Sunoco Reports Third Quarter 2009 Results

November 5, 2009 4:01 PM EST

PHILADELPHIA--(BUSINESS WIRE)-- Sunoco, Inc. (NYSE: SUN) today reported a net loss attributable to Sunoco shareholders of $312 million ($2.67 per share diluted) for the third quarter of 2009 versus net income attributable to Sunoco shareholders of $549 million ($4.70 per share diluted) for the third quarter of 2008. Excluding special items, Sunoco had a loss for the 2009 third quarter of $34 million ($0.29 per share diluted) versus 2008 third quarter income of $559 million ($4.78 per share diluted).

For the first nine months of 2009, Sunoco reported a net loss attributable to Sunoco shareholders of $355 million ($3.04 per share diluted) versus net income attributable to Sunoco shareholders of $572 million ($4.88 per share diluted) for the first nine months of 2008. Excluding special items, Sunoco reported a loss of $6 million ($0.05 per share diluted) in the first nine months of 2009 versus 2008 first nine months income of $561 million ($4.79 per share diluted).

"During the third quarter, refining and chemicals results continued to be impacted by weak demand, but our other businesses continued to generate steady earnings," said Lynn L. Elsenhans, Sunoco's Chairman and Chief Executive Officer. "The earnings contribution from our non-refining businesses improved to $102 million in the third quarter, up from $78 million in the second quarter. Retail Marketing benefited from stable wholesale prices, earning $49 million, while Logistics earned $19 million and our Coke business earned $35 million."

Commenting on the Company's outlook, Elsenhans said, "We continue to expect a challenging market for petroleum and chemical products due to ongoing economic weakness and additional global supply. However, the Company has taken steps to improve our competitive cost position and optimize our portfolio and operational performance. Specifically, on October 6, we announced the indefinite idling of the Eagle Point refinery in an effort to reduce losses in our refining business at a time when weak demand and increased global refining capacity have created margin pressure on the entire refining industry. This effort will shift current Eagle Point production to our nearby refineries in Marcus Hook and Philadelphia, which will operate at higher capacity utilization and allow us to reduce our breakeven costs. We also continued to make progress on cost reductions through our business improvement initiative and took steps to further optimize our portfolio through the divestiture of our retail heating oil and propane distribution business. Additionally, we have recently informed our employees of changes to our defined benefit pension plan and postretirement medical coverage which will reduce our employee-related costs and future cash needs to fund the plans. These initiatives, coupled with our spending discipline and our previously announced dividend reduction in 2010, will allow us to maintain our financial flexibility as we manage through this refining down cycle."

DETAILS OF THIRD QUARTER RESULTS

REFINING AND SUPPLY- Continuing Operations

Refining and Supply had a loss from continuing operations totaling $118 million in the current quarter versus income of $398 million in the third quarter of 2008. The decrease in results was due to lower realized margins and lower production volumes, partially offset by lower expenses. Our realized margins and crude utilization rate were negatively affected by market weakness during the quarter. The overall crude utilization rate was 74 percent for the quarter which includes the impact of a planned turnaround at our Toledo refinery and a planned one-month maintenance outage at a fluid catalytic cracking unit in our Philadelphia refinery. The process for idling the Eagle Point refinery continues and all processing units have ceased production this week.

REFINING AND SUPPLY- Discontinued Operations

Discontinued Tulsa refining operations, which were divested on June 1, 2009, had income of $26 million in the third quarter of 2008.

RETAIL MARKETING

Retail Marketing earned $49 million in the current quarter versus $72 million in the third quarter of 2008. The decrease in earnings was primarily due to lower average retail gasoline margins, partially offset by lower expenses. Sales volumes were relatively flat versus the year-ago quarter. Retail gasoline margins in the third quarter of 2008 benefited from the rapid decrease in wholesale prices during that period.

CHEMICALS

Chemicals reported a loss of $1 million in the third quarter of 2009 versus income of $19 million in the third quarter of 2008. The decrease in results was due primarily to lower margins and sales volumes, partially offset by lower expenses.

LOGISTICS

Logistics earned $19 million in the third quarter of 2009 versus $20 million in the third quarter of 2008. Additional earnings from a refined products pipeline and terminal system acquired in November 2008 were essentially offset by lower lease acquisition results.

COKE

Coke earned $35 million in the third quarter of 2009 compared to $29 million in the third quarter of 2008. The increase in earnings was primarily due to improved results from Jewell operations largely associated with higher price realizations from coke production.

CORPORATE AND OTHER

Corporate Expenses - Corporate administrative expenses (income) were $6 million after tax in the third quarter of 2009 versus $(2) million after tax in the third quarter of 2008. Corporate expenses included favorable income tax consolidation adjustments amounting to $5 and $11 million in the third quarters of 2009 and 2008, respectively, which reversed unfavorable adjustments recorded in the first six months of those years.

Net Financing Expenses and Other - Net financing expenses and other were $12 million after tax in the third quarter of 2009 versus $7 million after tax in the third quarter of 2008. The increase was primarily due to higher interest expense.

SPECIAL ITEMS

During the third quarter of 2009, Sunoco recorded a $278 million after-tax provision in connection with its plan to idle indefinitely all process units at the Eagle Point refinery, of which $254 million represents non-cash charges; recorded a $14 million after-tax charge in connection with the business improvement initiative, all of which was attributable to a non-cash provision for pension and postretirement settlement losses; recorded a $12 million after-tax non-cash provision to write down to estimated fair value certain other assets in the Refining and Supply business; and recognized a $26 million after-tax gain on divestment of the retail heating oil and propane distribution business. The total net impact of special items during the third quarter of 2009 is a charge of $278 million after tax.

During the third quarter of 2008, Sunoco recognized a $10 million after-tax provision to write-off certain assets attributable to its discontinued Tulsa operations.

PENSION AND POSTRETIREMENT HEALTHCARE CHANGES

Effective June 30, 2010, pension benefits under the Company's defined benefit pension plans will be frozen for most employees. Similarly, postretirement medical benefits for the majority of future retirees will be phased out for those employees retiring after July 1, 2010. These moves will bring the Company more predictable retirement plan costs and cash flow. By freezing the benefits, Sunoco's future financial liabilities and requirements for cash contributions to the pension plans and funding of retiree health care will be substantially reduced.

Sunoco, Inc., headquartered in Philadelphia, PA, is a leading manufacturer and marketer of petroleum and petrochemical products. With 825 thousand barrels per day of refining capacity, approximately 4,700 retail sites selling gasoline and convenience items, approximately 6,000 miles of crude oil and refined product owned and operated pipelines and approximately 40 product terminals, Sunoco is one of the largest independent refiner-marketers in the United States. Sunoco is a significant manufacturer of petrochemicals with annual production capacity of approximately five billion pounds, largely chemical intermediates used to make fibers, plastics, film and resins. Utilizing a unique, patented technology, Sunoco's cokemaking facilities in the United States have the capacity to manufacture approximately 3.0 million tons annually of high-quality metallurgical-grade coke for use in the steel industry. Sunoco also is the operator of, and has an equity interest in, a 1.7 million tons-per-year cokemaking facility in Vitoria, Brazil.

Anyone interested in obtaining further insights into the third quarter's results can monitor the Company's quarterly teleconference call, which is scheduled for 5:30 p.m. ET on November 5, 2009. It can be accessed through Sunoco's website - www.SunocoInc.com. It is suggested that you visit the site prior to the teleconference to ensure that you have downloaded any necessary software.

Those statements made in this release that are not historical facts are forward-looking statements intended to be covered by the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based upon assumptions by the Company concerning future conditions, any or all of which ultimately may prove to be inaccurate, and upon the current knowledge, beliefs and expectations of Company management. These forward-looking statements are not guarantees of future performance. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company expressly disclaims any obligation to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.

Forward-looking statements are inherently uncertain and involve significant known and unknown risks and uncertainties (many of which are beyond the control of the Company) that could cause actual results to differ materially from those discussed in this release.

Such risks and uncertainties include economic, business, competitive and/or regulatory factors affecting the Company's business, as well as uncertainties related to the outcomes of pending or future litigation, legislation, or regulatory actions. Among such risks are: changes in crude oil or natural gas prices, refining, marketing and chemicals margins, or other market conditions affecting the oil and gas industry; higher-than-expected costs of, or delays in, planned development or completion of repair projects, capital projects, acquisitions, or dispositions; operational interruptions, unforeseen technical difficulties and/or changes in technical or operating conditions; general domestic and international economic and political conditions, wars and acts of terrorism or sabotage; the outcome of commercial negotiations; the actions of competitors or regulators; the competitiveness of alternate-energy sources or product substitutes; technological developments; liability resulting from pending or future litigation; significant investment or product changes and/or liability for remedial actions or assessments under existing or future environmental regulations; gains and losses related to the acquisition, disposition or impairment of assets; recapitalizations; access to, or significantly higher costs of, capital; the effects of changes in accounting rules applicable to the Company; and changes in tax, environmental and other laws and regulations applicable to the Company's businesses. Unpredictable or unknown factors not discussed in this release also could have material adverse effects on forward-looking statements.

In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the Company has included in its Annual Report on Form 10-K for the year ended December 31, 2008 and in its subsequent Form 10-Q and Form 8-K filings, cautionary language identifying other important factors (though not necessarily all such factors) that could cause future outcomes to differ materially from those set forth in the forward-looking statements. For more information concerning these factors, see the Company's Securities and Exchange Commission filings, available on the Company's website at www.SunocoInc.com.

-END OF TEXT, CHARTS FOLLOW-


Sunoco, Inc.

2009 Third Quarter and Nine-Month Financial Summary

(Unaudited)

Third Quarter                              2009                  2008*

Revenues                                   $8,695,000,000        $15,152,000,000

Net Income (Loss)                          $(286,000,000   )     $576,000,000

Less: Net Income Attributable to           26,000,000            27,000,000
Noncontrolling (Minority) Interests

Net Income (Loss) Attributable to Sunoco,  $(312,000,000   )     $549,000,000
Inc. Shareholders

Net Income (Loss) Attributable to Sunoco,
Inc. Shareholders Per Share of Common
Stock:

Basic                                      $(2.67          )     $4.70

Diluted                                    $(2.67          ) **  $4.70

Weighted-Average Number of Shares
Outstanding (In Millions):

Basic                                      116.9                 116.9

Diluted                                    116.9             **  116.9

Nine Months

Revenues                                   $22,339,000,000       $42,435,000,000

Net Income (Loss)                          $(256,000,000   )     $646,000,000

Less: Net Income Attributable to           99,000,000            74,000,000
Noncontrolling (Minority) Interests

Net Income (Loss) Attributable to Sunoco,  $(355,000,000   )     $572,000,000
Inc. Shareholders

Net Income (Loss) Attributable to Sunoco,
Inc. Shareholders Per Share of Common
Stock:

Basic                                      $(3.04          )     $4.89

Diluted                                    $(3.04          ) **  $4.88

Weighted-Average Number of Shares
Outstanding (In Millions):

Basic                                      116.9                 117.0

Diluted                                    116.9             **  117.1




   Restated to reflect the adoption of new accounting guidance concerning the
   accounting and reporting of noncontrolling (minority) interests. Net income
*  attributable to noncontrolling (minority) interests relates to income from
   Sunoco Logistics Partners L.P. and SunCoke Energy's Indiana Harbor cokemaking
   operations.

   Since the assumed issuance of common stock under stock incentive awards would
** not have been dilutive, the diluted per share amounts are equal to the basic
   per share amounts.




Sunoco, Inc.

Earnings Profile of Sunoco Businesses (after tax)

(Millions of Dollars, Except Per-Share Amounts)

(Unaudited)

                                            Three Months Ended

                                            September 30           June 30

                                              2009       2008        2009

Refining and Supply:

Continuing operations                       $ (118  )  $ 398       $ (77  )

Discontinued Tulsa operations                 --         26          (6   )

Retail Marketing                              49         72          10

Chemicals                                     (1    )    19          --

Logistics                                     19         20          26

Coke                                          35         29          42

Corporate and Other:

Corporate expenses                            (6    )    2           (15  )

Net financing expenses and other              (12   )    (7   )      (11  )

                                              (34   )    559         (31  )

Special items                                 (278  )    (10  ) *    (24  ) **

Net income (loss) attributable to Sunoco,   $ (312  )  $ 549       $ (55  )
Inc. shareholders

Earnings (loss) per share of common stock
(diluted):

Income (loss) attributable to Sunoco, Inc.  $ (.29  )  $ 4.78      $ (.27 )
shareholders before special items

Special items                                 (2.38 )    (.08 )      (.20 )

Net income (loss) attributable to Sunoco,   $ (2.67 )  $ 4.70      $ (.47 )
Inc. shareholders




*  Consists of a provision for asset write-downs attributable to the Tulsa
   refinery.

** Includes a $20 million net after-tax gain recognized in connection with the
   divestment of the Tulsa refining operations.




Sunoco, Inc.

Earnings Profile of Sunoco Businesses (after tax)

(Millions of Dollars, Except Per-Share Amounts)

(Unaudited)

                                                             Nine Months

                                                             Ended

                                                             September 30

                                                               2009       2008

Refining and Supply:

Continuing operations                                        $ (181  )  $ 302

Discontinued Tulsa operations                                  3          31

Retail Marketing                                               65         98

Chemicals                                                      (5    )    40

Logistics                                                      75         56

Coke                                                           102        77

Corporate and Other:

Corporate expenses                                             (32   )    (26  )

Net financing expenses and other                               (33   )    (17  )

                                                               (6    )    561

Special items*                                                 (349  )    11

Net income (loss) attributable to Sunoco, Inc. shareholders  $ (355  )  $ 572

Earnings (loss) per share of common stock (diluted):

Income (loss) attributable to Sunoco, Inc. shareholders      $ (.05  )  $ 4.79
before special items

Special items                                                  (2.99 )    .09

Net income (loss) attributable to Sunoco, Inc. shareholders  $ (3.04 )  $ 4.88




  Includes a $20 million net after-tax gain recognized in connection with the
  divestment of the Tulsa refining operations and a $3 million after-tax
* provision for asset write-downs attributable to the Tulsa refinery in the
  first nine months of 2009 and a $10 million after-tax provision for asset
  write-downs attributable to the Tulsa refinery in the first nine months of
  2008.




Sunoco, Inc.

Financial and Operating Statistics (Unaudited)

                              For the Three                   For the Nine

                              Months Ended                    Months Ended

                              September 30         June 30    September 30

                                2009       2008      2009       2009       2008

REFINING AND SUPPLY *

Income (Millions of Dollars)  $ (118  )  $ 398     $ (77   )  $ (181  )  $ 302

Realized Wholesale Margin**
(Per Barrel of Production     $ 2.72     $ 14.87   $ 3.65     $ 4.23     $ 8.47
Available for Sale)

Market Benchmark*** (Per      $ 5.57     $ 12.58   $ 7.05     $ 6.44     $ 9.64
Barrel)

Crude Inputs as Percent of      74         88        78         76         85
Crude Unit Rated Capacity

Throughputs (Thousand
Barrels Daily):

Crude Oil                       613.3      725.5     644.2      628.1      703.8

Other Feedstocks                66.4       89.3      81.7       71.9       83.3

Total Throughputs               679.7      814.8     725.9      700.0      787.1

Products Manufactured
(Thousand Barrels Daily):

Gasoline                        346.0      387.3     370.3      355.4      379.9

Middle Distillates              219.3      300.4     229.5      227.4      285.2

Residual Fuel                   61.5       58.1      61.9       61.5       55.1

Petrochemicals                  25.7       38.5      31.5       27.6       35.7

Other                           49.2       62.8      61.8       55.1       63.0

Total Production                701.7      847.1     755.0      727.0      818.9

Less: Production Used as        32.5       38.8      34.8       34.3       37.7
Fuel in Refinery Operations

Total Production Available      669.2      808.3     720.2      692.7      781.2
for Sale




*   Excludes amounts attributable to the Tulsa refinery for all periods
    presented. The Tulsa refinery was sold to Holly Corporation on June 1, 2009.

    Wholesale sales revenue less related cost of crude oil, other feedstocks,
**  product purchases and terminalling and transportation divided by production
    available for sale.

    Represents a weighted-average refinery benchmark margin comprised of a
*** 6-3-2-1 Value-Added Benchmark relating to the Northeast refining operations
    (80% weight) and a 4-3-1 Benchmark relating to the Toledo refinery (20%
    weight).




Sunoco, Inc.

Financial and Operating Statistics (Unaudited)

                                     For the Three              For the Nine

                                     Months Ended               Months Ended

                                     September 30      June 30  September 30

RETAIL MARKETING                     2009     2008     2009     2009     2008

Income (Millions of Dollars)         $49      $72      $10      $65      $98

Retail Margin* (Per Barrel):

Gasoline                             $5.48    $7.85    $2.94    $3.72    $5.20

Middle Distillates                   $4.92    $5.94    $5.03    $6.96    $5.95

Sales (Thousand Barrels Daily):

Gasoline                             294.9    287.0    300.0    292.4    288.5

Middle Distillates                   29.5     37.3     30.4     32.1     37.4

                                     324.4    324.3    330.4    324.5    325.9

Total Retail Gasoline Outlets, End   4,704    4,716    4,708    4,704    4,716
of Period

Gasoline and Diesel Throughput per
Company-Owned or Leased Outlet (M    156      150      153      151      148
Gal/Site/Month)

Convenience Stores:

Total Stores, End of Period          627      706      668      627      706

Merchandise Sales (M$/Store/Month)   $104     $90      $92      $91      $84

Merchandise Margin (Company          27    %  27    %  27    %  28    %  27    %
Operated) (% of Sales)

*Retail sales price less related wholesale price and terminalling and
transportation costs per barrel. The retail sales price is the weighted-average
price received through the various branded marketing distribution channels.

CHEMICALS

Income (Loss) (Millions of Dollars)  $(1   )  $19      $--      $(5   )  $40

Margin* (Cents per Pound):

All Products**                       8.9      12.0     8.7      8.4      10.6

Phenol and Related Products          7.3      10.6     8.2      7.4      9.1

Polypropylene**                      10.7     14.0     9.3      9.5      12.5

Sales (Millions of Pounds):

Phenol and Related Products          483      607      427      1,317    1,797

Polypropylene                        432      531      492      1,438    1,662

Other                                6        14       3        14       57

                                     921      1,152    922      2,769    3,516

*Wholesale sales revenue less cost of feedstocks, product purchases and related
terminalling and transportation divided by sales volumes.

**The polypropylene and all products margins include the impact of a long-term
supply contract with Equistar Chemicals, L.P. which is priced on a cost-based
formula that includes a fixed discount. These margins exclude favorable lower of
cost or market inventory adjustments totaling $3 million ($2 million after tax)
for the three months ended June 30, 2009 and $20 million ($12 million after tax)
for the nine months ended September 30, 2009.




Sunoco, Inc.

Financial and Operating Statistics (Unaudited)

                                      For the Three              For the Nine

                                      Months Ended               Months Ended

                                      September 30    June 30    September 30

                                      2009     2008   2009       2009      2008

LOGISTICS

Income (Millions of Dollars)          $19      $20    $26        $75       $56

Pipeline and Terminal Throughput
(Thousand Barrels Daily)*:

Unaffiliated Customers                1,378    1,154  1,486      1,456     1,195

Affiliated Customers                  1,445    1,623  1,461      1,448     1,582

                                      2,823    2,777  2,947      2,904     2,777

*Excludes joint-venture operations.

COKE

Income (Millions of Dollars)          $35      $29    $42        $102      $77

Coke Production (Thousands of Tons):

United States*                        715      693    694        2,090     1,920

Brazil                                321      408    282        883       1,200

*Includes amounts attributable to a second 550 thousand tons-per-year cokemaking
facility at SunCoke Energy's Haverhill site which commenced operations in July
2008.

DEPRECIATION, DEPLETION AND

AMORTIZATION* (Millions of Dollars)

Refining and Supply                   $64      $63    $84     ** $213  **  $186

Retail Marketing                      21       28     25         71        80

Chemicals                             17       17     16         49        50

Logistics                             13       10     12         36        35

Coke                                  9        7      7          24        18

                                      $124     $125   $144       $393      $369

* Excludes amounts attributable to the Tulsa refinery for all periods presented.
The Tulsa refinery was sold to Holly Corporation on June 1, 2009 and, as a
result, has been classified as a discontinued operation in the Company's
consolidated statements of operations.

** Includes $19 million attributable to the write-off of certain assets at the
Marcus Hook refinery as a result of a fire at this facility in May 2009.

CAPITAL PROGRAM (Millions of
Dollars)

Refining and Supply:

Continuing Operations                 $120     $141   $96        $323      $472

Discontinued Tulsa Operations         --       6      1          3         20

Retail Marketing                      20       30     20         48        73

Chemicals                             8        11     7          23        32

Logistics                             88    *  37     37         158   *   88

Coke                                  50       106    69         188       207

                                      $286     $331   $230       $743      $892

*Includes acquisition of crude oil pipeline and refined product terminaling
assets totaling $50 million.




Sunoco, Inc.

Earnings Profile of Sunoco Businesses (after tax)

(Millions of Dollars, Except Per-Share Amounts)

(Unaudited)

                                     2008

                                     1st      2nd     3rd      4th      Total

Refining and Supply :

Continuing operations                $(123 )  $ 27    $398     $146     $448

Discontinued Tulsa operations        --       5       26       36       67

Retail Marketing                     26       --      72       103      201

Chemicals                            18       3       19       (4    )  36

Logistics                            15       21      20       29       85

Coke                                 25       23      29       28       105

Corporate and Other:

Corporate expenses                   (17   )  (11  )  2        (20   )  (46   )

Net financing expenses and other     (3    )  (7   )  (7    )  (5    )  (22   )

                                     (59   )  61      559      313      874

Special Items*                       --       21      (10   )  (109  )  (98   )

Net income (loss) attributable to    $ (59 )  $ 82    $549     $204     $776
Sunoco, Inc. shareholders

Earnings (loss) per share of common
stock (diluted):

Income (loss) attributable to
Sunoco, Inc. shareholders before     $(.50 )  $.52    $4.78    $2.68    $7.46
special items

Special items                        --       .18     (.08  )  (.94  )  (.83  )

Net income (loss) attributable to    $(.50 )  $.70    $4.70    $1.74    $6.63
Sunoco, Inc. shareholders




  Includes provisions for asset write-downs attributable to the Tulsa refinery
* of $10 and $85 million after tax in the third quarter and fourth quarter of
  2008, respectively.




Sunoco, Inc.

Earnings Profile of Sunoco Businesses (after tax)

(Millions of Dollars, Except Per-Share Amounts)

(Unaudited)

                                                         2009

                                                         1st    2nd     3rd

Refining and Supply:

Continuing operations                                    $14    $(77)   $(118)

Discontinued Tulsa operations                            9      (6)     --

Retail Marketing                                         6      10      49

Chemicals                                                (4)    --      (1)

Logistics                                                30     26      19

Coke                                                     25     42      35

Corporate and Other:

Corporate expenses                                       (11)   (15)    (6)

Net financing expenses and other                         (10)   (11)    (12)

                                                         59     (31)    (34)

Special Items*                                           (47)   (24)    (278)

Net income (loss) attributable to Sunoco, Inc.           $ 12   $(55)   $(312)
shareholders

Earnings (loss) per share of common stock (diluted):

Income (loss) attributable to Sunoco, Inc. shareholders  $ .50  $(.27)  $ (.29)
before special items

Special items                                            (.40)  (.20)   (2.38)

Net income (loss) attributable to Sunoco, Inc.           $ .10  $(.47)  $(2.67)
shareholders




  Includes a $3 million after-tax provision for asset write-downs attributable
* to the Tulsa refinery in the first quarter of 2009 and a $20 million net
  after-tax gain recognized in connection with the divestment of the Tulsa
  refining operations in the second quarter of 2009.




Sunoco, Inc.

Consolidated Statements of Operations

(Millions of Dollars)

(Unaudited)

                       2008*

                       1st         2nd         3rd         4th        Total

REVENUES

Sales and other
operating revenue      $ 12,087    $ 15,157    $ 15,135    $ 8,604    $ 50,983
(including consumer
excise taxes)

Interest income          9           3           4           1          17

Gain related to
issuance of Sunoco
Logistics Partners       --          --          --          23         23
L.P. limited
partnership units

Other income, net        8           19          13          13         53

                         12,104      15,179      15,152      8,641      51,076

COSTS AND EXPENSES

Cost of products sold
and operating            11,252      14,077      13,267      7,120      45,716
expenses

Consumer excise taxes    574         621         631         613        2,439

Selling, general and
administrative           172         192         203         238        805
expenses

Depreciation,
depletion and            124         120         125         130        499
amortization

Payroll, property and    41          33          37          33         144
other taxes

Provision for asset
write-downs and other    --          (18    )    --          86         68
matters

Interest cost and        28          28          27          28         111
debt expense

Interest capitalized     (9     )    (8     )    (9     )    (13   )    (39    )

                         12,182      15,045      14,281      8,235      49,743

Income (loss) from
continuing operations    (78    )    134         871         406        1,333
before income tax
expense (benefit)

Income tax expense       (40    )    31          311         114        416
(benefit)

Income (loss) from       (38    )    103         560         292        917
continuing operations

Income (loss) from
discontinued             --          5           16          (49   )    (28    )
operations

Net income (loss)        (38    )    108         576         243        889

Less: Net income
attributable to          21          26          27          39         113
noncontrolling
(minority) interests

Net income (loss)
attributable to        $ (59    )  $ 82        $ 549       $ 204      $ 776
Sunoco, Inc.
shareholders




   Restated to treat the Tulsa refinery that was sold on June 1, 2009 as a
*  discontinued operation and to reflect the adoption of new accounting guidance
   concerning the accounting and reporting of noncontrolling (minority)
   interests.




Sunoco, Inc.

Consolidated Statements of Operations

(Millions of Dollars)

(Unaudited)

                                                 2009

                                                 1st*       2nd        3rd

REVENUES

Sales and other operating revenue (including     $ 6,128    $ 7,482    $ 8,634
consumer excise taxes)

Interest income                                    1          3          1

Other income, net                                  6          24         60

                                                   6,135      7,509      8,695

COSTS AND EXPENSES

Cost of products sold and operating expenses       5,078      6,534      7,683

Consumer excise taxes                              569        605        630

Selling, general and administrative expenses       187        174        192

Depreciation, depletion and amortization           125        144        124

Payroll, property and other taxes                  41         35         34

Provision for asset write-downs and other          73         75         511
matters

Interest cost and debt expense                     31         39         37

Interest capitalized                               (10   )    (12   )    (12   )

                                                   6,094      7,594      9,199

Income (loss) from continuing operations before    41         (85   )    (504  )
income tax benefit

Income tax benefit                                 (4    )    (50   )    (218  )

Income (loss) from continuing operations           45         (35   )    (286  )

Income from discontinued operations                6          14         --

Net income (loss)                                  51         (21   )    (286  )

Less: Net income attributable to noncontrolling    39         34         26
(minority) interests

Net income (loss) attributable to Sunoco, Inc.   $ 12       $ (55   )  $ (312  )
shareholders




*  Restated to treat the Tulsa refinery that was sold on June 1, 2009 as a
   discontinued operation.




Sunoco, Inc.

Consolidated Balance Sheets

(Millions of Dollars)

(Unaudited)

                                          At            At

                                          September 30  December 31

                                          2009          2008*

ASSETS

Current Assets

Cash and cash equivalents                 $ 178         $ 240

Accounts and notes receivable, net          1,907         1,636

Inventories                                 1,012         821

Deferred income taxes                       168           138

Total Current Assets                        3,265         2,835

Investments and long-term receivables       183           173

Properties, plants and equipment, net       7,603         7,799

Deferred charges and other assets           318           343

Total Assets                              $ 11,369      $ 11,150

LIABILITIES AND EQUITY

Current Liabilities

Accounts payable and accrued liabilities  $ 3,505       $ 3,140

Short-term borrowings                       503           310

Current portion of long-term debt           6             148

Taxes payable                               113           339

Total Current Liabilities                   4,127         3,937

Long-term debt                              2,093         1,705

Retirement benefit liabilities              879           836

Deferred income taxes                       743           859

Other deferred credits and liabilities      527           533

Equity

Sunoco, Inc. shareholders' equity           2,443         2,842

Noncontrolling (minority) interests         557           438

Total Equity                                3,000         3,280

Total Liabilities and Equity              $ 11,369      $ 11,150




*  Restated to reflect the adoption of new accounting guidance concerning the
   accounting and reporting of noncontrolling (minority) interests.




Sunoco, Inc.

Consolidated Statements of Cash Flows

(Millions of Dollars)

(Unaudited)

                                                          For the Nine Months

                                                          Ended September 30

                                                          2009      2008*

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)                                         $ (256 )  $ 646

Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:

Gain on divestment of discontinued Tulsa operations         (34  )    --

Gain on divestment of retail heating oil and propane        (44  )    --
distribution business

Provision for asset write-downs and other matters           665       (1   )

Depreciation, depletion and amortization                    393       381

Deferred income tax expense (benefit)                       (214 )    71

Payments less than expense for retirement plans             16        5

Changes in working capital pertaining to operating          (534 )    (388 )
activities

Other                                                       1         24

Net cash provided by (used in) operating activities         (7   )    738

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures                                        (693 )    (892 )

Acquisitions                                                (50  )    --

Proceeds from divestment of Tulsa refinery and related      157       --
inventory

Proceeds from other divestments                             164       15

Other                                                       (4   )    36

Net cash used in investing activities                       (426 )    (841 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Net proceeds from short-term borrowings                     193       --

Net proceeds from issuance of long-term debt                898       121

Repayments of long-term debt                                (654 )    (115 )

Net proceeds from issuance of Sunoco Logistics Partners     110       --
L.P. limited partnership units

Cash distributions to investors in cokemaking operations    (14  )    (26  )

Cash distributions to investors in Sunoco Logistics         (55  )    (45  )
Partners L.P.

Cash dividend payments                                      (105 )    (102 )

Purchases of common stock for treasury                      --        (49  )

Other                                                       (2   )    (2   )

Net cash provided by (used in) financing activities         371       (218 )

Net decrease in cash and cash equivalents                   (62  )    (321 )

Cash and cash equivalents at beginning of period            240       648

Cash and cash equivalents at end of period                $ 178     $ 327




*  Restated to reflect the adoption of new accounting guidance concerning the
   accounting and reporting of noncontrolling (minority) interests.




    Source: Sunoco, Inc.


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