EXHIBIT 23.2

                       CONSENT OF INDEPENDENT ACCOUNTANTS

We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statement of Ultramar  Diamond Shamrock  Corporation on Form S-8 (No.  333-27701
and any existing  amendments  thereto) of our report dated June 24, 1997,  as it
pertains to the financial  statements as of and for the year ended  December 31,
1996 of the Ultramar  Diamond Shamrock  Corporation  401(k)  Retirement  Savings
Plan,  appearing  on page 4 of this Form 11-K for the year  ended  December  31,
1997.




/s/ PRICE WATERHOUSE LLP

Houston, Texas
June 22, 1998