The Karakum Basin is the third gasrichest basin in the world next to the Western Siberian and Persian Gulf Basins. Based on the newest reserve data for individual fields, this paper discusses the distribution characteristics and the accumulation model for oil and gas in the basin with an integrated analysis of petroleum geology. Stratigraphic distribution of oil and gas is controlled by regional cap rocks. Oil and gas are concentrated in two reservoir intervals: The Middle Jurassic Callovianthe Upper Jurassic Oxfordian carbonate rocks and the Hauterivian Shatlyk Formation sandstones of Lower Cretaceous. The former hosts 68.0%, 84.0% and 44.2% of the total proved oil, the condensate and the gas reserves in the basin respectively. The latter reservoirs 36.4% of the total gas reserves. High quality reservoirs and paleohigh structures are the main controls on the regional distribution of the oil and gas fields in the subsalt sequences underlying the Upper Jurassic evaporites. The North Amu Darya SubBasin where the reef reservoirs and paleohigh structures were well developed, contains bulk of the subsalt proved oil and gas reserves. The evaporite cap rock and deepcutting large scale fault zone are the main controls on the regional distribution of the oil and gas fields in the suprasalt sequences. These fields are largely confined to the areas outside the evaporite cap rock, the areas with a thin anhydritedominated evaporite sequence and the area near the large fault zone. The suprasalt sequences are not nonexploration intervals for oil and gas, particularly the latter. Gas derived from the subsalt source rocks can migrate upwards to form giant gas fields in the suprasalt reservoirs.