1995
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
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 CORPORATION
(Exact name of registrant as specified in its charter)
NEW JERSEY 13-5409005
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
5959 LAS COLINAS BOULEVARD, IRVING, TEXAS 75039-2298
(Address of principal executive offices) (Zip Code)
(214) 444-1000
(Registrant's telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS ON WHICH REGISTERED
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COMMON STOCK, WITHOUT PAR VALUE (1,242,130,748 SHARES
OUTSTANDING AT FEBRUARY 29, 1996) NEW YORK STOCK EXCHANGE
REGISTERED SECURITIES GUARANTEED BY REGISTRANT:
SEARIVER MARITIME FINANCIAL HOLDINGS, INC.
TWENTY-FIVE YEAR DEBT SECURITIES DUE OCTOBER 1, 2011 NEW YORK STOCK EXCHANGE
EXXON CAPITAL CORPORATION
TWELVE YEAR 6% NOTES DUE JULY 1, 2005 NEW YORK STOCK EXCHANGE
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
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Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
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The aggregate market value of the voting stock held by non-affiliates of the
registrant on February 29, 1996, based on the closing price on that date of
$79 1/2 on the New York Stock Exchange composite tape, was in excess of $98
billion.
DOCUMENTS INCORPORATED BY REFERENCE:
1995 ANNUAL REPORT TO SHAREHOLDERS (PARTS I, II AND IV)
PROXY STATEMENT DATED MARCH 12, 1996 (PART III)
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EXXON CORPORATION
FORM 10-K
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995
TABLE OF CONTENTS
PAGE
NUMBER
------
PART I
Item 1. Business..................................................... 1
Item 2. Properties................................................... 1-8
Item 3. Legal Proceedings............................................ 8
Item 4. Submission of Matters to a Vote of Security Holders.......... 8
Executive Officers of the Registrant [pursuant to
Instruction 3 to Regulation S-K, Item 401(b)]................ 9
PART II
Item 5. Market for Registrant's Common Stock and Related Shareholder
Matters...................................................... 9
Item 6. Selected Financial Data...................................... 9
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................... 9
Item 8. Financial Statements and Supplementary Data.................. 10
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure..................................... 10
PART III
Item 10. Directors and Executive Officers of the Registrant........... 10
Item 11. Executive Compensation....................................... 10
Item 12. Security Ownership of Certain Beneficial Owners and
Management................................................... 10
Item 13. Certain Relationships and Related Transactions............... 10
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form
8-K.......................................................... 10
Signatures............................................................ 11-12
Index to Financial Statements......................................... 13
Consent of Independent Accountants.................................... 13
Index to Exhibits..................................................... 14
PART I
ITEM 1. BUSINESS.
Exxon Corporation was incorporated in the State of New Jersey in 1882.
Divisions and affiliated companies of Exxon operate or market products in the
United States and over 100 other countries. Their principal business is
energy, involving exploration for, and production of, crude oil and natural
gas, manufacturing of petroleum products and transportation and sale of crude
oil, natural gas and petroleum products. Exxon Chemical Company, a division of
Exxon, is a major manufacturer and marketer of petrochemicals. Exxon is
engaged in exploration for, and mining and sale of, coal and other minerals.
Exxon also has an interest in electric power generation in Hong Kong.
Affiliates of Exxon conduct extensive research programs in support of these
businesses.
The terms corporation, company, Exxon, our, we and its, as used in this
report, sometimes refer not only to Exxon Corporation or to one of its
divisions but collectively to all of the companies affiliated with Exxon
Corporation or to any one or more of them. The shorter terms are used merely
for convenience and simplicity.
The oil and chemical industries are highly competitive. There is competition
within the industries and also with other industries in supplying the energy,
fuel and chemical needs of commerce, industry and individuals. The corporation
competes with other firms in the sale or purchase of various goods or services
in many national and international markets and employs all methods of
competition which are lawful and appropriate for such purposes.
Exxon Chemical is a major producer of basic petrochemicals, including
olefins and aromatics, and a leading supplier of specialty rubbers and of
additives for fuels and lubricants. Other products manufactured include
polyethylene and polypropylene plastics, plasticizers, specialty resins,
specialty and commodity solvents and performance chemicals for oil field
operations.
The operations and earnings of the corporation and its affiliates throughout
the world have been, and may in the future be, affected from time to time in
varying degree by political developments and laws and regulations, such as
forced divestiture of assets; restrictions on production, imports and exports;
price controls; tax increases and retroactive tax claims; expropriations of
property; cancellation of contract rights and environmental regulations. Both
the likelihood of such occurrences and their overall effect upon the
corporation vary greatly from country to country and are not predictable.
In 1995, the corporation spent $1,753 million (of which $565 million were
capital expenditures) on environmental conservation projects and expenses
worldwide, mostly dealing with air and water conservation. Total expenditures
for such activities are expected to be about $1.7 billion in 1996 and 1997
(with capital expenditures in each year representing about 30 percent of the
total).
Operating data and industry segment information for the corporation are
contained on pages F3, F20 and F27, information on oil and gas reserves is
contained on pages F24 and F25 and information on company-sponsored research
and development activities is contained on page F12 of the accompanying
financial section of the 1995 Annual Report to shareholders.*
ITEM 2. PROPERTIES.
Part of the information in response to this item and to the Securities
Exchange Act Industry Guide 2 is contained in the accompanying financial
section of the 1995 Annual Report to shareholders in Note 7, which note
appears on page F13, and on pages F3, and F22 through F27.*
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*Only the data appearing on pages F1 and F3 through F27 of the accompanying
financial section of the 1995 Annual Report to shareholders, incorporated in
this report as Exhibit 13, are deemed to be filed as part of this Annual
Report on Form 10-K as indicated under Items 1, 2, 3, 5, 6, 7 and 8 and on
page 13.
Information with regard to oil and gas producing activities follows:
1. NET RESERVES OF CRUDE OIL AND NATURAL GAS LIQUIDS (MILLIONS OF BARRELS) AND
NATURAL GAS (BILLIONS OF CUBIC FEET) AT YEAR-END 1995
Estimated proved reserves are shown on pages F24 and F25 of the accompanying
financial section of the 1995 Annual Report to shareholders. No major
discovery or other favorable or adverse event has occurred since December 31,
1995 that would cause a significant change in the estimated proved reserves as
of that date. The oil sands reserves shown separately for Canada represent
synthetic crude oil expected to be recovered from Imperial Oil Limited's 25
percent interest in the net reserves set aside for the Syncrude project, as
presently defined by government permit. For information on the standardized
measure of discounted future net cash flows relating to proved oil and gas
reserves, see page F26 of the accompanying financial section of the 1995
Annual Report to shareholders.
2. ESTIMATES OF TOTAL NET PROVED OIL AND GAS RESERVES FILED WITH OTHER FEDERAL
AGENCIES
During 1995, the company filed proved reserve estimates with the U.S.
Department of Energy on Forms EIA-23 and EIA-28. The information is consistent
with the 1994 Annual Report to shareholders with the exception of EIA-23 which
covered total oil and gas reserves from Exxon-operated properties in the U.S.
and does not include gas plant liquids.
3. AVERAGE SALES PRICES AND PRODUCTION COSTS PER UNIT OF PRODUCTION
Incorporated by reference to page F22 of the accompanying financial section
of the 1995 Annual Report to shareholders. Average sales prices have been
calculated by using sales quantities from our own production as the divisor.
Average production costs have been computed by using net production quantities
for the divisor. The volumes of crude oil and natural gas liquids (NGL)
production used for this computation are shown in the reserves table on page
F24 of the accompanying financial section of the 1995 Annual Report to
shareholders. The net production volumes of natural gas available for sale by
the producing function used in this calculation are shown on page F27 of the
accompanying financial section of the 1995 Annual Report to shareholders. The
volumes of natural gas were converted to oil equivalent barrels based on a
conversion factor of six thousand cubic feet per barrel.
4. GROSS AND NET PRODUCTIVE WELLS
YEAR-END 1995
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OIL GAS
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GROSS NET GROSS NET
------ ------ ------ -----
United States..................................... 18,706 6,765 4,855 2,069
Canada............................................ 6,386 4,033 5,315 2,905
Europe............................................ 1,647 508 1,039 352
Asia-Pacific...................................... 844 402 372 95
Other............................................. 733 105 16 6
------ ------ ------ -----
Total............................................ 28,316 11,813 11,597 5,427
====== ====== ====== =====
5. GROSS AND NET DEVELOPED ACREAGE
YEAR-END 1995
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GROSS NET
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(THOUSANDS OF ACRES)
United States.......................................... 5,214 3,729
Canada................................................. 3,789 1,809
Europe................................................. 12,388 3,936
Asia-Pacific........................................... 3,743 1,505
Other.................................................. 7,569 1,141
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Total................................................. 32,703 12,120
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2
Note: Separate acreage data for oil and gas are not maintained because, in
many instances, both are produced from the same acreage.
6. GROSS AND NET UNDEVELOPED ACREAGE
YEAR-END 1995
--------------
GROSS NET
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(THOUSANDS OF
ACRES)
United States................................................. 4,992 3,585
Canada........................................................ 4,128 2,388
Europe........................................................ 14,279 5,337
Asia-Pacific.................................................. 53,291 27,282
Other......................................................... 50,597 23,064
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Total........................................................ 127,287 61,656
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7. SUMMARY OF ACREAGE TERMS IN KEY AREAS
United States
Oil and gas exploration leases are acquired for varying periods of time,
ranging from one to ten years. Production leases normally remain in effect
until production ceases.
Canada
Exploration permits are granted for varying periods of time with renewals
possible. Production leases are held as long as there is production on the
lease.
Cold Lake oil sands leases were taken for an initial 21-year term in 1968-69
and renewed for a second 21-year term in 1989-1990. All undeveloped Athabasca
oil sands leases are currently in their second 21-year term after being
renewed between 1980 and 1987. They may be renewed for a third term of 15
years if the leaseholder files a development plan with the Alberta regulatory
authority. The regulatory approval received for Syncrude has set the expiry
date of the current production lease at 2025. Also, two recent in-situ
Athabasca oil sands permits were obtained. At the end of five years, provided
delineation has been completed, the permits will convert to 15-year leases.
One permit is due to convert in 1999 and the other in 2000.
United Kingdom
Licenses issued prior to 1977 were for an initial period of six years with
an option to extend the license for a further 40 years on no more than half of
the license area. Licenses issued between 1977 and 1979 were for an initial
period of four years, after which one-third of the acreage was required to be
relinquished, followed by a second period of three years, after which an
additional one-third of the acreage was required to be relinquished, with an
option to extend for a total license period of 24 to 36 years on no more than
half the license area. Recent licenses are typically for an initial period of
six to nine years, with a second term of 12 to 15 years which may be extended
a further 18 to 24 years.
Netherlands
Onshore: Exploration drilling permits are issued for a period of two to five
years. Production concessions are granted after discoveries have been made
under conditions which are negotiated with the government. Normally, they are
field-life concessions covering an area defined by hydrocarbon occurrences.
Offshore: Prospecting licenses issued prior to March 1976 were for a 15-year
period, with relinquishment of about 50 percent of the original area required
at the end of ten years. Subsequent
3
licenses are for ten years with relinquishment of about 50 percent of the
original area required after six years. For commercial discoveries within a
prospecting license, a production license is issued for a 40-year period.
Norway
Licenses issued prior to 1972 were for a total period of 46 years, with
relinquishment of at least one-fourth of the original area required at the end
of the sixth year and another one-fourth at the end of the ninth year.
Subsequent licenses are for a total period of 36 years, with relinquishment of
at least one-half of the original area required at the end of the sixth year.
France
Exploration permits are granted for periods of three to five years,
renewable up to two times accompanied by substantial acreage relinquishments:
50 percent of the acreage at first renewal; 25 percent of the remaining
acreage at second renewal. A 1994 law requires a bidding process prior to
granting of an exploration permit. Upon discovery of commercial hydrocarbons,
a production concession is granted for up to 50 years, renewable in periods of
25 years each.
Germany
Acreage holdings are generally concessions with indefinite periods subject
to minimum work commitments.
Australia
Onshore: Acreage terms are fixed by the individual state and territory
governments. These terms and conditions vary significantly between the states
and territories. Production licenses are generally granted for an initial term
of 21 years, with subsequent renewals, each for 21 years, for the full area.
Offshore: Acreage terms are fixed by the national government. Exploration
permits are granted for six years with possible renewals of five-year periods
to a total of 26 years. A 50 percent relinquishment of remaining area is
mandatory at the end of each renewal period. Production licenses are for 21
years, with one renewal of 21 years. Subsequent 21-year renewals are subject
to negotiation.
Malaysia
Exploration and production activities are governed by production sharing
contracts negotiated with the national oil company. The more recent contracts
have an overall term of 24 to 28 years with possible extensions to the
exploration or development periods. The exploration period is five to seven
years with the possibility of extensions, after which time areas with no
commercial discoveries must be relinquished. The development period is four to
six years from commercial discovery, with an option to extend the period for
an additional two years and possibly longer under special circumstances. Areas
from which commercial production has not started by the end of the development
period must be relinquished. The total production period is 15 years from
first commercial lifting, not to exceed the overall term of the contract.
Thailand
The Exxon concessions and the Petroleum Act of 1972 allow production for 30
years (through 2021) with a possible ten-year extension at terms generally
prevalent at the time.
Azerbaijan
The license is a production sharing contract with an initial period of 30
years from its 1994 execution date.
4
Republic of Yemen
Production sharing agreements negotiated with the government entitle Exxon
to participate in exploration operations within a designated area during the
exploration period. In the event of a commercial discovery, the company is
entitled to proceed with development and production operations during the
development period. The length of these periods and other specific terms are
negotiated prior to executing the production sharing agreement. Existing
production operations have a development period extending 20 years from first
commercial declaration made in November 1985.
Egypt
Exploration and production activities are governed by concession agreements
negotiated with the government. These agreements generally permit three
exploration periods, with the first period being three years, and the
remaining two optional periods being two years each with 25 percent of the
remaining acreage relinquished at each renewal. Production operations have an
overall term of 30 years, with an option for a ten-year extension.
8. NUMBER OF NET PRODUCTIVE AND DRY WELLS DRILLED
1995 1994 1993
---- ---- ----
A. Net Productive Exploratory Wells Drilled
United States................................................ 5 5 2
Canada (*)................................................... 5 8 13
Europe....................................................... 9 6 7
Asia-Pacific................................................. 15 9 7
Other........................................................ 2 3 3
--- --- ---
Total....................................................... 36 31 32
--- --- ---
B. Net Dry Exploratory Wells Drilled
United States................................................ 5 3 12
Canada (*)................................................... 12 8 7
Europe....................................................... 7 6 6
Asia-Pacific................................................. 7 7 6
Other........................................................ 2 5 1
--- --- ---
Total....................................................... 33 29 32
--- --- ---
C. Net Productive Development Wells Drilled
United States................................................ 152 188 193
Canada (*)................................................... 339 135 205
Europe....................................................... 32 25 19
Asia-Pacific................................................. 40 57 61
Other........................................................ 11 10 10
--- --- ---
Total....................................................... 574 415 488
--- --- ---
D. Net Dry Development Wells Drilled
United States................................................ 7 15 24
Canada (*)................................................... 3 3 --
Europe....................................................... 1 1 --
Asia-Pacific................................................. -- -- 3
Other........................................................ -- -- 2
--- --- ---
Total....................................................... 11 19 29
--- --- ---
Total number of net wells drilled.............................. 654 494 581
=== === ===
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* 1994 and 1993 counts restated for development wells now categorized as
exploration wells.
5
9. PRESENT ACTIVITIES
A. Wells Drilling -- Year-End 1995
GROSS NET
----- ---
United States...................................................... 29 24
Canada............................................................. 9 4
Europe............................................................. 45 15
Asia-Pacific....................................................... 8 5
Other.............................................................. 7 1
--- ---
Total............................................................. 98 49
=== ===
B. Review of Principal Ongoing Activities in Key Areas
UNITED STATES
During 1995, exploration activities were conducted by Exxon Exploration
Company and producing activities by Exxon Company, U.S.A., both divisions of
Exxon Corporation. Some of the more significant ongoing activities are:
. Exploration and delineation of additional hydrocarbon resources
continued. At year-end 1995, Exxon's inventory of undeveloped acreage
totaled 3.6 million net acres. Exxon is active in areas onshore and
offshore in the lower 48 states and in Alaska. A total of ten net
exploration and delineation wells were completed during 1995.
. During 1995, 116 net development wells were completed within and around
mature fields in the inland lower 48 states.
. Exxon's net acreage in the Gulf of Mexico at year-end 1995 was 1.2
million acres. A total of 26 net exploratory and development wells were
completed during the year.
. There were no new major projects which started up in 1995. Fabrication
of facilities for the Ram-Powell project, which will involve setting a
tension-leg platform (TLP) in approximately 3,200 feet of water, is
progressing. Start-up is expected in 1997.
. Participation in Alaska production and development continued and a total
of nine net development wells were drilled in 1995. At the Point
McIntyre field, debottlenecking of production facilities continued,
allowing production to increase to 50 thousand barrels per day (net) by
year-end.
CANADA
During 1995, exploration and production activities in Canada were conducted
by the Resources Division of Imperial Oil Limited, which is 69.6 percent owned
by Exxon Corporation. Some of the more significant ongoing activities are:
. Gross commercial bitumen production from Cold Lake averaged 94 thousand
barrels per day during 1995. Work continued to expand the steam-
injection, bitumen recovery operations. The expansion is expected to
increase heavy oil production to about 130 thousand barrels per day by
1997.
. The Syncrude plant, 25 percent owned by Imperial and located in northern
Alberta, completed its 17th year of operations. Gross synthetic crude
production averaged 202 thousand barrels per day in 1995.
6
OUTSIDE NORTH AMERICA
During 1995, exploration activities were conducted by Exxon Exploration
Company and producing activities by Exxon Company, International, both
divisions of Exxon Corporation. Some of the more significant ongoing
activities include:
United Kingdom
During the year, Exxon acquired an interest in ten new blocks. Net acreage,
however, remained at 1.7 million acres at year-end with offsetting
relinquishment and sales. During 1995, 23.3 net exploration and development
wells were completed. At year-end, development drilling was completed at
Gannet A and continued at the Gannet C, Nelson, Pelican and Schooner projects.
Construction of the Central North Sea Floating Production, Storage and Off-
loading project is ahead of schedule, and the Brent redevelopment program is
progressing with the start-up of the Brent Bravo platform. The Eastern Trough
Area Project was approved, with start-up anticipated in 1998.
Netherlands
Exxon's interest in licenses totaled 2.8 million net acres at year-end 1995.
During the year, 9.4 net exploration and development wells were completed.
Production start-up's during the year included the Pernis West, K-11 FB/FC,
L-13 FH and Den Velde fields. Two large underground natural gas storage projects
(Grijpskerk and Norg) were approved, with start-up anticipated in 1997-1998.
Norway
Total net offshore acreage licensed to Exxon at year-end 1995 remained at
0.3 million acres. During the year, 7.1 net exploration and development wells
were completed and production was initiated at the Statfjord North field.
Projects for development of the Sleipner West, Balder and Vigdis fields are
continuing as planned, with first production scheduled for 1996-1997.
France
Exxon's net acreage totaled 0.7 million net acres at the end of 1995. During
the year, 3.3 net exploration and development wells were drilled and
completed.
Germany
A total of 3.5 million acres were held by Exxon in Germany at year-end, with
5.8 net exploration and development wells drilled and completed during the
year. The Uelsen underground natural gas storage project was approved, with
start-up anticipated in 1997.
Australia
Exxon's 1995 year-end acreage holdings totaled 7.0 million net acres onshore
and 1.1 million net acres offshore, with exploration and production activities
underway in both areas. During the year, 19.9 net exploration and development
wells were completed. The West Tuna and Bream B projects are progressing with
first production anticipated in 1997.
Malaysia
Exxon has interests in production sharing contracts covering 4.2 million net
acres offshore Peninsular Malaysia. During 1995, a total of 40.7 net
exploration and development wells were completed. Development drilling was
completed for the Dulang field and waterflood and gas injection
7
facilities were commissioned. Compression facilities at Jerneh were
commissioned and the Lawit gas project is progressing with start-up
anticipated in 1997. Development drilling continued on the Guntong D and
Tabu B platforms.
Indonesia
At year-end, Exxon's net acreage in Indonesia totaled 0.5 million acres, all
offshore, after the sale of its share in P.T. Stanvac Indonesia in December.
Thailand
Exxon's net acreage in the Khorat concession onshore Thailand totaled 0.1
million acres at year-end.
Azerbaijan
A total of 5,000 acres were held by Exxon in Azerbaijan at year-end, all
offshore. This interest (5 percent of the previously discovered Megastructure
fields) was acquired in 1995 from SOCAR, the state oil company of Azerbaijan.
Operations in 1995 included completion of a seismic survey and initiation of
topsides refurbishment for the one existing platform.
Republic of Yemen
Exxon's net acreage in the Republic of Yemen production sharing agreement
areas totaled 0.9 million acres onshore at year-end. During the year, 8.4 net
exploration and development wells were drilled and completed.
Egypt
Exxon is engaged in exploration and production activities in two contract
areas, with net acreage holdings totaling 0.1 million acres. During 1995, 4.0
net exploration and production wells were completed.
Colombia
At year-end, Exxon's net acreage in Colombia totaled 0.1 million acres after
the sale of its producing fields.
WORLDWIDE EXPLORATION
Exploration activities were underway in several areas in which Exxon has no
established production operations. A total of 38.7 million net acres were held
at year-end, and 3.7 net exploration wells were completed during the year.
ITEM 3. LEGAL PROCEEDINGS.
As initially reported in the registrant's Quarterly Report on Form 10-Q for
the quarter ended March 31, 1992, the registrant was sued by Metropolitan Dade
County in the Eleventh Judicial Circuit Court, Dade County, Florida, for
alleged hydrocarbon soil and groundwater contamination relating to an
underground tank and piping system beneath a former Exxon service station in
Opa Locka, Florida. On June 8, 1995, the court entered an order granting the
registrant's motion for summary judgment, and on August 9, 1995, the court
denied the plaintiff's motion for rehearing of that order.
Refer to the relevant portions of Note 14 on page F16 of the accompanying
financial section of the 1995 Annual Report to shareholders for further
information on legal proceedings.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
----------------
8
EXECUTIVE OFFICERS OF THE REGISTRANT [pursuant to Instruction 3 to Regulation
S-K, Item 401(b)].
AGE AS OF
MARCH 31,
NAME 1996 TITLE (HELD OFFICE SINCE)
---- --------- ---------------------------------------------
L. R. Raymond........... 57 Chairman of the Board (1993)
R. Dahan................ 54 Senior Vice President (1995)
E. J. Hess.............. 62 Senior Vice President (1993)
H. J. Longwell.......... 54 Senior Vice President (1995)
R. E. Wilhelm........... 55 Senior Vice President (1990)
A. L. Condray........... 53 Vice President (1995)
W. B. Cook.............. 60 Vice President and Controller (1994)
C. W. Matthews, Jr. .... 51 Vice President and General Counsel (1995)
R. B. Nesbitt........... 62 Vice President (1992)
E. A. Robinson.......... 62 Vice President and Treasurer (1983)
C. D. Roxburgh.......... 57 Vice President (1995)
P. E. Sullivan.......... 52 Vice President and General Tax Counsel (1995)
J. L. Thompson.......... 56 Vice President (1991)
T. P. Townsend.......... 59 Vice President -- Investor Relations (1990)
and Secretary (1995)
For at least the past five years, Messrs. Raymond, Hess, Wilhelm, Robinson
and Townsend have been employed as executives of the registrant. Effective
February 1, 1996 Mr. Raymond also holds the title of president.
The following executive officers of the registrant have also served as
executives of the subsidiaries, affiliates or divisions of the registrant
shown opposite their names during the five years preceding December 31, 1995.
Esso Nederland B.V. ............................. Dahan
Exxon Chemical Company........................... Nesbitt
Exxon Coal and Minerals Company.................. Roxburgh
Exxon Company, International..................... Cook, Dahan, Longwell,
Roxburgh and Thompson
Exxon Company, U.S.A............................. Condray, Longwell, Matthews
and Sullivan
Exxon Exploration Company........................ Thompson
Officers are generally elected by the Board of Directors at its meeting on
the day of each annual election of directors, each such officer to serve until
his or her successor has been elected and qualified.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER MATTERS.
Incorporated by reference to the quarterly information which appears on page
F21 of the accompanying financial section of the 1995 Annual Report to
shareholders.
ITEM 6. SELECTED FINANCIAL DATA.
Incorporated by reference to page F3 of the accompanying financial section
of the 1995 Annual Report to shareholders.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Incorporated by reference to pages F4 through F7 of the accompanying
financial section of the 1995 Annual Report to shareholders.
9
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Reference is made to the Index to Financial Statements on page 13 of this
Annual Report on Form 10-K.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Incorporated by reference to the relevant portions of pages 4 through 8 and
to the portion of page 9 entitled "Section 16(a) Reports" of the registrant's
definitive proxy statement dated March 12, 1996.
ITEM 11. EXECUTIVE COMPENSATION.
Incorporated by reference to the fifth through eighth paragraphs of page 2
and pages 10 through 13 (excluding the portion of page 13 entitled "Board
Compensation Committee Report on Executive Compensation") of the registrant's
definitive proxy statement dated March 12, 1996.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Incorporated by reference to the relevant portions of pages 4 through 9
(excluding the portions of page 9 entitled "Transactions with Management" and
"Section 16(a) Reports") of the registrant's definitive proxy statement dated
March 12, 1996.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Incorporated by reference to the portion of page 9 entitled "Transactions
with Management" of the registrant's definitive proxy statement dated March
12, 1996.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a)(1) and (a) (2) Financial Statements:
See Index to Financial Statements on page 13 of this Annual Report on
Form 10-K.
(a)(3) Exhibits:
See Index to Exhibits on page 14 of this Annual Report on Form 10-K.
(b)Reports on Form 8-K.
The registrant did not file any reports on Form 8-K during the last
quarter of 1995.
10
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY
THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED.
EXXON CORPORATION
/s/ LEE R. RAYMOND
By: _________________________________
(Lee R. Raymond,
Chairman of the Board)
Dated March 8, 1996
----------------
POWER OF ATTORNEY
EACH PERSON WHOSE SIGNATURE APPEARS BELOW CONSTITUTES AND APPOINTS JAMES I.
ALCOCK, RICHARD E. GUTMAN AND FRANK A. RISCH, AND EACH OF THEM, HIS OR HER
TRUE AND LAWFUL ATTORNEYS-IN-FACT AND AGENTS, WITH FULL POWER OF SUBSTITUTION
AND RESUBSTITUTION, FOR HIM OR HER AND IN HIS OR HER NAME, PLACE AND STEAD, IN
ANY AND ALL CAPACITIES, TO SIGN ANY AND ALL AMENDMENTS TO THIS ANNUAL REPORT
ON FORM 10-K, AND TO FILE THE SAME, WITH ALL EXHIBITS THERETO, AND OTHER
DOCUMENTS IN CONNECTION THEREWITH, WITH THE SECURITIES AND EXCHANGE
COMMISSION, GRANTING UNTO SAID ATTORNEYS-IN-FACT AND AGENTS, AND EACH OF THEM,
FULL POWER AND AUTHORITY TO DO AND PERFORM EACH AND EVERY ACT AND THING
REQUISITE AND NECESSARY TO BE DONE, AS FULLY TO ALL INTENTS AND PURPOSES AS HE
OR SHE MIGHT OR COULD DO IN PERSON, HEREBY RATIFYING AND CONFIRMING ALL THAT
SAID ATTORNEYS-IN-FACT AND AGENTS OR ANY OF THEM, OR THEIR OR HIS OR HER
SUBSTITUTE OR SUBSTITUTES, MAY LAWFULLY DO OR CAUSE TO BE DONE BY VIRTUE
HEREOF.
----------------
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE
REGISTRANT AND IN THE CAPACITIES AND ON THE DATES INDICATED.
/s/ LEE R. RAYMOND Chairman of the Board March 8, 1996
- ------------------------------------------- (Principal Executive Officer)
(Lee R. Raymond)
/s/ MICHAEL J. BOSKIN Director March 8, 1996
- -------------------------------------------
(Michael J. Boskin)
/s/ RANDOLPH W. BROMERY Director March 8, 1996
- -------------------------------------------
(Randolph W. Bromery)
/s/ D. WAYNE CALLOWAY Director March 8, 1996
- -------------------------------------------
(D. Wayne Calloway)
11
/s/ JESS HAY Director March 8, 1996
- -------------------------------------------
(Jess Hay)
/s/ JAMES R. HOUGHTON Director March 8, 1996
- -------------------------------------------
(James R. Houghton)
/s/ WILLIAM R. HOWELL Director March 8, 1996
- -------------------------------------------
(William R. Howell)
/s/ PHILIP E. LIPPINCOTT Director March 8, 1996
- -------------------------------------------
(Philip E. Lippincott)
/s/ HARRY J. LONGWELL Director March 8, 1996
- -------------------------------------------
(Harry J. Longwell)
/s/ MARILYN CARLSON NELSON Director March 8, 1996
- -------------------------------------------
(Marilyn Carlson Nelson)
/s/ JOHN H. STEELE Director March 8, 1996
- -------------------------------------------
(John H. Steele)
/s/ ROBERT E. WILHELM Director March 8, 1996
- -------------------------------------------
(Robert E. Wilhelm)
/s/ JOSEPH D. WILLIAMS Director March 8, 1996
- -------------------------------------------
(Joseph D. Williams)
/s/ W. BRUCE COOK Controller (Principal March 8, 1996
- ------------------------------------------- Accounting Officer)
(W. Bruce Cook)
/s/ EDGAR A. ROBINSON Treasurer (Principal March 8, 1996
- ------------------------------------------- Financial Officer)
(Edgar A. Robinson)
12
INDEX TO FINANCIAL STATEMENTS
The consolidated financial statements, together with the report thereon of
Price Waterhouse LLP dated February 28, 1996, appearing on pages F8 to F20; the
Quarterly Information appearing on page F21; and the Supplemental Information
on Oil and Gas Exploration and Production Activities appearing on pages F22 to
F26 of the accompanying financial section of the 1995 Annual Report to
shareholders are incorporated in this Annual Report on Form 10-K as Exhibit 13.
With the exception of the aforementioned information, no other data appearing
in the accompanying financial section of the 1995 Annual Report to shareholders
is deemed to be filed as part of this Annual Report on Form 10-K under Item 8.
Consolidated Financial Statement Schedules have been omitted because they are
not applicable or the required information is shown in the consolidated
financial statements or notes thereto.
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the following
Prospectuses constituting part of the Registration Statements on:
Form S-3 (No. 33-60677) --Exxon Corporation Shareholder Investment Program;
Form S-8 (No. 33-51107) --1993 Incentive Program of Exxon Corporation (together
with 1983 Stock Option and 1988 Long Term Incentive
Plans of Exxon Corporation);
Form S-8 (No. 33-19057) --Thrift Plans of Exxon Corporation and Participating
Affiliated Employers;
Form S-3 (No. 33-48919) --Guaranteed Debt Securities and Warrants to Purchase
Guaranteed Debt Securities of Exxon Capital Corporation;
Form S-3 (No. 33-8922) --Guaranteed Debt Securities of SeaRiver Maritime
Financial Holdings, Inc. (formerly Exxon Shipping
Company)
of our report dated February 28, 1996 appearing on page F11 of the accompanying
financial section of the 1995 Annual Report to shareholders of Exxon
Corporation which is incorporated as Exhibit 13 in this Annual Report on Form
10-K.
Price Waterhouse LLP
Dallas, Texas
March 8, 1996
13
INDEX TO EXHIBITS
3(i). Registrant's Restated Certificate of Incorporation, as
restated November 1, 1991 (incorporated by reference to
Exhibit 3(a) to the registrant's Annual Report on Form
10-K for 1991).
3(ii). Registrant's By-Laws, as revised to January 31, 1996.
10(iii)(a). Registrant's 1993 Incentive Program, as amended
(incorporated by reference to Exhibit 10(iii) to the
registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1995).*
10(iii)(b). Registrant's Plan for Deferral of Nonemployee Director
Compensation and Fees, as amended (incorporated by
reference to Exhibit 10(iii)(b) to the registrant's
Annual Report on Form 10-K for 1993).*
10(iii)(c). Registrant's Restricted Stock Plan for Nonemployee
Directors, as amended (incorporated by reference to
Exhibit 10(iii)(c) to the registrant's Annual Report on
Form 10-K for 1994).*
10(iii)(d). Supplemental life insurance (incorporated by reference to
Exhibit 10(iii)(d) to the registrant's Annual Report on
Form 10-K for 1992).*
10(iii)(e). Registrant's Short Term Incentive Program (incorporated by
reference to Exhibit 10(iii)(e) to the registrant's
Annual Report on Form 10-K for 1993).*
12. Computation of ratio of earnings to fixed charges.
13. Pages F1 and F3 through F27 of the Financial Section of
the registrant's 1995 Annual Report to shareholders.
21. Subsidiaries of the registrant.
23. Consent of Independent Accountants (contained on page 13
of this Annual Report on Form 10-K).
27. Financial Data Schedule (included only in the electronic
filing of this document).
- --------
* Compensatory plan or arrangement required to be identified pursuant to Item
14(a)(3) of this Annual Report on Form 10-K.
The registrant has not filed with this report copies of the instruments
defining the rights of holders of long-term debt of the registrant and its
subsidiaries for which consolidated or unconsolidated financial statements are
required to be filed. The registrant agrees to furnish a copy of any such
instrument to the Securities and Exchange Commission upon request.
14