Exhibit 10(iii)(j)
                        NONCOMPETE AGREEMENT AND RELEASE
                        ________________________________

ExxonMobil will pay Lucio A. Noto a Noncompete Payment of $8 Million. Payments
will be made in monthly installments, over a period equal to one-half of your
life expectancy, beginning the month following your retirement. The payment
will include interest based on the six-month average of 10-Year Treasury Notes
plus one percentage point (1%) for the six-month period preceding the month
prior to retirement. In consideration of this compensation, Mr. Noto will not:

(i)   willfully engage in any conduct that is contrary to the interests of the
      company

(ii)  disclose any ExxonMobil proprietary information acquired during his
      employment with ExxonMobil or its affiliates unless required by law and
      in that case Mr. Noto will provide the Company with prompt notice of the
      request for proprietary information to enable the Company to seek an
      appropriate protective order or waive Mr. Noto's compliance with this
      provision.

And, for a period of two years following Mr. Noto's retirement, Mr. Noto will
not:

(iii) become employed or otherwise associated with any major international
      energy company headquartered either in the U.S.A. or abroad, such as
      Chevron, Texaco, British Petroleum, Royal Dutch Shell and Total-Elf-Fina

(iv)  become involved directly or indirectly as an investor, consultant or
      associate competing with the Company for any specific oil, gas, chemical
      or power project

(v)   knowingly solicit, directly or indirectly, any present or soon to become
      employee of the Company to leave the employ of the Company for the
      purpose of being hired by Mr. Noto or an entity with which Mr. Noto is
      associated

(vi)  knowingly solicit, directly or indirectly, any present or soon to be
      customer of the Company to terminate, cancel, or reduce such customer's
      business with the Company

If Mr. Noto becomes subject to excise tax on "excess parachute payments," as
defined in Section 280G of the Internal Revenue Code, the Company will promptly
pay to the IRS on Mr. Noto's behalf the amounts that are necessary to place him
in the same after-tax financial position that he would have been in if he had
not incurred any excise tax.

If Mr. Noto dies during the term of this Agreement, the Company will
immediately pay to his estate or to his designated beneficiary all amounts set
forth above that have not previously been paid.

In consideration of all of the above, Mr. Noto waives any and all claims under
Mobil's Employee Severance Plans.
                                      Signed this 30th day of January, 2001

                                       /s/ L. A. NOTO
                                      _____________________________________
                                      L. A. Noto


                                      Exxon Mobil Corporation

                                       /s/ T. P. TOWNSEND
                                      _____________________________________
                                      T. P. Townsend, Vice President