EXHIBIT 4



              RESOLUTION FOR RIGHTS PLAN EXTENSION ADOPTED BY THE
                    BOARD OF DIRECTORS ON DECEMBER 15, 1995



RESOLVED, that pursuant  to  the  last  sentence  of  Section  26  of the Rights
     Agreement dated December 16, 1985 (the "Rights Agreement"), between  Tesoro
     Petroleum  Corporation  and  InterFirst  Bank  of Fort Worth, N.A. (now, by
     substitution, Chemical Bank), the Board  of  Directors,  in the name and on
     behalf of the Company, hereby elects to  change  the  Expiration  Date,  as
     defined  in  the  Rights Agreement, to be the close of business on July 24,
     1996.