Exxon and Mobil Confirm Federal Trade Commission Approval of Merger

IRVING, Texas (PROTEXT) - Exxon Corporation (NYSE: XON) andMobil Corporation (NYSE: MOB) today confirmed that the U.S.Federal Trade Commission (FTC) completed its review of theproposed merger and has approved a consent order for the mergerof the two companies. Exxon and Mobil have accepted terms andconditions specified by the FTC and will comply with them fullyand in a timely manner. Exxon Chairman Lee Raymond said, "The FTC's decision, coupledwith the European Commission's approval gained earlier, clearedthe way for the merger to proceed. Exxon and Mobil moved quicklyto close the transaction and to launch the world's premierpetroleum and petrochemical company, which will be known as ExxonMobil Corporation. Exxon Mobil Corporation is incorporated in thestate of New Jersey. "The merged company expects that the scale of the worldwidenear-term cost savings and the long-term strategic benefits willlikely exceed those announced last year. The merger will allowExxonMobil to compete more effectively with the recently combinedmultinational oil companies and the large state-owned oilcompanies that are rapidly expanding outside their home areas,"Raymond said. The FTC's review was one of the most thorough and exhaustiveever undertaken, lasting some 11 months. Exxon and Mobil workedclosely with the FTC to provide appropriate information on atimely basis to facilitate regulatory review of the merger. In the U.S., Exxon's and Mobil's exploration; production;natural gas; chemical; Gulf Coast, Midwest and Rocky Mountainsrefining businesses; and the vast majority of service stationsare not affected by the consent order. While the FTC ruling predominately affects aspects of the U.S.downstream, the merged company will retain a significant presencein these business segments in the U.S. By most measures ofcapacity and sales, the merged company will be a strongcompetitor in these areas. FTC conditions ExxonMobil will satisfy to complete the mergerinclude: -- Exxon selling its fee and leased service stations from NewYork to Maine, and assigning its contracts with all dealers anddistributors in those areas to a new supplier; -- Mobil selling its fee and leased service stations from NewJersey through Virginia, and assigning its contracts with alldealers and distributors in those areas to a new supplier. Inaddition Mobil selling its East Boston, Massachusetts, andManassas, Virginia, terminals. -- Mobil selling its interest in TETCO, a Texas motor fueldistributor, selling its interests in 10 service stations inDallas and Fort Worth, and assigning its contracts withdistributors in five areas in Texas -- Dallas, Austin, San Antonio, Houston and Bryan-CollegeStation; -- Exxon selling its Benicia, California, refinery;withdrawing from retail fuels marketing in four areas (Oakland,San Francisco, San Jose and Santa Rosa), and selling itsremaining service stations and assigning its dealer anddistributor contracts in the state; -- Exxon will divest its interest in 12 service stations anda product terminal in Guam; -- Mobil amending its base oil contract with Valero at thePaulsboro refinery in New Jersey; -- Exxon Mobil Corporation entering into long-term contractsto supply a total of 12,000 barrels-per-day of base oil from itsGulf Coast refineries to up to three customers; -- Exxon Mobil Corporation selling either Exxon's 48.8percent interest in the Plantation pipeline or Mobil's 11.49percent interest in the Colonial pipeline, and Mobil's 3.08percent interest in the Trans- Alaska Pipeline System (TAPS); and -- Exxon selling its assets associated with its worldwide jetturbine lubricating oil business. "We remain committed to our customers, dealers anddistributors in the U.S.," said Raymond. "We are pleased thatExxonMobil may allow those who acquire our service stations andsupply relationships in most of the areas affected by the FTCruling the opportunity to retain the existing Exxon or Mobilbrands for at least 10 years or longer, thereby benefitingconsumers, dealers and distributors. The Exxon and Mobil brands,their high-quality products, and other innovative services likeMobil Speedpass and state-of-the- art convenience stores, willremain, even in those areas where we are required to sell servicestations or assign contracts." Exxon Mobil Corporation will have nine months to satisfy mostof the FTC's conditions everywhere except California, where itwill have twelve months to sell the Benicia Refinery and theCalifornia marketing assets. During that time, Exxon MobilCorporation will hold various businesses separate from managementand operation of the newly merged company. Except for Exxon and Mobil operations that will be divested,the held separate businesses will become part of the ExxonMobilorganization when FTC conditions related to these businesses aremet. Revenues and earnings from businesses "held separate" willbe consolidated in the Exxon Mobil Corporation financialstatements. The held separate businesses are: -- All of Mobil's fuels marketing operations from Mainethrough North Carolina, Florida, Georgia, Texas and Louisiana; -- Mobil's Torrance, California, refinery and Californiapipelines, as well as all of its fuels marketing operations inCalifornia, Arizona and Nevada; -- Mobil's Alaska Pipeline Company and Mobil's interest inColonial Pipeline Company; -- Exxon's worldwide jet turbine lubricating oil assets. "We regret the uncertainties these divestments may cause tocustomers and employees. We are convinced, however, that theincentives for this merger remain strong," Raymond said. "We haveknown for some time that the regulatory approval process wouldtake a good part of this calendar year. We used this time as bestwe could to prepare for the actual integration of the twocompanies. We are ready to move ahead quickly. We are confidentand determined to make Exxon Mobil Corporation a reality thatwill quickly bring significant benefits to its customers, itsemployees and its shareholders," concluded Raymond. ots OriginalText Service: Exxon Mobil Corporation Internet:http://www.newsaktuell.de Contact: Exxon Mobil Corporation MediaRelations, 972-444-1107 Company News On-Call:http://www.prnewswire.com/comp/143842.html or fax, 800-758-5804,ext. 143842

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