EXHIBIT 25

 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549



                                   _________

                      STATEMENT OF ELIGIBILITY UNDER THE
                       TRUST INDENTURE ACT OF 1939 OF A
                   CORPORATION DESIGNATED TO ACT AS TRUSTEE

               Check if an Application to Determine Eligibility
                 of a Trustee Pursuant to Section 305(b)(2) __


                      STATE STREET BANK AND TRUST COMPANY
              (Exact name of trustee as specified in its charter)


                                       
        Massachusetts                           04-1867445
(Jurisdiction of incorporation or            (I.R.S. Employer
organization if not a U.S. national         Identification No.)
 bank)


    225 Franklin Street, Boston, Massachusetts                      02110
     (Address of principal executive offices)                     (Zip Code)

      John R. Towers, Esq.  Senior Vice President and Corporate Secretary
               225 Franklin Street, Boston, Massachusetts  02110
                                 (617)654-3253
           (Name, address and telephone number of agent for service)

                             _____________________

MOBIL CORPORATION
                                             MOBIL MARINE FINANCE COMPANY I INC.
                                            MOBIL MARINE FINANCE COMPANY II INC.
                                                MOBIL LEASE FINANCE COMPANY INC.
                                             MOBIL CHEMICAL FINANCE (TEXAS) INC.
                                         MOBIL CHEMICAL FINANCE (LOUISIANA) INC.
                                                    MOBIL PETRORAIL FINANCE INC.
                                            MOBIL TRANSPORT FINANCE COMPANY INC.
                                            MOBIL EQUIPMENT FINANCE COMPANY INC.

              (Exact name of obligor as specified in its charter)


 
                     DELAWARE                          DELAWARE             
          (State or other jurisdiction of   (State or other jurisdiction of 
           incorporation or organization)    incorporation or organization)  
                                                                      
                                                                    
                    13-2850309                  EACH TO BE APPLIED FOR       
                 (I.R.S. Employer                  (I.R.S. Employer
                Identification No.)               Identification No.)
 
                3225 GALLOWS ROAD                  C/O MOBIL CORP.
          FAIRFAX, VIRGINIA 22037-0001            3225 GALLOWS ROAD
                 (703)846-3000               FAIRFAX, VIRGINIA 22037-0001
                                                     (703)846-3000
                                                      



                                                                                 
(Address of principal executive offices)  (Zip Code)    (Address of principal executive offices)  (Zip Code)
                                                              

                                       1

 
                             ____________________

                           PASS THROUGH CERTIFICATES
                        (Title of indenture securities)

                                    GENERAL

ITEM 1.   GENERAL INFORMATION.

          FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:

          (A)  NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISORY
AUTHORITY TO WHICH IT IS SUBJECT.

          Department of Banking and Insurance of The Commonwealth of
Massachusetts, 100 Cambridge Street, Boston, Massachusetts.

          Board of Governors of the Federal Reserve System, Washington, D.C.,
Federal Deposit Insurance Corporation, Washington, D.C.

          (B)  WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST
POWERS.

          The trustee is authorized to exercise corporate trust
powers.

ITEM 2.   AFFILIATIONS WITH OBLIGOR.

          IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH
SUCH AFFILIATION.

          The obligor is not an affiliate of the trustee or of its
parent, State Street Boston Corporation.

          (See note on page 6.)

ITEM 3. THROUGH ITEM 15.  NOT APPLICABLE.

ITEM 16.  LIST OF EXHIBITS.

          LIST BELOW ALL EXHIBITS FILED AS PART OF THIS STATEMENT OF
ELIGIBILITY.

          1.   A COPY OF THE ARTICLES OF ASSOCIATION OF THE TRUSTEE AS
NOW IN EFFECT.

          A copy of the Articles of Association of the trustee, as now in
effect, is on file with the Securities and Exchange Commission as Exhibit 1 to
Amendment No. 1 to the Statement of Eligibility and Qualification of Trustee
(Form T-1) filed with the Registration Statement of Morse Shoe, Inc. (File No.
22-17940) and is incorporated herein by reference thereto.

          2.   A COPY OF THE CERTIFICATE OF AUTHORITY OF THE TRUSTEE TO COMMENCE
BUSINESS, IF NOT CONTAINED IN THE ARTICLES OF ASSOCIATION.

          A copy of a Statement from the Commissioner of Banks of Massachusetts
that no certificate of authority for the trustee to commence business was
necessary or issued is on file with the Securities and Exchange Commission as
Exhibit 2 to Amendment No. 1 to the Statement of Eligibility and Qualification
of Trustee (Form T-1) filed with the Registration Statement of Morse Shoe, Inc.
(File No. 22-17940) and is incorporated herein by reference thereto.

          3.   A COPY OF THE AUTHORIZATION OF THE TRUSTEE TO EXERCISE CORPORATE
TRUST POWERS, IF SUCH AUTHORIZATION IS NOT CONTAINED IN THE DOCUMENTS
SPECIFIED IN PARAGRAPH (1) OR (2), ABOVE.

          A copy of the authorization of the trustee to exercise corporate trust
powers is on file with the Securities and Exchange Commission as Exhibit 3 to
Amendment No. 1 to the Statement of Eligibility and Qualification of Trustee
(Form T-1) filed with the Registration Statement of Morse Shoe, Inc. (File No.
22-17940) and is incorporated herein by reference thereto.

          4.   A COPY OF THE EXISTING BY-LAWS OF THE TRUSTEE, OR
INSTRUMENTS CORRESPONDING THERETO.

                                       2

 
          A copy of the by-laws of the trustee, as now in effect, is on file
with the Securities and Exchange Commission as Exhibit 4 to the Statement of
Eligibility and Qualification of Trustee (Form T-1) filed with the Registration
Statement of Eastern Edison Company (File No. 33-37823) and is incorporated
herein by reference thereto.

          5.   A COPY OF EACH INDENTURE REFERRED TO IN ITEM 4. IF THE
OBLIGOR IS IN DEFAULT.

          Not applicable.

          6.   THE CONSENTS OF UNITED STATES INSTITUTIONAL TRUSTEES
REQUIRED BY SECTION 321(B) OF THE ACT.

          The consent of the trustee required by Section 321(b) of the
Act is annexed hereto as Exhibit 6 and made a part hereof.

          7.   A COPY OF THE LATEST REPORT OF CONDITION OF THE TRUSTEE PUBLISHED
PURSUANT TO LAW OR THE REQUIREMENTS OF ITS SUPERVISING OR EXAMINING AUTHORITY.

          A copy of the latest report of condition of the trustee published
pursuant to law or the requirements of its supervising or examining authority is
annexed hereto as Exhibit 7 and made a part hereof.


                                     NOTES

          In answering any item of this Statement of Eligibility and
Qualification which relates to matters peculiarly within the knowledge of the
obligor or any underwriter for the obligor, the trustee has relied upon
information furnished to it by the obligor and the underwriters, and the trustee
disclaims responsibility for the accuracy or completeness of such information.

          The answer furnished to Item 2. of this statement will be amended, if
necessary, to reflect any facts which differ from those stated and which would
have been required to be stated if known at the date hereof.



                                   SIGNATURE

          Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, State Street Bank and Trust Company, a corporation
organized and existing under the laws of the Commonwealth of Massachusetts, has
duly caused this statement of eligibility and qualification to be signed on its
behalf by the undersigned, thereunto duly authorized, all in the City of Boston
and The Commonwealth of Massachusetts, on the FIRST DAY OF OCTOBER, 1996.

                                         STATE STREET BANK AND TRUST COMPANY


                                         By:  __________________________________
                                                    Ruth A. Smith
                                                    Vice President

                                       3

 
                                   EXHIBIT 6


                            CONSENT OF THE TRUSTEE

          Pursuant to the requirements of Section 321(b) of the Trust Indenture
Act of 1939, as amended, in connection with the proposed issuance by MOBIL
CORPORATION, MOBIL MARINE FINANCE COMPANY I INC., MOBIL MARINE FINANCE COMPANY
II INC., MOBIL LEASE FINANCE COMPANY INC., MOBIL CHEMICAL FINANCE (TEXAS) INC.,
MOBIL CHEMICAL FINANCE (LOUISIANA) INC., MOBIL PETRORAIL FINANCE INC., MOBIL
TRANSPORT FINANCE COMPANY INC. and MOBIL EQUIPMENT FINANCE COMPANY INC. of their
PASS THROUGH CERTIFICATES, we hereby consent that reports of examination by
Federal, State, Territorial or District authorities may be furnished by such
authorities to the Securities and Exchange Commission upon request therefor.

                                      STATE STREET BANK AND TRUST COMPANY
                                                                                
                                           /s/ RUTH A. SMITH
                                      By:  _____________________________________
                                                        RUTH A. SMITH
                                                        VICE PRESIDENT

DATED: OCTOBER 1, 1996

                                       4

 
                                   EXHIBIT 7

Consolidated Report of Condition of State Street Bank and Trust Company of
Boston, Massachusetts and foreign and domestic subsidiaries, a state banking
institution organized and operating under the banking laws of this commonwealth
and a member of the Federal Reserve System, at the close of business December
                                                                     --------
31, 1995, published in accordance with a call made by the Federal Reserve Bank
- --------                                                                      
of this District pursuant to the provisions of the Federal Reserve Act and in
accordance with a call made by the Commissioner of Banks under General Laws,
Chapter 172, Section 22(a).



 
 
                                                                            Thousands of
ASSETS                                                                      Dollars

Cash and balances due from depository institutions:
                                                                          
         Noninterest-bearing balances and currency and coin................   1,331,827
         Interest-bearing balances.........................................   5,971,326
Securities.................................................................   6,325,054
Federal funds sold and securities purchased
         under agreements to resell in domestic offices
         of the bank and its Edge subsidiary...............................   5,436,994
Loans and lease financing receivables:
         Loans and leases, net of unearned income ............  4,308,339
         Allowance for loan and lease losses.................      63,491
         Loans and leases, net of unearned income and allowances...........   4,244,848
Assets held in trading accounts............................................   1,042,846
Premises and fixed assets........ .........................................     374,362
Other real estate owned....................................................       3,223
Investments in unconsolidated subsidiaries.................................      31,624
Customers' liability to this bank on acceptances outstanding...............      57,472
Intangible assets..........................................................      68,384
Other assets...............................................................     670,058
                                                                             ----------
Total assets...............................................................  25,558,018
                                                                             ==========
 
LIABILITIES
 
Deposits:
         In domestic offices...............................................   6,880,231
                    Noninterest-bearing......................   4,728,115
                    Interest-bearing.........................   2,152,116
         In foreign offices and Edge subsidiary............................   9,607,427
                    Noninterest-bearing......................      28,265
                    Interest-bearing.........................   9,579,162
Federal funds purchased and securities sold under
         agreements to repurchase in domestic offices of
         the bank and of its Edge subsidiary...............................   5,913,969
Demand notes issued to the U.S. Treasury and Trading Liabilities...........     530,406
Other borrowed money.......................................................     493,191
Bank's liability on acceptances executed and outstanding...................      57,387
Other liabilities..........................................................     620,287
                                                                             ----------
Total liabilities..........................................................  24,102,898
                                                                             ----------
 
EQUITY CAPITAL
Common stock...............................................................      29,176
Surplus....................................................................     228,448
Undivided profits..........................................................   1,197,496
                                                                             ----------
Total equity capital.......................................................   1,455,120
                                                                             ----------
Total liabilities and equity capital.......................................  25,558,018
                                                                             ==========


                                       5


 
I, Rex S. Schuette, Senior Vice President and Comptroller of the above named
bank do hereby declare that this Report of Condition has been prepared in
conformance with the instructions issued by the Board of Governors of the
Federal Reserve System and is true to the best of my knowledge and belief.

                                            Rex S. Schuette


We, the undersigned directors, attest to the correctness of this Report of
Condition and declare that it has been examined by us and to the best of our
knowledge and belief has been prepared in conformance with the instructions
issued by the Board of Governors of the Federal Reserve System and is true and
correct.

                                            David A. Spina
                                            Marshall N. Carter
                                            Charles F. Kaye

                                       6

 
          7. A COPY OF THE LATEST REPORT OF CONDITION OF THE TRUSTEE PUBLISHED
          PURSUANT TO LAW OR THE REQUIREMENTS OF ITS SUPERVISING OR EXAMINING
          AUTHORITY.

          A copy of the latest report of condition of the trustee published
pursuant to law or the requirements of its supervising or examining authority is
annexed hereto as Exhibit 7 and made a part hereof.

                                     NOTES

          In answering any item of this Statement of Eligibility and
Qualification which relates to matters peculiarly within the knowledge of the
obligor or any underwriter of the obligor, the trustee has relied upon the
information furnished to it by the obligor and the underwriters, and the trustee
disclaims responsibility for the accuracy or completeness of such information.

          The answer to Item 2. of this statement will be amended, if necessary,
to reflect any facts which differ from those stated and which would have been
required to be stated if known at the date hereof.


                                   SIGNATURE

          Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, State Street Bank and Trust Company, a corporation duly
organized and existing under the laws of the Commonwealth of Massachusetts, has
duly caused this statement of eligibility and qualification to be signed on its
behalf by the undersigned, thereunto duly authorized, all in the City of Boston
and the Commonwealth of Massachusetts, on the FIRST DAY OF OCTOBER, 1996.

                                STATE STREET BANK AND TRUST COMPANY


                                By:  Ruth A. Smith
                                     -------------------------------
                                     Ruth A. Smith
                                     Vice President


                                       7

 
                                   EXHIBIT 6


                             CONSENT OF THE TRUSTEE

          Pursuant to the requirements of Section 321(b) of the Trust Indenture
Act of 1939, as amended, in connection with the proposed issuance by MOBIL
CORPORATION, MOBIL MARINE FINANCE COMPANY I INC., MOBIL MARINE FINANCE COMPANY
II INC., MOBIL LEASE FINANCE COMPANY INC., MOBIL CHEMICAL FINANCE (TEXAS) INC.,
MOBIL CHEMICAL FINANCE (LOUISIANA) INC., MOBIL PETRORAIL FINANCE INC., MOBIL
TRANSPORT FINANCE COMPANY INC. and MOBIL EQUIPMENT FINANCE COMPANY INC. of their
PASS THROUGH CERTIFICATES, we hereby consent that reports of examination by
Federal, State, Territorial or District authorities may be furnished by such
authorities to the Securities and Exchange Commission upon request therefor.

                                        STATE STREET BANK AND TRUST COMPANY


                                        By:  Ruth A. Smith
                                             ---------------------------
                                             RUTH A. SMITH
                                             VICE PRESIDENT
DATED: OCTOBER 1, 1996


                                       8