PART I. FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF INCOME

(millions of dollars)

Three Months Ended

March 31,

~~2017~~2018

~~2016~~2017

Revenues and other income

Sales and other operating revenue~~(1)~~

~~61,090~~65,436

~~47,105~~56,474

Income from equity affiliates

~~1,710~~1,910

~~1,251~~1,710

Other income

~~487~~865

~~351~~487

Total revenues and other income

~~63,287~~68,211

~~48,707~~58,671

Costs and other deductions

Crude oil and product purchases

~~30,359~~36,288

~~20,707~~30,359

Production and manufacturing expenses

~~7,845~~8,491

~~7,561~~7,566

Selling, general and administrative expenses

~~2,599~~2,747

~~2,593~~2,505

Depreciation and depletion

~~4,519~~4,470

~~4,765~~4,519

Exploration expenses, including dry holes

~~289~~287

~~355~~289
Non-service pension and postretirement benefit expense
337
373

Interest expense

~~146~~204

77
~~Sales-based taxes~~ ~~(1)~~
~~5,342~~
~~4,815~~146

Other taxes and duties

~~6,270~~8,147

~~6,104~~6,996

Total costs and other deductions

~~57,369~~60,971

~~46,977~~52,753

Income before income taxes

~~5,918~~7,240

~~1,730~~5,918

Income taxes

~~1,828~~2,457

~~(51)~~1,828

Net income including noncontrolling interests

~~4,090~~4,783

~~1,781~~4,090

Net income attributable to noncontrolling interests

80133

~~(29)~~80

Net income attributable to ExxonMobil

~~4,010~~4,650

~~1,810~~4,010



Earnings per common share (dollars)

~~0.95~~1.09

~~0.43~~0.95



Earnings per common share - assuming dilution (dollars)

~~0.95~~1.09

~~0.43~~0.95

Dividends per common share (dollars)

~~0.75~~0.77

~~0.73~~0.75

~~(1) Sales-based taxes included in sales and other operating revenue~~
~~5,342~~
~~4,815~~

The information in the Notes to Condensed Consolidated Financial Statements is an integral part of these statements.

3

EXXON MOBIL CORPORATION
EXXON MOBIL CORPORATION

EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(millions of dollars)
(millions of dollars)

(millions of dollars)

Three Months Ended

Three Months Ended

March 31,

March 31,

2017

2016

2018

2017

Net income including noncontrolling interests

4,090

1,781

Net income including noncontrolling interests

4,783

4,090

Other comprehensive income (net of income taxes)

Other comprehensive income (net of income taxes)

Foreign exchange translation adjustment

1,408

3,340

Foreign exchange translation adjustment

(804)

1,408

Postretirement benefits reserves adjustment (excluding amortization)

(25)

(119)

Adjustment for foreign exchange translation (gain)/loss included in net income

168

-

Amortization and settlement of postretirement benefits reserves adjustment

Postretirement benefits reserves adjustment (excluding amortization)

(434)

(25)

included in net periodic benefit costs

256

289

Amortization and settlement of postretirement benefits reserves adjustment

Total other comprehensive income

1,639

3,510

included in net periodic benefit costs

237

256

Comprehensive income including noncontrolling interests

5,729

5,291

Total other comprehensive income

(833)

1,639

Comprehensive income attributable to noncontrolling interests

159

354

Comprehensive income including noncontrolling interests

3,950

5,729

Comprehensive income attributable to ExxonMobil

5,570

4,937

Comprehensive income attributable to noncontrolling interests

(9)

159

Comprehensive income attributable to ExxonMobil

3,959

5,570

The information in the Notes to Condensed Consolidated Financial Statements is an integral part of these statements.

4

EXXON MOBIL CORPORATION
EXXON MOBIL CORPORATION

EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEET
CONDENSED CONSOLIDATED BALANCE SHEET

CONDENSED CONSOLIDATED BALANCE SHEET

(millions of dollars)
(millions of dollars)

(millions of dollars)

Mar. 31,

Dec. 31,

Mar. 31,

Dec. 31,

2017

2016

2018

2017

Assets
Assets

Assets

Current assets

Current assets

Cash and cash equivalents

4,897

3,657

Cash and cash equivalents

4,125

3,177

Notes and accounts receivable – net

21,842

21,394

Notes and accounts receivable – net

24,686

25,597

Inventories

Inventories

Crude oil, products and merchandise

10,686

10,877

Crude oil, products and merchandise

13,879

12,871

Materials and supplies

4,187

4,203

Materials and supplies

4,169

4,121

Other current assets

1,519

1,285

Other current assets

1,456

1,368

Total current assets

43,131

41,416

Total current assets

48,315

47,134

Investments, advances and long-term receivables

38,268

35,102

Investments, advances and long-term receivables

40,350

39,160

Property, plant and equipment – net

253,147

244,224

Property, plant and equipment – net

250,352

252,630

Other assets, including intangibles – net

9,663

9,572

Other assets, including intangibles – net

9,809

9,767

Total assets

344,209

330,314

Total assets

348,826

348,691

Liabilities
Liabilities

Liabilities

Current liabilities

Current liabilities

Notes and loans payable

18,483

13,830

Notes and loans payable

19,836

17,930

Accounts payable and accrued liabilities

32,069

31,193

Accounts payable and accrued liabilities

37,207

36,796

Income taxes payable

2,822

2,615

Income taxes payable

3,263

3,045

Total current liabilities

53,374

47,638

Total current liabilities

60,306

57,771

Long-term debt

25,124

28,932

Long-term debt

20,781

24,406

Postretirement benefits reserves

20,584

20,680

Postretirement benefits reserves

21,696

21,132

Deferred income tax liabilities

34,772

34,041

Deferred income tax liabilities

26,760

26,893

Long-term obligations to equity companies

5,175

5,124

Long-term obligations to equity companies

4,818

4,774

Other long-term obligations

21,409

20,069

Other long-term obligations

19,554

19,215

Total liabilities

160,438

156,484

Total liabilities

153,915

154,191

Commitments and contingencies (Note 3)
Commitments and contingencies (Note 3)

Commitments and contingencies (Note 3)

Equity
Equity

Equity

Common stock without par value

Common stock without par value

(9,000 million shares authorized, 8,019 million shares issued)

14,415

12,157

(9,000 million shares authorized, 8,019 million shares issued)

14,888

14,656

Earnings reinvested

408,707

407,831

Earnings reinvested

415,970

414,540

Accumulated other comprehensive income

(20,679)

(22,239)

Accumulated other comprehensive income

(16,992)

(16,262)

Common stock held in treasury

Common stock held in treasury

(3,782 million shares at March 31, 2017 and

(3,785 million shares at March 31, 2018 and

   3,871 million shares at December 31, 2016)

(225,292)

(230,424)

   3,780 million shares at December 31, 2017)

(225,671)

(225,246)

ExxonMobil share of equity

177,151

167,325

ExxonMobil share of equity

188,195

187,688

Noncontrolling interests

6,620

6,505

Noncontrolling interests

6,716

6,812

Total equity

183,771

173,830

Total equity

194,911

194,500

Total liabilities and equity

344,209

330,314

Total liabilities and equity

348,826

348,691

The information in the Notes to Condensed Consolidated Financial Statements is an integral part of these statements.

5

EXXON MOBIL CORPORATION
EXXON MOBIL CORPORATION

EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(millions of dollars)
(millions of dollars)

(millions of dollars)

Three Months Ended

Three Months Ended

March 31,

March 31,

2017

2016

2018

2017

Cash flows from operating activities
Cash flows from operating activities

Cash flows from operating activities

Net income including noncontrolling interests

4,090

1,781

Net income including noncontrolling interests

4,783

4,090

Depreciation and depletion

4,519

4,765

Depreciation and depletion

4,470

4,519

Changes in operational working capital, excluding cash and debt

793

(399)

Changes in operational working capital, excluding cash and debt

351

793

All other items – net

(1,229)

(1,335)

All other items – net

(1,085)

(1,229)

Net cash provided by operating activities

8,173

4,812

Net cash provided by operating activities

8,519

8,173

Cash flows from investing activities
Cash flows from investing activities

Cash flows from investing activities

Additions to property, plant and equipment

(2,890)

(4,601)

Additions to property, plant and equipment

(3,349)

(2,890)

Proceeds associated with sales of subsidiaries, property, plant and

Proceeds associated with sales of subsidiaries, property, plant and

equipment, and sales and returns of investments

687

177

equipment, and sales and returns of investments

1,441

687

Additional investments and advances

(1,738)

(234)

Additional investments and advances

(138)

(1,738)

Other investing activities – net

180

309

Other investing activities including collection of advances

187

180

Net cash used in investing activities

(3,761)

(4,349)

Net cash used in investing activities

(1,859)

(3,761)

Cash flows from financing activities
Cash flows from financing activities

Cash flows from financing activities

Additions to long-term debt

60

11,963

Additions to long-term debt

-

60

Additions to short-term debt

1,734

-

Additions to short-term debt

-

1,734

Reductions in short-term debt

(2,669)

(28)

Reductions in short-term debt

(3,872)

(2,669)

Additions/(reductions) in commercial paper, and debt with three

Additions/(reductions) in commercial paper, and debt with three

months or less maturity (1)

1,308

(7,594)

months or less maturity (1)

1,950

1,308

Cash dividends to ExxonMobil shareholders

(3,134)

(3,054)

Cash dividends to ExxonMobil shareholders

(3,291)

(3,134)

Cash dividends to noncontrolling interests

(44)

(42)

Cash dividends to noncontrolling interests

(43)

(44)

Common stock acquired

(501)

(726)

Changes in noncontrolling interests

(59)

-

Common stock sold

-

5

Common stock acquired

(427)

(501)

Net cash used in financing activities

(3,246)

524

Net cash used in financing activities

(5,742)

(3,246)

Effects of exchange rate changes on cash
Effects of exchange rate changes on cash

74

154

Effects of exchange rate changes on cash

30

74

Increase/(decrease) in cash and cash equivalents
Increase/(decrease) in cash and cash equivalents

1,240

1,141

Increase/(decrease) in cash and cash equivalents

948

1,240

Cash and cash equivalents at beginning of period
Cash and cash equivalents at beginning of period

3,657

3,705

Cash and cash equivalents at beginning of period

3,177

3,657

Cash and cash equivalents at end of period
Cash and cash equivalents at end of period

4,897

4,846

Cash and cash equivalents at end of period

4,125

4,897

Supplemental Disclosures
Supplemental Disclosures

Supplemental Disclosures

Income taxes paid

1,970

749

Income taxes paid

2,117

1,970

Cash interest paid

368

223

Cash interest paid

360

368

2017 ~~Non-Cash~~Noncash Transactions
~~During~~In the first ~~quarter,~~three months of 2017, the Corporation completed the acquisitions of InterOil Corporation and of companies that own certain oil and gas properties in the Permian Basin and other assets. These transactions included a significant ~~non-cash component. Additional information is provided~~noncash component associated with the issuance of a combined 96 million shares of Exxon Mobil Corporation common stock in ~~Note 9.~~acquisition consideration.

(1) Includes a net ~~addition~~reduction of commercial paper with a maturity of over three months of $0.3 billion in 2018 and a net addition of $0.1 billion in ~~2017 and $0.7 billion in 2016.~~2017. The gross amount of commercial paper with a maturity of over three months issued was $0.4 billion in 2018 and $1.1 billion in 2017, ~~and $1.0 billion in 2016,~~ while the gross amount repaid was $0.7 billion in 2018 and $1.0 billion in ~~2017 and $0.3 billion in 2016.~~2017.

The information in the Notes to Condensed Consolidated Financial Statements is an integral part of these statements.

6

EXXON MOBIL CORPORATION
EXXON MOBIL CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(millions of dollars)
(millions of dollars)

ExxonMobil Share of Equity

ExxonMobil Share of Equity

Accumulated

Accumulated

Other

Common

Other

Common

Compre-

Stock

ExxonMobil

Non-

Compre-

Stock

ExxonMobil

Non-

Common

Earnings

hensive

Held in

Share of

controlling

Total

Common

Earnings

hensive

Held in

Share of

controlling

Total

Stock

Reinvested

Income

Treasury

Equity

Interests

Equity

Stock

Reinvested

Income

Treasury

Equity

Interests

Equity

Balance as of December 31, 2015

11,612

412,444

(23,511)

(229,734)

170,811

5,999

176,810

Amortization of stock-based awards

211

-

-

-

211

-

211

Tax benefits related to stock-based

awards

4

-

-

-

4

-

4

Other

(2)

-

-

-

(2)

-

(2)

Net income for the period

-

1,810

-

-

1,810

(29)

1,781

Dividends – common shares

-

(3,054)

-

-

(3,054)

(42)

(3,096)

Other comprehensive income

-

-

3,127

-

3,127

383

3,510

Acquisitions, at cost

-

-

-

(726)

(726)

-

(726)

Dispositions

-

-

-

6

6

-

6
Balance as of March 31, 2016

11,825

411,200

(20,384)

(230,454)

172,187

6,311

178,498

Balance as of December 31, 2016
Balance as of December 31, 2016

12,157

407,831

(22,239)

(230,424)

167,325

6,505

173,830
Balance as of December 31, 2016

12,157

407,831

(22,239)

(230,424)

167,325

6,505

173,830

Amortization of stock-based awards

264

-

-

-

264

-

264
Amortization of stock-based awards

264

-

-

-

264

-

264

Other

(84)

-

-

-

(84)

-

(84)
Other

(84)

-

-

-

(84)

-

(84)

Net income for the period

-

4,010

-

-

4,010

80

4,090
Net income for the period

-

4,010

-

-

4,010

80

4,090

Dividends – common shares

-

(3,134)

-

-

(3,134)

(44)

(3,178)
Dividends

-

(3,134)

-

-

(3,134)

(44)

(3,178)

Other comprehensive income

-

-

1,560

-

1,560

79

1,639
Other comprehensive income

-

-

1,560

-

1,560

79

1,639

Acquisitions, at cost

-

-

-

(582)

(582)

-

(582)
Acquisitions, at cost

-

-

-

(582)

(582)

-

(582)

Issued for acquisitions

2,078

-

-

5,711

7,789

-

7,789
Issued for acquisitions

2,078

-

-

5,711

7,789

-

7,789

Dispositions

-

-

-

3

3

-

3
Dispositions

-

-

-

3

3

-

3
Balance as of March 31, 2017
Balance as of March 31, 2017

14,415

408,707

(20,679)

(225,292)

177,151

6,620

183,771
Balance as of March 31, 2017

14,415

408,707

(20,679)

(225,292)

177,151

6,620

183,771

Balance as of December 31, 2017
Balance as of December 31, 2017

14,656

414,540

(16,262)

(225,246)

187,688

6,812

194,500

Amortization of stock-based awards

237

-

-

-

237

-

237

Other

(5)

-

-

-

(5)

-

(5)

Net income for the period

-

4,650

-

-

4,650

133

4,783

Dividends

-

(3,291)

-

-

(3,291)

(43)

(3,334)

Cumulative effect of accounting

change

-

71

(39)

-

32

15

47

Other comprehensive income

-

-

(691)

-

(691)

(142)

(833)

Acquisitions, at cost

-

-

-

(427)

(427)

(59)

(486)

Dispositions

-

-

-

2

2

-

2
Balance as of March 31, 2018
Balance as of March 31, 2018

14,888

415,970

(16,992)

(225,671)

188,195

6,716

194,911

Three Months Ended March 31, 2017

Three Months Ended March 31, 2016

Three Months Ended March 31, 2018

Three Months Ended March 31, 2017

Held in

Held in

Held in

Held in

Common Stock Share Activity

Issued

Treasury

Outstanding

Issued

Treasury

Outstanding
Common Stock Share Activity

Issued

Treasury

Outstanding

Issued

Treasury

Outstanding

(millions of shares)

(millions of shares)

(millions of shares)

(millions of shares)

Balance as of December 31

8,019

(3,871)

4,148

8,019

(3,863)

4,156
Balance as of December 31

8,019

(3,780)

4,239

8,019

(3,871)

4,148

Acquisitions

-

(7)

(7)

-

(9)

(9)

Acquisitions

-

(5)

(5)

-

(7)

(7)

Issued for acquisitions

-

96

96

-

-

-

Issued for acquisitions

-

-

-

-

96

96

Dispositions

-

-

-

-

-

-

Dispositions

-

-

-

-

-

-

Balance as of March 31

8,019

(3,782)

4,237

8,019

(3,872)

4,147
Balance as of March 31

8,019

(3,785)

4,234

8,019

(3,782)

4,237

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 ~~2016~~2017 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. Prior data has been reclassified in certain cases to conform to the current presentation basis.

The Corporation's exploration and production activities are accounted for under the "successful efforts" method.

2.     ~~Recently Issued Accounting Standards~~Accounting Changes

~~In May 2014,~~Effective January 1, 2018, ExxonMobil adopted the Financial Accounting Standards ~~Board issued a new~~Board’s standard, Revenue from Contracts with Customers (Topic 606)., as amended. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry and transaction specific requirements, and expands disclosure requirements. The standard ~~is required to be~~was adopted beginning January 1, 2018. “Sales and Other Operating Revenue” on the Consolidated Statement of Income includes sales, excise and value-added taxes on sales transactions. When the Corporation adopts the standard, revenue will exclude sales-based taxes collected on behalf of third parties. This change in reporting will not impact earnings. The Corporation expects to adopt the standard using the Modified Retrospective method, under which prior ~~years’~~year results are not restated, but supplemental information ~~on the impact of the new standard~~ is provided for any material impacts of the standard on 2018 results. The ~~Corporation continues to evaluate other areas~~adoption of the standard ~~which are~~did not ~~expected to~~ have a material ~~effect~~impact on any of the lines reported in the Corporation’s financial statements. The cumulative effect of adoption of the standard was de minimis. The Corporation did not elect any practical expedients that require disclosure. See Note 9.
~~In February 2016,~~Effective January 1, 2018, ExxonMobil adopted the Financial Accounting Standards ~~Board issued a new standard,~~Board’s Update, ~~Leases~~Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The standard requires ~~all leases~~investments in equity securities other than consolidated subsidiaries and equity method investments to be measured at fair value with ~~an initial term greater than one year be recorded~~changes in the fair value recognized through net income. The Corporation elected a modified approach for equity securities that do not have a readily determinable fair value. This modified approach measures investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The cumulative effect adjustment related to the adoption of this standard increased equity $47 million. The portion of unrealized gains and losses recognized during the reporting period on equity securities still held at March 31, 2018 and the ~~balance sheet as an asset and a lease liability.~~carrying value of equity securities without readily determinable fair values at March 31, 2018 were not significant to the Corporation. The standard also expanded disclosures related to financial instruments. See Note 7.
Effective January 1, 2018, ExxonMobil ~~is evaluating the standard and its effect on the Corporation’s financial statements and plans to adopt it in 2019.~~
~~In March 2017,~~adopted the Financial Accounting Standards ~~Board issued an Accounting Standards~~Board’s Update, Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. The update requires ~~that~~separate presentation of the service cost component from other components of net benefit ~~costs be~~costs. The other components are reported in a new line on the ~~same line~~Corporation’s Statement of Income, “Non-service pension and postretirement benefit expense.” The Corporation elected to use the practical expedient which uses the amounts disclosed in the ~~income statement~~pension and other postretirement benefit plan note for the prior comparative periods as ~~other compensation costs and that~~the estimation basis for applying the retrospective presentation requirements, as it is impracticable to determine the amounts capitalized in those periods. Beginning in 2018, the other components of net benefit costs ~~be presented separately~~are included in the Corporate and financing segment. The estimated after-tax impact from the ~~service cost component.~~ change in segmentation is an increase of about $100 million in Corporate and financing expenses for the first quarter of 2018, offset across the operating segments. Additionally, only the service cost component of net benefit costs ~~will be~~is eligible for ~~capitalization.~~ capitalization in situations where it is otherwise appropriate to capitalize employee costs in connection with the construction or production of an asset.
The ~~update~~impact of the retrospective presentation change on ExxonMobil's consolidated statement of income for the period ended March 31, 2017, is ~~required to be adopted beginning~~shown below.

As of March 31, 2017

As Reported

Change

As Adjusted

(millions of dollars)

Production and manufacturing expenses

7,845

(279)

7,566

Selling, general and administrative expenses

2,599

(94)

2,505

Non-service pension and postretirement benefit expense

-

373

373

8
Effective January 1, ~~2018.~~2019, ExxonMobil will adopt the Financial Accounting Standards Board’s standard, Leases (Topic 842), as amended. The standard requires all leases with an initial term greater than one year be recorded on the balance sheet as an asset and a lease liability. The Corporation is gathering and evaluating data and recently acquired a system to facilitate implementation. We are progressing an assessment of the ~~standard and its~~magnitude of the effect on the Corporation’s financial statements.

3.     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 material adverse effect upon the Corporation's operations, financial condition, or financial statements taken as a whole.

8
Other Contingencies

The Corporation and certain of its consolidated subsidiaries were contingently liable at March 31, ~~2017,~~2018, for guarantees relating to notes, loans and performance under contracts. Where guarantees for environmental remediation and other similar matters do not include a stated cap, the amounts reflect management’s estimate of the maximum potential exposure. 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.

As of March 31, 2017

Equity

Other

Company

Third Party

Obligations (1)

Obligations

Total

(millions of dollars)

Guarantees

Debt-related

117

30

147

Other

2,667

4,000

6,667

Total

2,784

4,030

6,814

(1) ExxonMobil share

As of March 31, 2018

Equity

Other

Company

Third Party

Obligations (1)

Obligations

Total

(millions of dollars)

Guarantees

Debt-related

96

328

424

Other

1,558

4,887

6,445

Total

1,654

5,215

6,869

(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 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.

9
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.

On September 6, 2007, affiliates of ExxonMobil filed a Request for Arbitration with the International Centre for Settlement of Investment Disputes (ICSID). 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. On October 9, 2014, the ICSID Tribunal issued its final award finding in favor of the ExxonMobil affiliates and awarding $1.6 billion as of the date of expropriation, June 27, 2007, and interest from that date at ~~3.25%~~3.25 percent compounded annually until the date of payment in full. The Tribunal also noted that one of the Cerro Negro Project agreements provides a mechanism to prevent double recovery between the ICSID award and all or part of an earlier award of $908 million to an ExxonMobil affiliate, Mobil Cerro Negro, Ltd., against PdVSA and a PdVSA affiliate, PdVSA CN, in an arbitration under the rules of the International Chamber of Commerce.

On February 2, 2015, Venezuela filed a Request for Annulment of the ICSID award. On March 9, 2017, the ICSID Committee hearing the Request for Annulment issued a decision partially annulling the award of the Tribunal issued on October 9, 2014. The Committee affirmed the compensation due for the La Ceiba project and for export curtailments at the Cerro Negro project, but annulled the portion of the award relating to the Cerro Negro Project’s expropriation ($1.4 billion) based on its determination that the prior Tribunal failed to adequately explain why the cap on damages in the indemnity owed by PdVSA did not affect or limit the amount owed for the expropriation of the Cerro Negro project. As a result, ExxonMobil retains an award for $260 million (including accrued interest). ~~Under~~ExxonMobil reached an agreement with Venezuela for full payment of the ~~ICSID rules, ExxonMobil may seek~~$260 million. To date, Venezuela continues to meet its payment obligations. The agreement does not impact ExxonMobil’s ability to re-arbitrate the issue that was the basis for the annulment in a new ICSID arbitration proceeding.

9
The United States District Court for the Southern District of New York entered judgment on the ICSID award on October 10, 2014. Motions filed by Venezuela to vacate that judgment on procedural grounds and to modify the judgment by reducing the rate of interest to be paid on the ICSID award from the entry of the court’s judgment, until the date of payment, were denied on February 13, 2015, and March 4, 2015, respectively. On ~~March 9, 2015, Venezuela filed a notice of appeal of the court’s actions on the two motions. Oral arguments on this appeal were held before~~July 11, 2017, the United States Court of Appeals for the Second Circuit rendered its opinion overturning the District Court’s decision and vacating the judgment on ~~January 7, 2016.~~the grounds that a different procedure should have been used to reduce the award to judgment. The Corporation did not seek a writ of certiorari and the court case is now concluded.

~~A stay of the District Court’s judgment has continued pending the completion of the Second Circuit appeal.~~ 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 appealed that judgment to the Court of Appeal, Abuja Judicial Division. On July 22, 2016, the Court of Appeal upheld the decision of the lower court setting aside the award. On October 21, 2016, the Contractors appealed the decision to the Supreme Court of Nigeria. In June 2013, the Contractors filed a lawsuit against NNPC in the Nigerian federal high court in order to preserve their ability to seek enforcement of the PSC in the courts if necessary. Following dismissal by this court, the Contractors appealed to the Nigerian Court of Appeal in June 2016. In October 2014, the Contractors filed suit in the United States District Court for the Southern District of New York to enforce, if necessary, the arbitration award against NNPC assets residing within that jurisdiction. NNPC has moved to dismiss the lawsuit. The stay in the proceedings in the Southern District of New York has been lifted. 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.

10

4.     Other Comprehensive Income Information

Cumulative

Post-

Foreign

retirement

Exchange

Benefits

ExxonMobil Share of Accumulated Other

Translation

Reserves

Comprehensive Income

Adjustment

Adjustment

Total

(millions of dollars)

Balance as of December 31, 2015

(14,170)

(9,341)

(23,511)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

2,962

(116)

2,846

Amounts reclassified from accumulated other

comprehensive income

-

281

281

Total change in accumulated other comprehensive income

2,962

165

3,127

Balance as of March 31, 2016

(11,208)

(9,176)

(20,384)

Balance as of December 31, 2016

(14,501)

(7,738)

(22,239)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

1,342

(29)

1,313

Amounts reclassified from accumulated other

comprehensive income

-

247

247

Total change in accumulated other comprehensive income

1,342

218

1,560

Balance as of March 31, 2017

(13,159)

(7,520)

(20,679)

Cumulative

Post-

Foreign

retirement

Exchange

Benefits

ExxonMobil Share of Accumulated Other

Translation

Reserves

Comprehensive Income

Adjustment

Adjustment

Total

(millions of dollars)

Balance as of December 31, 2016

(14,501)

(7,738)

(22,239)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

1,342

(29)

1,313

Amounts reclassified from accumulated other

comprehensive income

-

247

247

Total change in accumulated other comprehensive income

1,342

218

1,560

Balance as of March 31, 2017

(13,159)

(7,520)

(20,679)

Balance as of December 31, 2017

(9,482)

(6,780)

(16,262)

Current period change excluding amounts reclassified

from accumulated other comprehensive income

(686)

(440)

(1,126)

Amounts reclassified from accumulated other

comprehensive income

168

228

396

Total change in accumulated other comprehensive income

(518)

(212)

(730)

Balance as of March 31, 2018

(10,000)

(6,992)

(16,992)

Three Months Ended

Amounts Reclassified Out of Accumulated Other

March 31,

Comprehensive Income - Before-tax Income/(Expense)

2017

2016

(millions of dollars)

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs (1)
(359)

(414)

Three Months Ended

Amounts Reclassified Out of Accumulated Other

March 31,

Comprehensive Income - Before-tax Income/(Expense)

2018

2017

(millions of dollars)

Foreign exchange translation gain/(loss) included in net income

(Statement of Income line: Other income)

(168)

-

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs

(Statement of Income line: Non-service pension and postretirement benefit expense)

(320)

(359)

(1) These accumulated other comprehensive income components are included in the computation of net periodic pension cost. (See Note 6 – Pension and Other Postretirement Benefits for additional details.)

Three Months Ended

Income Tax (Expense)/Credit For

March 31,

Components of Other Comprehensive Income

2017

2016

(millions of dollars)

Foreign exchange translation adjustment

(18)

(11)

Postretirement benefits reserves adjustment (excluding amortization)

5

80

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs

(103)

(125)

Total

(116)

(56)

Three Months Ended

Income Tax (Expense)/Credit For

March 31,

Components of Other Comprehensive Income

2018

2017

(millions of dollars)

Foreign exchange translation adjustment

-

(18)

Postretirement benefits reserves adjustment (excluding amortization)

124

5

Amortization and settlement of postretirement benefits reserves

adjustment included in net periodic benefit costs

(83)

(103)

Total

41

(116)

11

5.     Earnings Per Share

Three Months Ended

March 31,

2017

2016

Earnings per common share

Net income attributable to ExxonMobil (millions of dollars)

4,010

1,810



Weighted average number of common shares outstanding (millions of shares)

4,223

4,178

Earnings per common share (dollars) (1)

0.95

0.43

(1) The calculation of earnings per common share and earnings per common share – assuming dilution are the same in

       each period shown.

Three Months Ended

March 31,

2018

2017

Earnings per common share

Net income attributable to ExxonMobil (millions of dollars)

4,650

4,010



Weighted average number of common shares outstanding (millions of shares)

4,270

4,223

Earnings per common share (dollars) (1)

1.09

0.95

(1) The calculation of earnings per common share and earnings per common share – assuming dilution are the same in

       each period shown.

6.     Pension and Other Postretirement Benefits

Three Months Ended

March 31,

2017

2016

(millions of dollars)

Components of net benefit cost

Pension Benefits - U.S.

Service cost

197

202

Interest cost

199

198

Expected return on plan assets

(194)

(182)

Amortization of actuarial loss/(gain) and prior service cost

110

124

Net pension enhancement and curtailment/settlement cost

105

111

Net benefit cost

417

453

Pension Benefits - Non-U.S.

Service cost

145

149

Interest cost

187

213

Expected return on plan assets

(239)

(235)

Amortization of actuarial loss/(gain) and prior service cost

127

148

Net pension enhancement and curtailment/settlement cost

(5)

-

Net benefit cost

215

275

Other Postretirement Benefits

Service cost

26

35

Interest cost

72

89

Expected return on plan assets

(6)

(6)

Amortization of actuarial loss/(gain) and prior service cost

17

31

Net benefit cost

109

149

Three Months Ended

March 31,

2018

2017

(millions of dollars)

Components of net benefit cost

Pension Benefits - U.S.

Service cost

209

197

Interest cost

180

199

Expected return on plan assets

(182)

(194)

Amortization of actuarial loss/(gain) and prior service cost

91

110

Net pension enhancement and curtailment/settlement cost

63

105

Net benefit cost

361

417

Pension Benefits - Non-U.S.

Service cost

158

145

Interest cost

200

187

Expected return on plan assets

(252)

(239)

Amortization of actuarial loss/(gain) and prior service cost

118

127

Net pension enhancement and curtailment/settlement cost

33

(5)

Net benefit cost

257

215

Other Postretirement Benefits

Service cost

36

26

Interest cost

75

72

Expected return on plan assets

(6)

(6)

Amortization of actuarial loss/(gain) and prior service cost

17

17

Net benefit cost

122

109

12

7.     Financial Instruments

Effective January 1, 2018, ExxonMobil adopted the Financial Accounting Standards Board’s Update, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The estimated 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, excluding capitalized lease obligations, was $24,219 million at March 31, ~~2017,~~2018, and ~~$27,968 million at December 31, 2016, as compared to recorded book values of $23,907 million at March 31, 2017, and $27,707 million at December 31, 2016.~~
~~The~~the related hierarchy level for the fair value of long-term debt by hierarchy level at March 31, 2017, is: Level 1 $24,028 million; Level 2 $185 million; and Level 3 $6 million. Level 1 represents quoted prices in active markets. Level 2 includes debt whose fair valuemeasurement is ~~based upon a publicly available index. Level 3 involves using internal data augmented by relevant market indicators if available.~~as follows:

At March 31, 2018

(millions of dollars)

Carrying

Fair Value

Value

Level 1

Level 2

Level 3

Total
Assets

Advances to/receivables from equity companies (included in

the Balance Sheet line: Investments, advances and

long-term receivables)

9,240

-

2,221

7,171

9,392

Other long-term financial assets (included in the Balance

Sheet lines: Investments, advances and long-term receivables

and Other assets, including intangibles – net)

1,695

742

-

976

1,718

Liabilities

Long-term debt (excluding capitalized lease obligations)

19,315

19,266

152

4

19,422

Long-term obligations to equity companies

4,818

-

-

5,058

5,058

Other long-term financial liabilities (included in the

Balance Sheet line: Other long-term obligations)

1,066

-

-

1,059

1,059

13
8.     Disclosures about Segments and Related Information

Three Months Ended

March 31,

2017

2016

Earnings After Income Tax

(millions of dollars)

Upstream

United States

(18)

(832)

Non-U.S.

2,270

756

Downstream

United States

292

187

Non-U.S.

824

719

Chemical

United States

529

581

Non-U.S.

642

774

All other

(529)

(375)

Corporate total

4,010

1,810

Sales and Other Operating Revenue (1)

Upstream

United States

2,324

1,450

Non-U.S.

3,593

3,019

Downstream

United States

15,365

11,513

Non-U.S.

32,617

24,937

Chemical

United States

2,783

2,385

Non-U.S.

4,394

3,799

All other

14

2

Corporate total

61,090

47,105

(1) Includes sales-based taxes

Intersegment Revenue

Upstream

United States

1,290

806

Non-U.S.

5,899

3,453

Downstream

United States

3,646

2,390

Non-U.S.

5,214

4,070

Chemical

United States

1,770

1,404

Non-U.S.

1,190

952

All other

56

58

Three Months Ended

March 31,

2018

2017

Earnings After Income Tax

(millions of dollars)

Upstream

United States

429

(18)

Non-U.S.

3,068

2,270

Downstream

United States

319

292

Non-U.S.

621

824

Chemical

United States

503

529

Non-U.S.

508

642

Corporate and financing (1)

(798)

(529)

Corporate total

4,650

4,010

Sales and Other Operating Revenue

Upstream

United States

2,361

2,324

Non-U.S.

3,628

3,509

Downstream

United States

16,995

14,582

Non-U.S.

34,372

29,044

Chemical

United States

2,989

2,783

Non-U.S.

5,078

4,218

Corporate and financing

13

14

Corporate total

65,436

56,474

Intersegment Revenue

Upstream

United States

2,062

1,290

Non-U.S.

6,871

5,899

Downstream

United States

4,944

3,646

Non-U.S.

7,089

5,214

Chemical

United States

2,194

1,770

Non-U.S.

1,843

1,190

Corporate and financing

49

56
(1) See Note 2 for additional details regarding the change in segmentation of Non-service pension and postretirement benefit expense.

14

Geographic

Three Months Ended

March 31,

Sales and Other Operating Revenue

2018

2017

(millions of dollars)

United States

22,345

19,689

Non-U.S.

43,091

36,785

Total

65,436

56,474

Significant Non-U.S. revenue sources include: (1)

Canada

5,375

4,634

United Kingdom

4,672

4,135

Belgium

3,977

3,265

Singapore

3,427

2,751

France

3,245

2,568

Italy

3,154

2,669

Germany

2,231

2,004
(1) Revenue is determined by primary country of operations. Excludes certain sales and other operating revenues in Non‑U.S. operations where attribution to a specific country is not practicable.

9.     Additional Information on Revenue Recognition
Accounting Policy for Revenue Recognition
The Corporation generally sells crude oil, natural gas and petroleum and chemical products under short-term agreements at prevailing market prices. In some cases (e.g., natural gas), products may be sold under long-term agreements, with periodic price adjustments to reflect market conditions. Revenue is recognized at the amount the Corporation expects to receive when the customer has taken control, which is typically when title transfers and the customer has assumed the risks and rewards of ownership. The prices of certain sales are based on price indexes that are sometimes not available until the next period. In such cases, estimated realizations are accrued when the sale is recognized, and are finalized when the price is available. Such adjustments to revenue from performance obligations satisfied in previous periods are not significant. Payment for revenue transactions is typically due within 30 days. Future volume delivery obligations that are unsatisfied at the end of the period are expected to be fulfilled through ordinary production or purchases. These performance obligations are based on market prices at the time of the transaction and are fully constrained due to market price volatility.
“Sales and other operating revenue” and “Notes and accounts receivable” primarily arise from contracts with customers. Long-term receivables are primarily from non-customers. Contract assets are mainly from marketing assistance programs and are not significant. Contract liabilities are mainly customer prepayments and accruals of expected volume discounts and are not significant.

1315

~~9.     InterOil Corporation and Permian Basin Properties Acquisitions~~
~~InterOil Corporation~~
On February 22, 2017, the Corporation completed the acquisition of InterOil Corporation (IOC) for $2.7 billion. The IOC acquisition was unproved properties in Papua New Guinea. Consideration included 28 million shares of Exxon Mobil Corporation common stock having a value on the acquisition date of $2.2 billion, a Contingent Resource Payment (CRP) with a fair value of $0.3 billion and cash of $0.2 billion. The CRP provides IOC shareholders $7.07 per share in cash for each incremental independently certified Trillion Cubic Feet Equivalent (TCFE) of resources above 6.2 TCFE, up to 11.0 TCFE. IOC’s assets include a contingent receivable related to the same resource base for volumes in excess of 3.5 TCFE at amounts ranging from $0.24 - $0.40 per thousand cubic feet equivalent. The fair value of the contingent receivable was $1.1 billion at the acquisition date. Fair values of contingent amounts were based on assumptions about the outcome of the resource certification, future business plans and appropriate discount rates. Amounts due to the Corporation related to the contingent receivable are expected to exceed those payable under the terms of the CRP.
~~Permian Basin Properties~~
On February 28, 2017, the Corporation completed the acquisition for $6.2 billion of a number of companies from the Bass family in Fort Worth, Texas, that indirectly own mostly unproved oil and gas properties in the Permian Basin and other assets. Consideration included 68 million shares of Exxon Mobil Corporation common stock having a value on the acquisition date of $5.5 billion, together with additional contingent cash payments tied to future drilling and completion activities (up to a maximum of $1.02 billion). The fair value of the contingent payment was $0.7 billion as of the acquisition date and is expected to be paid beginning in 2020 and ending no later than 2032 commensurate with the development of the resource. Fair value of the contingent payment was based on assumptions including drilling and completion activities, appropriate discount rates and tax rates.
~~Below is a summary of the net assets acquired for each acquisition.~~

IOC

Permian

(billions of dollars)

Current assets

0.6

-

Property, plant and equipment

2.9

6.3

Other

0.6

-

Total assets

4.1

6.3

Current liabilities

0.5

-

Long-term liabilities

0.9

0.1

Total liabilities

1.4

0.1

Net assets acquired

2.7

6.2

14
EXXON MOBIL CORPORATION

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

FUNCTIONAL EARNINGS SUMMARY
FUNCTIONAL EARNINGS SUMMARY
FUNCTIONAL EARNINGS SUMMARY

First Three Months

First Three Months
Earnings (U.S. GAAP)
Earnings (U.S. GAAP)

2017

2016
Earnings (U.S. GAAP)

2018

2017

(millions of dollars)

(millions of dollars)
Upstream
Upstream

Upstream

United States

(18)

(832)
United States

429

(18)

Non-U.S.

2,270

756
Non-U.S.

3,068

2,270
Downstream
Downstream

Downstream

United States

292

187
United States

319

292

Non-U.S.

824

719
Non-U.S.

621

824
Chemical
Chemical

Chemical

United States

529

581
United States

503

529

Non-U.S.

642

774
Non-U.S.

508

642
Corporate and financing

(529)

(375)
Corporate and financing (1)
Corporate and financing (1)

(798)

(529)

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

4,010

1,810
Net income attributable to ExxonMobil (U.S. GAAP)

4,650

4,010

Earnings per common share (dollars)
Earnings per common share (dollars)

0.95

0.43
Earnings per common share (dollars)

1.09

0.95

Earnings per common share - assuming dilution (dollars)
Earnings per common share - assuming dilution (dollars)

0.95

0.43
Earnings per common share - assuming dilution (dollars)

1.09

0.95

(1) See Note 2 to the financial statements for additional details regarding the change in segmentation of Non-service pension and postretirement benefit expense.

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


REVIEW OF FIRST QUARTER ~~2017~~2018 RESULTS

ExxonMobil’s first quarter ~~2017~~2018 earnings were $4$4.7 billion, or ~~$0.95~~$1.09 per ~~diluted~~ share assuming dilution, compared with ~~$1.8~~$4 billion a year ~~earlier, resulting from improvements in~~earlier. Increased commodity prices, ~~cost management~~coupled with a focus on operating efficiently and ~~refining operations.~~strengthening the portfolio, resulted in higher earnings and the highest cash flow from operations and asset sales since 2014.

~~Financial results reflect an increase in commodity prices~~Through new discoveries and ~~highlight our continued focus on controlling costs and operating efficiently.~~acquired acreage, the Corporation has positioned its Upstream portfolio well for future growth. The Corporation ~~continues~~also made good progress on plans to ~~make strategic acquisitions, advance key initiatives~~improve the production mix and ~~fund long-term growth projects across~~grow premium product sales in the ~~value chain.~~Downstream and Chemical businesses.

16

First Three Months

2017

2016

(millions of dollars)
Upstream earnings

United States

(18)

(832)

Non-U.S.

2,270

756

Total

2,252

(76)

First Three Months

2018

2017

(millions of dollars)
Upstream earnings

United States

429

(18)

Non-U.S.

3,068

2,270

Total

3,497

2,252

Upstream earnings were ~~$2,252 million, compared to a loss of $76~~$3,497 million in the first quarter of ~~2016.~~ 2018, up $1,245 million from the first quarter of 2017.
·Higher liquids and gas realizations increased earnings by ~~$2.3 billion.~~ $1,430 million.
·Lower volume and mix effects, including the impact from the Papua New Guinea earthquake, decreased earnings by ~~$150~~$190 million.
·All other items increased earnings by ~~$170~~$10 million, ~~primarily~~ as ~~a result of lower~~the $366 million gain on the Scarborough sale in Australia was partially offset by higher expenses.
·U.S. Upstream earnings were $429 million, up $447 million from the prior year.
·Non‑U.S. Upstream earnings were $3,068 million, up $798 million from the prior year.
·On an ~~oil-equivalent~~oil‑equivalent basis, production decreased 46 percent from the first quarter of ~~2016.~~ 2017.
·Liquids production ~~of 2.3~~totaled 2.2 million barrels per day, ~~decreased 205,000~~down 117,000 barrels per day ~~due to~~as lower volumes from decline, entitlements, and ~~higher maintenance activity mainly~~divestments, were partially offset by growth in ~~Canada and Nigeria.~~ North America.
·Natural gas production ~~of 10.9~~was 10 billion cubic feet per day, ~~increased 184~~down 870 million cubic feet per day driven by higher downtime, including impacts from ~~2016 as project ramp‑up was partly offset by field~~the Papua New Guinea earthquake, lower entitlements, and base decline.

1517

U.S. Upstream earnings were a loss of $18 million, compared to a loss of $832 million in the first quarter of 2016. Non-U.S. Upstream earnings were $2,270 million, up $1,514 million from the prior year.

First Quarter

First Quarter
Upstream additional information
Upstream additional information

(thousands of barrels daily)
Upstream additional information

(thousands of barrels daily)
Volumes reconciliation (Oil-equivalent production) (1)
Volumes reconciliation (Oil-equivalent production) (1)

Volumes reconciliation (Oil-equivalent production) (1)

2016

4,325

2017
2017

4,151

Entitlements - Net Interest

4

Entitlements - Net Interest

(3)

Entitlements - Price / Spend / Other

(114)

Entitlements - Price / Spend / Other

(70)

Quotas

-

Quotas

-

Divestments

(6)

Divestments

(53)

Growth / Other

(58)

Growth / Other

(136)

2017

4,151

2018
2018

3,889

(1) Gas converted to oil-equivalent at 6 million cubic feet = 1 thousand barrels.
(1) Gas converted to oil-equivalent at 6 million cubic feet = 1 thousand barrels.
(1) Gas converted to oil-equivalent at 6 million cubic feet = 1 thousand barrels.

Listed below are descriptions of ExxonMobil’s volumes reconciliation factors which are provided to facilitate understanding of the terms.

Entitlements - Net Interest are changes to ExxonMobil’s share of production volumes caused by non-operational changes to volume-determining factors. These factors consist of net interest changes specified in Production Sharing Contracts (PSCs) which typically occur when cumulative investment returns or production volumes achieve defined thresholds, changes in equity upon achieving pay-out in partner investment carry situations, equity redeterminations as specified in venture agreements, or as a result of the termination or expiry of a concession. Once a net interest change has occurred, it typically will not be reversed by subsequent events, such as lower crude oil prices.

Entitlements - Price, Spend and Other are changes to ExxonMobil’s share of production volumes resulting from temporary changes to non-operational volume-determining factors. These factors include changes in oil and gas prices or spending levels from one period to another. According to the terms of contractual arrangements or government royalty regimes, price or spending variability can increase or decrease royalty burdens and/or volumes attributable to ExxonMobil. For example, at higher prices, fewer barrels are required for ExxonMobil to recover its costs. These effects generally vary from period to period with field spending patterns or market prices for oil and natural gas. Such factors can also include other temporary changes in net interest as dictated by specific provisions in production agreements.

Quotas are changes in ExxonMobil’s allowable production arising from production constraints imposed by countries which are members of the Organization of the Petroleum Exporting Countries (OPEC). Volumes reported in this category would have been readily producible in the absence of the quota.

Divestments are reductions in ExxonMobil’s production arising from commercial arrangements to fully or partially reduce equity in a field or asset in exchange for financial or other economic consideration.

Growth and Other factors comprise all other operational and non-operational factors not covered by the above definitions that may affect volumes attributable to ExxonMobil. Such factors include, but are not limited to, production enhancements from project and work program activities, acquisitions including additions from asset exchanges, downtime, market demand, natural field decline, and any fiscal or commercial terms that do not affect entitlements.


1618

First Three Months

2017

2016

(millions of dollars)
Downstream earnings

United States

292

187

Non-U.S.

824

719

Total

1,116

906

First Three Months

2018

2017

(millions of dollars)
Downstream earnings

United States

319

292

Non-U.S.

621

824

Total

940

1,116

Downstream earnings were ~~$1,116~~$940 million, ~~up $210~~down $176 million from the first quarter of ~~2016. Higher~~2017.
·Margins decreased earnings $30 million, as lower Non‑U.S. margins ~~increased earnings~~were partially offset by ~~$10 million. Volume~~higher U.S. margins.
·Lower volumes and mix effects, ~~increased~~primarily reflecting lower throughput at the Joliet refinery in Illinois, decreased earnings by ~~$160~~$60 million.
·All other items ~~increased~~decreased earnings by ~~$40 million.~~ $90 million, as lower divestment gains and higher expenses were partially offset by lower turnaround costs in the U.S.
·U.S. Downstream earnings were $319 million, up $27 million from the prior year.
·Non‑U.S. Downstream earnings were $621 million, down $203 million from the prior year.
·Petroleum product sales of 5.4 million barrels per day were ~~61,000~~37,000 barrels per day higher than last year’s first quarter.

~~Earnings from the U.S. Downstream were $292 million, up $105 million from the first quarter of 2016. Non-U.S. Downstream earnings of $824 million were $105 million higher than last year.~~

First Three Months

2017

2016

(millions of dollars)
Chemical earnings

United States

529

581

Non-U.S.

642

774

Total

1,171

1,355

First Three Months

2018

2017

(millions of dollars)
Chemical earnings

United States

503

529

Non-U.S.

508

642

Total

1,011

1,171

Chemical earnings of ~~$1,171~~$1,011 million were ~~$184~~$160 million lower than the first quarter of ~~2016.~~ 2017.
·Weaker margins decreased earnings by ~~$70~~$270 million.
·Volume and mix effects increased earnings by $120 million.
·All other items ~~primarily increased turnaround expenses and unfavorable foreign exchange effects,~~ decreased earnings by ~~$110 million.~~ $10 million, as higher growth‑related expenses were partially offset by favorable foreign exchange impacts.
·U.S. Chemical earnings were $503 million, down $26 million from the prior year.
·Non‑U.S. Chemical earnings were $508 million, down $134 million from the prior year.
·First quarter prime product sales of ~~6.1~~6.7 million metric tons were ~~101,000~~596,000 metric tons, ~~lower than last year's first quarter.~~
~~U.S. Chemical earnings of $529 million were $52 million lower~~or 10 percent, higher than the ~~first quarter of 2016. Non-U.S. Chemical earnings of $642 million were $132 million lower than last year.~~prior year due to project growth and acquisitions.

First Three Months

2017

2016

(millions of dollars)

Corporate and financing earnings

(529)

(375)

First Three Months

2018

2017

(millions of dollars)

Corporate and financing earnings

(798)

(529)

Corporate and financing expenses were ~~$529~~$798 million for the first quarter of ~~2017,~~2018, up ~~$154~~$269 million from the first quarter of ~~2016~~2017 mainly due to the ~~absence~~impact of ~~favorable~~a lower U.S. tax ~~items.~~
rate, and higher pension and financing related costs.

1719

LIQUIDITY AND CAPITAL RESOURCES
LIQUIDITY AND CAPITAL RESOURCES
LIQUIDITY AND CAPITAL RESOURCES

First Three Months

First Three Months

2017

2016

2018

2017

(millions of dollars)

(millions of dollars)
Net cash provided by/(used in)
Net cash provided by/(used in)

Net cash provided by/(used in)

Operating activities

8,173

4,812
Operating activities

8,519

8,173

Investing activities

(3,761)

(4,349)
Investing activities

(1,859)

(3,761)

Financing activities

(3,246)

524
Financing activities

(5,742)

(3,246)
Effect of exchange rate changes
Effect of exchange rate changes

74

154
Effect of exchange rate changes

30

74
Increase/(decrease) in cash and cash equivalents
Increase/(decrease) in cash and cash equivalents

1,240

1,141
Increase/(decrease) in cash and cash equivalents

948

1,240

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

4,897

4,846
Cash and cash equivalents (at end of period)

4,125

4,897

Cash flow from operations and asset sales
Cash flow from operations and asset sales

Cash flow from operations and asset sales

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

8,173

4,812
Net cash provided by operating activities (U.S. GAAP)

8,519

8,173

Proceeds associated with sales of subsidiaries, property, plant & equipment,

Proceeds associated with sales of subsidiaries, property, plant & equipment,

and sales and returns of investments

687

177

and sales and returns of investments

1,441

687

Cash flow from operations and asset sales

8,860

4,989
Cash flow from operations and asset sales

9,960

8,860

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

Cash flow from operations and asset sales in the first quarter of ~~2017~~2018 was ~~$8.9~~$10.0 billion, including asset sales of ~~$0.7~~$1.4 billion, an increase of ~~$3.9~~$1.1 billion from the comparable ~~2016~~2017 period primarily due to higher ~~earnings.~~earnings and increased proceeds from asset management activity.

Cash provided by operating activities totaled ~~$8.2~~$8.5 billion for the first quarter of ~~2017, $3.4~~2018, $0.3 billion higher than ~~2016.~~2017. The major source of funds was net income including noncontrolling interests of ~~$4.1~~$4.8 billion, an increase of ~~$2.3~~$0.7 billion from the prior year period. The adjustment for the ~~non-cash~~noncash provision of $4.5 billion for depreciation and depletion ~~decreased by $0.2 billion.~~was essentially in line with 2017. Changes in operational working capital increased cash flows by ~~$0.8 billion in 2017 versus a reduction of~~ $0.4 billion, ~~in 2016.~~down $0.4 billion from the prior year period. All other items net decreased cash flows by ~~$1.2~~$1.1 billion in ~~2017~~2018 compared to a reduction of ~~$1.3~~$1.2 billion in ~~2016. For additional details, see~~2017. See the Condensed Consolidated Statement of Cash Flows ~~on page 6.~~for additional details.

Investing activities for the first quarter of ~~2017~~2018 used net cash of ~~$3.8~~$1.9 billion, a decrease of ~~$0.6~~$1.9 billion compared to the prior year. Spending for additions to property, plant and equipment of ~~$2.9~~$3.3 billion was ~~$1.7~~$0.5 billion ~~lower~~higher than ~~2016.~~2017. Proceeds from asset sales of ~~$0.7~~$1.4 billion increased ~~$0.5~~$0.8 billion. ~~Additional investments~~Investments and advances ~~were $1.7~~decreased $1.6 billion, ~~an increase~~principally reflecting the absence of ~~$1.5 billion, and reflect~~ the deposit into escrow of the maximum potential contingent consideration payable as a result of the acquisition of InterOil ~~Corporation.~~Corporation in 2017.

Net cash used by financing activities was ~~$3.2~~$5.7 billion in the first quarter of ~~2017, compared to net cash provided~~2018, an increase of ~~$0.5~~$2.5 billion ~~in 2016.~~from 2017. The net ~~addition to~~reduction in short and long term debt was $1.9 billion compared to a net addition of $0.4 billion in ~~2017 compared to $4.3 billion in 2016.~~2017.

During the first quarter of ~~2017,~~2018, Exxon Mobil Corporation purchased 65 million shares of its common stock for the treasury at a gross cost of ~~$0.5~~$0.4 billion. These purchases were made to offset shares or units settled in shares issued in conjunction with the company’s benefit plans and programs. Shares outstanding ~~increased~~decreased from ~~4,148~~4,239 million at year-end to ~~4,237~~4,234 million at the end of the first quarter of ~~2017, mainly due to shares issued for the acquisitions of InterOil Corporation and of companies that hold acreage in the Permian basin.~~2018. Purchases may be made both in the open market and through negotiated transactions, and may be increased, decreased or discontinued at any time without prior notice.

The Corporation distributed a total of ~~$3.1~~$3.3 billion to shareholders in the first quarter of ~~2017~~2018 through dividends.

Total cash and cash equivalents of ~~$4.9~~$4.1 billion at the end of the first quarter of ~~2017~~2018 compared to ~~$4.8~~$3.2 billion at ~~the end of the first quarter of 2016.~~year-end 2017.

Total debt at the end of the first quarter of ~~2017~~2018 was ~~$43.6~~$40.6 billion compared to ~~$42.8~~$42.3 billion at year-end ~~2016.~~2017. The Corporation's debt to total capital ratio was ~~19.2~~17.2 percent at the end of the first quarter of ~~2017~~2018 compared to ~~19.7~~17.9 percent at year-end ~~2016.~~2017.

1820

The Corporation has access to significant capacity of long-term and short-term liquidity. Internally generated funds are generally expected to cover ~~the majority of~~ financial requirements, supplemented by short-term and long-term ~~and short-term debt.~~debt as required.

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 3 to the unaudited condensed consolidated financial statements.

TAXES
TAXES

TAXES

First Three Months

First Three Months

2017

2016

2018

2017

(millions of dollars)

(millions of dollars)

Income taxes
Income taxes

1,828

(51)

Income taxes

2,457

1,828

Effective income tax rate

38
%

19
%
Effective income tax rate

40
%

38
%

Sales-based taxes

5,342

4,815

All other taxes and duties

6,903

6,731

Total other taxes and duties (1)
Total other taxes and duties (1)

8,815

7,629

Total

14,073

11,495

Total

11,272

9,457

~~Income, sales-based and all other~~(1) Includes “Other taxes and ~~duties totaled $14.1~~duties” plus taxes that are included in “Production and manufacturing expenses” and “Selling, general and administrative expenses.”
Total taxes were $11.3 billion for the first quarter of ~~2017,~~2018, an increase of ~~$2.6~~$1.8 billion from ~~2016.~~2017. Income tax expense increased by ~~$1.9~~$0.6 billion to ~~$1.8~~$2.5 billion reflecting higher pre-tax income. The effective income tax rate was 3840 percent compared to 1938 percent in the prior year period due to a higher share of earnings in higher tax jurisdictions. ~~Sales-based taxes and all~~Total other taxes and duties increased by ~~$0.7~~$1.2 billion to ~~$12.2 billion as a result~~$8.8 billion.
During the first three months of ~~higher sales realizations.~~2018, there were no significant changes to the Corporation’s reasonable estimates of the income tax effects reflected in 2017 for the changes in tax law and tax rate from the enactment of the U.S. Tax Cuts and Jobs Act and following guidance outlined in the SEC Staff Accounting Bulletin No. 118. The impact of tax law changes on the Corporation’s financial statements could differ from its estimates due to further analysis of the new law, regulatory guidance, technical corrections legislation, or guidance under U.S. GAAP. If significant changes occur, the Corporation will provide updated information in connection with future regulatory filings.

In the United States, the Corporation has various ongoing U.S. federal income tax positions at issue with the Internal Revenue Service (IRS) for tax years beginning in 2006. The IRS has asserted penalties associated with several of those positions. The Corporation has not recognized the penalties as an expense because the Corporation does not expect the penalties to be sustained under applicable law. The Corporation has filed a refund suit for tax years 2006-2009 in a U.S. federal district court with respect to the positions at issue for those years. Unfavorable resolution of all positions at issue with the IRS would not have a materially adverse effect on the Corporation’s net income or liquidity.

21

CAPITAL AND EXPLORATION EXPENDITURES
CAPITAL AND EXPLORATION EXPENDITURES

CAPITAL AND EXPLORATION EXPENDITURES

First Three Months

First Three Months

2017

2016

2018

2017

(millions of dollars)

(millions of dollars)

Upstream (including exploration expenses)
Upstream (including exploration expenses)

3,119

3,979

Upstream (including exploration expenses)

3,759

3,119

Downstream
Downstream

545

528

Downstream

614

545

Chemical
Chemical

497

611

Chemical

465

497

Other
Other

8

9

Other

29

8

Total

4,169

5,127

Total

4,867

4,169

Capital and exploration expenditures in the first quarter of ~~2017~~2018 were ~~$4.2~~$4.9 billion, ~~down 19~~up 17 percent from the first quarter of ~~2016.~~2017. The Corporation anticipates an investment level of ~~$22~~$24 billion in ~~2017.~~2018. Actual spending could vary depending on the progress of individual projects and property acquisitions.

19
In 2014, the European Union and United States imposed sanctions relating to the Russian energy sector. ExxonMobil continues to comply with all sanctions and regulatory licenses applicable to its affiliates’ investments in the Russian Federation. See Part II. Other Information, Item 1. Legal Proceedings in this report for information concerning a civil penalty assessment related to this matter which the Corporation is contesting.

The Groningen field is operated by Nederlandse Aardolie Maatschappij (NAM), a Netherlands company owned 50 percent by affiliates of the Corporation. NAM has a 60 percent interest in the Groningen field. On March 29, 2018, the Dutch Cabinet notified Parliament of its intention to further reduce previously legislated Groningen gas extraction in response to seismic events over the last several years. Affiliates of the Corporation and their partners are actively in discussions with the government on the associated implementation measures. If the Cabinet’s intentions are implemented, the reduction to the Corporation’s proved reserves could be up to 0.8 billion oil-equivalent barrels. In addition, the seismic activity has yielded various claims. Where losses are probable and reasonably estimable, liabilities have been recorded. The Corporation does not expect these matters to have a material effect on the Corporation’s operations or financial condition. While the future production profile and other considerations related to the Groningen field could vary depending on a wide variety of factors, reduced gas extraction in the future is expected to result in lower reported production, earnings and cash flows than in recent years for the Corporation’s share of NAM.

RECENTLY ISSUED ACCOUNTING STANDARDS

~~In May 2014,~~Effective January 1, 2019, ExxonMobil will adopt the Financial Accounting Standards ~~Board issued a new~~Board’s standard, ~~Revenue from Contracts with Customers~~Leases (Topic 842). The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements, and expands disclosure requirements. The standard is required to be adopted beginning January 1, 2018. “Sales and Other Operating Revenue” on the Consolidated Statement of Income includes sales, excise and value-added taxes on sales transactions. When the Corporation adopts the standard, revenue will exclude sales-based taxes collected on behalf of third parties. This change in reporting will not impact earnings. The Corporation expects to adopt the standard using the Modified Retrospective method, under which prior years’ results are not restated, but supplemental information on the impact of the new standard is provided for 2018 results. The Corporation continues to evaluate other areas of the standard, which are not expected to have a material effect on the Corporation’s financial statements.
~~In February 2016, the Financial Accounting Standards Board issued a new standard,~~ ~~Leases~~., as amended. The standard requires all leases with an initial term greater than one year be recorded on the balance sheet as an asset and a lease liability. ~~ExxonMobil~~The Corporation is gathering and evaluating data and recently acquired a system to facilitate implementation. We are progressing an assessment of the ~~standard and its effect on~~magnitude of the ~~Corporation’s financial statements and plans to adopt it in 2019.~~
~~In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update,~~ ~~Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost~~. The update requires that the service cost component of net benefit costs be reported in the same line in the income statement as other compensation costs and that the other components of net benefit costs be presented separately from the service cost component. Additionally, only the service cost component of net benefit costs will be eligible for capitalization. The update is required to be adopted beginning January 1, 2018. ExxonMobil is evaluating the standard and its effect on the Corporation’s financial statements.

22

FORWARD-LOOKING STATEMENTS

Statements relating to future plans, projections, events or conditions are forward-looking statements. ~~Actual financial and operating~~Future results, including project plans, costs, timing, and capacities; ~~capital and exploration expenditures; asset carrying values; reported reserves;~~business growth; integration benefits; resource recoveries; the impact of new technologies; and share purchase levels, could differ materially due to factors including: changes in oil, gas or ~~gas~~petrochemical prices or other market or economic conditions affecting the oil, ~~and~~ gas ~~industry,~~or petrochemical industries, including the scope and duration of economic recessions; the outcome of exploration and development efforts; timely completion of new projects; changes in law or government regulation, including tax and environmental requirements; the impact of fiscal and commercial ~~terms;~~terms and outcome of commercial negotiations; the results of research programs; changes in technical or operating conditions; actions of competitors; and other factors discussed under the heading ~~"Factors~~“Factors Affecting Future ~~Results"~~Results” in the “Investors” section of our website and in Item 1A of ExxonMobil's ~~2016~~2017 Form 10-K. ~~Closing of pending acquisitions is also subject to satisfaction of the conditions precedent provided in the applicable agreement.~~ We assume no duty to update these statements as of any future date.

The term “project” as used in this report can refer to a variety of different activities and does not necessarily have the same meaning as in any government payment transparency reports.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Information about market risks for the three months ended March 31, ~~2017,~~2018, does not differ materially from that discussed under Item 7A of the registrant's Annual Report on Form 10-K for ~~2016.~~2017.

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 March 31, ~~2017.~~2018. 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.

2023

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

On ~~February 1, 2017, the U.S. Department of Justice (DOJ) issued a notification concerning potential enforcement and possible settlement to~~January 25, 2018, ExxonMobil Oil Corporation (EMOC) received a letter setting forth a potential settlement of a previously issued notice of violation from the South Coast Air Quality Management District (SCAQMD) regarding ~~potential violations~~EMOC’s former Torrance Refinery in California. The SCAQMD contends that the refinery failed to adequately identify and meet the requirements concerning pumps, sumps and other equipment subject to SCAQMD leak detection, repair and reporting requirements over an extended period of time prior to EMOC’s sale of the ~~Clean Air Act~~refinery, in violation of SCAQMD rules and ~~various sections of~~ the ~~Environmental Protection Agency’s (EPA) Chemical Accident Prevention~~California Health and Safety Code provisions ~~at EMOC’s Beaumont, Texas, Refinery.~~dealing with air quality. The DOJ and EPA contend that EMOC failed to identify hazards, failed to design and maintain a safe facility, and failed to mitigate the consequences of a claimed accidental release related to a flash fire that occurred on April 17, 2013. Additionally, based on an on-site inspection in 2013, the DOJ and EPA claim that EMOC failed to include all covered processes in its risk management program and failed to inspect certain process equipment in a timely fashion. The DOJ and EPA areSCAQMD is seeking in excess of $100,000 ~~in penalties and corrective actions~~ to resolve the matter. ~~ExxonMobil~~EMOC is in settlement discussions with the ~~DOJ and EPA,~~SCAQMD, and the parties have entered into a tolling agreement to facilitate settlement discussions.
On March 26, 2018, the Corporation received a proposed agreed order from the Texas Commission on Environmental Quality (TCEQ), dated March 15, 2018, related to routine Title V air operating permit investigations conducted by the TCEQ in 2017 of the Baytown Refinery in Texas. The proposed agreed order alleges that the refinery failed to authorize, monitor, or keep records on certain equipment and to comply with certain flare or fuel gas monitoring system availability requirements or concentration limits. The administrative penalty proposed by the TCEQ is in excess of $100,000. ExxonMobil is evaluating the proposal and alleged violations.
As reported in the Corporation’s Form 10-Q for the second quarter of 2017, on July 20, 2017, the United States Department of Treasury, Office of Foreign Assets Control (OFAC) assessed a civil penalty against Exxon Mobil Corporation, ExxonMobil Development Company and ExxonMobil Oil Corporation for violating the Ukraine-Related Sanctions Regulations, 31 C.F.R. part 589. The assessed civil penalty is in the amount of $2,000,000. ExxonMobil and its affiliates have been and continue to be in compliance with all sanctions and disagree that any violation has occurred. ExxonMobil and its affiliates filed a complaint on July 20, 2017, in the United States Federal District Court, Northern District of Texas seeking judicial review of, and to enjoin, the civil penalty under the Administrative Procedures Act and the United States Constitution, including on the basis that it represents an arbitrary and capricious action by OFAC and a violation of the Company’s due process rights.

Refer to the relevant portions of Note 3 of this Quarterly Report on Form 10-Q for further information on legal proceedings.

2124

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

~~Recent Sales of Unregistered Securities~~

~~As previously reported in~~
Issuer Purchase of Equity Securities for Quarter Ended March 31, 2018
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 Corporation’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, and Annual Report on Form 10-K for the year ended December 31, 2016, the Corporation agreed to acquire all of the issued and outstanding common stock of InterOil Corporation (IOC) in exchange for consideration including shares of Exxon Mobil Corporation common stock. This acquisition closed on February 22, 2017. In accordance with the pricing formula under the applicable Arrangement Agreement, the number of Exxon Mobil Corporation common shares issued at closing was 27,729,974. With respect to this issuance the Corporation relied on the exemption from registration provided by Section 3(a)(10) of the Securities Act of 1933 in light of court approval of the transaction in Yukon, Canada.Plans or
Period
Purchased
per Share
or Programs
Programs

As previously reported in the Corporation’s Current Report on Form 8-K filed January 17, 2017, and Annual Report on Form 10‑K for the year ended December 31, 2016, the Corporation agreed to acquire companies owned by the Bass family of Fort Worth, Texas, that indirectly own certain oil and gas properties in the Permian Basin and certain additional properties and related assets in exchange for issuance to the sellers of shares of Exxon Mobil Corporation common stock. This acquisition closed on February 28, 2017. In accordance with the pricing formula under the applicable Purchase and Sale Agreement, the number of Exxon Mobil Corporation common shares issued at closing was 68,191,228. The transaction was structured as a private placement solely to accredited investors and therefore with respect to this issuance the Corporation relied on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.

Issuer Purchase of Equity Securities for Quarter Ended March 31, 2017

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

January 2017

1,913,661

$86.49

1,913,661

February 2017

1,844,386

$82.26

1,844,386

March 2017

2,180,453

$81.98

2,180,453

Total

5,938,500

$83.52

5,938,500

(See Note 1)

January 2018
1,856,228
$87.26
1,856,228
February 2018
1,663,186
$78.00
1,663,186
March 2018
1,792,886
$74.56
1,792,886
Total
5,312,300
$80.08
5,312,300
(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 earnings release dated February 2, 2016, the Corporation stated it will continue to acquire shares to offset dilution in conjunction with benefit plans and programs, but had suspended making purchases to reduce shares outstanding effective beginning the first quarter of 2016.

Item 6. Exhibits
See Index to Exhibits of this report.

25
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.

2226

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: May 3, ~~2017~~2018
By:
/s/ DAVID S. ROSENTHAL

David S. Rosenthal

Vice President, Controller and

Principal Accounting Officer

2327
~~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.~~

24

NEW JERSEY		13-5409005
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)

Class		Outstanding as of March 31, ~~2017~~2018
Common stock, without par value		~~4,237,265,503~~4,233,834,437

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements
Condensed Consolidated Statement of Income Three months ended March 31, ~~2017~~2018 and ~~2016~~2017	3
Condensed Consolidated Statement of Comprehensive Income Three months ended March 31, ~~2017~~2018 and ~~2016~~2017	4
Condensed Consolidated Balance Sheet As of March 31, ~~2017~~2018 and December 31, ~~2016~~2017	5

Condensed Consolidated Statement of Cash Flows Three months ended March 31, ~~2017~~2018 and ~~2016~~2017	6
Condensed Consolidated Statement of Changes in Equity Three months ended March 31, ~~2017~~2018 and ~~2016~~2017	7
Notes to Condensed Consolidated Financial Statements	8
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	1516
Item 3. Quantitative and Qualitative Disclosures About Market Risk	2023
Item 4. Controls and Procedures	2023

PART II. OTHER INFORMATION
Item 1. Legal Proceedings	2124
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	2225
Item 6. Exhibits	22
~~Signature~~	2325
Index to Exhibits	2426
Signature	27