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<TABLE>
<CAPTION>
This Prospectus Supplement is
Pricing Supplement No. 2 filed pursuant to Rule 424(b)(2)
Dated December 15, 1999 under Registration Statement
PROSPECTUS SUPPLEMENT dated Nos.333-82893 and 333-82893-01
August 3, 1999 to PROSPECTUS
dated July 20, 1999. Cusip No. 88168L DT 0
TEXACO CAPITAL INC.
SECOND SERIES 1999
MEDIUM-TERM NOTES
Guaranteed by
Texaco Inc.
Notes Mature More Than 9 Months From Date of Issue
<S> <C> <C> <C>
Principal Amount: $30,000,000.00 Maturity Date: January 10, 2010
Specified Currency: U.S. Dollar Extendible: No
Fixed Rate Note: Yes Final Maturity Date: N/A
Interest Rate: 7.25% Issue Price: 100.000%
Record Dates: 15 calendar days prior to Interest
Payment Dates
Interest Payment Dates: Monthly, beginning February 10, 2000
and on the 10th of every month
thereafter through and including
maturity.
Original Issue Date: January 10, 2000
Book-Entry Note: Yes
Denominations: Minimum denominations of $1,000 Certificated Note: No
and increments of $1,000 thereafter. Redemption Provisions: The notes may be redeemed monthly
at Issuer's option at par in whole
beginning January 10, 2001 and on the
10th day of every month thereafter up
to Maturity. Required notice is 30
Zero-Coupon Note: No days prior to call.
Floating Rate Note: No Repayment Provisions: No
Base Rate: N/A Currency Indexed Note: No
- CD Rate: N/A - Denominated Currency: N/A
- Commercial Paper Rate: N/A - Indexed Currency: N/A
- Federal Funds Rate: N/A - Face Amount: N/A
- LIBOR: N/A - Base Exchange Rate: N/A
- Treasury Rate: N/A - Calculation Agent: N/A
- Reference Dealer: N/A
- Other: N/A Commodity Indexed Notes: No
Initial Interest Rate: N/A Other Terms: No
Interest Reset Period: N/A
Interest Reset Dates: N/A
Interest Determination Dates: N/A
Interest Payment Period: N/A
Interest Payment Dates: N/A
Index Maturity: N/A
Maximum Interest Rate: N/A
Minimum Interest Rate: N/A Salomon Smith Barney, Inc.
Spread: N/A --------------------------
Spread Multiplier: N/A Name of Agent
Issuer Able to Change Spread
or Spread Multiplier: N/A
</TABLE>
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