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ExxonMobil Pension Plan

Summary Plan Description

2013

About Pension - Information Sources - Introduction - Plan at a Glance

Participation, Vesting and

Cost

Retiring From ExxonMobil

Pension Plan Basics

Receiving Your Pension

Benefit

Payment Options

Death Benefits

Administrative and ERISA

Information

Key Terms

ExxonMobil Pension Plan SPD January 2013

About The Pension Plan

This summary plan description (SPD) provides an explanation of the general plan provisions applicable to most employees who are eligible to receive benefits provided under the ExxonMobil Pension Plan. Descriptions of pension benefits provided by other ExxonMobil sponsored plans or sub-plans of the ExxonMobil Pension Plan are contained in separate summary plan descriptions for each of those specific plans including but not limited to the Retirement Plan of Mobil Oil Corporation, Advanced Elastomer Systems, L.P. Pension Plan for Salaried Employees, and Paxon Hourly and Salaried Pension plans.

This SPD supersedes all previous Pension Plan participant publications. It does not contain all the details. In determining specific benefits, the full Pension Plan provisions, as they exist now or in the future, always govern. Copies of Pension Plan documents are available for your review. The company reserves the right at any time to change in any way or terminate any benefit.

Eligibility for participation in the Pension Plan by represented employees is governed by local bargaining requirements.

Information Sources

When you need information or want to begin receiving your benefit, you may contact:

Phone Numbers: Address:� Active Employees, Retirees and Survivors

ExxonMobil Benefits Service Center Monday – Friday 8:00 a.m. to 6:00 p.m. (U.S. Eastern Time), except certain holidays Toll-Free: 1-800-682-2847 or 800-TDD-TDD4 (833-8334) for hearing impaired

ExxonMobil Benefits Service Center PO Box 199540 Dallas, TX 75219-9722

ExxonMobil sponsored sites — Provides access to plan-related information for employees, retirees, and their family members.

� ExxonMobil Me, the Human Resources Intranet Site — Can be accessed at work by current employees.

� ExxonMobil Family, the Human Resources Internet Site — Can be accessed from home by everyone at www.exxonmobilfamily.com.

� Retiree Online Community Internet Site — Can be accessed from home by retirees and survivors only at www.emretiree.com.

� ExxonMobil Benefits Service Center Web Site - Can be accessed from home by everyone at www.exxonmobil.com/benefits.

Introduction

Two pressing questions about retirement are: How much money will I need and where will I get this money?

Many financial planners believe that in retirement, people need between 70% and 80% of their income just before retirement. The amount you need depends on factors as unique as you are — including what you want to do when you retire, your health and your financial obligations. In addition, your retirement income must keep pace with inflation during your retirement.

The company helps you prepare financially for retirement. ExxonMobil's Pension Plan and Savings Plan are designed to work with Social Security and personal savings to provide financial security in retirement for long-term career employees.

The Pension Plan is designed primarily to provide you a monthly benefit from the time of your retirement until your death. This Plan offers additional flexibility — you can choose various payment options for your pension. In addition, the Plan may pay benefits to your survivors in case of your death.

To help you find specific Plan information quickly and easily, this SPD includes these helpful tools:

� Plan at a Glance, a quick user's guide highlighting plan basics.

� Charts and tables throughout the booklet providing information, highlights of plan provisions, etc.

� References throughout the SPD to places you can get more information.

� A list of Key Terms containing definitions of many words and terms used in this SPD. If you see a term that is unfamiliar, refer to this section at the end of the SPD.

A careful reading of this SPD will help you understand how the Plan works. You may obtain additional information through the sources shown on pages 1 and 2.

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Plan at a Glance

Participation and Vesting Regular, full-time employees automatically begin participating upon employment. In some cases, part-time employees may also participate. You are vested when you have five years of vesting service or reach age 65, whichever comes first. See page 4.

Retiring From ExxonMobil While you are eligible to receive a pension if your employment ends after you become vested, the benefit is enhanced if you are a retiree. Generally, you become a retiree when you terminate employment as a regular employee and have at least 15 years of benefit service and are age 55 or older. See page 5.

Pension Plan Basics Your basic pension benefit is determined by a formula that takes into account your service, pay and Social Security benefit. See page 7.

When Your Benefit Can Begin Benefits are available after your employment ends. Benefits can begin as early as age 50. The amount of your benefit may be adjusted to take into account your age when your benefit begins. See page 10.

How Your Benefit Is Paid The Plan provides several payment options. Retirees can choose among more options. See page 13.

What Happens When You Die The Plan pays death benefits in most cases if you die before you begin receiving your benefit. If you die after your pension benefit has started, the payment option you chose determines whether benefits continue and for how long. See page 17.

Administrative and ERISA Information This Plan is subject to rules of the federal government, including the Employee Retirement Income Security Act (ERISA). See page 20.

Key Terms This is an alphabetized list of words and phrases, with their definitions, used in this SPD. See page 26.

3

About Pension


Cost - Eligibility - Vesting - Cost


Pension Plan Basics


Benefit

Payment Options

Death Benefits


Information

Key Terms

Participation, Vesting and Cost

Q. How do I participate in this Plan?

A. Once you meet the eligibility requirements, you automatically begin participating. You do not need to enroll.

Eligibility

Most U.S. dollar payroll employees of Exxon Mobil Corporation and participating affiliates are eligible for this Plan and begin to earn benefits from their first day of employment. For details, see eligible employee in the Key Terms section.

Vesting

Once you are vested, your benefit belongs to you. You are vested in the Plan after five years of vesting service or when you reach age 65, whichever comes first. If you leave before you are vested, you receive no plan benefits.

Cost

The company pays the full cost of this Plan.

About Pension


Cost

Retiring From ExxonMobil - Retirement Eligibility

Pension Plan Basics


Benefit

Payment Options

Death Benefits


Information

Key Terms


Q. Are there advantages for my pension benefit if I retire from the company?

A. Yes. While you are eligible for a pension benefit after becoming vested, your benefit may be enhanced in a number of ways if you leave employment as a retiree.

Retirement Eligibility

To become a retiree, you must first complete 15 years of benefit service, and then leave the company as a regular employee after:

� Attaining age 55; or

� Becoming entitled to long-term disability benefits under the ExxonMobil Disability Plan

Retirement Eligibility - Age and Service Examples

Turning Age 55 For purposes of applying these eligibility provisions, an employee is considered to attain age 55 on the first of the month in which he turns 55. Thus, a person who has already accrued 15 years of benefit service would be eligible to retire as of the first day of the month in which his 55th birthday occurs.

Example 1: An employee turns 55 years old on October 15. Because of the special retirement eligibility provision, the employee is considered to be 55 years of age as of October 1, which is the earliest day the employee could retire (assuming he already has 15 years of Benefit Service). Because an employee's retirement date is the first day after his last day of employment, the employee in this example would have to continue in employment until at least September 30 in order to retire. If his last day of employment is earlier than September 30, he would not be eligible for retirement.

Example 2: Rather than working through September 30, the employee in the above example terminates his employment a day earlier, on September 29. Since the person's "retirement date" (September 30) occurs before he is considered to have attained age 55 (October 1), he would not be eligible for retirement under the ExxonMobil plans.

Attaining 15 Years of Benefit Service There is no "first of the month" rule when it comes to attaining 15 years of Benefit Service. Benefit Service is measured for this purpose to the closest day, and a person must have actually accrued 15 years of Benefit Service in order to retire.

Example 3: An employee's 55th birthday is November 11, but will not have accrued 15 years of Benefit Service until November 25. Even though for benefit purposes the employee is considered 55 years old on November 1, she must continue in employment through November 25 in order to be eligible for retirement. If her last day of employment is November 24, she would not be eligible for retirement.

(Note: A person who is not eligible for retirement is considered a "terminee" and would not be eligible for continued health and welfare benefits or a lump sum under the ExxonMobil Pension Plan)

If you retire from the company, you have up to four advantages that are

� Your benefit is not reduced as much if you begin receiving it early (see page 10).

� You have additional payment options, including a lump sum (see page 13).

� Your Social Security offset may be less (see page 8).

� You may be eligible to receive a Pre-Social Security Pension (see page 9).

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About Pension


Cost


Pension Plan Basics - Pension Formula - Other Offsets


Benefit

Payment Options

Death Benefits


Information

Key Terms

Pension Plan Basics

Q. What is the Pension Plan, and how is the benefit calculated?

A. The Pension Plan is a defined benefit plan. This means that the Plan specifies, or defines, a formula for calculating the benefit that will be paid to you.

The Plan's formula for determining the amount of your pension benefit includes:

� Your years of pension service.

� Your pensionable pay.

� Your estimated Social Security benefit.

Once your employment ends, you can elect (within limits) when you want payments to begin and how you want your benefit to be paid to you. Typically, the amount of your benefit is adjusted to take into account your elections.

Pension Formula

Your basic pension benefit is determined by this formula:

1.6% x years of pension service x final average pensionable pay minus

your Social Security offset

Your basic pension benefit is a monthly amount payable to you starting at age 65 as a Basic Annuity (see page 13). If you elect to begin your benefit before age 65 or elect a different payment option, the basic pension benefit may be adjusted.

Example — Basic Pension Benefit: Here is an example of how the basic pension benefit is calculated.

Pat has 30 years of pension service, final average pensionable pay of $7,000 a month and a Social Security offset of $662 a month.

1.6% x 30 years x $7,000 $ 3,360

Less Social Security offset - 662

Pat's monthly basic pension benefit

$ 2,698

These terms, used in the pension formula, will help you understand the formula. Refer to Key Terms for details about these terms:

� Pension Service — Generally, all your service while participating in this Plan.

� Final Average Pensionable Pay — The highest average of 36 consecutive months of your pensionable pay during the last 10 years of your employment.

� Social Security Offset — The part of your estimated Social Security benefit that is used as an offset in the pension formula. The offset is equal to 1.5% of your estimated Social Security benefit multiplied by your pension service, up to 33-1/3 years, which is a maximum of 50%. This offset reflects the fact that while you work for ExxonMobil, the company pays half of your Social Security tax and Social Security benefits make up part of your total retirement income.

Example — Social Security Offset:

� Pat's estimated Social Security benefit is $1,471.

� Since Pat has 30 years of pension service, her offset is 1.5% x 30 years x $1,471 = $662.

Key Facts About the Social Security Offset

� Only your Social Security retirement benefit is included in determining the offset. Any other Social Security payments (such as spouse's benefits or children's benefits) are not included.

� The estimated Social Security benefit used for purposes of the Social Security offset is calculated using the following assumptions:

� The Social Security benefit is calculated using your actual Social Security earnings history, if you provide it; otherwise, a government-prescribed formula is used to estimate the earnings history. If you elect to provide your actual Social Security earnings history, the Plan must use them even if they result in a lower basic pension benefit.

� All calculations are based on Social Security law in effect when you leave the company. Changes in your Social Security benefit after you leave the company do not affect your payments from the Pension Plan.

� Your estimated Social Security benefit is calculated using the actual Social Security benefit formula. Each year, Social Security grants an annual cost of living increase that is factored into the formula. In calculating your estimated Social Security benefit, the full amount of these annual increases is phased in over a nine-month period. This has the effect of reducing the initial impact of any increase in the Social Security formula, which, in turn, potentially reduces your Social Security offset that is used at the time of termination or retirement.

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For retirees, the Pre-Social Security Pension — explained on page 9 — replaces the Social Security offset until age 62.

� The Social Security benefit is determined when your employment ends.

� If you are eligible to retire when you leave , the amount is determined as though you are 62 (or your actual age if you retire after age 62) on the date of retirement.

� If you leave without meeting the requirements for r etirement , the amount is determined as though you are 65 (or your actual age if you terminate employment after age 65) on the date of termination.

� An age-62 offset is smaller than an age-65 offset.

Pre-Social Security Pension for Retirees Although the Pension Plan may pay benefits as early as age 50 (see page 10), the earliest you can begin your Social Security retirement benefit is age 62. The Plan provides a temporary additional benefit if you retire and start your pension benefit before becoming eligible to receive a Social Security benefit.

This additional benefit, called a pre-Social Security pension, equals the amount of the Social Security offset in your basic pension benefit calculation. The Pre-Social Security Pension starts when your pension benefit starts and continues until age 62 (or when you are first eligible for Social Security).

Example: Pat starts her benefit (which we calculated in earlier examples) at age 60. Her Social Security offset is $662. She starts payments of her basic pension benefit of $2698 each month plus a pre-Social Security pension benefit of $662 until age 62, for a total plan benefit of $3360 until she reaches age 62.

Other Offsets

Additional offsets to the basic pension benefit will likely apply if you participated in a separate pension plan, including sub-plans of this Plan or an affiliate-sponsored pension plan, and your service in that plan is also included in pension service used to calculate your ExxonMobil basic pension benefit. Other offsets may be deducted if you are eligible to receive a non-U.S. governmental pension or non-U.S. separation payment.

9

Learn more about your Social Security benefits by calling the Social Security Administration or by accessing www.ssa.gov.

About Pension


Cost


Pension Plan Basics


Benefit - Beginning Your Benefit - Adjustments for Early Commencement - Retirees - Terminees

Payment Options

Death Benefits


Information

Key Terms

Receiving Your Pension Benefit

Q. When can I begin receiving my pension?

A. After you leave the company, you can begin receiving your vested pension benefit as early as age 50.

Beginning Your Benefit

When your benefit begins depends on these circumstances:

� After your employment ends, you may choose to begin your vested pension benefit as early as age 50 and as late as age 65.

� If you retire from the company after reaching age 64, you may delay the start of your benefit up to one year, but no later than age 70.

� If you terminate employment after reaching 65 without being a retiree, or if you leave employment after attaining age 70, your benefit begins immediately.

Adjustments for Early Commencement

Your basic pension benefit calculated under the formula (shown on page 7) is reduced if you choose to receive your benefit earlier than:

� Age 60 as a retiree; or

� Age 65 as a terminee.

The reduction, if any, depends on your age when you start your benefit and whether you are a retiree or terminee.

You should access the ExxonMobil Benefits Service Center (EMBSC) Web site or call 1-800-682-2847 at least 90 days but not more than 120 days before you want benefits to begin.

For information about receiving your benefit, refer to Retirement Process Steps from the Pension Plan section on ExxonMobil Me, the Human Resources Intranet Site that can be accessed at work by employees.

Retirees

If you are a retiree and begin your benefit before age 60, both your basic pension and your pre-Social Security Pension will be adjusted according to this schedule:

*Applies to disability retirements only. Note: Special provisions apply for participants who had overseas service before 1985.

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If your benefit starts in the month you reach …

… You receive this percentage of your basic pension benefit

60 or older 100%

59 95%

58 90%

57 85%

56 80%

55 75%

54 70%*

53 65%*

52 60%*

51 55%*

50 50%*

Terminees

If you terminate employment without becoming a retiree, your basic pension benefit is actuarially adjusted if you start your pension at any time before age 65. The following table shows the percentage of the benefit received at different ages:

Example: Carlos leaves the company with 10 years of pension service, final average pensionable pay of $5,000 a month, and a Social Security offset of $260 a month.

His basic pension benefit, using the formula on page 6, is $540 a month, payable at age 65, as a Basic Annuity .

If, Carlos began receiving his benefit at age 60, he would receive $324, which is 60% of $540.

As a terminee, Carlos does not receive a pre-Social Security pension.

12

If your benefit starts in the month you reach …

… You receive this percentage of your basic pension benefit

65 or older 100%

64 90%

63 81%

62 73%

61 67%

60 60%

59 55%

58 50%

57 45%

56 41%

55 38%

54 34%

53 31%

52 29%

51 26%

50 24%

About Pension


Cost


Pension Plan Basics


Benefit

Payment Options - Basic Annuity - Qualified Joint and Survivor Annuity (QJSA) - Joint Annuity - Extended Period Certain Annuity - Lump Sum - Choosing a Payment Option - Projections - Tax Treatment of Pension

Payments

Death Benefits


Information

Key Terms

Payment Options

Q. How can I receive my benefits?

A. The Plan calculates your basic pension benefit as a Basic Annuity, but gives you choices about how your benefit is paid. The options available to you depend on your marital status and whether you are a retiree.

Retirees may choose from any of the payment options described in this section. In addition, the Pre-Social Security Pension is paid monthly until you are eligible for a Social Security benefit or as a lump sum if you elect a lump sum payment for your pension.

If you are not a retiree, but are vested in the Pension Plan when you leave the company, you may choose only a Basic Annuity, a Qualified Joint and Survivor Annuity or a Joint Annuity.

The amount of your benefit is adjusted if you elect to receive your pension benefit as any option other than a Basic Annuity.

Basic Annuity

When your basic pension benefit is calculated under the formula (see Pension Plan Basics on page 6), it is calculated as a Basic Annuity. The Basic Annuity provides the largest monthly benefit payable from the Plan. It is a monthly benefit paid to you for your lifetime with guaranteed payments for five years. If you die before the five years are completed, payments continue to your beneficiary until this five-year period is completed. The Basic Annuity is also called a "five-year certain and life" annuity. All other payment options are derived from the Basic Annuity.

If you are married at the time your benefit begins, your benefit can only be paid as a Qualified Joint and Survivor Annuity — see page 14 — unless you and your spouse agree to another payment option.

Qualified Joint and Survivor Annuity (QJSA)

A Qualified Joint and Survivor Annuity is a monthly benefit paid to you for your lifetime. After your death, 50% of the monthly amount you were receiving continues to your surviving spouse (who was your spouse when benefits began) for the rest of his or her life. If you are married at the time your benefit begins, by law you will automatically receive your pension benefit in the form of a QJSA. However you may elect a different payment option, but only if your spouse consents to your election in writing, and that consent is notarized or witnessed

Joint Annuity

This is a monthly benefit paid to you for your lifetime. You may choose an annuity that pays 1%, 25%, 50%, 75% or 100% of your monthly amount as a survivor's benefit to your designated joint annuitant after your death. Monthly payments continue to your surviving joint annuitant for the remainder of his or her life. Payments under the Joint Annuity are guaranteed at the amount you were receiving for five years (or longer if an Extended Period Certain Annuity is elected in connection with the Joint Annuity) before changing to the survivor's benefit.

Extended Period Certain Annuity

This form of payment is identical to the Basic Annuity, see page 14, except that you can choose a 10-, 15- or 20-year guarantee period. This option is available only to retirees. The Extended Period Certain Annuity may be combined with the Joint Annuity Option.

Lump Sum

This is a single payment of the actuarial value of your Basic Annuity. If you elect the lump sum payment option, you will receive your Pre-Social Security Pension as a single payment. The lump sum payment option is available only to retirees.

Calculating the Lump Sum As a retiree, you can receive the pension benefit either as an annuity consisting of monthly payments or as a lump sum.

Mortality and interest assumptions are used to convert the stream of annuity payments to a lump sum.

14

Electing a QJSA After Your Pension Benefit Has Already Commenced Ordinarily, once you have commenced your pension benefit as an annuity, you are locked in to the specific payment option you have selected, and cannot elect a new one. An exception applies, however, if you are a retiree who becomes married after commencing your pension benefit in the form of an annuity. In that case, you may elect to convert your benefit into a QJSA, with your new spouse designated to receive any survivor benefits. If you elect this conversion, the amount of your benefit will be adjusted so that your new form of benefit is the actuarial equivalent of your old annuity. You have twelve months following your marriage to elect to convert your benefit to a QJSA. This conversion option is not available to those who elected to receive their pension benefit as a lump sum.

Qualified Joint and Survivor Annuity versus 50% Joint Annuity A Qualified Joint and Survivor Annuity — while a little larger each month — does not offer the five years of guaranteed payments that the Joint Annuity does, but rather the payment immediately reduces to the 50% QJSA benefit. Additionally, the joint annuitant for the QJSA must be your spouse.

Additional information is available in the Pension/Retirement section on ExxonMobil Me, the Human Resources Intranet Site that can be accessed at work by employees.

Choosing a Payment Option

All of the monthly payment options are actuarially derived from the Basic Annuity. If you elect a monthly payment option other than the Basic Annuity, the amount of your basic pension benefit is reduced because these payments are guaranteed for two lives and/or for a longer period of time.

Example: To understand how the benefits vary according to the payment option you select, return to Pat's example (see page 7).

As explained earlier, Pat retires at age 60 with a basic pension benefit of $2698 each month payable as a Basic Annuity (5-year certain and life). The monthly amount Pat would receive if she elected one of the other annuity payment options is shown in the following table. This example assumes that Pat's husband is the joint annuitant for the QJSA or any joint annuity she selects, and that he is also age 60 when Pat's pension benefit commences.

Pat's Basic Annuity (5-year certain and life) = $2698 each month

Projections

There are several ways to obtain a pension estimate. Refer to Projections from the Pension Plan section on ExxonMobil Me, the Human Resources Intranet Site that can be accessed at work by employees; for additional information access the ExxonMobil Benefits Service Center (EMBSC) Web site or call 1-800-682-2847.

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Lump sum assumptions vary depending upon your particular circumstances. To determine what assumptions apply to you, you should access the ExxonMobil Benefits Service Center (EMBSC) Web site or call 1-800-682-2847 at least 90 days but not more than 120 days before you want benefits to begin.

For information about receiving your benefit, refer to Retirement Process Steps from the Pension Plan section on ExxonMobil Me, the Human Resources Intranet Site that can be accessed at work by employees.

If Pat elects ... Her monthly benefit would be ...

10-year certain $2,649



Qualified Joint and Survivor Annuity $2,571

Joint Annuity — 1% $2,685





Tax Treatment of Pension Payments

Pension benefits are generally taxable as ordinary income for federal income tax purposes. Many states also tax pension benefits. Before you begin your pension benefit, you should consult a personal tax advisor for more help.

If you are eligible for and elect to receive a lump sum payment, the taxable amount may be subject to special tax treatment and may be eligible to be rolled over to an Individual Retirement Account (IRA) or another tax-qualified employer plan. The taxable amount is the total lump sum value less amounts on which tax has been previously paid.

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About Pension


Cost


Pension Plan Basics


Benefit

Payment Options

Death Benefits - If You Die as an Active Employee - With Less than 15 Years of

Service — Surviving Spouse

Annuity - With 15 or More Years of

Service — Pension Death Benefit - If You Die as a Retiree - If You Die as a Terminee


Information

Key Terms

Death Benefits

Q. Are any benefits paid from the Plan when I die?

A. Under certain circumstances, benefits from the Plan may be payable or continue after your death.

Retirees may choose from any of the payment options described in this section.

If You Die as an Active Employee

Your survivors may be entitled to the following benefits from the Pension Plan if you die as an active employee with a vested benefit.

With Less than 15 Years of Service — Surviving Spouse Annuity

If you have less than 15 years of benefit service or are a non-regular or extended part-time (enhanced non-regular) employee when you die, the Pension Plan will pay a Surviving Spouse Annuity. The government requires that the Surviving Spouse Annuity provide a lifetime income to your surviving spouse if you have been married for at least one year.

A Surviving Spouse Annuity is half of your basic pension benefit earned up to the date of your death, payable under the Qualified Joint and Survivor Annuity option (see page 14).

Your surviving spouse may begin receiving the Surviving Spouse Annuity as early as the month in which you would have attained age 50, and as late as the time you would have attained age 65. The adjustments for early commencement for terminees (see page 12), apply to the Surviving Spouse Annuity.

If you have no surviving spouse eligible to receive the Surviving Spouse Annuity, there is no benefit payable from the Plan upon your death.

With 15 or More Years of Service — Pension Death Benefit

If you have 15 or more years of benefit service and you are not a non-regular employee (including an extended part-time employee) on your date of death, the Pension Plan will pay a Pension Death Benefit, which is significantly larger than the Surviving Spouse Annuity.

How It Is Calculated The Pension Death Benefit is based on your total basic pension benefit plus your Pre-Social Security Pension earned under the Plan. The Pension Death Benefit is calculated as if you had retired as of the date of your death and had elected the lump sum payment option to be paid at age 50 or actual age if older at time of death. If you die before age 50, the Pension Death Benefit is the present value of the age-50 lump sum.

When It Is Paid The Pension Death Benefit is paid as soon as practical after your death.

Who Receives It The Plan pays the Pension Death Benefit to the beneficiary designated on the special beneficiary designation form (which you can print from the HR Intranet).

To comply with the government requirement for surviving spouse benefits, your spouse must consent if you want to name someone other than your spouse as the primary beneficiary.

If you have not designated a Special Beneficiary prior to your death, the beneficiaries are determined by a standard order, explained in the Standard Beneficiary definition in the Key Terms section.

Special Note about Special Beneficiary Designation: If you are married and less than 35 years of age when you execute a Special Beneficiary Designation and you do not name your spouse as your primary beneficiary, then your special designation will become invalid when you attain age 35. Another beneficiary designation (with spousal consent) is required upon attaining age 35.

How It Is Paid Your beneficiary can elect to receive the Pension Death Benefit either as a lump sum or as monthly payments for life.

The monthly payments are the lump sum Pension Death Benefit actuarially converted to the Basic Annuity (five-year certain and life), see page 13, using the interest rate in effect at time of your death.

18

If You Die as a Retiree

If you become a retiree and:

� Elect to begin your pension payments as soon as possible but die before that payment starts — The benefit will be paid in accordance with your election, as illustrated in the following example:

Examples:

� Do not elect to begin your pension payments as soon as possible and die before your benefits begin — The death benefit payable from the Pension Plan is the Pension Death Benefit, see page 18.

� Die after pension payments begin — The payment option that you chose determines whether any future benefits are paid.

If You Die as a Terminee

If you are a terminee and you die after pension payments begin, the form of payment that you chose determines whether any further benefits are paid.

If you are a terminee with a vested pension benefit and you die before pension payments begin but after being married at least one year, then your surviving spouse may be eligible for the Surviving Spouse Annuity (see page 17 for description).

Otherwise, no benefit is payable.

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If you elected a ... Then ...

Basic Annuity or Extended Period Certain

Your beneficiary will receive the monthly benefit you would have received for 5 years or for the extended period certain.

Lump sum payment The lump sum amount you would have received (including any Pre-Social Security amount you would have received) is paid to your estate.

Qualified Joint and Survivor Annuity Your spouse will receive 50% of the monthly benefit you would have received.

50% Joint Annuity Your joint annuitant will receive the monthly benefit you would have received and, after five years the amount is reduced to 50%.

When Payments or Benefits Begin References to the date when payments or benefits begin mean the date your pension benefit is scheduled to begin under the terms of the Plan. This date may not be the same as the date you actually receive your first payment.

About Pension


Cost


Pension Plan Basics


Benefit

Payment Options

Death Benefits


Information - Basic Plan Information - Benefit Claims Procedures - No Implied Promises - Assignment of Benefits - If the Pension Plan Is Amended or Terminated - Insured Benefits - Your Rights Under ERISA

Key Terms

Administrative and ERISA Information

Q. Is there other information I need to know about the Plan?

A. This section provides information about the administration of this Plan and your rights under law.

The formal name of the Plan is the ExxonMobil Pension Plan.

Basic Plan Information

Plan Administrators Administration of the Pension Plan is handled by the Administrator-Benefits, the Administrator-Finance and the Administrator-Accounting. The Administrator-Benefits is the Manager, Global Benefits Design, Human Resources, Exxon Mobil Corporation. The Administrator-Finance is the Manager, Benefits Finance and Investment, Treasurers, Exxon Mobil Corporation. The Administrator-Accounting is the Manager, Financial Reporting, Controllers, Exxon Mobil Corporation. You may contact these plan administrators at the following address. Legal process may be served upon the Administrator-Benefits c/o Exxon Mobil Corporation by serving the Corporation's Registered Agent for Service of Process, Corporation Service Company (CSC).

Pension Plan Trustee The assets of the Pension Plan are held in a master trust. The Trustee is:

The Northern Trust Company 50 South LaSalle St Chicago, IL 60675

Administrator-Benefits � For appeals:

P.O. Box 2283 Houston, TX 77252-2283

� For service of legal process: Corporation Service Co. 211 East 7th Street, Suite 620 Austin, Texas 78701-3218

Administrator-Finance Administrator-Accounting Exxon Mobil Corporation 5959 Las Colinas Blvd Irving, TX 75039-2298

Certain accrued benefits under the Plan are secured by group annuity contracts issued by the following insurance companies:

Type of Plan The Pension Plan is a defined benefit pension plan under ERISA.

Plan Numbers The Pension Plan is identified with government agencies under two numbers: the Employer Identification Number, 13-5409005, and the Pension Plan Number (PN), 001.

Plan Year The Plan year is the calendar year.

Plan Sponsor and Participating Affiliates The Pension Plan is sponsored by:

Exxon Mobil Corporation 5959 Las Colinas Blvd. Irving, TX 75039-2298

All of Exxon Mobil Corporation's divisions and major U.S. affiliates participate in the Pension Plan. A complete list of participating affiliates is available from the Administrator-Benefits upon written request.

Benefit Claims Procedures

Filing a Claim If you believe you are being denied a benefit, in whole or in part, to which you are entitled under the Pension Plan, you may file a claim for the benefit with the ExxonMobil Benefits Service Center (EMBSC) at Xerox. All claims must be filed in writing.

The EMBSC will review your claim and respond to you within a reasonable period of time, normally within 90 days after receiving your claim. If your claim is denied completely or partially, you will receive written notice of the decision. The notice will describe:

� The specific reasons for the denial and the provisions upon which they are based.

� Any additional information or material that is needed to validate the claim and the reason that information is required.

� The process for requesting an appeal.

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Aetna Life Insurance Company 151 Farmington Avenue Hartford, CT 06156-9260

The Prudential Asset Management Company 1 Hanover Road Florham Park, NJ 07932-1597

The Equitable Life Assurance Society of the United States 200 Plaza Drive Secaucus, NJ 07094-3689

Metropolitan Life Insurance Company 200 Park Avenue New York, NY 10166

If EMBSC needs additional time to decide on your claim because of special circumstances, you will be notified within the original 90-day period. You will receive a response no later than 180 days after your claim was received initially.

Filing a Mandatory Appeal If your claim has been denied, in whole or in part, you or your designated representative may appeal the decision to the Administrator-Benefits. Such an appeal is required in order for you to preserve your right to bring a civil action in court, as described below. Your written appeal must be made within 60 days after you receive the initial notice of denial. You should include the reasons why you believe the benefit should be paid and information that supports, or is relevant to, your request. You may also request reasonable access to, and copies of, information relevant to your claim. If you do not file the appeal within 60 days, your appeal will not be considered.

Within 60 days of receiving a request for review, the Administrator-Benefits will make a decision. If additional time is needed, you will be notified in writing of the special circumstances that require an extension. In any event, you will receive a decision no later than 120 days after receipt of your request for review. The decision will be written in plain language and will refer to the pertinent plan provisions on which it is based. If your appeal is denied, you or your representative may review any plan documents, records, or information reviewed in making the determination.

Filing a Voluntary Appeal A denied appeal may be reconsidered, but only if you have other information that is relevant to your claim and was not considered in your previous appeal. If this is the case, you or your designated representative may send such information in writing to the Administrator-Benefits within 30 days of the appeal denial. Providing such information is strictly voluntary and is not necessary to preserve your right to bring a civil action in court. Please include in your voluntary appeal letter the reason(s) you believe the mandatory appeal was improperly denied and include the new information that supports and is relevant to your request. If you do not file a voluntary appeal within 30 days, your voluntary appeal will not be considered.

You will be notified within 15 days of receipt if your voluntary appeal is not accepted because no new pertinent information is included or your voluntary appeal was not timely filed.

After reviewing the additional information submitted with your voluntary appeal request, the Administrator-Benefits will make a decision within 60 days. As with the mandatory benefit appeal, if your voluntary appeal is denied, you will be informed of the pertinent plan provisions on which the denial is based, and you or your representative may review any plan documents, records, or information reviewed in making the determination.

Your decision to submit a benefit dispute to a voluntary appeal will not affect your rights to any other plan benefits.

Statute of Limitations After you have received the response of the mandatory appeal, you may bring a civil action in Federal Court under section 502(a) of ERISA. Any lawsuit must be filed no later than one year from the date your mandatory appeal was denied. This deadline is extended for any period during which a voluntary appeal is pending.

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Authority of Administrator-Benefits The Administrator-Benefits (and those to whom the Administrator-Benefits has delegated authority) has the discretionary authority to determine eligibility for benefits, to construe and interpret the terms of the Pension Plan in its application to any participant or beneficiary, and to decide any and all claim appeals.

No Implied Promises

Nothing in this booklet says or implies that participation in the Pension Plan is a guarantee of continued employment with the company.

Assignment of Benefits

You cannot use your Pension Plan benefit as collateral for a loan. In addition, it cannot be pledged to another person or organization in any way except as provided by a Qualified Domestic Relations Order.

If the Pension Plan Is Amended or Terminated

Although the Pension Plan is expected to be continued indefinitely, the company may at any time and for any reason amend or terminate the Pension Plan or any of its provisions. If any material changes are made in the future, you will be notified.

If the Pension Plan is terminated and no successor plan is established, you will be 100% vested immediately, regardless of your years of service.

Insured Benefits

Most benefits earned under the Pension Plan are insured by the Pension Benefit Guaranty Corporation (PBGC) if the Plan terminates. Benefits earned by Exxon participants before August 1986 are insured under a contract issued by Aetna Life Insurance Company. Generally, the PBGC guarantees most vested normal age retirement benefits, early retirement benefits, and certain disability and survivor's pensions. However, the PBGC does not guarantee all types of benefits under covered plans, and the amount of benefit protection is subject to certain limitations.

The PBGC guarantees vested benefits at the level in effect on the date of plan termination. However, if a plan has been in effect less than five years before it terminates, or if benefits have been increased within the five years before plan termination, the whole amount of the Plan's vested benefits or the benefit increase may not be guaranteed. In addition, there is a ceiling on the amount of monthly benefit that the PBGC guarantees, which is adjusted periodically.

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For more information on the PBGC insurance protection and its limitations, contact the office administering your benefits or the PBGC. Inquiries to the PBGC should be addressed to:

PBGC Technical Assistance Branch 1200 K Street, NW Washington, DC 20005-4026 Telephone: (202) 326-4400 Internet: www.pbgc.gov

Your Rights Under ERISA

As a participant in the ExxonMobil Pension Plan, you have certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that as a Plan participant, you shall be entitled to:

Receive Information About Your Plan and Benefits

� Examine, without charge, at the office of the Administrator-Benefits and at other specified locations, such as worksites and union halls, all documents governing the Pension Plan, including collective bargaining agreements, and a copy of the latest annual report (Form 5500 Series) filed by the Pension Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration.

� Obtain, upon written request to the Administrator-Benefits, copies of documents governing the operation of the Pension Plan, including collective bargaining agreements, and copies of the latest annual report (Form 5500 Series) and updated summary plan description. The Administrator-Benefits may require a reasonable charge for the copies.

� Receive a summary of the Pension Plan's annual financial report. The Administrator-Benefits is required by law to furnish each participant with a copy of this summary annual report.

� Obtain a statement telling you whether you have a right to receive a pension at normal retirement age (age 65) and if so, what your benefits would be at normal retirement age if you stop working under the Pension Plan now. If you do not have a right to a pension, the statement will tell you how many more years you have to work to get a right to a pension. This statement must be requested in writing and is not required to be given more than once every twelve months. The Pension Plan must provide the statement free of charge.

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Prudent Actions by Pension Plan Fiduciaries In addition to creating rights for Pension Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the employee benefit plan. The people who operate your Pension Plan, called "fiduciaries" of the Pension Plan, have a duty to do so prudently and in the interest of you and other Pension Plan participants and beneficiaries. No one, including your employer, your union, or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a plan benefit or exercising your rights under ERISA.

Enforce Your Rights

� If your claim for a pension benefit is denied or ignored, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules.

� Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of Pension Plan documents or the latest summary annual report from the Pension Plan and do not receive them within 30 days, you may file suit in a Federal court. In such a case, the court may require the Administrator-Benefits to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the administrator.

� If you have a claim and an appeal for benefits, which are denied or ignored, in whole or in part, you may file suit in a state or Federal court. In addition, if you disagree with the Pension Plan's decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in Federal court. If it should happen that Pension Plan fiduciaries misuse the Plan's money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a Federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous.

Assistance with Your Questions If you have any questions about your Pension Plan, you should contact the ExxonMobil Benefits Service Center (EMBSC) at Xerox. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Administrator-Benefits, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue N.W., Washington, D.C. 20210. You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration.

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About Pension


Cost


Pension Plan Basics


Benefit

Payment Options

Death Benefits


Information

Key Terms

Key Terms

Beneficiary The person or entity that receives benefits when you die. The Plan provides a standard list of beneficiaries but you may name another beneficiary if you wish.

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Benefit Service Generally, all the time from the first day of employment until you leave the company's employment. Excluded are: unauthorized absences; leaves of absence of over 30 days (except military leaves or leaves under the Federal Family and Medical Leave Act); certain absences from which you do not return; periods when you work as a non-regular employee, as a special agreement person, in service station, car wash, or car-care center operations, or when you are covered by a contract that requires the company to contribute to a different benefit program, unless a special authorization credits the service.

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Dependent Child An unmarried person who was born before your death, who is not employed on a regular and full-time basis, not reached the end of the month in which age 24 is attained provided the child is chiefly dependent on the covered person for support and maintenance.

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Eligible Employee Most U.S. dollar payroll employees of Exxon Mobil Corporation and participating affiliates. Regular employees are eligible their first day of employment. Non-regular employees are eligible retroactive to the first day of the first 12-month period during which they work at least 1,000 hours (for this purpose, the 12-month period begins on the person's date of employment and each anniversary thereafter).

The following are not eligible to participate in the Plan: employees who work at company operated retail stores (CORS employees), or leased employees, barred employees or special agreement persons as defined in the Plan document.

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Extended Part-Time Employee An employee who is classified as a non-regular employee, but who has been designated as an Extended Part-Time (Enhanced Non-Regular) Employee under his or her employer's employment policies relating to flexible work arrangements.

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Final Average Pensionable Pay Generally, is determined by reviewing your monthly pensionable pay for the 10 years preceding termination of employment and selecting the 36 consecutive months which produce the highest average monthly amount. For most employees, this will be the final 36 months of their career with the company. Note: the government sets a limit on the amount of pay that can be used to determine pension benefits for certain higher-paid employees.

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Leased Employee A person who provides services on a substantially full-time basis for at least a year to Exxon Mobil Corporation or a participating affiliate pursuant to a third-party services agreement, if the services are performed under the primary direction or control of ExxonMobil.

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Non-Regular Employee Temporary or part-time employee of Exxon Mobil Corporation or participating affiliates. Non-regular employees include extended part-time employees. Non-regular employees do not include employees designated by their employer as part-time regular.

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Pensionable Pay Generally, pensionable pay is the sum of:

(1) Your pay attributable to your monthly base compensation and

(2) Your supplemental compensation (for example, overtime and shift/relief pay) that you receive as part of the Company’s established wage and salary system

The total pensionable pay amount may not exceed 120% of your monthly pay associated with your regular work schedule and rate of pay. Regular work schedule and rate of pay do not include those related to temporary job assignments, regardless of how long an employee has filled a temporary job assignment. (For SeaRiver fleet employees, the rate of pay is the rate of pay in effect for pay purposes as of the end of the month.)

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Pension Formula The procedure for calculating the amount of money payable from the Pension Plan to a participant (see page 7).

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Pension Service Generally, your vesting service with ExxonMobil or any affiliate participating in the Pension Plan. Pension service may include your service while you were participating in a predecessor plan (such as the Mobil Retirement Plan) or in a pension plan whose benefit is coordinated with the ExxonMobil Pension Plan.

There are some exceptions in calculating pension service. For example, you do not receive service for any period as a leased employee or during which you chose not to participate in past annuity plans that required participant contributions. Certain periods of non-regular service are also excluded if you did not meet the requirements for crediting such service as pension service.

If you are a non-regular employee, pension service is granted only for those years in which you worked at least 1,000 hours. (For this purpose, years are measured from the date of employment and each anniversary thereafter.) If you work less than 1,800 hours in a year, you are credited with a fraction of a year of service, proportionate to 1,800 hours.

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Regular Employee An employee of a participating employer, whether or not the person is a director, who, as determined by the participating employer, regularly works a full-time schedule, and is not employed on a temporary basis. The definition includes a person who regularly works a full-time schedule but who, for a limited period of time, is approved for a part-time regular work arrangement under the participating employer's work rules relating to part-time work for regular employees.

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Retiree Generally, a person at least 55 years old who retires as a regular employee with 15 or more years of benefit service. Retiree status may also be attained by someone who is retired by the company as a regular employee and entitled to long-term disability benefits under the ExxonMobil Disability Plan after 15 or more years of service, regardless of age.

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An employee who terminates as a non-regular employee (including extended part-time employee) is not eligible for retiree status regardless of age or service.

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Social Security Offset The part of your estimated Social Security benefit that is used as an offset in the pension formula.

The offset is equal to 1.5% of your estimated Social Security retirement benefit for each year of pension service, up to 33-1/3 years. The maximum offset is 50% (1.5% x 33-1/3) of your Social Security retirement benefit.

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Standard Beneficiary The order of beneficiaries is:

� Paying all to your spouse.

� Dividing equally among your children, who are born prior to your date of death, who either survive you or who die before you leaving children of their own who survive you and, in the case of each child who dies before you leaving children who survive you, subdividing his or her share equally among those children.

� Dividing equally between your surviving parents.

� Dividing equally among your brothers and sisters who either survive you or die before you leaving children of their own who survive you and, in the case of each brother or sister who dies before you leaving children who survive you, subdividing his or her share equally among those children.

� Paying all to your executors or administrators.

The term child means one's son or daughter by legitimate blood relationship or legal adoption. Parent means one's father or mother by legitimate blood relationship or legal adoption. One's brother or sister means another child of either or both parents.

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Surviving Spouse Annuity A government-required survivor annuity provided to the surviving spouse of a deceased participant if certain conditions are met.

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Terminee A person who separates from service without becoming a retiree.

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Vested Refers to a participant's right to receive a benefit. You become vested in the Pension Plan upon the earlier of one of the following events: completion of five years of vesting service or the first day of the month in which you reach age 65.

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Vesting Service Determines when you are vested. May include service as a leased employee.

For regular employees, all service with the company, including absences without pay of up to one year are included.

Non-regular employees earn a year of vesting service for each anniversary year of employment in which they complete at least 1,000 hours of service.

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