IMPERIAL OIL LIMITED

IMPERIAL OIL LIMITED

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IMPERIAL OIL LIMITED
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IMPERIAL OIL LIMITED
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Imperial Oil announces second quarter financial and operating results

    CALGARY, July 31 /CNW/ - Imperial Oil today announced that net income for
the second quarter of 2008 was a record $1,148 million or $1.28 a share,
compared with $712 million or $0.76 a share for the same period last year. Net
income for the first six months of 2008 was $1,829 million or $2.03 a share,
versus $1,486 million or $1.57 a share for the first half of 2007.
    Earnings in the second quarter were higher than the same quarter of 2007
as higher Upstream earnings were partially offset by lower Downstream
earnings. In the Upstream, higher crude oil and natural gas commodity prices
were partially offset by the negative impacts of lower conventional volumes
from expected reservoir decline, higher royalties, a stronger Canadian dollar,
and higher energy and maintenance costs. Lower Downstream earnings were
primarily due to the negative impacts of lower overall industry refining
margins and a stronger Canadian dollar, partially offset by a gain from asset
divestment.
    Operating revenues were $8,618 million in the second quarter, compared
with $6,299 million in the corresponding period last year. Capital and
exploration expenditures were $308 million in the second quarter, compared
with $200 million during the same quarter of 2007. For the first half of 2008,
the amount was $608 million, versus $416 million in the same period a year
ago. During the first half of 2008, the company repurchased about 22 million
shares for $1,196 million. At June 30, 2008, the company's balance of cash and
marketable securities was $1,295 million, compared with $1,208 million at the
end of 2007.
    "Our operations and reliability improved in the quarter and included
successful completion of planned turnarounds in the Upstream and Downstream
businesses," said Bruce March, Imperial's chief executive officer. "We
continue to focus on our high quality portfolio of company growth projects and
have received federal authorization for the Kearl oil sands project to
proceed," March added.

    Imperial Oil is one of Canada's largest corporations and a leading member
of the country's petroleum industry. It is one of the country's largest
producers of crude oil and natural gas, is the largest petroleum refiner, and
has a leading market share in petroleum products sold through a coast-to-coast
supply network that includes about 1,900 service stations.


    Highlights/Items of Interest

    Kearl oil sands project update

    In June, the Kearl project was granted a key federal authorization under
the Fisheries Act. This cleared the way for site preparation work to proceed
at the project site, located in Northern Alberta.

    Sale of Rainbow Pipeline in Northern Alberta completed

    In April, Imperial and co-owners entered into an agreement to sell
Rainbow Pipe Line Company Ltd. (Rainbow), in which the company held a
one-third equity interest, subject to closing conditions and regulatory
approvals. The transaction was completed on May 28, 2008. Imperial's gain on
the sale of Rainbow was $187 million.

    Share repurchase program to continue

    In June, Imperial received approval from the Toronto Stock Exchange for a
new normal course issuer bid(*) and will continue its existing share-purchase
program. The company will be permitted to repurchase up to five percent of the
current outstanding common shares, or about 44 million shares, during the next
12 months. As in the past, Exxon Mobil Corporation will participate in the
program in order to maintain its ownership percentage at 69.6 percent.

    (*)Any party may obtain, without charge, a copy of the notice of
    intention to make a normal course issuer bid filed with the Toronto Stock
    Exchange on June 23, 2008 on www.sedar.com or by contacting Imperial Oil,
    attention Vice-President, General Counsel and Corporate Secretary, at 237
    4th Avenue S.W., Calgary, Alberta, Canada T2P 3M9.

                             IMPERIAL OIL LIMITED
    -------------------------------------------------------------------------
    FINANCIAL HIGHLIGHTS (unaudited)
    -------------------------------------------------------------------------
                                                                Six months
                                          Second quarter        to June 30
                                          2008      2007      2008      2007
                                       ------------------  ------------------
    Net income (U.S. GAAP, millions
     of dollars)
      Upstream                             938       460     1,588     1,023
      Downstream                           239       314       269       512
      Chemical                              10        22        34        50
      Corporate and other                  (39)      (84)      (62)      (99)
                                       ------------------  ------------------
    Net income (U.S. GAAP)               1,148       712     1,829     1,486
                                       ------------------  ------------------

    Cash flow from operating
     activities                          1,456     1,125     1,754     1,400
    Capital and exploration
     expenditures                          308       200       608       416

    Per-share information (dollars)
       Net income - basic                 1.29      0.76      2.05      1.58
       Net income - diluted               1.28      0.76      2.03      1.57
       Dividends                          0.09      0.09      0.18      0.17

       Share prices - close at June 30
       Toronto Stock Exchange
        (Canadian dollars)                                   56.16     49.59
       American Stock Exchange
        (U.S. dollars)                                       55.07     46.34

    -------------------------------------------------------------------------
    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
    AND RESULTS OF OPERATIONS
    -------------------------------------------------------------------------

    OPERATING RESULTS
    -----------------

    The company's net income for the second quarter of 2008 was a record
$1,148 million or $1.28 a share on a diluted basis, compared with $712 million
or $0.76 a share for the same period last year. Net income for the first six
months of 2008 was $1,829 million or $2.03 a share on a diluted basis, versus
$1,486 million or $1.57 a share for the first half of 2007.
    Earnings in the second quarter were higher than the same quarter of 2007
as higher Upstream earnings were partially offset by lower Downstream
earnings. In the Upstream, higher crude oil and natural gas commodity prices
were partially offset by the negative impacts of lower conventional volumes
from expected reservoir decline, higher royalties, a stronger Canadian dollar,
and higher energy and maintenance costs. Lower Downstream earnings were
primarily due to the negative impacts of lower overall industry refining
margins and a stronger Canadian dollar, partially offset by a gain from asset
divestment.
    For the first six months, earnings increased primarily due to higher
crude oil and natural gas commodity prices. Improved upstream realizations
were partially offset by the negative impacts of lower overall industry
refining margins, lower upstream conventional and Syncrude volumes, higher
royalties and a stronger Canadian dollar.

    Upstream

    Net income from Upstream in the second quarter was a record $938 million,
$478 million higher than the same period in 2007. Increased earnings were
primarily due to higher crude oil and natural gas commodity prices totaling
about $950 million. Improved realizations were partially offset by the
negative impacts of higher royalties of about $170 million, lower conventional
volumes from expected reservoir decline of about $160 million and a stronger
Canadian dollar of about $70 million. Earnings were also negatively impacted
by higher energy and Syncrude maintenance costs totaling about $70 million.
    Net income for the first six months was $1,588 million versus $1,023
million during the same period last year. Crude oil and natural gas commodity
prices were stronger by about $1,550 million compared to the first six months
of 2007. Their positive impact on earnings was partially offset by lower
conventional volumes of about $280 million and lower Syncrude volumes of about
$60 million. Earnings were also negatively impacted by higher royalties of
about $270 million, a stronger Canadian dollar of about $180 million, higher
energy, Syncrude maintenance, and other production costs totaling about
$120 million and lower gains from asset divestments of about $90 million.
    Gross production of Cold Lake heavy oil averaged 144 thousand barrels a
day during the second quarter, versus 150 thousand barrels in the same quarter
last year. Lower production was due to the cyclic nature of production at Cold
Lake and higher planned maintenance activities in the quarter. For the first
six months, gross production was 149 thousand barrels a day this year,
compared with 148 thousand barrels in the same period of 2007.
    The company's share of Syncrude's gross production in the second quarter
was 66 thousand barrels a day, the same as in the second quarter of 2007. The
planned maintenance of a coker unit was successfully completed in the second
quarter of 2008. During 2008, the company's share of gross production from
Syncrude averaged 66 thousand barrels a day, down from 70 thousand barrels in
2007. Lower volumes were due primarily to unplanned shutdowns in the first
quarter of 2008.
    In the second quarter, gross production of conventional crude oil
averaged 26 thousand barrels a day, down from 29 thousand barrels during the
same period in 2007. For the six months of 2008, gross production of
conventional crude oil averaged 27 thousand barrels a day, compared with 30
thousand barrels in 2007. Natural reservoir decline in the Western Canadian
Basin was the main reason for the reduced production.
    Gross production of natural gas liquids (NGLs) available for sale was 10
thousand barrels a day in the second quarter, down from 18 thousand barrels in
the same quarter last year. During the first six months of 2008, gross
production of NGLs available for sale decreased to 11 thousand barrels a day,
from 18 thousand barrels in 2007. The lower production volumes in the second
quarter and the first six months of 2008 were mainly due to the expected
decline in production from the gas cap at Wizard Lake.
    Gross production of natural gas during the second quarter of 2008
decreased to 310 million cubic feet a day from 492 million cubic feet in the
same period last year. In the first half of the year, gross production was 318
million cubic feet a day, down from 508 million in the first six months of
2007. The lower production volume was primarily due to decline, as expected,
in production from the gas cap at Wizard Lake, which is largely complete.
    In June, the Federal Department of Fisheries reissued a permit that
allows the Kearl oil sands project to continue with project site preparation
activities. This followed the Federal government's approval of the amended
Joint Review Panel report on the Kearl oil sands project's environmental
impact.

    Downstream

    Net income from Downstream was $239 million in the second quarter of
2008, compared with $314 million in the same period a year ago and included a
gain of $187 million from the sale of the company's equity investment in
Rainbow Pipe Line Co. Ltd. Second quarter 2008 earnings were negatively
impacted by lower overall industry refining margins of about $220 million and
a stronger Canadian dollar of about $25 million when compared to the same
period in 2007. Planned refinery maintenance activities, primarily at the
Sarnia refinery, were successfully completed in the quarter.
    Six-month net income was $269 million compared with $512 million in 2007.
Earnings decreased primarily due to lower overall industry refining margins of
about $365 million and the negative impact of a stronger Canadian dollar of
about $40 million. These factors were partially offset by a gain of $187
million from the sale of Rainbow.

    Chemical

    Net income from Chemical was $10 million in the second quarter, compared
with $22 million in the same quarter last year. Six-month net income was
$34 million, compared with $50 million in 2007. Lower earnings in the second
quarter and for the year were primarily due to lower margins for intermediate
and other chemical products partially offset by higher margins for
polyethylene products.

    Corporate and other

    Net income from Corporate and other was negative $39 million in the
second quarter, compared with negative $84 million in the same period of 2007.
For the six months of 2008, net income was negative $62 million, versus
negative $99 million last year. Favourable earnings effects in the second
quarter and the first six months of 2008 were primarily due to lower
share-based compensation charges.

    LIQUIDITY AND CAPITAL RESOURCES
    -------------------------------

    Cash flow from operating activities was $1,456 million during the second
quarter of 2008, $331 million higher than the same period last year.
Year-to-date cash flow from operating activities was $1,754 million, an
increase of $354 million from the first half of 2007. Higher cash flow in the
second quarter and the six months of 2008 were primarily due to higher
earnings.
    Investing activities used net cash of $65 million in the second quarter
and $312 million in the first half of 2008, compared to $168 million and
$187 million in the corresponding periods in 2007. Capital and exploration
expenditures were $308 million in the second quarter, compared with $200
million during the same quarter of 2007, and $608 million in the first half,
compared with $416 million in the first half of 2007. For the Upstream
segment, capital and exploration expenditures included ongoing development
drilling at Cold Lake to maintain and expand production capacity, advancing
the Kearl oil sands project, investments in facilities improvement at Syncrude
and drilling at conventional fields in Western Canada. The Downstream
segment's capital expenditures were focused mainly on reducing air emissions
and improving refinery reliability and utilization. Proceeds from asset sales
were $228 million in the second quarter and $241 million in the first half of
2008 compared with $17 million and $186 million in the corresponding periods
of 2007.
    In June, the company received approval from the Toronto Stock Exchange
for a new normal course issuer bid and will continue its existing
share-purchase program that expired on June 24, 2008. The new share-purchase
program enables the company to repurchase up to about 44 million shares during
the period from June 25, 2008, to June 24, 2009. During the first half of
2008, the company repurchased about 22 million shares for $1,196 million.
    Cash dividends of $163 million were paid in the first six months of 2008
compared with dividends of $152 million in the same period of 2007. Per-share
dividends declared in the first two quarters of 2008 totaled $0.18, up from
$0.17 in the same period of 2007.
    The above factors led to an increase in the company's balance of cash and
marketable securities to $1,295 million at June 30, 2008, from $1,208 million
at the end of 2007.

    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
    -----------------------------------------------------------

    Information about market risks for the six months ended June 30, 2008
does not differ materially from that discussed on page 33 in the company's
annual report to shareholders for the year ended December 31, 2007 and interim
report to shareholders for the quarter ended March 31, 2008 except for the
following:

    -------------------------------------------------------------------------
    Earnings sensitivity (a)
     millions of dollars after tax
    -------------------------------------------------------------------------
    Ten cents decrease (increase) in the value of the
     Canadian dollar versus the U.S. dollar                        + (-) 710
    -------------------------------------------------------------------------

    The sensitivity of net income to changes in the Canadian dollar versus
the U.S. dollar increased from the first quarter 2008 by about $15 million
(after tax) for each one-cent difference. This was primarily due to the
increase in crude oil prices.

    (a) The amount quoted to illustrate the impact of the sensitivity
    represents a change of about 10 percent in the value of the commodity at
    the end of the second quarter 2008. The sensitivity calculation shows the
    impact on annual net income that results from a change in one factor,
    after tax and royalties and holding all other factors constant. While the
    sensitivity is applicable under current conditions, it may not apply
    proportionately to larger fluctuations.

    -------------------------------------------------------------------------
    This report may contain forward-looking information. Actual results could
    differ materially due to market conditions, changes in law or government
    policy, changes in operating conditions and costs, changes in project
    schedules, operating performance, demand for oil and gas, commercial
    negotiations or other technical and economic factors.
    -------------------------------------------------------------------------

                             IMPERIAL OIL LIMITED
    -------------------------------------------------------------------------
    CONSOLIDATED STATEMENT OF INCOME
    (U.S. GAAP, unaudited)                                      Six months
                                          Second quarter        to June 30
    millions of Canadian dollars          2008      2007      2008      2007
    -------------------------------------------------------------------------

    REVENUES AND OTHER INCOME
      Operating revenues(a)(b)           8,618     6,299    15,849    12,066
      Investment and other income(4)       241        40       273       207
                                       ------------------  ------------------
    TOTAL REVENUES AND OTHER INCOME      8,859     6,339    16,122    12,273
                                       ------------------  ------------------

    EXPENSES
      Exploration                           17        43        57        71
      Purchases of crude oil and
       products(c)                       5,312     3,470     9,808     6,623
      Production and
       manufacturing(5)(d)               1,114       888     2,091     1,734
      Selling and general(5)               324       385       619       671
      Federal excise tax(a)                328       324       640       629
      Depreciation and depletion           181       198       362       387
      Financing costs(6)(e)                  -        11        (3)       23
                                       ------------------  ------------------
    TOTAL EXPENSES                       7,276     5,319    13,574    10,138
                                       ------------------  ------------------

    INCOME BEFORE INCOME TAXES           1,583     1,020     2,548     2,135
    INCOME TAXES                           435       308       719       649
                                       ------------------  ------------------
    NET INCOME(3)                        1,148       712     1,829     1,486
                                       ------------------  ------------------

    NET INCOME PER COMMON SHARE
     - BASIC (dollars)(8)                 1.29      0.76      2.05      1.58
    NET INCOME PER COMMON SHARE
     - DILUTED (dollars)(8)               1.28      0.76      2.03      1.57
    DIVIDENDS PER COMMON SHARE (dollars)  0.09      0.09      0.18      0.17

    (a) Federal excise tax included in
         operating revenues               328       324       640       629
    (b) Amounts from related parties
         included in operating revenues   628       407     1,219       846
    (c) Amounts to related parties
         included in purchases of
         crude oil and products         1,250       837     2,509     1,491
    (d) Amounts to related parties
         included in production and
         manufacturing expenses            43        50        90        93
    (e) Amounts to related parties
         included in financing costs       (1)        8        (1)       17


    The notes to the financial statements are an integral part of these
    financial statements.


                             IMPERIAL OIL LIMITED

    -------------------------------------------------------------------------
    CONSOLIDATED STATEMENT OF CASH FLOWS
    (U.S. GAAP, unaudited)                                      Six months
    inflow/(outflow)                      Second quarter        to June 30
    millions of Canadian dollars          2008      2007      2008      2007
    -------------------------------------------------------------------------

    OPERATING ACTIVITIES
    Net income                           1,148       712     1,829     1,486
    Adjustment for non-cash items:
      Depreciation and depletion           181       198       362       387
      (Gain)/loss on asset sales(4)       (221)       (8)     (232)     (101)
      Deferred income taxes and other     (177)      (20)     (242)       51
    Changes in operating assets
     and liabilities:
      Accounts receivable                 (366)     (116)     (764)     (232)
      Inventories and prepaids             103        71      (469)     (198)
      Income taxes payable                 370        16       359      (408)
      Accounts payable                     479       210     1,063       480
      All other items - net(a)             (61)       62      (152)      (65)
                                       ------------------  ------------------
    CASH FROM (USED IN) OPERATING
     ACTIVITIES                          1,456     1,125     1,754     1,400
                                       ------------------  ------------------

    INVESTING ACTIVITIES
    Additions to property, plant and
     equipment and intangibles            (291)     (184)     (551)     (372)
    Proceeds from asset sales              228        17       241       186
    Loans to equity company                 (2)       (1)       (2)       (1)
                                       ------------------  ------------------
    CASH FROM (USED IN) INVESTING
     ACTIVITIES                            (65)     (168)     (312)     (187)
                                       ------------------  ------------------

    FINANCING ACTIVITIES
    Short-term debt - net                    -       405         -       405
    Repayment of long-term debt              -      (654)        -      (654)
    Long-term debt issued                    -       250         -       250
    Reduction in capitalized
     lease obligations                      (1)        -        (2)       (1)
    Issuance of common shares under
     stock option plan                       2         7         6         9
    Common shares purchased(8)            (606)     (622)   (1,196)   (1,191)
    Dividends paid                         (81)      (76)     (163)     (152)
                                       ------------------  ------------------
    CASH FROM (USED IN) FINANCING
     ACTIVITIES                           (686)     (690)   (1,355)   (1,334)
                                       ------------------  ------------------

    INCREASE (DECREASE) IN CASH            705       267        87      (121)
    CASH AT BEGINNING OF PERIOD            590     1,770     1,208     2,158
                                       ------------------  ------------------

    CASH AT END OF PERIOD                1,295     2,037     1,295     2,037
                                       ------------------  ------------------

    (a) Includes contribution to
         registered pension plans           (6)       (6)     (153)     (153)

    The notes to the financial statements are an integral part of these
    financial statements.



                             IMPERIAL OIL LIMITED

    -------------------------------------------------------------------------
    CONSOLIDATED BALANCE SHEET
    (U.S. GAAP, unaudited)                                   As at     As at
                                                           June 30    Dec.31
    millions of Canadian dollars                              2008      2007
    -------------------------------------------------------------------------

    ASSETS
    Current assets
      Cash                                                   1,295     1,208
      Accounts receivable, less estimated
       doubtful accounts                                     2,898     2,132
      Inventories of crude oil and products                    865       566
      Materials, supplies and prepaid expenses                 298       128
      Deferred income tax assets                               944       660
                                                           ------------------
    Total current assets                                     6,300     4,694

    Long-term receivables, investments and other
     long-term assets                                          860       766

    Property, plant and equipment,
     less accumulated depreciation and depletion            23,423    22,962
    Property, plant and equipment, net                      12,677    12,401
                                                           ------------------
                                                            10,746    10,561

    Goodwill                                                   204       204
    Other intangible assets, net                                61        62
                                                           ------------------
    TOTAL ASSETS                                            18,171    16,287
                                                           ------------------

    LIABILITIES
    Current liabilities
      Short-term debt                                          105       105
      Accounts payable and accrued liabilities(7)(a)         4,398     3,335
      Income taxes payable                                   1,857     1,498
      Current portion of capitalized lease obligations           3         3
                                                           ------------------
    Total current liabilities                                6,363     4,941

    Capitalized lease obligations                               36        38
    Other long-term obligations(7)                           1,946     1,914
    Deferred income tax liabilities                          1,488     1,471
                                                           ------------------
    TOTAL LIABILITIES                                        9,833     8,364

    SHAREHOLDERS' EQUITY
    Common shares at stated value(8)(b)                      1,568     1,600
    Earnings reinvested(9)                                   7,581     7,071
    Accumulated other comprehensive income(10)                (811)     (748)
                                                           ------------------
    TOTAL SHAREHOLDERS' EQUITY                               8,338     7,923

                                                           ------------------
    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY              18,171    16,287
                                                           ------------------

    (a) Accounts payable and accrued liabilities include amounts to related
        parties of $453 million (2007 - $260 million).
    (b) Number of common shares outstanding was 882 million
        (2007 - 903 million).

    The notes to the financial statements are an integral part of these
    financial statements.

    -------------------------------------------------------------------------
    Approved by the directors July 31, 2008



    Chairman, president and         Senior vice-president,
    chief executive officer         finance and administration, and treasurer
    -------------------------------------------------------------------------



                             IMPERIAL OIL LIMITED

    -------------------------------------------------------------------------
    NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
    -------------------------------------------------------------------------

    1.  Basis of financial statement presentation

    These unaudited consolidated financial statements have been prepared in
    accordance with generally accepted accounting principles of the United
    States of America and follow the same accounting policies and methods of
    computation as, and should be read in conjunction with, the most recent
    annual consolidated financial statements. In the opinion of the
    management, the information furnished herein reflects all known accruals
    and adjustments necessary for a fair presentation of the financial
    position of the company as at June 30, 2008, and December 31, 2007, and
    the results of operations and changes in cash flows for the six months
    ending June 30, 2008 and 2007. All such adjustments are of a normal
    recurring nature. The company's exploration and production activities are
    accounted for under the "successful efforts" method. Certain
    reclassifications to the prior year have been made to conform to the 2008
    presentation.

    The results for the six months ending June 30, 2008, are not necessarily
    indicative of the operations to be expected for the full year.

    All amounts are in Canadian dollars unless otherwise indicated.

    2.  Accounting changes

    Uncertainty in income taxes

    As of January 1, 2007, the company adopted the Financial Accounting
    Standards Board (FASB) Interpretation No. 48 (FIN 48), "Accounting for
    Uncertainty in Income Taxes". The cumulative adjustment for the
    accounting change reported in the first quarter of 2007 was an after-tax
    gain of $14 million.

    Fair value measurements

    Effective January 1, 2008, the company adopted the Financial Accounting
    Standards Board's (FASB) Statement No. 157 (SFAS 157), "Fair Value
    Measurements" for financial assets and liabilities that are measured at
    fair value and nonfinancial assets and liabilities that are remeasured at
    fair value on a recurring basis. SFAS 157 defines fair value, establishes
    a framework for measuring fair value when an entity is required to use a
    fair value measure for recognition or disclosure purposes and expands the
    disclosures about fair value measurements. The initial application of
    SFAS 157 had no impact on the company's financial statements.

    On January 1, 2009, the company will adopt SFAS 157 for nonfinancial
    assets and liabilities that are not remeasured at fair value on a
    recurring basis. The application of SFAS 157 to the company's
    nonfinancial assets and liabilities will mostly be limited to the
    recognition and measurement of nonmonetary exchange transactions, asset
    retirement obligations and asset impairments. The company does not expect
    the adoption to have a material impact on the company's financial
    statements.


    3.  Business Segments

    Second quarter                Upstream       Downstream       Chemical
    millions of dollars         2008    2007    2008    2007    2008    2007
    -------------------------------------------------------------------------
    REVENUES AND OTHER INCOME
      External sales(a)        1,836   1,210   6,401   4,764     381     325
      Intersegment sales       1,554     832     892     551     141      91
      Investment and other
       income                      5       5     228      14       -       -
                             ------------------------------------------------
                               3,395   2,047   7,521   5,329     522     416
                             ------------------------------------------------
    EXPENSES
      Exploration(b)              17      43       -       -       -       -
      Purchases of crude oil
       and products            1,261     706   6,209   3,921     429     317
      Production and
       manufacturing             675     527     382     313      57      48
      Selling and general          1       2     243     244      19      17
      Federal excise tax           -       -     328     324       -       -
      Depreciation and
       depletion                 118     134      59      60       3       2
      Financing costs              -       1      (1)      1       -       -
                             ------------------------------------------------
    TOTAL EXPENSES             2,072   1,413   7,220   4,863     508     384
                             ------------------------------------------------
    INCOME BEFORE
     INCOME TAXES              1,323     634     301     466      14      32
    INCOME TAXES                 385     174      62     152       4      10
                             ------------------------------------------------
    NET INCOME                   938     460     239     314      10      22
                             ------------------------------------------------
    Export sales to the
     United States               915     547     368     280     230     185
    Cash flows from (used
     in) operating activities  1,054     675     417     491      18      (7)
    CAPEX(b)                     241     140      63      48       2       3



                                  Corporate
    Second quarter                and Other     Eliminations    Consolidated
    millions of dollars         2008    2007    2008    2007    2008    2007
    -------------------------------------------------------------------------
    REVENUES AND OTHER INCOME
      External sales(a)            -       -       -       -   8,618   6,299
      Intersegment sales           -       -  (2,587) (1,474)      -       -
      Investment and other income  8      21       -       -     241      40
                             ------------------------------------------------
                                   8      21  (2,587) (1,474)  8,859   6,339
                             ------------------------------------------------
    EXPENSES
      Exploration(b)               -       -       -       -      17      43
      Purchases of crude oil
       and products                -       -  (2,587) (1,474)  5,312   3,470
      Production and
       manufacturing               -       -       -       -   1,114     888
      Selling and general         61     122       -       -     324     385
      Federal excise tax           -       -       -       -     328     324
      Depreciation and depletion   1       2       -       -     181     198
      Financing costs              1       9       -       -       -      11
                             ------------------------------------------------
    TOTAL EXPENSES                63     133  (2,587) (1,474)  7,276   5,319
                             ------------------------------------------------
    INCOME BEFORE INCOME TAXES   (55)   (112)      -       -   1,583   1,020
    INCOME TAXES                 (16)    (28)      -       -     435     308
                             ------------------------------------------------
    NET INCOME                   (39)    (84)      -       -   1,148     712
                             ------------------------------------------------
    Export sales to the
     United States                 -       -       -       -   1,513   1,012
    Cash flows from (used in)
     operating activities        (33)    (34)      -       -   1,456   1,125
    CAPEX(b)                       2       9       -       -     308     200

    (a) Includes crude oil sales made by Downstream in order to optimize
        refining operations.
    (b) Capital and exploration expenditures (CAPEX) include exploration
        expenses, additions to property, plant, equipment and intangibles and
        additions to capital leases.



    Six months to June 30         Upstream       Downstream       Chemical
    millions of dollars         2008    2007    2008    2007    2008    2007
    -------------------------------------------------------------------------
    REVENUES AND OTHER INCOME
      External sales(a)        3,285   2,349  11,830   9,082     734     635
      Intersegment sales       2,846   1,750   1,671   1,057     242     173
      Investment and other
       income                      9     140     242      24       1       -
                             ------------------------------------------------
                               6,140   4,239  13,743  10,163     977     808
                             ------------------------------------------------
    EXPENSES
      Exploration(b)              57      71       -       -       -       -
      Purchases of crude oil
       and products            2,346   1,424  11,443   7,578     778     601
      Production and
       manufacturing           1,256   1,036     728     604     107      94
      Selling and general          3       4     476     477      37      35
      Federal excise tax           -       -     640     629       -       -
      Depreciation and
       depletion                 235     258     118     121       6       5
      Financing costs              -       3      (5)      1       -       -
                             ------------------------------------------------
    TOTAL EXPENSES             3,897   2,796  13,400   9,410     928     735
                             ------------------------------------------------
    INCOME BEFORE
     INCOME TAXES              2,243   1,443     343     753      49      73
    INCOME TAXES                 655     420      74     241      15      23
                             ------------------------------------------------
    NET INCOME                 1,588   1,023     269     512      34      50
                             ------------------------------------------------
    Export sales to the
     United States             1,651   1,022     593     502     451     364
    Cash flows from (used in)
     operating activities      1,541     942     243     472      10     (59)
    CAPEX(b)                     505     311      95      83       4       6
    Total assets as at
     June 30                   9,018   7,880   7,909   6,795     535     515
    Capital employed as at
     June 30                   4,924   4,220   3,121   3,424     236     344



                                  Corporate
    Six months to June 30         and Other     Eliminations    Consolidated
    millions of dollars         2008    2007    2008    2007    2008    2007
    -------------------------------------------------------------------------
    REVENUES AND OTHER INCOME
      External sales(a)            -       -       -       -  15,849  12,066
      Intersegment sales           -       -  (4,759) (2,980)      -       -
      Investment and other
       income                     21      43       -       -     273     207
                             ------------------------------------------------
                                  21      43  (4,759) (2,980) 16,122  12,273
                             ------------------------------------------------
    EXPENSES
      Exploration(b)               -       -       -       -      57      71
      Purchases of crude oil
       and products                -       -  (4,759) (2,980)  9,808   6,623
      Production and
       manufacturing               -       -       -       -   2,091   1,734
      Selling and general        103     155       -       -     619     671
      Federal excise tax           -       -       -       -     640     629
      Depreciation and depletion   3       3       -       -     362     387
      Financing costs              2      19       -       -      (3)     23
                             ------------------------------------------------
    TOTAL EXPENSES               108     177  (4,759) (2,980) 13,574  10,138
                             ------------------------------------------------
    INCOME BEFORE INCOME TAXES   (87)   (134)      -       -   2,548   2,135
    INCOME TAXES                 (25)    (35)      -       -     719     649
                             ------------------------------------------------
    NET INCOME                   (62)    (99)      -       -   1,829   1,486
                             ------------------------------------------------
    Export sales to the
     United States                 -       -       -       -   2,695   1,888
    Cash flows from (used in)
     operating activities        (40)     45       -       -   1,754   1,400
    CAPEX(b)                       4      16       -       -     608     416
    Total assets as at
     June 30                   1,335   2,069    (626)   (308) 18,171  16,951
    Capital employed as at
     June 30                     243   1,075       -       -   8,524   9,063

    (a) Includes crude oil sales made by Downstream in order to optimize
        refining operations.
    (b) Capital and exploration expenditures (CAPEX) include exploration
        expenses, additions to property, plant, equipment and intangibles and
        additions to capital leases.


    4.  Investment and other income

    Investment and other income includes gains and losses on asset sales as
    follows:

                                                                Six months
                                          Second quarter        to June 30
    millions of dollars                   2008      2007      2008      2007
    -------------------------------------------------------------------------
    Proceeds from asset sales              228        17       241       186
    Book value of assets sold                7         9         9        47
                                       ------------------  ------------------
    Gain/(loss) on asset sales,
     before tax(a)                         221         8       232       139
                                       ------------------  ------------------
    Gain/(loss) on asset sales,
     after tax(a)                          192         8       201       101
                                       ------------------  ------------------

    (a) Second quarter of 2008 included a gain of $219 million ($187 million,
        after tax) from the sale of Rainbow Pipe Line Co. Ltd., an equity
        company.


    5.  Employee retirement benefits

    The components of net benefit cost included in production and
    manufacturing and selling and general expenses in the consolidated
    statement of income are as follows:

                                                                Six months
                                          Second quarter        to June 30
    millions of dollars                   2008      2007      2008      2007
    -------------------------------------------------------------------------
    Pension benefits:
      Current service cost                  23        25        47        50
      Interest cost                         70        62       136       123
      Expected return on plan assets       (83)      (82)     (165)     (164)
      Amortization of prior service cost     4         5         9        10
      Recognized actuarial loss             26        19        46        38
                                       ------------------  ------------------
      Net benefit cost                      40        29        73        57
                                       ------------------  ------------------

    Other post-retirement benefits:
      Current service cost                   2         2         3         3
      Interest cost                          6         6        12        12
      Recognized actuarial loss              2         1         3         3
                                       ------------------  ------------------
      Net benefit cost                      10         9        18        18
                                       ------------------  ------------------


    6.  Financing costs

                                                                Six months
                                          Second quarter        to June 30
    millions of dollars                   2008      2007      2008      2007
    -------------------------------------------------------------------------
    Debt related interest                    2        17         4        33
    Capitalized interest                    (2)       (9)       (4)      (16)
                                       ------------------  ------------------
    Net interest expense                     -         8         -        17
    Other interest                           -         3        (3)        6
                                       ------------------  ------------------
    Total financing costs                    -        11        (3)       23
                                       ------------------  ------------------


    7.  Other long-term obligations
                                                             As at     As at
                                                           June 30    Dec.31
    millions of dollars                                       2008      2007
    -------------------------------------------------------------------------
    Employee retirement benefits(a)                            907       954
    Asset retirement obligations and other
     environmental liabilities(b)                              521       522
    Share-based incentive compensation liabilities             287       210
    Other obligations                                          231       228
                                                           --------  --------
    Total other long-term obligations                        1,946     1,914
                                                           --------  --------

    (a) Total recorded employee retirement benefits obligations also include
        $59 million in current liabilities (December 31, 2007 - $59 million).
    (b) Total asset retirement obligations and other environmental
        liabilities also include $74 million in current liabilities
        (December 31, 2007 - $74 million).


    8.  Common shares
                                                            As at      As at
                                                          June 30     Dec.31
    thousands of shares                                      2008       2007
    -------------------------------------------------------------------------
    Authorized                                          1,100,000  1,100,000
    Common shares outstanding                             882,073    903,263


    From 1995 through 2007, the company purchased shares under thirteen
    12-month normal course issuer bid share repurchase programs, as well as
    an auction tender. On June 25, 2008, another 12-month normal course
    issuer bid program was implemented with an allowable purchase of
    44.2 million shares (five percent of the total on June 24, 2008), less
    any shares purchased by the employee savings plan and company pension
    fund. The results of these activities are as shown below:

                                                       millions of
        Year                                 Shares                  Dollars
    -------------------------------------------------------------------------
        1995 - 2006                           795.6                   10,453

        2007 - Second quarter                  13.0                      622
             - Full year                       50.5                    2,358

        2008 - Second quarter                  10.6                      606
             - Year-to-date                    21.6                    1,196

    Cumulative purchases to date              867.7                   14,007


    Exxon Mobil Corporation's participation in the above share repurchase
    maintained its ownership interest in Imperial at 69.6 percent.

    The excess of the purchase cost over the stated value of shares purchased
    has been recorded as a distribution of earnings reinvested.

    The following table provides the calculation of net income per common
    share:

                                                                Six months
                                          Second quarter        to June 30
                                          2008      2007      2008      2007
    -------------------------------------------------------------------------
    Net income per common share - basic
    Net income (millions of dollars)     1,148       712     1,829     1,486

    Weighted average number of common
     shares outstanding (millions
     of shares)                          888.1     934.1     893.9     941.4

    Net income per common share
     (dollars)                            1.29      0.76      2.05      1.58

    Net income per common share
     - diluted
    Net income (millions of dollars)     1,148       712     1,829     1,486

    Weighted average number of
     common shares outstanding
     (millions of shares)                888.1     934.1     893.9     941.4
    Effect of employee share-based
     awards (millions of shares)           6.5       5.8       6.4       5.8
                                       ------------------  ------------------
    Weighted average number of
     common shares outstanding,
     assuming dilution
     (millions of shares)                894.6     939.9     900.3     947.2

    Net income per common share
     (dollars)                            1.28      0.76      2.03      1.57


    9.  Earnings reinvested

                                                                Six months
                                          Second quarter        to June 30
    millions of dollars                   2008      2007      2008      2007
    -------------------------------------------------------------------------
    Earnings reinvested at
     beginning of period                 7,100     6,630     7,071     6,462
    Cumulative effect of accounting
     change(2)                               -         -         -        14
    Net income for the period            1,148       712     1,829     1,486
    Share purchases in excess of
     stated value                         (587)     (599)   (1,158)   (1,144)
    Dividends                              (80)      (84)     (161)     (159)
                                       ------------------  ------------------
    Earnings reinvested at end of
     period                              7,581     6,659     7,581     6,659
                                       ------------------  ------------------


    10. Comprehensive income

                                                                Six months
                                          Second quarter        to June 30
    millions of dollars                   2008      2007      2008      2007
    -------------------------------------------------------------------------
    Net income                           1,148       712     1,829     1,486

      Post-retirement benefit liability
       adjustment (excluding
       amortization)                      (105)        -      (105)      (28)
      Amortization of post retirement
       benefit liability adjustment
       included in net periodic
       benefit costs                        23        18        42        35
                                       ------------------  ------------------
    Other comprehensive income
     (net of income taxes)                 (82)       18       (63)        7

                                       ------------------  ------------------
    Total comprehensive income           1,066       730     1,766     1,493
                                       ------------------  ------------------


    -------------------------------------------------------------------------
    OPERATING STATISTICS
    (unaudited)
                                                                Six months
                                          Second quarter        to June 30
                                          2008      2007      2008      2007
    -------------------------------------------------------------------------

    GROSS CRUDE OIL AND NGL PRODUCTION
    (thousands of barrels a day)
      Cold Lake                            144       150       149       148
      Syncrude                              66        66        66        70
      Conventional                          26        29        27        30
                                       ------------------  ------------------
      Total crude oil production           236       245       242       248
      Natural gas liquids (NGLs)
       available for sale                   10        18        11        18
                                       ------------------  ------------------
      Total crude oil and NGL production   246       263       253       266
                                       ------------------  ------------------

    NET CRUDE OIL AND NGL PRODUCTION
    (thousands of barrels a day)
      Cold Lake                            118       128       125       125
      Syncrude                              56        57        57        60
      Conventional                          19        23        19        22
                                       ------------------  ------------------
      Total crude oil production           193       208       201       207
      Natural gas liquids (NGLs)
       available for sale                   10        13         9        14
                                       ------------------  ------------------
      Total crude oil and NGL production   203       221       210       221
                                       ------------------  ------------------

    COLD LAKE BLEND SALES (thousands
     of barrels a day)                     191       196       197       195
    NGL SALES (thousands of barrels a day)   7        15        12        22

    NATURAL GAS (millions of cubic
     feet a day)
      Production (gross)                   310       492       318       508
      Production (net)                     251       434       256       446
      Sales                                279       442       287       460

    AVERAGE REALIZATIONS AND PRICES
     (Canadian dollars)
      Conventional crude oil
       realizations (a barrel)          118.88     67.73    106.01     64.94
      NGL realizations (a barrel)        69.26     46.70     61.79     44.71
      Natural gas realizations
       (a thousand cubic feet)           10.35      7.61      9.15      7.68
      Par crude oil price at Edmonton
       (a barrel)                       127.07     73.71    112.94     70.79
      Heavy crude oil at Hardisty
       (Bow River, a barrel)            104.15     51.39     90.90     51.36

    TOTAL REFINERY THROUGHPUT
     (thousands of barrels a day)          451       410       438       425
    REFINERY CAPACITY UTILIZATION
     (percent)                              90        82        87        85

    PETROLEUM PRODUCTS SALES
     (millions of litres a day)
      Gasolines                           32.6      33.8      31.9      32.0
      Heating, diesel and jet fuels       22.9      23.9      24.6      26.1
      Heavy fuel oils                      4.4       4.8       4.5       4.4
      Lube oils and other products         7.4       7.7       6.7       6.7
                                       ------------------  ------------------
      Net petroleum products sales        67.3      70.2      67.7      69.2
                                       ------------------  ------------------

    PETROCHEMICAL SALES
     (thousands of tonnes a day)           3.1       3.0       3.1       3.0
    -------------------------------------------------------------------------



    -------------------------------------------------------------------------
    SHARE OWNERSHIP, TRADING AND PERFORMANCE
    (unaudited)
                                                                Six months
                                          Second quarter        to June 30
                                          2008      2007      2008      2007
    -------------------------------------------------------------------------

    RETURN ON AVERAGE CAPITAL EMPLOYED(a)
      (rolling 4 quarters, percent)                           41.6      34.9

    RETURN ON AVERAGE SHAREHOLDERS' EQUITY
      (rolling 4 quarters, percent)                           44.2      41.7

    INTEREST COVERAGE RATIO - EARNINGS BASIS
      (rolling 4 quarters, times covered)                    146.2      64.6

    SHARE OWNERSHIP
      Outstanding shares (thousands)
        Monthly weighted average       888,116   934,121   893,926   941,436
        At June 30                                         882,073   926,946
      Number of shareholders
        At June 30                                          13,182    13,286

    SHARE PRICES
      Toronto Stock Exchange
       (Canadian dollars)
      High                               62.54     54.70     62.54     54.70
      Low                                52.41     41.77     45.80     37.40
      Close at June 30                                       56.16     49.59

      American Stock Exchange
       (U.S. dollars)(b)
      High                               63.08     50.35     63.08     50.35
      Low                                51.24     36.90     44.30     31.87
      Close at June 30                                       55.07     46.34

    (a) Return on capital employed is net income excluding the after-tax cost
        of financing divided by the average rolling four quarters' capital
        employed.
    (b) Share price presented is based on consolidated U.S. market data.
    -------------------------------------------------------------------------

For further information: Investor relations: Dee Brandes, (403)
237-4537; Media relations: Gordon Wong, (403) 237-2710


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