Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes þ          No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o          No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ          No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes þ          No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to thisForm 10-K.  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” inRule 12b-2 of the Exchange Act. (Check one):

Indicate by check mark whether the registrant is a shell company (as defined inRule 12b-2 of the Act).    Yes o       No þ

Aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter — $203,659,751,369$132,865,210,015 (As of June 30, 2008)2009)

Notice of the 20092010 Annual Meeting and 20092010 Proxy Statement, to be filed pursuant toRule 14a-6(b) under the Securities Exchange Act of 1934, in connection with the company’s 20092010 Annual Meeting of Stockholders (in Part III)

ThisAnnual Report onForm 10-Kof Chevron Corporation contains forward-looking statements relating to Chevron’s operations that are based on management’s current expectations, estimates and projections about the petroleum, chemicals and other energy-related industries. Words such as “anticipates,” “expects,” “intends,” “plans,” “targets,” “projects,” “believes,” “seeks,” “schedules,” “estimates,” “budgets” and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond the company’s control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. Unless legally required, Chevron undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Among the important factors that could cause actual results to differ materially from those in the forward-looking statements areare: changing crude-oil and natural-gas prices; changing refining, marketing and chemical margins; actions of competitors or regulators; timing of exploration expenses; timing of crude-oil liftings; the competitiveness ofalternate-energy sources or product substitutes; technological developments; the results of operations and financial condition of equity affiliates; the inability or failure of the company’s joint-venture partners to fund their share of operations and development activities; the potential failure to achieve expected net production from existing and future crude-oil and natural-gas development projects; potential delays in the development, construction orstart-up of planned projects; the potential disruption or interruption of the company’s net production or manufacturing facilities or delivery/transportation networks due to war, accidents, political events, civil unrest, severe weather or crude-oil production quotas that might be imposed by OPEC (Organizationthe Organization of Petroleum Exporting Countries);Countries; the potential liability for remedial actions or assessments under existing or future environmental regulations and litigation; significant investment or product changes under existing or future environmental statutes, regulations and litigation; the potential liability resulting from other pending or future litigation; the company’s future acquisition or disposition of assets;assets and gains and losses from asset dispositions or impairments; government-mandated sales, divestitures, recapitalizations, industry-specific taxes, changes in fiscal terms or restrictions on scope of company operations; foreign currencyforeign-currency movements compared with the U.S. dollar; the effects of changed accounting rules under generally accepted accounting principles promulgated byrule-setting bodies; and the factors set forth under the heading “Risk Factors” on pages 30 and 31through 32 in this report. In addition, such statements could be affected by general domestic and international economic and political conditions. Unpredictable or unknown factors not discussed in this report could also have material adverse effects onforward-looking statements.

Chevron Corporation,¹* a Delaware corporation, manages its investments in subsidiaries and affiliates and provides administrative, financial, management and technology support to U.S. and international subsidiaries that engage in fully integrated petroleum operations, chemicals operations, mining operations, power generation and energy services. Exploration and production (upstream) operations consist of exploring for, developing and producing crude oil and natural gas and also marketing natural gas. Refining, marketing and transportation (downstream) operations relate to refining crude oil and converting natural gas into finished petroleum products; marketing crude oil and the many products derived from petroleum; and transporting crude oil, natural gas and petroleum products by pipeline, marine vessel, motor equipment and rail car. ChemicalChemicals operations include the manufacture and marketing of commodity petrochemicals, plastics for industrial uses, and fuel and lubricant oil additives.

A list of the company’s major subsidiaries is presented on pagesE-125E-23 andE-126.E-24. As of December 31, 2008,2009, Chevron had approximately 67,000 employees (including about 5,000 service station employees). Approximately 32,00064,000 employees (including about 4,000 service station employees). Approximately 31,500 employees (including about 3,500 service station employees), or 4849 percent, were employed in U.S. operations.

Petroleum industry operations and profitability are influenced by many factors, and individual petroleum companies have little control over some of them. Governmental policies, particularly in the areas of taxation, energy and the environment, have a significant impact on petroleum activities, regulating how companies are structured and where and how companies conduct their operations and formulate their products and, in some cases, limiting their profits directly. Prices for crude oil, and natural gas, petroleum products and petrochemicals are generally determined by supply and demand for these commodities. However, some governments impose price controls on refined products such as gasoline or diesel fuel. The members of the Organization of Petroleum Exporting Countries (OPEC) are typically the world’s swing producers of crude oil, and their production levels are a major factor in determining worldwide supply. Demand for crude oil and its products and for natural gas is largely driven by the conditions of local, national and global economies, although weather patterns and taxation relative to other energy sources also play a significant part. Seasonality is not a primary driver toof changes in the company’s quarterly earnings during the year.

Strong competition exists in all sectors of the petroleum and petrochemical industries in supplying the energy, fuel and chemical needs of industry and individual consumers. Chevron competes with fully integrated major global petroleum companies, as well as independent and national petroleum companies, for the acquisition of crude oilcrude-oil and natural gasnatural-gas leases and other properties and for the equipment and labor required to develop and operate those properties. In its downstream business, Chevron also competes with fully integrated major petroleum companies and other independent refining, marketing and transportation entities and national petroleum companies in the sale or acquisition of various goods or services in many national and international markets.

Refer to pages FS-2 through FS-8FS-9 of thisForm 10-K in Management’s Discussion and Analysis of Financial Condition and Results of Operations for a discussion of the company’s current business environment and outlook.

Chevron’s primary objective is to create stockholder value and achieve sustained financial returns from its operations that will enable it to outperform its competitors. AsIn the upstream, the company’s strategies are to grow profitably in core areas, build new legacy positions and commercialize the company’s equity natural-gas resource base while growing a foundation for achieving this objective,high-impact global gas business. In the company has establisheddownstream, the following strategies:

The upstream, downstream and chemicals activities of the company and its equity affiliates are widely dispersed geographically, with operations in North America, South America, Europe, Africa, the Middle East, Asia and Australia. Tabulations of segment sales and other operating revenues, earnings and income taxes for the three years ending December 31, 2008,2009, and assets as of the end of 20082009 and 20072008 — for the United States and the company’s international geographic areas — are in Note 911 to the Consolidated Financial Statements beginning onpage FS-38.FS-40. Similar comparative data for the company’s investments in and income from equity affiliates and property, plant and equipment are in Notes 12 and 13 on pages FS-41 to FS-43.FS-43 through FS-45.

Total expenditures for 2009 were $22.2 billion, including $1.6 billion for the company’s share of equity-affiliate expenditures. In 2008 and 2007, expenditures were $22.8 billion including $2.3 billion for Chevron’s share of expenditures by affiliated companies, which did not require cash outlays by the company. In 2007 and 2006, expenditures were $20 billion and $16.6 billion, respectively, including the company’s share of affiliates’ expenditures of $2.3 billion and $1.9 billion in the correspondingboth periods.

Of the $22.8$22.2 billion in expenditures for 2008,2009, about three-fourths, or $17.5$17.1 billion, was related to upstream activities. Approximately the same percentage was also expended for upstream operations in 20072008 and 2006.2007. International upstream accounted for about 7080 percent of the worldwide upstream investment in each of the three years,2009 and about 70 percent in 2008 and 2007, reflecting the company’s continuing focus on opportunities that are available outside the United States.

In 2009,2010, the company estimates capital and exploratory expenditures will be $22.8$21.6 billion, including $1.8$1.6 billion of spending by affiliates. About three-fourths80 percent of the total, or $17.5$17.3 billion, is budgeted for exploration and production activities, with $13.9$13.2 billion of that amount for projects outside the United States.

Refer also to a discussion of the company’s capital and exploratory expenditures onpage FS-11FS-12. and FS-12.

The table on the following page summarizes the net production of liquids and natural gas for 20082009 and 20072008 by the company and its affiliates.

Worldwide oil-equivalent production, including volumes from oil sands (refer to footnote 12 above), was 2.532.7 million barrels per day, downup about 37 percent from 2007.2008. The declineincrease was mostly attributable to damages to facilities caused by September 2008 hurricanesassociated with thestart-up of the Blind Faith and Tahiti fields in the U.S. Gulf of Mexico in late 2008 and the impactsecond quarter 2009, respectively, the commencement of higher prices on certain production-sharingoperations in the third quarter 2008 at the Agbami Field in Nigeria, and variable-royalty agreements outside the United States.expansion at Tengiz in Kazakhstan. Refer to the “Results of Operations” section beginning onpage FS-6 for a detailed discussion of the factors explaining the 2006 — 20082007-2009 changes in production for crude oil and natural gas liquids, and natural gas.

At December 31, 2008,2009, the company owned or had under lease or similar agreements undeveloped and developed oilcrude-oil and gasnatural-gas properties located throughout the world. The geographical distribution of the company’s acreage is shown in the following table.

The company sells crude oil and natural gas from its producing operations under a variety of contractual obligations. Most contracts generally commit the company to sell quantities based on production from specified properties, but some natural gasnatural-gas sales contracts specify delivery of fixed and determinable quantities, as discussed below.

In the United States, the company is contractually committedhas no fixed and determinable delivery commitments to deliver to third parties and affiliates 414 billion cubic feet of natural gas through 2011. The company believes it can satisfy these contracts from quantities available from production of the company’s proved developed U.S. reserves. These contracts include a variety of pricing terms, including both index and fixed-price contracts.third-parties or affiliates.

Outside the United States, the company is contractually committed to deliver to third parties a total of 865821 billion cubic feet of natural gas from 20092010 through 20112012 from Argentina, Australia, Canada, Colombia, Denmark and the Philippines. The sales contracts contain variable pricing formulas that are generally referenced to the prevailing market price for crude oil, natural gas or other petroleum products at the time of delivery. The company believes it can satisfy these contracts from quantities available from production of the company’s proved developed reserves in Argentina, Australia, Colombia, Denmark and the Philippines. The company plans to meet its Canadian contractual delivery commitments of 28 billion cubic feet through third-party purchases.

Refer to Table I onpage FS-62FS-64 for details associated with the company’s development expenditures and costs of proved property acquisitions for 2009, 2008 2007 and 2006.2007.

The table below summarizes the company’s net interest in productive and dry development wells completed in each of the past three years and the status of the company’s development wells drilling at December 31, 2008.2009. A “development well” is a well drilled within the proved area of a crude oilcrude-oil or natural gasnatural-gas reservoir to the depth of a stratigraphic horizon known to be productive.