New heat-flow values for seven sites in the Anadarko basin, Oklahoma, were determined using high-precision temperature logs and thermal conductivity measurements from nearly 300 core plugs. Three of the sites are on the northern shelf, three sites are in the deep basin, and one site is in the frontal fault zone of the northern Wichita Mountains. The heat flow decreased from 55 to 64 mW/m2 in the north, and from 39 to 54 mW/m2 in the south, due to a decrease in heat generation in the underlying basement rock toward the south. Lateral lithologic changes in the basin, combined with the change in heat flow across the basin, resulted in an unusual pattern of thermal maturity. The vitrinite reflectance values of the Upper Devonian-Lower Mississippian Woodford formation are highest 30-40 km north-northwest of the deepest part of the basin. The offset in highest reflectance values is due to the contrast in thermal conductivity between the Pennsylvanian "granite wash" section adjacent to the Wichita uplift and the Pennsylvanian shale section to the north. The geothermal gradient in the low-conductivity shale section is elevated relative to the geothermal gradient in the high-conductivity "granite wash" section, thus displacing the highest temperatures to the north of the deepest part of the basin. Apatite fission-track, vitrinite reflectance, and heat-flow data were used to constrain regional aspects of the burial history of the Anadarko basin. By combining these data sets, we infer that at least 1.5 km of denudation has occurred at two sites in the deep Anadarko basin since the early to middle Cenozoic (40 ?? 10 m.y.). The timing of the onset of denudation in the southern Anadarko basin coincides with the period of late Eocene erosion observed in the southern Rocky Mountains and in the northern Great Plains. Burial history models for two wells from the deep Anadarko basin predict that shales of the Woodford formation passed through the hydrocarbon maturity window by the end of the Permian section in the deep basin moved into the hydrocarbon maturity window during Mesozoic burial of the region. Presently, the depth interval of the main zone of oil maturation (% Ro = 0.7-0.9) is approximately 2800-3800 m in the eastern deep basin basin and 2200-3000 m in the western deep basin. The greater depth to the top of the oil maturity zone and larger depth range of the zone in the eastern part of the deep basin are due to the lower heat flow associated with more mafic basement toward the east. The burial history model for the northern shelf indicates that the Woodford formation has been in the early oil maturity zone since the Early Permian.