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Office of the Secretary

UNITED STATES OF AMERICA
FEDERAL TRADE COMMISSION
WASHINGTON, D.C. 20580

May 1, 2000

Charles F. Rule, Esquire
Covington & Burling
1201 Pennsylvania Avenue, N.W.
Washington, D.C. 20004

Re: Exxon Corporation and Mobil Corporation
File No. 991-0077, Docket No. C-3907

Dear Mr. Rule:

This is in reference to Exxon Mobil Corporation's ("Exxon Mobil") Application for Approval of Proposed Divestiture, dated February 3, 2000, and Application for Approval of Proposed Divestiture of Mobil Boston Terminal, dated February 17, 2000 ("Applications"). Pursuant to the proposed order in File No. 991-0077, Exxon Mobil requests prior Commission approval of the proposed divestitures to Tosco Corporation.

After consideration of Exxon Mobil's Applications and other available information, the Commission has determined to approve Exxon Mobil's Applications. In according its approval, the Commission has relied upon the information submitted and the representations made in connection with Exxon Mobil's Applications and has assumed them to be accurate and complete.

By direction of the Commission, Commissioner Leary recused.

Donald S. Clark
Secretary

cc: Wilkes McClave
Senior Vice President and General Counsel
Tosco Corporation
72 Cummings Point Road
Stamford, CT 06902