XOM 10-Q Quarterly Report June 30, 2012 | Alphaminr

XOM 10-Q Quarter ended June 30, 2012

EXXON MOBIL CORP
10-Qs and 10-Ks
10-Q
Quarter ended March 31, 2025
10-K
Fiscal year ended Dec. 31, 2024
10-Q
Quarter ended Sept. 30, 2024
10-Q
Quarter ended June 30, 2024
10-Q
Quarter ended March 31, 2024
10-K
Fiscal year ended Dec. 31, 2023
10-Q
Quarter ended Sept. 30, 2023
10-Q
Quarter ended June 30, 2023
10-Q
Quarter ended March 31, 2023
10-K
Fiscal year ended Dec. 31, 2022
10-Q
Quarter ended Sept. 30, 2022
10-Q
Quarter ended June 30, 2022
10-Q
Quarter ended March 31, 2022
10-K
Fiscal year ended Dec. 31, 2021
10-Q
Quarter ended Sept. 30, 2021
10-Q
Quarter ended June 30, 2021
10-Q
Quarter ended March 31, 2021
10-K
Fiscal year ended Dec. 31, 2020
10-Q
Quarter ended Sept. 30, 2020
10-Q
Quarter ended June 30, 2020
10-Q
Quarter ended March 31, 2020
10-K
Fiscal year ended Dec. 31, 2019
10-Q
Quarter ended Sept. 30, 2019
10-Q
Quarter ended June 30, 2019
10-Q
Quarter ended March 31, 2019
10-K
Fiscal year ended Dec. 31, 2018
10-Q
Quarter ended Sept. 30, 2018
10-Q
Quarter ended June 30, 2018
10-Q
Quarter ended March 31, 2018
10-K
Fiscal year ended Dec. 31, 2017
10-Q
Quarter ended Sept. 30, 2017
10-Q
Quarter ended June 30, 2017
10-Q
Quarter ended March 31, 2017
10-K
Fiscal year ended Dec. 31, 2016
10-Q
Quarter ended Sept. 30, 2016
10-Q
Quarter ended June 30, 2016
10-Q
Quarter ended March 31, 2016
10-K
Fiscal year ended Dec. 31, 2015
10-Q
Quarter ended Sept. 30, 2015
10-Q
Quarter ended June 30, 2015
10-Q
Quarter ended March 31, 2015
10-K
Fiscal year ended Dec. 31, 2014
10-Q
Quarter ended Sept. 30, 2014
10-Q
Quarter ended June 30, 2014
10-Q
Quarter ended March 31, 2014
10-K
Fiscal year ended Dec. 31, 2013
10-Q
Quarter ended Sept. 30, 2013
10-Q
Quarter ended June 30, 2013
10-Q
Quarter ended March 31, 2013
10-K
Fiscal year ended Dec. 31, 2012
10-Q
Quarter ended Nov. 6, 2012
10-Q
Quarter ended June 30, 2012
10-Q
Quarter ended March 31, 2012
10-K
Fiscal year ended Dec. 31, 2011
10-Q
Quarter ended Sept. 30, 2011
10-Q
Quarter ended June 30, 2011
10-Q
Quarter ended March 31, 2011
10-K
Fiscal year ended Dec. 31, 2010
10-Q
Quarter ended Sept. 30, 2010
10-Q
Quarter ended June 30, 2010
10-Q
Quarter ended March 31, 2010
10-K
Fiscal year ended Dec. 31, 2009
PROXIES
DEF 14A
Filed on April 7, 2025
DEF 14A
Filed on April 11, 2024
DEF 14A
Filed on April 13, 2023
DEF 14A
Filed on April 7, 2022
DEF 14A
Filed on April 9, 2020
DEF 14A
Filed on April 11, 2019
DEF 14A
Filed on April 12, 2018
DEF 14A
Filed on April 13, 2017
DEF 14A
Filed on April 13, 2016
DEF 14A
Filed on April 14, 2015
DEF 14A
Filed on April 11, 2014
DEF 14A
Filed on April 12, 2013
DEF 14A
Filed on April 12, 2012
DEF 14A
Filed on April 13, 2011
DEF 14A
Filed on April 13, 2010
10-Q 1 xom10q2q12.htm FORM 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2012

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________to________

Commission File Number 1-2256

EXXON MOBIL CORPORATION

(Exact name of registrant as specified in its charter)

NEW JERSEY 13-5409005

(State or other jurisdiction of (I.R.S. Employer

incorporation or organization) Identification Number )

5959 Las Colinas Boulevard, Irving, Texas 75039-2298

(Address of principal executive offices) (Zip Code)

(972) 444-1000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

x

Accelerated filer

¨

Non-accelerated filer

¨

Smaller reporting company

¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ¨ No x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class Outstanding as of June 30, 2012

Common stock, without par value 4,615,939,496


EXXON MOBIL CORPORATION

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2012

TABLE OF CONTENTS

Page

Number

PART I.  FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Consolidated Statement of Income

Three and six months ended June 30, 2012 and 2011

3

Condensed Consolidated Statement of Comprehensive Income

Three and six months ended June 30, 2012 and 2011

4

Condensed Consolidated Balance Sheet

As of June 30, 2012 and December 31, 2011

5

Condensed Consolidated Statement of Cash Flows

Six months ended June 30, 2012 and 2011

6

Condensed Consolidated Statement of Changes in Equity

Six months ended June 30, 2012 and 2011

7

Notes to Condensed Consolidated Financial Statements

8

Item 2. Management's Discussion and Analysis of Financial

Condition and Results of Operations

21

Item 3. Quantitative and Qualitative Disclosures About Market Risk

26

Item 4. Controls and Procedures

26

PART II.  OTHER INFORMATION

Item 1. Legal Proceedings

27

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

28

Item 6.       Exhibits

28

Signature

29

Index to Exhibits

30


- 2 -


PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF INCOME

(millions of dollars)

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

REVENUES AND OTHER INCOME

Sales and other operating revenue (1)

$

112,745

$

121,394

$

231,934

$

230,645

Income from equity affiliates

3,651

3,720

7,861

7,547

Other income

10,967

372

11,621

1,298

Total revenues and other income

127,363

125,486

251,416

239,490

COSTS AND OTHER DEDUCTIONS

Crude oil and product purchases

66,344

69,447

136,169

129,944

Production and manufacturing expenses

9,787

10,322

19,637

19,842

Selling, general and administrative expenses

3,486

3,681

7,087

7,308

Depreciation and depletion

3,899

3,881

7,741

7,642

Exploration expenses, including dry holes

372

592

894

926

Interest expense

50

45

157

74

Sales-based taxes (1)

8,027

8,613

16,520

16,529

Other taxes and duties

9,207

10,286

19,505

19,689

Total costs and other deductions

101,172

106,867

207,710

201,954

Income before income taxes

26,191

18,619

43,706

37,536

Income taxes

8,537

7,721

16,253

15,725

Net income including noncontrolling interests

17,654

10,898

27,453

21,811

Net income attributable to noncontrolling interests

1,744

218

2,093

481

Net income attributable to ExxonMobil

$

15,910

$

10,680

$

25,360

$

21,330

Earnings per common share (dollars)

$

3.41

$

2.19

$

5.41

$

4.33

Earnings per common share - assuming dilution (dollars)

$

3.41

$

2.18

$

5.41

$

4.32

Dividends per common share (dollars)

$

0.57

$

0.47

$

1.04

$

0.91

(1) Sales-based taxes included in sales and other

operating revenue

$

8,027

$

8,613

$

16,520

$

16,529

The information in the Notes to Condensed Consolidated Financial Statements

is an integral part of these statements.


- 3 -


EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(millions of dollars)

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

Net income including noncontrolling interests

$

17,654

$

10,898

$

27,453

$

21,811

Other comprehensive income (net of income taxes)

Foreign exchange translation adjustment

(1,367)

778

(322)

2,112

Adjustment for foreign exchange translation (gain)/loss

included in net income

(4,302)

-

(4,235)

-

Postretirement benefits reserves adjustment

(excluding amortization)

224

(160)

(180)

(565)

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs

1,236

321

1,629

631

Change in fair value of cash flow hedges

-

7

-

10

Realized (gain)/loss from settled cash flow hedges

included in net income

-

(14)

-

(33)

Total other comprehensive income

(4,209)

932

(3,108)

2,155

Comprehensive income including noncontrolling interests

13,445

11,830

24,345

23,966

Comprehensive income attributable to

noncontrolling interests

196

293

521

612

Comprehensive income attributable to ExxonMobil

$

13,249

$

11,537

$

23,824

$

23,354

The information in the Notes to Condensed Consolidated Financial Statements

is an integral part of these statements.


- 4 -


EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEET

(millions of dollars)

June 30,

Dec. 31,

2012

2011

ASSETS

Current assets

Cash and cash equivalents

$

17,802

$

12,664

Cash and cash equivalents – restricted

215

404

Notes and accounts receivable – net

33,741

38,642

Inventories

Crude oil, products and merchandise

11,729

11,665

Materials and supplies

3,429

3,359

Other current assets

5,881

6,229

Total current assets

72,797

72,963

Investments, advances and long-term receivables

33,921

34,333

Property, plant and equipment – net

214,940

214,664

Other assets, including intangibles – net

7,987

9,092

Total assets

$

329,645

$

331,052

LIABILITIES

Current liabilities

Notes and loans payable

$

6,704

$

7,711

Accounts payable and accrued liabilities

51,322

57,067

Income taxes payable

12,110

12,727

Total current liabilities

70,136

77,505

Long-term debt

8,877

9,322

Postretirement benefits reserves

22,117

24,994

Deferred income tax liabilities

36,851

36,618

Other long-term obligations

23,679

21,869

Total liabilities

161,660

170,308

Commitments and contingencies (Note 2)

EQUITY

Common stock, without par value:

Authorized:   9,000 million shares

Issued:         8,019 million shares

9,221

9,512

Earnings reinvested

351,421

330,939

Accumulated other comprehensive income

(10,659)

(9,123)

Common stock held in treasury:

3,403 million shares at June 30, 2012

(187,172)

3,285 million shares at December 31, 2011

(176,932)

ExxonMobil share of equity

162,811

154,396

Noncontrolling interests

5,174

6,348

Total equity

167,985

160,744

Total liabilities and equity

$

329,645

$

331,052

The number of shares of common stock issued and outstanding at June 30, 2012 and December 31, 2011 were 4,615,939,496 and 4,733,948,268, respectively.

The information in the Notes to Condensed Consolidated Financial Statements

is an integral part of these statements.


- 5 -


EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(millions of dollars)

Six Months Ended

June 30,

2012

2011

CASH FLOWS FROM OPERATING ACTIVITIES

Net income including noncontrolling interests

$

27,453

$

21,811

Depreciation and depletion

7,741

7,642

Changes in operational working capital, excluding cash and debt

3,408

1,078

Net (gain) on asset sales

(11,109)

(600)

All other items – net

2,011

(186)

Net cash provided by operating activities

29,504

29,745

CASH FLOWS FROM INVESTING ACTIVITIES

Additions to property, plant and equipment

(16,188)

(14,863)

Proceeds associated with sales of subsidiaries, property, plant and

equipment, and sales and returns of investments

6,243

2,838

Additional investments and advances

(397)

(2,949)

Additions to marketable securities

-

(1,754)

Other investing activities – net

1,235

871

Net cash used in investing activities

(9,107)

(15,857)

CASH FLOWS FROM FINANCING ACTIVITIES

Additions to long-term debt

389

249

Reductions in long-term debt

(11)

(43)

Additions/(reductions) in short-term debt – net

(214)

1,182

Cash dividends to ExxonMobil shareholders

(4,878)

(4,496)

Cash dividends to noncontrolling interests

(137)

(152)

Changes in noncontrolling interests

198

(12)

Tax benefits related to stock-based awards

-

171

Common stock acquired

(10,716)

(11,165)

Common stock sold

86

452

Net cash used in financing activities

(15,283)

(13,814)

Effects of exchange rate changes on cash

24

388

Increase/(decrease) in cash and cash equivalents

5,138

462

Cash and cash equivalents at beginning of period

12,664

7,825

Cash and cash equivalents at end of period

$

17,802

$

8,287

SUPPLEMENTAL DISCLOSURES

Income taxes paid

$

12,327

$

13,547

Cash interest paid

$

290

$

262

The information in the Notes to Condensed Consolidated Financial Statements

is an integral part of these statements.


- 6 -


EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(millions of dollars)

ExxonMobil Share of Equity

Accumulated

Other

Common

Compre-

Stock

ExxonMobil

Non-

Common

Earnings

hensive

Held in

Share of

Controlling

Total

Stock

Reinvested

Income

Treasury

Equity

Interests

Equity

Balance as of December 31, 2010

$

9,371

$

298,899

$

(4,823)

$

(156,608)

$

146,839

$

5,840

$

152,679

Amortization of stock-based awards

383

-

-

-

383

-

383

Tax benefits related to stock-based awards

133

-

-

-

133

-

133

Other

(535)

-

-

-

(535)

(4)

(539)

Net income for the period

-

21,330

-

-

21,330

481

21,811

Dividends – common shares

-

(4,496)

-

-

(4,496)

(152)

(4,648)

Other comprehensive income

-

-

2,024

-

2,024

131

2,155

Acquisitions, at cost

-

-

-

(11,165)

(11,165)

(12)

(11,177)

Dispositions

-

-

-

1,038

1,038

-

1,038

Balance as of June 30, 2011

$

9,352

$

315,733

$

(2,799)

$

(166,735)

$

155,551

$

6,284

$

161,835

Balance as of December 31, 2011

$

9,512

$

330,939

$

(9,123)

$

(176,932)

$

154,396

$

6,348

$

160,744

Amortization of stock-based awards

439

-

-

-

439

-

439

Tax benefits related to stock-based awards

23

-

-

-

23

-

23

Other

(753)

-

-

-

(753)

(1,450)

(2,203)

Net income for the period

-

25,360

-

-

25,360

2,093

27,453

Dividends – common shares

-

(4,878)

-

-

(4,878)

(214)

(5,092)

Other comprehensive income

-

-

(1,536)

-

(1,536)

(1,572)

(3,108)

Acquisitions, at cost

-

-

-

(10,716)

(10,716)

(31)

(10,747)

Dispositions

-

-

-

476

476

-

476

Balance as of June 30, 2012

$

9,221

$

351,421

$

(10,659)

$

(187,172)

$

162,811

$

5,174

$

167,985

Six Months Ended June 30, 2012

Six Months Ended June 30, 2011

Held in

Held in

Common Stock Share Activity

Issued

Treasury

Outstanding

Issued

Treasury

Outstanding

(millions of shares)

(millions of shares)

Balance as of December 31

8,019

(3,285)

4,734

8,019

(3,040)

4,979

Acquisitions

-

(127)

(127)

-

(136)

(136)

Dispositions

-

9

9

-

19

19

Balance as of June 30

8,019

(3,403)

4,616

8,019

(3,157)

4,862

The information in the Notes to Condensed Consolidated Financial Statements

is an integral part of these statements.


- 7 -


EXXON MOBIL CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Financial Statement Preparation

These unaudited condensed consolidated financial statements should be read in the context of the consolidated financial statements and notes thereto filed with the Securities and Exchange Commission in the Corporation's 2011 Annual Report on Form 10-K.  In the opinion of the Corporation, the information furnished herein reflects all known accruals and adjustments necessary for a fair statement of the results for the periods reported herein.  All such adjustments are of a normal recurring nature.  The Corporation's exploration and production activities are accounted for under the "successful efforts" method.

2. Litigation and Other Contingencies

Litigation

A variety of claims have been made against ExxonMobil and certain of its consolidated subsidiaries in a number of pending lawsuits. Management has regular litigation reviews, including updates from corporate and outside counsel, to assess the need for accounting recognition or disclosure of these contingencies. The Corporation accrues an undiscounted liability for those contingencies where the incurrence of a loss is probable and the amount can be reasonably estimated. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. The Corporation does not record liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated or when the liability is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is reasonably possible and which are significant, the Corporation discloses the nature of the contingency and, where feasible, an estimate of the possible loss. For purposes of our contingency disclosures, “significant” includes material matters as well as other matters which management believes should be disclosed. ExxonMobil will continue to defend itself vigorously in these matters. Based on a consideration of all relevant facts and circumstances, the Corporation does not believe the ultimate outcome of any currently pending lawsuit against ExxonMobil will have a materially adverse effect upon the Corporation's operations, financial condition, or financial statements taken as a whole.

On June 30, 2011, a state district court jury in Baltimore County, Maryland returned a verdict against Exxon Mobil Corporation in Allison, et al v. Exxon Mobil Corporation , a case involving an accidental 26,000 gallon gasoline leak at a suburban Baltimore service station. The verdict included approximately $497 million in compensatory damages and approximately $1.0 billion in punitive damages in a finding that ExxonMobil fraudulently misled the plaintiff-residents about the events leading up to the leak, the leak's discovery, and the nature and extent of any groundwater contamination. ExxonMobil believes the verdict is not justified by the evidence and that the amount of the compensatory award is grossly excessive and the imposition of punitive damages is improper and unconstitutional. The trial court denied a post-trial motion that ExxonMobil filed to overturn the punitive damages verdict and entered a Final Judgment in the amount of $1,488 million. ExxonMobil has appealed the verdict and judgment. The appeal is pending before the Maryland Court of Appeals. In an earlier trial involving the same leak and different plaintiffs, the jury awarded compensatory damages but rejected the plaintiffs' punitive damages claims. Those plaintiffs did not appeal the jury's denial of punitive damages. On February 9, 2012, the Maryland Court of Special Appeals reversed in part and affirmed in part the trial court's decision on compensatory damages in that case. The Maryland Court of Appeals granted writs of certiorari to both parties in response to their separate petitions seeking reversals of portions of the Court of Special Appeals' decision. The appeals in both of these cases have been consolidated before the Maryland Court of Appeals. The ultimate outcome of all of this litigation is not expected to have a material adverse effect upon the Corporation's operations, financial condition, or financial statements taken as a whole.

Other Contingencies

The Corporation and certain of its consolidated subsidiaries were contingently liable at June 30, 2012, for guarantees relating to notes, loans and performance under contracts. These guarantees are not reasonably likely to have a material effect on the Corporation’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.


- 8 -


As of June 30, 2012

Equity

Other

Company

Third Party

Obligations (1)

Obligations

Total

(millions of dollars)

Guarantees

Debt-related

$

1,990

$

64

$

2,054

Other

3,774

3,977

7,751

Total

$

5,764

$

4,041

$

9,805

(1) ExxonMobil share

Additionally, the Corporation and its affiliates have numerous long-term sales and purchase commitments in their various business activities, all of which are expected to be fulfilled with no adverse consequences material to the Corporation’s operations or financial condition. The Corporation's outstanding unconditional purchase obligations at June 30, 2012, were similar to those at the prior year-end period. Unconditional purchase obligations as defined by accounting standards are those long-term commitments that are noncancelable or cancelable only under certain conditions, and that third parties have used to secure financing for the facilities that will provide the contracted goods or services.

The operations and earnings of the Corporation and its affiliates throughout the world have been, and may in the future be, affected from time to time in varying degree by political developments and laws and regulations, such as forced divestiture of assets; restrictions on production, imports and exports; price controls; tax increases and retroactive tax claims; expropriation of property; cancellation of contract rights and environmental regulations.  Both the likelihood of such occurrences and their overall effect upon the Corporation vary greatly from country to country and are not predictable.

In accordance with a nationalization decree issued by Venezuela’s president in February 2007, by May 1, 2007 a subsidiary of the Venezuelan National Oil Company (PdVSA) assumed the operatorship of the Cerro Negro Heavy Oil Project. This Project had been operated and owned by ExxonMobil affiliates holding a 41.67 percent ownership interest in the Project.  The decree also required conversion of the Cerro Negro Project into a “mixed enterprise” and an increase in PdVSA’s or one of its affiliate’s ownership interest in the Project, with the stipulation that if ExxonMobil refused to accept the terms for the formation of the mixed enterprise within a specified period of time, the government would “directly assume the activities” carried out by the joint venture.  ExxonMobil refused to accede to the terms proffered by the government, and on June 27, 2007, the government expropriated ExxonMobil’s 41.67 percent interest in the Cerro Negro Project.  ExxonMobil’s remaining net book investment in Cerro Negro producing assets is about $750 million.

On September 6, 2007, affiliates of ExxonMobil filed a Request for Arbitration with the International Centre for Settlement of Investment Disputes (ICSID) invoking ICSID jurisdiction under Venezuela’s Investment Law and the Netherlands-Venezuela Bilateral Investment Treaty. The ICSID Tribunal issued a decision on June 10, 2010, finding that it had jurisdiction to proceed on the basis of the Netherlands-Venezuela Bilateral Investment Treaty. The ICSID arbitration proceeding is continuing and a hearing on the merits was held in February 2012.  At this time, the net impact of these matters on the Corporation’s consolidated financial results cannot be reasonably estimated. Regardless, the Corporation does not expect the resolution to have a material effect upon the Corporation’s operations or financial condition.

An affiliate of ExxonMobil is one of the Contractors under a Production Sharing Contract (PSC) with the Nigerian National Petroleum Corporation (NNPC) covering the Erha block located in the offshore waters of Nigeria. ExxonMobil's affiliate is the operator of the block and owns a 56.25 percent interest under the PSC. The Contractors are in dispute with NNPC regarding NNPC's lifting of crude oil in excess of its entitlement under the terms of the PSC. In accordance with the terms of the PSC, the Contractors initiated arbitration in Abuja, Nigeria, under the Nigerian Arbitration and Conciliation Act. On October 24, 2011, a three-member arbitral Tribunal issued an award upholding the Contractors' position in all material respects and awarding damages to the Contractors jointly in an amount of approximately $1.8 billion plus $234 million in accrued interest. The Contractors petitioned a Nigerian federal court for enforcement of the award, and NNPC petitioned the same court to have the award set aside. On May 22, 2012, the court set aside the award.  The Contractors have appealed that judgment. At this time, the net impact of this matter on the Corporation's consolidated financial results cannot be reasonably estimated. However, regardless of the outcome of enforcement proceedings, the Corporation does not expect the proceedings to have a material effect upon the Corporation's operations or financial condition.


- 9 -


3.     Other Comprehensive Income Information

ExxonMobil Share of Accumulated

Other Comprehensive Income

Cumulative

Post-

Unrealized

Foreign

retirement

Change in

Exchange

Benefits

Fair Value

Translation

Reserves

on Cash

Adjustment

Adjustment

Flow Hedges

Total

(millions of dollars)

Balance as of December 31, 2010

$

5,011

$

(9,889)

$

55

$

(4,823)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

1,939

(492)

10

1,457

Amounts reclassified from accumulated other

comprehensive income

-

600

(33)

567

Total change in accumulated other comprehensive

income

1,939

108

(23)

2,024

Balance as of June 30, 2011

$

6,950

$

(9,781)

$

32

$

(2,799)

Balance as of December 31, 2011

$

4,168

$

(13,291)

$

-

$

(9,123)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

(266)

(152)

-

(418)

Amounts reclassified from accumulated other

comprehensive income

(2,484)

1,366

-

(1,118)

Total change in accumulated other comprehensive

income

(2,750)

1,214

-

(1,536)

Balance as of June 30, 2012

$

1,418

$

(12,077)

$

-

$

(10,659)

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

(millions of dollars)

Income Tax (Expense)/Credit For

Components of Other Comprehensive Income

Foreign exchange translation adjustment

$

23

$

(51)

$

(37)

$

(87)

Postretirement benefits reserves adjustment

Postretirement benefits reserves adjustment

(excluding amortization)

(71)

60

90

237

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs

(743)

(146)

(932)

(301)

Unrealized change in fair value on cash flow hedges

Change in fair value of cash flow hedges

-

(3)

-

(5)

Realized (gain)/loss from settled cash flow hedges

included in net income

-

8

-

20

Total

$

(791)

$

(132)

$

(879)

$

(136)


- 10 -


4.     Earnings Per Share

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

Earnings per common share

Net income attributable to ExxonMobil (millions of dollars)

$

15,910

$

10,680

$

25,360

$

21,330

Weighted average number of common shares

outstanding (millions of shares)

4,656

4,906

4,686

4,934

Earnings per common share (dollars)

$

3.41

$

2.19

$

5.41

$

4.33

Earnings per common share - assuming dilution

Net income attributable to ExxonMobil (millions of dollars)

$

15,910

$

10,680

$

25,360

$

21,330

Weighted average number of common shares

outstanding (millions of shares)

4,656

4,906

4,686

4,934

Effect of employee stock-based awards

1

6

1

7

Weighted average number of common shares

outstanding - assuming dilution

4,657

4,912

4,687

4,941

Earnings per common share

- assuming dilution (dollars)

$

3.41

$

2.18

$

5.41

$

4.32


- 11 -


5.     Pension and Other Postretirement Benefits

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

(millions of dollars)

Pension Benefits - U.S.

Components of net benefit cost

Service cost

$

160

$

124

$

316

$

249

Interest cost

205

198

410

396

Expected return on plan assets

(204)

(193)

(394)

(385)

Amortization of actuarial loss/(gain) and prior

service cost

144

124

290

247

Net pension enhancement and

curtailment/settlement cost

123

101

246

202

Net benefit cost

$

428

$

354

$

868

$

709

Pension Benefits - Non-U.S.

Components of net benefit cost

Service cost

$

166

$

146

$

334

$

285

Interest cost

282

323

580

639

Expected return on plan assets

(273)

(296)

(562)

(586)

Amortization of actuarial loss/(gain) and prior

service cost

237

193

491

377

Net pension enhancement and

curtailment/settlement cost (1)

1,423

-

1,429

-

Net benefit cost

$

1,835

$

366

$

2,272

$

715

Other Postretirement Benefits

Components of net benefit cost

Service cost

$

36

$

38

$

69

$

64

Interest cost

101

101

204

204

Expected return on plan assets

(10)

(12)

(21)

(22)

Amortization of actuarial loss/(gain) and prior

service cost

55

49

108

106

Net benefit cost

$

182

$

176

$

360

$

352

(1) Non-U.S. net pension enhancement and curtailment/settlement cost for the three months and six months ended June 30, 2012, includes $1,420 million (on a consolidated‑company, before‑tax basis) of accumulated other comprehensive income for the postretirement benefit reserves adjustment that was recycled into earnings and included in the Japan restructuring gain reported in “Other income” (See Note 10).


- 12 -


6.     Financial Instruments

The fair value of financial instruments is determined by reference to observable market data and other valuation techniques as appropriate.  The only category of financial instruments where the difference between fair value and recorded book value is notable is long-term debt.  The estimated fair value of total long-term debt, including capitalized lease obligations, was $9.4 billion at June 30, 2012, and $9.8 billion at December 31, 2011, as compared to recorded book values of $8.9 billion at June 30, 2012, and $9.3 billion at December 31, 2011.  The fair value of long-term debt by hierarchy level at June 30, 2012 is shown below:

As of June 30, 2012

Level 1

Level 2

Level 3

Total

(millions of dollars)

Long-term debt fair value

$ 6,555

$ 2,472

$ 378

$ 9,405

The fair value hierarchy for long-term debt is primarily Level 1 and represents quoted prices in active markets. Level 2 includes debt whose fair value is based upon a publicly available index. The Level 3 amount is primarily capitalized leases whose value is typically determined through the use of present value and specific contract terms.


- 13 -


7.     Disclosures about Segments and Related Information

Three Months Ended

Six Months Ended

June 30,

June 30,

2012

2011

2012

2011

(millions of dollars)

EARNINGS AFTER INCOME TAX

Upstream

United States

$

678

$

1,449

$

1,688

$

2,728

Non-U.S.

7,680

7,092

14,472

14,488

Downstream

United States

834

734

1,437

1,428

Non-U.S. (1)

5,812

622

6,795

1,027

Chemical

United States

494

625

927

1,294

Non-U.S. (1)

955

696

1,223

1,543

All other

(543)

(538)

(1,182)

(1,178)

Corporate total

$

15,910

$

10,680

$

25,360

$

21,330

(1)

2012 periods include gain associated with the Japan restructuring (See Note 10) of $5.3 billion in the non-U.S.

Downstream and $0.6 billion in the non-U.S. Chemical segments.

SALES AND OTHER OPERATING REVENUE (2)

Upstream

United States

$

2,607

$

3,629

$

5,574

$

6,915

Non-U.S.

7,059

8,705

14,955

17,583

Downstream

United States

30,461

32,038

61,370

59,575

Non-U.S.

62,809

65,960

129,827

125,151

Chemical

United States

3,747

4,129

7,674

7,776

Non-U.S.

6,055

6,926

12,523

13,634

All other

7

7

11

11

Corporate total

$

112,745

$

121,394

$

231,934

$

230,645

(2)

Includes sales-based taxes

INTERSEGMENT REVENUE

Upstream

United States

$

2,111

$

2,598

$

4,603

$

4,957

Non-U.S.

11,896

12,873

24,066

25,178

Downstream

United States

5,282

5,115

10,792

9,645

Non-U.S.

14,737

19,632

31,906

36,133

Chemical

United States

3,000

3,502

6,128

6,318

Non-U.S.

2,580

2,685

5,273

5,135

All other

67

62

137

126

8. Accounting for Suspended Exploratory Well Costs

For the category of exploratory well costs at year-end 2011 that were suspended more than one year, a total of $95 million was expensed in the first six months of 2012.


- 14 -


9.    Condensed Consolidating Financial Information Related to Guaranteed Securities Issued by Subsidiaries

Exxon Mobil Corporation has fully and unconditionally guaranteed the deferred interest debentures due September 1, 2012 ($2,808 million) of SeaRiver Maritime Financial Holdings, Inc., a 100-percent-owned subsidiary of Exxon Mobil Corporation.

The following condensed consolidating financial information is provided for Exxon Mobil Corporation, as guarantor, and for SeaRiver Maritime Financial Holdings, Inc., as issuer, as an alternative to providing separate financial statements for the issuer.  The accounts of Exxon Mobil Corporation and SeaRiver Maritime Financial Holdings, Inc. are presented utilizing the equity method of accounting for investments in subsidiaries.

SeaRiver

Exxon Mobil

Maritime

Consolidating

Corporation

Financial

and

Parent

Holdings,

All Other

Eliminating

Guarantor

Inc.

Subsidiaries

Adjustments

Consolidated

(millions of dollars)

Condensed consolidated statement of comprehensive income for three months ended June 30, 2012

Revenues and other income

Sales and other operating revenue,

including sales-based taxes

$

4,241

$

-

$

108,504

$

-

$

112,745

Income from equity affiliates

16,024

11

3,620

(16,004)

3,651

Other income

128

-

10,839

-

10,967

Intercompany revenue

13,722

-

99,535

(113,257)

-

Total revenues and other income

34,115

11

222,498

(129,261)

127,363

Costs and other deductions

Crude oil and product purchases

14,648

-

162,006

(110,310)

66,344

Production and manufacturing

expenses

1,845

-

9,425

(1,483)

9,787

Selling, general and administrative

expenses

783

-

2,868

(165)

3,486

Depreciation and depletion

410

-

3,489

-

3,899

Exploration expenses, including dry

holes

70

-

302

-

372

Interest expense

130

73

1,159

(1,312)

50

Sales-based taxes

-

-

8,027

-

8,027

Other taxes and duties

11

-

9,196

-

9,207

Total costs and other deductions

17,897

73

196,472

(113,270)

101,172

Income before income taxes

16,218

(62)

26,026

(15,991)

26,191

Income taxes

308

(27)

8,256

-

8,537

Net income including noncontrolling

interests

15,910

(35)

17,770

(15,991)

17,654

Net income attributable to

noncontrolling interests

-

-

1,744

-

1,744

Net income attributable to ExxonMobil

$

15,910

$

(35)

$

16,026

$

(15,991)

$

15,910

Comprehensive income

attributable to ExxonMobil

$

13,249

$

(35)

$

13,153

$

(13,118)

$

13,249


- 15 -


SeaRiver

Exxon Mobil

Maritime

Consolidating

Corporation

Financial

and

Parent

Holdings,

All Other

Eliminating

Guarantor

Inc.

Subsidiaries

Adjustments

Consolidated

(millions of dollars)

Condensed consolidated statement of comprehensive income for three months ended June 30, 2011

Revenues and other income

Sales and other operating revenue,

including sales-based taxes

$

4,811

$

-

$

116,583

$

-

$

121,394

Income from equity affiliates

9,169

(9)

3,697

(9,137)

3,720

Other income

26

-

346

-

372

Intercompany revenue

14,473

1

116,608

(131,082)

-

Total revenues and other income

28,479

(8)

237,234

(140,219)

125,486

Costs and other deductions

Crude oil and product purchases

13,577

-

184,103

(128,233)

69,447

Production and manufacturing

expenses

2,003

-

9,745

(1,426)

10,322

Selling, general and administrative

expenses

707

-

3,154

(180)

3,681

Depreciation and depletion

425

-

3,456

-

3,881

Exploration expenses, including dry

holes

47

-

545

-

592

Interest expense

87

69

1,151

(1,262)

45

Sales-based taxes

-

-

8,613

-

8,613

Other taxes and duties

11

-

10,275

-

10,286

Total costs and other deductions

16,857

69

221,042

(131,101)

106,867

Income before income taxes

11,622

(77)

16,192

(9,118)

18,619

Income taxes

942

(26)

6,805

-

7,721

Net income including noncontrolling

interests

10,680

(51)

9,387

(9,118)

10,898

Net income attributable to

noncontrolling interests

-

-

218

-

218

Net income attributable to ExxonMobil

$

10,680

$

(51)

$

9,169

$

(9,118)

$

10,680

Comprehensive income

attributable to ExxonMobil

$

11,537

$

(51)

$

9,843

$

(9,792)

$

11,537

Condensed consolidated statement of comprehensive income for six months ended June 30, 2012

Revenues and other income

Sales and other operating revenue,

including sales-based taxes

$

8,720

$

-

$

223,214

$

-

$

231,934

Income from equity affiliates

25,420

16

7,791

(25,366)

7,861

Other income

252

-

11,369

-

11,621

Intercompany revenue

28,129

1

216,035

(244,165)

-

Total revenues and other income

62,521

17

458,409

(269,531)

251,416

Costs and other deductions

Crude oil and product purchases

30,032

-

344,341

(238,204)

136,169

Production and manufacturing

expenses

3,826

-

18,744

(2,933)

19,637

Selling, general and administrative

expenses

1,584

-

5,831

(328)

7,087

Depreciation and depletion

814

-

6,927

-

7,741

Exploration expenses, including dry

holes

187

-

707

-

894

Interest expense

279

146

2,465

(2,733)

157

Sales-based taxes

-

-

16,520

-

16,520

Other taxes and duties

21

-

19,484

-

19,505

Total costs and other deductions

36,743

146

415,019

(244,198)

207,710

Income before income taxes

25,778

(129)

43,390

(25,333)

43,706

Income taxes

418

(54)

15,889

-

16,253

Net income including noncontrolling

interests

25,360

(75)

27,501

(25,333)

27,453

Net income attributable to

noncontrolling interests

-

-

2,093

-

2,093

Net income attributable to ExxonMobil

$

25,360

$

(75)

$

25,408

$

(25,333)

$

25,360

Comprehensive income

attributable to ExxonMobil

$

23,824

$

(75)

$

23,576

$

(23,501)

$

23,824


- 16 -


SeaRiver

Exxon Mobil

Maritime

Consolidating

Corporation

Financial

and

Parent

Holdings,

All Other

Eliminating

Guarantor

Inc.

Subsidiaries

Adjustments

Consolidated

(millions of dollars)

Condensed consolidated statement of comprehensive income for six months ended June 30, 2011

Revenues and other income

Sales and other operating revenue,

including sales-based taxes

$

9,058

$

-

$

221,587

$

-

$

230,645

Income from equity affiliates

20,323

(13)

7,492

(20,255)

7,547

Other income

56

-

1,242

-

1,298

Intercompany revenue

26,701

2

224,389

(251,092)

-

Total revenues and other income

56,138

(11)

454,710

(271,347)

239,490

Costs and other deductions

Crude oil and product purchases

27,683

-

347,874

(245,613)

129,944

Production and manufacturing

expenses

3,880

-

18,734

(2,772)

19,842

Selling, general and administrative

expenses

1,437

-

6,223

(352)

7,308

Depreciation and depletion

811

-

6,831

-

7,642

Exploration expenses, including dry

holes

111

-

815

-

926

Interest expense

141

137

2,190

(2,394)

74

Sales-based taxes

-

-

16,529

-

16,529

Other taxes and duties

20

-

19,669

-

19,689

Total costs and other deductions

34,083

137

418,865

(251,131)

201,954

Income before income taxes

22,055

(148)

35,845

(20,216)

37,536

Income taxes

725

(51)

15,051

-

15,725

Net income including noncontrolling

interests

21,330

(97)

20,794

(20,216)

21,811

Net income attributable to

noncontrolling interests

-

-

481

-

481

Net income attributable to ExxonMobil

$

21,330

$

(97)

$

20,313

$

(20,216)

$

21,330

Comprehensive income

attributable to ExxonMobil

$

23,354

$

(97)

$

22,096

$

(21,999)

$

23,354


- 17 -


SeaRiver

Exxon Mobil

Maritime

Consolidating

Corporation

Financial

and

Parent

Holdings,

All Other

Eliminating

Guarantor

Inc.

Subsidiaries

Adjustments

Consolidated

(millions of dollars)

Condensed consolidated balance sheet as of June 30, 2012

Cash and cash equivalents

$

3,251

$

-

$

14,551

$

-

$

17,802

Cash and cash equivalents - restricted

62

-

153

-

215

Notes and accounts receivable - net

3,157

26

31,714

(1,156)

33,741

Inventories

1,690

-

13,468

-

15,158

Other current assets

777

-

5,104

-

5,881

Total current assets

8,937

26

64,990

(1,156)

72,797

Property, plant and equipment - net

20,477

-

194,463

-

214,940

Investments and other assets

282,484

408

502,481

(743,465)

41,908

Intercompany receivables

17,050

2,859

593,250

(613,159)

-

Total assets

$

328,948

$

3,293

$

1,355,184

$

(1,357,780)

$

329,645

Notes and loans payable

$

1,485

$

2,808

$

2,411

$

-

$

6,704

Accounts payable and accrued liabilities

3,405

27

47,890

-

51,322

Income taxes payable

-

-

13,266

(1,156)

12,110

Total current liabilities

4,890

2,835

63,567

(1,156)

70,136

Long-term debt

354

-

8,523

-

8,877

Postretirement benefits reserves

11,879

-

10,238

-

22,117

Deferred income tax liabilities

1,778

-

35,073

-

36,851

Other long-term obligations

5,344

-

18,335

-

23,679

Intercompany payables

141,892

381

470,886

(613,159)

-

Total liabilities

166,137

3,216

606,622

(614,315)

161,660

Earnings reinvested

351,421

(1,107)

166,047

(164,940)

351,421

Other ExxonMobil equity

(188,610)

1,184

577,341

(578,525)

(188,610)

ExxonMobil share of equity

162,811

77

743,388

(743,465)

162,811

Noncontrolling interests

-

-

5,174

-

5,174

Total equity

162,811

77

748,562

(743,465)

167,985

Total liabilities and equity

$

328,948

$

3,293

$

1,355,184

$

(1,357,780)

$

329,645

Condensed consolidated balance sheet as of December 31, 2011

Cash and cash equivalents

$

1,354

$

-

$

11,310

$

-

$

12,664

Cash and cash equivalents - restricted

239

-

165

-

404

Notes and accounts receivable - net

2,719

-

36,569

(646)

38,642

Inventories

1,634

-

13,390

-

15,024

Other current assets

353

-

5,876

-

6,229

Total current assets

6,299

-

67,310

(646)

72,963

Property, plant and equipment - net

19,687

-

194,977

-

214,664

Investments and other assets

260,410

393

485,157

(702,535)

43,425

Intercompany receivables

17,325

2,726

543,844

(563,895)

-

Total assets

$

303,721

$

3,119

$

1,291,288

$

(1,267,076)

$

331,052

Notes and loans payable

$

1,851

$

2,662

$

3,198

$

-

$

7,711

Accounts payable and accrued liabilities

3,117

57

53,893

-

57,067

Income taxes payable

-

2

13,371

(646)

12,727

Total current liabilities

4,968

2,721

70,462

(646)

77,505

Long-term debt

293

-

9,029

-

9,322

Postretirement benefits reserves

12,344

-

12,650

-

24,994

Deferred income tax liabilities

1,450

-

35,168

-

36,618

Other long-term obligations

5,215

-

16,654

-

21,869

Intercompany payables

125,055

386

438,454

(563,895)

-

Total liabilities

149,325

3,107

582,417

(564,541)

170,308

Earnings reinvested

330,939

(1,032)

141,467

(140,435)

330,939

Other ExxonMobil equity

(176,543)

1,044

561,056

(562,100)

(176,543)

ExxonMobil share of equity

154,396

12

702,523

(702,535)

154,396

Noncontrolling interests

-

-

6,348

-

6,348

Total equity

154,396

12

708,871

(702,535)

160,744

Total liabilities and equity

$

303,721

$

3,119

$

1,291,288

$

(1,267,076)

$

331,052


- 18 -


SeaRiver

Exxon Mobil

Maritime

Consolidating

Corporation

Financial

and

Parent

Holdings,

All Other

Eliminating

Guarantor

Inc.

Subsidiaries

Adjustments

Consolidated

(millions of dollars)

Condensed consolidated statement of cash flows for six months ended June 30, 2012

Cash provided by/(used in) operating activities

$

1,866

$

(3)

$

28,468

$

(827)

$

29,504

Cash flows from investing activities

Additions to property, plant and equipment

(1,790)

-

(14,398)

-

(16,188)

Proceeds associated with sales of long-term assets

475

-

5,768

-

6,243

Net intercompany investing

17,045

(133)

(17,238)

326

-

All other investing, net

177

-

661

-

838

Net cash provided by/(used in)

investing activities

15,907

(133)

(25,207)

326

(9,107)

Cash flows from financing activities

Additions to long-term debt

-

-

389

-

389

Reductions in long-term debt

-

-

(11)

-

(11)

Additions/(reductions) in short-term debt - net

(368)

-

154

-

(214)

Cash dividends

(4,878)

-

(827)

827

(4,878)

Net ExxonMobil shares sold/(acquired)

(10,630)

-

-

-

(10,630)

Net intercompany financing activity

-

(4)

190

(186)

-

All other financing, net

-

140

61

(140)

61

Net cash provided by/(used in)

financing activities

(15,876)

136

(44)

501

(15,283)

Effects of exchange rate changes on cash

-

-

24

-

24

Increase/(decrease) in cash and cash

equivalents

$

1,897

$

-

$

3,241

$

-

$

5,138

Condensed consolidated statement of cash flows for six months ended June 30, 2011

Cash provided by/(used in) operating activities

$

3,739

$

2

$

26,577

$

(573)

$

29,745

Cash flows from investing activities

Additions to property, plant and equipment

(1,337)

-

(13,526)

-

(14,863)

Proceeds associated with sales of long-term assets

163

-

2,675

-

2,838

Net intercompany investing

13,258

(177)

(13,484)

403

-

All other investing, net

(1,323)

-

(2,509)

-

(3,832)

Net cash provided by/(used in)

investing activities

10,761

(177)

(26,844)

403

(15,857)

Cash flows from financing activities

Additions to long-term debt

-

-

249

-

249

Reductions in long-term debt

-

-

(43)

-

(43)

Additions/(reductions) in short-term debt - net

873

-

309

-

1,182

Cash dividends

(4,496)

-

(572)

572

(4,496)

Net ExxonMobil shares sold/(acquired)

(10,713)

-

-

-

(10,713)

Net intercompany financing activity

-

-

227

(227)

-

All other financing, net

171

175

(164)

(175)

7

Net cash provided by/(used in)

financing activities

(14,165)

175

6

170

(13,814)

Effects of exchange rate changes on cash

-

-

388

-

388

Increase/(decrease) in cash and cash

equivalents

$

335

$

-

$

127

$

-

$

462


- 19 -


10.  Japan Restructuring

On June 1, 2012, the Corporation completed the restructuring of its Downstream and Chemical holdings in Japan. Under the restructuring, TonenGeneral Sekiyu K. K. (TG), a consolidated subsidiary owned 50 percent by the Corporation, purchased for $3.9 billion the Corporation’s shares of a wholly-owned affiliate in Japan, EMG Marketing Godo Kaisha (previously known as ExxonMobil Yugen Kaisha), which resulted in TG acquiring approximately 200 million of its shares currently owned by the Corporation along with other assets. As a result of the restructuring, the Corporation’s effective ownership of TG was reduced to approximately 22 percent and a gain of $6.5 billion was recognized.  The gain is included in “Other income” partially offset by amounts included in “Income tax expense” and “Net income attributable to noncontrolling interests”.

The gain includes $1.9 billion of the Corporation’s share of other comprehensive income recycled into earnings (see note 3 below).  The gain also includes remeasurement of TG’s shares that the Corporation continues to own to $0.7 billion, based on TG’s share price on the Tokyo Stock Exchange.  The Corporation will account for its remaining investment using the equity method.

Summarized balance sheet for the Japan entities subject to the restructuring follows:

(millions of dollars)

Assets

Current assets (1)

$

6,391

Net property, plant and equipment

4,700

Other assets

989

Total assets

$

12,080

Liabilities

Current liabilities (2)

$

7,398

Long-term debt

22

Postretirement benefits reserves

2,066

Other long-term obligations

826

Total liabilities

$

10,312

Equity

ExxonMobil share of equity (3)

$

(256)

Noncontrolling interests

2,024

Total equity

$

1,768

Total liabilities and equity

$

12,080

(1) The aggregate replacement cost of inventories exceeded the LIFO carrying values by $2.4 billion at June 1, 2012.

(2) On June 1, 2012, Japan’s unused credit lines for short-term financing were $1.0 billion.

(3) The accumulated other comprehensive income associated with the Japan restructuring was recycled into earnings. At June 1, 2012,  ExxonMobil’s share of accumulated other comprehensive income was a benefit of $1.9 billion, including $2.5 billion related to cumulative translation adjustments offset by $0.6 billion related to postretirement benefit reserves adjustments.


- 20 -


EXXON MOBIL CORPORATION

Item 2.       Management's Discussion and Analysis of Financial Condition and Results of Operations

FUNCTIONAL EARNINGS SUMMARY

Second Quarter

First Six Months

Earnings (U.S. GAAP)

2012

2011

2012

2011

(millions of dollars)

Upstream

United States

$

678

$

1,449

$

1,688

$

2,728

Non-U.S.

7,680

7,092

14,472

14,488

Downstream

United States

834

734

1,437

1,428

Non-U.S.

5,812

622

6,795

1,027

Chemical

United States

494

625

927

1,294

Non-U.S.

955

696

1,223

1,543

Corporate and financing

(543)

(538)

(1,182)

(1,178)

Net Income attributable to ExxonMobil (U.S. GAAP)

$

15,910

$

10,680

$

25,360

$

21,330

Earnings per common share (dollars)

$

3.41

$

2.19

$

5.41

$

4.33

Earnings per common share - assuming

dilution (dollars)

$

3.41

$

2.18

$

5.41

$

4.32

References in this discussion to total corporate earnings mean net income attributable to ExxonMobil (U.S. GAAP) from the income statement.  Unless otherwise indicated, references to earnings, special items, Upstream, Downstream, Chemical and Corporate and Financing segment earnings, and earnings per share are ExxonMobil's share after excluding amounts attributable to noncontrolling interests.

REVIEW OF SECOND QUARTER 2012 RESULTS

ExxonMobil results for the second quarter 2012 reflect our ongoing commitment to develop and deliver the energy needed to help meet global demand and underpin economic recovery and growth.  Despite global economic uncertainty, we continue to invest throughout the business cycle taking a long-term view of resource development.

Second quarter earnings of $15.9 billion included a net gain of $7.5 billion associated with divestments and tax-related items.  Excluding these items, second quarter earnings were $8.4 billion.

In the second quarter, capital and exploration expenditures were $9.3 billion.

The Corporation distributed $7.7 billion to shareholders in the second quarter through dividends and share purchases to reduce shares outstanding.

_______________________________________________________________________

Earnings in the first six months of 2012 of $25,360 million increased $4,030 million from 2011.

Earnings per share – assuming dilution for the first six months of 2012 increased 25 percent to $5.41.


- 21 -


Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Upstream earnings

United States

$

678

$

1,449

$

1,688

$

2,728

Non-U.S.

7,680

7,092

14,472

14,488

Total

$

8,358

$

8,541

$

16,160

$

17,216

Upstream earnings in the second quarter of 2012 were $8,358 million, down $183 million from the second quarter of 2011.  Lower liquids and U.S. natural gas realizations decreased earnings by $870 million, while lower sales volumes reduced earnings by $330 million.  All other items, including gains on asset sales mainly in Angola, increased earnings by $1.0 billion.

On an oil-equivalent basis, production decreased 5.6 percent from the second quarter of 2011.  Excluding the impacts of entitlement volumes, OPEC quota effects and divestments, production was essentially flat.

Liquids production totaled 2,208 kbd (thousands of barrels per day), down 143 kbd from the second quarter of 2011.  Excluding the impacts of entitlement volumes, OPEC quota effects and divestments, liquids production was down about 1 percent, as field decline was mostly offset by lower downtime and ramp-up of Angola and Nigeria projects.

Second quarter natural gas production was 11,661 mcfd (millions of cubic feet per day), down 606 mcfd from 2011.  Excluding the impacts of entitlement volumes and divestments, natural gas production was up about 1 percent, as higher demand and lower downtime more than offset field decline.

Earnings from U.S. Upstream operations were $678 million, $771 million lower than the second quarter of 2011.  Non-U.S. Upstream earnings were $7,680 million, up $588 million from the prior year.

_______________________________________________________________________

Upstream earnings in the first six months of 2012 were $16,160 million, down $1,056 million from the first half of 2011.  Higher liquids realizations, partially offset by lower gas realizations, increased earnings by $80 million.  Lower sales volumes decreased earnings by $1,140 million.  Net gains on asset sales, mainly in Angola, were offset by higher operating expenses and unfavorable tax effects.

On an oil-equivalent basis, production in the first six months of 2012 was down 5.5 percent compared to the same period in 2011.  Excluding the impacts of entitlement volumes, OPEC quota effects and divestments, production was down about 1 percent.

Liquids production in the first six months of 2012 of 2,211 kbd decreased 164 kbd compared with 2011.  Excluding the impacts of entitlement volumes, OPEC quota effects and divestments, liquids production was down about 1 percent, as field decline was mostly offset by project ramp-up and lower downtime.

Natural gas production in the first six months of 2012 of 12,849 mcfd decreased 541 mcfd from 2011.  Excluding the impacts of entitlement volumes and divestments, natural gas production was down about 1 percent, with field decline partly offset by higher demand and lower downtime.

Earnings in the first six months of 2012 from U.S. Upstream operations were $1,688 million, down $1,040 million from 2011.  Earnings outside the U.S. were $14,472 million, essentially flat with the prior year.

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Downstream earnings

United States

$

834

$

734

$

1,437

$

1,428

Non-U.S.

5,812

622

6,795

1,027

Total

$

6,646

$

1,356

$

8,232

$

2,455


- 22 -


Second quarter 2012 Downstream earnings of $6,646 million were up $5.3 billion from the second quarter of 2011.  The gain associated with the Japan restructuring contributed $5.3 billion.  Improved margins and volume and mix effects increased earnings by $670 million.  All other items, including unfavorable foreign exchange effects, higher operating expenses, and one-time tax items, decreased earnings $670 million.  Petroleum product sales of 6,171 kbd were 160 kbd lower than last year's second quarter.

Earnings from the U.S. Downstream were $834 million, up $100 million from the second quarter of 2011.  Non-U.S. Downstream earnings of $5,812 million were $5,190 million higher than last year.

______________________________________________________________________

Downstream earnings in the first six months of 2012 of $8,232 million increased $5,777 million from 2011.  The gain associated with the Japan restructuring contributed $5.3 billion.  Higher margins increased earnings by $610 million, while volume and mix effects increased earnings by $220 million.  All other items, including higher operating expenses, one-time tax items, and unfavorable foreign exchange effects, partially offset by other asset management gains, decreased earnings by $360 million.  Petroleum product sales of 6,243 kbd decreased 56 kbd from 2011.

U.S. Downstream earnings in the first six months of 2012 were $1,437 million, consistent with 2011.  Non-U.S. Downstream earnings were $6,795 million, an increase of $5,768 million from last year.

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Chemical earnings

United States

$

494

$

625

$

927

$

1,294

Non-U.S.

955

696

1,223

1,543

Total

$

1,449

$

1,321

$

2,150

$

2,837

Second quarter 2012 Chemical earnings of $1,449 million were $128 million higher than the second quarter of 2011.  The gain associated with the Japan restructuring increased earnings by $630 million, while weaker margins decreased earnings by $150 million.  Volume and mix effects lowered earnings by $100 million.  All other items, mainly unfavorable foreign exchange effects, decreased earnings by $250 million.  Second quarter prime product sales of 5,972 kt (thousands of metric tons) were 209 kt lower than last year's second quarter.

_____________________________________________________________________

Chemical earnings in the first six months of 2012  of $2,150 million were $687 million lower than 2011.  The gain associated with the Japan restructuring increased earnings by $630 million, while weaker margins decreased earnings by $750 million.  Lower volumes decreased earnings by $70 million.  All other items, including unfavorable foreign exchange effects, higher operating expenses, and tax items, decreased earnings by $500 million.  Prime product sales of 12,309 kt were down 194 kt from 2011.

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Corporate and financing earnings

$

(543)

$

(538)

$

(1,182)

$

(1,178)

Corporate and financing expenses of $543 million in the second quarter of 2012 were flat with the second quarter of 2011, as the benefit from the Japan restructuring was offset by one-time tax items.

_______________________________________________________________________

Corporate and financing expenses were $1,182 million for the first six months of 2012, flat with the first half of 2011 as the benefit from the Japan restructuring was offset by one-time tax items.


- 23 -


LIQUIDITY AND CAPITAL RESOURCES

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Net cash provided by/(used in)

Operating activities

$

29,504

$

29,745

Investing activities

(9,107)

(15,857)

Financing activities

(15,283)

(13,814)

Effect of exchange rate changes

24

388

Increase/(decrease) in cash and cash equivalents

$

5,138

$

462

Cash and cash equivalents (at end of period)

$

17,802

$

8,287

Cash and cash equivalents – restricted (at end of period)

215

246

Total cash and cash equivalents (at end of period)

$

18,017

$

8,533

Cash flow from operations and asset sales

Net cash provided by operating activities (U.S. GAAP)

$

10,217

$

12,889

$

29,504

$

29,745

Proceeds associated with sales of subsidiaries, property,

plant & equipment, and sales and returns of investments

3,730

1,497

6,243

2,838

Cash flow from operations and asset sales

$

13,947

$

14,386

$

35,747

$

32,583

Because of the ongoing nature of our asset management and divestment program, we believe it is useful for investors to consider asset sales proceeds together with cash provided by operating activities when evaluating cash available for investment in the business and financing activities.

Total cash and cash equivalents of $18.0 billion at the end of the second quarter of 2012 compared to $8.5 billion at the end of the second quarter of 2011.

Cash provided by operating activities totaled $29.5 billion for the first six months of 2012, $0.2 billion lower than 2011. The major source of funds was net income including noncontrolling interests of $27.5 billion, an increase of $5.6 billion from the prior year period.  The adjustment for the noncash provision of $7.7 billion for depreciation and depletion was essentially flat with 2011.  Changes in operational working capital added to cash flows in both periods.  These items were partially offset by the net gain on asset sales of $11.1 billion in 2012 and $0.6 billion in 2011.  For additional details, see the Condensed Consolidated Statement of Cash Flows on page 6.

Investing activities for the first six months of 2012 used net cash of $9.1 billion, a decrease of $6.8 billion compared to the prior year.  Spending for additions to property, plant and equipment increased $1.3 billion to $16.2 billion.  Proceeds from asset sales of $6.2 billion, increased $3.4 billion reflecting the impact of the Japan restructuring.  Additional investment and advances decreased by $2.6 billion to $0.4 billion.

Cash flow from operations and asset sales in the second quarter of 2012 of $13.9 billion, including asset sales of $3.7 billion, decreased $0.4 billion from the comparable 2011 period.  Cash flow from operations and asset sales in the first six months of 2012 of $35.7 billion, including asset sales of $6.2 billion, increased $3.2 billion from the comparable 2011 period.

Net cash used in financing activities of $15.3 billion in the first six months of 2012 was $1.5 billion higher than 2011, mostly reflecting the absence of 2011 net short-term debt issuance.

During the second quarter of 2012, Exxon Mobil Corporation purchased 60 million shares of its common stock for the treasury at a gross cost of $5.0 billion.  These purchases were to reduce the number of shares outstanding.  Shares outstanding decreased from 4,676 million at the end of the first quarter to 4,616 million at the end of the second quarter 2012.  Purchases may be made in both the open market and through negotiated transactions, and may be increased, decreased or discontinued at any time without prior notice.


- 24 -


The Corporation distributed to shareholders a total of $7.7 billion in the second quarter of 2012 through dividends and share purchases to reduce shares outstanding.

Total debt of $15.6 billion compared to $17.0 billion at year-end 2011.  The Corporation's debt to total capital ratio was 8.5 percent at the end of the second quarter of 2012 compared to 9.6 percent at year-end 2011.

Although the Corporation issues long-term debt from time to time and maintains a revolving commercial paper program, internally generated funds are expected to cover the majority of its net near-term financial requirements .

The Corporation, as part of its ongoing asset management program, continues to evaluate its mix of assets for potential upgrade.  Because of the ongoing nature of this program, dispositions will continue to be made from time to time which will result in either gains or losses.  Additionally, the Corporation continues to evaluate opportunities to enhance its business portfolio through acquisitions of assets or companies, and enters into such transactions from time to time.  Key criteria for evaluating acquisitions include potential for future growth and attractive current valuations.  Acquisitions may be made with cash, shares of the Corporation’s common stock, or both.

Litigation and other contingencies are discussed in Note 2 to the unaudited condensed consolidated financial statements.

TAXES

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Income taxes

$

8,537

$

7,721

$

16,253

$

15,725

Effective income tax rate

36

%

45

%

41

%

46

%

Sales-based taxes

8,027

8,613

16,520

16,529

All other taxes and duties

10,036

11,175

21,239

21,491

Total

$

26,600

$

27,509

$

54,012

$

53,745

Income, sales-based and all other taxes and duties totaled $26.6 billion for the second quarter of 2012, a decrease of $0.9 billion from 2011.  Income tax expense increased by $0.8 billion to $8.5 billion with the impact of higher earnings mostly offset by the lower effective tax rate.  The effective income tax rate was 36 percent compared to 45 percent in the prior year period, due to a lower effective tax rate on divestments.  Sales-based taxes and all other taxes and duties decreased by $1.7 billion to $18.1 billion reflecting lower prices and the Japan restructuring.

________________________________________________________________________

Income, sales-based and all other taxes and duties totaled $54.0 billion for the first six months of 2012, an increase of $0.3 billion from 2011.  Income tax expense increased by $0.5 billion to $16.3 billion with the impact of higher earnings mostly offset by the lower effective tax rate.  The effective income tax rate was 41 percent compared to 46 percent in the prior year due to a lower effective tax rate on divestments.  Sales-based and all other taxes decreased by $0.3 billion.

CAPITAL AND EXPLORATION EXPENDITURES

Second Quarter

First Six Months

2012

2011

2012

2011

(millions of dollars)

Upstream (including exploration expenses)

$

8,393

$

9,436

$

16,472

$

16,336

Downstream

569

484

1,008

934

Chemical

368

352

681

801

Other

9

34

12

56

Total

$

9,339

$

10,306

$

18,173

$

18,127

Capital and exploration expenditures in the second quarter of 2012 were $9.3 billion, down 9 percent from the second quarter of 2011.

________________________________________________________________________

Capital and exploration expenditures were a record $18.2 billion for the first six months of 2012 as ExxonMobil progresses plans to invest about $37 billion per year over the next five years to help meet the global demand for energy. Actual spending could vary depending on the progress of individual projects.


- 25 -


FORWARD-LOOKING STATEMENTS

Statements relating to future plans, projections, events or conditions are forward-looking statements.  Actual results, including project plans, costs, timing, and capacities; capital and exploration expenditures; resource recoveries; and share purchase levels, could differ materially due to factors including: changes in oil or gas prices or other market or economic conditions affecting the oil and gas industry, including the scope and duration of economic recessions; the outcome of exploration and development efforts; changes in law or government regulation, including tax and environmental requirements; the outcome of commercial negotiations; changes in technical or operating conditions; and other factors discussed under the heading "Factors Affecting Future Results" in the “Investors” section of our website and in Item 1A of ExxonMobil's 2011 Form 10-K.  We assume no duty to update these statements as of any future date.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Information about market risks for the six months ended June 30, 2012, does not differ materially from that discussed under Item 7A of the registrant's Annual Report on Form 10-K for 2011.

Item 4.  Controls and Procedures

As indicated in the certifications in Exhibit 31 of this report, the Corporation’s chief executive officer, principal financial officer and principal accounting officer have evaluated the Corporation’s disclosure controls and procedures as of June 30, 2012.  Based on that evaluation, these officers have concluded that the Corporation’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Corporation in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.  There were no changes during the Corporation’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.


- 26 -


PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

Chalmette Refining, LLC, owner of the Chalmette Refinery (operated by ExxonMobil Oil Corporation), is in discussions with the Louisiana Department of Environmental Quality (LDEQ) to resolve self-reported deviations arising from refinery operations and relating to certain Clean Air Act Title V permit conditions, limits, and other requirements.  The matter involves deviations reported to the Agency in semi-annual reports covering the time period from 2006 through 2011.  It is anticipated that LDEQ will assess an administrative penalty in this matter in excess of $100,000.

The New Mexico Environment Department (NMED) has issued a notice of violation for alleged violations of the New Mexico Air Quality Control Act and air permits for compressor engines at the XTO Energy Inc. Valencia Canyon Compressor Station in Rio Arriba County, New Mexico.  The NMED is also seeking civil penalties in excess of $100,000 to resolve these alleged air permitting violations.  XTO Energy Inc. plans to meet with the NMED in an effort to resolve this matter.

Refer to the relevant portions of Note 2 of this Quarterly Report on Form 10-Q for further information on legal proceedings.


- 27 -


Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchase of Equity Securities for Quarter Ended June 30, 2012

Total Number of

Maximum Number

Shares Purchased

Of Shares that May

Total Number

Average

as Part of Publicly

Yet Be Purchased

Of Shares

Price Paid

Announced Plans

Under the Plans or

Period

Purchased

per Share

or Programs

Programs

April, 2012

18,687,988

$85.03

18,687,988

May, 2012

21,049,962

$82.90

21,049,962

June, 2012

20,582,440

$81.53

20,582,440

Total

60,320,390

$83.09

60,320,390

(See Note 1)

Note 1 - On August 1, 2000, the Corporation announced its intention to resume purchases of shares of its common stock for the treasury both to offset shares issued in conjunction with company benefit plans and programs and to gradually reduce the number of shares outstanding.  The announcement did not specify an amount or expiration date.  The Corporation has continued to purchase shares since this announcement and to report purchased volumes in its quarterly earnings releases.  In its most recent earnings release dated July 26, 2012, the Corporation stated that third quarter 2012 share purchases to reduce shares outstanding are anticipated to equal $5 billion.  Purchases may be made in both the open market and through negotiated transactions, and purchases may be increased, decreased or discontinued at any time without prior notice.

Item 6.  Exhibits

Exhibit

Description

31.1

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Chief Executive Officer.

31.2

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Financial Officer.

31.3

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Accounting Officer.

32.1

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Chief Executive Officer.

32.2

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Financial Officer.

32.3

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Accounting Officer.

101

Interactive Data Files.


- 28 -


EXXON MOBIL CORPORATION

SIGNATURE

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, thereunto duly authorized.

EXXON MOBIL CORPORATION

Date: August 2, 2012

By:

/s/  Patrick T. Mulva

Name:

Patrick T. Mulva

Title:

Vice President, Controller and

Principal Accounting Officer


- 29 -


INDEX TO EXHIBITS

Exhibit

Description

31.1

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Chief Executive Officer.

31.2

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Financial Officer.

31.3

Certification (pursuant to Securities Exchange Act Rule 13a-14(a)) by Principal Accounting Officer.

32.1

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Chief Executive Officer.

32.2

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Financial Officer.

32.3

Section 1350 Certification (pursuant to Sarbanes-Oxley Section 906) by Principal Accounting Officer.

101

Interactive Data Files.


- 30 -


TABLE OF CONTENTS