================================================================================
                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): January 26, 1999


                               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.

         On  January  25,  1999,  Chevron  Corporation  issued  a press  release
         announcing preliminary, unaudited earnings for the year ending December
         31, 1998.


Item 7. Financial Statements and Exhibits.

         (c)   Exhibits.

               99.1     Press Release of Chevron  Corporation  dated January 25,
                        1999,  entitled  "Chevron  Reports  1998 Net  Income  of
                        $1.976 Billion"

================================================================================



                                    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: January 26, 1999
                                      CHEVRON CORPORATION




                                      By    /s/ S. J. CROWE       
                                         ---------------------------------   
                                             S. J. Crowe, Comptroller
                                             (Duly Authorized Officer)

                                                             EXHIBIT 99.1
                                                             ------------

Chevron Corporation
Public Affairs
P. O. Box 7753
San Francisco, CA 94120-7753
Phone 415 894 4246

News

                                     For Release at 6:00 AM PST
                                     January 25, 1999
                                     ----------------------------

                Chevron Reports 1998 Net Income of $1.976 Billion


o    Fourth quarter 1998 net income of $431 million  declined 51 percent,  while
     operating earnings of $503 million were down 38 percent
o    Net income of $1.976  billion for 1998  declined 39 percent,  compared with
     1997's record level of $3.256 billion
o    Average U.S. crude oil  realizations for 1998 declined 35 percent to $11.42
     per barrel
o    Average U.S. natural gas realizations for 1998 declined 17 percent to $2.02
     per thousand cubic feet
o    International  liquids production  increased for the ninth consecutive year
     up 7 percent during 1998 and 14 percent in the fourth quarter
o    Operating expenses for 1998 declined by $600 million
o    Worldwide net oil and gas reserve  additions  exceeded  production  for the
     sixth consecutive year
o    Annual dividends increased for the eleventh consecutive year

   San Francisco,  Jan. 25 - Chevron Corporation today reported 1998 preliminary
net income of $1.976 billion  ($3.01 per share - diluted),  down 39 percent from
1997 net income of $3.256  billion  ($4.95 per share - diluted).  Net income for
1998  and  1997   included   net  benefits  of  $31  million  and  $76  million,
respectively, from special items.
     For the fourth  quarter 1998,  net income of $431 million ($.66 per share -
diluted)  included  net  charges of $72  million  from  special  items.  Charges
associated with asset write-downs;  reserves for environmental remediation and a
litigation  issue;  and last-in,  first-out  (LIFO)  inventory  adjustments were
partially  offset by favorable  prior-year  tax  adjustments  and a gain from an
asset sale.  Fourth  quarter 1997 net income  included net benefits from special
items totaling $68 million.
     Excluding  special items,  operating  earnings for 1998 were $1.945 billion
($2.96 per share),  down 39 percent from  operating  earnings of $3.180  billion
($4.83  per share) in 1997.  Fourth  quarter  1998  operating  earnings  of $503
million ($.76 per share) decreased 38 percent.
     Foreign  currency  effects had a major impact on the company's  earnings in
1998 and 1997.  Foreign  currency  losses  included  in 1998 net income were $57
million,  compared with gains of $246 million in 1997. For the fourth quarter of
1998, foreign currency losses were $81 million,  compared with currency gains of
$205 million in the 1997 fourth quarter.  The most significant  changes occurred
in areas of operations for Caltex, a 50-percent  owned affiliate.  Also included
in fourth  quarter  1998  operating  earnings  were net  benefits  of about $115
million associated with the finalization of the year







1997 income tax returns.  These benefits are primarily  reflected in the results
of the  international  exploration and production ($60 million),  chemicals ($25
million) and corporate ($30 million) operations.

Earnings Summary                   Fourth Quarter                Year        
- ----------------                 ------------------      --------------------
$ Millions                         1998        1997          1998        1997
                                 ------       ------     --------     -------
Operating Earnings                 $503         $807       $1,945      $3,180
Special Items                       (72)          68           31          76
                                 ------       ------      -------    --------
     Net Income                    $431         $875       $1,976      $3,256 
                                 ======       ======      =======    ========


     Chairman  and CEO Ken Derr said,  "Our  results for the fourth  quarter and
full year 1998  reflected very  depressed  crude oil,  natural gas and commodity
chemical  prices.  U.S.  crude oil  realizations  fell 35  percent to $11.42 per
barrel,  the lowest yearly  average in 12 years,  while U.S.  natural gas prices
dropped 17 percent to $2.02 per  thousand  cubic feet.  Chemical  prices  eroded
through the year, resulting in a falloff in operating earnings for our chemicals
business, especially in the second half of 1998."
     Derr added, "Our U.S. refining and marketing business posted strong profits
for the second  straight year on higher refined  product sales volumes and lower
operating expenses.  Some of the major challenges faced by our U.S. refining and
marketing  business in 1998 included  declining  refined product margins and the
shutdown of our Pascagoula, Mississippi, refinery for most of the fourth quarter
for repairs of damages from Hurricane Georges." Derr said he believes the strong
performance  of the U.S.  refining  and  marketing  business  will be  sustained
through increased sales volumes and additional operating  efficiencies.  He also
noted that the  international  refining and  marketing  operations  of Chevron's
Caltex affiliate continued to suffer from the Asian economic downturn.
     "We have focused on developing our many excellent international exploration
and production opportunities, which we believe will be our growth engine for the
long-term," Derr continued.  "Our international crude oil production  increased,
for the ninth consecutive year, by 7 percent to 782,000 barrels per day in 1998,
mitigating  some  of the  effects  of  the  poor  price  environment.  The  1998
production   represents  a  67  percent  increase  since  1989,  the  last  year
international  production  declined.  We will maintain our  investment  strategy
through these  difficult times by continuing to develop  international  upstream
projects and by minimizing  capital spending by our international  chemicals and
downstream businesses."
     Derr commented,  "These  strategies  taken together  position Chevron for a
strong rebound in profitability  when the eventual  improvement  begins in crude
oil and natural gas prices. Our employees  continued to make significant strides
in cost  reductions  during  1998.  During this past year,  operating  expenses,
excluding  special  items,  declined  by  about  $600  million,  which  included
approximately  $200 million from our exit from the U.K.  refining and  marketing
business. Since 1991, we have removed about $2.4 billion from our operating cost
structure,  and we plan to  realize  additional  cost  savings of more than $500
million in 1999. To  successfully  weather the business  conditions of low crude
oil,  natural gas and commodity  chemicals  prices,  we have to continue to find
ways to  minimize  the  cost of  operating  our  businesses,  while  selectively
investing in areas that offer the greatest growth opportunities."
     Derr  highlighted  a number of  significant  1998  operating  and strategic
events for the company. These included:





                                      -2-



o    Worldwide Liquids Production. Worldwide net liquids production increased by
     3 percent  (international  production increased 7 percent) to 1.107 million
     barrels per day (BPD),  reflecting  increased production from operations in
     Kazakhstan, Indonesia, offshore eastern Canada and West Africa.
o    Worldwide Reserves Replacement. Chevron's 1998 worldwide net proved barrels
     of oil and equivalent gas (OEG) reserves additions exceeded  production for
     the  sixth   consecutive  year.  The  worldwide  net  proved  OEG  reserves
     replacement   was  about  109  percent  for  1998,   excluding   sales  and
     acquisitions.
o    Caspian Sea Region.  Total liquids production from the Tengiz field in 1998
     averaged  188,000  BPD,  an  increase  of  21  percent  over  1997  average
     production of 155,000 BPD.  Production  in December  1998 averaged  218,000
     BPD.  Local  government   approvals  were  secured  in  December  1998  and
     construction  will  begin  in 1999  on the  Caspian  Pipeline  Consortium's
     pipeline that will deliver crude oil from the Tengiz Field in Kazakhstan to
     the Black Sea port of Novorossiysk.
o    West Africa  Exploration and Production.  During 1998, Chevron made its
     third and fourth  commercial  discoveries in deepwater Angola Block 14,
     where first  production is expected later in 1999. The four discoveries
     in Block 14 have an estimated 3 billion barrels of potential  reserves.
     Production  in Block 0 in  Angola,  in which  Chevron  has a 39 percent
     interest,  reached  a  record  510,000  BPD  in  1998.  New  production
     commenced during the year at the South Nemba and Lomba fields in Angola
     and from the Dibi, Ewan, Gbokoda and Opolo oil fields in Nigeria.
o    Other  International  Exploration  and  Production.  The company signed
     agreements to explore in Qatar and Bahrain  during the first quarter of
     1998.  In the same  quarter,  production  began at the  Moran  and Gobe
     fields in Papua New Guinea. New production  commenced in August 1998 at
     the  Britannia  gas and  condensate  field in the U.K.  North  Sea.  In
     December,  Chevron announced it had executed a purchase  agreement with
     Rutherford-Moran  Oil Corporation,  which owns a 46 percent interest in
     Block  B8/32 in the Gulf of  Thailand.  While not yet  finalized,  this
     entry into Southeast Asia may lead to other  attractive  investments in
     the area.
o    Deepwater  Gulf of Mexico.  Chevron  acquired 66  additional  deepwater
     tracts at federal lease sales during the year, furthering its intent to
     be a major  participant  in the  development of the Gulf's deep waters.
     The company's  deepwater  inventory consisted of 428 tracts at year-end
     1998.  Construction  and  installation of production  facilities at the
     company's first  deepwater Gulf of Mexico  operation,  Genesis,  neared
     completion.  Chevron is the unit  operator  with a 57  percent  working
     interest  in Genesis  and  expects  production  to commence in February
     1999. Another of the company's deepwater projects,  Gemini, is expected
     to begin production later in 1999.

     Total  revenues  in 1998 were $30.6  billion,  down 27  percent  from $42.0
billion in 1997.  Fourth quarter  revenues of $7.3 billion were 29 percent lower
than 1997  fourth  quarter  revenues  of $10.3  billion.  Revenues  for the year
declined on lower  crude oil,  natural gas and  refined  product  prices.  These
factors were  mitigated  partially  by  increased  U.S.  refined  product  sales
volumes. The company's exit from the U.K. refining and marketing business in the
fourth quarter 1997 caused



                                      -3-



approximately  27  percent of the  annual  decrease  and about 22 percent of the
quarterly decrease in total revenues.


                           Exploration and Production
                           --------------------------  

U.S. Exploration and Production
- -------------------------------
$ Millions                       Fourth Quarter                    Year      
                               -----------------            -----------------
                                1998         1997             1998       1997
                               -----        -----           ------      -----
Operating Earnings              $106         $268             $381      $ 972
Special Items                    (34)          (3)             (16)        29
                               -----        -----           ------     ------
         Net Income            $  72         $265             $365     $1,001
                               =====        =====           ======     ======


     U.S.  exploration and production  operating  earnings declined for the year
and fourth quarter, mainly due to lower crude oil and natural gas production and
sales realizations.  Partially  offsetting the earnings declines in both periods
were lower operating and exploration expenses.  Operating earnings in the fourth
quarter  1998 also  benefited  by  approximately  $30  million,  primarily  from
aggregate net gains from a number of property sales.
     For the year,  the company's  average crude oil  realization  of $11.42 per
barrel was $6.26, or 35 percent, lower than the $17.68 averaged for 1997. In the
fourth quarter,  average realizations were $10.45, down $6.81 or 39 percent from
$17.26  per  barrel  in the  prior-year  quarter.  Average  natural  gas  prices
decreased $.40 to $2.02 per thousand cubic feet (MCF) for the year and decreased
$.78 to $1.99 per MCF in the fourth quarter, from comparable 1997 periods.
     Net liquids production for the year averaged 325,000 BPD, down from 343,000
BPD in 1997.  Fourth quarter 1998 production  averaged  306,000 BPD, down 37,000
BPD compared with the prior-year  fourth quarter.  Net natural gas production in
1998 averaged  1.739 billion cubic feet per day, down about 6 percent from 1997.
For the 1998 fourth quarter, natural gas production averaged 1.661 billion cubic
feet per day, down from 1.779 billion in the year-earlier  quarter. The declines
in liquids and natural gas production  primarily  reflect normal field declines,
lost  production  from the  September  1998  storms  in the Gulf of  Mexico  and
property sales.
     Special  items in the  fourth  quarter  1998  included  charges  for  asset
write-downs and other charges  associated  with the company's  planned exit from
offshore  California  upstream activities and a provision for litigation issues.
These were partially  offset by a net gain from a producing  property sale and a
benefit from reversals of certain environmental remediation reserves. Net income
for the year  also  included  a gain  from the sale of an  additional  producing
property earlier in the year.

International Exploration and Production
- ----------------------------------------
$ Millions                     Fourth Quarter                     Year         
                             -----------------           ------------------
                              1998        1997            1998         1997
                             -----       -----           -----       ------
Operating Earnings            $209        $265            $717       $1,197
Special Items                   (7)         (4)            (10)          55
                             -----       -----           -----       ------
            Net Income        $202        $261            $707       $1,252
                             =====       =====           =====       ======

     International  exploration  and production  earnings  declined in 1998 as a
result  of  depressed  crude  oil  prices,  although  international   production
increased  during  the year and  fourth  quarter  compared  with the  prior-year
periods.  For the year  1998,  net  liquids  production  increased  7 percent to
782,000



                                      -4-



BPD.  Fourth  quarter  1998 liquids  production  was 849,000 BPD, up 14 percent,
compared  with the 1997  quarter.  Operations in  Kazakhstan,  offshore  eastern
Canada, Indonesia, Angola and Congo were the principal sources of the annual and
quarterly  increases.  Net natural gas production increased about 14 percent for
the year to 654  million  cubic feet (MMCF) per day in 1998 and about 37 percent
to 774 MMCF per day in the 1998  fourth  quarter.  Net  natural  gas  production
increases for the year and quarter  occurred in the United  Kingdom,  due to the
August  1998  start-up  of  production  at the  Britannia  field,  as well as in
Indonesia and Nigeria.  Partially  offsetting  these  increases were  production
declines in western Canada.
     For  the  ninth  consecutive  year,  net  production  and  proved  reserves
increased,  reflecting  the  company's  success  in  growing  its  international
upstream  operations.  In 1998, the company estimated it replaced 149 percent of
its international  oil and gas production  through additions to proved reserves.
Further  production  increases  are  expected in 1999 as new  developments  come
on-stream  in West Africa and from  production  increases at the Tengiz field in
Kazakhstan.
     Special items for the 1998 fourth quarter income included charges for asset
write-downs  and from LIFO  valuation  losses,  partially  offset  by  favorable
prior-year  tax  adjustments.  For the year,  net income also included a special
charge  for  the  deferred  tax  effects  from  the  exchange  of  international
exploration and production  properties and additional  favorable  prior-year tax
adjustments.  Included  in  these  prior-year  tax  adjustments  is a  favorable
cumulative  effect of $32 million  from the change in  accounting  for  Canadian
deferred  income taxes,  effective  January 1, 1998. The company  restated first
quarter 1998 earnings for the cumulative effect of this change.
     Earnings  for the year 1998  included  net  foreign  currency  gains of $29
million,  compared with gains of $77 million for the year 1997. Earnings for the
fourth quarter 1998 included  foreign  currency  losses of $2 million,  compared
with gains of $43 million for the 1997 period.  These items primarily  reflected
currency rate swings of the U.S. dollar relative to the Australian dollar.

                     Refining, Marketing and Transportation
                     -------------------------------------- 
U.S. Refining, Marketing and Transportation
- -------------------------------------------
$ Millions                       Fourth Quarter                    Year
                               ------------------           ------------------
                                1998         1997            1998         1997
                               -----        -----           -----        -----
Operating Earnings              $162         $174            $633         $662
Special Items                    (48)         (18)            (61)         (61)
                               -----        -----           -----        -----
             Net Income         $114         $156            $572         $601
                               =====        =====           =====        =====

     Operating earnings for U.S. refining,  marketing and transportation in 1998
declined  slightly  after a strong  year in 1997.  Declines  in refined  product
margins and the effects on earnings of Hurricane  Georges were partially  offset
by decreases  in operating  expenses  and  increases in refined  products  sales
volumes.
     Refined  product sales  volumes  increased by 4 percent to 1,243,000 BPD in
1998;  fourth quarter 1998 volumes also increased by 4 percent to 1,212,000 BPD.
Most of the  increases  in the 1998  periods  reflected  higher  gasoline  sales
volumes, including branded gasoline sales, which were up 7 percent and 5 percent
for the quarter and full year, respectively.
     For 1998,  U.S.  refined product sales  realizations  declined $6.56, or 23
percent,  to $22.37 per barrel.  Fourth quarter  realizations  declined about 25
percent compared with the 1997 quarter.



                                      -5-



     Fourth quarter 1998 net income  included  special  charges arising from the
write-down for  transportation  facilities related to the company's planned exit
from offshore California  production operations and provisions for environmental
remediations. Special items for the year 1998 included additional provisions for
environmental remediation.

International Refining, Marketing, and Transportation
- -----------------------------------------------------
$ Millions                             Fourth Quarter               Year      
                                    -----------------       -----------------
                                     1998        1997         1998       1997
                                    -----       -----        -----      -----
Operating (Losses) Earnings         $ (91)       $133         $123       $367
Special Items                         (27)          6          (95)       (69)
                                    -----       -----        -----      -----
            Net (Loss) Income       $(118)       $139        $  28       $298
                                    =====       =====        =====      =====


     International refining,  marketing and transportation  operational earnings
decreased  significantly  for the fourth  quarter and year 1998  relative to the
comparable 1997 periods.  Operational  earnings included foreign currency losses
of $80  million  and $82  million  for the year 1998 and  fourth  quarter  1998,
respectively.  The comparable 1997 periods  included  foreign  currency gains of
$169 million and $166 million,  respectively.  Operating  earnings in the fourth
quarter  also  included  a charge  of about $40  million  for  Caltex  inventory
adjustments.
       Operating  results for Caltex  included  foreign  currency  losses of $79
million for the year and $78  million for the  quarter,  compared  with  foreign
currency gains of $177 million and $158 million for the respective 1997 periods.
The most  significant  changes  occurred in  operations  of Caltex's  Korean and
Japanese affiliates.  Caltex's operating earnings improved slightly for the year
1998 over 1997, due to stronger earnings in Korea,  while operating  earnings in
the fourth quarter of both years were about the same. This  comparison  excludes
the  effects  of  foreign  currency  gains or  losses in both  years and  higher
aggregate  charges  in  1997  for  inventory   adjustments  and  provisions  for
uncollectible accounts receivable in Asia.
     During the fourth quarter 1997, the company withdrew from the U.K. refining
and marketing business.  Excluding the 1997 sales volumes from this discontinued
business,  refined product sales volumes for the year were  essentially  flat at
784,000 BPD. For the fourth quarter 1998, sales volumes declined by 6 percent to
765,000  BPD  compared  with  sales  for the same  period in 1997.  Declines  in
international trading and Canadian refined products sales volumes were partially
offset by increases from Caltex's operations.
     Earnings for international  refining,  marketing and  transportation in the
fourth  quarter 1998 included  special  charges from last-in,  first-out  (LIFO)
inventory adjustments,  mostly from Caltex operations,  and for an environmental
remediation  reserve.  For the year 1998,  earnings included special charges for
the  company's  share of Caltex's  costs of  restructuring  its  management  and
administrative   functions  and  the  associated  relocation  to  Singapore.  In
addition,  net income  included a charge of $25 million from Caltex's  adoption,
effective January 1, 1998, of a new accounting standard -- SOP 98-5,  "Reporting
on the Costs of Start-up  Activities."  The company  restated first quarter 1998
earnings for the effect of the implementation of this new accounting standard.




                                      -6-





                                    Chemicals
                                    ---------

Chemicals                          Fourth Quarter                  Year      
- ---------                        ----------------           ----------------
$ Millions                        1998       1997            1998       1997
                                 -----      -----           -----      -----
Operating Earnings                $ 22      $  41            $151       $224
Special Items                      (24)        22             (29)         4
                                 -----      -----           -----      -----
             Net (Loss) Income    $ (2)     $  63            $122       $228
                                 =====      =====           =====      =====

     Operating  earnings  for the year 1998  declined  compared  with  1997,  as
product  margins  continued  to decline  from price  decreases  in  response  to
industry over-capacity and the effects on demand from the Asian economic crisis.
Lower  earnings  from equity  affiliates,  primarily as a result of a sale of an
equity investment in the fourth quarter 1997, also contributed to the decline in
earnings.
     Fourth  quarter  1998  net  income  included   special  charges  for  asset
write-offs and an unfavorable LIFO inventory  adjustment.  Special items for the
year also included an environmental remediation provision.

                                    All Other
                                    ---------
All Other                           Fourth Quarter                Year  
- ---------                           ---------------          ----------------
$ Millions                           1998     1997            1998       1997
                                    -----    -----           -----      -----
Operating Earnings (Losses)         $  95     $(74)           $(60)     $(242)
Special Items                          68       65             242        118
                                    -----    -----           -----      -----
            Net Income (Loss)        $163     $ (9)           $182      $(124)
                                    =====    =====           =====      =====

     Excluding  special  items,  1998 net charges for All Other  declined to $60
million  compared  with net  charges  of $242  million  in 1997.  For the fourth
quarter 1998, All Other provided a net benefit of $95 million, compared with net
charges of $74 million in the fourth quarter 1997.
     Operating  earnings from the  company's  coal  operations  increased by $36
million and $31 million for the year 1998 and fourth quarter 1998 to $77 million
and $39 million,  respectively.  Sales volumes improved at most of the company's
mines.  In addition,  favorable  adjustments of about $20 million,  primarily to
depreciation expense and reserves for certain claims, occurred during the fourth
quarter of 1998.  The company  expects to reach an  agreement on the sale of its
coal business during early 1999.
     Included in the fourth quarter 1998  operating  earnings for the balance of
All Other were net  benefits  totaling  approximately  $80  million,  consisting
mainly of tax-related  credits  connected  with the  utilization of capital loss
benefits,  various other  tax-related  adjustments,  and the receipt of proceeds
from  favorable  insurance  settlements,  partially  offset by  higher  interest
expenses and lower interest income.
     Special items for the fourth  quarter 1998 included a favorable  prior-year
tax adjustment,  partially offset by an environmental remediation provision. For
the year,  additional  prior-year tax  adjustments and the proceeds from several
insurance  settlements  related  to  environmental  cost  recovery  claims  were
partially  offset  by  charges  related  to the  outsourcing  of  the  company's
mainframe  computer  and  telecommunications  operations  and the  write-off  of
certain desktop computer equipment.




                                      -7-



                      Capital and Exploratory Expenditures
                      ------------------------------------
     Capital and  exploratory  expenditures,  including the  company's  share of
affiliates'  expenditures,  were $5.314 billion for the year 1998, compared with
$5.541 billion spent in 1997.  Fourth quarter  expenditures  were $1.499 billion
and $1.740  billion in 1998 and 1997,  respectively.  In 1998,  exploration  and
production  spending  totaled $3.262  billion,  of which 60 percent was spent in
international areas.
     The company recently  announced its 1999 capital and exploratory  budget of
$5.1 billion,  $200 million  lower than 1998  expenditures.  Approximately  $3.7
billion of this funding will relate to key  exploration  and  production  growth
projects,  with approximately $2.6 billion earmarked for international  upstream
areas.


       Cautionary Statement Relevant to Forward-Looking Information
       for the Purpose of "Safe Harbor" Provisions of the Private
                Securities Litigation Reform Act of 1995.

Some  of the  items  discussed  in this  earnings  release  are  forward-looking
statements  relating  to  Chevron's  operations  that are based on  management's
current  expectations,  estimates and projections about the petroleum,  chemical
and other industries,  in which the company operates. The statements included in
this release are not guarantees of future performance and involve certain risks,
uncertainties  and  assumptions  that are  difficult to predict.  These  include
potential  changes  in crude oil,  natural  gas and other  commodity  prices and
potential delays or other changes in work and repairs  schedule.  Actual results
could differ materially from management's estimates.

********************************************************************************
Note to the reader:  Net income for 1998 and  special  items  reported  for 1998
included a net  benefit  of $7  million  from the  cumulative  effects  from the
implementation  of accounting  changes,  effective  January 1, 1998. The company
restated its first quarter 1998 earnings to reflect these changes. Page 3 of the
attached schedules provides  preliminary restated income statements and earnings
by segments for the  year-to-date  periods ending March 31, 1998,  June 30, 1998
and September 30, 1998.

# # #

1/25/99



                                      -8-




                                      CHEVRON CORPORATION - FINANCIAL REVIEW                                   -1-
                                  (MILLIONS OF DOLLARS EXCEPT PER-SHARE AMOUNTS)

CONSOLIDATED STATEMENT OF INCOME (unaudited) Year Ended Fourth Quarter December 31, -------------------------------------------------------- REVENUES: 1998 1997 1998 (2) 1997 ---------- ----------- ---------- ---------- Sales and Other Operating Revenues (1) $ 7,177 $ 9,712 $ 29,956 $ 40,583 Income from Equity Affiliates (66) 153 228 688 Other Income 184 390 386 679 ---------- ----------- ---------- ---------- 7,295 10,255 30,570 41,950 ---------- ----------- ---------- ---------- COSTS AND OTHER DEDUCTIONS: Purchased Crude Oil and Products 3,358 4,599 14,036 20,223 Operating Expenses 1,160 1,303 4,834 5,280 Selling and Administrative Expenses 456 496 1,352 1,533 Exploration Expenses 117 205 478 493 Depreciation, Depletion and Amortization 646 657 2,320 2,300 Taxes Other Than on Income (1) 1,128 1,512 4,424 6,307 Interest and Debt Expense 109 85 405 312 ---------- ----------- ---------- ---------- 6,974 8,857 27,849 36,448 ---------- ----------- ---------- ---------- INCOME BEFORE INCOME TAX EXPENSE 321 1,398 2,721 5,502 Income Tax Expense (110) 523 745 2,246 ---------- ----------- ---------- ---------- NET INCOME $ 431 $ 875 $ 1,976 $ 3,256 ========== =========== ========== ========== PER-SHARE AMOUNTS Earnings - Basic $ .66 $ 1.33 $ 3.02 $ 4.97 Earnings - Diluted $ .66 $ 1.33 $ 3.01 $ 4.95 Dividends $ .61 $ .58 $ 2.44 $ 2.28 Average Common Shares Outstanding (000's) - Basic 654,076 658,249 654,858 656,306 - Diluted 656,237 660,826 657,076 658,403
NET INCOME BY MAJOR OPERATING AREA Year Ended (unaudited) Fourth Quarter December 31, -------------------------------------------------------- 1998 1997 1998 1997 ---------- ----------- ---------- ---------- Exploration and Production United States $ 72 $ 265 $ 365 $ 1,001 International 202 261 707 1,252 ---------- ----------- ---------- ---------- Total Exploration and Production 274 526 1,072 2,253 ---------- ----------- ---------- ---------- Refining, Marketing and Transportation United States 114 156 572 601 International (118) 139 28 298 ---------- ----------- ---------- ---------- Total Refining, Marketing and Transportation (4) 295 600 899 ---------- ----------- ---------- ---------- Chemicals (2) 63 122 228 All Other (3) (4) 163 (9) 182 (124) ---------- ----------- ---------- ---------- NET INCOME $ 431 $ 875 $ 1,976 $ 3,256 ========== =========== ========== ========== (1) Includes consumer excise taxes $ 956 $ 1,326 $ 3,769 $ 5,574 (2) See page 3 for restatements of 1998 periods for the company's share of the cumulative effect of Caltex's implementation, effective January 1, 1998, of a new accounting standard - SOP 98-5, "Reporting on the Costs of Start-up Activities" and the cumulative effect from a change in the company's method of applying an accounting principle relating to Canadian deferred income taxes, effective January 1, 1998. (3) Renamed in connection with the fourth quarter 1998 implementation of SFAS 131, "Disclosures about Segments of an Enterprise and Related Information". (4) "All Other" includes interest expense, interest income on cash and marketable securities, corporate center costs, coal operations, real estate and insurance activities.
CHEVRON CORPORATION - FINANCIAL REVIEW -2- (MILLIONS OF DOLLARS) Year Ended SPECIAL ITEMS BY MAJOR OPERATING AREA Fourth Quarter December 31, ------------------------------------- -------------------------------------------------------- (unaudited) 1998 1997 1998 (1) 1997 --------- --------- ------------ --------- U. S. Exploration and Production $ (34) $ (3) $ (16) $ 29 International Exploration and Production (7) (4) (10) 55 U. S. Refining, Marketing and Transportation (48) (18) (61) (61) International Refining, Marketing and Transportation (27) 6 (95) (69) Chemicals (24) 22 (29) 4 All Other (2) (3) 68 65 242 118 --------- --------- --------- --------- Total Special Items $ (72) $ 68 $ 31 $ 76 ========= ========= ========= ========= Year Ended SUMMARY OF SPECIAL ITEMS Fourth Quarter December 31, ------------------------ -------------------------------------------------------- (unaudited) 1998 1997 1998 1997 --------- --------- --------- --------- Asset Dispositions $ 29 $ 156 $ (9) $ 183 Asset Write-offs and Revaluations (91) (78) (159) (86) Environmental Remediation Provisions (21) - (39) (35) Prior-Year Tax Adjustments 81 54 271 152 Restructurings & Reorganizations - (60) (43) (60) LIFO Inventory (Losses) Gains (25) 5 (25) 5 Other, Net (45) (9) 35 (83) --------- --------- --------- --------- Total Special Items $ (72) $ 68 $ 31 $ 76 ========= ========= ========= ========= FOREIGN EXCHANGE GAINS (LOSSES) $ (81) $ 205 $ (57) $ 246 ------------------------------- EARNINGS BY MAJOR OPERATING AREA EXCLUDING SPECIAL ITEMS --------------------------------------------------- Year Ended (unaudited) Fourth Quarter December 31, -------------------------------------------------------- 1998 1997 1998 1997 --------- --------- --------- --------- Exploration and Production United States $ 106 $ 268 $ 381 $ 972 International 209 265 717 1,197 --------- --------- --------- --------- Total Exploration and Production 315 533 1,098 2,169 --------- --------- --------- --------- Refining, Marketing and Transportation United States 162 174 633 662 International (91) 133 123 367 --------- --------- --------- --------- Total Refining, Marketing and Transportation 71 307 756 1,029 --------- --------- --------- --------- Chemicals 22 41 151 224 All Other (2) (3) 95 (74) (60) (242) --------- --------- --------- --------- Earnings Excluding Special Items 503 807 1,945 3,180 Special Items (72) 68 31 76 --------- --------- --------- --------- Net Income $ 431 $ 875 $ 1,976 $ 3,256 ========= ========= ========= ========= (1) See page 3 for restatements of 1998 periods for the company's share of the cumulative effect of Caltex's implementation, effective January 1, 1998, of a new accounting standard - SOP 98-5, "Reporting on the Costs of Start-up Activities" and the cumulative effect from a change in the company's method of applying an accounting principle relating to Canadian deferred income taxes, effective January 1, 1998. (2) "All Other" includes interest expense, interest income on cash and marketable securities, corporate center costs, coal operations, real estate and insurance activities. (3) Renamed in connection with the fourth quarter 1998 implementation of SFAS 131, "Disclosures about Segments of an Enterprise and Related Information".
CHEVRON CORPORATION - FINANCIAL REVIEW -3- RESTATEMENT OF 1998 RESULTS (MILLIONS OF DOLLARS EXCEPT PER-SHARE AMOUNTS) CONSOLIDATED STATEMENT OF INCOME (unaudited) Three Months Ended Six Months Ended Nine Months Ended REVENUES: March 31,1998 June 30,1998 September 30,1998 ------------------- ----------------- -------------------- Sales and Other Operating Revenues (1) $ 7,464 $ 15,218 $ 22,779 Income from Equity Affiliates (2) 126 281 294 Other Income 38 98 202 --------------- ----------------- ------------------ 7,628 15,597 23,275 --------------- ----------------- ------------------ COSTS AND OTHER DEDUCTIONS: Purchased Crude Oil and Products 3,635 7,184 10,678 Operating Expenses 1,206 2,561 3,674 Selling and Administrative Expenses 253 529 896 Exploration Expenses 101 235 361 Depreciation, Depletion and Amortization 554 1,111 1,674 Taxes Other Than on Income (1) 1,011 2,151 3,296 Interest and Debt Expense 94 193 296 --------------- ----------------- ------------------ 6,854 13,964 20,875 --------------- ----------------- ------------------ INCOME BEFORE INCOME TAX EXPENSE 774 1,633 2,400 Income Tax Expense (3) 267 549 855 --------------- ----------------- ------------------ NET INCOME $ 507 $ 1,084 $ 1,545 =============== ================= ================== PER-SHARE AMOUNTS Earnings - Basic $ .78 $ 1.66 $ 2.36 Earnings - Diluted $ .77 $ 1.65 $ 2.35 Dividends $ .61 $ 1.22 $ 1.83 Average Common Shares Outstanding (000's) - Basic 654,871 655,167 655,122 - Diluted 657,128 657,503 657,359 NET INCOME BY MAJOR OPERATING AREA (2) (3) (4) - ---------------------------------- (unaudited) Three Months Ended Six Months Ended Nine Months Ended March 31,1998 June 30,1998 September 30,1998 ------------------- ----------------- -------------------- Exploration and Production United States $ 106 $ 191 $ 293 International 133 344 505 --------------- ----------------- ------------------ Total Exploration and Production 239 535 798 --------------- ----------------- ------------------ Refining, Marketing and Transportation United States 45 270 458 International 76 192 146 --------------- ----------------- ------------------ Total Refining, Marketing and Transportation 121 462 604 --------------- ----------------- ------------------ Chemicals 63 110 124 All Other (5) 84 (23) 19 --------------- ----------------- ------------------ NET INCOME $ 507 $ 1,084 $ 1,545 =============== ================= ================== (1) Includes consumer excise taxes $ 852 $ 1,840 $ 2,813 (2) Amounts have been restated for the company's share of the cumulative effect of Caltex's implementation, effective January 1, 1998, of a new accounting standard - SOP 98-5, "Reporting on the Costs of Startup Activities." (3) Amounts have been restated for the cumulative effect from the change in the company's method of applying an accounting principle relating to Canadian deferred income taxes, effective January 1, 1998. (4) Renamed in connection with the fourth quarter 1998 implementation of SFAS 131, "Disclosures about Segments of an Enterprise and Related Information". (5) "All Other" includes interest expense, interest income on cash and marketable securities, corporate center costs, coal operations, real estate and insurance activities.
CHEVRON CORPORATION - FINANCIAL REVIEW -4- Year Ended CAPITAL AND EXPLORATORY EXPENDITURES (1) Fourth Quarter December 31, - ------------------------------------ ------------------------------------------------------------ (millions of dollars) 1998 1997 1998 1997 ----- ----- ----- ----- United States Exploration and Production $ 336 $ 385 $ 1,320 $ 1,659 Refining, Marketing and Transportation 179 266 654 520 Chemicals 115 120 385 470 Other 56 65 223 140 ---------- ---------- ---------- ---------- Total United States 686 836 2,582 2,789 ---------- ---------- ---------- ---------- International Exploration and Production 545 626 1,942 1,956 Refining, Marketing and Transportation 205 214 431 602 Chemicals 63 64 359 194 ---------- ---------- ---------- ---------- Total International 813 904 2,732 2,752 ---------- ---------- ---------- ---------- Worldwide $ 1,499 $ 1,740 $ 5,314 $ 5,541 ========== ========== ========== ========== OPERATING STATISTICS (1) NET LIQUIDS PRODUCTION (MB/D): United States 306 343 325 343 International 849 743 782 731 ---------- ---------- ---------- ---------- Worldwide 1,155 1,086 1,107 1,074 ========== ========== ========== ========== NET NATURAL GAS PRODUCTION (MMCF/D): United States 1,661 1,779 1,739 1,849 International 774 567 654 576 ---------- ---------- ---------- ---------- Worldwide 2,435 2,346 2,393 2,425 ========== ========== ========== ========== SALES OF NATURAL GAS (2) (MMCF/D): United States 3,039 3,625 3,275 3,400 International 1,588 1,397 1,476 1,209 ---------- ---------- ---------- ---------- Worldwide 4,627 5,022 4,751 4,609 ========== ========== ========== ========== SALES OF NATURAL GAS LIQUIDS (2) (MB/D): United States 137 144 130 133 International 36 80 52 69 ---------- ---------- ---------- ---------- Worldwide 173 224 182 202 ========== ========== ========== ========== SALES OF REFINED PRODUCTS (MB/D): United States 1,212 1,164 1,243 1,193 International 765 889 787 886 ---------- ---------- ---------- ---------- Worldwide 1,977 2,053 2,030 2,079 ========== ========== ========== ========== REFINERY INPUT (MB/D): United States 697 933 869 933 International 472 556 475 565 ---------- ---------- ---------- ---------- Worldwide 1,169 1,489 1,344 1,498 ========== ========== ========== ========== CHEMICALS SALES & OTHER OPERATING REVENUES (millions of dollars) (3) United States $ 604 $ 742 $ 2,592 $ 3,045 International 200 155 635 588 ---------- ---------- ---------- ---------- Worldwide $ 804 $ 897 $ 3,227 $ 3,633 ========== ========== ========== ========== (1) Includes interest in affiliates. (2) Restated to include affiliate's 1997 volumes. (3) Includes sales to other Chevron companies.