UNOCAL CORP
8-K, 2000-01-13
CRUDE PETROLEUM & NATURAL GAS
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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)        January 12, 2000
                                                        ------------------------



                               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.

     Unocal   Corporation  will  receive  $50  million  from  Tosco  Corporation
following  resolution  of issues  concerning  contingency  payments  related  to
gasoline  margins in Unocal's  former West Coast  refining and marketing  system
that was sold to Tosco in 1997.  This amount will be recorded to earnings in the
fourth quarter of 1999.

     The 1997 sale agreement  included  provisions for certain payments by Tosco
to Unocal should retail gasoline margins change subsequent to the sale.

     The  settlement  does not include  potential  payments  with respect to the
difference between California  reformulated gasoline and conventional  gasoline,
which expire in 2003. The maximum  potential  payment under the remainder of the
agreement has been reduced to $100 million.

     The $50 million will be paid in two  installments.  Twenty five million was
received in late December 1999 and the balance is to be paid in January 2000.
                                      -1-
<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:  January 13, 2000                        By:  /s/ JOE D. CECIL
- -----------------------                         -------------------------------
                                                Joe D. Cecil
                                                Vice President and Comptroller
                                       2



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