Imperial Oil LimitedTSX: IMO

Imperial Oil announces first-quarter financial and operating results

· Issued by Imperial Oil Limited via CNW

CALGARY, April 30 /CNW/ - Imperial Oil today announced net income for the first quarter of 2009 of $289 million or $0.33 per share, compared with $681 million or $0.75 per share for the same period last year.

Earnings in the first quarter were lower than in the same quarter in 2008, as lower Upstream and Chemical earnings were partially offset by higher Downstream earnings. In the Upstream, earnings decreased primarily due to lower crude oil and natural gas prices, partially offset by the impact of lower royalty costs due to lower commodity prices and a lower Canadian dollar. Higher Downstream earnings were primarily due to stronger margins and increased refinery throughput and utilization. Chemical earnings were negatively impacted by the slow economy, with lower overall margins and sales volumes. Higher share-based compensation costs also contributed to lower earnings.

During the first quarter, operating revenues were $4,653 million, versus $7,231 million for the same period of 2008. Capital and exploration expenditures were $494 million, compared with $291 million in the first quarter of 2008, and Imperial repurchased about 10.5 million shares for $429 million. At March 31, the company's balance of cash was $755 million versus $1,974 million at the end of 2008.

"Sharply lower oil and natural gas prices as a result of the global economic downturn produced lower earnings for the quarter, compared to the same period last year. While Downstream earnings were higher, the significant decline in commodity prices reduced our earnings overall," said Bruce March, chairman, president and chief executive officer of Imperial Oil. "Imperial is well-positioned to weather this economic downturn with its strong balance sheet, minimal debt, and long-term disciplined approach. Although earnings are lower, our plans are to continue our long-term strategy of investing through the business cycle and advancing our portfolio of company growth projects."

Imperial Oil is one of Canada's largest corporations and a leading member of the country's petroleum industry. It is one of the country's largest producers of crude oil and natural gas, and is the largest petroleum refiner and marketer with a coast-to-coast supply network that includes about 1,900 retail service stations.

Highlights/Items of interest

Proved reserves increased by almost 50 percent to 2.3 billion
oil-equivalent barrels

Imperial increased its total year-end proved reserves by almost 50 percent from the previous year. This was largely due to reserves additions from Phase 1 of the Kearl oil sands project, which totaled about 800 million oil-equivalent barrels. At the end of 2008, the company's proved reserves were more than 2.3 billion oil-equivalent barrels.

Horn River update

A winter drilling program was successfully completed in the Horn River Basin, a promising shale gas play in northeast British Columbia. Evaluation of drilling results is currently underway.

Aboriginal relations strategy enhanced

Imperial enhanced its aboriginal relations strategy - a framework of guiding principles and best practices that the company will follow in the areas of consultation, workforce and business development, as well as community relations. This work builds on Imperial's long history of working effectively with Aboriginal communities and is important to the company's plans for developing its portfolio of growth projects.

Imperial's 2008 United Way-Centraide campaigns raises $3.2 million

Imperial Oil, in partnership with its employees and retirees, contributed nearly $3.2 million to the 2008 United Way-Centraide campaign across Canada. This support reinforces Imperial's longtime belief that United Way services play a crucial role in improving the lives of Canadians in communities across the country.

                        IMPERIAL OIL LIMITED

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FINANCIAL HIGHLIGHTS (unaudited)
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                                                           Three months
                                                            to March 31
                                                          2009      2008
                                                        -----------------
Net income (U.S. GAAP, millions of dollars)
  Upstream                                                 142       650
  Downstream                                               202        30
  Chemical                                                   3        24
  Corporate and other                                      (58)      (23)
                                                        -----------------
Net income (U.S. GAAP)                                     289       681
                                                        -----------------

Cash flow from operating activities                       (296)      289
Capital and exploration expenditures                       494       291

Per-share information (dollars)
  Net income - basic                                      0.34      0.76
  Net income - diluted                                    0.33      0.75
  Dividends                                               0.10      0.09

  Share prices - close at March 31
  Toronto Stock Exchange (Canadian dollars)              45.80     53.80
  NYSE Amex (U.S. dollars)                               36.05     52.26


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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
-------------------------------------------------------------------------

OPERATING RESULTS
-----------------

The company's net income for the first quarter of 2009 was $289 million or $0.33 a share on a diluted basis, compared with $681 million or $0.75 a share for the same period last year.

Earnings in the first quarter were lower than the same quarter in 2008, as lower Upstream and Chemical earnings were partially offset by higher Downstream earnings. In the Upstream, earnings decreased primarily due to lower crude oil and natural gas commodity prices of about $940 million, partially offset by lower royalty costs due to lower commodity prices of about $270 million and the impact of a lower Canadian dollar of about $250 million. Higher Downstream earnings were primarily due to stronger margins of about $90 million and increased refinery throughput and utilization of about $60 million. Chemical earnings were negatively impacted by the slow economy in the first quarter with lower overall margins and lower sales volumes. Higher share-based compensation costs also contributed to lower earnings.

Upstream

Net income in the first quarter was $142 million versus $650 million in the same period of 2008. Earnings decreased primarily due to lower crude oil and natural gas commodity prices of about $940 million. Earnings were also negatively impacted by higher production costs, Syncrude maintenance costs and exploration expenses totaling about $70 million. These factors were partially offset by lower royalty costs due to lower commodity prices of about $270 million and the impact of a lower Canadian dollar of about $250 million.

The average price of Brent crude oil, a common benchmark for world oil markets, was $44.44 a barrel, in U.S. dollars, in the first quarter, down about 54 percent from the same quarter last year. The company's realizations on sales of Canadian conventional crude oil mirrored the same trend as world prices, decreasing about 50 percent in the first quarter compared to the same period last year.

Prices for Canadian heavy oil, including the company's heavy oil from Cold Lake, moved generally in line with that of the lighter crude oil. The price of Bow River, a benchmark Canadian heavy oil, fell by about 44 percent in the first quarter compared to the same quarter last year.

Gross production of Cold Lake heavy oil averaged 148 thousand barrels a day during the first quarter, versus 154 thousand barrels in the same quarter last year. Lower production volumes in the first quarter were due to the cyclic nature of production at Cold Lake and increased maintenance activities.

The company's share of Syncrude's gross production in the first quarter was 68 thousand barrels a day compared with 67 thousand barrels during the same period a year ago. Volumes in the first quarter were slightly higher than the same period in 2008, as lower maintenance activities were largely offset by bitumen production constraints and acceleration of planned maintenance activities.

In the first quarter, gross production of conventional crude oil averaged 26 thousand barrels a day, down from 27 thousand barrels a day in the same period last year, due to natural reservoir decline.

Gross production of natural gas during the first quarter of 2009 decreased to 307 million cubic feet a day from 325 million cubic feet in the same period last year as a result of natural reservoir decline.

Downstream

Net income was $202 million in the first quarter of 2009, compared with $30 million in the same period a year ago. Earnings were higher in the quarter mainly due to stronger downstream margins of about $90 million, increased refinery throughput and utilization of about $60 million and the impact of a lower Canadian dollar of about $45 million. Partially offsetting these factors were lower industry sales volumes due to the slowdown in the economy of about $25 million.

Chemical

Net income was $3 million in the first quarter, compared with $24 million in the same quarter last year. Chemical earnings were negatively impacted by the slow economy in the first quarter with lower margins for polyethylene and aromatic products and lower sales volumes for polyethylene and intermediate products.

Corporate and other

Net income effects were negative $58 million in the first quarter, compared with negative $23 million in the same period of 2008. Unfavourable earnings effects were primarily due to higher share-based compensation charges.

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

Cash flow used in operating activities was $296 million during the first quarter of 2009, compared with cash flow generated from operating activities of $289 million in the same period last year. Lower cash flow was primarily driven by lower earnings and timing of scheduled income tax payments. These factors were partially offset by lower seasonal inventory builds. The net effects of lower commodity prices on receivable and payable balances did not have a material impact on cash flow. Funding contributions of $161 million to the company's registered pension plan in the first quarter were at a slightly higher level than the same period last year.

Investing activities used net cash of $407 million in the first quarter, an increase of $169 million from the corresponding period in 2008. Additions to property, plant and equipment were $411 million in the first quarter, compared with $251 million during the same quarter 2008. For the Upstream segment, expenditures during the quarter were primarily for advancing the Kearl oil sands project and development drilling at Cold Lake. Other investments included facilities improvements at Syncrude, exploration drilling at Horn River and development drilling at conventional fields in Western Canada. The Downstream segment's capital expenditures were focused mainly on refinery projects to increase sulphur recovery to further reduce sulphur dioxide emissions, upgrade water management systems as well as enhance feedstock flexibility and energy efficiency.

During the first quarter of 2009, the company repurchased about 10.5 million shares for $429 million. Under the current share repurchase program, which began on June 25, 2008, the company has purchased about 34 million shares, including shares purchased from ExxonMobil.

Cash dividends of $86 million were paid in the first quarter of 2009 compared with dividends of $82 million in the first quarter of 2008. Per-share dividends declared in the first quarter were $0.10, up from $0.09 in 2008.

The above factors led to a decrease in the company's balance of cash to $755 million at March 31, 2009, from $1,974 million at the end of 2008.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
-----------------------------------------------------------

Information about market risks for the three months ended March 31, 2009
does not differ materially from that discussed on page 33 in the company's
annual report to shareholders for the year ended December 31, 2008, except for
the following:

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Earnings sensitivity (a)
millions of dollars after tax
-------------------------------------------------------------------------
Eight cents decrease (increase) in the value of the Canadian
 dollar versus the U.S. dollar                                 + (-) 400
-------------------------------------------------------------------------

The sensitivity of net income to changes in the Canadian dollar versus the U.S. dollar increased from 2008 year-end by about $12 million (after tax) for each one-cent difference. This was primarily due to the impacts of increased crude oil prices and the narrowing price spread between light crude oil and Cold Lake heavy oil, partially offset by the impact of lower industry refining margins.

(a) The amount quoted to illustrate the impact of the sensitivity
    represents a change of about 10 percent in the value of the commodity
    at the end of the first quarter 2009. The sensitivity calculation
    shows the impact on annual net income that results from a change in
    one factor, after tax and royalties and holding all other factors
    constant. While the sensitivity is applicable under current
    conditions, it may not apply proportionately to larger fluctuations.

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This report may contain forward-looking information. Actual results could
differ materially due to market conditions, changes in law or government
policy, changes in operating conditions and costs, changes in project
schedules, operating performance, demand for oil and gas, commercial
negotiations or other technical and economic factors.
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                        IMPERIAL OIL LIMITED

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CONSOLIDATED STATEMENT OF INCOME
(U.S. GAAP, unaudited)                                     Three months
                                                            to March 31
millions of Canadian dollars                              2009      2008
-------------------------------------------------------------------------

REVENUES AND OTHER INCOME
  Operating revenues(a)(b)                               4,653     7,231
  Investment and other income(4)                            17        32
                                                        -----------------
TOTAL REVENUES AND OTHER INCOME                          4,670     7,263
                                                        -----------------

EXPENSES
  Exploration                                               83        40
  Purchases of crude oil and products(c)                 2,320     4,496
  Production and manufacturing (5)(d)                    1,030       977
  Selling and general(5)                                   330       295
  Federal excise tax(a)                                    306       312
  Depreciation and depletion                               197       181
  Financing costs                                            2        (3)
                                                        -----------------
TOTAL EXPENSES                                           4,268     6,298
                                                        -----------------

INCOME BEFORE INCOME TAXES                                 402       965
INCOME TAXES                                               113       284
                                                        -----------------
NET INCOME(3)                                              289       681
                                                        -----------------


NET INCOME PER COMMON SHARE - BASIC (dollars)(7)          0.34      0.76
NET INCOME PER COMMON SHARE - DILUTED (dollars)(7)        0.33      0.75
DIVIDENDS PER COMMON SHARE (dollars)                      0.10      0.09

(a) Federal excise tax included in operating revenues      306       312
(b) Amounts from related parties included in operating
    revenues                                               314       591
(c) Amounts to related parties included in purchases of
    crude oil and products                                 697     1,259
(d) Amounts to related parties included in production
    and manufacturing expenses                              74        45

The notes to the financial statements are an integral part of these
financial statements.


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CONSOLIDATED BALANCE SHEET
(U.S. GAAP, unaudited)                                   As at     As at
                                                        Mar.31    Dec.31
millions of Canadian dollars                              2009      2008
-------------------------------------------------------------------------

ASSETS
Current assets
  Cash                                                     755     1,974
  Accounts receivable,
   less estimated doubtful accounts                      1,578     1,455
  Inventories of crude oil and products                    890       673
  Materials, supplies and prepaid expenses                 260       180
  Deferred income tax assets                               367       361
                                                        -----------------
Total current assets                                     3,850     4,643

Long-term receivables, investments and other
 long-term assets                                          915       881

Property, plant and equipment,                          24,538    24,165
  less accumulated depreciation and depletion           13,075    12,917
                                                        -----------------
Property, plant and equipment, net                      11,463    11,248

Goodwill                                                   204       204
Other intangible assets, net                                58        59
                                                        -----------------
TOTAL ASSETS                                            16,490    17,035
                                                        -----------------

LIABILITIES
Current liabilities
  Notes and loans payable                                  109       109
  Accounts payable and accrued liabilities(6)(a)         2,829     2,542
  Income taxes payable                                     938     1,498
                                                        -----------------
Total current liabilities                                3,876     4,149

Capitalized lease obligations                               34        34
Other long-term obligations(6)                           2,185     2,298
Deferred income tax liabilities                          1,533     1,489
                                                        -----------------
TOTAL LIABILITIES                                        7,628     7,970

SHAREHOLDERS' EQUITY
Common shares at stated value(7)(b)                      1,509     1,528
Earnings reinvested                                      8,277     8,484
Accumulated other comprehensive income(8)                 (924)     (947)
                                                        -----------------
TOTAL SHAREHOLDERS' EQUITY                               8,862     9,065

                                                        -----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY              16,490    17,035
                                                        -----------------

(a) Accounts payable and accrued liabilities include amounts to related
    parties of $147 million (2008 - $127 million).
(b) Number of common shares outstanding was 849 million (2008 -
    859 million).

The notes to the financial statements are an integral part of these
financial statements.


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Approved by the directors April 29, 2009


Chairman, president and         Senior vice-president,
chief executive officer         finance and administration, and treasurer
-------------------------------------------------------------------------


-------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CASH FLOWS
(U.S. GAAP, unaudited)                                     Three months
inflow/(outflow)                                            to March 31
millions of Canadian dollars                              2009      2008
-------------------------------------------------------------------------

OPERATING ACTIVITIES
Net income                                                 289       681
Adjustment for non-cash items:
  Depreciation and depletion                               197       181
  (Gain)/loss on asset sales(4)                             (1)      (11)
  Deferred income taxes and other                           28       (65)
Changes in operating assets and liabilities:
  Accounts receivable                                     (125)     (398)
  Inventories and prepaids                                (297)     (572)
  Income taxes payable                                    (560)      (11)
  Accounts payable                                         288       584
  All other items - net (a)                               (115)     (100)
                                                        -----------------
CASH FROM (USED IN) OPERATING ACTIVITIES                  (296)      289
                                                        -----------------

INVESTING ACTIVITIES
Additions to property, plant and
 equipment and intangibles                                (411)     (251)
Proceeds from asset sales                                    2        13
Loans to equity company                                      2         -
                                                        -----------------
CASH FROM (USED IN) INVESTING ACTIVITIES                  (407)     (238)
                                                        -----------------

FINANCING ACTIVITIES
Reduction in capitalized lease obligations                  (1)       (1)
Issuance of common shares under stock option plan            -         4
Common shares purchased(7)                                (429)     (590)
Dividends paid                                             (86)      (82)
                                                        -----------------
CASH FROM (USED IN) FINANCING ACTIVITIES                  (516)     (669)
                                                        -----------------

INCREASE (DECREASE) IN CASH                             (1,219)     (618)
CASH AT BEGINNING OF PERIOD                              1,974     1,208
                                                        -----------------

CASH AT END OF PERIOD                                      755       590
                                                        -----------------

(a) Includes contribution to registered pension plans     (161)     (147)

The notes to the financial statements are an integral part of these
financial statements.



                            IMPERIAL OIL LIMITED

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
-------------------------------------------------------------------------

1.  Basis of financial statement presentation

These unaudited consolidated financial statements have been prepared in
accordance with generally accepted accounting principles of the United
States of America and follow the same accounting policies and methods of
computation as, and should be read in conjunction with, the most recent
annual consolidated financial statements. In the opinion of the
management, the information furnished herein reflects all known accruals
and adjustments necessary for a fair presentation of the financial
position of the company as at March 31, 2009, and December 31, 2008, and
the results of operations and changes in cash flows for the three months
ending March 31, 2009 and 2008. All such adjustments are of a normal
recurring nature. The company's exploration and production activities are
accounted for under the "successful efforts" method. Certain
reclassifications to the prior year have been made to conform to the 2009
presentation.

The results for the three months ended March 31, 2009, are not
necessarily indicative of the operations to be expected for the full
year.

All amounts are in Canadian dollars unless otherwise indicated.

2.  Accounting change for fair value measurements

Effective January 1, 2009, the company adopted the Financial Accounting
Standards Board's (FASB) Statement No. 157 (SFAS 157), "Fair Value
Measurements" for nonfinancial assets and liabilities that are measured
at fair value on a nonrecurring basis. SFAS 157 defines fair value,
establishes a framework for measuring fair value when an entity is
required to use a fair value measure for recognition or disclosure
purposes and expands the disclosures about fair value measures. The
adoption did not have a material impact on the company's financial
statements. The company previously adopted SFAS 157 for financial assets
and liabilities that are measured at fair value and for nonfinancial
assets and liabilities that are measured at fair value on a recurring
basis.

3.  Business Segments

Three months to March 31      Upstream       Downstream       Chemical
millions of dollars         2009    2008    2009    2008    2009    2008
-------------------------------------------------------------------------
REVENUES AND OTHER INCOME
  External sales(a)          760   1,449   3,685   5,429     208     353
  Intersegment sales         656   1,292     390     779      64     101
  Investment and other
   income                      4       4       8      14       -       1
                          -----------------------------------------------
                           1,420   2,745   4,083   6,222     272     455
                          -----------------------------------------------
EXPENSES
  Exploration(b)              83      40       -       -       -       -
  Purchases of crude oil
   and products              364   1,085   2,867   5,234     199     349
  Production and
   manufacturing             646     581     336     346      48      50
  Selling and general          1       2     233     233      19      18
  Federal excise tax           -       -     306     312       -       -
  Depreciation and
   depletion                 136     117      56      59       3       3
  Financing costs              -       -       1      (4)      -       -
                          -----------------------------------------------
TOTAL EXPENSES             1,230   1,825   3,799   6,180     269     420
                          -----------------------------------------------
INCOME BEFORE INCOME TAXES   190     920     284      42       3      35
INCOME TAXES                  48     270      82      12       -      11
                          -----------------------------------------------
NET INCOME                   142     650     202      30       3      24
                          -----------------------------------------------
Export sales to the
 United States               405     736     237     225     109     221
Cash flows from (used in)
 operating activities       (230)    478     (46)   (174)    (14)     (8)
CAPEX(b)                     447     255      42      32       4       2
Total assets as at
 March 31                  9,154   8,555   6,326   7,539     420     516
Capital employed as at
 March 31                  5,387   4,806   3,953   3,475     189     248


                              Corporate
Three months to March 31      and Other     Eliminations    Consolidated
millions of dollars         2009    2008    2009    2008    2009    2008
-------------------------------------------------------------------------
REVENUES AND OTHER INCOME
  External sales(a)            -       -       -       -   4,653   7,231
  Intersegment sales           -       -  (1,110) (2,172)      -       -
  Investment and other
   income                      5      13       -       -      17      32
                          -----------------------------------------------
                               5      13  (1,110) (2,172)  4,670   7,263
                          -----------------------------------------------
EXPENSES
  Exploration(b)               -       -       -       -      83      40
  Purchases of crude oil
   and products                -       -  (1,110) (2,172)  2,320   4,496
  Production and
   manufacturing               -       -       -       -   1,030     977
  Selling and general         77      42       -       -     330     295
  Federal excise tax           -       -       -       -     306     312
  Depreciation and
   depletion                   2       2       -       -     197     181
  Financing costs              1       1       -       -       2      (3)
                          -----------------------------------------------
TOTAL EXPENSES                80      45  (1,110) (2,172)  4,268   6,298
                          -----------------------------------------------
INCOME BEFORE INCOME TAXES   (75)    (32)      -       -     402     965
INCOME TAXES                 (17)     (9)      -       -     113     284
                          -----------------------------------------------
NET INCOME                   (58)    (23)      -       -     289     681
                          -----------------------------------------------
Export sales to the
 United States                 -       -       -       -     751   1,182
Cash flows from (used in)
 operating activities         (6)     (7)      -       -    (296)    289
CAPEX(b)                       1       2       -       -     494     291
Total assets as at March 31  833     629    (243)   (434) 16,490  16,805
Capital employed as at
 March 31                   (484)   (377)      -       -   9,045   8,152

(a) Includes crude oil sales made by Downstream in order to optimize
    refining operations.
(b) Capital and exploration expenditures (CAPEX) include exploration
    expenses, additions to property, plant, equipment and intangibles and
    additions to capital leases.

4.  Investment and other income

Investment and other income includes gains and losses on asset sales as
follows:
                                                           Three months
                                                            to March 31
millions of dollars                                       2009      2008
-------------------------------------------------------------------------
Proceeds from asset sales                                    2        13
Book value of assets sold                                    1         2
                                                        -----------------
Gain/(loss) on asset sales, before tax                       1        11
                                                        -----------------
Gain/(loss) on asset sales, after tax                        1         9
                                                        -----------------

5.  Employee retirement benefits

The components of net benefit cost included in production and
manufacturing and selling and general expenses in the consolidated
statement of income are as follows:

                                                           Three months
                                                            to March 31
millions of dollars                                       2009      2008
-------------------------------------------------------------------------
Pension benefits:
  Current service cost                                      26        24
  Interest cost                                             73        66
  Expected return on plan assets                           (68)      (82)
  Amortization of prior service cost                         4         5
  Recognized actuarial loss                                 28        20
                                                        -----------------
  Net benefit cost                                          63        33
                                                        -----------------

Other post-retirement benefits:
  Current service cost                                       1         1
  Interest cost                                              7         6
  Recognized actuarial loss                                  -         1
                                                        -----------------
  Net benefit cost                                           8         8
                                                        -----------------

6.  Other long-term obligations

                                                         As at     As at
                                                        Mar.31   Dec. 31
millions of dollars                                       2009      2008
-------------------------------------------------------------------------
Employee retirement benefits(a)                          1,013     1,151
Asset retirement obligations and other environmental
 liabilities(b)                                            713       728
Share-based incentive compensation liabilities             247       203
Other obligations                                          212       216
                                                        -----------------
Total other long-term obligations                        2,185     2,298
                                                        -----------------

(a) Total recorded employee retirement benefits obligations also include
    $45 million in current liabilities (December 31, 2008 - $45 million).
(b) Total asset retirement obligations and other environmental
    liabilities also include $84 million in current liabilities
    (December 31, 2008 - $83 million).

7.  Common shares
                                                         As at     As at
                                                        Mar.31   Dec. 31
thousands of shares                                       2009      2008
-------------------------------------------------------------------------
Authorized                                           1,100,000 1,100,000
Common shares outstanding                              848,882   859,402

From 1995 through 2007, the company purchased shares under thirteen
12-month normal course issuer bid share repurchase programs, as well as
an auction tender. On June 25, 2008, another 12-month normal course
issuer bid program was implemented with an allowable purchase of
44.2 million shares (five percent of the total on June 16, 2008), less
shares purchased from Exxon Mobil Corporation and shares purchased by the
employee savings plan and company pension fund. The results of these
activities are as shown below:

                                                           millions of
      Year                                              Shares   Dollars
-------------------------------------------------------------------------
      1995 - 2007                                        846.1    12,811

      2008 - First quarter                                11.0       590
           - Full year                                    44.3     2,210

      2009 - First quarter                                10.5       429

Cumulative purchases to date                             900.9    15,450


Exxon Mobil Corporation's participation in the above share repurchase
maintained its ownership interest in Imperial at 69.6 percent.

The excess of the purchase cost over the stated value of shares purchased
has been recorded as a distribution of earnings reinvested.

The following table provides the calculation of net income per common
share:

                                                           Three months
                                                            to March 31
                                                          2009      2008
-------------------------------------------------------------------------
Net income per common share - basic
Net income (millions of dollars)                           289       681

Weighted average number of common
 shares outstanding (millions of shares)                 856.0     899.7

Net income per common share (dollars)                     0.34      0.76

Net income per common share - diluted
Net income (millions of dollars)                           289       681

Weighted average number of common shares
 outstanding (millions of shares)                        856.0     899.7
Effect of employee share-based awards (millions of
 shares)                                                   6.7       6.3
                                                        -----------------
Weighted average number of common shares
 outstanding, assuming dilution (millions of
 shares)                                                 862.7     906.0

Net income per common share (dollars)                     0.33      0.75

8.  Comprehensive income

                                                           Three months
                                                            to March 31
millions of dollars                                       2009      2008
-------------------------------------------------------------------------
Net income                                                 289       681

  Amortization of post retirement benefit liability
   adjustment included in net periodic benefit costs        23        19
                                                        -----------------
Other comprehensive income (net of income taxes)            23        19

                                                        -----------------
Total comprehensive income                                 312       700
                                                        -----------------


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OPERATING STATISTICS
(unaudited)                                                Three months
                                                            to March 31
                                                          2009      2008
-------------------------------------------------------------------------

GROSS CRUDE OIL AND NGL PRODUCTION
(thousands of barrels a day)
  Cold Lake                                                148       154
  Syncrude                                                  68        67
  Conventional                                              26        27
                                                        -----------------
  Total crude oil production                               242       248
  Natural gas liquids (NGLs) available for sale              9        12
                                                        -----------------
  Total crude oil and NGL production                       251       260
                                                        -----------------

NET CRUDE OIL AND NGL PRODUCTION
(thousands of barrels a day)
  Cold Lake                                                141       131
  Syncrude                                                  70        57
  Conventional                                              23        20
                                                        -----------------
  Total crude oil production                               234       208
  Natural gas liquids (NGLs) available for sale              6         8
                                                        -----------------
  Total crude oil and NGL production                       240       216
                                                        -----------------

COLD LAKE BLEND SALES (thousands of barrels a day)         198       204
NGL SALES (thousands of barrels a day)                      12        17

NATURAL GAS (millions of cubic feet a day)
  Production (gross)                                       307       325
  Production (net)                                         262       259
  Sales                                                    277       294

AVERAGE REALIZATIONS AND PRICES (Canadian dollars)
  Conventional crude oil realizations (a barrel)         46.61     93.27
  NGL realizations (a barrel)                            41.20     58.67
  Natural gas realizations (a thousand cubic feet)        5.82      8.00
  Par crude oil price at Edmonton (a barrel)             51.23     98.58
  Heavy crude oil at Hardisty (Bow River, a barrel)      43.81     77.64

TOTAL REFINERY THROUGHPUT (thousands of barrels a day)     460       425
REFINERY CAPACITY UTILIZATION (percent)                     92        85

PETROLEUM PRODUCTS SALES (thousands of barrels a day)
  Gasolines                                                190       195
  Heating, diesel and jet fuels                            158       166
  Heavy fuel oils                                           31        29
  Lube oils and other products                              36        38
                                                        -----------------
  Net petroleum products sales                             415       428
                                                        -----------------

PETROCHEMICAL SALES (thousands of tonnes a day)            2.7       3.1

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SHARE OWNERSHIP, TRADING AND PERFORMANCE
(unaudited)                                                Three months
                                                            to March 31
                                                          2009      2008
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RETURN ON AVERAGE CAPITAL EMPLOYED(a)
  (rolling 4 quarters, percent)                           38.7      36.0

RETURN ON AVERAGE SHAREHOLDERS' EQUITY
  (rolling 4 quarters, percent)                           39.5      39.7

INTEREST COVERAGE RATIO - EARNINGS BASIS
  (rolling 4 quarters, times covered)                    674.3      89.1

SHARE OWNERSHIP
  Outstanding shares (thousands)
    Monthly weighted average                           856,025   899,736
    At March 31                                        848,882   859,402
  Number of shareholders
    At March 31                                         13,266    13,172

SHARE PRICES
  Toronto Stock Exchange (Canadian dollars)
  High                                                   46.48     58.09
  Low                                                    35.95     45.80
  Close at March 31                                      45.80     53.80

  NYSE Amex (U.S. dollars)(b)
  High                                                   38.00     58.91
  Low                                                    28.44     44.30
  Close at March 31                                      36.05     52.26

(a) Return on capital employed is net income excluding after-tax cost of
    financing divided by the average rolling four quarters' capital
    employed.
(b) Share price presented is based on consolidated U.S. market data.

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