EXHIBIT 24.2 (B)
 
                               POWER OF ATTORNEY
 
    KNOW ALL MEN BY THESE PRESENTS, that the undersigned, a Director and
President of TEXACO CAPITAL INC., a Delaware corporation (the "Company"), hereby
makes, designates, constitutes and appoints Kjestine M. Anderson and Robert E.
Koch, and each of them, (with full power to act without the other), as his true
and lawful attorneys-in-fact and agents, with full power and authority to act in
any and all capacities for and in the name, place and stead of the undersigned
in connection with the filing of any and all registration statements and all
amendments and post-effective amendments thereto (collectively, "Registration
Statements") under the Securities Act of 1933, as amended, with the Securities
and Exchange Commission, and any and all registrations, qualifications or
notifications under the applicable securities laws of any and all states and
other jurisdictions, with respect to the securities of the Company, of whatever
class, including without limitation thereon the Company's Common Stock, notes,
debentures, bonds, and warrants however offered, sold, issued, distributed,
placed or resold by the Company, by any of its subsidiary companies, or by any
other person or entity that may be required to effect: (a) any such filing, (b)
any primary or secondary offering, sale, distribution, or conversion of the
Company's securities, or (c) any acquisition, merger, reorganization, or
consolidation involving the issuance of the Company's securities.
 
    Without limiting the generality of the foregoing grant of authority, such
attorneys-in-fact and agents, or any of them, are hereby granted full power and
authority, on behalf of and in the name, place and stead of the undersigned, to
execute and deliver all such Registration Statements, and registrations,
qualifications or notifications, execute and deliver any and all such other
documents, and take such other and further action as such attorneys-in-fact and
agents, or either of them, deem necessary or appropriate. The powers and
authorities granted herein to such attorneys-in-fact and agents, and each of
them, also include the full right, power and authority to effect necessary or
appropriate substitutions or revocations. The undersigned hereby ratifies,
confirms, and adopts, as his own act and deed, all action lawfully taken
pursuant to the powers and authorities herein granted by such attorneys-in-fact
and agents, or either of them, or by their respective substitutes. This Power of
Attorney expires by its terms and shall be of no further force and effect on
December 31, 1999.
 
    IN WITNESS WHEREOF, the undersigned has hereunto set his name and seal as of
the 2nd day of November, 1998.
 
                                          Robert C. Gordan