INFORMATION REQUIRED IN PROXY STATEMENT
                            SCHEDULE 14A INFORMATION
                    Proxy Statement Pursuant to Section 14(a)
                     of the Securities Exchange Act of 1934

Filed by the  Registrant  November  20, 2000   [X]
Filed by a Party other than the Registrant   [_]
Check the appropriate box:
[_]      Preliminary Proxy Statement
[_]      Confidential, for Use of the Commission Only (as permitted by Rule
         14a-6(e)(2))
[_]      Definitive Proxy Statement
[_]      Definitive Additional Materials
[X]      Soliciting Material Under Rule 14a-12

                                   Texaco Inc.
                (Name of Registrant as Specified in Its Charter)

    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]    No fee required.

[_]    Fee computed on table below per Exchange Act Rules  14a-6(i)(1) and 0-11.
       (1)    Title of each class of securities to which transaction applies:

       (2)    Aggregate number of securities to which transaction applies:

       (3)    Per unit price or other underlying value of transaction computed
              pursuant to Exchange Act Rule 0-11:

       (4)    Proposed maximum aggregate value of transaction:

       (5)    Total fee paid:

[_]    Fee paid previously with preliminary materials.

[_]    Check box if any part of the fee is offset as provided  by  Exchange  Act
       Rule  0_11(a)(2) and identify the filing for which the offsetting fee was
       paid previously.  Identify the previous filing by registration  statement
       number, or the Form or Schedule and the date of its filing.
       (1)    Amount Previously Paid:

       (2)    Form, Schedule or Registration Statement No.:

       (3)    Filing Party:

       (4)    Date Filed:





         Except for the historical  and present  factual  information  contained
herein,  the matters set forth in this filing,  including  statements  as to the
expected  benefits  of the merger such as  efficiencies,  cost  savings,  market
profile and financial strength,  and the competitive ability and position of the
combined  company,  and other statements  identified by words such as "expects,"
"projects,"  "plans," and similar  expressions  are  forward-looking  statements
within the meaning of the "safe  harbor"  provisions  of the Private  Securities
Litigation Reform Act of 1995. These  forward-looking  statements are subject to
risks and  uncertainties  that may cause  actual  results to differ  materially,
including the possibility  that the anticipated  benefits from the merger cannot
be fully  realized,  the possibility  that costs or difficulties  related to the
integration  of our  businesses  will be greater  than  expected,  the impact of
competition  and other risk factors  relating to our  industry as detailed  from
time to time in each of  Chevron's  and  Texaco's  reports  filed  with the SEC.
Chevron and Texaco disclaim any  responsibility to update these  forward-looking
statements.

         Chevron  and Texaco  will file a proxy  statement/prospectus  and other
relevant  documents  concerning the proposed  merger  transaction  with the SEC.
Investors  are  urged to read the  proxy  statement/prospectus  when it  becomes
available and any other relevant  documents filed with the SEC because they will
contain important information.  You will be able to obtain the documents free of
charge at the website maintained by the SEC at www.sec.gov. In addition, you may
obtain documents filed with the SEC by Chevron free of charge by requesting them
in writing from Chevron Corporation, 575 Market Street, San Francisco, CA 94105,
Attention:  Corporate  Secretary,  or by  telephone at (415)  894-7700.  You may
obtain  documents filed with the SEC by Texaco free of charge by requesting them
in writing from Texaco Inc., 2000  Westchester  Avenue,  White Plains,  New York
10650, Attention: Secretary, or by telephone at (914) 253-4000.

         Chevron  and  Texaco,  and their  respective  directors  and  executive
officers,  may be deemed to be participants in the  solicitation of proxies from
the   stockholders  of  Chevron  and  Texaco  in  connection  with  the  merger.
Information  about the  directors  and  executive  officers of Chevron and their
ownership of Chevron  stock is set forth in the proxy  statement  for  Chevron's
2000  annual  meeting  of  stockholders.  Information  about the  directors  and
executive officers of Texaco and their ownership of Texaco stock is set forth in
the proxy statement for Texaco's 2000 annual meeting of stockholders.  Investors
may obtain additional  information  regarding the interests of such participants
by reading the proxy statement/prospectus when it becomes available.

                                      * * *

[Presentation  material  from the Analyst  Briefing held on October 16, 2000 and
revised as of November 16, 2000]
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Global R&M Business
                                       1


Combined Portfolio
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(WORLD MAP)

(Content:  World map showing Chevron, Texaco and Caltex Marketing areas and
Refineries.)

(Adjusted year-end 1999 refinery capacities shown:
North America 1,560 MBD,  Europe 320 MBD,  Africa 130 MBD, Asia Pacific 720 MBD,
Central & South America 80 MBD.)

(Two bar charts embedded showing combined refinery capacity and product sales in
1H00. Total refinery capacity shown to be slightly less than 3,000 MBD and sales
slightly more than 5,000 MBD.)

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