As filed with the Securities and Exchange Commission on November 8, 2001 Registration No. 33-31148 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 -------------------- TEXACO INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation or organization) 74-1383447 (I.R.S. Employer Identification No.) 2000 WESTCHESTER AVENUE WHITE PLAINS, NY 10650 (914) 253-4000 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) LYDIA I. BEEBE VICE PRESIDENT & CORPORATE SECRETARY 575 MARKET STREET SAN FRANCISCO, CA 94105 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies to: Ruth Modisette, Esq. David M. Koeninger, Esq. Pillsbury Winthrop LLP 50 Fremont Street San Francisco, California 94105 -------------------- ================================================================================
TERMINATION OF REGISTRATION This Post-Effective Amendment No. 2 relates to the Registration Statement on Form S-3, Registration No. 33-31148, filed on September 26, 1989, pertaining to shares of the Registrant's common stock. The undersigned Registrant hereby removes and withdraws from registration all securities registered pursuant to this Registration Statement which remain unissued. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, the Registrant has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Francisco, State of California, on November 7, 2001. TEXACO INC. By: /s/ Lydia I. Beebe -------------------------------------- Lydia I. Beebe Vice President and Corporate Secretary