8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 17, 2010

IMPERIAL OIL LIMITED

(Exact name of registrant as specified in its charter)

Canada	0-12014	98-0017682
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

237 Fourth Avenue S.W., Calgary, Alberta, Canada	T2P 3M9
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:                 1-800-567-3776                    

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[    ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[    ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[    ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[    ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On September 16, 2010, the majority shareholder of Imperial Oil Limited (the “Company”), Exxon Mobil Corporation, made a presentation at the Barclays Capital CEO Energy/Power Conference (the “Presentation”). The Presentation included significant non-public information, including information related to the Company’s strategic plans, goals, growth initiatives and outlook, and forecasts for future performance and industry development.

A webcast of the Presentation will be available online at http://ir.exxonmobil.com/phoenix.zhtml?c=115024&p=irol-presentations for a period of one year. The slides pertaining to the Company used in the Presentation are attached as Exhibit 99.2 to this Current Report and are incorporated herein by reference. The script of the Presentation pertaining to the Company is attached as Exhibit 99.3 to this Current Report and is incorporated herein by reference.

The Presentation may contain forward-looking statements about the Company’s relative business outlook. These forward-looking statements and all other statements contained in or made during the Presentation are subject to risks and uncertainties that may materially affect actual results. A more thorough discussion of certain risks, uncertainties and other factors that may affect the Company is included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

The following exhibit is furnished as part of this Current Report on Form 8-K:

99.1 News release of the Company to be released September 17, 2010.

99.2 A copy of the slides pertaining to the Company presented by Exxon Mobil Corporation during the Presentation.

99.3 A copy of the script pertaining to the Company presented by Exxon Mobil Corporation during the Presentation.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	IMPERIAL OIL LIMITED
Date: September 17, 2010	By:	/s/ Brian Livingston
	Name:	Brian Livingston
	Title:	Vice-President, General Counsel and Corporate Secretary

By:	/s/ Cathryn Walker
Name:	Cathryn Walker
Title:	Assistant Corporate Secretary

EX-99.1

Exhibit 99.1

Imperial Oil Limited 237 - 4th Avenue S.W. Calgary, AB T2P 0H6	News Release
Imperial Oil Limited files a Form 8-K CALGARY, September 17, 2010 — Imperial Oil Limited has filed a Form 8-K with an update of the Kearl oil sands and Horn River Basin projects. The Form 8-K is available on the EDGAR website at www.sec.gov/edgar and on the SEDAR website at www.sedar.com. -30- For further information:

Investor relations Mark Stumpf (403) 237-4537 Media relations Pius Rolheiser (403) 237-2710

EX-99.2

Exhibit 99.2

Kearl Oil Sands

Superior quality oil sands deposit near Fort McMurray, Alberta

Initial phase on schedule to commence operations by year end 2012

Construction ~25% complete

Tailings management plan revised in line with new regulatory directive

Tailings containment design updated to address specific local site conditions

Engineering studies continuing as planned for full field development

Kearl Development Update

Full field development studies progressing

Original plan was to develop Kearl in 3 phases to produce >300 kbd

Phased development to capture learnings and enhance execution, development and marketing

Reconfiguring plan to include debottlenecking and expansion to ~345 kbd

Current focus on leveraging execution learnings, initial infrastructure and replication to minimize full field development costs

Same superior quality resource developed at attractive unit development costs

Original Development Plan

Regulatory Approval @ 345 kbd

kbd

300 200 100 0

kbd

300 200 100 0

Facility Performance Allowance

Phase 3

Phase 2

Phase 1

Current Outlook

Regulatory Approval @ 345 kbd

Expansion

Initial Development

Canada Horn River

Technical risks are also reduced through effective ‘sweet spot’ identification

Over 320,000 net acres

Multiple productive reservoir intervals

Well, seismic and test data supports ‘sweetspot’ interpretation

0 4 8 16 Kilometers

N

IOL/EMC EOG 50-50% JV

IO L/EMC

Encana/Apache

Encana 100%

Husky

Conoco Phillips

EOG

Devon

Nexen

Taqa

Quicksilver

Stone Mountain

Ramshorn

Hunt Oil

Held Crown

Industry Production Pads

IOL / EM Planned Production

IOL/EMC Existing Shale Gas Tests/Wells

3D Seismic Coverage

Existing and Planned Industry Gas Plants

Horn River Basin

FORT NELSON

EX-99.3

Exhibit 99.3

Chart 20 – Kearl Oil Sands Project Status

The first update I would like to provide is the Kearl Oil Sands project in Canada. Kearl is advantaged by the highest-quality resource, the application of proprietary technologies, and a disciplined, phased approach to achieve a low unit development cost.

The Kearl lease represents one of the largest and best quality oil sands mining projects in the Athabasca region with over four billion barrels of recoverable resource. It has a superior quality ore grade with high mining efficiency which will lead to advantaged operating costs.

The initial development has a production rate of about 110 thousand barrels a day and is progressing on the planned timeline with start-up scheduled for late 2012.

The photographs illustrate the work progressing at site. There are about 2500 employees and contractors currently working on the project. Work to date has been focused on site preparation and infrastructure development. Overall construction is about 25% complete. The photo on the upper right shows the main plant site cleared and the installation of pilings and foundations has begun. Topsoil, subsoil and wetland materials have been segregated and stockpiled for reclamation in accordance with the latest regulatory requirements.

On the photo on the lower right you can see where the foundation construction for the ore processing facilities has commenced.

Our tailings management plan was recently approved by the regulator with significant changes made in response to their new directive released in 2009. This involved altering the mining sequence to accelerate tailings treatment by 6 years. Our tailings containment design has also been updated (and approved by regulator) to reflect the specific local site conditions at Kearl.

As anticipated, we are gaining significant experience through execution of the initial phase, which will be useful as we expand the development. We sanctioned Kearl when others suspended work, thus securing top tier contractors. Not surprisingly, we are seeing cost pressures as we make adjustments to comply with the changing regulatory requirements, specific site conditions, and the market. However, we are also working on a number of cost optimization opportunities, including reconfiguration and debottlenecking which is highlighted on the next chart.

Chart 21 – Kearl Development Update

We have regulatory approval for up to 345 thousand barrels a day of production. When initially conceived, we planned for three phases of approximately 100 thousand barrels a day each as shown on the chart to the upper right. We purposefully phased the development plan to capture learnings and enhance execution, development and marketing.

As shown on the chart to the lower right, we are currently reconfiguring our plan to include a combination of debottlenecking and expansion to minimize facility requirements and to reduce our plant footprint. This approach will leverage our execution learnings, take advantage of the investments in infrastructure that won’t need to be duplicated in the future, and will utilize our successful “design one, build many” approach to replicate facilities.

The overall production profile and total resource developed remains relatively unchanged for the reconfigured project. We expect the spending profile early in the project will be higher based on the adjustments I mentioned earlier, with full lease development still yielding attractive unit development costs.

Once again, this is an example of our industry leading project management capabilities maximizing the value of our resources.

Chart 24 – Canada Horn River

Moving to another project in Canada, the Horn River basin in British Columbia is a world class shale gas resource where ExxonMobil holds over 300,000 net acres. In late 2009 the IEA assessed the high-graded portion of the Horn River basin at 760 TCF, with an estimated 130 TCF recoverable.

There is technical uncertainty around the distribution and quality of the different productive reservoir intervals and we are conducting pilot studies and well tests to evaluate the production potential of the basin.

These pilot studies and tests are an important step to mitigate the technical risks and identify the optimal ‘sweet spot’ to begin a phased development.

We have successfully verified the presence of multiple productive reservoir intervals with average test rates in the range of 0.5 to 1.5 million cubic feet per day from a single frac stage over a 30 day test, and modeled recoveries up to 0.8 billion cubic feet per frac stage. These favorable test rates meet our going in expectations and we can expect commercial production rates from our development wells which will contain multiple individual frac stages.

We are acquiring high quality 3D seismic data over our held acreage and early results from seismic support the identification of areas of higher resource quality. These data will be used to optimize future development well locations and fracture stimulation design.