Via Fax and Confirming Mail

December 5, 2003

Mr. Charlie Jones

Human Resources

ExxonMobil Refining & Supply

PO Box 4004

Baytown, Texas 77522-4004

Dear Mr. Jones:

As a result of the informational meeting held on December 5, 2003 between PACE Local 4-2001 and the company, where the company made a presentation concerning the “Baytown Mechanical Synergy”, PACE Local 4-2001 would like to re-cap its position concerning this presentation:

  1. PACE Local 4-2001 represents mechanical employees in both the Refinery and Chemical Plants located in Baytown, Texas under two separate collective bargaining agreements. Any combining or merging of PACE mechanical employees would take extensive bargaining between the parties to reach agreement before any such combining or merging of employees could occur.
  2. The Company indicated through both yourself and Mr. Yarbourgh that ExxonMobil Baytown does not intend to implement the “Baytown Mechanical Synergy” plan, as it relates to PACE Local 4-2001 represented mechanical employees until such agreement to do so is reached. Specifically we noted two major issues to be resolved regarding PACE represented employees which are transfers and seniority should we enter into negotiations. We reserve the right to raise other issues, as we deem appropriate should negotiations occur.
  3. The Company indicated through both yourself and Mr. Yarbourgh that ExxonMobil Baytown would not violate the existing agreements between the parties as management continued to review and explore the “Baytown Mechanical Synergy” plan.
C. Jones
Page 2

12/05/03

Please be advised that PACE Local 4-2001 always is receptive to discussions concerning the sustained profitability of the Baytown Complex, but in the same vein PACE Local 4-2001 and ExxonMobil Baytown must reach agreement before any changes related to represented mechanical employees occur.

Sincerely,

__________________________________________________

Bart AlbrightDon Deming

President, PACE 4-2001Mechanical Vice-President

BA/prb

Cc:Jim Lefton, International Representative