2022 note

99.594%

0.650%

98.944%
2022 note total

$
597,564,000
$
3,900,000
$
593,664,000
Per 2042 note

99.741%

0.875%

98.866%
2042 note total

$
349,093,500
$
3,062,500
$
346,031,000

Total

$ 1,496,580,500
$
10,262,500
$
1,486,318,000

(1) Plus accrued interest from November 30, 2012, if settlement occurs after that date.
The notes wil be issued only in registered book-entry form, in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. The
underwriters expect to deliver the notes to purchasers through the facilities of The Depository Trust Company for the benefit of its participants, including Euroclear
Bank S.A./N.V. and Clearstream Banking, société anonyme, on or about November 30, 2012.
Joint Book-Running Managers

J.P. Morgan

BofA Merrill Lynch
Deutsche Bank Securities

RBC Capital Markets

Wells Fargo Securities
Senior Co-Managers

Citigroup

DNB Markets

Mitsubishi UFJ Securities
Co-Managers

Capital One Southcoast

Comerica Securities
Fifth Third Securities, Inc.

Raymond James Morgan Keegan
Scotiabank

US Bancorp
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We have not, and the underwriters have not, authorized anyone to provide any information other than that contained or incorporated by reference in this
prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. We do
not, and the underwriters do not, take any responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you.
We are not making an offer of these securities in any jurisdiction where the offer is not permitted. You should not assume that the information provided by this
prospectus supplement or the accompanying prospectus is accurate as of any date other than the date on the front of this prospectus supplement or, with respect
to information incorporated by reference, as of the date of that information. Our business, financial condition, results of operations and prospects may have
changed since those respective dates.

Page
Prospectus supplement

About this prospectus

S-ii

Where you can find more information

S-ii

Forward-looking statements

S-iii

Summary

S-1

Risk factors

S-18

Ratio of earnings to fixed charges

S-21

Use of proceeds

S-22

Capitalization

S-23

Description of the notes

S-25

Material U.S. federal income tax considerations

S-42

Underwriting

S-45

Legal matters

S-49

Experts

S-49

Prospectus

About this Prospectus

2

Murphy Oil Corporation

2

Where You Can Find More Information

3

Special Note on Forward-Looking Statements

4

Ratio of Earnings to Fixed Charges

5

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Use of Proceeds

5

Description of Common Stock

6

Description of Preferred Stock

8

Description of Depositary Shares

9

Description of Debt Securities

11

Description of Warrants

19

Forms of Securities

20

Plan of Distribution

22

Validity of Securities

22

Experts

22

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This document has two parts. The first part consists of this prospectus supplement, which describes the specific terms of this offering and the notes offered. The
second part is the accompanying prospectus, dated October 4, 2012, which provides more general information, some of which may not apply to this offering. If
the description of the offering varies between this prospectus supplement and the accompanying prospectus, you should rely on the information in this prospectus
supplement.
In this prospectus supplement, we refer to Murphy Oil Corporation and its wholly owned subsidiaries as "we," "our," "us," "the Company," "Murphy Oil" or
"Murphy" unless the context clearly indicates otherwise.
Before purchasing any notes, you should careful y read both this prospectus supplement and the accompanying prospectus, together with the additional
information in the documents we have listed under the heading "Where you can find more information."
We file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy any document we file with the SEC at
the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the Public
Reference Room. Our SEC filings are also available to the public at the SEC's web site at http://www.sec.gov.
The SEC al ows us to "incorporate by reference" into this prospectus supplement the information we file with it, which means that we can disclose important
information to you by referring you to those documents. The information incorporated by reference or deemed incorporated by reference is considered to be a
part of this prospectus supplement. Information that we file with the SEC after the date of this prospectus supplement wil update and supersede this information.
We incorporate by reference the documents listed below and any future filings made with the SEC under Sections 13(a), 13(c), 14, or 15(d) of the Securities
Exchange Act of 1934, as amended, until our offering is completed:

· Our Annual Report on Form 10-K for the year ended December 31, 2011, filed on February 28, 2012 (as amended by our Annual Report on Form 10-K/A filed
on March 16, 2012);

· Our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2012, filed on May 7, 2012; June 30, 2012, filed on August 6, 2012; and
September 30, 2012, filed on November 6, 2012;

· Our Definitive Proxy Statement on Schedule 14A filed on March 29, 2012 (solely to the extent incorporated by reference into Part III of our Annual Report on
Form 10-K); and

· Our Current Reports on Form 8-K or 8-K/A filed on February 3, 2012, March 20, 2012, April 5, 2012, May 4, 2012, May 9, 2012, May 10, 2012, May 18,
2012, June 21, 2012, August 1, 2012 (Items 5.02 and 8.01 (and the related Item 9.01) only) and October 16, 2012.
You may request a free copy of these filings by writing to, or telephoning, us at the fol owing address and phone number:
Corporate Secretary
Murphy Oil Corporation
P.O. Box 7000
El Dorado, Arkansas 71731-7000
(870) 862-6411
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This prospectus supplement and the accompanying prospectus, including the documents we incorporate by reference, contain statements of Murphy Oil's
expectations, intentions, plans and beliefs that are forward-looking, including but not limited to statements regarding our plans (i) to spin off Murphy USA, our U.S.
downstream business, (i ) to divest our U.K. downstream operations, (i i) to sel our U.K. exploration and production operations and (iv) to repurchase up to $1
bil ion of our common stock pursuant to our share repurchase program, and are in each case dependent on certain events, risks and uncertainties that may be
outside of Murphy Oil's control. These forward-looking statements are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. Murphy Oil's actual results could differ material y from those expressed or implied by these statements due to a number of factors, including, but not
limited to, the volatility and level of crude oil and natural gas prices, the level and success rate of our exploration programs, our ability to maintain production rates
and replace reserves, customer demand for our products, political and regulatory instability, and uncontrol able natural hazards, as wel as those contained under
the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2011, as updated by our Quarterly Report on Form 10-Q for the
quarter ended September 30, 2012.

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This summary description of our business and the offering may not contain all of the information that may be important to you. For a more complete
understanding of our business and this offering, we encourage you to read this entire prospectus supplement, the accompanying prospectus and the
documents incorporated by reference herein and therein. In particular, you should read the following summary together with the more detailed information
and consolidated financial statements and the notes to those statements included elsewhere in or incorporated by reference into this prospectus
supplement and the accompanying prospectus.
Company overview
We are a worldwide oil and gas exploration and production company. We also have retail and wholesale gasoline marketing operations in the United States
and refining and marketing operations in the United Kingdom. Our operations currently are classified into two business activities: (1) "Exploration and
Production" and (2) "Refining and Marketing." As described under "--Recent developments," we are in the process of selling our refining and marketing, or
downstream, operations in the United Kingdom as wel as our U.K. exploration and production operations, and we are implementing a plan to spin off our
United States downstream operations to shareholders.
Murphy's exploration and production business explores for and produces crude oil, natural gas and natural gas liquids worldwide. Murphy's activities are
currently subdivided into five geographic segments, including the United States, Canada, Malaysia, Republic of the Congo and all other countries. Total
worldwide 2011 production on a barrel of oil equivalent basis (six thousand cubic feet of natural gas equals one barrel of oil) was 179,388 barrels per day.
Total hydrocarbon production in 2012 is currently expected to average about 193,000 barrels of oil equivalent per day. The projected production increase of
approximately 7.6% in 2012 is primarily related to higher oil and gas volumes produced in the Eagle Ford Shale area of South Texas as the Company
continues its dril ing program in the area, higher natural gas production at the Tupper West area in Western Canada where first production occurred in
February 2011, and higher oil production at Kikeh where new wel s have been brought on production. These volume increases are expected to more than
offset production declines in 2012 at other producing fields. Income from the worldwide Exploration and Production segment represented nearly 83% of
consolidated net income from continuing operations in 2011.
Murphy's refining and marketing, or downstream, activities are subdivided into segments for the United States and the United Kingdom. Our U.S. business
primarily consists of retail marketing of petroleum products through a large chain of motor refueling stations. Most of these stations are located on or near
Walmart store sites, with the remaining stations located at other high traffic sites that are near major thoroughfares. Sales from our U.S. retail marketing
stations represented 47.4% of our consolidated revenues in 2011, 53.1% in 2010 and 51.4% in 2009. Our market share of U.S. retail gasoline sales was
approximately 2.6% in 2011.
The U.S. downstream business entered the renewable fuels business by acquiring an ethanol production facility in North Dakota during 2009, and also
purchased an unfinished ethanol production facility in Texas in 2010 that was completed and began operations in 2011.

S-1
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Additionally, the U.S. operations include refined product terminals with wholesale marketing activities. We sold our U.S. petroleum refineries in Meraux,
Louisiana and Superior, Wisconsin and certain associated marketing assets in 2011.
Our U.K. downstream business primarily consists of operations that refine crude oil and other feedstocks into petroleum products such as gasoline and
distil ates, buy and sell crude oil and refined products, and transport and market petroleum products. In 2011, we owned approximately 7.5% of the refining
capacity in the United Kingdom, and our U.K. fuel sales represented 2.0% of the total U.K. market share.
Recent developments
On October 16, 2012, Murphy announced that its board of directors (1) approved a plan to spin off to its stockholders its U.S. downstream subsidiary,
Murphy Oil USA, Inc. ("Murphy USA"), with Murphy USA becoming an independent and separately traded company, (2) authorized a special dividend of
$2.50 per share for a total dividend of approximately $500 mil ion and (3) authorized a share buyback program of up to $1 bil ion of the Company's shares of
common stock. Murphy also reaffirmed the plan to divest its U.K. downstream operations and stated that it is continuing to review possible options with
respect to selected assets.
Murphy believes that creating two publicly traded companies would offer a number of advantages:

· each business would focus on its strategic priorities with financial targets that best fit its own market and opportunities;

· each business would be able to al ocate resources and deploy capital in a manner consistent with its priorities; and

· investors, both current and prospective, would be able to value the two businesses based on their respective financial characteristics and make

investment decisions based on those characteristics.
In addition, on October 31, 2012, Murphy announced that during the third quarter of 2012 its board of directors had authorized the sale of its exploration and
production operations in the United Kingdom. Murphy has since agreed to sel certain of these assets and to buy certain oil properties in the Seal Lake region
of northern Alberta, Canada.
Beginning in the third quarter of 2012, the U.K. exploration and production segment has been reclassified to discontinued operations.
Murphy Oil Corporation
After the announced separation, Murphy Oil Corporation wil become an independent exploration and production company with principal activities focused in
the United States, Canada and Malaysia. Murphy wil continue its exploration program and offshore development projects complemented by predictable
growth in its North America onshore businesses primarily in the Eagle Ford Shale and Seal areas. The U.K. downstream operations wil remain with Murphy
until such time as these assets are ful y divested. At September 30, 2012, and after giving effect

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