UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                   FORM 10-Q/A
                                 AMENDMENT NO. 1

            ( X )   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                       For the quarterly period ended March 31, 2001

                                           OR

            (   )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                        THE SECURITIES EXCHANGE ACT OF 1934

                   For the transition period from __________to________

                           Commission File Number 1-2256


                              EXXON MOBIL CORPORATION
             _________________________________________________________
              (Exact name of registrant as specified in its charter)



                       NEW JERSEY                        13-5409005
           ________________________________        ________________________
           (State or other jurisdiction of         (I.R.S. Employer
            incorporation or organization)          Identification Number)


             5959 Las Colinas Boulevard, Irving, Texas        75039-2298
           _______________________________________________________________
             (Address of principal executive offices)         (Zip Code)



                                 (972) 444-1000
           _______________________________________________________________
               (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes  X  No
                                              ___    ___

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.


            Class                          Outstanding as of March 31, 2001
_______________________________            ________________________________
Common stock, without par value                    3,449,876,474






                             EXXON MOBIL CORPORATION


                                   FORM 10-Q/A

                                 AMENDMENT NO. 1


                 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001


This Amendment No. 1 on Form 10-Q/A amends Item 6 of the original Quarterly
Report for the period ended March 31, 2001, filed May 14, 2001 (the "Original
10-Q"), to include an exhibit inadvertently excluded from the Original 10-Q.

Item 6 of the Original 10-Q is amended in its entirety to read as follows:



Item 6.  Exhibits and Reports on Form 8-K

  a)     Exhibits

         10(iii)(j).  Noncompete Agreement and Release

  b)     Reports on Form 8-K

         The registrant has not filed any reports on Form 8-K during the
         quarter.





































                            EXXON MOBIL CORPORATION


                                   SIGNATURE



Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment No. 1 to the Original 10-Q to be
signed on its behalf by the undersigned, thereunto duly authorized.



                                           EXXON MOBIL CORPORATION



Date:  May 22, 2001
                                         /s/  DONALD D. HUMPHREYS
                              _______________________________________________
                              Donald D. Humphreys, Vice President, Controller
                                        and Principal Accounting Officer










































                              EXXON MOBIL CORPORATION


                                    FORM 10-Q

                                 AMENDMENT NO. 1

                   FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001


                                INDEX TO EXHIBITS



     10(iii)(j).  Noncompete Agreement and Release