- -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549-1004 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 Commission file number 1-7555 MOBIL CORPORATION (Exact name of registrant as specified in its charter) Delaware 13-2850309 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3225 Gallows Road, Fairfax, VA. 22037-0001 (Address of principal executive offices) (Zip Code) (703) 846-3000 Registrant's telephone number Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No . The number of shares outstanding of the registrant's common stock, all of which comprise a single class with a $2.00 par value, as of April 30, 1996, the latest practicable date, was 394,346,646. - -------------------------------------------------------------------------------- MOBIL CORPORATION Form 10-Q Quarterly Report March 31, 1996 TABLE OF CONTENTS ---------------------------------------------------------------- PART I - FINANCIAL INFORMATION Page Item 1. Condensed Consolidated Financial Statements Consolidated Statement of Income for the Three Months Ended March 31, 1995 and 1996 ... 1 Consolidated Balance Sheet at December 31, 1995 and March 31, 1996 ...................... 2 Consolidated Statement of Cash Flows for the Three Months Ended March 31, 1995 and 1996 ... 3 Notes to Condensed Consolidated Financial Statements ................................... 4 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition .......... 5 PART II - OTHER INFORMATION Item 1. Legal Proceedings ................................ 11 Item 2. Changes in Securities ............................ 12 Item 3. Defaults Upon Senior Securities .................. 12 Item 4. Submission of Matters to a Vote of Security Holders ........................................ 12 Item 5. Other Information ................................ 12 Item 6. Exhibits and Reports on Form 8-K ................. 12 SIGNATURE .................................................. 14 EXHIBIT INDEX .............................................. 15 Exhibit 11. Computation of Earnings per Common Share ..... 16 Exhibit 12. Computation of Ratio of Earnings to Fixed Charges .................................... 17 ---------------------------------------------------------------- PART I - FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements MOBIL CORPORATION CONSOLIDATED STATEMENT OF INCOME (In millions, except per-share amounts) For the Three Months Ended March 31, -------------------- 1995 1996 ------- ------- Revenues Sales and services (a) .................................. $17,402 $18,528 Income from equity investments, asset sales, interest and other .................................... 225 172 ------- ------- Total Revenues ........................................ 17,627 18,700 ------- ------- Costs and Expenses Crude oil, products and operating supplies and expenses ................................. 10,003 10,671 Exploration expenses .................................... 95 76 Selling and general expenses ............................ 1,256 1,126 Depreciation, depletion and amortization ................ 669 655 Interest and debt discount expense ...................... 115 116 Taxes other than income taxes (a) ....................... 4,259 4,534 Income taxes ............................................ 594 786 ------- ------- Total Costs and Expenses .............................. 16,991 17,964 ------- ------- Net Income ................................................ $ 636 $ 736 ======= ======= Net Income Per Common Share (b) ........................... $ 1.57 $ 1.83 ======= ======= Dividends Per Common Share ................................ $ .85 $ .925 ======= ======= Notes: (a) Includes excise and state gasoline taxes of ............................................ $ 1,897 $ 2,137 (b) Based on net income less preferred stock dividend requirements of ............................ $ 14 $ 14 divided by the weighted average number of common shares outstanding (000's) of ....................... 395,842 394,488 The accompanying notes are an integral part of these condensed consolidated financial statements. MOBIL - 1 - MOBIL CORPORATION CONSOLIDATED BALANCE SHEET (In millions) Dec. 31, Mar. 31, ASSETS 1995 1996 -------- -------- Current Assets Cash and cash equivalents ................................ $ 498 $ 620 Accounts and notes receivable ............................ 7,316 7,459 Inventories .............................................. 3,287 3,089 Prepaid expenses and other current assets ................ 642 733 Deferred income taxes .................................... 313 299 ------- ------- Total Current Assets ................................... 12,056 12,200 Investments and Long-Term Receivables ...................... 4,184 4,198 Properties, Plants and Equipment, at cost................... 51,719 52,444 Less: Accumulated Depreciation, Depletion and Amortization . 26,869 27,509 ------- ------- Net Properties, Plants and Equipment ....................... 24,850 24,935 Deferred Charges and Other Assets .......................... 1,048 991 ------- ------- Total Assets ........................................... $42,138 $42,324 ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Short-term debt .......................................... $ 2,127 $ 2,259 Accounts payable ......................................... 5,358 5,302 Accrued liabilities ...................................... 2,703 2,594 Income, excise, state gasoline and other taxes payable ... 2,676 2,652 Deferred income taxes .................................... 190 152 ------- ------- Total Current Liabilities .............................. 13,054 12,959 Long-term Debt ............................................. 4,629 4,674 Reserves for Employee Benefits ............................. 1,624 1,594 Accrued Restoration, Removal and Environmental Costs ....... 1,254 1,257 Deferred Credits and Other Noncurrent Obligations .......... 884 874 Deferred Income Taxes ...................................... 2,647 2,666 Minority Interest in Subsidiary Companies .................. 95 97 ------- ------- Total Liabilities ...................................... 24,187 24,121 ------- ------- Shareholders' Equity Preferred stock (ESOP-related) -- shares issued and outstanding: 92,864 at December 31, 1995 and 91,536 at March 31, 1996 ............................... 722 712 Unearned employee compensation (ESOP-related) ............ (411) (399) Common stock -- $2.00 par value; shares authorized: 600,000,000; shares issued: 443,905,531 at December 31, 1995 and 444,520,997 at March 31, 1996 ................. 888 889 Capital surplus .......................................... 1,396 1,424 Earnings retained in the business ........................ 17,745 18,102 Cumulative foreign exchange translation adjustment ....... (27) (98) Common stock held in treasury, at cost -- shares: 49,345,650 at December 31, 1995 and 49,917,650 at March 31, 1996 ... ..................................... (2,362) (2,427) ------- ------- Total Shareholders' Equity ............................. 17,951 18,203 ------- ------- Total Liabilities and Shareholders' Equity ................. $42,138 $42,324 ======= ======= The accompanying notes are an integral part of these condensed consolidated financial statements. MOBIL - 2 - MOBIL CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (In millions) For the Three Months Ended March 31, ------------------- 1995 1996 ------- ------- Cash Flows from Operating Activities Net Income ......................................... $ 636 $ 736 Adjustments to reconcile to net cash from operating activities: Depreciation, depletion and amortization ....... 669 655 Deferred income taxes .......................... (93) 13 Earnings (greater) less than dividends from equity affiliates ............................ (19) 65 Exploration expenses (includes noncash charges: 1995-$13; 1996-$8) ................. 95 76 Gain on sales of properties, plants and equipment and other assets ................... (56) (10) Increase in working capital items............... (303) (273) Other, net ..................................... 79 56 ------- ------- Net Cash from Operating Activities ................... 1,008 1,318 ------- ------- Cash Flows from Investing Activities Capital and exploration expenditures ............... (818) (912) Proceeds from sales of properties, plants and equipment and other assets ....................... 142 130 Payments attributable to investments and long-term receivables ............................ (81) (105) ------- ------- Net Cash Used in Investing Activities ................ (757) (887) ------- ------- Cash Flows from Financing Activities Cash dividends ..................................... (351) (379) Proceeds from borrowings having original terms greater than three months .................. 350 303 Repayments of borrowings having original terms greater than three months .................. (316) (141) Increase (decrease) in other borrowings ............ 59 (55) Proceeds from issuance of common stock ............. 17 29 Purchase of common stock for treasury .............. (58) (65) ------- ------- Net Cash Used in Financing Activities ................ (299) (308) ------- ------- Effect of Exchange Rate Changes on Cash and Cash Equivalents ................................... (25) (1) ------- ------- Net (Decrease) Increase in Cash and Cash Equivalents.. (73) 122 Cash and Cash Equivalents - Beginning of Period ...... 531 498 ------- ------- Cash and Cash Equivalents - End of Period ............ $ 458 $ 620 ======= ======= - ------------------------------------------------------------------------------- Memo: Net cash from operating activities .................. $ 1,008 $ 1,318 Net cash used in investing activities ............... (757) (887) Cash dividends ...................................... (351) (379) ------- ------- (Shortfall) excess of cash from operating activities over investing activities and dividends ........... $ (100) $ 52 ======= ======= - ------------------------------------------------------------------------------ The accompanying notes are an integral part of these condensed consolidated financial statements. MOBIL - 3 - MOBIL CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Financial Statements The condensed consolidated financial statements of Mobil Corporation (Mobil) included herein are unaudited and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Although certain information normally included in financial statements prepared in accordance with generally accepted accounting principles has been condensed or omitted, Mobil believes that the disclosures are adequate to make the information presented not misleading. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements, the notes thereto and the financial statement schedules included or incorporated by reference in Mobil's Annual Report on Form 10-K for its fiscal year ended December 31, 1995. The condensed consolidated financial statements included herein reflect all normal recurring adjustments that, in the opinion of management, are necessary for a fair presentation. The results for interim periods are not necessarily indicative of trends or of results to be expected for a full year. 2. Supplementary Cash Flow Data The table below details the components of the line "Increase in working capital items" which is shown in the Consolidated Statement of Cash Flows on page 3. The impact of changes in foreign currency translation rates has been removed from these amounts. Therefore, these amounts do not agree with the differences that could be derived from the Consolidated Balance Sheet amounts shown on page 2. ---------------------------------------------------------------------- (In millions) For the Three Months Ended March 31, -------------------- 1995 1996 ----- ----- Changes in Working Capital Items (Increases)/decreases Accounts and notes receivable ................. $ 228 $(298) Inventories ................................... 13 172 Prepaid expenses and other current assets ..... (92) (91) Accounts payable .............................. (625) 40 Accrued liabilities ........................... 109 (95) Income, excise, state gasoline and other taxes payable ......................... 64 (1) ----- ----- Increase in working capital items ............. $(303) $(273) ===== ===== ---------------------------------------------------------------------- MOBIL - 4 - Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition. - -------------------------------------------------------------------------------- REVENUES BY SEGMENT First Quarter (In millions) Incr./ (Decr.) 1995 1996 % ------ ------ ---- Exploration & Producing ........................... $ 1,827 $ 2,061 13 Marketing & Refining .............................. 14,330 15,740 10 Chemical .......................................... 1,351 819 (39) Corporate & Other ................................. 119 80 (33) ------- ------- Total Revenues .................................. $17,627 $18,700 6 ======= ======= ---------------------------------------------------------------------------- ---------------------------------------------------------------------------- RESULTS OF OPERATIONS: REPORTED/OPERATING EARNINGS First Quarter (In millions) _________________ Incr./ 1995 1996 (Decr.) ------ ------ ------ Petroleum Operations E&P - United States ............................ $ 82 $ 155 $ 73 - International ............................ 295 357 62 ----- ----- ----- Total E&P ...................................... 377 512 135 ----- ----- ----- M&R - United States ............................ - 59 59 - International ............................ 146 181 35 ----- ----- ----- Total M&R ...................................... 146 240 94 ----- ----- ----- Total Petroleum .................................. 523 752 229 Chemical ......................................... 174 70 (104) Corporate and Other (a) .......................... 4 (28) (32) Net Financing Expense ............................ (65) (58) 7 ----- ----- ----- Net Income ....................................... $ 636 $ 736 $ 100 ===== ===== ===== (a) Corporate and Other includes the results from Real Estate operations, Mining and Minerals, administrative expenses and other corporate items. - ------------------------------------------------------------------------------ CONSOLIDATED RESULTS OVERVIEW FIRST QUARTER 1996 COMPARED WITH FIRST QUARTER 1995 Consolidated first quarter reported net income was $736 million, an increase of $100 million, or 16%, from the $636 million reported in the first quarter of 1995. There were no special items in either period. Earnings per common share for the first quarter were $1.83 versus $1.57 in the comparable period of 1995. This quarter's improvement reflected higher income in the petroleum sector, largely driven by improved industry fundamentals, partly offset by higher MOBIL - 5 - CONSOLIDATED RESULTS OVERVIEW - continued scheduled and unscheduled refinery downtime and lower Chemical income. Mobil's worldwide average crude oil price was about $1.85 per barrel higher than last year and the U.S. natural gas price strengthened by more than $.80 per thousand cubic feet, both reflecting strong demand due to the colder winter weather in the Northern Hemisphere. Production volumes were up almost 40 thousand barrels per day of oil equivalent as a result of streaming of new fields in the United Kingdom in 1995 and higher production rates in Nigeria. Worldwide refining margins have been stronger this year; however, marketing margins in two of Mobil's key markets, the United Kingdom and Japan, have been weaker, reflecting intense competitive pressures. The decline in Chemical income is mainly due to lower worldwide polyethylene resin margins, principally reflecting a weakening from last year's exceptionally strong margins, and the absence of income from the divested plastics business. Progress continues towards implementing the various restructuring programs announced since May of last year. Controllable cash operating expenses were down in the quarter by about $70 million pre-tax versus last year, after absorbing cost increases for inflation, higher volumes and certain current period charges related to the implementation of the restructuring programs. Plans are being developed to form major alliances in two mature operating areas, Europe and the United States, each structured to maximize the value of Mobil's current asset base. In Europe, Mobil and British Petroleum jointly announced a plan to combine the two companies' fuels and lubes businesses. This alliance, pending government approvals, should enable both companies to achieve efficiencies and scale economics otherwise unavailable to either company on a stand-alone basis. Additionally, in the U.S., Mobil is actively negotiating the sale of its natural gas processing plants to, and the formation of an energy marketing joint venture with, PanEnergy Corporation. This joint venture will form the third largest gas marketing operation in North America with sales of over 7 billion cubic feet of natural gas per day. Mobil announced several developments around the world that are consistent with one of the Company's primary upstream goals, to profitably grow production and reserves. Since the beginning of the year, the Company has: (1) completed a successful exploration bid for the 445,000 acre La Ceiba block located on the eastern shore of Lake Maracaibo in Venezuela and signed exploration and exploitation license contracts for two lots in Peru; (2) acquired interests in five licenses awarded in Norway's 15th licensing round; (3) made an offer to acquire Ampolex Limited, an Australian exploration and producing company; (4) awarded contracts for the engineering of, procurement for and construction of the offshore pipeline and platform facilities and the onshore liquefied natural gas (LNG) plant at Ras Laffan, Qatar; and (5) acquired a 25% interest in the Tengiz oil field in Kazakstan, which has estimated recoverable reserves of six billion barrels and began producing in 1991. Additionally, in Chemical, Mobil announced plans to increase worldwide oriented polypropylene (OPP) manufacturing capacity by about one-third. Market fundamentals are likely to remain volatile in the near term. Mobil's strategies are designed to enhance shareholder value by improving returns from the existing asset base while pursuing profitable growth opportunities around the world. Worldwide revenues of $18,700 million were $1,073 million higher than revenues in the first quarter of 1995. This increase was due to the effects of higher worldwide selling prices for crude oil and petroleum products, higher U.S. natural gas prices and higher petroleum product sales volumes. The effects of higher product prices and volumes were partly offset by lower Chemical MOBIL - 6 - CONSOLIDATED RESULTS OVERVIEW - continued product prices and the absence of revenues from the divested plastics business. Crude oil, products and operating supplies and expenses increased $668 million to $10,671 million, primarily due to the higher cost of crude oil and higher volume-related expenses, partly offset by the absence of expenses from the divested plastics business. Exploration expenses of $76 million were $19 million lower than last year, primarily due to timing of program execution. Taxes other than income taxes increased $275 million to $4,534 million, due to the effects of higher prices and sales volumes and an increase in the duty tax rate in the United Kingdom. Income tax expense increased $192 million principally due to this quarter's higher level of pre-tax income. Exploration and Producing Exploration and Producing income of $512 million was $135 million higher than in the first quarter of 1995. In the United States, income was $155 million, up $73 million, primarily resulting from higher crude oil and natural gas prices, which were somewhat moderated by the impact of certain opportunity losses on forward sales made as part of the Company's risk management strategy. This improvement was partially offset by lower production volumes, primarily resulting from prior asset disposals and from natural field declines. International income of $357 million was $62 million higher, principally due to higher prices, higher volumes and lower exploration expenses resulting from timing of program execution. Notably, Nigerian crude oil volumes were up 60 TBD (44%) reflecting additional production from the Ubit field, in part due to the absence of last year's operational problems, and from other fields streamed in 1995. Natural gas production also increased, particularly in Europe, primarily due to the streaming of three North Sea fields in the United Kingdom and an increase in demand resulting from colder weather this year. This helped offset a decline in U.K. natural gas prices. - -------------------------------------------------------------------------------- Exploration and Producing First Three Months Selected Operating Data Incr./ (Decr.) 1995 1996 Vol. % ----- ----- ----- --- Net Crude Oil and NGL Production (TBD) - U.S. ..................... 290 269 (21) (7) - Intl. .................... 510 553 43 8 ----- ----- --- Total ....................................... 800 822 22 3 ===== ===== === Net Natural Gas Production (MMCFD) - U.S. ..................... 1,494 1,428 (66) (4) - Intl. .................... 3,544 3,687 143 4 ----- ----- --- Total ....................................... 5,038 5,115 77 2 ===== ===== === Natural Gas Sales (MMCFD) - U.S. ..................... 3,699 2,847 (852)(23) - Intl. .................... 3,633 3,994 361 10 ----- ----- --- Total ....................................... 7,332 6,841 (491) (7) ===== ===== === - -------------------------------------------------------------------------------- MOBIL - 7 - CONSOLIDATED RESULTS OVERVIEW - continued Marketing and Refining Marketing and Refining income of $240 million was $94 million higher than in the first quarter of 1995. United States income was $59 million this year versus breakeven last year. The improvement reflects favorable expense performance, 6% growth in auto gasoline and distillate sales to trade and higher gross margins. These factors were partially offset by higher scheduled and unscheduled refinery downtime. The scheduled refinery downtime principally reflected preparation at the Torrance refinery for the introduction of new, mandated gasoline formulations in the California market. International income of $181 million was $35 million higher. The improvement was mainly due to stronger refining margins, lower expenses, ongoing business initiatives and higher trade sales in the Asia-Pacific region. These favorable items were partly offset by weaker marketing margins, notably in the United Kingdom as a result of intense competitive pressures, and in Japan stemming from the impending market deregulation of oil product imports. In addition, earnings were unfavorably impacted by a higher level of planned and unscheduled downtime at several refineries. - -------------------------------------------------------------------------------- Marketing and Refining First Three Months Selected Operating Data Incr./ (Decr.) 1995 1996 Vol. % ----- ----- --- -- Petroleum Product Sales (TBD) (a) - U.S. .......... 1,259 1,281 22 2 - Intl. ......... 1,899 2,019 120 6 ----- ----- --- Total ..................... 3,158 3,300 142 4 ===== ===== === Refinery Runs (TBD) - U.S. .......... 904 877 (27) (3) - Intl. ......... 1,244 1,205 (39) (3) ----- ----- --- Total ..................... 2,148 2,082 (66) (3) ===== ===== === (a) includes supply/other sales - -------------------------------------------------------------------------------- MOBIL - 8 - CONSOLIDATED RESULTS OVERVIEW - continued Chemical Chemical income of $70 million was $104 million lower than last year's first quarter. This reflected a decline from last year's exceptionally strong worldwide polyethylene resin margins, the expiration of the tax holiday for our Yanpet petrochemicals joint venture in Saudi Arabia, and the absence of income from divested businesses. Corporate and Other Corporate and Other expense was $28 million compared with $4 million of income last year when an office complex in Arlington, Virginia was sold. Corporate and Other also included certain nonrecurring, current period charges related to the implementation of the restructuring programs. Net Financing Expense Net Financing Expense of $58 million was $7 million lower, principally due to the favorable impact of lower average net debt balances. DISCUSSION OF FINANCIAL CONDITION At March 31, 1996, total current assets of $12,200 million were $144 million higher than at year-end 1995. Accounts and notes receivable increased primarily due to higher prices, and prepaid expenses increased due to the normal annual pattern of prepayments made in the first quarter. These increases, together with higher cash balances, were partly offset by lower crude oil and petroleum product inventories, and a decrease in Chemical inventories and receivables resulting from the sale of the resin marketing business. Net properties, plants and equipment increased $85 million to $24,935 million as capital expenditures were largely offset by depreciation and asset sales. Total debt of Mobil and its subsidiaries was $6,933 million at March 31, 1996, up $177 million from year-end 1995. The debt-to-capitalization ratio was 27% at March 31, 1996, unchanged from year-end 1995. Shareholders' equity rose $252 million during the first three months of 1996. Earnings retained in the business increased $357 million as income exceeded common and preferred stock dividends. The cost of common stock held in the treasury increased as 572,000 shares were purchased on the open market to offset the dilutive effects of stock options, and the cumulative foreign exchange translation account decreased due to the strengthening of the U.S. dollar. During the first three months of 1996, net cash generated from operating activities was $1,318 million, $52 million more than the cash requirements for investing activities and dividends. (Refer to table on page 3.) MOBIL - 9 - DISCUSSION OF FINANCIAL CONDITION - continued Capital and Exploration Expenditures for the first quarter of 1996 were $912 million, an increase of $94 million from the comparable period last year. Full year 1996 capital and exploration expenditures are expected to be approximately $4.6 billion (U.S.- 25%; International- 75%), plus an estimated additional $0.6 billion for cash investments in equity companies. At March 31, 1996, the unspent balance of total appropriations for capital expenditures was $4.4 billion, unchanged from year-end. - ---------------------------------------------------------------------------- CAPITAL AND EXPLORATION EXPENDITURES First Three Months (In millions) 1995 1996 ------ ------ Petroleum Operations Exploration & Producing - U.S. ................ $ 113 $ 118 - Intl. ............... 375 411 Marketing & Refining - U.S. ................ 124 82 - Intl. ............... 143 227 Chemical ................................................ 40 52 Corporate & Other ....................................... 23 22 ------ ------ Total Capital and Exploration Expenditures........... 818 912 ====== ====== Memo: Exploration expenses charged to income, included above - U.S. ................ 18 9 - Intl. ............... 77 67 ------ ------ Total Exploration Expenses .......................... 95 76 ------ ------ ---------------------------------------------------------------------------- Return on average shareholders' equity was 13.8% for the twelve month period ended March 31, 1996, compared with 13.5% for the calendar year 1995. Return on average capital employed for the twelve month period ended March 31, 1996 was 11.0%, compared with 10.9% for the calendar year 1995. Whenever external financing is needed, Mobil and its subsidiary companies have ready access to multiple capital markets, including significant bank credit lines. At March 31, 1996, Mobil had effective shelf registration statements on file with the SEC permitting the offer and sale of $1,815 million of debt securities. Shelf registrations allowing the issuance of U.S. $811 million of Euro-Medium-Term Notes and bonds having a principal amount of 30 billion Japanese yen are also in place. At March 31, 1996, the Mobil Oil Corporation Employee Stock Ownership Plan Trust (ESOP Trust) had an effective shelf registration on file with the SEC permitting the offer and sale of $230 million of debt securities, guaranteed by Mobil. The proceeds of any debt securities issued by the ESOP Trust thereunder would be used to refinance its existing indebtedness. MOBIL - 10 - PART II - OTHER INFORMATION Item 1. Legal Proceedings. Environmental Litigation. Mobil periodically receives notices from the Environmental Protection Agency (EPA) or equivalent agencies at the state level that Mobil is a "potentially responsible party" under Superfund or equivalent state legislation with respect to various waste disposal sites. The majority of these sites are either still under investigation by the EPA or the state agencies concerned, or under remediation, or both. In certain instances, Mobil and other potentially responsible parties have been named in court or administrative proceedings by federal or state agencies seeking the cleanup of these sites. Mobil has also been named as a defendant in various suits brought by private parties alleging injury from disposal of wastes at these sites. The ultimate impact of these proceedings on the business or accounts of Mobil cannot be predicted at this time due to the large number of other potentially responsible parties and the speculative nature of cleanup cost estimates, but based on our long experience in managing environmental matters, we do not anticipate that the aggregate level of future remediation costs will increase above recent levels so as to materially and adversely affect our consolidated financial position or liquidity. On March 13, 1996, Mobil Oil Corporation received a proposed Consent Agreement and Enforcement Order from the Maine Department of Environmental Protection (the "MEDEP") which (1) alleges that the operation of a service station in Saco, Maine violated MEDEP's regulations by reason of (a) failure to report evidence of a leak, (b) discharge of oil to the environment, (c) failure to maintain leak detection equipment and (d) failure to annually test electronic leak detection equipment, and (2) proposes a penalty of $127,500. On March 28, 1996, the Department of Justice filed a civil action in the U.S. District Court for the Middle District of Florida, Tampa Division, alleging that the operation of Mobil Mining and Minerals Company's facilities located in South Fort Meade, Fort Meade and Nichols, Florida, violated the Clean Water Act by reason of (a) discharges of pollutants into navigable waters of the United States in violation of permits issued under that Act and (b) unpermitted point source discharges. The maximum potential amount of the penalties sought in the action, based upon the maximum statutory penalty amount of $25,000 per day per violation, would be approximately $6.5 million. On March 28, 1996, the Department of Justice filed a civil action in the U.S. District Court for the Eastern Division of New York alleging that the operation of Mobil Oil Corporation's Port Mobil facility in Staten Island, New York violated the Resources Conservation and Recovery Act by reason of (a) failure to obtain a hazardous waste permit or interim status, (b) failure to install a groundwater recovery system in a timely manner, (c) failure to obtain groundwater samples in a timely manner, and (d) failure to test waste properly and develop a waste analysis plan. The maximum potential amount of the penalties sought in the action, based upon the maximum statutory penalty amount of $25,000 per day per violation, would be approximately $20 million. On May 2, 1996, Mobil Oil Corporation received an Administrative Order and Notice of Civil Penalty Assessment from the New Jersey Department of Environmental Protection alleging that the operations of Mobil Oil MOBIL - 11 - Legal Proceedings - continued Corporation's Paulsboro, New Jersey refinery had violated various Clean Air Act requirements. The penalty sought is $153,000. The foregoing proceedings are not of material importance in relation to Mobil's accounts and are described in compliance with SEC rules requiring disclosure of such proceedings although not material. Other Than Environmental Litigation. Mobil and its subsidiaries are engaged in various litigations and have a number of unresolved claims pending. While the amounts claimed are substantial and the ultimate liability in respect of such litigations and claims cannot be determined at this time, Mobil is of the opinion that such liability, to the extent not provided for through insurance or otherwise, is not likely to be of material importance in relation to its accounts. Mobil has provided in its accounts for items and issues not yet resolved based on management's best judgement. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. At the Annual Meeting of the Shareholders of Mobil Corporation on May 9, 1996, the following matters were voted upon: A shareholder resolution to limit the authority of Mobil's Board of Directors to issue preferred stock was defeated with 183,632,875 votes against, 126,990,685 votes in favor and 5,309,590 votes abstained. A shareholder resolution calling for cumulative voting in the election of Mobil's Directors was defeated with 234,628,894 votes against, 74,080,097 votes in favor and 7,066,619 votes abstained. A shareholder resolution calling for the discontinuance of the use of employee stock options was defeated with 290,926,806 votes against, 19,050,807 votes in favor and 5,939,069 votes abstained. The text of the above proposals is incorporated by reference to Items 3, 4 and 5 of Mobil's definitive Proxy Statement dated March 18, 1996, filed with the SEC pursuant to Regulation 14A on March 18, 1996. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. Exhibits. The following exhibits are filed with this report: 11. Computation of Earnings Per Common Share 12. Computation of Ratio of Earnings to Fixed Charges 27. Financial Data Schedule MOBIL - 12 - Exhibits and Reports on Form 8-K - continued Reports on Form 8-K. Mobil filed the following Current Reports on Form 8-K during and subsequent to the end of the first quarter: Date of 8-K Description of 8-K January 22, 1996 Submitted a copy of the Mobil News Release dated January 22, 1996, reporting estimated earnings for the fourth quarter and full year of 1995. February 14, 1996 Submitted a copy of the Mobil News Release dated February 14, 1996, announcing that Mobil Exploration and Producing Australia Pty. Ltd. (MEPA) has acquired a substantial position in Ampolex Limited through the purchase of its listed securities and has made a proposal to acquire the Australian oil and gas exploration and producing company. February 29, 1996 Submitted a copy of the Mobil News Release dated February 29, 1996, announcing that BP and Mobil will combine their European operations in the refining and marketing of fuels and lubricants. April 23, 1996 Submitted a copy of the Mobil News Release issued April 22, 1996, reporting Mobil's estimated earnings for the first quarter of 1996, and the Mobil News Release issued April 22, 1996, correcting certain Petroleum Product Sales numbers in Table 6 of the above referenced News Release. MOBIL - 13 - 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. REGISTRANT MOBIL CORPORATION BY /s/ George Broadhead NAME AND TITLE George Broadhead, Acting Controller; Principal Accounting Officer DATE May 10, 1996 MOBIL - 14 - EXHIBIT INDEX EXHIBIT SUBMISSION MEDIA - ------- ---------------- 11. Computation of Earnings Per Electronic Common Share 12. Computation of Ratio of Earnings Electronic to Fixed Charges 27. Financial Data Schedule Electronic MOBIL - 15 -