UNOCAL CORP
8-K, 1996-12-09
PETROLEUM REFINING
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC. 20549



                                    FORM 8-K



                             Current Report Pursuant
                          to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



Date of report (Date of earliest event reported)   December 9, 1996
                                                  ---------------------



                               UNOCAL CORPORATION
- --------------------------------------------------------------------------------

             (Exact name of registrant as specified in its charter)



                                    Delaware
- --------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)



           1-8483                                95-3825062
- --------------------------------------------------------------------------------
(Commission File Number)                   (I.R.S. Employer Identification No.)



2141 Rosecrans Avenue, Suite 4000, El Segundo, California         90245
- --------------------------------------------------------------------------------

(Address of Principal Executive Offices)                        (Zip Code)



                                 (310) 726-7600
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)




<PAGE>


Item 5.           Other Events



On December 9, 1996, the following news release was issued:





                   UNOCAL 1997 CAPITAL SPENDING PLAN REFLECTS
                      SHIFT TO DEVELOPMENT OF ASIA PROJECTS
                      -------------------------------------

         El Segundo,  Calif., Dec. 9, 1996 -- Unocal Corporation today said that
two-thirds of its forecasted $1.34 billion in capital  expenditures in 1997 will
be for overseas  projects.  The 1997  investment plan compares with an estimated
$1.38 billion in capital expenditures for 1996.

         Roger C. Beach,  Unocal chairman and chief executive officer,  said the
1997 capital spending forecast  reflects Unocal's  continued shift toward higher
return energy development projects overseas. 

         "In 1995,  about 70 percent of our  capital  spending,  or more than $1
billion,  was on  domestic  projects,"  he said.  "For  1997,  67 percent of our
capital spending plan, or about $900 million,  is directed to overseas  projects
in Asia -- particularly Myanmar,  Thailand,  Indonesia and the Philippines -- as
well as crude oil projects in Azerbaijan."

         Beach noted that the  greatest  change in Unocal's  capital  investment
plan was the absence of refining and marketing  projects due to the pending sale
of the company's  West Coast  downstream  assets to Tosco for  approximately  $2
billion. Capital spending for downstream refining,  marketing and transportation
projects in 1996 is estimated at $205 million.

         After the company  receives  the proceeds  from the sale to Tosco,  the
1997  spending  plan may increase if Unocal  identifies  additional  high-return
investments.


PETROLEUM EXPLORATION AND PRODUCTION
         Approximately  $1.07 billion of the forecasted 1997 capital spending is
directed  toward the company's  worldwide  petroleum  exploration and production
activities, up 19 percent from nearly $900 million in 1996.



                                       
<PAGE>




     About  $735  million  is  earmarked  for  foreign  oil and gas  activities,
compared with nearly $495 million in 1996.

         The  company  plans to expand its  capital  spending  in  Thailand  and
Indonesia for 1997. In Thailand,  the company plans to spend $220 million, up 34
percent from 1996, to develop  additional  natural gas production  capacity that
will allow the company to sustain production of more than one billion cubic feet
per day.

     In  Indonesia,  capital  spending will increase 20 percent to $175 million.
Unocal plans to develop new oil and gas discoveries offshore East Kalimantan.

         In Myanmar,  Unocal plans to spend nearly $140 million in 1997, up from
$95 million in 1996, as its share of the development cost for the Yadana natural
gas project, which is expected to be on line by mid-1998.

         Another  important  overseas  focus  is in the  Caspian  Sea,  offshore
Azerbaijan,  where capital  spending is forecast at nearly $85 million,  up from
$40 million 1996.  Unocal holds a 10 percent  interest in a consortium that will
begin oil  production  from three fields in 1997.  In addition,  Unocal plans to
conduct additional exploration in the Caspian Sea.

         Other new foreign  projects  include  exploration  and  development  in
Bangladesh, where the company plans to spend nearly $25 million in 1997.

         Unocal has targeted  nearly $330 million for domestic  U.S. oil and gas
exploration and  development.  This compares with $405 million in 1996. The plan
includes $290 million for exploration and development  projects in the Lower 48,
with another $40 million earmarked for Alaska.

GEOTHERMAL AND POWER
         Capital expenditures for geothermal and power projects,  principally in
Indonesia and the Philippines,  are expected to total nearly $110 million,  down
from an estimated $125 million in 1996.


DIVERSIFIED BUSINESS GROUP
         Projected capital spending for the company's Diversified Business Group
- -- agricultural  products,  carbon and minerals operations,  worldwide pipelines
and  real  estate   development  --  is  $125  million,   unchanged  from  1996.
Approximately $60 million is slated for high-return  infrastructure  projects in
Unocal's focus areas overseas,  while another $65 million slated for projects in
the U.S.



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<PAGE>



                               Unocal Corporation
                           Capital Investment Forecast
                              (millions of dollars)

                                                1997 FORECAST     1996 ESTIMATED
                                                -------------     --------------
PETROLEUM EXPLORATION AND DEVELOPMENT               1,065              900
    Exploration
        United States                                115               120
        Foreign                                      125                90
    Development
        United States                                215               285
        Foreign                                      610               405
Geothermal and Power Operations                      110               125
76 PRODUCTS COMPANY                                  ---               205
DIVERSIFIED BUSINESSES                               125               125
    United States                                     65                65
    Foreign                                           60                60
CORPORATE & OTHER                                     40                25
                                           -------------------------------------
TOTAL CAPITAL SPENDING                              1,340             1,380





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<PAGE>




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, thereunto duly authorized.




                                                UNOCAL CORPORATION
                                                   (Registrant)




Date: December 9, 1996                      By:  CHARLES S. MCDOWELL
- ----------------------                      ------------------------
                                             Charles S. McDowell,
                                             Vice President and Comptroller







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