Company Name: Exxon Mobil Corp. (Recon.)
Public Availability Date: April 13, 2006

Document Sections:

INQUIRY LETTER
INQUIRY LETTER
INQUIRY LETTER
INQUIRY LETTER
STAFF REPLY LETTER

[INQUIRY LETTER]

March 19, 2006

Securities & Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Att: Mark Vilardo, Esq.

Office of the Chief Counsel
Division of Corporation Finance
Re: Shareholder Proposal Submitted to Exxon Mobil Corporation

Via fax 202-772-9349

Dear Sir/Madam:

I have been asked by the Province of St. Joseph of the Capuchin Order, Catholic Healthcare West, the Adrian Dominican Sisters and Boston Common Asset Management, Inc, (which are hereinafter referred to collectively as the "Proponents"), each of which is the beneficial owner of shares of common stock of Exxon Mobil Corporation (hereinafter referred to either as "Exxon" or the "Company"), and which have jointly submitted a shareholder proposal to Exxon, to respond to the letters dated January 20, 2006, and February 3, 2006, sent to the Securities & Exchange Commission the Company, in which Exxon contends that the Proponents' shareholder proposal may be excluded from the Company's year 2006 proxy statement by virtue of Rules 14a-8(i)(7) and (10).

I have reviewed the Proponents' shareholder proposal, as well as the aforesaid letters sent by the Company, and based upon the foregoing, as well as upon a review of Rule 14a-8, it is my opinion that the Proponents' shareholder proposal must be included in Exxon's year 2006 proxy statement and that it is not excludable by virtue of either of the cited rules.

The proposal requests the Company to adopt policies designed to establish it as the recognized leader in low carbon emissions.

RULE 14a-8(i)(10)

It is passing strange that prominently placed in Exxon's argument that it has substantially implemented a shareholder proposal calling on Exxon to become the leader in low carbon emissions is an explicit statement that Exxon's Board has concluded that investments in non-carbon businesses "would not be in the best interests of our shareholders" (Company's letter of January 20, 2006, first full paragraph page 4.)

Nothing in the remainder of Exxon's mootness argument in any way detracts from this explicit denial of interest in becoming "the recognized leader in low-carbon emissions", as requested by the shareholder proposal. This can be seen both from the general attitudes that Exxon exhibits it its public statements and by an examination of the Company's Report, dated February, 2006, entitled "Tomorrow's Energy" (the "2006 Report"), which Exxon relies on to advance its mootness argument.

1. Exxon's General Stance

The Company has the burden of establishing that it is on its way to becoming the leader in low carbon emissions. Merely showing that it has established some minor programs or has devoted an insignificant amount of resources toward that end does not establish leadership. Unfortunately, even the most generous examination of Exxon's record and policies fails to establish any leadership role in low carbon emissions.

Symptomatic of the contrast between assuming a leadership role and the role actually played by Exxon is the contrast in advertising campaigns among big oil companies during the past several weeks. For example, in the February 10, 2006, edition of the Wall Street Journal, Chevron ran a two page color ad under a banner heading "The World Consumes two barrels of oil for every barrel discovered" with the subhead "So is this something you should be worried about?". On the second (facing) page of the ad, there was a prominent paragraph listing five steps that needed to be taken, the third of which was "Technological improvements are needed so that wind, solar and hydrogen can be more viable parts of the energy equation." Finally, there was a second prominent paragraph entitled "Chevron Steps Taken", which listed two steps, the first of which was (in its entirety):

Thinking to the future:

- Committing more than $300 million each year on clean and renewable energies.

In the same edition of the Wall Street Journal, Exxon had a one page ad. That ad said how proud Exxon was to be a sponsor of the 2006 Olympic Winter Games.

Those ads in the Wall Street Journal of February 10 were the culmination of a week of ads placed in the Journal in connection with "CERA Week 2006", an energy conference in Houston during the entire week of February 6-10, sponsored by Cambridge Energy Research Associates ("CERA"), the company headed by Daniel Yergin, perhaps the foremost energy expert. The conference, which CERA states is "one of the five most influential senior executive conferences in the world, and the only one focused on a specific industry", brought together 2,000 energy leaders from50 countries. On Tuesday, CERA placed three full pages of ads in the Journal, interspaced with full page ads by Chevron, Exxon and the American Petroleum Institute. Chevron took the opportunity to publish as a full page ad the two page ad previously described. Exxon took the opportunity, in its full page ad, to defend its record profits. The thrust of the ad is that it needs the profits to invest in oil exploration, and the final two lines state: "Our earnings go up and down with the business cycle. But our commitment to plan (and invest) for the future does not." That commitment, limited to exploration for more oil, could not be in grater contrast to the Chevron ad which featured "Thinking to the future-Committing more than $300 million each year on clean and renewable energies"

Which company evinced leadership in low carbon emissions?

On Wednesday, February 8, 2006, CERA ran a four page ad section, in connection with which Chevron again ran the same one page ad. Exxon was silent. But elsewhere in the Journal, apparently unconnected with the energy conference ads, Ford ran a full page ad entitled "I guess it is easy being green" with the text: "Presenting the 36 mpg Ford Escape Hybrid, the most fuel-efficient SUV on Earth. How green is that?"

On Thursday, February 9, 2006, CERA ran a one page ad and Chevron repeated its on page "Thinking to the future" ad.

Thus, during CERA week, in contrast to the five pages of ads that Chevron devoted to featuring its $300 million per year investment in "clean and renewable energies", Exxon devoted one page to its sponsorship of the Olympics and one page defending its profits as necessary for capital expenditures for oil exploration, but failing to state that any of those profits would be devoted to capital expenditures for developing clean or renewable energies.

Nor are these isolated instances. These ads have appeared in many other publications. For example, the Chevron ad has appeared in the Financial Times (e.g. February 8; March 15) and the New York Times (e.g. February 9), and a different version appeared as a two page ad in The New York Times of March 16 that extolled natural gas and stated that Chevron was "spending more than $1 billion over the next several years on next generation, ultra clean diesel fuel from natural gas." Meanwhile, Exxon ads have been a repletion (e.g. in the Wall Street Journal of March 7) of its defense of huge profits in order to explore for oil. In contrast, during this time, BP ran a series of full page ads (e.g. The Wall Street Journal February 13, February 15, February 22, February 28; The New York Times February 21; Business Week, February 13) as follows:

Low carbon electricity. Coming to a light switch near you. alternativenergy

Powered by BP

BP is introducing alternative energya new business that will use hydrogen, as well as wind, sun and natural gas, to provide cleaner, low carbon electricity. We recently announced plans to develop the largest hydrogen-fueled power plant in the world in Southern California. When completed, it will emit 90% less carbon dioxide than a conventional coal-fired power station, utilizing innovative technology that can be used in the next generation of coal-powered facilities. Visit bpalternativenergy.com

Bp

beyond petroleum

Meanwhile, in The Wall Street Journal of February 28, Travelers Insurance took out a full page ad to announce that it had instituted a new program that provides "10% off insurance for hybrids".

These ads (other than the Exxon ads) show real leadership in ushering us into a lower carbon world. Exxon's ads tell of the "same old, same old" high carbon world. Hardly a profile that would moot the Proponents' shareholder proposal.

Furthermore, it is not all about putting on a public face. There is a genuine substantive difference between the policies of Exxon and those of companies (such as General Electric, Toyota, DuPont, BP and Chevron) that lead us toward a low carbon future. For example, President Bush in his State of the Union address (www.whitehouse.gov) on January 31 stated:

Keeping America competitive requires affordable energy. And here we have a serious problem: America is addicted to oil, which is often imported from unstable parts of the world. The best way to break this addiction is through technology. Since 2001, we have spent nearly $10 billion to develop cleaner, cheaper, and more reliable alternative energy sourcesand we are on the threshold of incredible advances.

So tonight, I announce the Advanced Energy Initiativea 22-percent increase in clean-energy researchat the Department of Energy, to push for breakthroughs in two vital areas. To change how we power our homes and offices, we will invest more in zero-emission coal-fired plants, revolutionary solar and wind technologies, and clean, safe nuclear energy. (Applause.)

We must also change how we power our automobiles. We will increase our research in better batteries for hybrid and electric cars, and in pollution-free cars that run on hydrogen. We'll also fund additional research in cutting-edge methods of producing ethanol, not just from corn, but from wood chips and stalks, or switch grass. Our goal is to make this new kind of ethanol practical and competitive within six years. (Applause.)

Breakthroughs on this and other new technologies will help us reach another great goal: to replace more than 75 percent of our oil imports from the Middle East by 2025. (Applause.) By applying the talent and technology of America, this country can dramatically improve our environment, move beyond a petroleum-based economy, and make our dependence on Middle Eastern oil a thing of the past. (Applause.)

What was Exxon's reaction to the call by President Bush for greater energy independence and "moving beyond a petroleum-based economy" to a low carbon future? According to the lead in of a February 8 Reuters story:

The United States will always rely on foreign imports of oil to fill its energy needs and should stop trying to become energy independent, a top Exxon Mobil Corp. said on Tuesday.

This refers to a speech by Exxon Senior Vice President Stuart McGill given at the Houston CERA conference in which he said:

No combination of conservation measures, alternative energy sources and technological advances could realistically and economically provide a way to completely replace those imports in the short or medium term.

Thus, the Company continues the policies that it had under its recently retired CEO, Lee Raymond, who stated in an interview with Business Week (February 20, 2006), in response to the question "Can we wean ourselves off Mideast oil, as President Bush suggested we should in the State of the Union Address?":

Energy is the lifeblood of the world economy, and oil and gas are the dominant energy forms. That is not going to change anytime soon. We might be able to reduce our dependence to a modest degree, but in reality, as long as the economy continues to grow, we will have to import substantial oil and import much more natural gas than we do right now...

The tone of Mr. Raymond's and Mr. McGill's response to the President's call for an "Advanced Energy Initiative" leading to moving the US "beyond a petroleum-based economy" hardly bespeaks of Exxon leadership toward a low carbon future.

2. The 2006 Report

If we turn from the tone projected by Exxon in its ads and in the statements of its officials to what little Exxon actually does to bring about a low carbon future, the picture gets no better. On the contrary, the statistics in the Company's 2006 Report show even less, were that possible, evidence of Exxon leadership toward a low energy future. An examination of the Company's 2006 Report reveals that Exxon is devoting virtually no resources toward the goal of achieving a low carbon world, as called for by the Proponents' shareholder proposal.

In contrast to the Chevron expenditures of $300 million per year on "clean and renewable energies" and a billion dollars over the next few years on "ultra clean diesel fuel", and in contrast to BP's "beyond petroleum" approach, such as its new plant in Southern California, what does the 2006 Report show that Exxon is actually doing to evince leadership toward a low carbon future?

We note preliminarily that we cannot expect much leadership will be shown by Exxon since an examination of the Company's projections (in the 2006 Report) of future worldwide energy needs reveals that Exxon's planning is based on its belief that 25 years hence (in 2030) oil and gas will continue to contribute 60% of worldwide energy supplies, while wind and solar combined will contribute only 1%. (See pages 3 and 4 of the 2006 Report.) Biofuels, including ethanol and biodiesel, are projected by Exxon to represent an additional 1% of year 2030 energy supplies. (p.4) Furthermore, Exxon projects that "Global oil resources are adequate to meet demand".(p.5) Whether or not one agrees with these various projections is irrelevant. The key point is that Exxon does, and it is therefore not at all surprising that the Company devotes its attention to oil and gas and has no interest in being a leader in what it views as a minor niche area, namely low carbon emissions.

Nevertheless, Exxon does make some token investments in the low carbon arena. Thus, on pages 5 ("HCCI") and 7 Exxon states that it is "involved' with various projects to improve engine and fuel efficiency, No information is given with respect to the amount of money or other resources devoted to these projects or in what the "involvement" consists. On page 14, Exxon notes that it is involved, through a program at the University of Texas, in carbon capture. Again, no actual data is given. The 2006 Report also notes that Exxon is involved with projects aiming toward using hydrogen as fuel in cars (pages 11 and 15). It is unclear whether this is anything other than the GCEP research described in the box on page 12.

An examination of Section 3 of the 2006 Report ("Technology Options for the Longer Term") reveals that this Section is mostly a litany reciting why most of the technologies examined are neither feasible nor economically practical (but without examining their feasibility if oil is at $60/barrel or higher: see figure 17, page 16.) Most of the section talks in general terms, other than to reference the GCEP, described immediately below.

The main thrust of Exxon's initiative is clearly the "Global Climate and Energy Project" at Stamford University (the "GCEP" or the "Project") and it is stated on page 7 that the "GCEP research areas are covered in Section 2" of the 2006 Report. (See pages 11-13, csp. p. 12.)

Since the major substantive investment that Exxon appears to be making in a low carbon future is through GCEP, it is worth examining GCEP in depth. Although there are numerous references to GCEP in Section 2, it is never made clear that Exxon is not the sole sponsor of GCEP. On the contrary, an examination of the contract ("Project Agreement"), dated December 16, 2002 (available on the Stamford University web site) reveals that Exxon is only one of the four sponsors of the Project, along with General Electric, Toyota and Schlumberger. Although Exxon is the largest contributor to the Project, it is still a minority contributor whose initial commitment, for the period December 16, 2002 through August 31, 2005 (a period of two years, eight and a half months), totaled $8,888,888 of the $20,000,000 to be received from all of the sponsors for that period. This works out to support by Exxon of approximately $3,252,000 per year. We note that this dollar amount, apparently representing Exxon's only major dollar commitment toward "leadership" in low carbon emissions, is approximately one-half of the estimated annual retirement compensation to be paid to Exxon's recently retired CEO, Lee Raymond. Although the undersigned was unable to find any document on Stanford's web site extending the sponsorship agreement with the four corporate sponsors of the Project, a Project brochure, dated December 2005 (available on the Project's web pages on the Stamford University web site), states (at p. 34) that

The [four] sponsoring companies contribute significant financial resources (anticipated up to $225 million over a decade or more)... [Emphasis supplied.]

The page goes on to explain that Exxon "plans to invest up to $100 million." [Emphasis supplied.]

Even at its most favorable interpretation (disregarding the "up to" s and the decade "or or more"), that would represent an Exxon commitment (if that is the right word) of only $10,000,000. per year to support the only major undertaking that Exxon has toward achieving a low carbon future. Well, at least it is a bit more than Lee Raymond's yearly retirement compensation. Unfortunately, the commitment has a shorter expected lifespan than does Mr. Raymond.

In contrast with this $10 million/year figure, the Company's 2006 Report (p. 7) states that Exxon invests well over$600 million/year in R&D. It is made clear that the vast bulk of this investment relates to oil and gas, e.g. deepwater drilling, "Remote Reservoir Resistivity Mapping", horizontal drilling etc. We note that the GCEP commitment is less than 1% of the Company's R&D, even though, as noted above, Exxon projects that in 2030 wind, solar and biofuels will represent 2% of energy consumption. Evidence of leadership toward a low carbon future?

How significant is $10 million per year to Exxon? It is .00093% of Exxon's fourth quarter, 2005, earnings and .00001% of fourth quarter revenue. It is .00147% of fourth quarter distributions to shareholders (dividends and stock purchases) and .00189% of capital and exploration spending. N.B. that these are quarterly, not annual, percentages.

In summary, there is nothing in the 2006 Report that indicates that Exxon has policies that would give it a leadership role in moving us "beyond a petroleum-based economy" toward a low carbon emissions society. Nothing. Zilch.

3. External Evaluations of Exxon

Equally telling to Exxon's contention that it already plays a leadership role in the low carbon arena are the views of external evaluators, such as Goldman Sachs Global Investment Research, the Investor Responsibility Research Center and a coalition of prominent Evangelical Christians.

In 2004 Goldman Sachs produced an "Environment and Social Index", which ranked the companies in the oil and gas industry "based on 30 environmental and social metrics in eight categories". For our purposes, the key metric is "renewables". The table on page 38 lists the rankings of the world's oil companies (other than "emerging market regionals"). Scores range from 1 (low) to 5 (high). (Page 38 of the report is annexed as Exhibit A to this letter.). Exxon received a 2, the lowest rank of any of the majors. (Most of the 1s were given to state-controlled companies, mostly in China and Russia.)

Also included in the analysis (Exhibit A, p.52) was a reproduction of a table attributed to CERES, showing how 20 companies ranked on the "Corporate Governance and Climate Change survey". Exxon tied for the lowest score and ranked last among the five oil companies.[Although this table is attributed by Goldman Sacks to CERES, it and its accompanying report were actually prepared by the Investor Responsibility Research Center pursuant to a research contract with CERES.]

In a revision (intended to integrate fiscal and social performance) of the analysis published by Goldman Sachs in August, 2005, Exxon again received a 2 with respect to renewable policy, which once again was the lowest score among the majors. (See Exhibit B, page 120 as well as the table on page 130 entitled "The Majors except ExxonMobil lead on developing alternative energy sources".)

Finally, we note an implied criticism of Exxon from what might be thought to be a somewhat unexpected source. More than 85 respected evangelical leaders have banded together to issue a statement on global warming (a summary appeared as a full page ad in The New York Times of February 9, 2006). Their entire "Evangelical Call to Action", based on the stewardship of God's earth, may be found at www.christiansandclimate.org, where they say:

We also applaud the steps taken by such companies as BP, Shell, General Electric, Cinergy, Duke Energy, and DuPont, all of which have moved ahead of the pace of government action through innovative measures implemented within their companies in the U.S. and around the world. In so doing they have offered timely leadership.

Conspicuous by its absence from the list of companies being praised "timely leadership" is the largest American industrial company, Exxon.

4. What do actual leaders do?

In the oil industry:

BP: In 2005, BP established a new Alternative Energy business that plans to invest $8 billion in solar, wind, hydrogen and combined-cycle generation technologies over the next decade. This represents an annual expenditure 80X Exxon's yearly GCEP expenditure.

Chevron: Through Chevron Technology Ventures, it invests more than $300 million a year in low-carbon and carbon-free technologies. [30X Exxon's GCEP expenditures.]

Shell: Since 1998, Shell has invested more than $1 billion to develop alternative energy technologies, and has established Shell Renewables and Shell Hydrogen as formal business units.

In other industries:

DuPont: The New York Times (February 28, 2996) reported under the headline "DuPont Seeks to Displace Fossil Fuels in Chemical Making" that DuPont "has allocated nearly 10 percent of its $1.3 billion research budget to extracting ingredients from carbohydratesthings that growrather than from hydrocarbons".

Toyota: Introduced hybrids, such as the Prius

Honda: Another early hybrid manufacturer

DaimlerChrysler: According to Business Week (February 20, 2006), its new BlueTec diesel technology combines the low pollution of gas with the high mileage of diesel engines.

Ford: Ford says that developing vehicles that dramatically lower GHG emissions is a major competitive advantage in the auto industry and has pledged to sharply increase the mileage of Ford cars. It is the only US automaker presently producing fully hybrid vehicles and plans to ramp up production tenfold by 2010.

Travelers: Reduced insurance rates for hybrids

General Electric: GE plans to double its investments in environmentally friendly technologies by 2010, from $700 million to $1.5 billion a year. GE projects that its sales of environmentally friendly technologies, such as highly efficient gas turbines, wind turbines, hybrid diesel-electric locomotives, integrated gasification combined cycle coal plants and water purification systems, could reach $20 billion a year by 2010.

Cinergy: Cinergy produced a board-reviewed report in 2004 that concluded CO2 emissions are likely to be regulated and has called for prudent GHG regulations to set the stage for a continuing role for coal in a carbon-constrained world. Cinergy devoted much of its 2004 annual report to a discussion of climate change. In 2003, Cinergy was one of the first utilities to set a CO2 management goal, setting specific reduction targets. It is now conducting a feasibility study for construction of an integrated gasification combined cycle coal plant.

-FPL Group: The largest U.S. generator of wind power, which generates 24% of its electricity.

Goldman Sacks: According to The New York Times (February 15, 2006), the firm "is committed to investing $1 billion in renewable energy and is "well on its way" to achieving that."

JP Morgan Chase: The same article reports "it will invest more than $250 in wind-energy projects."

HSBC: Committed to be carbon neutral in all of its operations

5. Conclusion

It is obvious that Exxon has no interest in being a "leader in low-carbon emissions". Although, like any corporation whose revenues are coming in at the rate of $400 billion per year it can spare a few million for token projects, such expenditures, especially when compared with expenditures at smaller companies such as BP and Shell, hardly qualify the Company as a leader.

Consequently, Exxon has failed to establish that the Proponents' shareholder proposal has been substantially implemented.

RULE 14a-8(i)(7)

The Staff has long taken the position (most recently in Ford Motor Company (March 6, 2006)) that shareholder proposals dealing with climate change raise such significant policy issues that they not excludable by virtue of Rule 14a-8(i)(7). See also e.g., Occidental petroleum Company (February 7, 2006); General Electric Company (January 17, 2006); ExxonMobil Corporation (March 23, 2005). The Ryland Group, Inc.(February 1, 2005).

Were there to have been any doubt that a shareholder proposal raises significant policy issues when it calls on a registrant to lead us into a low carbon future, such doubt was surely dispelled by President Bush's State of the Union address calling on us to "move beyond a petroleum-based economy".

The Ford Motor Company no-action letter cited by Exxon is totally inapposite since it failed to raise any significant policy issue that would cause the ordinary business exclusion to be inapplicable.

For the foregoing reasons, the Proponents' shareholder proposal is not excludable by virtue of Rule 14a-8(i)(7).

In conclusion, we request the Staff to inform the Company that the SEC proxy rules require denial of the Company's no action request. We would appreciate your telephoning the undersigned at 941-349-6164 with respect to any questions in connection with this matter or if the staff wishes any further information. Faxes can be received at the same number. Please also note that the undersigned may be reached by mail or express delivery at the letterhead address (or via the email address).

Very truly yours,

/s/

Paul M. Neuhauser
Attorney at Law

cc: James Earl Parsons, Esq.

All Proponents

Sister Pat Wolf

[INQUIRY LETTER]

March 23, 2006

U.S. Securities and Exchange Commission
Division of Corporation Finance, Office of Chief Counsel
100 F Street, N.E.
Washington, DC 20549

Re: Securities and Exchange Act of 1934Section 14(a)-8 XOM's (XOM) January 20, 2006 Request to Omit Shareholder Proposal Asking XOM to be a Recognized Leader in Low-Carbon Energy Production

Gentlemen and Ladies:

I write again, besides those letters I sent you on February 2 and 27 of this year. You also have the letter from our lawyer, Paul Neuhauser, esq. which he sent you on Monday of this week.

The core of our resolution asks XOM's Board to create a policy to make it a "recognized leader" in low-carbon energy sources. The enclosed material, reported in yesterday's New York Times, shows that it is far from that. The study of the Investor Responsibility Research Center on "Corporate Governance and Climate Change: Making the Connection," released by CERES, shows that ExxonMobil falls far short of BP, Royal Dutch and Chevron in bringing about a low-carbon future.

The data on page 25 shows that, in none of the five areas considered as critical in bringing about a low-carbon future, did XOM score anywhere near its main competitors in the "Energy Sector:" board and management and especially in the critical areas of disclosure, emissions and strategies. With 100 being the highest possible score, BP achieved an average of 90, Royal Dutch got a 79 and Chevron received a 57; XOM was given a "35." As the chart on page 4 shows, this is .02 above the average of the "Oil and Gas" sector which, in comparison to other companies in other industries, already was ranked in the "Low Scoring Sector."

The data from IRRC makes it clear the correctness of our shareholder resolution and the spurious position of XOM. Indeed the data shows XOM is a laggard in bringing about the necessary production and products that will make it a recognized leader in creating a low-carbon future.

Sincerely yours,

/s/

(Rev) Michael H. Crosby, OFMCap.

C. Rex Tillerson, XOM

[INQUIRY LETTER]

March 24, 2006

Mark Vilardo, Esq.

Division of Corporation Finance
Office of the Chief Counsel
450 Fifth Street, N.W.
Washington D.C. 20549

Re: Shareholder Proposal Submitted to Exxon Mobil Corporation

Via FAX 202-772-9349

Dear Mr. Vilardo:

This letter concerns the shareholder proposal concerning low carbon emissions submitted to Exxon Mobil Corporation ("Exxon") by the Province of St. Joseph of the Capuchin Order, Catholic Healthcare West, the Adrian Dominican Sisters and Boston Asset Management Apparently due to miscommunications between your office and the undersigned, my letter of March 19, 2006 responding to Exxon's request for a no-action letter concerning the shareholder proposal was sent after the Staff had already sent a letter, dated March 17, 2006, granting Exxon's request.

This letter constitutes a request that the Staff reconsider its grant of Exxon's no-action request in light of (i) the information contained in my letter of March 19, 2006 and (ii) the supplemental information sent to the Staff on March 23, 2006, concerning the study on carbon emissions published on March 21, 2006, by the Investor Responsibility Research Center.

If you have any questions, I can be reached at 941-349-6164.

Very truly yours,

/s/

Paul M. Neuhauser

cc: James Earl Parson, Esq.

All proponents

[INQUIRY LETTER]

March 27, 2006

VIA FAX

Office of Chief Counsel
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

Re: Securities Exchange Act of 1934Section 14(a); Rule 14a-8 Omission of shareholder proposal regarding low-carbon leadership

Gentlemen and Ladies:

I refer to the staff's letter to ExxonMobil dated March 17, 2006, advising that ExxonMobil could exclude the captioned proposal from the proxy material for our 2006 annual meeting on the basis of Rule 14a-8(i)(10). I also note letters from Paul Neuhauser, counsel for the lead proponent, dated March 19 and March 24, 2006, arguing, respectively, against exclusion of the proposal and requesting reconsideration of the staff's no-action letter granted March 17, 2006.

As we previously advised the staff by telephone, the printing deadline for ExxonMobil's 2006 proxy material was last Friday, March 24. Because we must print and distribute over two million copies of our proxy statement, there is an approximately three week lead time required between the time we begin printing the proxy statement and the anticipated filing of the proxy statement and first mailing to shareholders in mid-April.

We confirm that ExxonMobil's 2006 proxy material has already gone to press. A change in the staffs no-action position expressed on March 17 at this point would impose significant costs and burdens on the company and would likely result in a delay of our 2006 annual meeting. We therefore respectfully request the staff to consider this matter moot for this year.¹

Please feel free to call me directly at 972-444-1478 if you have any questions or require additional information. In my absence, please call Lisa K. Bork at 972-444-1473.

Sincerely,

/s/

James E. Parsons

JEP:clh

Enclosures

Cc:

Proponent:
Reverend Michael H. Crosby, OFMCap
Corporate Responsibility Agent
Province of St. Joseph of the Capuchin Order
1015 North Ninth Street
Milwaukee, WI 53233
fax: 414-271-0637

Proponent's Counsel:
Paul M. Neuhauser
1253 North Basin Lane
Siesta Key
Sarasota, Florida 34242

-----FOOTNOTES-----

¹ We respectfully note that the proponent has had ample time to make counter-arguments to the staff. It has been two months since ExxonMobil submitted its original no-action request dated January 20, 2006, and six weeks since our letter of February 3, 2006, enclosing our new Energy Perspectives report in final form. In fact the proponent did submit a lengthy rebuttal letter dated February 2, 2006.

[STAFF REPLY LETTER]

April 13, 2006

Paul M. Neuhauser
1253 North Basin Lane
Siesta Key
Sarasota, Florida 34242

Re: ExxonMobil Corporation Incoming letter dated March 24, 2006

Dear Mr. Neuhauser:

This is in response to your letters dated March 19, 2006 and March 24, 2006 concerning the shareholder proposal submitted to ExxonMobil by the Province of Saint Joseph of the Capuchin Order, Catholic Healthcare West, the Adrian Dominican Sisters and Brethren Benefit Trust, Inc. We also have received a letter from the Province of Saint Joseph of the Capuchin Order dated March 23, 2006 and a letter from ExxonMobil dated March 27, 2006. On March 17, 2006, we issued our response expressing our informal view that ExxonMobil could exclude the proposal for its upcoming annual meeting. You have asked us to reconsider our position.

After reviewing the information contained in your letters, we find no basis to reconsider our position.

Sincerely,

/s/

Martin P. Dunn
Deputy Director

cc: James Earl Parsons
Counsel
Exxon Mobil Corporation
5959 Las Colinas Boulevard
Irving, TX 75039