SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_________________
FORM 144
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
ATTENTION: Transmit for filing 3 copies of this form concurrently with
either placing an order with a broker to execute sale or executing a sale
directly with a market maker.
1(a) NAME OF ISSUER (Please type or print)
Valero Energy Corporation
(b) IRS IDENT. NO.
74-1828067
(c) S.E.C. FILE NO.
1-13175
1(d) ADDRESS OF ISSUER
STREET
7990 IH 10 West
CITY
San Antonio
STATE
TX
ZIP CODE
78230
(e) TELEPHONE NO.
AREA CODE
210
NUMBER
370-2000
2(a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD
S. Eugene Edwards
(b) IRS IDENT. NO.
###-##-####
(c) RELATIONSHIP TO ISSUER
Vice President
(d) ADDRESS
STREET
7990 IH 10 West
CITY
San Antonio
STATE
TX
ZIP CODE
78230
INSTRUCTION: The person filing this notice should contact the issuer to
obtain the I.R.S. Identification Number and the S.E.C. File Number
3(a) Title of the Class of Securities To Be Sold
Common Stock
(b) Name And Address Of Each Broker Through Whom The Securities
Are To Be Offered Or Each Market Maker Who Is Acquiring The
Securities
Fidelity Investments
82 Devonshire Street
Boston, MA 02109
SEC USE ONLY
Broker-Dealer File Number
(c) Number of Shares Or Other Units To Be Sold (See Instr. 3(c))
1,107
(d) Aggregate Market Value (See Instr. 3(d))
$36,323.44
(e) Number Of Shares Or Other Units Outstanding (See Instr. 3(e))
56,195,070
(f) Approximate Date Of Sale (see Instr. 3(f)) (MO. DAY YR.)
06/30/98
(g) Name of Each Securities Exchange (See Instr. 3(g))
NYSE
INSTRUCTIONS:
1. (a) Name of issuer.
(b) Issuer's I.R.S. Identification Number.
(c) Issuer's S.E.C. file number, if any.
(d) Issuer's address, including zip code.
(e) Issuer's telephone number, including area code.
2. (a) Name of person for whose account the securities are to be sold.
(b) Such person's I.R.S. identification number, if such person is
an entity.
(c) Such person's relationship to the issuer (e.g., officer,
director, 10 percent stockholder, or member of immediate family
of any of the foregoing).
(d) Such person's address, including zip code.
3. (a) Title of the class of securities to be sold
(b) Name and address of each broker through whom the securities
are intended to be sold.
(c) Number of shares or other units to be sold (if debt securities,
give the aggregate face amount).
(d) Aggregate market value of the securities to be sold as of a
specified date within 10 days prior to the filing of this notice.
(e) Number of shares or other units of the class outstanding, or if
debt securities the face amount thereof outstanding, as shown
by the most recent report or statement published by the issuer.
(f) Approximate date on which the securities are to be sold.
(g) Name of each securities exchange, if any, on which the
securities are intended to be sold.
TABLE I SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the
securities to be sold and with respect to the payment of all or any part of
the purchase price or other consideration therefor:
<TABLE>
<CAPTION>
Name of Person From Amount of
Title of Date You Nature of Whom Acquired (If Gift, Securities Date of Nature of
The Class Acquired Acquisition Transaction Also Give Date Donor Acquired) Acquired Payment Payment
<S> <C> <C> <C> <C> <C> <C>
Common Stock 06/19/97 Restricted Stock Grant Valero Energy Corporation 1,107 n/a n/a
</TABLE>
INSTRUCTIONS:
1. If the securities were purchased and full payment therefor was not made in
cash at the time of purchase, explain in the table or in a note thereto the
nature of the consideration given. If the consideration consisted of any note
or other obligation, or if payment was made in installments describe the
arrangement and state when the note or other obligation was discharged in full
or the last installment paid.
2. If within two years after the acquisition of the securities the person for
whose account they are to be sold had any short positions, put or other option
to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish
full information with respect thereto.
TABLE II SECURITIES SOLD DURING THE PAST THREE MONTHS
Furnish the following information as to all securities of the issuer sold
during the past three months by the person for whose account the securities
are to be sold.
<TABLE>
<CAPTION>
Name And Title of Amount of Gross
Address Of Seller Securities Sold Date Of Sale Securities Sold Proceeds
<S> <C> <C> <C> <C>
None
</TABLE>
REMARKS:
INSTRUCTIONS:
See the definition of "person" in paragraph (a) of Rule 144. Information is
to be given not only as to the person for whose account the securities are to
be sold but also as to all other persons included in that definition. In
addition, information shall be given as to sales by all persons whose sales
are required by paragraph (e) of Rule 144 to be aggregated with sales for the
account of the person filing this notice.
ATTENTION:
The person for whose account the securities to which this notice relates are
to be sold hereby represents by signing this notice that he does not know any
material adverse information in regard to the current and prospective
operations of the Issuer of the securities to be sold which has not been
publicly disclosed.
<PAGE>
06/30/98 /s/ S. Eugene Edwards
(DATE OF NOTICE) (SIGNATURE)
S. Eugene Edwards
The notice shall be signed by the person for whose account the
securities are to be sold. At least one copy of the notice shall
be manually signed. Any copies not manually signed shall bear typed
or printed signatures.
ATTENTION: Intentional misstatements or omission of facts constitute
Federal Criminal Violations. (See U.S.C. 1001.)
