CHEVRON CORP
8-K, 2000-06-02
PETROLEUM REFINING
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 8-K

                                 Current Report

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

         Date of Report (Date of earliest event reported): May 23, 2000


                               Chevron Corporation
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Delaware                      1-368-2                   94-0890210
 ---------------------------    ----------------------      -------------------
(State or other jurisdiction   (Commission File Number)    (I.R.S. Employer No.)
   of incorporation )

       575 Market Street, San Francisco, CA                      94105
      --------------------------------------                   --------
     (Address of principal executive offices)                 (Zip Code)

       Registrant's telephone number, including area code: (415) 894-7700


                                      NONE
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)

Item 5. Other Events
--------------------
     Chevron  Corporation,  a  Delaware  corporation  ("Chevron")  and  Phillips
     Petroleum  Corporation,  a Delaware  corporation  ("Phillips")  and Chevron
     Phillips  Chemical  Company  LLC,  a  Delaware  limited  liability  company
     ("Chevron Phillips Chemicals") entered into a Contribution Agreement, dated
     as of May 23, 2000 ("the Contribution Agreement") pursuant to which Chevron
     and Phillips will combine certain of their chemicals  businesses in Chevron
     Phillips  Chemicals.  Chevron and Phillips,  directly or through  direct or
     indirect wholly owned subsidiaries will each own 50%, respectively,  of the
     voting and economic interests of Chevron Phillips Chemicals.

     The foregoing  summary of the  Contribution  Agreement and the transactions
     contemplated  thereby is  qualified  in its  entirety by  reference  to the
     Contribution Agreement which is  attached  hereto  as  Exhibit  2.1  and
     is incorporated herein by reference.


Item 7. Exhibits
----------------
     Exhibit 2.1: Contribution Agreement dated as of May 23, 2000, by
                  and   among   Phillips   Petroleum   Company,    Chevron
                  Corporation and Chevron Phillips Chemical Company LLC.

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<PAGE>


                                    SIGNATURE

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.


Dated: June 2, 2000
                                        CHEVRON CORPORATION


                                  By       /s/ S.J. Crowe
                                        ----------------------------------
                                         S. J. Crowe, Comptroller
                                        (Principal Accounting Officer and
                                          Duly Authorized Officer)


<PAGE>


                                  EXHIBIT INDEX

Exhibit Number                    Description

2.1                  Contribution  Agreement  dated as of May 23,  2000, by and
                     among  Phillips Petroleum  Company,  Chevron  Corporation
                     and  Chevron  Phillips  Chemical Company LLC.



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