Imperial Oil LimitedTSX: IMO

Imperial Oil announces second quarter financial and operating results

· Issued by Imperial Oil Limited via CNW

CALGARY, July 30 /CNW/ - Imperial Oil today announced that net income for the second quarter of 2009 was $209 million or $0.25 a share, compared with $1,148 million or $1.28 a share for the same period last year. Net income for the first six months of 2009 was $498 million or $0.58 a share, versus $1,829 million or $2.03 a share for the first half of 2008.

Earnings in the second quarter were down from the same quarter in 2008 primarily due to lower Upstream crude oil and natural gas commodity prices as a result of the global economic downturn and from decreased gains from asset sales in the Downstream. In the Upstream, lower crude oil and natural gas commodity prices were partially offset by lower royalty costs due to falling commodity prices and the impact of a weaker Canadian dollar. Earnings were also lower in the quarter due to scheduled maintenance activities at Syncrude and Cold Lake. Downstream earnings in the second quarter of 2008 included a gain of $187 million from the sale of Rainbow pipeline. Downstream earnings in the second quarter of 2009 were also lower due to higher planned refinery maintenance activities.

Operating revenues were $5,261 million in the second quarter, compared with $8,618 million in the corresponding period last year. Capital and exploration expenditures were $535 million in the second quarter, compared with $279 million during the same quarter of 2008. For the first six months of 2009, the amount was $1,029 million, versus $570 million in the same period a year ago. During the first half of 2009, the company repurchased about 12 million shares for $490 million, including shares purchased from ExxonMobil. In the second quarter of 2009, share repurchases were reduced to $61 million as cash flow from operations was used to fund growth projects such as Kearl. The company will continue to evaluate its share-purchase program in the context of its overall capital activities. On June 30, 2009, the company's balance of cash and marketable securities was $390 million, compared to $1,974 million at the end of 2008.

"Sharply lower oil and natural gas prices continued to create challenging business conditions. Through this global economic downturn, we continue to focus on the business performance elements we can control - our safety, reliability, cost discipline, and growing our resource base," said Bruce March, Imperial's chairman, president and chief executive officer. "Imperial has moved ahead on its Kearl oil sands company growth project, consistent with our long-term approach that will serve our shareholders well," added March.

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

Imperial Oil Resources receives award for health and safety performance

Imperial was awarded the Canadian Association of Petroleum Producers' 2009 Steward of Excellence award for significantly improving the safety performance of its well servicing operations. The company's safety strategy was effective in improving performance at a time when the well servicing contractor workforce essentially doubled in size.

Kearl oil sands project to proceed

On May 25th, Imperial Oil's board of directors approved the first phase of the Kearl oil sands project, a surface mining operation located northeast of Fort McMurray, Alberta. The Kearl project is envisioned to be developed in three phases and could ultimately produce more than 300,000 barrels of bitumen a day before royalties. The first phase of the project is expected to start up in late 2012 with total production to average approximately 110,000 barrels a day.

Horn River update

Imperial Oil Resources and ExxonMobil Canada Ltd. acquired (on a 50-50 basis) additional exploration acreage in the Horn River basin, located about 70 kilometres north of Fort Nelson, B.C. This brings the net acreage acquired by the companies since 2007 in the Horn River area to 305,000 acres.

Also, as part of a recently completed winter exploration program, Imperial drilled four single-perforation vertical test wells. The company's evaluation program of the Horn River basin is in the early stages. No conclusion on potential rates from future horizontal production wells has been made.

                         IMPERIAL OIL LIMITED

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FINANCIAL HIGHLIGHTS (unaudited)
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                                                           Six months
                                      Second quarter       to June 30
                                      2009      2008      2009      2008
                                   ------------------  ------------------
Net income (U.S. GAAP, millions
 of dollars)
  Upstream                             252       938       394     1,588
  Downstream                           (38)      239       164       269
  Chemical                               8        10        11        34
  Corporate and other                  (13)      (39)      (71)      (62)
                                   ------------------  ------------------
Net income (U.S. GAAP)                 209     1,148       498     1,829
                                   ------------------  ------------------

Cash flow from operating activities    262     1,427       (34)    1,716
Capital and exploration expenditures   535       279     1,029       570

Per-share information (dollars)
  Net income - basic                  0.25      1.29      0.59      2.05
  Net income - diluted                0.25      1.28      0.58      2.03
  Dividends                           0.10      0.09      0.20      0.18

  Share prices - close at June 30
  Toronto Stock Exchange (Canadian
   dollars)                                              45.12     56.16
  NYSE Amex (U.S. dollars)                               38.46     55.07


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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 second quarter of 2009 was $209 million or $0.25 a share on a diluted basis, compared with $1,148 million or $1.28 a share for the same period last year. Net income for the first six months of 2009 was $498 million or $0.58 a share on a diluted basis, versus $1,829 million or $2.03 a share for the first half of 2008.

Earnings in the second quarter were down from the same quarter in 2008 primarily due to lower Upstream crude oil and natural gas commodity prices as a result of the global economic downturn and from decreased gains from asset sales in the Downstream. In the Upstream, lower crude oil and natural gas commodity prices of about $1,110 million were partially offset by lower royalty costs due to falling commodity prices of about $275 million and the impact of a weaker Canadian dollar of about $220 million. Earnings were also lower in the quarter due to scheduled maintenance activities at Syncrude and Cold Lake. Downstream earnings in the second quarter of 2008 included a gain of $187 million from the sale of Rainbow pipeline. Downstream earnings in the second quarter of 2009 were also lower due to higher planned refinery maintenance activities of about $95 million.

For the first six months, earnings decreased primarily due to lower crude oil and natural gas commodity prices as a result of the global economic downturn. Lower upstream realizations were partially offset by lower royalty costs due to lower commodity prices and the impact of a lower Canadian dollar. Earnings in the first half of 2008 included a gain of $187 million from the sale of Rainbow pipeline.

Upstream

Net income in the second quarter was $252 million versus $938 million in the same period of 2008. Earnings decreased primarily due to lower crude oil and natural gas commodity prices of about $1,110 million. Earnings were also negatively impacted by lower Syncrude volumes of about $55 million. These factors were partially offset by lower royalty costs due to lower commodity prices of about $275 million and the impact of a lower Canadian dollar of about $220 million.

Net income for the first six months was $394 million versus $1,588 million during the same period last year. Crude oil and natural gas commodity prices were lower by about $2,050 million compared to the first six months of 2008. Earnings were also negatively impacted by lower cyclical Cold Lake heavy oil production of about $55 million, lower Syncrude volumes of about $35 million and lower conventional volumes from expected reservoir decline of about $30 million. These factors were partially offset by lower royalty costs due to lower commodity prices of about $545 million and the impact of a lower Canadian dollar of about $475 million.

The average price of Brent crude oil in U.S. dollars, a common benchmark for world oil markets, was $58.78 a barrel in the second quarter and $51.65 a barrel in the first half of 2009, down about 52 percent and 53 percent from the corresponding periods 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 second quarter and the first half of the year, compared to the same periods last year.

The company's average realizations for Cold Lake heavy oil also declined about 40 percent in the second quarter and first half of 2009 when compared to corresponding periods last year. The decline was less than that of lighter crude oil, due to the narrowing price spread between light crude oil and Cold Lake heavy oil.

The company's average realizations for natural gas averaged $3.48 a thousand cubic feet in the second quarter, down from $10.35 in the same quarter last year. For the six months of 2009, realizations for natural gas averaged $4.67 a thousand cubic feet, down from $9.15 in 2008.

Gross production of Cold Lake heavy oil averaged 139 thousand barrels a day during the second quarter, versus 144 thousand barrels in the same quarter last year. For the first six months, gross production was 143 thousand barrels a day this year, compared with 149 thousand barrels in the same period of 2008. Lower production in the second quarter was primarily due to scheduled maintenance at the Mahihkan plant and the cyclic nature of production at Cold Lake.

The company's share of Syncrude's gross production in the second quarter was 51 thousand barrels a day, versus 66 thousand barrels in the second quarter of 2008. During the first six months of 2009, the company's share of gross production from Syncrude averaged 60 thousand barrels a day, down from 66 thousand barrels in 2008. Planned maintenance activities were extended on one of the cokers and included design modifications to improve long-term operational performance. This was the main reason for the reduced production in the second quarter and first half of 2009. These maintenance activities were successfully completed, and the units have returned to normal operations.

Gross production of conventional crude oil averaged 25 thousand barrels and 26 thousand barrels a day in the second quarter and six months of 2009, respectively and were essentially the same when compared to corresponding periods in 2008.

Gross production of natural gas during the second quarter of 2009 decreased to 286 million cubic feet a day from 310 million cubic feet in the same period last year. In the first half of the year, gross production was 296 million cubic feet a day, down from 318 million cubic feet in the first six months of 2008. The lower production volume was primarily a result of natural reservoir decline.

In May, the company announced its board of directors approved the first phase of the Kearl oil sands project, a surface mining project located northeast of Fort McMurray, Alberta. The first phase of Kearl, expected to start up in late 2012 with total production to average approximately 110,000 barrels of bitumen a day before royalties, is anticipated to cost about $8 billion. Imperial's share of production from the first phase would be about 78,000 barrels a day.

In June, Imperial and ExxonMobil Canada, each on a 50-percent interest basis, acquired additional exploration acreage in the natural gas prone Horn River area of northeastern British Columbia. This brings the net acreage acquired by the companies since 2007 in the Horn River area to 305,000 acres. A winter drilling program was successfully completed in early 2009. Evaluation of drilling results is currently underway.

Downstream

Net income from Downstream was negative $38 million in the second quarter of 2009, compared with $239 million in the same period a year ago. Second quarter 2008 earnings included a gain of $187 million from the sale of the company's equity investment in Rainbow Pipe Line Co. Ltd. When compared to the same period in 2008, earnings in the second quarter of 2009 were negatively impacted by higher planned maintenance activities of about $95 million at the Strathcona and Nanticoke refineries. Also impacting second quarter 2009 earnings were lower industry refining margins and lower sales volumes due to the slowdown in the economy.

Six-month net income was $164 million, compared with $269 million in 2008. Earnings in the first half of 2008 included a gain of $187 million from the sale of Rainbow pipeline. Also impacting earnings in 2009 were lower sales volumes of about $45 million due to the slowdown in the economy. These factors were partially offset by higher overall downstream margins of about $65 million and the favourable impact of a weaker Canadian dollar of about $60 million.

Chemical

Net income was $8 million in the second quarter, compared with $10 million in the same quarter last year. Earnings were lower in the quarter primarily due to lower margins for polyethylene products and lower sales volumes for polyethylene and intermediate products, partially offset by higher margins for intermediate products. Six-month net income was $11 million, compared with $34 million in 2008. Earnings were negatively impacted by the slow economy in 2009, with lower margins for polyethylene and aromatic products and lower sales volumes for both polyethylene and intermediate products, partially offset by higher margins for intermediate products.

Corporate and other

Net income from Corporate and other was negative $13 million in the second quarter, compared with negative $39 million in the same period of 2008. Favourable earnings effects in the second quarter were primarily due to lower share-based compensation charges, partially offset by lower interest income from lower yields on cash balances. For the six months of 2009, net income was negative $71 million, versus negative $62 million last year. Unfavourable earnings effects in the first six months of 2009 were primarily due to lower interest income from lower yields on cash balances.

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

Cash flow from operating activities was $262 million during the second quarter of 2009, compared with $1,427 million in the same period last year. Lower cash flow was primarily due to lower net income. The timing of scheduled income tax payments and the net effects of lower commodity prices on receivable and payable balances also contributed to lower cash flow. Year-to-date cash flow used in operating activities was $34 million, compared with cash flow generated from operating activities of $1,716 million in the same period last year. Lower cash flow was primarily due to lower net income and the timing of scheduled income tax payments. The impact of lower seasonal inventory builds was essentially offset by the net effects of lower commodity prices on receivable and payable balances.

Investing activities used net cash of $479 million in the second quarter and $886 million in the first half of 2009, an increase of $443 million and $612 million from the corresponding periods in 2008. Additions to property, plant and equipment were $513 million in the second quarter, compared with $262 million during the same quarter of 2008, and $924 million in the first half of 2009, compared with $513 million in the same period last year. Expenditures were primarily for advancing the Kearl oil sands project. Other investments included development drilling at Cold Lake, facilities improvements at Syncrude, exploration drilling at Horn River and development drilling at conventional fields in Western Canada. Proceeds from asset sales were $35 million in the second quarter and $37 million in the first half of 2009, compared with $228 million and $241 million in the corresponding periods of 2008. The 2008 results included proceeds from the sale of Rainbow pipeline.

In June, the company received approval from the Toronto Stock Exchange for a new normal course issuer bid to replace its existing share-purchase program that expired on June 24, 2009. The new share-purchase program enables the company to repurchase up to about 42 million shares during the period from June 25, 2009, to June 24, 2010. During the first half of 2009, the company repurchased about 12 million shares for $490 million, including shares purchased from ExxonMobil. In the second quarter of 2009, share repurchases were reduced to $61 million, as cash flow from operations was used to fund growth projects such as Kearl. The company will continue to evaluate its share-purchase program in the context of its overall capital activities.

Cash dividends of $172 million were paid in the first six months of 2009, compared with dividends of $163 million in the same period of 2008. Per-share dividends declared in the first two quarters of 2009 totaled $0.20, up from $0.18 in the same period of 2008.

The above factors led to a decrease in the company's balance of cash and marketable securities to $390 million at June 30, 2009, from $1,974 million at the end of 2008.

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

Information about market risks for the six months ended June 30, 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 and interim report
to shareholders for the quarter ended March 31, 2009 except for the following:

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Earnings sensitivity (a)
 millions of dollars after tax
-------------------------------------------------------------------------
Nine cents decrease (increase) in the value of the
 Canadian dollar versus the U.S. dollar                        + (-) 495
-------------------------------------------------------------------------

The sensitivity of net income to changes in the Canadian dollar versus the
U.S. dollar increased from the first quarter 2009 by about $5 million (after
tax) for each one-cent difference. This was primarily due to the narrowing
price spread between light crude oil and Cold Lake heavy oil partially offset
by a decrease in 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 second 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)
                                                           Six Months
                                      Second Quarter       to June 30
millions of Canadian dollars          2009      2008      2009      2008
-------------------------------------------------------------------------

REVENUES AND OTHER INCOME
  Operating revenues (a)(b)          5,261     8,618     9,914    15,849
  Investment and other income (4)       42       241        59       273
                                   ------------------  ------------------
TOTAL REVENUES AND OTHER INCOME      5,303     8,859     9,973    16,122
                                   ------------------  ------------------

EXPENSES
  Exploration                           22        17      105         57
  Purchases of crude oil and
   products (c)                      3,131     5,312     5,451     9,808
  Production and manufacturing
   (d)(5)                            1,077     1,114     2,107     2,091
  Selling and general (5)              271       324       601       619
  Federal excise tax (a)               314       328       620       640
  Depreciation and depletion           193       181       390       362
  Financing costs                        1         -         3        (3)
                                   ------------------  ------------------
TOTAL EXPENSES                       5,009     7,276     9,277    13,574
                                   ------------------  ------------------

INCOME BEFORE INCOME TAXES             294     1,583       696     2,548
INCOME TAXES                            85       435       198       719
                                   ------------------  ------------------
NET INCOME (3)                         209     1,148       498     1,829
                                   ------------------  ------------------

NET INCOME PER COMMON SHARE
 - BASIC (dollars) (7)                0.25      1.29      0.59      2.05
NET INCOME PER COMMON SHARE
 - DILUTED (dollars) (7)              0.25      1.28      0.58      2.03
DIVIDENDS PER COMMON SHARE (dollars)  0.10      0.09      0.20      0.18

(a) Federal excise tax included in
    operating revenues                 314       328       620       640
(b) Amounts from related parties
    included in operating revenues     452       628       766     1,219
(c) Amounts to related parties
    included in purchases of crude
    oil and products                   651     1,250     1,348     2,509
(d) Amounts to related parties
    included in production and
    manufacturing expenses              52        40       111        81

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



                        IMPERIAL OIL LIMITED

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CONSOLIDATED BALANCE SHEET
(U.S. GAAP, unaudited)                                   As at     As at
                                                       June 30    Dec.31
millions of Canadian dollars                              2009      2008
-------------------------------------------------------------------------

ASSETS

Current assets
  Cash                                                     390     1,974
  Accounts receivable, less estimated doubtful
   accounts                                              1,823     1,455
  Inventories of crude oil and products                    725       673
  Materials, supplies and prepaid expenses                 317       180
  Deferred income tax assets                               450       361
                                                       ------------------
Total current assets                                     3,705     4,643

Long-term receivables, investments and other long-term
 assets                                                    917       881

Property, plant and equipment,                          25,020    24,165
  less accumulated depreciation and depletion           13,241    12,917
                                                       ------------------
Property, plant and equipment, net                      11,779    11,248

Goodwill                                                   204       204
Other intangible assets, net                                58        59
                                                       ------------------
TOTAL ASSETS                                            16,663    17,035
                                                       ------------------

LIABILITIES

Current liabilities
  Notes and loans payable                                  109       109
  Accounts payable and accrued liabilities (a)(6)        2,909     2,542
  Income taxes payable                                     913     1,498
                                                       ------------------
Total current liabilities                                3,931     4,149

Capitalized lease obligations                               32        34
Other long-term obligations (6)                          2,232     2,298
Deferred income tax liabilities                          1,544     1,489
                                                       ------------------
TOTAL LIABILITIES                                        7,739     7,970

SHAREHOLDERS' EQUITY
Common shares at stated value (b)(7)                     1,507     1,528
Earnings reinvested                                      8,343     8,484
Accumulated other comprehensive income (8)                (926)     (947)
                                                       ------------------
TOTAL SHAREHOLDERS' EQUITY                               8,924     9,065
                                                       ------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY              16,663    17,035
                                                       ------------------
(a) Accounts payable and accrued liabilities include
    amounts to related parties of $179 million
    (2008 - $127 million).
(b) Number of common shares outstanding was 848
    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 July 30, 2009




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

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                        IMPERIAL OIL LIMITED

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CONSOLIDATED STATEMENT OF CASH FLOWS
(U.S. GAAP, unaudited)                                     Six Months
inflow/(outflow)                      Second Quarter       to June 30
millions of Canadian dollars          2009      2008      2009      2008
-------------------------------------------------------------------------

OPERATING ACTIVITIES
Net income                             209     1,148       498     1,829
Adjustment for non-cash items:
  Depreciation and depletion           193       181       390       362
  (Gain)/loss on asset sales (4)       (31)     (221)      (32)     (232)
  Deferred income taxes and other      (71)     (177)      (43)     (242)
Changes in operating assets and
 liabilities:
  Accounts receivable                 (244)     (366)     (369)     (764)
  Inventories and prepaids             107       103      (190)     (469)
  Income taxes payable                 (25)      370      (585)      359
  Accounts payable                      81       479       369     1,063
  All other items - net (a)             43       (90)      (72)     (190)
                                   ------------------  ------------------
CASH FROM (USED IN) OPERATING
 ACTIVITIES                            262     1,427       (34)    1,716
                                   ------------------  ------------------

INVESTING ACTIVITIES
Additions to property, plant and
 equipment and intangibles            (513)     (262)     (924)     (513)
Proceeds from asset sales               35       228        37       241
Loans to equity company                 (1)       (2)        1        (2)
                                   ------------------  ------------------
CASH FROM (USED IN) INVESTING
 ACTIVITIES                           (479)      (36)     (886)     (274)
                                   ------------------  ------------------

FINANCING ACTIVITIES
Reduction in capitalized lease
 obligations                            (1)       (1)       (2)       (2)
Issuance of common shares under
 stock option plan                       -         2         -         6
Common shares purchased (7)            (61)     (606)     (490)   (1,196)
Dividends paid                         (86)      (81)     (172)     (163)
                                   ------------------  ------------------
CASH FROM (USED IN) FINANCING
 ACTIVITIES                           (148)     (686)     (664)   (1,355)
                                   ------------------  ------------------

INCREASE (DECREASE) IN CASH           (365)      705    (1,584)       87
CASH AT BEGINNING OF PERIOD            755       590     1,974     1,208
                                   ------------------  ------------------

CASH AT END OF PERIOD                  390     1,295       390     1,295
                                   ------------------  ------------------

(a) Includes contribution to
    registered pension plans            (6)       (6)     (167)     (153)

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)
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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 June 30, 2009, and December 31, 2008, and
the results of operations and changes in cash flows for the six months
ended June 30, 2009 and 2008. All such adjustments are of a normal
recurring nature. Subsequent events have been evaluated through the date
the financial statements were issued. 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 six months ended June 30, 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

Second Quarter                Upstream      Downstream       Chemical
millions of dollars         2009    2008    2009    2008    2009    2008
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REVENUES AND OTHER INCOME
  External sales (a)         879   1,836   4,152   6,401     230     381
  Intersegment sales         698   1,554     355     892      83     141
  Investment and other
   income                     19       5      23     228       -       -
                          -----------------------------------------------
                           1,596   3,395   4,530   7,521     313     522
                          -----------------------------------------------
EXPENSES
  Exploration (b)             22      17       -       -       -       -
  Purchases of crude oil
   and products              468   1,261   3,566   6,209     233     429
  Production and
   manufacturing             630     675     400     382      47      57
  Selling and genera           l       1     234     243      19      19
  Federal excise tax           -       -     314     328       -       -
  Depreciation and
   depletion                 129     118      59      59       3       3
  Financing costs              1       -       -      (1)      -       -
                          -----------------------------------------------
TOTAL EXPENSES             1,251   2,072   4,573   7,220     302     508
                          -----------------------------------------------
INCOME BEFORE INCOME TAXES   345   1,323     (43)    301      11      14
INCOME TAXES                  93     385      (5)     62       3       4
                          -----------------------------------------------
NET INCOME                   252     938     (38)    239       8      10
                          -----------------------------------------------
Export sales to the United
 States                      422     915     322     368     111     230
Cash flows from (used in)
 operating activities         38   1,025     240     417      11      18
CAPEX (b)                    471     212      61      63       2       2



                             Corporate
Second Quarter               and Other      Eliminations    Consolidated
millions of dollars         2009    2008    2009    2008    2009    2008
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REVENUES AND OTHER INCOME
  External sales (a)           -       -       -       -   5,261   8,618
  Intersegment sales           -       -  (1,136) (2,587)      -       -
  Investment and other
   income                      -       8       -       -      42     241
                          -----------------------------------------------
                               -       8  (1,136) (2,587)  5,303   8,859
                          -----------------------------------------------
EXPENSES
  Exploration (b)              -       -       -       -      22      17
  Purchases of crude oil
   and products                -       -  (1,136) (2,587)  3,131   5,312
  Production and
   manufacturing               -       -       -       -   1,077   1,114
  Selling and general         17      61       -       -     271     324
  Federal excise tax           -       -       -       -     314     328
  Depreciation and
   depletion                   2       1       -       -     193     181
  Financing costs              -       1       -       -       1       -
                          -----------------------------------------------
TOTAL EXPENSES                19      63  (1,136) (2,587)  5,009   7,276
                          -----------------------------------------------

INCOME BEFORE INCOME TAXES   (19)    (55)      -       -     294   1,583
INCOME TAXES                  (6)    (16)      -       -      85     435
                          -----------------------------------------------
NET INCOME                   (13)    (39)      -       -     209   1,148
                          -----------------------------------------------
Export sales to the
 United States                 -       -       -       -     855   1,513
Cash flows from (used in)
 operating activities        (27)    (33)      -       -     262   1,427
CAPEX (b)                      1       2       -       -     535     279

(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.



Six Months to June 30         Upstream      Downstream       Chemical
millions of dollars         2009    2008    2009    2008    2009    2008
-------------------------------------------------------------------------
REVENUES AND OTHER INCOME
  External sales (a)       1,639   3,285   7,837  11,830     438     734
  Intersegment sales       1,354   2,846     745   1,671     147     242
  Investment and other
   income                     23       9      31     242       -       1
                          -----------------------------------------------
                           3,016   6,140   8,613  13,743     585     977
                          -----------------------------------------------
EXPENSES
  Exploration (b)            105      57       -       -       -       -
  Purchases of crude oil
   and products              832   2,346   6,433  11,443     432     778
  Production and
   manufacturing           1,276   1,256     736     728      95     107
  Selling and general          2       3     467     476      38      37
  Federal excise tax           -       -     620     640       -       -
  Depreciation and
   depletion                 265     235     115     118       6       6
  Financing costs              1       -       1      (5)      -       -
                          -----------------------------------------------
TOTAL EXPENSES             2,481   3,897   8,372  13,400     571     928
                          -----------------------------------------------
INCOME BEFORE INCOME TAXES   535   2,243     241     343      14      49
INCOME TAXES                 141     655      77      74       3      15
                          -----------------------------------------------
NET INCOME                   394   1,588     164     269      11      34
                          -----------------------------------------------
Export sales to the
 United States               827   1,651     559     593     220     451
Cash flows from (used in)
 operating activities       (192)  1,503     194     243      (3)     10
CAPEX (b)                    918     467     103      95       6       4
Total assets as at
 June 30                   9,583   9,018   6,524   7,909     433     535
Capital employed as at
 June 30                   5,972   4,924   3,771   3,121     196     236



                             Corporate
Six Months to June 30        and Other      Eliminations    Consolidated
millions of dollars         2009    2008    2009    2008    2009    2008
-------------------------------------------------------------------------
REVENUES AND OTHER INCOME
  External sales (a)           -       -       -       -   9,914  15,849
  Intersegment sales           -       -  (2,246) (4,759)      -       -
  Investment and other
   income                      5      21       -       -      59     273
                          -----------------------------------------------
                               5      21  (2,246) (4,759)  9,973  16,122
                          -----------------------------------------------
EXPENSES
  Exploration (b)              -       -       -       -     105      57
  Purchases of crude oil
   and products                -       -  (2,246) (4,759)  5,451   9,808
  Production and
   manufacturing               -       -       -       -   2,107   2,091
  Selling and general         94     103       -       -     601     619
  Federal excise tax           -       -       -       -     620     640
  Depreciation and
   depletion                   4       3       -       -     390     362
  Financing costs              1       2       -       -       3      (3)
                          -----------------------------------------------
TOTAL EXPENSES                99     108  (2,246) (4,759)  9,277  13,574
                          -----------------------------------------------
INCOME BEFORE INCOME TAXES   (94)    (87)      -       -     696   2,548
INCOME TAXES                 (23)    (25)      -       -     198     719
                          -----------------------------------------------
NET INCOME                   (71)    (62)      -       -     498   1,829
                          -----------------------------------------------
Export sales to the
 United States                 -       -       -       -   1,606   2,695
Cash flows from (used in)
 operating activities        (33)    (40)      -       -     (34)  1,716
CAPEX (b)                      2       4       -       -   1,029     570
Total assets as at June 30   412   1,335    (289)   (626) 16,663  18,171
Capital employed as at
 June 30                    (835)    243       -       -   9,104   8,524

(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:
                                                            Six Months
                                      Second Quarter        to June 30
millions of dollars                   2009      2008      2009      2008
-------------------------------------------------------------------------
Proceeds from asset sales               35       228        37       241
Book value of assets sold                4         7         5         9
                                   ------------------  ------------------
Gain/(loss) on asset sales, before
 tax (a)                                31       221        32       232
                                   ------------------  ------------------
Gain/(loss) on asset sales, after
 tax (a)                                25       192        26       201
                                   ------------------  ------------------

(a) The second quarter of 2008 included a gain of $219 million
    ($187 million, after tax) from the sale of Rainbow Pipe Line Co.
    Ltd., an equity company.

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:

                                                            Six Months
                                      Second Quarter        to June 30
millions of dollars                   2009      2008      2009      2008
-------------------------------------------------------------------------
Pension benefits:
  Current service cost                  14        23        40        47
  Interest cost                         79        70       152       136
  Expected return on plan assets       (66)      (83)     (134)     (165)
  Amortization of prior service cost     5         4         9         9
  Recognized actuarial loss             28        26        56        46
                                   ------------------  ------------------
  Net benefit cost                      60        40       123        73
                                   ------------------  ------------------

Other post-retirement benefits:
  Current service cost                   1         2         2         3
  Interest cost                          6         6        13        12
  Recognized actuarial loss/(gain)      (1)        2        (1)        3
                                   ------------------  ------------------
  Net benefit cost                       6        10        14        18
                                   ------------------  ------------------

6.    Other long-term obligations

                                               As at               As at
                                             June 30             Dec. 31
millions of dollars                             2009                2008
-------------------------------------------------------------------------
Employee retirement benefits (a)               1,051               1,151
Asset retirement obligations and other
 environmental liabilities (b)                   712                 728
Share-based incentive compensation
 liabilities                                     260                 203
Other obligations                                209                 216
                                            ---------           ---------
Total other long-term obligations              2,232               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
                                             June 30             Dec. 31
thousands of shares                             2009                2008
-------------------------------------------------------------------------
Authorized                                 1,100,000           1,100,000
Common shares outstanding                    847,599             859,402

From 1995 through 2008, the company purchased shares under fourteen
12-month normal course issuer bid share repurchase programs, as well as
an auction tender. On June 25, 2009, another 12-month normal course
issuer bid program was implemented with an allowable purchase of
42.4 million shares (five percent of the total on June 15, 2009), 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
                                             June 30             Dec. 31
thousands of shares                             2009                2008
-------------------------------------------------------------------------
    1995 - 2007                                846.1              12,811

    2008 - Second Quarter                       10.6                 606
         - Full year                            44.3               2,210

    2009 - Second Quarter                        1.3                  61
         - Year-to-date                         11.8                 490

Cumulative purchases to date                   902.2              15,511

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:

                                                            Six Months
                                      Second Quarter        to June 30
                                      2009      2008      2009      2008
-------------------------------------------------------------------------
Net income per common share - basic
Net income (millions of dollars)       209     1,148       498     1,829

Weighted average number of common
 shares outstanding (millions of
 shares)                             847.8     888.1     851.9     893.9

Net income per common share (dollars) 0.25      1.29      0.59      2.05

Net income per common share
 - diluted
Net income (millions of dollars)       209     1,148       498     1,829

Weighted average number of common
 shares outstanding (millions of
 shares)                             847.8     888.1     851.9     893.9
Effect of employee share-based
 awards (millions of shares)           7.1       6.5       6.9       6.4
                                   ------------------  ------------------

Weighted average number of common
 shares outstanding, assuming
 dilution (millions of shares)       854.9     894.6     858.8     900.3

Net income per common share (dollars) 0.25      1.28      0.58      2.03

8.   Comprehensive income

                                                            Six Months
                                      Second Quarter        to June 30
millions of dollars                   2009      2008      2009      2008
-------------------------------------------------------------------------
Net income                             209     1,148       498     1,829

  Post-retirement benefit liability
   adjustment (excluding
   amortization)                       (25)     (105)      (25)     (105)
  Amortization of post retirement
   benefit liability adjustment
   included in net periodic benefit
   costs                                24        23        47        42
                                   ------------------  ------------------
Other comprehensive income (net of
 income taxes)                          (1)      (82)       22       (63)

                                   ------------------  ------------------
Total comprehensive income             208     1,066       520     1,766
                                   ------------------  ------------------



-------------------------------------------------------------------------
OPERATING STATISTICS                                        Six Months
(unaudited)                           Second Quarter        to June 30
                                      2009      2008      2009      2008
-------------------------------------------------------------------------

Gross crude oil and NGL production
(thousands of barrels a day)
  Cold Lake                            139       144       143       149
  Syncrude                              51        66        60        66
  Conventional                          25        26        26        27
                                   ------------------  ------------------
  Total crude oil production           215       236       229       242
  Natural gas liquids (NGLs)
   available for sale                    8        10         8        11
                                   ------------------  ------------------
  Total crude oil and NGL production   223       246       237       253
                                   ------------------  ------------------

Net crude oil and NGL production
(thousands of barrels a day)
  Cold Lake                            116       118       128       125
  Syncrude                              49        56        60        57
  Conventional                          19        19        21        19
                                   ------------------  ------------------
  Total crude oil production           184       193       209       201
  Natural gas liquids (NGLs)
   available for sale                    6        10         6         9
                                   ------------------  ------------------
  Total crude oil and NGL production   190       203       215       210
                                   ------------------  ------------------

COLD LAKE BLEND SALES
 (thousands of barrels a day)          180       191       189       197
NGL SALES (thousands of
 barrels a day)                          6         7         9        12

NATURAL GAS
 (millions of cubic feet a day)
  Production (gross)                   286       310       296       318
  Production (net)                     276       251       269       256
    Sales                              265       279       271       287

AVERAGE REALIZATIONS AND PRICES
 (Canadian dollars)
  Conventional crude oil
   realizations (a barrel)           60.08    118.88     53.37    106.01
  NGL realizations (a barrel)        35.11     69.26     39.06     61.79
  Natural gas realizations
   (a thousand cubic feet)            3.48     10.35      4.67      9.15
  Par crude oil price at Edmonton
   (a barrel)                        66.87    127.07     59.05    112.94
  Heavy crude oil at Hardisty
   (Bow River, a barrel)             61.82    104.15     52.81     90.90

TOTAL REFINERY THROUGHPUT
 (thousands of barrels a day)          365       451       412       438
REFINERY CAPACITY UTILIZATION
 (percent)                              73        90        82        87

PETROLEUM PRODUCTS SALES
 (thousands of barrels a day)
  Gasolines                            205       205       198       201
  Heating, diesel and jet fuels        135       144       146       155
  Heavy fuel oils                       24        28        28        28
  Lube oils and other products          36        47        36        42
                                   ------------------  ------------------
  Net petroleum products sales         400       424       408       426
                                   ------------------  ------------------

PETROCHEMICAL SALES
 (thousands of tonnes a day)           2.9       3.1       2.8       3.1
-------------------------------------------------------------------------



-------------------------------------------------------------------------
SHARE OWNERSHIP, TRADING AND PERFORMANCE
(unaudited)
                                                            Six Months
                                      Second Quarter        to June 30
                                      2009      2008      2009      2008
-------------------------------------------------------------------------

RETURN ON AVERAGE CAPITAL
 EMPLOYED (a)
  (rolling 4 quarters, percent)                           27.8      41.6

RETURN ON AVERAGE SHAREHOLDERS'
 EQUITY
  (rolling 4 quarters, percent)                           28.4      44.2

INTEREST COVERAGE RATIO
 - EARNINGS BASIS
  (rolling 4 quarters, times covered)                    571.7     146.2

SHARE OWNERSHIP
  Outstanding shares (thousands)
    Monthly weighted average       847,816   888,116   851,920   893,926
    At June 30                                         847,599   882,073
  Number of shareholders
    At June 30                                          13,257    13,182

SHARE PRICES
  Toronto Stock Exchange
   (Canadian dollars)
  High                               49.11     62.54     49.11     62.54
  Low                                40.35     52.41     35.95     45.80
  Close at June 30                                       45.12     56.16

  NYSE Amex (U.S. dollars) (b)
  High                               42.98     63.08     42.98     63.08
  Low                                33.61     51.24     28.44     44.30
  Close at June 30                                       38.46     55.07

(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.

-------------------------------------------------------------------------