424B3 1 0001.txt PROSPECTUS SUPPLEMENT NO. 2 Filed Pursuant to Rule 424(b)(3) TO THE PROSPECTUS DATED Relating to Form S-3 Registration DECEMBER 1, 2000 Statement No. 333-50036 DEVON ENERGY CORPORATION 760,000,000 Principal Amount at Maturity of Zero Coupon Convertible Senior Debentures Due 2020 and Shares of Common Stock Issuable upon Conversion of the Debentures This Prospectus Supplement relates to the offering for resale of Devon's zero coupon convertible senior debentures due 2020 and the shares of Devon's common stock issuable upon conversion of the debentures. The selling security holder table on pages 6-8 of the prospectus is amended by this supplement to add the following entities as selling security holders and to list the amount of the securities beneficially owned and being offered for sale by such security holders:

Shares of Convertible Debentures Common Stock ---------------------- -------------- Offered by Offered by Held this this Before Prospectus Prospectus Selling Security Holder Offering Supplement Supplement ----------------------- ----------- ----------- ------------- Global Bermuda Limited Partnership $ 2,500,000 $ 2,500,000 $ 14,398 Lakeshore International Ltd. 2,500,000 2,500,000 14,398 KBC Financial Products USA Inc. 4,000,000 4,000,000 23,037 Merrill Lynch Pierce Fenner & Smith Inc. 4,720,000 4,720,000 27,184 UBS AG 30,000,000 30,000,000 172,779 Assumes conversion of the full amount of debentures by each holder at the initial conversion rate of 5.7593 shares of common stock per $1,000 principal amount of debentures at maturity.

The Date of this Supplemental Prospectus is February 23, 2001