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September
19, 2005
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(Date
of Report - Date of earliest event
reported)
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KERR-McGEE
CORPORATION
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(Exact
name of registrant as specified in its
charter)
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Delaware
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1-16619
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73-1612389
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(State
of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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123
Robert S. Kerr Avenue,
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Oklahoma
City, Oklahoma
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73102
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(Address
of principal executive offices)
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(Zip
Code)
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(405) 270-1313
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(Registrant's
telephone number)
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Item
1.02
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Termination
of a Material Definitive Agreement
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On
September 13, 2005, the Board of Directors of Kerr-McGee Corporation
terminated the Kerr-McGee Corporation Performance Share Plan, attached
as
Exhibit 10.19 to Kerr-McGee's Form 10-K for the year ended December
31,
2002. The Performance Share Plan was an equity compensation plan
pursuant
to which awards of stock options were made to Kerr-McGee employees
from
time to time. At the time of its termination 1,324,050 shares were
issued
under the plan and 602,960 shares remained available under the plan.
Outstanding awards will continue to be governed by the terms of the
plan.
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SIGNATURES
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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
hereunto duly authorized.
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KERR-MCGEE
CORPORATION
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By:
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(John
M. Rauh)
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John
M. Rauh
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Vice
President and Controller
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Dated:
September 19, 2005
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