================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 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):
November 30, 1998
----------
TEXACO INC.
(Exact name of registrant as specified in its charter)
Delaware 1-27 74-1383447
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification Number)
2000 Westchester Avenue, 10650
White Plains, New York (Zip Code)
(Address of principal executive offices)
(914) 253-4000
(Registrant's telephone number, including area code)
================================================================================
<PAGE>
Item 5. Other Events
- ---------------------
1. On November 30, 1998, Texaco and Shell Europe Oil Products
announced the termination of discussions which had begun with
the signing of a non-binding Memorandum of Understanding in
September, 1998, aimed at forming an alliance of their
European oil products marketing and manufacturing activities.
In this connection, on November 30, 1998, the Registrant
issued a Press Release entitled "Texaco and Shell End
Discussions on Formation of European Marketing & Manufacturing
Joint Venture," a copy of which is attached hereto as Exhibit
99.1 and made a part hereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- ---------------------------------------------------------------------------
(c) Exhibits
99.1 Press Release issued by the Registrant dated November 30,
1998, entitled "Texaco and Shell End Discussions on Formation
of European Marketing & Manufacturing Joint Venture."
<PAGE>
SIGNATURES
----------
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.
TEXACO INC.
---------------------
(Registrant)
By: R. E. Koch
---------------------
(Assistant Secretary)
Date: November 30, 1998
EXHIBIT 99.1
TEXACO AND SHELL END DISCUSSIONS ON FORMATION OF
------------------------------------------------
EUROPEAN MARKETING & MANUFACTURING JOINT VENTURE
------------------------------------------------
FOR IMMEDIATE RELEASE: MONDAY, NOVEMBER 30, 1998.
- ------------------------------------------------------
LONDON, U.K., Nov. 30 - Texaco and Shell Europe Oil Products today
announced that discussions aimed at forming an alliance of their European oil
products marketing and manufacturing activities have ended. The companies signed
a non-binding Memorandum Of Understanding (MOU) in September to explore the
possibilities of forming an alliance, subject to successful completion of
negotiations. The two companies have mutually agreed to discontinue the
discussions.
Commenting on the announcement, Texaco Inc. Senior Vice President and
President, Global Businesses, Glenn F. Tilton said, "Since the signing of the
MOU, the two companies have worked diligently to develop a business plan for the
proposed venture. Over time, however, it became clear that the proposed plan
would not maximize shareholder value for both companies. I have every confidence
that Texaco can continue to operate as a successful marketer and refiner in
Europe. Additionally, it should be stressed that this announcement in no way
impacts our continued confidence in our existing alliance in the United States
with Shell and Saudi Aramco."
- xxx -
CONTACTS: London Press Office
Paul Bray ###-##-####
Rachel Moore ###-##-#### or 4477
New York Public Relations
Chris Gidez 914-253-4042
Kelly McAndrew 914-253-6295
