Robert A.G. Monks

      This is a sad day. Certainly, the management and shareholders of ExxonMobil will survive my absence at the Annual Meeting in Dallas. People would little note nor long remember either my words or the percentage of shareholders supporting a resolution asking consideration for an independent chairman of the board. What is sad is the unignorable reality of the Securities & Exchange Commission as censor. Censorship is antithetical to the core American beliefs. How can we have arrived at a place where a government agency can

• Refuse to require a company to include on its proxy exactly the same resolution - word for word - as it required two years previously;

• Ignore the support of this resolution by 21% and 27% of the shareholders at the next two preceding Annual Meetings;

• Insult common sense by decreeing that some public policy consideration justifies excluding a resolution which was entirely advisory. 100% of the shareholders could vote for it without obligating the company. This is censorship of opinion.

• Publicly proclaim the agency was too busy to make the simple suggestions that would have brought the resolution into conformity with its most recent prejudice;

• Publicly proclaim its disapproval of my lawyers and the staff’s determination that the matter would never be brought to the attention of the Full Commission.

The full details of this arbitrary and capricious censorship by the SEC are set forth in the attached link which is a compendium of our correspondence. The Commission has declined to meet with me; the one Commissioner who agreed subsequently cancelled. You will note the irony that the Chairman finally saw fit to reply to the Congressman on the date of the Exxon meeting, that I could not attend on account of his agency’s contumacy. It is unhappily clear that neither the Chairman nor any other Commissioner conducted any kind of independent review of the staff’s findings, notwithstanding my continued public assertion of improper staff conduct.

I also attach for your interest a link to a twelve minute interview that I recorded earlier this week about the SEC and, as a change of pace a link to an article appearing in the London Stock Exchange’s magazine - REACH - which is a clear exposition of my views of the extent to which poor governance - by companies, SEC and other agencies - has destroyed value of publicly traded securities.

Robert A.G. Monks
May 25, 2005
www.ragm.com

Attachments:

1.   SEC Censorship – 2005 Style
http://www.ragm.com/hottopics/2005/ExxonMailing/SEC-Censorship_Index.html

2.   Bob Monks’ interview – 5/23/05 - SEC opinions and Trucost
http://www.ragm.com/hottopics/2005/ExxonMailing/Video/video.wmv (3.3MB)

3.   Reach – April 2005 – Bob Monks Interview “junk stock”
http://www.ragm.com/hottopics/2005/ExxonMailing/Reach/Reach Article Apr 2005.pdf