SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 19, 1996
Mobil Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-7555 13-2850309
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
3225 Gallows Road
Fairfax, Virginia 22037-0001
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (703) 846-3000
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No Change
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(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
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Description of the Certificates
Mobil Corporation, (the "Registrant") registered issuances of up to
$650,000,000 principal amount of Pass Through Certificates on a delayed or
continuous basis pursuant to Rule 415 under the Securities Act of 1933, as
amended (the "Act"), by a Registration Statement on Form S-3 (Registration File
No. 333-13457) (as amended, the "Registration Statement"). Pursuant to the
Registration Statement, Mobil Corporation Pass Through Trust 1996-A (the
"Trust") issued $231,900,000 in principal amount at maturity of its Pass Through
Certificates, Series 1996-A (the "Certificates"), on December 19, 1996. This
Current Report on Form 8-K is being filed to satisfy an undertaking to file
copies of certain agreements executed in connection with the issuance of the
Certificates, the forms of which were filed as Exhibits to the Registration
Statement.
The Certificates were issued pursuant to a Pass Through Trust
Agreement dated as of October 4, 1996 among the Registrants and State Street
Bank and Trust Company, as trustee (the "Pass Through Trustee") and a Pass
Through Trust Supplement (together, the "Trust Agreement") (attached hereto as
Exhibit 4.1) dated as of December 19, 1996, among Mobil Corporation, Mobil
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Marine Finance Company I Inc, Mobil Marine Finance Company II Inc. and the Pass
Through Trustee. The Certificates initially evidence, in the aggregate, 100% of
the undivided beneficial ownership interests in the Trust.
The assets of the Trust consist primarily of four secured notes (the
"Secured Notes") issued on a nonrecourse basis by four owner trusts pursuant to
four separate leveraged lease transactions to finance not more than 80% of the
cost of four double-hulled very large crude carriers, each of which will be
acquired by one of the owner trusts from an affiliate of Mobil Corporation or
the builder thereof and chartered to one of the charterers.
Interest distributions on the Certificates are based on the principal
balance thereof, initially $231,900,000, and the interest rate thereof, 6.97%.
On December 11, 1996, the Registrant filed pursuant to Rule 424(b)(3)
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a Preliminary Prospectus Supplement and on December 16, 1996, the Registrant
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filed pursuant to Rule 424(b)(2) a Prospectus Supplement relating to the
issuance of the Certificates.
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EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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1.1 Underwriting Agreement, dated December 12, 1996, among Mobil
Corporation, Mobil Marine Finance Company I Inc., Mobil Marine
Finance Company II Inc. and Morgan Stanley & Co. Incorporated.
4.1 Pass Through Trust Supplement dated as of December 19, 1996 among
Mobil Corporation, Mobil Marine Finance Company I Inc., Mobil
Marine Finance Company II Inc. and State Street Bank and Trust
Company.
4.2 Indenture dated as of November 22, 1996 among Samoco Raven Trust
and State Street Bank and Trust Company.
4.3 Indenture dated as of November 22, 1996 among Dumoco Eagle Trust
and State Street Bank and Trust Company.
4.4 Indenture dated as of November 22, 1996 among Samoco 1233 Trust
and State Street Bank and Trust Company.
4.5 Indenture dated as of November 22, 1996 among Samoco 1234 Trust
and State Street Bank and Trust Company.
99.1 Charter of VLCC M/V RAVEN dated as of December 19, 1996 among
Samoco Raven Trust and Mobil Marine Finance Company I Inc.
99.2 Charter of VLCC M/V EAGLE dated as of November 22, 1996 among
Dumoco Eagle Trust and Mobil Marine Finance Company II Inc.
99.3 Charter of Hull No. 1233 dated as of November 22, 1996 among
Samoco 1233 Trust and Mobil Marine Finance Company I Inc.
99.4 Charter of Hull No. 1234 dated as of November 22, 1996 among
Samoco 1234 Trust and Mobil Marine Finance Company I Inc.
99.5 Participation Agreement dated as of December 19, 1996 among Mobil
Marine Finance Company I Inc., Samoco L.L.C., Samoco Raven Trust,
Deutsche Morgan Grenfell (Cayman) Limited, and State Street Bank
and Trust Company.
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Exhibit No. Description
99.6 Participation Agreement dated as of December 19, 1996 among
Mobil Marine Finance Company I Inc., Dumoco L.L.C., Dumoco Eagle
Trust, Deutsche Morgan Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.7 Participation Agreement dated as of December 19, 1996 among
Mobil Marine Finance Company I Inc., Samoco L.L.C., Samoco 1233
Trust, Deutsche Morgan Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.8 Participation Agreement dated as of December 19, 1996 among
Mobil Marine Finance Company I Inc., Samoco L.L.C., Samoco 1234
Trust, Deutsche Morgan Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.9 Mobil Raven Guaranty dated as of December 19, 1996 among Mobil
Corporation, Deutsche Morgan Grenfell (Cayman) Limited, State
Street Bank and Trust Company, Samoco L.L.C. and Samoco Raven
Trust.
99.10 Mobil Eagle Guaranty dated as of December 19, 1996 among Mobil
Corporation, Deutsche Morgan Grenfell (Cayman) Limited, State
Street Bank and Trust Company, Dumoco L.L.C. and Dumoco Eagle
Trust.
99.11 Mobil 1233 Guaranty dated as of December 19, 1996 among Mobil
Corporation, Deutsche Morgan Grenfell (Cayman) Limited, State
Street Bank and Trust Company, Samoco L.L.C. and Samoco 1234
Trust.
99.12 Mobil 1234 Guaranty dated as of December 19, 1996 among Mobil
Corporation, Deutsche Morgan Grenfell (Cayman) Limited, State
Street Bank and Trust Company, Samoco L.L.C. and Samoco 1234
Trust.
99.13 Appendix of Definitions re: Samoco Raven Trust.
99.14 Appendix of Definitions re: Dumoco Eagle Trust.
99.15 Appendix of Definitions re: Samoco 1233 Trust.
99.16 Appendix of Definitions re: Samoco 1234 Trust.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
MOBIL CORPORATION
By: /s/ Patricia A. Stevenson
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Name: Patricia A. Stevenson
Title: Sr. Assistant Secretary
Dated: January 3, 1997
EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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1.1 Underwriting Agreement, dated December
12, 1996, among Mobil Corporation, Mobil
Marine Finance Company I Inc., Mobil
Marine Finance Company II Inc. and Morgan
Stanley & Co. Incorporated.
4.1 Pass Through Trust Supplement dated as of
December 19, 1996 among Mobil
Corporation, Mobil Marine Finance Company
I Inc, Mobil Marine Finance Company II
Inc. and State Street Bank and Trust
Company.
4.2 Indenture dated as of November 22, 1996
among Samoco Raven Trust and State Street
Bank and Trust Company.
4.3 Indenture dated as of November 22, 1996
among Dumoco Eagle Trust and State Street
Bank and Trust Company.
4.4 Indenture dated as of November 22, 1996
among Samoco 1233 Trust and State Street
Bank and Trust Company.
4.5 Indenture dated as of November 22, 1996
among Samoco 1234 Trust and State Street
Bank and Trust Company.
99.1 Charter of VLCC M/V RAVEN dated as of
December 19, 1996 among Samoco Raven
Trust and Mobil Marine Finance Company I
Inc.
99.2 Charter of VLCC M/V EAGLE dated as of
November 22, 1996 and among Dumoco
Eagle Trust and Mobil Marine Finance
Company II Inc.
99.3 Charter of Hull No. 1233 dated as of
November 22, 1996 among Samoco 1233 Trust
and Mobil Marine Finance Company I Inc.
99.4 Charter of Hull No. 1234 dated as of
November 22, 1996 among Samoco 1234 Trust
and Mobil Marine Finance Company I Inc.
99.5 Participation Agreement dated as of
December 19, 1996 among Mobil Marine
Finance Company I Inc., Samoco L.L.C.,
Samoco Raven Trust, Deutsche Morgan
Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.6 Participation Agreement dated as of
December 19, 1996 among Mobil Marine
Finance Company I Inc., Dumoco L.L.C.,
Dumoco Eagle Trust, Deutsche Morgan
Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.7 Participation Agreement dated as of
December 19, 1996 among Mobil Marine
Finance Company I Inc., Samoco L.L.C.,
Samoco 1233 Trust, Deutsche Morgan
Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.8 Participation Agreement dated as of
December 19, 1996 among Mobil Marine
Finance Company I Inc., Samoco L.L.C.,
Samoco 1234 Trust, Deutsche Morgan
Grenfell (Cayman) Limited, and State
Street Bank and Trust Company.
99.9 Mobil Raven Guaranty dated as of December
19, 1996 among Mobil Corporation,
Deutsche Morgan Grenfell (Cayman)
Limited, State Street Bank and Trust
Company, Samoco L.L.C. and Samoco Raven
Trust.
99.10 Mobil Eagle Guaranty dated as of December
19, 1996 among Mobil Corporation,
Deutsche Morgan Grenfell (Cayman)
Limited, State Street Bank and Trust
Company, Dumoco L.L.C. and Dumoco Eagle
Trust.
99.11 Mobil 1233 Guaranty dated as of December
19, 1996 among Mobil Corporation,
Deutsche Morgan Grenfell (Cayman)
Limited, State Street Bank and Trust
Company, Samoco L.L.C. and Samoco 1234
Trust.
99.12 Mobil 1234 Guaranty dated as of December
19, 1996 among Mobil Corporation,
Deutsche Morgan Grenfell (Cayman)
Limited, State Street Bank and Trust
Company, Samoco L.L.C. and Samoco 1234
Trust.
99.13 Appendix of Definitions re: Samoco Raven
Trust.
99.14 Appendix of Definitions re: Dumoco Eagle
Trust.
99.15 Appendix of Definitions re: Samoco 1233
Trust.
99.16 Appendix of Definitions re: Samoco 1234
Trust.