Exhibit 5.1

                       [Pillsbury Winthrop LLP letterhead]

                                                                 April 10, 2001


Chevron Corporation
575 Market Street
San Francisco, CA 94105


         Re:      Registration Statement on Form S-4 (File Number 333-54240)


Ladies and Gentlemen:

     We are acting as counsel for Chevron Corporation, a Delaware corporation
("Chevron"), in connection with the registration under the Securities Act of
1933, as amended, of: (a) the shares of common stock, par value $0.75 per share,
of Chevron, all of which are authorized but heretofore unissued shares, issuable
to holders of common stock, par value $3.125 per share, of Texaco Inc., a
Delaware corporation ("Texaco"), pursuant to an Agreement and Plan of Merger,
dated as of October 15, 2000 (the "Merger Agreement"), by and among Chevron,
Keepep Inc., a Delaware corporation and wholly-owned subsidiary of Chevron, and
Texaco and (b) the Chevron Preferred Stock Purchase Rights that will be attached
to and represented by the certificates issued for shares of Chevron's common
stock (which Preferred Stock Purchase Rights have no market value independent of
Chevron's common stock, to which they are attached). In this regard we have
participated in the preparation of a Registration Statement on Form S-4 relating
to such shares of Common Stock. Such Registration Statement, as amended, and
including any registration statement related thereto and filed pursuant to Rule
462(b) under the Securities Act (a "Rule 462(b) registration statement") is
herein referred to as the "Registration Statement."

     We are of the opinion that the shares of common stock to be issued by the
Company (including any shares of common stock registered pursuant to a Rule
462(b) registration statement) have been duly authorized and, when issued and
delivered pursuant to the terms of the Merger Agreement, will be legally issued,
fully paid and nonassessable.

     We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Registration Statement and in the Proxy Statement/Prospectus
included therein.

                                                     Very truly yours,


                                                     /s/ Pillsbury Winthrop LLP

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