Information for participants who worked for XTO Energy Inc.

Q. What do I need to know about the heritage plans' grandfathered features?

A. Other sections of this publication describe the plan benefits and features applicable to your entire account balance. However, some features that you had as a participant in the heritage plan will continue to apply, but only to a portion of your Savings Plan Account. These grandfathered features relate specifically to withdrawal and distribution from this portion of the Savings Plan.

Some of the features you had as a participant in the XTO Energy Inc. Employees’ 401(k) Plan are grandfathered. Some of these features to access your account balance are further enhanced. For purposes of this publication, the features you had in the heritage plans and the enhanced features are all referred to as grandfathered features.

The grandfathered features only apply to any protected balance you have in the Savings Plan, upon completion of the transfer of assets to the Savings Plan. Here is how the protected and non-protected balances are determined:

• "Protected" Balance is the market value of your XTO Plan account balance transferred to the Savings Plan on January 1, 2011. This balance may be reduced by withdrawals or distributions. If the total market value of your Savings Plan Account falls below your protected balance, your protected balance will be limited to the market value. Please note that your protected balance in the Savings Plan may be embedded in the Before-Tax, After-Tax and/or General Accounts.
• "Non-Protected" Balance is the amount of your Savings Plan Account balance in excess of your protected balance. Generally, it includes the ExxonMobil portion of your Savings Plan Account, if any, plus post- transfer contributions, or any post-transfer earnings across your entire account (including post-transfer earnings on the heritage plans' protected balance).

Please remember that all of the Savings Plan provisions discussed in this publication and the grandfathered features described below apply to these protected balances.

Participants with a protected XTO Energy Inc. Employees’ 401(k) Plan balance are eligible to take the following withdrawals/distributions that apply to their protected XTO Energy Inc. Employees’ 401(k).

Plan balance:

Withdrawals
Maximum Without Suspension
Eligible group:	Active employees.
Funds available:	General account protected balance. The General Account protected balance includes the protected rollover account balance.
Frequency:	Twice per year.

Partial Distributions
Maximum Without Suspension
Eligible group:	Terminated employees (non-retirees)* and Retirees.
Funds available:	Up to entire remaining protected balance.
Other:	No required minimum amount.

*Terminated employees can defer distribution past age 65