Unless otherwise indicated, "the company," "we," "our," "us" and "Phillips 66" are used in this report to refer to the businesses of Phillips 66 and its consolidated subsidiaries.



Management's Discussion and Analysis is the company's analysis of its financial
performance, financial condition, and significant trends that may affect future
performance. It should be read in conjunction with the consolidated financial
statements and notes included elsewhere in this report. It contains
forward-looking statements including, without limitation, statements relating to
the company's plans, strategies, objectives, expectations and intentions that
are made pursuant to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. The words "anticipate," "estimate," "believe,"
"budget," "continue," "could," "intend," "may," "plan," "potential," "predict,"
"seek," "should," "will," "would," "expect," "objective," "projection,"
"forecast," "goal," "guidance," "outlook," "effort," "target" and similar
expressions often identify forward-looking statements, but the absence of these
words does not mean a statement is not forward-looking. The company does not
undertake to update, revise or correct any of the forward-looking information
unless required to do so under the federal securities laws. Readers are
cautioned that such forward-looking statements should be read in conjunction
with the company's disclosures under the heading: "CAUTIONARY STATEMENT FOR THE
PURPOSES OF THE 'SAFE HARBOR' PROVISIONS OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995."

The terms "earnings" or "loss" as used in Management's Discussion and Analysis
refer to net income (loss) attributable to Phillips 66. The terms "results,"
"before-tax income" or "before-tax loss" as used in Management's Discussion and
Analysis refer to income (loss) before income taxes.


EXECUTIVE OVERVIEW AND BUSINESS ENVIRONMENT

Phillips 66 is a diversified energy company with midstream, chemicals, refining,
and marketing and specialties businesses. At June 30, 2022, we had total assets
of $63 billion. Our common stock trades on the New York Stock Exchange under the
symbol PSX.

Executive Overview
In the second quarter of 2022, we reported earnings of $3.2 billion and
generated cash from operating activities of $1.8 billion. We used available cash
to repay $1.5 billion of debt, pay dividends on our common stock of $467 million
and fund capital expenditures and investments of $376 million. We ended the
second quarter of 2022 with $2.8 billion of cash and cash equivalents and $5.0
billion of total committed capacity available under our revolving credit
facility.

Our reported earnings for the second quarter of 2022, compared with the second
quarter of 2021, reflect a significant improvement in realized refining margins
from widening market crack spreads due to a recovery in global demand for
refined petroleum products as the COVID-19 pandemic recedes and the market
disruptions caused by the ongoing conflict between Russia and Ukraine. This
improvement was partially offset by lower equity earnings from our Chemicals
segment, as margins in the second quarter of 2022 were impacted by higher
feedstock costs, while margins in the second quarter of 2021 benefited from
higher prices due to strong demand and tight supplies following the winter
storms that occurred in the Central and Gulf Coast regions in the first quarter
of 2021. As uncertainty remains regarding the impacts on the global economy of
the lingering pandemic, the conflict between Russia and Ukraine and inflationary
pressures, we will continue to be disciplined in our allocation of capital and
monitor the performance of our portfolio.

We continue to progress our multi-year business transformation focused on
enterprise-wide opportunities to improve our cost structure. We recently started
implementing initiatives and are targeting a sustainable run-rate cost reduction
of at least $700 million per year by the end of 2023. During the second quarter
of 2022, we recorded restructuring costs of $25 million associated with our
business transformation.

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Phillips 66 Partners Merger
On March 9, 2022, we completed the merger between us and Phillips 66 Partners LP
(Phillips 66 Partners). The merger resulted in the acquisition of all limited
partnership interests in Phillips 66 Partners not already owned by us. Upon
closing, Phillips 66 Partners became a wholly owned subsidiary of Phillips 66
and its common units are no longer publicly traded. See Note 18-Phillips 66
Partners LP, in the Notes to Consolidated Financial Statements, for additional
information on the merger transaction.

CEO Transition
On April 12, 2022, Greg C. Garland, Chairman of the Board and Chief Executive
Officer of Phillips 66 announced his intention to retire from his position as
Chief Executive Officer effective July 1, 2022. Mr. Garland continues to serve
as Executive Chairman of the Board with an expected retirement date from this
position in 2024. Mark E. Lashier became President and Chief Executive Officer
effective July 1, 2022.

Business Environment
The Midstream segment includes our Transportation and NGL businesses. Our
Transportation business contains fee-based operations not directly exposed to
commodity price risk. Our NGL business contains both fee-based operations and
operations directly impacted by NGL prices. The Midstream segment also includes
our 50% equity investment in DCP Midstream, LLC (DCP Midstream). During the
second quarter of 2022, NGL prices increased significantly, compared with the
second quarter of 2021, due to strong demand and higher crude oil and natural
gas prices.

The Chemicals segment consists of our 50% equity investment in Chevron Phillips
Chemical Company LLC (CPChem). The chemicals and plastics industry is mainly a
commodity-based industry where the margins for key products are based on supply
and demand, as well as cost factors. During the second quarter of 2022, the
benchmark high-density polyethylene chain margin decreased, compared with the
second quarter of 2021, mainly due to lower prices and higher feedstock costs.

Our Refining segment results are driven by several factors, including market
crack spreads, refinery throughput, feedstock costs, product yields, turnaround
activity, and other operating costs. The price of U.S. benchmark crude oil, West
Texas Intermediate (WTI) at Cushing, Oklahoma, increased to an average of
$108.66 per barrel during the second quarter of 2022, compared with an average
of $66.09 per barrel in the second quarter of 2021. Market crack spreads are
used as indicators of refining margins and measure the difference between market
prices for refined petroleum products and crude oil. Worldwide market crack
spreads increased to an average of $46.72 per barrel during the second quarter
of 2022, compared with an average of $17.76 per barrel in the second quarter of
2021. The increases in crude oil prices and market crack spreads were mainly
driven by tight supply due to a significant increase in demand for refined
petroleum products as economic activities continue to recover as the COVID-19
pandemic recedes, as well as market and trade flow disruptions from the conflict
between Russia and Ukraine.

Results for our M&S segment depend largely on marketing fuel and lubricant
margins, and sales volumes of our refined petroleum and other specialty
products. While marketing fuel and lubricant margins are primarily driven by
market factors, largely determined by the relationship between supply and
demand, marketing fuel margins, in particular, are influenced by trends in spot
prices, and where applicable, retail prices for refined petroleum products in
the regions and countries where we operate. In general, a downward trend of spot
prices has a favorable impact on marketing fuel margins, while an upward trend
of spot prices has an unfavorable impact on marketing fuel margins.
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RESULTS OF OPERATIONS

Unless otherwise indicated, discussion of results for the three and six months
ended June 30, 2022, is based on a comparison with the corresponding periods of
2021.


Consolidated Results

A summary of income (loss) before income taxes by business segment with a reconciliation to net income (loss) attributable to Phillips 66 follows:

Millions of Dollars


                                                            Three Months
                                                               Ended                          Six Months Ended
                                                              June 30                              June 30
                                                                2022             2021                      2022             2021

Midstream                                                 $      292              312                       534              388
Chemicals                                                        273              623                       669              777
Refining                                                       3,036             (729)                    3,159           (1,769)
Marketing and Specialties                                        765              476                     1,081              766
Corporate and Other                                             (260)            (246)                     (509)            (497)
Income (loss) before income taxes                              4,106              436                     4,934             (335)
Income tax expense (benefit)                                     924               62                     1,095              (70)
Net income (loss)                                              3,182              374                     3,839             (265)

Less: net income attributable to noncontrolling interests 15

        78                        90               93
Net income (loss) attributable to Phillips 66             $    3,167              296                     3,749             (358)



Our net income attributable to Phillips 66 in the second quarter of 2022 was $3.2 billion, compared with $296 million in the second quarter of 2021. The improvement was primarily due to:

•Improved realized refining and marketing fuel margins.

•Higher equity earnings from DCP Midstream.



These improvements were partially offset by lower equity earnings from CPChem,
an unrealized decrease in the fair value of our investment in NOVONIX Limited
(NOVONIX), and an increase in income tax expense.

Our net income attributable to Phillips 66 for the six months ended June 30,
2022, was $3.7 billion, compared with a net loss attributable to Phillips 66 of
$358 million for the six months ended June 30, 2021. The improvement was
primarily due to:

•Improved realized refining and marketing fuel margins.

•Higher equity earnings from DCP Midstream.

•Lower impairments in the Midstream segment.



These improvements were partially offset by lower equity earnings from CPChem,
an unrealized decrease in the fair value of our investment in NOVONIX, and an
increase in income tax expense.

See the "Segment Results" section for additional information on our segment performance and Note 17-Income Taxes, in the Notes to Consolidated Financial Statements, for additional information on income taxes.


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Statement of Operations Analysis

Sales and other operating revenues for the second quarter and six-month period
of 2022 increased 80% and 74%, respectively, and purchased crude oil and
products increased 69% and 68%, respectively. These increases were mainly due to
higher prices for refined petroleum products, crude oil and NGL.

Equity in earnings of affiliates increased 10% and 44% in the second quarter and
six-month period of 2022, respectively. The increase in both periods was
primarily due to higher equity earnings from WRB Refining LP (WRB) resulting
from improved realized refining margins and increased equity earnings from our
Midstream segment equity affiliates, partially offset by lower equity earnings
from CPChem. See Midstream and Chemicals segment analyses in the "Segment
Results" section for additional information on our Midstream equity affiliates
and CPChem, respectively.

Other income (loss) decreased $236 million and $394 million in the second
quarter and six-month period of 2022, respectively. The decrease in both periods
was primarily due to unrealized investment losses related to decreases in the
stock price of our investment in NOVONIX, which we acquired in September 2021.
See Note 5-Investments, Loans and Long-Term Receivables, in the Notes to
Consolidated Financial Statements, for additional information regarding our
investment in NOVONIX.

Operating expenses increased 22% in the second quarter of 2022, mainly attributable to higher utility costs driven by increased commodity prices, as well as higher turnaround expenses.



Selling, general and administrative expenses increased 13% and 10% in the second
quarter and six-month period of 2022, respectively. The increase in both periods
was primarily due to restructuring costs associated with our business
transformation, higher selling expenses driven by rising refined petroleum
product prices and increased employee-related expenses.

Impairments decreased 99% in the six-month period of 2022 due to a before-tax
impairment of $198 million recorded in the first quarter of 2021 related to
Phillips 66 Partners' decision to exit the Liberty Pipeline project. See Note
5-Investments, Loans and Long-Term Receivables, in the Notes to Consolidated
Financial Statements, for additional information regarding this impairment.

We had income tax expense of $924 million and $1,095 million in the second
quarter and six-month period of 2022, respectively, compared with income tax
expense of $62 million in the second quarter of 2021, and an income tax benefit
of $70 million in the six-month period of 2021. The fluctuation in income taxes
between periods is primarily due to improved results. See Note 17-Income Taxes,
in the Notes to Consolidated Financial Statements, for information regarding our
effective income tax rates.

Net income attributable to noncontrolling interests decreased 81% in the second
quarter of 2022. The decrease was primarily driven by the merger between us and
Phillips 66 Partners that occurred in the first quarter of 2022. Upon closing of
the merger transaction, Phillips 66 Partners became a wholly owned subsidiary of
Phillips 66. See Note 18-Phillips 66 Partners LP, in the Notes to Consolidated
Financial Statements, for additional information on the merger transaction.
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Segment Results

Midstream

                                                            Three Months
                                                                Ended                          Six Months Ended
                                                               June 30                              June 30
                                                                 2022             2021                      2022            2021

                                                                              Millions of Dollars
Income (Loss) Before Income Taxes
Transportation                                            $       250              224                       528             231
NGL and Other                                                     152               79                       243             114
DCP Midstream                                                     130                9                       161              43
NOVONIX                                                          (240)               -                      (398)              -
Total Midstream                                           $       292              312                       534             388



                                    Thousands of Barrels Daily
Transportation Volumes
Pipelines*                3,066               3,424               3,082    3,114
Terminals                 2,917               2,786               2,908    2,731
Operating Statistics
NGL fractionated**          469                 401                 461      382
NGL production***           438                 406                 419      381


* Pipelines represent the sum of volumes transported through each separately
tariffed consolidated pipeline segment.
** Excludes DCP Midstream.
*** Includes 100% of DCP Midstream's volumes.

                                                                        Dollars Per Gallon
Market Indicator

Weighted-Average NGL Price*                            $        1.15             0.71                1.13          0.70

* Based on index prices from the Mont Belvieu market hub, which are weighted by NGL component mix.






The Midstream segment provides crude oil and refined petroleum product
transportation, terminaling and processing services, as well as natural gas and
NGL transportation, storage, fractionation, processing and marketing services,
mainly in the United States. This segment includes our 50% equity investment in
DCP Midstream, which includes the operations of DCP Midstream, LP (DCP
Partners), its master limited partnership, and our 16% investment in NOVONIX.

Results from our Midstream segment decreased $20 million in the second quarter of 2022 and increased $146 million in the six-month period of 2022.



Results from our Transportation business increased $26 million and $297 million
in the second quarter and six-month period of 2022, respectively. The increase
in the second quarter of 2022 was primarily due to higher results from our
wholly owned assets and increased equity earnings. The increase in the six-month
period of 2022 was primarily due to a before-tax impairment of $198 million
recorded in the first quarter of 2021 related to Phillips 66 Partners' decision
to exit the Liberty Pipeline project, as well as higher results from our wholly
owned assets and equity affiliates.

Results from our NGL and Other business increased $73 million and $129 million
in the second quarter and six-month period of 2022, respectively. The increase
in both periods was primarily due to improved results from Fracs 1, 2 and 3 at
the Sweeny Hub, favorable trading activities and higher equity earnings.

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Table of Contents Results from our investment in DCP Midstream increased $121 million and $118 million in the second quarter of 2022 and six-month period of 2022, respectively. The increase in both periods was primarily due to improved gathering and processing results and hedging impacts.

The fair value of our investment in NOVONIX decreased by $240 million and $398 million in the second quarter and six-month period of 2022, respectively. We acquired this investment in September 2021.

See Note 5-Investments, Loans and Long-Term Receivables, in the Notes to Consolidated Financial Statements, for additional information regarding the Liberty Pipeline project impairment and our investment in NOVONIX.

See the "Executive Overview and Business Environment" section for information on market factors impacting this quarter's results.


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Chemicals

                                Three Months Ended                Six Months Ended
                                     June 30                           June 30
                                            2022        2021                 2022        2021

                                                Millions of Dollars

Income Before Income Taxes   $               273         623                  669         777



                                                                           Millions of Pounds
CPChem Externally Marketed Sales Volumes*
Olefins and Polyolefins                                     4,829                   4,778                 9,894          9,348
Specialties, Aromatics and Styrenics                        1,228                   1,234                 2,402          2,215
                                                            6,057                   6,012                12,296         11,563

* Represents 100% of CPChem's outside sales of produced petrochemical products, as well as commission sales from equity affiliates.

Olefins and Polyolefins Capacity Utilization (percent) 94 % 102


    96     88




The Chemicals segment consists of our 50% interest in CPChem, which we account
for under the equity method. CPChem uses NGL and other feedstocks to produce
petrochemicals. These products are then marketed and sold or used as feedstocks
to produce plastics and other chemicals. We structure our reporting of CPChem's
operations around two primary business lines: Olefins and Polyolefins (O&P) and
Specialties, Aromatics and Styrenics (SA&S).

Results from the Chemicals segment decreased $350 million and $108 million in
the second quarter and six-month period of 2022, respectively. The decrease in
both periods was primarily due to lower O&P margins driven by increased
feedstock costs, as well as higher utility and maintenance costs, partially
offset by improved sales volumes. In addition, O&P margins in the second quarter
of 2021 benefited from higher prices due to strong demand and tight supplies,
following the winter storms that occurred in the Central and Gulf Coast regions
in the first quarter of 2021.

See the "Executive Overview and Business Environment" section for information on market factors impacting this quarter's results.


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Refining

                                                          Three Months
                                                             Ended                          Six Months Ended
                                                            June 30                              June 30
                                                              2022             2021                      2022             2021

                                                                           Millions of Dollars
Income (Loss) Before Income Taxes
Atlantic Basin/Europe                                   $    1,093             (110)                    1,236             (263)
Gulf Coast                                                     863             (264)                      867             (517)
Central Corridor                                               490              (82)                      355             (330)
West Coast                                                     590             (273)                      701             (659)
Worldwide                                               $    3,036             (729)                    3,159           (1,769)



                                                 Dollars Per Barrel
Income (Loss) Before Income Taxes
Atlantic Basin/Europe               $             21.92       (2.20)      12.63     (2.83)
Gulf Coast                                        16.43       (3.81)       8.28     (4.17)
Central Corridor                                  21.65       (3.49)       7.66     (7.64)
West Coast                                        19.54       (9.70)      11.87    (12.19)
Worldwide                                         19.56       (4.26)      10.26     (5.63)

Realized Refining Margins*
Atlantic Basin/Europe               $             30.39        4.63       21.22      4.73
Gulf Coast                                        24.80        2.10       16.29      2.67
Central Corridor                                  26.72        6.40       17.12      6.21
West Coast                                        33.13        3.37       25.58      3.35
Worldwide                                         28.31        3.92       19.48      4.12

* See the "Non-GAAP Reconciliations" section for a reconciliation of this non-GAAP measure to the most directly comparable measure under generally accepted accounting principles in the United States (GAAP), income (loss) before income taxes per barrel.


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Thousands of Barrels Daily


                                                         Three Months Ended                      Six Months Ended
                                                               June 30                                June 30
Operating Statistics                                                  2022          2021                      2022            2021
Refining operations*
Atlantic Basin/Europe
Crude oil capacity                                                  537              537                       537             537
Crude oil processed                                                 526              513                       515             476
Capacity utilization (percent)                                       98  %            96                        96              89
Refinery production                                                 550              552                       544             517
Gulf Coast**
Crude oil capacity                                                  529              784                       529             784
Crude oil processed                                                 500              687                       498             620
Capacity utilization (percent)                                       94  %            88                        94              79
Refinery production                                                 586              763                       588             683
Central Corridor
Crude oil capacity                                                  531              531                       531             531
Crude oil processed                                                 435              462                       444             423
Capacity utilization (percent)                                       82  %            87                        84              80
Refinery production                                                 446              475                       460             436
West Coast
Crude oil capacity                                                  364              364                       364             364
Crude oil processed                                                 306              286                       300             278
Capacity utilization (percent)                                       84  %            79                        82              76
Refinery production                                                 330              307                       326             298
Worldwide
Crude oil capacity                                                1,961            2,216                     1,961           2,216
Crude oil processed                                               1,767            1,948                     1,757           1,797
Capacity utilization (percent)                                       90  %            88                        90              81
Refinery production                                               1,912            2,097                     1,918           1,934

* Includes our share of equity affiliates. ** Excludes operating statistics of the Alliance Refinery beginning on October 1, 2021.





The Refining segment refines crude oil and other feedstocks into petroleum
products, such as gasoline, distillates and aviation fuels, at 12 refineries in
the United States and Europe. In the fourth quarter of 2021, we shut down our
Alliance Refinery and subsequently converted it into a terminal.

Results from our Refining segment increased $3,765 million and $4,928 million in
the second quarter and six-month period of 2022, respectively, primarily due to
higher realized refining margins driven by improved market crack spreads.

Our worldwide refining crude oil capacity utilization rate was 90% in the second
quarter and six-month period of 2022, compared with 88% and 81% in the second
quarter and six-month period of 2021, respectively. The increase in both periods
was primarily driven by improved market demand for refined petroleum products as
the COVID-19 pandemic recedes, as well as refinery optimization to meet demand
following supply constraints caused by the conflict between Russia and Ukraine.
The increase in the second quarter of 2022 was partially offset by higher
turnaround and planned maintenance activity.

See the "Executive Overview and Business Environment" section for information on market factors impacting this quarter's results.


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Marketing and Specialties

                                                         Three Months
                                                             Ended                          Six Months Ended
                                                            June 30                              June 30
                                                              2022             2021                      2022            2021

                                                                           Millions of Dollars
Income Before Income Taxes
Marketing and Other                                    $       656              389                       859             600
Specialties                                                    109               87                       222             166
Total Marketing and Specialties                        $       765              476                     1,081             766



                                                      Dollars Per Barrel
      Income Before Income Taxes
      U.S.                               $             2.86        2.15        2.00     1.79
      International                                    7.30        1.96        4.14     2.09

Realized Marketing Fuel Margins*


      U.S.                               $             3.24        2.62        2.42     2.31
      International                                    8.20        2.89        5.27     3.41

* See the "Non-GAAP Reconciliations" section for a reconciliation of this non-GAAP measure to the most directly comparable GAAP measure, income before income taxes per barrel.



                                                                  Dollars Per Gallon
U.S. Average Wholesale Prices*
Gasoline                                          $     3.88             2.44                3.48          2.24
Distillates                                             4.42             2.28                3.83          2.14
* On third-party branded petroleum product sales,
excluding excise taxes.



                                                                 Thousands of Barrels Daily

Marketing Petroleum Products Sales Volumes
Gasoline                                            1,176                  1,176                     1,152        1,100
Distillates                                           960                    947                       986          882
Other                                                  19                     18                        18           18
Total                                               2,155                  2,141                     2,156        2,000




The M&S segment purchases for resale and markets refined petroleum products,
such as gasoline, distillates and aviation fuels, mainly in the United States
and Europe. In addition, this segment includes the manufacturing and marketing
of specialty products, such as base oils and lubricants.

Before-tax income from the M&S segment increased $289 million in the second
quarter of 2022, primarily driven by higher realized marketing fuel margins.
Before-tax income from the M&S segment increased $315 million for the six-month
period of 2022, primarily driven by higher realized marketing fuel margins and
volumes, improved results from our chartered marine vessel business and
increased finished lubricant and Excel Paralubes base oil margins.

See the "Executive Overview and Business Environment" section for information on marketing fuel margins and other market factors impacting this quarter's results.


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Corporate and Other

                                                  Millions of Dollars
                                  Three Months Ended                 Six Months Ended
                                        June 30                           June 30
                                               2022        2021                 2022        2021
Loss Before Income Taxes
Net interest expense           $               (127)       (141)                (259)       (284)
Corporate overhead and other                   (133)       (105)                (250)       (213)

Total Corporate and Other      $               (260)       (246)                (509)       (497)




Net interest expense consists of interest and financing expense, net of interest
income and capitalized interest. Corporate overhead and other includes general
and administrative expenses, technology costs, environmental costs associated
with sites no longer in operation, foreign currency transaction gains and
losses, and other costs not directly associated with an operating segment.

Net interest expense decreased $14 million and $25 million, respectively, in the
second quarter and six-month period of 2022, primarily driven by lower average
debt principal balances, increased interest income, and higher capitalized
interest primarily related to the Sweeny Frac 4 capital project.

Corporate overhead and other costs increased $28 million and $37 million in the
second quarter and six-month period of 2022, respectively. The increase in both
periods is primarily due to restructuring costs associated with our business
transformation and higher employee-related expenses, partially offset by lower
environmental costs. See Note 19-Restructuring, in the Notes to Consolidated
Financial Statements, for additional information regarding restructuring costs.



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CAPITAL RESOURCES AND LIQUIDITY

Financial Indicators

                                                                                Millions of Dollars,
                                                                                Except as Indicated
                                                                                  June 30               December 31
                                                                                     2022                      2021

Cash and cash equivalents                                        $                  2,809               3,147
Short-term debt                                                                       526               1,489
Total debt                                                                         12,969              14,448
Total equity                                                                       24,573              21,637
Percent of total debt to capital*                                                     35%                  40
Percent of floating-rate debt to total debt                                            -%                   3

* Capital includes total debt and total equity.






To meet our short- and long-term liquidity requirements, we use a variety of
funding sources but rely primarily on cash generated from operating activities
and debt financing. During the first six months of 2022, we generated $2.9
billion of cash from operations. We used available cash primarily to pay down
$1.5 billion in debt, pay dividends on our common stock of $871 million, fund
capital expenditures and investments of $746 million, and repurchase $66 million
of our common stock. During the first six months of 2022, cash and cash
equivalents decreased $338 million to $2.8 billion.

Significant Sources of Capital



Operating Activities
During the first six months of 2022, cash generated by operating activities was
$2.9 billion, compared with $2.0 billion for the first six months of 2021. The
increase was primarily due to improved realized refining and marketing fuel
margins, partially offset by unfavorable working capital impacts.

Our short- and long-term operating cash flows are highly dependent upon refining
and marketing margins, NGL prices and chemicals margins. Prices and margins in
our industry are typically volatile, and are driven by market conditions over
which we have little or no control. Absent other mitigating factors, as these
prices and margins fluctuate, we would expect a corresponding change in our
operating cash flows.

The level and quality of output from our refineries also impact our cash flows.
Factors such as operating efficiency, maintenance turnarounds, market
conditions, feedstock availability, and weather conditions can affect output. We
actively manage the operations of our refineries, and any variability in their
operations typically has not been as significant to cash flows as that caused by
margins and prices.

Equity Affiliate Operating Distributions
Our operating cash flows are also impacted by distribution decisions made by our
equity affiliates, including CPChem. During the first six months of 2022, cash
from operations included aggregate distributions of $1.1 billion from our equity
affiliates, including $515 million from CPChem. During the same period of 2021,
cash from operations included aggregate distributions of $1.1 billion, including
$527 million from CPChem. We cannot control the amount of future dividends from
equity affiliates; therefore, future dividend payments by these equity
affiliates are not assured.


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Revolving Credit Facilities and Commercial Paper
On June 23, 2022, we entered into a new $5 billion revolving credit facility
(the Facility) with Phillips 66 Company as the borrower and Phillips 66 as the
guarantor and a scheduled maturity date of June 22, 2027. The Facility replaced
our previous $5 billion revolving credit facility with Phillips 66 as the
borrower and Phillips 66 Company as the guarantor. The Facility contains usual
and customary covenants that are similar to the previous revolving credit
facility, including a maximum consolidated net debt-to-capitalization ratio of
65% as of the last day of each fiscal quarter. We have the option to increase
the overall capacity to $6 billion, subject to certain conditions. We also have
the option to extend the scheduled maturity of the Facility for up to two
additional one-year terms, subject to, among other things, the consent of the
lenders holding the majority of the commitments and of each lender extending its
commitment. Outstanding borrowings under the Facility bear interest at either
(a) the Adjusted Term Secured Overnight Financing Rate (as described in the
Facility) in effect from time to time plus the applicable margin; or (b) the
reference rate (as described in the Facility) plus the applicable margin. The
Facility also provides for customary fees, including commitment fees. The
pricing levels for the commitment fees and interest-rate margins are determined
based on the ratings in effect for our senior unsecured long-term debt from time
to time. We may at any time prepay outstanding borrowings, in whole or in part,
without premium or penalty. In connection with entering into the Facility, we
terminated Phillips 66 Partners' $750 million revolving credit facility. At
June 30, 2022, no amount had been drawn under the Facility or Phillips 66
Company's $5 billion uncommitted commercial paper program supported by the
Facility.


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Off-Balance Sheet Arrangements

Lease Residual Value Guarantees
Under the operating lease agreement for our headquarters facility in Houston,
Texas, we have the option, at the end of the lease term in September 2025, to
request to renew the lease, purchase the facility or assist the lessor in
marketing it for resale. We have a residual value guarantee associated with the
operating lease agreement with a maximum potential future exposure of
$514 million at June 30, 2022. We also have residual value guarantees associated
with railcar and airplane leases with maximum potential future exposures
totaling $221 million. These leases have remaining terms of up to ten years.

Dakota Access, LLC (Dakota Access) and Energy Transfer Crude Oil Company, LLC
(ETCO)
In 2020, the trial court presiding over litigation brought by the Standing Rock
Sioux Tribe ordered the U.S. Army Corps of Engineers (USACE) to prepare an
Environmental Impact Statement (EIS) addressing an easement under Lake Oahe in
North Dakota. The court later vacated the easement. Although the easement is
vacated, the USACE has indicated that it will not take action to stop pipeline
operations while it proceeds with the EIS. In May 2021, the Standing Rock Sioux
Tribe's request for an injunction to force a shutdown of the pipeline while the
EIS is being prepared was denied. In June 2021, the trial court dismissed the
litigation entirely. Once the EIS is completed, new litigation or challenges to
the EIS could be filed.

In September 2021, Dakota Access filed a writ of certiorari, requesting the U.S.
Supreme Court to review the lower court's decision to order the EIS and vacate
the easement. In February 2022, the writ was denied, and the requirement to
prepare the EIS stands. Completion of the EIS was expected in the fall of 2022,
but now may be delayed as the USACE engages with the Standing Rock Sioux Tribe
on their reasons for withdrawing as a cooperating agency with respect to
preparation of the EIS.

Dakota Access and ETCO have guaranteed repayment of senior unsecured notes
issued by a wholly owned subsidiary of Dakota Access in March 2019. On April 1,
2022, Dakota Access' wholly owned subsidiary repaid $650 million aggregate
principal amount of its outstanding senior notes upon maturity. We funded our
25% share, or $163 million, with a capital contribution of $89 million in March
2022 and $74 million of distributions we elected not to receive from Dakota
Access in the first quarter of 2022. At June 30, 2022, the aggregate principal
amount outstanding of Dakota Access' senior unsecured notes was $1.85 billion.

In conjunction with the notes offering, Phillips 66 Partners, now a wholly owned
subsidiary of Phillips 66, and its co-venturers in Dakota Access also provided a
Contingent Equity Contribution Undertaking (CECU). Under the CECU, the
co-venturers may be severally required to make proportionate equity
contributions to Dakota Access if there is an unfavorable final judgment in the
above-mentioned ongoing litigation. At June 30, 2022, our 25% share of the
maximum potential equity contributions under the CECU was approximately
$467 million.

If the pipeline is required to cease operations, and should Dakota Access and
ETCO not have sufficient funds to pay ongoing expenses, we could be required to
support our 25% share of the ongoing expenses, including scheduled interest
payments on the notes of approximately $20 million annually, in addition to the
potential obligations under the CECU at June 30, 2022.

See Note 9-Guarantees, in the Notes to Consolidated Financial Statements, for additional information on our guarantees.


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Capital Requirements

Capital Expenditures and Investments
For information about our capital expenditures and investments, see the "Capital
Spending" section below.

Debt Financing
Our total debt balance at June 30, 2022, and December 31, 2021, was $13.0
billion and $14.4 billion, respectively. Our total debt-to-capital ratio was 35%
and 40% at June 30, 2022, and December 31, 2021, respectively.

In April 2022, upon maturity, Phillips 66 repaid its 4.300% senior notes with an
aggregate principal amount of $1.0 billion and Phillips 66 Partners repaid its
$450 million term loan.

Debt Exchange
On May 5, 2022, Phillips 66 Company, a wholly owned subsidiary of Phillips 66,
completed offers to exchange (the Exchange Offers) all validly tendered notes of
seven different series of notes issued by Phillips 66 Partners (collectively,
the Old Notes), with an aggregate principal amount of approximately $3.5
billion, for notes issued by Phillips 66 Company (collectively, the New Notes).
The New Notes are fully and unconditionally guaranteed by Phillips 66 and rank
equally with Phillips 66 Company's other unsecured and unsubordinated
indebtedness, and the guarantees rank equally with Phillips 66's other unsecured
and unsubordinated indebtedness.

Old Notes with an aggregate principal amount of approximately $3.2 billion were
tendered in the Exchange Offers. The New Notes have the same interest rates,
interest payment dates and maturity dates as the Old Notes. Holders that validly
tendered before the end of the early participation period on April 19, 2022 (the
Early Participation Date), received New Notes with an aggregate principal amount
equivalent to the Old Notes, while holders that validly tendered after the Early
Participation Date, but before the Expiration Date, received New Notes with an
aggregate principal amount 3% less than the Old Notes. Substantially all of the
Old Notes exchanged were tendered during the Early Participation Period.

Joint Venture Loans
We and our co-venturer have provided member loans to WRB. At June 30, 2022, our
50% share of the outstanding member loan balance, including accrued interest,
was $570 million. The need for additional loans to WRB in the remainder of 2022,
as well as WRB's repayment schedule, will depend on market conditions.

Merger with Phillips 66 Partners
On March 9, 2022, we completed the merger between us and Phillips 66 Partners.
The merger resulted in the acquisition of all limited partnership interests in
Phillips 66 Partners not already owned by us in exchange for approximately
42 million shares of Phillips 66 common stock issued from treasury stock.
Phillips 66 Partners common unitholders received 0.50 shares of Phillips 66
common stock for each outstanding Phillips 66 Partners common unit. Phillips 66
Partners' perpetual convertible preferred units were converted into common units
at a premium to the original issuance price prior to being exchanged for
Phillips 66 common stock. Upon closing, Phillips 66 Partners became a wholly
owned subsidiary of Phillips 66 and its common units are no longer publicly
traded. See Note 18-Phillips 66 Partners LP, in the Notes to Consolidated
Financial Statements, for additional information on the merger transaction.

Dividends


On May 11, 2022, our board of directors declared a quarterly cash dividend of
$0.97 per common share. This dividend was paid on June 1, 2022, to shareholders
of record as of the close of business on May 23, 2022. On July 12, 2022, our
board of directors declared a quarterly cash dividend of $0.97 per common share.
This dividend is payable on September 1, 2022, to shareholders of record as of
the close of business on August 18, 2022.

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Share Repurchases
Since July 2012, our board of directors has authorized an aggregate of
$15 billion of repurchases of our outstanding common stock. The authorizations
do not have expiration dates. Future share repurchases are expected to be funded
primarily through available cash. We are not obligated to repurchase any shares
of common stock pursuant to these authorizations and may commence, suspend or
terminate repurchases at any time. Since the inception of our share repurchase
program in 2012, we have repurchased 160 million shares at an aggregate cost of
$12.6 billion. Shares of stock repurchased are held as treasury shares. We
suspended share repurchases in mid-March 2020 to preserve liquidity in response
to the global economic disruption caused by the COVID-19 pandemic. We resumed
our share repurchase program in the second quarter of 2022.

Employee Benefit Plan Contributions
During the six months ended June 30, 2022, we contributed $91 million to our
U.S. pension and other postretirement benefit plans and $12 million to our
international pension plans. We currently expect to make additional
contributions of approximately $45 million to our U.S. pension and other
postretirement benefit plans and approximately $12 million to our international
pension plans during the remainder of 2022.
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Capital Spending


                                                    Millions of Dollars
                                                      Six Months Ended
                                                          June 30
                                                             2022        2021
Capital Expenditures and Investments
Midstream                                    $                270         241
Chemicals                                                       -           -
Refining                                                      391         370
Marketing and Specialties                                      30          44
Corporate and Other                                            55          56
Total Capital Expenditures and Investments   $                746         711

Selected Equity Affiliates*
DCP Midstream                                $                 31          21
CPChem                                                        274         151
WRB                                                            89         106
                                             $                394         278

* Our share of joint venture's capital spending.

Midstream

During the first six months of 2022, capital spending in our Midstream segment included:

•Contribution to Dakota Access to fund our 25% share of Dakota Access' debt repayment.

•Continued development of additional Gulf Coast fractionation capacity at our Sweeny Hub.

•Spending associated with other return, reliability, and maintenance projects in our Transportation and NGL businesses.

Chemicals


During the first six months of 2022, on a 100% basis, CPChem's capital
expenditures and investments were $547 million. The capital spending was
primarily for the development of petrochemical projects on the U.S. Gulf Coast
and in the Middle East, as well as sustaining, debottlenecking and optimization
projects on existing assets. CPChem's capital program was self-funded, and we
expect CPChem to continue self-funding its capital program for the remainder of
2022.

Refining


Capital spending for the Refining segment during the first six months of 2022
was primarily for refinery upgrade projects to enhance the yield of high-value
products, renewable diesel projects, improvements to the operating integrity of
key processing units, and safety-related projects.

Major capital activities included:

•Installation of facilities to improve product value at the Lake Charles refinery.

•Engineering of facilities and procurement of long-lead items to produce biofuels at the San Francisco refinery.

•Installation of facilities to improve product value at the jointly owned Wood River refinery.


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Marketing and Specialties
Capital spending for the M&S segment during the first six months of 2022 was
primarily for the continued development and enhancement of retail sites in
Europe and for Lubricants reliability and maintenance projects.

Corporate and Other
Capital spending for Corporate and Other during the first six months of 2022 was
primarily for information technology.
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Contingencies

A number of lawsuits involving a variety of claims that arose in the ordinary
course of business have been filed against us or are subject to indemnifications
provided by us. We also may be required to remove or mitigate the effects on the
environment of the placement, storage, disposal, or release of certain chemical,
mineral and petroleum substances at various active and inactive sites. We
regularly assess the need for financial recognition or disclosure of these
contingencies. In the case of all known contingencies (other than those related
to income taxes), we accrue a liability when the loss is probable and the amount
is reasonably estimable. If a range of amounts can be reasonably estimated and
no amount within the range is a better estimate than any other amount, then the
minimum of the range is accrued. We do not reduce these liabilities for
potential insurance or third-party recoveries. If applicable, we accrue
receivables for probable insurance or other third-party recoveries. In the case
of income tax-related contingencies, we use a cumulative probability-weighted
loss accrual in cases where sustaining a tax position is uncertain.

Based on currently available information, we believe it is remote that future
costs related to known contingent liability exposures will exceed current
accruals by an amount that would have a material adverse impact on our
consolidated financial statements. As we learn new facts concerning
contingencies, we reassess our position both with respect to accrued liabilities
and other potential exposures. Estimates particularly sensitive to future
changes include contingent liabilities recorded for environmental remediation,
tax and legal matters. Estimated future environmental remediation costs are
subject to change due to such factors as the uncertain magnitude of cleanup
costs, the unknown time and extent of such remedial actions that may be
required, and the determination of our liability in proportion to that of other
potentially responsible parties. Estimated future costs related to tax and legal
matters are subject to change as events evolve and as additional information
becomes available during the administrative and litigation processes.

Legal and Tax Matters
Our legal and tax matters are handled by our legal and tax organizations. These
organizations apply their knowledge, experience and professional judgment to the
specific characteristics of our cases and uncertain tax positions. We employ a
litigation management process to manage and monitor the legal proceedings. Our
process facilitates the early evaluation and quantification of potential
exposures in individual cases and enables the tracking of those cases that have
been scheduled for trial and/or mediation. Based on professional judgment and
experience in using these litigation management tools and available information
about current developments in all our cases, our legal organization regularly
assesses the adequacy of current accruals and determines if adjustment of
existing accruals, or establishment of new accruals, is required. In the case of
income tax-related contingencies, we monitor tax legislation and court
decisions, the status of tax audits and the statute of limitations within which
a taxing authority can assert a liability.

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Environmental
Like other companies in our industry, we are subject to numerous international,
federal, state and local environmental laws and regulations. For a discussion of
the most significant international and federal environmental laws and
regulations to which we are subject, see the "Environmental" section in
Management's Discussion and Analysis of Financial Condition and Results of
Operations in our 2021 Annual Report on Form 10-K.

We are required to purchase RINs in the open market to satisfy the portion of
our obligation under the Renewable Fuel Standard (RFS) that is not fulfilled by
blending renewable fuels into the motor fuels we produce. For the six months
ended June 30, 2022 and 2021, we incurred expenses of $271 million and
$422 million, respectively, associated with our obligation to purchase RINs in
the open market to comply with the RFS for our wholly owned refineries. These
expenses are included in the "Purchased crude oil and products" line item on our
consolidated statement of operations. Our jointly owned refineries also incurred
expenses associated with the purchase of RINs in the open market, of which our
share was $175 million and $178 million for the six months ended June 30, 2022
and 2021, respectively. These expenses are included in the "Equity in earnings
of affiliates" line item on our consolidated statement of operations. The amount
of these expenses and fluctuations between periods is primarily driven by the
market price of RINs, refinery production, blending activities and renewable
volume obligation requirements.

We occasionally receive requests for information or notices of potential
liability from the EPA and state environmental agencies alleging that we are a
potentially responsible party under the Federal Comprehensive Environmental
Response, Compensation and Liability Act (CERCLA) or an equivalent state
statute. On occasion, we also have been made a party to cost recovery litigation
by those agencies or by private parties. These requests, notices and lawsuits
assert potential liability for remediation costs at various sites that typically
are not owned by us, but allegedly contain wastes attributable to our past
operations. At December 31, 2021, we reported that we had been notified of
potential liability under CERCLA and comparable state laws at 25 sites within
the United States. In the first six months of 2022, we were notified of one
potentially new site through a CERCLA Section 104(e) information request issued
by the EPA, and two sites that were deemed resolved and closed, accordingly,
leaving 24 unresolved sites with potential liability at June 30, 2022.

Notwithstanding any of the foregoing, and as with other companies engaged in
similar businesses, environmental costs and liabilities are inherent concerns in
certain of our operations and products, and there can be no assurance that those
costs and liabilities will not be material. However, we currently do not expect
any material adverse effect on our results of operations or financial position
as a result of compliance with current environmental laws and regulations.


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Climate Change
There has been a broad range of proposed or promulgated state, national and
international laws focusing on GHG emissions reduction, including various
regulations proposed or issued by the EPA. These proposed or promulgated laws
apply or could apply in states and/or countries where we have interests or may
have interests in the future. Laws regulating GHG emissions continue to evolve,
and while it is not possible to accurately estimate either a timetable for
implementation or our future compliance costs relating to implementation, such
laws potentially could have a material impact on our results of operations and
financial condition as a result of increasing costs of compliance, lengthening
project implementation and agency reviews, or reducing demand for certain
hydrocarbon products. We continue to monitor legislative and regulatory actions
and legal proceedings globally relating to GHG emissions for potential impacts
on our operations.

For examples of legislation and regulation or precursors for possible regulation that do or could affect our operations, see the "Climate Change" section in Management's Discussion and Analysis of Financial Condition and Results of Operations in our 2021 Annual Report on Form 10-K.



We consider and take into account anticipated future GHG emissions in designing
and developing major facilities and projects, and implement energy efficiency
initiatives to reduce GHG emissions. Data on our GHG emissions, legal
requirements regulating such emissions, and the possible physical effects of
climate change on our coastal assets are incorporated into our planning,
investment, and risk management decision-making. We are working to continuously
improve operational and energy efficiency through resource and energy
conservation throughout our operations.

In February 2022, we announced our intention to reduce our Scope 1 and Scope 2
GHG emissions intensity related to our operations by 50% of 2019 levels by the
year 2050. This new target builds upon our previously announced 2030 GHG
emissions intensity targets to reduce Scope 1 and Scope 2 emissions from our
operations by 30% and Scope 3 emissions from our energy products by 15% compared
to 2019 levels.

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GUARANTOR FINANCIAL INFORMATION
We have various cross guarantees between Phillips 66 and its wholly owned
subsidiary Phillips 66 Company (the Obligor Group) with respect to publicly held
debt securities. Phillips 66 conducts substantially all of its operations
through subsidiaries, including Phillips 66 Company, and those subsidiaries
generate substantially all of its operating income and cash flow. Phillips 66
has fully and unconditionally guaranteed the payment obligations of Phillips 66
Company with respect to its publicly held debt securities. In addition, Phillips
66 Company has fully and unconditionally guaranteed the payment obligations of
Phillips 66 with respect to its publicly held debt securities. All guarantees
are full and unconditional. At June 30, 2022, $12.5 billion of senior unsecured
notes outstanding has been guaranteed by the Obligor Group.

See the "Significant Sources of Capital" section for additional information regarding the Exchange Offers by Phillips 66 Company for existing senior notes of Phillips 66 Partners that settled in May 2022.



Summarized financial information of the Obligor Group is presented on a combined
basis. Intercompany transactions among the members of the Obligor Group have
been eliminated. The financial information of non-guarantor subsidiaries has
been excluded from the summarized financial information. Significant
intercompany transactions and receivable/payable balances between the Obligor
Group and non-guarantor subsidiaries are presented separately in the summarized
financial information.
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The summarized results of operations for the six months ended June 30, 2022, and
the summarized financial position at June 30, 2022, and December 31, 2021, for
the Obligor Group on a combined basis were:

Summarized Combined Statement of Operations                              

Millions of Dollars


                                                                        Six Months Ended June 30, 2022
Sales and other operating revenues                              $                            67,250
Revenues and other income-non-guarantor subsidiaries                                          2,193
Purchased crude oil and products-third parties                                               43,225
Purchased crude oil and products-related parties                                              6,175
Purchased crude oil and products-non-guarantor subsidiaries                                  13,446

Income before income taxes                                                                    3,405
Net income                                                                                    2,627



Summarized Combined Balance Sheet                                           Millions of Dollars
                                                                           June 30                   December 31
                                                                              2022                          2021
Accounts and notes receivable-third parties                $              7,312                      3,772
Accounts and notes receivable-related parties                             2,554                      1,289
Due from non-guarantor subsidiaries, current                                726                        456
Total current assets                                                     17,114                     10,080
Investments and long-term receivables                                     9,868                     10,324
Net properties, plants and equipment                                     11,543                     11,541
Goodwill                                                                  1,047                      1,047
Due from non-guarantor subsidiaries, noncurrent                           2,116                      5,699
Other assets associated with non-guarantor subsidiaries                   2,355                      2,565
Total noncurrent assets                                                  28,657                     32,935
Total assets                                                             45,771                     43,015

Due to non-guarantor subsidiaries, current                 $              3,900                      2,227
Total current liabilities                                                15,507                     10,551
Long-term debt                                                           12,056                      9,364
Due to non-guarantor subsidiaries, noncurrent                             6,540                      9,341
Total noncurrent liabilities                                             24,196                     24,094
Total liabilities                                                        39,703                     34,645
Total equity                                                              6,068                      8,370
Total liabilities and equity                                             45,771                     43,015


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NON-GAAP RECONCILIATIONS

Refining

Our realized refining margins measure the difference between (a) sales and other
operating revenues derived from the sale of petroleum products manufactured at
our refineries and (b) costs of feedstocks, primarily crude oil, used to produce
the petroleum products. The realized refining margins are adjusted to include
our proportional share of our joint venture refineries' realized margins, as
well as to exclude those items that are not representative of the underlying
operating performance of a period, which we call "special items." The realized
refining margins are converted to a per-barrel basis by dividing them by total
refinery processed inputs (primarily crude oil) measured on a barrel basis,
including our share of inputs processed by our joint venture refineries. Our
realized refining margin per barrel is intended to be comparable with industry
refining margins, which are known as "crack spreads." As discussed in "Executive
Overview and Business Environment-Business Environment," industry crack spreads
measure the difference between market prices for refined petroleum products and
crude oil. We believe realized refining margin per barrel calculated on a
similar basis as industry crack spreads provides a useful measure of how well we
performed relative to benchmark industry refining margins.

The GAAP performance measure most directly comparable to realized refining
margin per barrel is the Refining segment's "income (loss) before income taxes
per barrel." Realized refining margin per barrel excludes items that are
typically included in a manufacturer's gross margin, such as depreciation and
operating expenses, and other items used to determine income (loss) before
income taxes, such as general and administrative expenses. It also includes our
proportional share of joint venture refineries' realized refining margins and
excludes special items. Because realized refining margin per barrel is
calculated in this manner, and because realized refining margin per barrel may
be defined differently by other companies in our industry, it has limitations as
an analytical tool. Following are reconciliations of income (loss) before income
taxes to realized refining margins:
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Millions of Dollars, Except as Indicated


                                                        Atlantic
                                                          Basin/           Gulf         Central           West
Realized Refining Margins                                 Europe          Coast        Corridor          Coast        Worldwide

Three Months Ended June 30, 2022
Income before income taxes                         $    1,093           863            490             590           3,036

Plus:



Taxes other than income taxes                              14            21             18              19              72
Depreciation, amortization and impairments                 51            64             36              63             214
Selling, general and administrative expenses               16            14             13               9              52
Operating expenses                                        296           311            264             306           1,177
Equity in (earnings) losses of affiliates                   2             3           (228)              -            (223)
Other segment expense, net                                  8             1              2               -              11
Proportional share of refining gross margins
contributed by equity affiliates                           26             -            469               -             495

Special items:



Regulatory compliance costs                                 9            26             22              13              70

Realized refining margins                          $    1,515         1,303          1,086           1,000           4,904

Total processed inputs (thousands of barrels) 49,854 52,523

         22,635          30,199         155,211
Adjusted total processed inputs (thousands of
barrels)*                                              49,854        52,523 

40,629 30,199 173,205

Income before income taxes per barrel (dollars per barrel)**

$    21.92         16.43          21.65           19.54           19.56

Realized refining margins (dollars per barrel)*** 30.39 24.80

          26.72           33.13           28.31

Three Months Ended June 30, 2021
Loss before income taxes                           $     (110)         (264)           (82)           (273)           (729)

Plus:



Taxes other than income taxes                              18            25             11              22              76
Depreciation, amortization and impairments                 52            77             34              57             220
Selling, general and administrative expenses               18            14              7              10              49
Operating expenses                                        217           299            125             281             922
Equity in losses of affiliates                              2             -             65               -              67
Other segment income, net                                  (8)           (6)            (8)             (2)            (24)
Proportional share of refining gross margins
contributed by equity affiliates                           42             -            125               -             167

Realized refining margins                          $      231           145            277              95             748

Total processed inputs (thousands of barrels) 49,979 69,364

         23,466          28,158         170,967
Adjusted total processed inputs (thousands of
barrels)*                                              49,979        69,364 

43,189 28,158 190,690



Loss before income taxes per barrel (dollars per
barrel)**                                          $    (2.20)

(3.81) (3.49) (9.70) (4.26) Realized refining margins (dollars per barrel)*** 4.63 2.10

           6.40            3.37            3.92

* Adjusted total processed inputs include our proportional share of processed inputs of an equity affiliate.

** Income (loss) before income taxes divided by total processed inputs. *** Realized refining margins per barrel, as presented, are calculated using the underlying realized refining margin amounts, in dollars, divided by adjusted total processed inputs, in barrels. As such, recalculated per barrel amounts using the rounded margins and barrels presented may differ from the presented per barrel amounts.




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Millions of Dollars, Except as Indicated


                                                     Atlantic Basin/           Gulf         Central           West
Realized Refining Margins                                     Europe          Coast        Corridor          Coast        Worldwide

Six Months Ended June 30, 2022
Income before income taxes                         $        1,236           867            355             701           3,159

Plus:



Taxes other than income taxes                                  33            48             36              43             160
Depreciation, amortization and impairments                    103           115             71             123             412
Selling, general and administrative expenses                   30            25             27              18             100
Operating expenses                                            592           618            448             611           2,269
Equity in (earnings) losses of affiliates                       5             5           (212)              -            (202)
Other segment (income) expense, net                            20             1             (2)              1              20
Proportional share of refining gross margins
contributed by equity affiliates                               49             -            674               -             723
Special items:

Regulatory compliance costs                                     9            26             22              13              70

Realized refining margins                          $        2,077         1,705          1,419           1,510           6,711

Total processed inputs (thousands of barrels)              97,869       

104,674 46,326 59,076 307,945 Adjusted total processed inputs (thousands of barrels)*

                                                  97,869       

104,674 82,896 59,076 344,515

Income before income taxes per barrel (dollars per barrel)**

$        12.63          8.28           7.66           11.87           10.26
Realized refining margins (dollars per barrel)***           21.22         16.29          17.12           25.58           19.48


Six Months Ended June 30, 2021
Loss before income taxes                            $    (263)         (517)         (330)         (659)        (1,769)
Plus:

Taxes other than income taxes                              38            52            26            45            161
Depreciation, amortization and impairments                104           154            68           111            437
Selling, general and administrative expenses               32            24            14            21             91
Operating expenses                                        447           620           330           663          2,060
Equity in losses of affiliates                              4             3           182             -            189
Other segment income, net                                  (8)           (6)          (10)            -            (24)
Proportional share of refining gross margins
contributed by equity affiliates                           85             -           211             -            296

Realized refining margins                           $     439           330           491           181          1,441

Total processed inputs (thousands of barrels) 92,805 123,924

        43,220        54,075        314,024
Adjusted total processed inputs (thousands of
barrels)*                                              92,805       123,924 

78,900 54,075 349,704



Loss before income taxes per barrel (dollars per
barrel)**                                           $   (2.83)        (4.17)        (7.64)       (12.19)         (5.63)
Realized refining margins (dollars per barrel)***        4.73          2.67          6.21          3.35           4.12

* Adjusted total processed inputs include our proportional share of processed inputs of an equity affiliate.


 ** Income (loss) before income taxes divided by total processed inputs.
*** Realized refining margins per barrel, as presented, are calculated using the underlying realized refining margin
amounts, in dollars, divided by adjusted total processed inputs, in barrels. As such, recalculated per barrel amounts
using the rounded margins and barrels presented may differ from the presented per barrel amounts.


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Marketing

Our realized marketing fuel margins measure the difference between (a) sales and
other operating revenues derived from the sale of fuels in our M&S segment and
(b) costs of those fuels. The realized marketing fuel margins are adjusted to
exclude those items that are not representative of the underlying operating
performance of a period, which we call "special items." The realized marketing
fuel margins are converted to a per-barrel basis by dividing them by sales
volumes measured on a barrel basis. We believe realized marketing fuel margin
per barrel demonstrates the value uplift our marketing operations provide by
optimizing the placement and ultimate sale of our refineries' fuel production.

Within the M&S segment, the GAAP performance measure most directly comparable to
realized marketing fuel margin per barrel is the marketing business' "income
before income taxes per barrel." Realized marketing fuel margin per barrel
excludes items that are typically included in gross margin, such as depreciation
and operating expenses, and other items used to determine income before income
taxes, such as general and administrative expenses. Because realized marketing
fuel margin per barrel excludes these items, and because realized marketing fuel
margin per barrel may be defined differently by other companies in our industry,
it has limitations as an analytical tool. Following are reconciliations of
income before income taxes to realized marketing fuel margins:


                                                                       

Millions of Dollars, Except as Indicated


                                                          Three Months Ended                          Three Months Ended
                                                            June 30, 2022                                June 30, 2021
                                                           U.S.        International                       U.S.        International
Realized Marketing Fuel Margins
Income before income taxes                        $      489              185                          366                 48

Plus:



Depreciation and amortization                              3               19                            5                 19
Selling, general and administrative expenses             210               62                          198                 60

Equity in earnings of affiliates                         (16)             (32)                         (15)               (31)
Other operating revenues*                               (139)              (9)                        (110)               (10)
Other (income) expense, net                                6               (3)                           2                  -

Marketing margins                                        553              222                          446                 86
Less: margin for nonfuel related sales                     -               14                            -                 15
Realized marketing fuel margins                   $      553              208                          446                 71

Total fuel sales volumes (thousands of barrels) 170,899 25,329

                      170,228             24,539

Income before income taxes per barrel (dollars
per barrel)                                       $     2.86             7.30                              2.15          1.96
Realized marketing fuel margins (dollars per
barrel)**                                               3.24             8.20                              2.62          2.89

* Includes other nonfuel revenues.

** Realized marketing fuel margins per barrel, as presented, are calculated using the underlying realized marketing fuel margin amounts, in dollars, divided by sales volumes, in barrels. As such, recalculated per barrel amounts using the rounded margins and barrels presented may differ from the presented per barrel amounts.


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Millions of Dollars, Except as Indicated


                                                           Six Months Ended                            Six Months Ended
                                                            June 30, 2022                                June 30, 2021
                                                           U.S.        International                       U.S.        International
Realized Marketing Fuel Margins
Income before income taxes                        $      680              208                          565                 96

Plus:



Depreciation and amortization                              6               37                            8                 38
Selling, general and administrative expenses             392              125                          363                120
Equity in earnings of affiliates                         (23)             (58)                         (17)               (55)
Other operating revenues*                               (246)             (21)                        (196)               (15)
Other expense, net                                        12                1                            6                  1

Marketing margins                                        821              292                          729                185
Less: margin for nonfuel related sales                     -               27                            -                 28
Realized marketing fuel margins                   $      821              265                          729                157

Total fuel sales volumes (thousands of barrels) 340,095 50,255

                      316,022             46,013

Income before income taxes per barrel (dollars
per barrel)                                       $     2.00             4.14                         1.79               2.09
Realized marketing fuel margins (dollars per
barrel)**                                               2.42             5.27                         2.31               3.41

* Includes other nonfuel revenues.

** Realized marketing fuel margins per barrel, as presented, are calculated using the underlying realized marketing fuel margin amounts, in dollars, divided by sales volumes, in barrels. As such, recalculated per barrel amounts using the rounded margins and barrels presented may differ from the presented per barrel amounts.


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CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This report includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. You can normally identify our forward-looking statements
by the words "anticipate," "estimate," "believe," "budget," "continue," "could,"
"intend," "may," "plan," "potential," "predict," "seek," "should," "will,"
"would," "expect," "objective," "projection," "forecast," "goal," "guidance,"
"outlook," "effort," "target" and similar expressions, but the absence of such
words does not mean a statement is not forward-looking.

We based the forward-looking statements on our current expectations, estimates
and projections about us, our operations, our joint ventures and entities in
which we have equity interests, as well as the industries in which we and they
operate in general. We caution you these statements are not guarantees of future
performance as they involve assumptions that, while made in good faith, may
prove to be incorrect, and involve risks and uncertainties we cannot predict. In
addition, we based many of these forward-looking statements on assumptions about
future events that may prove to be inaccurate. Accordingly, our actual outcomes
and results may differ materially from what we have expressed or forecast in the
forward-looking statements. Any differences could result from a variety of
factors, including the following:

•The negative impact on commercial activity and demand for refined petroleum
products from any widespread public health crisis, as well as the extent and
duration of recovery of economies and demand for our products following any such
crisis.

•Fluctuations in NGL, crude oil, refined petroleum product and natural gas prices and refining, marketing and petrochemical margins.

•Changes in governmental policies relating to NGL, crude oil, natural gas or refined petroleum products pricing, regulation or taxation, including exports.

•Actions taken by OPEC and other countries impacting supply and demand and correspondingly, commodity prices.

•Unexpected changes in costs or technical requirements for constructing, modifying or operating our facilities or transporting our products.

•Unexpected technological or commercial difficulties in manufacturing, refining or transporting our products, including chemical products.

•Lack of, or disruptions in, adequate and reliable transportation for our NGL, crude oil, natural gas and refined petroleum products.

•The level and success of drilling and quality of production volumes around our Midstream assets.

•The inability to timely obtain or maintain permits, including those necessary for capital projects.

•The inability to comply with government regulations or make capital expenditures required to maintain compliance.

•Changes to worldwide government policies relating to renewable fuels and greenhouse gas emissions that adversely affect programs like the renewable fuel standards program, low carbon fuel standards and tax credits for biofuels.

•Failure to complete definitive agreements and feasibility studies for, and to complete construction of, announced and future capital projects on time and within budget.

•Potential disruption or interruption of our operations due to accidents, weather events, civil unrest, insurrections, political events, terrorism or cyberattacks.

•Potential disruption or damage to our facilities as a result of significant storms, flooding or other destructive climate events.

•The inability to meet our sustainability goals, including reducing our GHG emissions intensity, developing and protecting new technologies, and commercializing lower-carbon opportunities.


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•General domestic and international economic and political developments
including armed hostilities, expropriation of assets, and other political,
economic or diplomatic developments, including those caused by public health
issues, outbreaks of diseases and pandemics.

•Failure of new products and services to achieve market acceptance.

•International monetary conditions and exchange controls.

•Substantial investments required, or reduced demand for products, as a result of existing or future environmental rules and regulations, including GHG emissions reductions and reduced consumer demand for refined petroleum products.

•Liability resulting from litigation or for remedial actions, including removal and reclamation obligations under environmental regulations.

•Changes in tax, environmental and other laws and regulations (including alternative energy mandates) applicable to our business.

•Political and societal concerns about climate change that could result in changes to our business or operations or increase expenditures, including litigation-related expenses.



•Changes in estimates or projections used to assess fair value of intangible
assets, goodwill and property and equipment and/or strategic decisions or other
developments with respect to our asset portfolio that cause impairment charges.

•Limited access to capital or significantly higher cost of capital related to
changes to our credit profile or illiquidity or uncertainty in the domestic or
international financial markets.

•The operation, financing and distribution decisions of our joint ventures that we do not control.

•The factors generally described in Item 1A.-Risk Factors in our 2021 Annual Report on Form 10-K.



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