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This Prospectus Supplement is
filed pursuant to Rule 424(b)(2)
under Registration Statement
Nos. 333-46527 and 333-46527-01
PROSPECTUS SUPPLEMENT dated Pricing Supplement No. 4
October 30, 1998 to PROSPECTUS
dated February 26, 1998
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<CAPTION>
TEXACO CAPITAL INC.
SERIES 1998
MEDIUM-TERM NOTES
Guaranteed by
Texaco Inc.
Notes Due More Than 9 Months From Date of Issue
<S> <C> <C> <C>
Principal Amount: $37,500,000.00 Maturity Date: November 4, 2038
Specified Currency: U.S. Dollar Extendible: No
Fixed Rate Note: No Final Maturity Date: N/A
Interest Rate: N/A Issue Price: 100.000%
Record Dates: Jan. 20, April 19, July 20, Oct.20
Interest Payment Dates: Feb. 4, May 4, Aug. 4, Nov. 4
Original Issue Date: 11/4/98
Book-Entry Note: Yes
Certificated Note: No
Prepayment at the Option The Notes will be repayable at the
of the Holder: option of the holder in whole or in
part on at least 30 calendar days but
no more than 60 calendar days notice
on the following days and at the
following prices:
Zero-Coupon Note: No
Repayment Date Price
Floating Rate Note: Yes
Base Rate: N/A 11/04/2008 99.00%
- CD Rate: N/A 11/04/2011 99.25%
- Commercial Paper Rate: N/A 11/04/2014 99.50%
- Federal Funds Rate: N/A 11/04/2017 99.75%
- LIBOR: 3 month Libor 11/04/2020 100.00%
- Treasury Rate: N/A and on each third anniversary
- Other: N/A thereafter, including accrued
and unpaid interest, if any, to
the maturity date at the price of
100%.
Initial Interest Rate: To be determined Optional Redemption by The Notes may be redeemed quarterly,
Interest Reset Period: Quarterly the Issuer: in whole, but not in part, at the
Interest Reset Dates: Feb. 4, May 4, option of Texaco Capital Inc., subject
Aug. 4,Nov. 4 to 30 calendar days' notice, on the
Interest Determination Dates: Two London Business coupon payment dates of each of the
days prior to years set forth below at the amounts
Reset Date set forth below (expressed as
Interest Payment Period: Quarterly percentages of the principal amount of
Interest Payment Dates: Feb. 4, May 4, the Notes)corresponding to the years
Aug. 4, Nov. 4 set forth below, together with any
Index Maturity: N/A accrued interest to the Redemption
Maximum Interest Rate: N/A Date:
Minimum Interest Rate: N/A 11/04/2028 - 08/04/33 103.00%
Spread: -22.5 11/04/2033 - 08/04/34 102.00%
Spread Multiplier: N/A 11/04/2034 - 08/04/35 101.00%
Issuer Able to Change Spread 11/04/2035 - Maturity 100.00%
or Spread Multiplier: N/A Currency Indexed Note: No
- Denominated Currency: N/A
- Indexed Currency: N/A
- Face Amount: N/A
- Base Exchange Rate: N/A
- Calculation Agent: N/A
SalomonSmithBarney Inc. - Reference Dealer: N/A
Name of Agent Commodity Indexed Notes: No
Other Terms: Yes-Tax Provision
Upon the occurrence a Tax Event (as
defined below), Texaco Capital Inc.
will have the right to shorten the
maturity of the Notes to the minimum
extent required, in the opinion of a
nationally recognized independent tax
counsel, such that, after the
shortening of the maturity, interest
paid on the Notes will be deductible
for United States federal income tax
purposes or, if such counsel is
unable to opine definitively as to
such a minimum period, the minimum
extent so required in good faith by
the Board of Directors of the
company, after receipt of an opinion
of such a counsel regarding the
applicable legal standards. There
can be no assurance that Texaco
Capital Inc. would not exercise its
right to shorten the maturity of the
Notes upon the occurrence of such Tax
Event or as to the period by which
such maturity would be shortened. In
the event that Texaco Capital Inc.
elects to shorten the maturity of the
Notes on the occurrence of a
Tax Event, Texaco Capital Inc. will
mail a notice of the shortened
maturity to each Holder of the Notes
by first-class mail not more than 60
days after the occurrence of such Tax
Event, stating the new maturity of the
Notes. Such notice shall be effective
immediately upon mailing.
"Tax Event" means that Texaco Capital
Inc. shall have received an opinion of
nationally recognized independent tax
counsel to the effect that, as a
result of (a) any amendment to,
clarification of, or change (including
any announced prospective amendment,
clarification or change) in any law,
or regulation thereunder, of the
United States, (b) any judicial
decision, official administrative
announcement, including any notice or
announcement of intent to adopt or
promulgate any ruling, regulatory
procedure or regulation (any of the
foregoing, an "Administrative or
Judicial Action"), or (c) any
amendment to, clarification of, or
change in the official position or the
interpretation of such laws,
regulations or Administrative or
Judicial Actions that differs from the
theretofore generally accepted
position, in each case, on or after
the date of issuance of the Notes,
there is a more than insubstantial
risk that interest paid by Texaco
Capital Inc. on the Notes is not, or
will not be, deductible, in whole or
in part, by Texaco Capital Inc. for
purposes of United States federal
income tax.
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