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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to ___________
Commission file number 1-2256
A. Full title of the plan:
EXXONMOBIL FUELS MARKETING SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
EXXON MOBIL CORPORATION
5959 Las Colinas Boulevard
Irving, Texas 75039-2298
EXXONMOBIL FUELS MARKETING SAVINGS PLAN
INDEX
Page
-----
Financial Statements
Statement of Net Assets Available for Benefits at
December 31, 2003 and 2002 3
Statement of Changes in Net Assets Available for
Benefits, for the Year ended December 31, 2003 4
Notes to Financial Statements 5-9
Supplemental Schedules
Schedule of Nonexempt Transactions 10
Schedule of Assets (Held At End of Year) 11
Report of Independent Registered Public Accounting Firm 12
Signature 13
Exhibit Index 14
Exhibit 23 - Consent of Independent Registered
Public Accounting Firm 15
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ExxonMobil Fuels Marketing Savings Plan
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STATEMENT OF NET ASSETS
AVAILABLE FOR BENEFITS
-----------------------
December 31,
------------
2003 2002
------------ ------------
Assets:
Investments, at fair value (see note 3)$ 22,309,560 $ 17,909,214
Participant contribution receivable 153,333 185,539
Employer contribution receivable 343,514 327,817
Accounts receivable 19,321 22,218
Accrued income 5,055 4,926
Cash 91,757 23,416
------------ ------------
Total assets $ 22,922,540 $ 18,473,130
Trustee fee payable 55,611 49,054
------------ ------------
Net assets available for benefits $ 22,866,929 $ 18,424,076
============ ============
The accompanying notes are an integral part of these financial statements.
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ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
-----------------------------------
FOR THE YEAR ENDED DECEMBER 31, 2003
------------------------------------
Contributions:
Participant contributions $ 1,785,842
Employer contributions 3,732,054
------------
Total contributions 5,517,896
------------
Investment income:
Interest and dividends 141,196
Net appreciation
in fair value of investments (see note 3) 2,217,798
------------
Net investment income 2,358,994
------------
Benefit payments (3,187,737)
Expenses (237,185)
Plan transfer (see note 1) (9,115)
------------
Total deductions (3,434,037)
------------
Net increase 4,442,853
Net assets available for benefits:
Beginning of year 18,424,076
------------
End of year $ 22,866,929
============
The accompanying notes are an integral part of these financial statements.
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ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 1 - DESCRIPTION OF THE PLAN:
- ---------------------------------
General
- -------
The following description provides general information for the ExxonMobil
Fuels Marketing Savings Plan (the Plan). Participants should refer to
the Plan document for a more complete description of the Plan's
provisions. The Plan is a defined contribution plan established to
provide savings and retirement benefits for certain qualified employees
of ExxonMobil Fuels Marketing Company, a division of Exxon Mobil
Corporation (the Company), employed in its company operated retail store
operations and for certain qualified employees at the Olathe, KS
grease plant.
Contributions
- -------------
Contributions to the Plan are made by both the participant and the
Company. Participants may contribute any whole percentage, up to 20% of
their eligible pay. Participants may also make a rollover contribution from
other qualified plans or rollover IRA. Generally, for eligible participants,
the Company matches contributions at 50 cents for each pretax dollar
contributed up to the first 3% of eligible pay and/or makes contributions
equal to 3% of eligible pay. For eligible participants covered by a
collective bargaining agreement, the Company provides a 100% match, up to 4%
of eligible pay. Effective September 1, 2002, employees who are at least age
50 at the end of the Plan year may elect to make additional pretax
contributions up to limits defined in the Plan.
Vesting
- -------
Participants are immediately vested in their contributions and earnings.
Company contributions vest at 100% after 3 years of qualifying service or, if
the participant is employed by the Company, on or after age 65 or upon death
while an employee.
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ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
Plan transfer
- -------------
During 2003, certain employees became eligible to enroll in the ExxonMobil
Savings Plan. Some of these employees transferred their accounts from the
ExxonMobil Fuels Marketing Savings Plan. The aggregate amount transferred
totaled $9,115.
Forfeitures
- -----------
During 2003 and 2002, $252,280 and $72,958, respectively, of unvested
employer matching contributions were forfeited by terminating employees and
used to offset employer contributions. During 2003, $223,019 of additional
forfeited balances from 2001 and 2002 were used to offset employer
contributions. During 2002, $699,286 of additional forfeited balances from
1997 to 2001 were used to offset employer contributions.
Plan Termination
- ----------------
The Company may terminate or amend the Plan at any time. In the event of
termination, the net assets of the Plan will be distributed in accordance
with the Employee Retirement Income Security Act of 1974.
Other Plan Provisions
- ---------------------
Other Plan provisions including eligibility, enrollment, participation,
forfeiture, loans, withdrawals, distributions, and investment options are
described in the Plan document.
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ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:
- -----------------------------------------
Basis of Accounting
- -------------------
The accompanying financial statements are presented on the accrual basis
of accounting except benefit payments which are reported on a cash basis
to conform with generally accepted accounting principles.
Investment Valuation and Income Recognition
- -------------------------------------------
Investment income is recorded when earned. Investments are stated at
fair value based upon market quotations as determined by the trustee.
Interest earned on the money market deposits and the change in the value
of the investments are allocated daily to the individual employee accounts
on the basis of the participant's account balance. Investments are subject
to normal risks associated with international and domestic debt and equity
markets.
Net appreciation and net depreciation in the current value of investments
includes realized gains and losses on investments sold or disposed of during
the year and unrealized gains and losses on investments held at year end.
Purchases and sales of securities are recorded on the trade date. Dividends
are recorded on the ex-dividend date.
Participant loans represent the outstanding principal balances of the loans
and are valued at cost, which approximates current value.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets available for benefits
and liabilities and disclosure of contingent liabilities at the date of the
financial statements and the reported amounts of changes in net assets
available for benefits during the reporting period. Actual results could
differ from those estimates.
-7-
ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
Expenses
- --------
Administrative expenses incurred in the administration of the Plan, to the
extent not paid by the Company, are charged to and paid from the Plan's
assets. Administrative expenses are recorded when incurred.
NOTE 3 - INVESTMENTS:
- ---------------------
The following presents investments that represent 5 percent or more of the
Plan's net assets available for benefits.
December 31,
------------
2003 2002
----------- -----------
Merrill Lynch Money Market Fund $ 9,314,594 $ 7,730,287
BGI Bond Index Fund 1,267,349 1,180,816
BGI Extended Market Fund 1,401,260
BGI S&P 500 Stock Fund 3,727,040 2,661,959
BGI Lifepath 2020 Fund 1,573,915 1,139,909
BGI Lifepath 2030 Fund 2,117,836 1,815,480
Participant loans 1,073,514
During 2003, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated
in value by $2,217,798 as follows:
S&P 500 stock fund $786,211
Bond index fund 52,101
International equity fund 136,870
Extended market fund 391,663
Lifepath bond and equity balanced funds 850,953
----------
$2,217,798
==========
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ExxonMobil Fuels Marketing Savings Plan
---------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 4 - INCOME TAX STATUS:
- ---------------------------
The legal counsel believes the Plan is qualified under the applicable sections
of the Internal Revenue Code (IRC) and therefore the trust is exempt from
federal tax under Section 501(a) of the IRC. A favorable determination letter
with respect to the tax-exempt status of the trust was issued by the Internal
Revenue Service in October 2002. The Plan has been amended since receiving
the determination letter. However, legal counsel believes that the Plan is
currently designed and is being operated in compliance with the applicable
requirements of the IRC.
NOTE 5 - NONEXEMPT TRANSACTIONS:
- --------------------------------
During October 2002, an employee's contribution was not remitted to Merrill
Lynch, the trustee, on a timely basis due to a systems interface problem.
The Company remitted the contribution ($15) and earnings ($10) to Merrill Lynch
in September 2003.
During December 2002, the Plan discovered that 25 participants had not received
credit for loan repayments since July 2002 because of a payroll process
problem. The Company remitted the missed loan payments for 20 participants
($11,100) to Merrill Lynch in January 2003. Also in January 2003, the
company refunded missed loan payments ($4,928) to the remaining 5
participants. In March 2003, the Company remitted additional funds to Merrill
Lynch for earnings related to the affected loans ($1,293). The Plan also
discovered another 6 similarly affected loans. In April 2003, the Company
remitted funds to Merrill Lynch for one of the affected loans ($235). Related
earnings ($23) were remitted in June 2003. Also in June 2003, the Company
remitted funds to Merrill Lynch for a second participant's missed loan
repayments ($255). Additional earnings ($38) were remitted to Merrill Lynch
in July 2003. The remaining 4 loans had been otherwise repaid and the
participants were refunded for the amount of the payments ($494) and earnings
($149) in July 2003. These transactions were reported on the 2002 Schedule G.
During February 2003 through August 2003, five employees' contributions were
not remitted to Merrill Lynch on a timely basis due to a systems interface
problem. The Company corrected the situation for one employee in
September 2003, and Merrill Lynch, the trustee, received on behalf of the
participant contributions ($23) and earnings ($9). The Company remitted
contributions ($3,010) and earnings ($1,181) to Merrill Lynch on behalf of
the other four participants in December 2003.
-9-
ExxonMobil Fuels Marketing Savings Plan
Schedule G Part III Schedule of Nonexempt Transactions
for the twelve-month period ended December 31, 2003
(b) relationship to plan,
employer or other
(a) identity of party involved party-in-interest
- ------------------------------ -------------------------
ExxonMobil Fuels Marketing Company sponsor
(c) description of transaction including maturity date,
rate of interest, collateral, par or maturity value
- -------------------------------------------------------
untimely remittance of contributions
(d) cost (e) current (f) net gain
(historical) value (loss) on each
of asset of asset transaction
- ----------- ----------- -------------
$3,048 $4,248 $1,200
-10-
ExxonMobil Fuels Marketing Savings Plan
Schedule H Item 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
(a) (b) Identity of issue (c) Description of investment (e) Current value
* Merrill Lynch Money Market Fund $ 9,314,594
Barclays Global Investors, N.A. Bond Index Fund 1,267,349
Barclays Global Investors, N.A. Extended Market Fund 1,401,260
Barclays Global Investors, N.A. International Equity Fund 550,520
Barclays Global Investors, N.A. S&P 500 Stock Fund 3,727,040
Barclays Global Investors, N.A. Lifepath Income Fund 266,002
Barclays Global Investors, N.A. Lifepath 2010 Fund 533,729
Barclays Global Investors, N.A. Lifepath 2020 Fund 1,573,915
Barclays Global Investors, N.A. Lifepath 2030 Fund 2,117,836
Barclays Global Investors, N.A. Lifepath 2040 Fund 499,318
* Participant loans maturities ranging from 1,057,997
1 month to 174 months
interest rates ranging from
4.00% to 9.50%
------------
Total $ 22,309,560
============
* indicates a party-in-interest to the Plan
-11-
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of the ExxonMobil Fuels Marketing
Savings Plan:
In our opinion, the accompanying statements of net assets available for
benefits and the related statement of changes in net assets available for
benefits present fairly, in all material respects, the net assets available
for benefits of the ExxonMobil Fuels Marketing Savings Plan (the "Plan")
at December 31, 2003 and 2002, and the changes in net assets available for
benefits for the year ended December 31, 2003 in conformity with
accounting principles generally accepted in the United States of America.
These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these
statements in accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and significant
estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable
basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedule
of assets (held at end of year) and schedule of nonexempt transactions are
presented for the purpose of additional analysis and are not a required part
of the basic financial statements but are supplementary information required
by the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. These supplemental
schedules are the responsibility of the Plan's management. The supplemental
schedules have been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial
statements taken as a whole.
PricewaterhouseCoopers LLP
Houston, Texas
June 28, 2004
-12-
SIGNATURE
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Plan) have duly caused this
Annual Report to be signed by the undersigned hereunto duly authorized.
EXXONMOBIL FUELS MARKETING SAVINGS PLAN
(Name of Plan)
/s/ S. B. L. Penrose
___________________________________
S. B. L. Penrose
Administrator-Finance
Dated: June 28, 2004
-13-
EXHIBIT INDEX
-------------
EXHIBIT
23. Consent of PricewaterhouseCoopers LLP,
Independent Registered Public Accounting Firm
Dated June 28, 2004
-14-
EXHIBIT 23
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (No. 333-69378) of Exxon Mobil
Corporation of our report dated June 28, 2004 relating to the
financial statements and supplemental schedules of the ExxonMobil Fuels
Marketing Savings Plan, which appear in this Form 11-K.
PricewaterhouseCoopers LLP
Houston, Texas
June 28, 2004
-15-