This excerpt taken from the SUN 8-K filed Dec 13, 2006.
Item 8.01. Other Events.
On December 7, 2006, the Board of Directors of Sunoco, Inc. (the Board) approved a new policy in the form of an amendment to the Companys Corporate Governance Guidelines regarding the election of directors. Under the amendment, in an uncontested election, any incumbent nominee for director who does not receive at least a majority of the votes cast must submit his or her resignation to the Board. The Governance Committee will evaluate the tendered resignation and make a recommendation to the Board. The Board will then make a decision within 90 days from the date of the certification of the election results. A nominee who is not an incumbent and who does not receive at least a majority of the votes cast (but does receive a plurality vote) is deemed to have been elected and to have immediately resigned.
The Companys amended Guidelines are available on Sunocos internet website at www.SunocoInc.com.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.