10-Q

FORM 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

[ ü ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2015

OR

[    ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from --- to ---

Commission file number 0-12014

IMPERIAL OIL LIMITED

(Exact name of registrant as specified in its charter)

CANADA	98-0017682
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
237 Fourth Avenue S.W. Calgary, Alberta, Canada	T2P 3M9
(Address of principal executive offices)	(Postal Code)

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

The registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 91 days.

YES ü     NO     

The registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

YES ü     NO     

The registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (see definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Securities Exchange Act of 1934).

Large accelerated filer ü	Accelerated filer
Non-accelerated filer	Smaller reporting company

The registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

YES          NO ü

The number of common shares outstanding, as of June 30, 2015, was 847,599,011.

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IMPERIAL OIL LIMITED

INDEX

	PAGE
PART I - Financial Information
Item 1 - Financial Statements.
Consolidated Statement of Income - Six Months ended June 30, 2015 and 2014	3
Consolidated Statement of Comprehensive Income - Six Months ended June 30, 2015 and 2014	4
Consolidated Balance Sheet - as at June 30, 2015 and December 31, 2014	5
Consolidated Statement of Cash Flows - Six Months ended June 30, 2015 and 2014	6
Notes to the Consolidated Financial Statements	7
Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations.	14
Item 3 - Quantitative and Qualitative Disclosures about Market Risk.	17
Item 4 - Controls and Procedures.	17
PART II - Other Information
Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds.	18
Item 6 - Exhibits.	18
SIGNATURES	19

In this report all dollar amounts are expressed in Canadian dollars unless otherwise stated. This report should be read in conjunction with the company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Statements in this report regarding future events or conditions are forward-looking statements. Actual results could differ materially due to the impact of market conditions, changes in law or governmental 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.

The term “project” as used in this release can refer to a variety of different activities and does not necessarily have the same meaning as under government payment transparency reports.

2

PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

IMPERIAL OIL LIMITED

CONSOLIDATED STATEMENT OF INCOME

(U.S. GAAP, unaudited)

					Six Months
	Second Quarter				to June 30
millions of Canadian dollars	2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a) (b)		7,272		9,399		13,442		18,596
Investment and other income (note 3)		29		650		62		679
TOTAL REVENUES AND OTHER INCOME		7,301		10,049		13,504		19,275
EXPENSES
Exploration		16		17		33		38
Purchases of crude oil and products (c)		4,295		6,035		7,600		11,577
Production and manufacturing (d)		1,395		1,390		2,754		2,866
Selling and general		272		296		536		571
Federal excise tax (a)		387		383		764		753
Depreciation and depletion		335		280		652		560
Financing costs (note 5)		5		2		8		4
TOTAL EXPENSES		6,705		8,403		12,347		16,369
INCOME BEFORE INCOME TAXES		596		1,646		1,157		2,906
INCOME TAXES		476		414		616		728
NET INCOME		120		1,232		541		2,178
PER SHARE INFORMATION (Canadian dollars)
Net income per common share - basic (note 8)		0.14		1.45		0.64		2.57
Net income per common share - diluted (note 8)		0.14		1.45		0.64		2.56
Dividends per common share		0.13		0.13		0.26		0.26
(a)   Federal excise tax included in operating revenues		387		383		764		753
(b)   Amounts from related parties included in operating revenues		1,017		742		1,655		1,558
(c)   Amounts to related parties included in purchases of crude oil        and products		967		1,058		1,653		1,828
(d)   Amounts to related parties included in production and        manufacturing expenses		125		89		227		175

The information in the Notes to Consolidated Financial Statements is an integral part of these statements.

3

IMPERIAL OIL LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(U.S. GAAP, unaudited)

	Second Quarter				Six Months         to June 30
millions of Canadian dollars	2015		2014		2015			2014
Net income		120		1,232		541			2,178
Other comprehensive income, net of income taxes
Post-retirement benefit liability adjustment (excluding amortization)		-		-		(176	)		(38)
Amortization of post-retirement benefit liability adjustment included in net periodic benefit costs		42		37		84			75
Total other comprehensive income/(loss)		42		37		(92	)		37
Comprehensive income		162		1,269		449			2,215

The information in the Notes to Consolidated Financial Statements is an integral part of these statements.

4

IMPERIAL OIL LIMITED

CONSOLIDATED BALANCE SHEET

(U.S. GAAP, unaudited)

millions of Canadian dollars	As at June 30 2015			As at  Dec 31  2014
ASSETS
Current assets
Cash		28			215
Accounts receivable, less estimated doubtful accounts (a)		2,105			1,539
Inventories of crude oil and products		1,099			1,121
Materials, supplies and prepaid expenses		565			380
Deferred income tax assets		377			314
Total current assets		4,174			3,569
Long-term receivables, investments and other long-term assets		1,529			1,406
Property, plant and equipment,		52,551			50,911
less accumulated depreciation and depletion		(15,709	)		(15,337)
Property, plant and equipment, net		36,842			35,574
Goodwill		224			224
Other intangible assets, net		65			57
TOTAL ASSETS		42,834			40,830
LIABILITIES
Current liabilities
Notes and loans payable (b)		1,976			1,978
Accounts payable and accrued liabilities (a) (note 7)		3,606			3,969
Income taxes payable		366			34
Total current liabilities		5,948			5,981
Long-term debt (c) (note 6)		6,008			4,913
Other long-term obligations (d) (note 7)		3,973			3,565
Deferred income tax liabilities		4,146			3,841
TOTAL LIABILITIES		20,075			18,300
SHAREHOLDERS’ EQUITY
Common shares at stated value (e)		1,566			1,566
Earnings reinvested		23,344			23,023
Accumulated other comprehensive income (note 9)		(2,151	)		(2,059)
TOTAL SHAREHOLDERS’ EQUITY		22,759			22,530
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		42,834			40,830

(a) Accounts receivable, less estimated doubtful accounts included amounts receivable from related parties of $249 million (2014 - accounts payable and accrued liabilities included amounts payable to related parties of $174 million)

(b) Notes and loans payable included amounts to related parties of $75 million (2014 - $75 million)

(c) Long-term debt included amounts to related parties of $5,852 million (2014 - $4,746 million)

(d) Other long-term obligations include amounts to related parties of $208 million (2014 - $96 million)

(e) Number of common shares authorized and outstanding were 1,100 million and 848 million, respectively (2014 - 1,100 million and 848 million, respectively)

The information in the Notes to Consolidated Financial Statements is an integral part of these statements.

5

IMPERIAL OIL LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

(U.S. GAAP, unaudited) inflow/(outflow)	Second Quarter				Six Months       to June 30
millions of Canadian dollars	2015		2014		2015		2014
OPERATING ACTIVITIES
Net income		120		1,232		541		2,178
Adjustments for non-cash items:
Depreciation and depletion		335		280		652		560
(Gain)/loss on asset sales (note 3)		(25)		(640)		(51)		(660)
Deferred income taxes and other		254		221		272		226
Changes in operating assets and liabilities:
Accounts receivable		(353)		333		(566)		(321)
Inventories, materials, supplies and prepaid expenses		(148)		(145)		(163)		(173)
Income taxes payable		148		(109)		332		(17)
Accounts payable and accrued liabilities		23		(239)		(363)		196
All other items - net (a)		23		66		4		95
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES		377		999		658		2,084
INVESTING ACTIVITIES
Additions to property, plant and equipment		(773)		(1,295)		(1,784)		(2,501)
Proceeds associated with asset sales		65		732		90		807
Additional investments		(16)		(32)		(32)		(44)
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES		(724)		(595)		(1,726)		(1,738)
FINANCING ACTIVITIES
Short-term debt - net		40		(223)		1		(223)
Long-term debt issued		389		-		1,106		-
Reduction in capitalized lease obligations		(4)		(2)		(6)		(4)
Dividends paid		(110)		(110)		(220)		(220)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES		315		(335)		881		(447)
INCREASE (DECREASE) IN CASH		(32)		69		(187)		(101)
CASH AT BEGINNING OF PERIOD		60		102		215		272
CASH AT END OF PERIOD (b)		28		171		28		171
(a)    Included contribution to registered pension plans		(69)		(96)		(132)		(172)
(b)    Cash is composed of cash in bank and cash equivalents at cost. Cash equivalents are all highly liquid securities with maturity of three months or less when purchased

The information in the Notes to Consolidated Financial Statements is an integral part of these statements.

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IMPERIAL OIL LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

1.   Basis of financial statement preparation

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 filed with the U.S. Securities and Exchange Commission in the company’s 2014 Annual Report on Form 10-K. In the opinion of the company, the information furnished herein reflects all known accruals and adjustments necessary for a fair statement of the results for the periods reported herein. All such adjustments are of a normal recurring nature. The company’s exploration and production activities are accounted for under the “successful efforts” method.

The results for the six months ended June 30, 2015, are not necessarily indicative of the operations to be expected for the full year.

All amounts are in Canadian dollars unless otherwise indicated.

7

IMPERIAL OIL LIMITED

2.   Business segments

Second Quarter	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		1,783		2,109		5,178		6,901		311		389
Intersegment sales		718		1,043		268		370		63		115
Investment and other income		16		643		13		7		(1)		(1)
		2,517		3,795		5,459		7,278		373		503
EXPENSES
Exploration		16		17		-		-		-		-
Purchases of crude oil and products		1,070		1,430		4,071		5,781		205		351
Production and manufacturing		953		987		392		350		50		53
Selling and general		(1)		1		243		214		20		19
Federal excise tax		-		-		387		383		-		-
Depreciation and depletion		273		216		56		58		2		3
Financing costs		-		2		-		-		-		-
TOTAL EXPENSES		2,311		2,653		5,149		6,786		277		426
INCOME BEFORE INCOME TAXES		206		1,142		310		492		96		77
INCOME TAXES		380		285		95		126		27		20
NET INCOME		(174)		857		215		366		69		57
Cash flows from (used in) operating activities		(264)		633		541		248		105		74
CAPEX (b)		704		1,237		96		135		4		6
Second Quarter	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		7,272		9,399
Intersegment sales		-		-		(1,049)		(1,528)		-		-
Investment and other income		1		1		-		-		29		650
		1		1		(1,049)		(1,528)		7,301		10,049
EXPENSES
Exploration		-		-		-		-		16		17
Purchases of crude oil and products		-		-		(1,051)		(1,527)		4,295		6,035
Production and manufacturing		-		-		-		-		1,395		1,390
Selling and general		8		63		2		(1)		272		296
Federal excise tax		-		-		-		-		387		383
Depreciation and depletion		4		3		-		-		335		280
Financing costs		5		-		-		-		5		2
TOTAL EXPENSES		17		66		(1,049)		(1,528)		6,705		8,403
INCOME BEFORE INCOME TAXES		(16)		(65)		-		-		596		1,646
INCOME TAXES		(26)		(17)		-		-		476		414
NET INCOME		10		(48)		-		-		120		1,232
Cash flows from (used in) operating activities		(5)		44		-		-		377		999
CAPEX (b)		15		20		-		-		819		1,398

(a) Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

8

IMPERIAL OIL LIMITED

Six Months to June 30	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		2,995		4,306		9,847		13,546		600		744
Intersegment sales		1,316		2,111		524		800		122		217
Investment and other income		18		656		43		20		-		-
		4,329		7,073		10,414		14,366		722		961
EXPENSES
Exploration		33		38		-		-		-		-
Purchases of crude oil and products		1,908		2,835		7,266		11,197		387		670
Production and manufacturing		1,903		2,016		748		736		103		114
Selling and general		(1)		3		464		424		42		36
Federal excise tax		-		-		764		753		-		-
Depreciation and depletion		532		438		108		110		5		6
Financing costs		3		4		-		-		-		-
TOTAL EXPENSES		4,378		5,334		9,350		13,220		537		826
INCOME BEFORE INCOME TAXES		(49)		1,739		1,064		1,146		185		135
INCOME TAXES		314		430		284		292		50		35
NET INCOME		(363)		1,309		780		854		135		100
Cash flows from (used in) operating activities		(515)		990		1,055		960		160		77
CAPEX (b)		1,594		2,400		221		183		16		8
Total assets as at June 30		36,612		32,940		5,839		6,121		381		377
Six Months to June 30	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		13,442		18,596
Intersegment sales		-		-		(1,962)		(3,128)		-		-
Investment and other income		1		3		-		-		62		679
		1		3		(1,962)		(3,128)		13,504		19,275
EXPENSES
Exploration		-		-		-		-		33		38
Purchases of crude oil and products		-		-		(1,961)		(3,125)		7,600		11,577
Production and manufacturing		-		-		-		-		2,754		2,866
Selling and general		32		111		(1)		(3)		536		571
Federal excise tax		-		-		-		-		764		753
Depreciation and depletion		7		6		-		-		652		560
Financing costs		5		-		-		-		8		4
TOTAL EXPENSES		44		117		(1,962)		(3,128)		12,347		16,369
INCOME BEFORE INCOME TAXES		(43)		(114)		-		-		1,157		2,906
INCOME TAXES		(32)		(29)		-		-		616		728
NET INCOME		(11)		(85)		-		-		541		2,178
Cash flows from (used in) operating activities		(42)		57		-		-		658		2,084
CAPEX (b)		38		41		-		-		1,869		2,632
Total assets as at June 30		413		535		(411)		(575)		42,834		39,398

(a) Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

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IMPERIAL OIL LIMITED

3. Investment and other income

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

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015		2014
Proceeds from asset sales		65		782		90		807
Book value of assets sold		40		142		39		147
Gain/(loss) on asset sales, before tax		25		640		51		660
Gain/(loss) on asset sales, after tax		17		480		40		496

4. Employee retirement benefits

The components of net benefit cost were as follows:

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Pension benefits:
Current service cost		51			39		102			77
Interest cost		77			80		154			159
Expected return on plan assets		(96	)		(91)		(193	)		(182)
Amortization of prior service cost		4			5		8			11
Amortization of actuarial loss		49			43		99			86
Net benefit cost		85			76		170			151
Other post-retirement benefits:
Current service cost		4			2		8			5
Interest cost		6			6		12			12
Amortization of actuarial loss		3			2		6			4
Net benefit cost		13			10		26			21

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IMPERIAL OIL LIMITED

5. Financing costs and additional notes and loans payable information

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Debt-related interest		20			20		43			41
Capitalized interest		(15	)		(20)		(38	)		(41)
Net interest expense		5			-		5			-
Other interest		-			2		3			4
Total financing costs		5			2		8			4

In the first quarter of 2015, the company extended the maturity date of its existing $500 million 364-day short-term unsecured committed bank credit facility to March 2016. The company has not drawn on the facility.

6. Long-term debt

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Long-term debt		5,852		4,746
Capital leases		156		167
Total long-term debt		6,008		4,913

In the first half of 2015, the company increased its long-term debt by $1,106 million by drawing on an existing facility with an affiliated company of Exxon Mobil Corporation. The increased debt was used to finance normal operations and capital projects.

In July 2015, the company increased the capacity of its existing floating rate loan faciltiy with an affiliated company of ExxonMobil from $6.25 billion to $7.75 billion. All other terms and conditions of the agreement remained unchanged.

Subsequent to the second quarter, the company entered into a long-term capital lease related to the Woodland pipeline for approximately $500 million. A commitment related to this obligation was previously reported as a firm capital commitment in the company’s 2014 Form 10-K.

7. Other long-term obligations

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Employee retirement benefits (a)		1,870		1,739
Asset retirement obligations and other environmental liabilities (b)		1,518		1,325
Share-based incentive compensation liabilities		178		154
Other obligations		407		347
Total other long-term obligations		3,973		3,565

(a) Total recorded employee retirement benefits obligations also included $58 million in current liabilities (2014 - $58 million)

(b) Total asset retirement obligations and other environmental liabilities also included $143 million in current liabilities (2014 - $143 million)

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IMPERIAL OIL LIMITED

8. Net income per share

							Six Months
	Second Quarter						to June 30
	2015			2014			2015			2014
Net income per common share - basic
Net income (millions of dollars)		120			1,232			541			2,178
Weighted average number of common shares outstanding (millions of shares)		847.6			847.6			847.6			847.6
Net income per common share (dollars)		0.14			1.45			0.64			2.57
Net income per common share - diluted
Net income (millions of dollars)		120			1,232			541			2,178
Weighted average number of common shares outstanding (millions of shares)		847.6			847.6			847.6			847.6
Effect of share-based awards (millions of shares)		3.1			3.1			3.0			3.0
Weighted average number of common shares outstanding, assuming dilution (millions of shares)		850.7			850.7			850.6			850.6
Net income per common share (dollars)		0.14			1.45			0.64			2.56
9.      Other comprehensive income information
Changes in accumulated other comprehensive income:
millions of dollars							2015			2014
Balance at January 1								(2,059)			(1,721)
Post-retirement benefits liability adjustment:
Current period change excluding amounts reclassified from accumulated other comprehensive income								(176)			(38)
Amounts reclassified from accumulated other comprehensive income								84			75
Balance at June 30								(2,151)			(1,684)
Amounts reclassified out of accumulated other comprehensive income - before-tax income/(expense):
							Six Months
	Second Quarter						to June 30
millions of dollars	2015			2014			2015			2014
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost (a)		(56	)		(50	)		(113	)		(101	)

(a) This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (note 4)

Income tax expense/(credit) for components of other comprehensive income:

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015			2014
Post-retirement benefits liability adjustments:
Post-retirement benefits liability adjustment (excluding amortization)		-		-		(61	)		(13	)
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost		15		13		30			26
		15		13		(31	)		13

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IMPERIAL OIL LIMITED

10. Recently Issued Accounting Standards

In May 2014, the Financial Accounting Standards Board issued a new standard, Revenue from Contracts with Customers. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The standard is expected to be adopted beginning January 1, 2018. Imperial is evaluating the standard and its effect on the company’s financial statements.

13

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

OPERATING RESULTS

Second quarter 2015 vs. second quarter 2014

The company’s net income for the second quarter of 2015 was $120 million or $0.14 per share on a diluted basis and reflected a net charge, largely non-cash, of $320 million ($0.38 per share) associated with the recently enacted Alberta corporate income tax rate increase, compared with $1,232 million or $1.45 per share for the same period last year.

Upstream recorded a net loss in the second quarter of $174 million, $1,031 million lower than the same period of 2014. Earnings in the second quarter of 2015 reflected lower crude oil and gas realizations of about $650 million along with the impact associated with increased Alberta corporate income taxes of about $327 million. Earnings in the second quarter of 2014 included a gain of $478 million from the divestment of conventional upstream producing assets. These factors were partially offset by higher Kearl and Cold Lake volumes of about $190 million, the impact of a weaker Canadian dollar of about $160 million and lower royalties of about $120 million.

West Texas Intermediate (WTI), the main U.S. dollar benchmark crude for North America, decreased by 44 percent compared to the same quarter in 2014. The company’s average Canadian dollar realizations for synthetic crude oil and bitumen decreased about 33 and 35 percent in the second quarter of 2015 to $75.20 and $49.16 per barrel respectively, as the decline in the benchmark crude was partly offset by the weaker Canadian dollar, along with decreased light-heavy differentials. The company’s average realizations on sales of natural gas of $1.83 per thousand cubic feet in the second quarter of 2015, were lower by $2.25 per thousand cubic feet, versus the same period in 2014.

Gross production of Cold Lake bitumen averaged 161,000 barrels per day in the second quarter, up from 138,000 barrels in the same period last year, primarily due to the continued ramp-up of Nabiye production. Nabiye production is expected to reach approximately 40,000 barrels per day, before royalties, by the end of 2015.

Gross production of Kearl bitumen averaged 130,000 barrels per day in the second quarter (92,000 barrels Imperial’s share) up from 73,000 barrels per day (52,000 barrels Imperial’s share) during the second quarter of 2014, reflecting early start-up of the Kearl expansion project and continued improvement in reliability of the initial development.

During the second quarter of 2015, the company’s share of gross production from Syncrude averaged 52,000 barrels per day, up from 51,000 barrels in the second quarter of 2014.

Gross production of conventional crude oil averaged 15,000 barrels per day in the second quarter, versus 18,000 barrels in the corresponding period in 2014. The lower production volume was primarily due to the impact of properties divested during the first half of 2014.

Gross production of natural gas during the second quarter of 2015 was 134 million cubic feet per day, down from 158 million cubic feet in the same period last year, reflecting the impact of properties divested during the first half of 2014.

Downstream net income was $215 million in the second quarter, $151 million lower than the second quarter of 2014. Earnings decreased mainly due to lower margins of about $170 million, higher refinery planned maintenance expense of about $90 million, partly offset by the impact of a weaker Canadian dollar of about $130 million.

14

Chemical net income was $69 million in the second quarter, the highest quarterly earnings on record, up from $57 million in the same quarter in 2014.

Net income effects from Corporate and Other were $10 million in the second quarter, versus negative $48 million in the same period of 2014, primarily due to changes in share-based compensation charges and the impact of the Alberta corporate income tax rate increase.

Six months 2015 vs. six months 2014

Net income in the first six months of 2015 was $541 million, or $0.64 per share on a diluted basis and reflected a net charge, largely non-cash, of $320 million ($0.38 per share) associated with the recently enacted Alberta corporate income tax rate increase, versus $2,178 million or $2.56 per share for the first half of 2014, which included a $478 million gain on the sale of conventional upstream producing assets.

Upstream recorded a net loss of $363 million for the first six months of 2015, $1,672 million lower than the same period of 2014. Earnings in 2015 reflected the impact of lower crude oil and gas realizations of about $1,740 million and the impact associated with increased Alberta corporate income taxes of about $327 million. Earnings in the second quarter of 2014 included a gain of $478 million from the divestment of conventional upstream producing assets. These factors were partially offset by lower royalties of about $330 million, the impact of a weaker Canadian dollar of about $320 million, and higher Kearl and Cold Lake volumes of about $260 million.

WTI, the main U.S. dollar benchmark crude for North America, decreased by 47 percent compared to the same period in 2014. The company’s average Canadian dollar realizations for synthetic crude oil and bitumen decreased about 41 and 45 percent in the first half of 2015 to $63.89 and $39.15 per barrel respectively, as the decline in benchmark crude and increased light-heavy differentials were partly offset by the weaker Canadian dollar. The company’s average realizations on sales of natural gas of $2.71 per thousand cubic feet in 2015, were lower by $2.78 per thousand cubic feet, versus the same period in 2014.

Gross production of Cold Lake bitumen averaged 156,000 barrels per day in the first six months, up from 142,000 barrels from the same period last year, primarily due to Nabiye production.

Gross production of Kearl bitumen averaged 113,000 barrels per day in the first six months of 2015 (80,000 barrels Imperial’s share) up from 72,000 barrels per day (51,000 barrels Imperial’s share), reflecting early start-up of the Kearl expansion project and improved reliability of the initial development.

During the first six months of 2015, the company’s share of gross production from Syncrude averaged 63,000 barrels per day, up from 62,000 barrels from the same period of 2014.

Gross production of conventional crude oil averaged 15,000 barrels per day in the first half of 2015, compared to 20,000 barrels during the same period of 2014.The lower production volume was primarily due to the impact of properties divested during the first half of 2014.

15

Gross production of natural gas during the first six months of 2015 was 140 million cubic feet per day, down from 181 million cubic feet in the same period last year, reflecting the impact of properties divested during the first half of 2014.

Downstream net income was $780 million, down $74 million from the same period of 2014. Earnings decreased due to the impacts of lower refining margins of about $200 million and higher refinery planned maintenance expense of about $130 million, partially offset by the impact of a weaker Canadian dollar of about $170 million, lower energy costs of $80 million and a 2015 gain of $17 million from the sale of assets.

Chemical net income was $135 million, up from $100 million in the same period in 2014, mainly as a result of strong polyethylene operations and margins.

For the first six months of 2015, net income effects from Corporate & Other were negative $11 million, versus negative $85 million in 2014, primarily due to changes in share-based compensation charges and the impact of the Alberta corporate income tax rate increase.

LIQUIDITY AND CAPITAL RESOURCES

Cash flow generated from operating activities was $377 million in the second quarter, versus $999 million in the corresponding period in 2014. Lower cash flow was mainly due to lower earnings and working capital effects.

Investing activities used net cash of $724 million in the second quarter, compared with $595 million in the same period of 2014. Additions to property, plant and equipment were $773 million in the second quarter, compared with $1,295 million during the same quarter in 2014. Expenditures during the quarter were primarily directed towards the completion of the upstream growth projects.

Cash from financing activities was $315 million in the second quarter, compared with cash used in financing activities of $335 million in the second quarter of 2014. Dividends paid in the second quarter of 2015 were $110 million, unchanged from the corresponding period in 2014. Per-share dividends paid in the second quarter were $0.13, unchanged from the same period of 2014.

The company’s cash balance was $28 million as at June 30, 2015 versus $171 million at the end of the second quarter of 2014.

Subsequent to the second quarter, the company increased the capacity of its existing floating rate loan facility with an affiliated company of ExxonMobil from $6.25 billion to $7.75 billion. Also, the company entered into a long-term capital lease related to the Woodland pipeline for approximately $500 million. A commitment related to this obligation was previously reported as a firm capital commitment in the company’s 2014 Form 10-K.

RECENTLY ISSUED ACCOUNTING STANDARDS

In May 2014, the Financial Accounting Standards Board issued a new standard, Revenue from Contracts with Customers. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The standard is expected to be adopted beginning January 1, 2018. Imperial is evaluating the standard and its effect on the Corporation’s financial statements.

16

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Information about market risks for the six months ended June 30, 2015 does not differ materially from that discussed on page 22 in the company’s Annual Report on Form 10-K for the year ended December 31, 2014 and Form 10-Q for the quarter ended March 31, 2015 except for the following:

Earnings sensitivity millions of dollars after tax
Five dollars (U.S.) per barrel change in crude oil prices	+ (-)	350
Eight cents decrease (increase) in the value of the Canadian dollar	+ (-)	720
versus the U.S. dollar

The sensitivity of net income to changes in crude oil prices decreased from the first quarter of 2015 by about $5 million (after tax) a year for each one U.S. dollar change. The decrease was primarily the result of higher royalty costs due to higher crude oil prices and higher taxes due to the increase in the Alberta corporate tax rate.

The sensitivity of net income to changes in the Canadian dollar versus the U.S. dollar increased from the first quarter of 2015 by about $10M (after tax) a year from each one-cent change, primarily due to the impact of higher U.S. dollar crude prices.

Item 4. Controls and Procedures.

As indicated in the certifications in Exhibit 31 of this report, the company’s principal executive officer and principal financial officer have evaluated the company’s disclosure controls and procedures as of June 30, 2015. Based on that evaluation, these officers have concluded that the company’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the company in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to them in a manner that allows for timely decisions regarding required disclosures and are effective in ensuring that such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There has not been any change in the company’s internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting.

17

PART II - OTHER INFORMATION

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds.

Issuer Purchases of Equity Securities (a)(b)

Period	Total number of shares (or units) purchased	Average price paid per share (or unit)	Total number of shares (or units) purchased as part of publicly announced plans or programs	Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs
April 2015 (Apr 1 – Apr 30)	0	0	0	1,000,000
May 2015 (May 1 – May 31)	0	0	0	1,000,000
June 2015 (Jun 1 – Jun 30)	0	0	0	1,000,000

(a) On June 23, 2014, the company announced by news release that it had received final approval from the Toronto Stock Exchange for a new normal course issuer bid and will continue its share repurchase program. The program enabled the company to repurchase up to a maximum of 1,000,000 common shares during the period June 25, 2014 to June 24, 2015. The program ended on June 24, 2015.

(b) On June 22, 2015, the company announced by news release that it had received final approval from the Toronto Stock Exchange for a new normal course issuer bid and will continue its share repurchase program. The new program enables the company to repurchase up to a maximum of 1,000,000 common shares during the period June 25, 2015 to June 24, 2016. The program will end when the company has purchased the maximum allowable number of shares, or on June 24, 2016.

The company will continue to evaluate its share purchase program in the context of its overall capital activities.

Item 6.    Exhibits.

(31.1) Certification by the principal executive officer of the company pursuant to Rule 13a-14(a).

(31.2) Certification by the principal financial officer of the company pursuant to Rule 13a-14(a).

(32.1) Certification by the chief executive officer of the company pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350.

(32.2) Certification by the chief financial officer of the company pursuant to Rule 13a-14(b) and 18 U.S.C. Section 1350.

18

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 thereunto duly authorized.

	IMPERIAL OIL LIMITED
	(Registrant)
	/s/ Paul J. Masschelin
Date:    August 4, 2015
	(Signature)
	Paul J. Masschelin
	Senior Vice-President, Finance and Administration and Controller
	(Principal Accounting Officer)
	/s/ Cathryn Walker
Date:    August 4, 2015
	(Signature)
	Cathryn Walker
	Assistant Corporate Secretary

19

EX-31.1

Exhibit (31.1)

CERTIFICATIONS

I, Richard M. Kruger, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Imperial Oil Limited;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:     August 4, 2015

/s/ Richard M. Kruger

Richard M. Kruger

Chairman of the Board, President and

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit (31.2)

CERTIFICATIONS

I, Paul J. Masschelin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Imperial Oil Limited;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:     August 4, 2015

/s/ Paul J. Masschelin

Paul J. Masschelin

Senior Vice-President, Finance and

Administration and Controller

(Principal Financial Officer)

EX-32.1

Exhibit (32.1)

Certification of Periodic Financial Report

Pursuant to 18 U.S.C. Section 1350

For purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned, Richard M. Kruger, the chief executive officer of Imperial Oil Limited (the “Company”), hereby certifies that, to his knowledge:

(i)     the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2015, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii)     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:     August 4, 2015

/s/ Richard M. Kruger

Richard M. Kruger

Chairman of the Board, President and

Chief Executive Officer

EX-32.2

Exhibit (32.2)

Certification of Periodic Financial Report

Pursuant to 18 U.S.C. Section 1350

For purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned, Paul J. Masschelin, the chief financial officer of Imperial Oil Limited (the “Company”), hereby certifies that, to his knowledge:

(i)     the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2015, as filed with the Securities and Exchange Commission (the “Report”), fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii)     the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:     August 4, 2015

/s/ Paul J. Masschelin

Paul J. Masschelin

Senior Vice-President, Finance and

Administration and Controller

(chief financial officer)

XML

Amounts Reclassified Out of Accumulated Other Comprehensive Income (Detail) - CAD CAD in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Reclassification Adjustment out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost	[1]	CAD (56)	CAD (50)	CAD (113)	CAD (101)

[1] This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (note 4)

XML

Net income per share (Tables)

6 Months Ended

Jun. 30, 2015

Calculation of Basic and Diluted Earnings Per Share

					Six Months
	Second Quarter				to June 30
	2015		2014		2015		2014
Net income per common share - basic
Net income (millions of dollars)		120		1,232		541		2,178
Weighted average number of common shares outstanding (millions of shares)		847.6		847.6		847.6		847.6
Net income per common share (dollars)		0.14		1.45		0.64		2.57
Net income per common share - diluted
Net income (millions of dollars)		120		1,232		541		2,178
Weighted average number of common shares outstanding (millions of shares)		847.6		847.6		847.6		847.6
Effect of share-based awards (millions of shares)		3.1		3.1		3.0		3.0
Weighted average number of common shares outstanding, assuming dilution (millions of shares)		850.7		850.7		850.6		850.6
Net income per common share (dollars)		0.14		1.45		0.64		2.56

XML

Net Income Per Share (Detail) - CAD CAD / shares in Units, shares in Millions, CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Net income per common share - basic
NET INCOME	CAD 120	CAD 1,232	CAD 541	CAD 2,178
Weighted average number of common shares outstanding (millions of shares)	847.6	847.6	847.6	847.6
Net income per common share (dollars)	CAD 0.14	CAD 1.45	CAD 0.64	CAD 2.57
Net income per common share - diluted
NET INCOME	CAD 120	CAD 1,232	CAD 541	CAD 2,178
Weighted average number of common shares outstanding (millions of shares)	847.6	847.6	847.6	847.6
Effect of share-based awards (millions of shares)	3.1	3.1	3.0	3.0
Weighted average number of common shares outstanding, assuming dilution (millions of shares)	850.7	850.7	850.6	850.6
Net income per common share (dollars)	CAD 0.14	CAD 1.45	CAD 0.64	CAD 2.56

XML

Basis of financial statement preparation

6 Months Ended

Jun. 30, 2015

Basis of financial statement preparation

1.   Basis of financial statement preparation

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 filed with the U.S. Securities and Exchange Commission in the company’s 2014 Annual Report on Form 10-K. In the opinion of the company, the information furnished herein reflects all known accruals and adjustments necessary for a fair statement of the results for the periods reported herein. All such adjustments are of a normal recurring nature. The company’s exploration and production activities are accounted for under the “successful efforts” method.

The results for the six months ended June 30, 2015, are not necessarily indicative of the operations to be expected for the full year.

All amounts are in Canadian dollars unless otherwise indicated.

XML

Gains and Losses on Asset Sales (Detail) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Investment And Other Income [Line Items]
Proceeds from asset sales	CAD 65	CAD 782	CAD 90	CAD 807
Book value of assets sold	40	142	39	147
Gain/(loss) on asset sales, before tax	25	640	51	660
Gain/(loss) on asset sales, after tax	CAD 17	CAD 480	CAD 40	CAD 496

XML

Business Segments (Parenthetical) (Detail) - CAD CAD in Millions		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
Segment Reporting Information [Line Items]
Operating revenues	[1],[2]	CAD 7,272	[3]	CAD 9,399	[3]	CAD 13,442	[4]	CAD 18,596	[4]
United States Exports
Segment Reporting Information [Line Items]
Operating revenues		CAD 1,362		CAD 1,370		CAD 2,163		CAD 2,796

[1] Amounts from related parties included in operating revenues 1,017 742 1,655 1,558

[2] Federal excise tax included in operating revenues 387 383 764 753

[3] Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

[4] Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

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Components of Net Periodic Benefit Cost (Detail) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Pension benefits
Defined Benefit Plan Disclosure [Line Items]
Current service cost	CAD 51	CAD 39	CAD 102	CAD 77
Interest cost	77	80	154	159
Expected return on plan assets	(96)	(91)	(193)	(182)
Amortization of prior service cost	4	5	8	11
Amortization of actuarial loss	49	43	99	86
Net benefit cost	85	76	170	151
Other post-retirement benefits
Defined Benefit Plan Disclosure [Line Items]
Current service cost	4	2	8	5
Interest cost	6	6	12	12
Amortization of actuarial loss	3	2	6	4
Net benefit cost	CAD 13	CAD 10	CAD 26	CAD 21

XML

Financing Costs and Additional Notes and Loans Payable Information (Detail) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Debt-related interest	CAD 20	CAD 20	CAD 43	CAD 41
Capitalized interest	(15)	(20)	(38)	(41)
Net interest expense	5		5
Other interest		2	3	4
Total financing costs	CAD 5	CAD 2	CAD 8	CAD 4

XML

Consolidated Statement of Cash Flows (U.S. GAAP) (Parenthetical) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Included contribution to registered pension plans	CAD (69)	CAD (96)	CAD (132)	CAD (172)

XML

Financing Costs and Additional Notes and Loans Payable Information - Additional Information (Detail) - Mar. 31, 2015 - Unsecured committed bank credit facility - CAD	Total
Financing Activities [Line Items]
Line of credit maximum borrowing capacity	CAD 500,000,000
Debt instrument, maturity date	Mar. 31, 2016
Non-interest bearing, revolving demand loan, outstanding amount	CAD 0

XML

Income Tax Expense/(Credit) for Components of Other Comprehensive Income (Detail) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Post-retirement benefits liability adjustment (excluding amortization)			CAD (61)	CAD (13)
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost	CAD 15	CAD 13	30	26
Total	CAD 15	CAD 13	CAD (31)	CAD 13

XML

Consolidated Statement Of Income (U.S. GAAP) - CAD CAD in Millions		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014
REVENUES AND OTHER INCOME
Operating revenues	[1],[2]	CAD 7,272	[3]	CAD 9,399	[3]	CAD 13,442	[4]	CAD 18,596	[4]
Investment and other income (note 3)		29		650		62		679
TOTAL REVENUES AND OTHER INCOME		7,301		10,049		13,504		19,275
EXPENSES
Exploration		16		17		33		38
Purchases of crude oil and products	[5]	4,295		6,035		7,600		11,577
Production and manufacturing	[6]	1,395		1,390		2,754		2,866
Selling and general		272		296		536		571
Federal excise tax	[2]	387		383		764		753
Depreciation and depletion		335		280		652		560
Financing costs (note 5)		5		2		8		4
TOTAL EXPENSES		6,705		8,403		12,347		16,369
INCOME BEFORE INCOME TAXES		596		1,646		1,157		2,906
INCOME TAXES		476		414		616		728
NET INCOME		CAD 120		CAD 1,232		CAD 541		CAD 2,178
PER SHARE INFORMATION (Canadian dollars)
Net income per common share - basic (note 8)		CAD 0.14		CAD 1.45		CAD 0.64		CAD 2.57
Net income per common share - diluted (note 8)		0.14		1.45		0.64		2.56
Dividends per common share		CAD 0.13		CAD 0.13		CAD 0.26		CAD 0.26

[1] Amounts from related parties included in operating revenues 1,017 742 1,655 1,558

[2] Federal excise tax included in operating revenues 387 383 764 753

[3] Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

[4] Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

[5] Amounts to related parties included in purchases of crude oil and products 967 1,058 1,653 1,828

[6] Amounts to related parties included in production and manufacturing expenses 125 89 227 175

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Consolidated Balance Sheet (U.S. GAAP) (Parenthetical) - CAD shares in Millions, CAD in Millions	Jun. 30, 2015	Dec. 31, 2014
Due to related parties, current	CAD 75	CAD 75
Amounts (payable) receivable from related parties	CAD 249	CAD (174)
Common shares authorized	1,100	1,100
Common shares outstanding	848	848
Long-term debt
Due to related parties	CAD 5,852	CAD 4,746
Other long-term debt
Due to related parties	CAD 208	CAD 96

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Other Long-Term Obligations (Detail) - CAD CAD in Millions		Jun. 30, 2015	Dec. 31, 2014
Schedule of Other Liabilities [Line Items]
Employee retirement benefits	[1]	CAD 1,870	CAD 1,739
Asset retirement obligations and other environmental liabilities	[2]	1,518	1,325
Share-based incentive compensation liabilities		178	154
Other obligations		407	347
Total other long-term obligations	[3]	CAD 3,973	CAD 3,565

[1] Total recorded employee retirement benefits obligations also included $58 million in current liabilities (2014 - $58 million)

[2] Total asset retirement obligations and other environmental liabilities also included $143 million in current liabilities (2014 - $143 million)

[3] Other long-term obligations include amounts to related parties of $208 million (2014 - $96 million)

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Financing costs and additional notes and loans payable information (Tables)

6 Months Ended

Jun. 30, 2015

Schedule Of Financing Costs

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Debt-related interest		20			20		43			41
Capitalized interest		(15	)		(20)		(38	)		(41)
Net interest expense		5			-		5			-
Other interest		-			2		3			4
Total financing costs		5			2		8			4

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Other Long-Term Obligations (Parenthetical) (Detail) - CAD CAD in Millions	Jun. 30, 2015	Dec. 31, 2014
Schedule of Other Liabilities [Line Items]
Employee retirement benefits obligations in current liabilities	CAD 58	CAD 58
Asset retirement obligations and other environmental liabilities in current liabilities	CAD 143	CAD 143

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Other long-term obligations (Tables)

6 Months Ended

Jun. 30, 2015

Other Long-Term Obligations

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Employee retirement benefits (a)		1,870		1,739
Asset retirement obligations and other environmental liabilities (b)		1,518		1,325
Share-based incentive compensation liabilities		178		154
Other obligations		407		347
Total other long-term obligations		3,973		3,565

(a) Total recorded employee retirement benefits obligations also included $58 million in current liabilities (2014 - $58 million)

(b) Total asset retirement obligations and other environmental liabilities also included $143 million in current liabilities (2014 - $143 million)

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Consolidated Statement of Cash Flows (U.S. GAAP) - CAD CAD in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
OPERATING ACTIVITIES
NET INCOME		CAD 120	CAD 1,232	CAD 541	CAD 2,178
Adjustments for non-cash items:
Depreciation and depletion		335	280	652	560
(Gain)/loss on asset sales (note 3)		(25)	(640)	(51)	(660)
Deferred income taxes and other		254	221	272	226
Changes in operating assets and liabilities:
Accounts receivable		(353)	333	(566)	(321)
Inventories, materials, supplies and prepaid expenses		(148)	(145)	(163)	(173)
Income taxes payable		148	(109)	332	(17)
Accounts payable and accrued liabilities		23	(239)	(363)	196
All other items - net	[1]	23	66	4	95
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES		377	999	658	2,084
INVESTING ACTIVITIES
Additions to property, plant and equipment		(773)	(1,295)	(1,784)	(2,501)
Proceeds associated with asset sales		65	732	90	807
Additional investments		(16)	(32)	(32)	(44)
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES		(724)	(595)	(1,726)	(1,738)
FINANCING ACTIVITIES
Short-term debt - net		40	(223)	1	(223)
Long-term debt issued		389		1,106
Reduction in capitalized lease obligations		(4)	(2)	(6)	(4)
Dividends paid		(110)	(110)	(220)	(220)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES		315	(335)	881	(447)
INCREASE (DECREASE) IN CASH		(32)	69	(187)	(101)
CASH AT BEGINNING OF PERIOD		60	102	215	272
CASH AT END OF PERIOD	[2]	CAD 28	CAD 171	CAD 28	CAD 171

[1] Included contribution to registered pension plans (69) (96) (132) (172)

[2] Cash is composed of cash in bank and cash equivalents at cost. Cash equivalents are all highly liquid securities with maturity of three months or less when purchased

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Consolidated Statement Of Income (U.S. GAAP) (Parenthetical) - CAD CAD in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Federal excise tax included in operating revenues	[1]	CAD 387	CAD 383	CAD 764	CAD 753
Amounts from related parties included in operating revenues		1,017	742	1,655	1,558
Amounts to related parties included in purchases of crude oil and products		967	1,058	1,653	1,828
Amounts to related parties included in production and manufacturing expenses		CAD 125	CAD 89	CAD 227	CAD 175

[1] Federal excise tax included in operating revenues 387 383 764 753

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Other comprehensive income information

6 Months Ended

Jun. 30, 2015

Other comprehensive income information

9.      Other comprehensive income information
Changes in accumulated other comprehensive income:
millions of dollars							2015			2014
Balance at January 1								(2,059)			(1,721)
Post-retirement benefits liability adjustment:
Current period change excluding amounts reclassified from accumulated other comprehensive income								(176)			(38)
Amounts reclassified from accumulated other comprehensive income								84			75
Balance at June 30								(2,151)			(1,684)
Amounts reclassified out of accumulated other comprehensive income - before-tax income/(expense):
							Six Months
	Second Quarter						to June 30
millions of dollars	2015			2014			2015			2014
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost (a)		(56	)		(50	)		(113	)		(101	)

(a) This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (note 4)

Income tax expense/(credit) for components of other comprehensive income:

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015			2014
Post-retirement benefits liability adjustments:
Post-retirement benefits liability adjustment (excluding amortization)		-		-		(61	)		(13	)
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost		15		13		30			26
		15		13		(31	)		13

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Document and Entity Information - Jun. 30, 2015 - shares	Total
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q2
Trading Symbol	IMO
Entity Registrant Name	IMPERIAL OIL LTD
Entity Central Index Key	0000049938
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	847,599,011

XML

Recently Issued Accounting Standards

6 Months Ended

Jun. 30, 2015

Recently Issued Accounting Standards

10. Recently Issued Accounting Standards

In May 2014, the Financial Accounting Standards Board issued a new standard, Revenue from Contracts with Customers. The standard establishes a single revenue recognition model for all contracts with customers, eliminates industry specific requirements and expands disclosure requirements. The standard is expected to be adopted beginning January 1, 2018. Imperial is evaluating the standard and its effect on the company’s financial statements.

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Consolidated Statement of Comprehensive Income (U.S. GAAP) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
NET INCOME	CAD 120	CAD 1,232	CAD 541	CAD 2,178
Other comprehensive income, net of income taxes
Post-retirement benefit liability adjustment (excluding amortization)			(176)	(38)
Amortization of post-retirement benefit liability adjustment included in net periodic benefit costs	42	37	84	75
Total other comprehensive income/(loss)	42	37	(92)	37
Comprehensive income	CAD 162	CAD 1,269	CAD 449	CAD 2,215

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Employee retirement benefits

6 Months Ended

Jun. 30, 2015

Employee retirement benefits

4. Employee retirement benefits

The components of net benefit cost were as follows:

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Pension benefits:
Current service cost		51			39		102			77
Interest cost		77			80		154			159
Expected return on plan assets		(96	)		(91)		(193	)		(182)
Amortization of prior service cost		4			5		8			11
Amortization of actuarial loss		49			43		99			86
Net benefit cost		85			76		170			151
Other post-retirement benefits:
Current service cost		4			2		8			5
Interest cost		6			6		12			12
Amortization of actuarial loss		3			2		6			4
Net benefit cost		13			10		26			21

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Investment and other income

6 Months Ended

Jun. 30, 2015

Investment and other income

3. Investment and other income

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

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015		2014
Proceeds from asset sales		65		782		90		807
Book value of assets sold		40		142		39		147
Gain/(loss) on asset sales, before tax		25		640		51		660
Gain/(loss) on asset sales, after tax		17		480		40		496

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Long-term debt (Tables)

6 Months Ended

Jun. 30, 2015

Long-Term Debt

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Long-term debt		5,852		4,746
Capital leases		156		167
Total long-term debt		6,008		4,913

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Business segments (Tables)

6 Months Ended

Jun. 30, 2015

Business segments

Second Quarter	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		1,783		2,109		5,178		6,901		311		389
Intersegment sales		718		1,043		268		370		63		115
Investment and other income		16		643		13		7		(1)		(1)
		2,517		3,795		5,459		7,278		373		503
EXPENSES
Exploration		16		17		-		-		-		-
Purchases of crude oil and products		1,070		1,430		4,071		5,781		205		351
Production and manufacturing		953		987		392		350		50		53
Selling and general		(1)		1		243		214		20		19
Federal excise tax		-		-		387		383		-		-
Depreciation and depletion		273		216		56		58		2		3
Financing costs		-		2		-		-		-		-
TOTAL EXPENSES		2,311		2,653		5,149		6,786		277		426
INCOME BEFORE INCOME TAXES		206		1,142		310		492		96		77
INCOME TAXES		380		285		95		126		27		20
NET INCOME		(174)		857		215		366		69		57
Cash flows from (used in) operating activities		(264)		633		541		248		105		74
CAPEX (b)		704		1,237		96		135		4		6
Second Quarter	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		7,272		9,399
Intersegment sales		-		-		(1,049)		(1,528)		-		-
Investment and other income		1		1		-		-		29		650
		1		1		(1,049)		(1,528)		7,301		10,049
EXPENSES
Exploration		-		-		-		-		16		17
Purchases of crude oil and products		-		-		(1,051)		(1,527)		4,295		6,035
Production and manufacturing		-		-		-		-		1,395		1,390
Selling and general		8		63		2		(1)		272		296
Federal excise tax		-		-		-		-		387		383
Depreciation and depletion		4		3		-		-		335		280
Financing costs		5		-		-		-		5		2
TOTAL EXPENSES		17		66		(1,049)		(1,528)		6,705		8,403
INCOME BEFORE INCOME TAXES		(16)		(65)		-		-		596		1,646
INCOME TAXES		(26)		(17)		-		-		476		414
NET INCOME		10		(48)		-		-		120		1,232
Cash flows from (used in) operating activities		(5)		44		-		-		377		999
CAPEX (b)		15		20		-		-		819		1,398

(a) Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

Six Months to June 30	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		2,995		4,306		9,847		13,546		600		744
Intersegment sales		1,316		2,111		524		800		122		217
Investment and other income		18		656		43		20		-		-
		4,329		7,073		10,414		14,366		722		961
EXPENSES
Exploration		33		38		-		-		-		-
Purchases of crude oil and products		1,908		2,835		7,266		11,197		387		670
Production and manufacturing		1,903		2,016		748		736		103		114
Selling and general		(1)		3		464		424		42		36
Federal excise tax		-		-		764		753		-		-
Depreciation and depletion		532		438		108		110		5		6
Financing costs		3		4		-		-		-		-
TOTAL EXPENSES		4,378		5,334		9,350		13,220		537		826
INCOME BEFORE INCOME TAXES		(49)		1,739		1,064		1,146		185		135
INCOME TAXES		314		430		284		292		50		35
NET INCOME		(363)		1,309		780		854		135		100
Cash flows from (used in) operating activities		(515)		990		1,055		960		160		77
CAPEX (b)		1,594		2,400		221		183		16		8
Total assets as at June 30		36,612		32,940		5,839		6,121		381		377
Six Months to June 30	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		13,442		18,596
Intersegment sales		-		-		(1,962)		(3,128)		-		-
Investment and other income		1		3		-		-		62		679
		1		3		(1,962)		(3,128)		13,504		19,275
EXPENSES
Exploration		-		-		-		-		33		38
Purchases of crude oil and products		-		-		(1,961)		(3,125)		7,600		11,577
Production and manufacturing		-		-		-		-		2,754		2,866
Selling and general		32		111		(1)		(3)		536		571
Federal excise tax		-		-		-		-		764		753
Depreciation and depletion		7		6		-		-		652		560
Financing costs		5		-		-		-		8		4
TOTAL EXPENSES		44		117		(1,962)		(3,128)		12,347		16,369
INCOME BEFORE INCOME TAXES		(43)		(114)		-		-		1,157		2,906
INCOME TAXES		(32)		(29)		-		-		616		728
NET INCOME		(11)		(85)		-		-		541		2,178
Cash flows from (used in) operating activities		(42)		57		-		-		658		2,084
CAPEX (b)		38		41		-		-		1,869		2,632
Total assets as at June 30		413		535		(411)		(575)		42,834		39,398

(a) Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

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Other long-term obligations

6 Months Ended

Jun. 30, 2015

Other long-term obligations

7. Other long-term obligations

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Employee retirement benefits (a)		1,870		1,739
Asset retirement obligations and other environmental liabilities (b)		1,518		1,325
Share-based incentive compensation liabilities		178		154
Other obligations		407		347
Total other long-term obligations		3,973		3,565

(a) Total recorded employee retirement benefits obligations also included $58 million in current liabilities (2014 - $58 million)

(b) Total asset retirement obligations and other environmental liabilities also included $143 million in current liabilities (2014 - $143 million)

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Financing costs and additional notes and loans payable information

6 Months Ended

Jun. 30, 2015

Financing costs and additional notes and loans payable information

5. Financing costs and additional notes and loans payable information

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Debt-related interest		20			20		43			41
Capitalized interest		(15	)		(20)		(38	)		(41)
Net interest expense		5			-		5			-
Other interest		-			2		3			4
Total financing costs		5			2		8			4

In the first quarter of 2015, the company extended the maturity date of its existing $500 million 364-day short-term unsecured committed bank credit facility to March 2016. The company has not drawn on the facility.

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Long-term debt

6 Months Ended

Jun. 30, 2015

Long-term debt

6. Long-term debt

	As at		As at
	June 30		Dec 31
millions of dollars	2015		2014
Long-term debt		5,852		4,746
Capital leases		156		167
Total long-term debt		6,008		4,913

In the first half of 2015, the company increased its long-term debt by $1,106 million by drawing on an existing facility with an affiliated company of Exxon Mobil Corporation. The increased debt was used to finance normal operations and capital projects.

In July 2015, the company increased the capacity of its existing floating rate loan faciltiy with an affiliated company of ExxonMobil from $6.25 billion to $7.75 billion. All other terms and conditions of the agreement remained unchanged.

Subsequent to the second quarter, the company entered into a long-term capital lease related to the Woodland pipeline for approximately $500 million. A commitment related to this obligation was previously reported as a firm capital commitment in the company’s 2014 Form 10-K.

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Net income per share

6 Months Ended

Jun. 30, 2015

Net income per share

8. Net income per share

					Six Months
	Second Quarter				to June 30
	2015		2014		2015		2014
Net income per common share - basic
Net income (millions of dollars)		120		1,232		541		2,178
Weighted average number of common shares outstanding (millions of shares)		847.6		847.6		847.6		847.6
Net income per common share (dollars)		0.14		1.45		0.64		2.57
Net income per common share - diluted
Net income (millions of dollars)		120		1,232		541		2,178
Weighted average number of common shares outstanding (millions of shares)		847.6		847.6		847.6		847.6
Effect of share-based awards (millions of shares)		3.1		3.1		3.0		3.0
Weighted average number of common shares outstanding, assuming dilution (millions of shares)		850.7		850.7		850.6		850.6
Net income per common share (dollars)		0.14		1.45		0.64		2.56

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Long Term Debt - Additional Information (Detail) CAD in Millions, $ in Millions	Jun. 30, 2015 CAD	Aug. 05, 2015 USD ($)	Jul. 31, 2015 CAD
Subsequent Event
Line of Credit Facility [Line Items]
Long-term capital lease obligation | $		$ 500
Floating Rate Loan Facility | Exxon Mobil
Line of Credit Facility [Line Items]
Increase in long-term debt drawn from credit facility	CAD 1,106
Line of credit maximum borrowing capacity	CAD 6,250
Floating Rate Loan Facility | Exxon Mobil | Subsequent Event
Line of Credit Facility [Line Items]
Line of credit maximum borrowing capacity			CAD 7,750

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Employee retirement benefits (Tables)

6 Months Ended

Jun. 30, 2015

Schedule of Components of Net Benefit Cost

The components of net benefit cost were as follows:

						Six Months
	Second Quarter					to June 30
millions of dollars	2015			2014		2015			2014
Pension benefits:
Current service cost		51			39		102			77
Interest cost		77			80		154			159
Expected return on plan assets		(96	)		(91)		(193	)		(182)
Amortization of prior service cost		4			5		8			11
Amortization of actuarial loss		49			43		99			86
Net benefit cost		85			76		170			151
Other post-retirement benefits:
Current service cost		4			2		8			5
Interest cost		6			6		12			12
Amortization of actuarial loss		3			2		6			4
Net benefit cost		13			10		26			21

XML

Other comprehensive income information (Tables)

6 Months Ended

Jun. 30, 2015

Changes in Accumulated Other Comprehensive Income

9.      Other comprehensive income information
Changes in accumulated other comprehensive income:
millions of dollars	2015		2014
Balance at January 1		(2,059)		(1,721)
Post-retirement benefits liability adjustment:
Current period change excluding amounts reclassified from accumulated other comprehensive income		(176)		(38)
Amounts reclassified from accumulated other comprehensive income		84		75
Balance at June 30		(2,151)		(1,684)

Amounts Reclassified Out of Accumulated Other Comprehensive Income Before-Tax Income/(Expense)

Amounts reclassified out of accumulated other comprehensive income - before-tax income/(expense):
							Six Months
	Second Quarter						to June 30
millions of dollars	2015			2014			2015			2014
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost (a)		(56	)		(50	)		(113	)		(101	)

(a) This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (note 4)

Schedule of Income Tax Expense/(Credit) for Components of Other Comprehensive Income

Income tax expense/(credit) for components of other comprehensive income:

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015			2014
Post-retirement benefits liability adjustments:
Post-retirement benefits liability adjustment (excluding amortization)		-		-		(61	)		(13	)
Amortization of post-retirement benefits liability adjustment included in net periodic benefit cost		15		13		30			26
		15		13		(31	)		13

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Consolidated Balance Sheet (U.S. GAAP) - CAD CAD in Millions		Jun. 30, 2015		Dec. 31, 2014
Current assets
Cash		CAD 28	[1]	CAD 215
Accounts receivable, less estimated doubtful accounts	[2]	2,105		1,539
Inventories of crude oil and products		1,099		1,121
Materials, supplies and prepaid expenses		565		380
Deferred income tax assets		377		314
Total current assets		4,174		3,569
Long-term receivables, investments and other long-term assets		1,529		1,406
Property, plant and equipment,		52,551		50,911
less accumulated depreciation and depletion		(15,709)		(15,337)
Property, plant and equipment, net		36,842		35,574
Goodwill		224		224
Other intangible assets, net		65		57
TOTAL ASSETS		42,834		40,830
Current liabilities
Notes and loans payable	[3]	1,976		1,978
Accounts payable and accrued liabilities (note 7)	[2]	3,606		3,969
Income taxes payable		366		34
Total current liabilities		5,948		5,981
Long-term debt (note 6)	[4]	6,008		4,913
Other long-term obligations (note 7)	[5]	3,973		3,565
Deferred income tax liabilities		4,146		3,841
TOTAL LIABILITIES		20,075		18,300
SHAREHOLDERS' EQUITY
Common shares at stated value	[6]	1,566		1,566
Earnings reinvested		23,344		23,023
Accumulated other comprehensive income (note 9)		(2,151)		(2,059)
TOTAL SHAREHOLDERS' EQUITY		22,759		22,530
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		CAD 42,834		CAD 40,830

[1] Cash is composed of cash in bank and cash equivalents at cost. Cash equivalents are all highly liquid securities with maturity of three months or less when purchased

[2] Accounts receivable, less estimated doubtful accounts included amounts receivable from related parties of $249 million (2014 - accounts payable and accrued liabilities included amounts payable to related parties of $174 million)

[3] Notes and loans payable included amounts to related parties of $75 million (2014 - $75 million)

[4] Long-term debt included amounts to related parties of $5,852 million (2014 - $4,746 million)

[5] Other long-term obligations include amounts to related parties of $208 million (2014 - $96 million)

[6] Number of common shares authorized and outstanding were 1,100 million and 848 million, respectively (2014 - 1,100 million and 848 million, respectively)

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Business segments

6 Months Ended

Jun. 30, 2015

Business segments

2.   Business segments

Second Quarter	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		1,783		2,109		5,178		6,901		311		389
Intersegment sales		718		1,043		268		370		63		115
Investment and other income		16		643		13		7		(1)		(1)
		2,517		3,795		5,459		7,278		373		503
EXPENSES
Exploration		16		17		-		-		-		-
Purchases of crude oil and products		1,070		1,430		4,071		5,781		205		351
Production and manufacturing		953		987		392		350		50		53
Selling and general		(1)		1		243		214		20		19
Federal excise tax		-		-		387		383		-		-
Depreciation and depletion		273		216		56		58		2		3
Financing costs		-		2		-		-		-		-
TOTAL EXPENSES		2,311		2,653		5,149		6,786		277		426
INCOME BEFORE INCOME TAXES		206		1,142		310		492		96		77
INCOME TAXES		380		285		95		126		27		20
NET INCOME		(174)		857		215		366		69		57
Cash flows from (used in) operating activities		(264)		633		541		248		105		74
CAPEX (b)		704		1,237		96		135		4		6
Second Quarter	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		7,272		9,399
Intersegment sales		-		-		(1,049)		(1,528)		-		-
Investment and other income		1		1		-		-		29		650
		1		1		(1,049)		(1,528)		7,301		10,049
EXPENSES
Exploration		-		-		-		-		16		17
Purchases of crude oil and products		-		-		(1,051)		(1,527)		4,295		6,035
Production and manufacturing		-		-		-		-		1,395		1,390
Selling and general		8		63		2		(1)		272		296
Federal excise tax		-		-		-		-		387		383
Depreciation and depletion		4		3		-		-		335		280
Financing costs		5		-		-		-		5		2
TOTAL EXPENSES		17		66		(1,049)		(1,528)		6,705		8,403
INCOME BEFORE INCOME TAXES		(16)		(65)		-		-		596		1,646
INCOME TAXES		(26)		(17)		-		-		476		414
NET INCOME		10		(48)		-		-		120		1,232
Cash flows from (used in) operating activities		(5)		44		-		-		377		999
CAPEX (b)		15		20		-		-		819		1,398

(a) Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

Six Months to June 30	Upstream				Downstream				Chemical
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		2,995		4,306		9,847		13,546		600		744
Intersegment sales		1,316		2,111		524		800		122		217
Investment and other income		18		656		43		20		-		-
		4,329		7,073		10,414		14,366		722		961
EXPENSES
Exploration		33		38		-		-		-		-
Purchases of crude oil and products		1,908		2,835		7,266		11,197		387		670
Production and manufacturing		1,903		2,016		748		736		103		114
Selling and general		(1)		3		464		424		42		36
Federal excise tax		-		-		764		753		-		-
Depreciation and depletion		532		438		108		110		5		6
Financing costs		3		4		-		-		-		-
TOTAL EXPENSES		4,378		5,334		9,350		13,220		537		826
INCOME BEFORE INCOME TAXES		(49)		1,739		1,064		1,146		185		135
INCOME TAXES		314		430		284		292		50		35
NET INCOME		(363)		1,309		780		854		135		100
Cash flows from (used in) operating activities		(515)		990		1,055		960		160		77
CAPEX (b)		1,594		2,400		221		183		16		8
Total assets as at June 30		36,612		32,940		5,839		6,121		381		377
Six Months to June 30	Corporate and Other				Eliminations				Consolidated
millions of dollars	2015		2014		2015		2014		2015		2014
REVENUES AND OTHER INCOME
Operating revenues (a)		-		-		-		-		13,442		18,596
Intersegment sales		-		-		(1,962)		(3,128)		-		-
Investment and other income		1		3		-		-		62		679
		1		3		(1,962)		(3,128)		13,504		19,275
EXPENSES
Exploration		-		-		-		-		33		38
Purchases of crude oil and products		-		-		(1,961)		(3,125)		7,600		11,577
Production and manufacturing		-		-		-		-		2,754		2,866
Selling and general		32		111		(1)		(3)		536		571
Federal excise tax		-		-		-		-		764		753
Depreciation and depletion		7		6		-		-		652		560
Financing costs		5		-		-		-		8		4
TOTAL EXPENSES		44		117		(1,962)		(3,128)		12,347		16,369
INCOME BEFORE INCOME TAXES		(43)		(114)		-		-		1,157		2,906
INCOME TAXES		(32)		(29)		-		-		616		728
NET INCOME		(11)		(85)		-		-		541		2,178
Cash flows from (used in) operating activities		(42)		57		-		-		658		2,084
CAPEX (b)		38		41		-		-		1,869		2,632
Total assets as at June 30		413		535		(411)		(575)		42,834		39,398

(a) Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

(b) Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

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Business Segments (Detail) - CAD CAD in Millions		3 Months Ended				6 Months Ended
		Jun. 30, 2015		Jun. 30, 2014		Jun. 30, 2015		Jun. 30, 2014		Dec. 31, 2014
REVENUES AND OTHER INCOME
Operating revenues	[1],[2]	CAD 7,272	[3]	CAD 9,399	[3]	CAD 13,442	[4]	CAD 18,596	[4]
Investment and other income		29		650		62		679
TOTAL REVENUES AND OTHER INCOME		7,301		10,049		13,504		19,275
EXPENSES
Exploration		16		17		33		38
Purchases of crude oil and products	[5]	4,295		6,035		7,600		11,577
Production and manufacturing	[6]	1,395		1,390		2,754		2,866
Selling and general		272		296		536		571
Federal excise tax	[2]	387		383		764		753
Depreciation and depletion		335		280		652		560
Financing costs		5		2		8		4
TOTAL EXPENSES		6,705		8,403		12,347		16,369
INCOME BEFORE INCOME TAXES		596		1,646		1,157		2,906
INCOME TAXES		476		414		616		728
NET INCOME		120		1,232		541		2,178
Cash flows from (used in) operating activities		377		999		658		2,084
CAPEX	[7]	819		1,398		1,869		2,632
Total assets as at June 30		42,834		39,398		42,834		39,398		CAD 40,830
Upstream
REVENUES AND OTHER INCOME
Operating revenues		1,783	[3]	2,109	[3]	2,995	[4]	4,306	[4]
Intersegment sales		718		1,043		1,316		2,111
Investment and other income		16		643		18		656
TOTAL OPERATING REVENUES, INTERSEGMENT SALES, INVESTMENT AND OTHER INCOME		2,517		3,795		4,329		7,073
EXPENSES
Exploration		16		17		33		38
Purchases of crude oil and products		1,070		1,430		1,908		2,835
Production and manufacturing		953		987		1,903		2,016
Selling and general		(1)		1		(1)		3
Depreciation and depletion		273		216		532		438
Financing costs				2		3		4
TOTAL EXPENSES		2,311		2,653		4,378		5,334
INCOME BEFORE INCOME TAXES		206		1,142		(49)		1,739
INCOME TAXES		380		285		314		430
NET INCOME		(174)		857		(363)		1,309
Cash flows from (used in) operating activities		(264)		633		(515)		990
CAPEX	[7]	704		1,237		1,594		2,400
Total assets as at June 30		36,612		32,940		36,612		32,940
Downstream
REVENUES AND OTHER INCOME
Operating revenues		5,178	[3]	6,901	[3]	9,847	[4]	13,546	[4]
Intersegment sales		268		370		524		800
Investment and other income		13		7		43		20
TOTAL OPERATING REVENUES, INTERSEGMENT SALES, INVESTMENT AND OTHER INCOME		5,459		7,278		10,414		14,366
EXPENSES
Purchases of crude oil and products		4,071		5,781		7,266		11,197
Production and manufacturing		392		350		748		736
Selling and general		243		214		464		424
Federal excise tax		387		383		764		753
Depreciation and depletion		56		58		108		110
TOTAL EXPENSES		5,149		6,786		9,350		13,220
INCOME BEFORE INCOME TAXES		310		492		1,064		1,146
INCOME TAXES		95		126		284		292
NET INCOME		215		366		780		854
Cash flows from (used in) operating activities		541		248		1,055		960
CAPEX	[7]	96		135		221		183
Total assets as at June 30		5,839		6,121		5,839		6,121
Chemical
REVENUES AND OTHER INCOME
Operating revenues		311	[3]	389	[3]	600	[4]	744	[4]
Intersegment sales		63		115		122		217
Investment and other income		(1)		(1)
TOTAL OPERATING REVENUES, INTERSEGMENT SALES, INVESTMENT AND OTHER INCOME		373		503		722		961
EXPENSES
Purchases of crude oil and products		205		351		387		670
Production and manufacturing		50		53		103		114
Selling and general		20		19		42		36
Depreciation and depletion		2		3		5		6
TOTAL EXPENSES		277		426		537		826
INCOME BEFORE INCOME TAXES		96		77		185		135
INCOME TAXES		27		20		50		35
NET INCOME		69		57		135		100
Cash flows from (used in) operating activities		105		74		160		77
CAPEX	[7]	4		6		16		8
Total assets as at June 30		381		377		381		377
Corporate and Other
REVENUES AND OTHER INCOME
Investment and other income		1		1		1		3
TOTAL OPERATING REVENUES, INTERSEGMENT SALES, INVESTMENT AND OTHER INCOME		1		1		1		3
EXPENSES
Selling and general		8		63		32		111
Depreciation and depletion		4		3		7		6
Financing costs		5				5
TOTAL EXPENSES		17		66		44		117
INCOME BEFORE INCOME TAXES		(16)		(65)		(43)		(114)
INCOME TAXES		(26)		(17)		(32)		(29)
NET INCOME		10		(48)		(11)		(85)
Cash flows from (used in) operating activities		(5)		44		(42)		57
CAPEX	[7]	15		20		38		41
Total assets as at June 30		413		535		413		535
Consolidation, Eliminations
REVENUES AND OTHER INCOME
Intersegment sales		(1,049)		(1,528)		(1,962)		(3,128)
TOTAL OPERATING REVENUES, INTERSEGMENT SALES, INVESTMENT AND OTHER INCOME		(1,049)		(1,528)		(1,962)		(3,128)
EXPENSES
Purchases of crude oil and products		(1,051)		(1,527)		(1,961)		(3,125)
Selling and general		2		(1)		(1)		(3)
TOTAL EXPENSES		(1,049)		(1,528)		(1,962)		(3,128)
Total assets as at June 30		CAD (411)		CAD (575)		CAD (411)		CAD (575)

[1] Amounts from related parties included in operating revenues 1,017 742 1,655 1,558

[2] Federal excise tax included in operating revenues 387 383 764 753

[3] Included export sales to the United States of $1,362 million (2014 - $1,370 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

[4] Included export sales to the United States of $2,163 million (2014 - $2,796 million). Export sales to the United States were recorded in all operating segments, with the largest effects in the Upstream segment

[5] Amounts to related parties included in purchases of crude oil and products 967 1,058 1,653 1,828

[6] Amounts to related parties included in production and manufacturing expenses 125 89 227 175

[7] Capital and exploration expenditures (CAPEX) include exploration expenses, additions to property, plant and equipment, additions to capital leases, additional investments and acquisition

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Changes in Accumulated Other Comprehensive Income (Detail) - CAD CAD in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at January 1			CAD (2,059)	CAD (1,721)
Current period change excluding amounts reclassified from accumulated other comprehensive income			(176)	(38)
Amounts reclassified from accumulated other comprehensive income	CAD 42	CAD 37	84	75
Balance at June 30	CAD (2,151)	CAD (1,684)	CAD (2,151)	CAD (1,684)

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Investment and other income (Tables)

6 Months Ended

Jun. 30, 2015

Gains and Losses on Asset Sales

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

					Six Months
	Second Quarter				to June 30
millions of dollars	2015		2014		2015		2014
Proceeds from asset sales		65		782		90		807
Book value of assets sold		40		142		39		147
Gain/(loss) on asset sales, before tax		25		640		51		660
Gain/(loss) on asset sales, after tax		17		480		40		496