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 27, 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 27, 1996, the following news release was issued:
UNOCAL BEGINS STOCK REPURCHASE PROGRAM
--------------------------------------
El Segundo, Calif., Dec. 27, 1996 -- Unocal Corporation today said it will
begin its previously announced common stock repurchase program.
The common shares will be repurchased through open market or privately
negotiated transactions at the discretion of company management, depending upon
financial and market conditions or as otherwise permitted under applicable
rules.
The company's board of directors has authorized the repurchase of up to
$400 million of the company's stock. If the entire authorized amount is
repurchased, it would represent about 4 percent of Unocal's outstanding 250
million shares of common stock, based on the current market price.
"We believe our common stock is undervalued at this time, given our
potential to grow the business," said Roger C. Beach, Unocal chairman and chief
executive officer. "The repurchase of our shares represents an attractive
investment opportunity for Unocal, as well as a valuable tool for building
stockholder value."
The company had said that it would use the net proceeds from the sale of
its West Coast refining, marketing and transportation assets to Tosco
Corporation to fund the stock repurchase program, as well as to reduce Unocal's
overall debt and invest in new growth projects. The company expects the sale to
close in the first quarter 1997. Until closing, the stock repurchase program
will be funded from other sources of cash.
Beach noted that if new, attractive investment opportunities become
available, the stock repurchase and debt paydown programs could be affected.
<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 30, 1996 By: CHARLES S. MCDOWELL
- ----------------------- ------------------------
Charles S. McDowell,
Vice President and Comptroller
2