UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
September 7, 2001
TEXACO INC.
(Exact name of registrant as specified in its charter)
Delaware 1-27 74-1383447
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification Number)
2000 Westchester Avenue, 10650
White Plains, New York (Zip Code)
(Address of principal executive offices)
(914) 253-4000
(Registrant's telephone number, including area code)
Item 5. Other Events
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On September 7, 2001, Texcao Inc. and Chevron Corporation confirmed that the U.
S. Federal Trade Commission (FTC) has approved a consent order for public
comment that will allow the two companies to complete their previously announced
merger. In this connection, the two companies issued a joint press release on
the same day entitled "U. S. Federal Trade Commission Approves Merger of Chevron
and Texaco," a copy of which is attached hereto as Exhibit 99.1 and made a part
hereof. On September 7, 2001, the FTC issued Agreement Containing Consent
Orders, including Decision and Order, Order to Hold Separate and Maintain Assets
and Form of Agreement and Declaration of Trust, to be executed (if and as
required under the Decision and Order) immediately prior to the closing of the
merger, a copy of which is attached hereto as Exhibit 99.2 and made a part
hereof. The companies have also negotiated a Final Judgment, including Order to
Hold Separate, with the attorneys general of twelve U. S. states, a copy of
which is attached hereto as Exhibit 99.3 and made a part hereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(c) Exhibits
99.1 Joint Press Release issued by Texaco Inc. and Chevron
Corporation dated September 7, 2001, entitled "U. S. Federal
Trade Commission Approves Merger of Chevron and Texaco."
99.2 Agreement Containing Consent Orders issued by the FTC on
September 7, 2001, including Decision and Order, Order to Hold
Separate and Maintain Assets and Form of Agreement and
Declaration of Trust, to be executed (if and as required under
the Decision and Order) immediately prior to the closing of
the merger
99.3 Final Judgment State of California, et al., v. Chevron
Corporation and Texaco Inc., filed on September 7, 2001 in the
United States District Court for the Central District of
California, including Order to Hold Separate
SIGNATURES
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.
TEXACO INC.
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(Registrant)
By: /s/ MICHAEL H. RUDY
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(Secretary)
Date: September 12, 2001
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