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): October 28, 2003



                          Tesoro Petroleum Corporation
             (Exact name of registrant as specified in its charter)



               Delaware                      1-3473                  95-0862768
     (State or other jurisdiction   (Commission File Number)      (IRS Employer
           of incorporation)                                 Identification No.)



              300 Concord Plaza Drive                            78216-6999
                San Antonio, Texas                               (Zip Code)
     (Address of principal executive offices)




       Registrant's telephone number, including area code: (210) 828-8484




Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits

         (a)      Financial statements of businesses acquired.

                  Not applicable.

         (b)      Pro forma financial information.

                  Not applicable.

         (c)      Exhibits.

                    99.1 Press  Release  issued on  October  28,  2003 by Tesoro
                         Petroleum Corporation


Item  9.  Regulation FD Disclosure

     On October 28, 2003 Tesoro  issued a press  release  (the "Press  Release")
announcing that the Company's  subsidiary,  Tesoro Marine  Services,  LLC signed
Asset  Purchase  Agreements  to sell  substantially  all of its Marine  Services
assets.  In addition,  the Company indicated that it still expects to exceed the
current  First Call  consensus  for third  quarter  earnings.  The  foregoing is
qualified by reference  to the Press  Release  which is filed as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated herein by reference.

     This Press Release contains certain  statements that are  "forward-looking"
statements  within the meaning of Section 27A of the  Securities Act of 1933 and
Section  21E of the  Securities  Exchange  Act of  1934.  These  forward-looking
statements contain expectations with respect to the company's third quarter 2003
earnings.  For  information  concerning  factors  that could  cause  differences
between actual results and forward-looking  statements, see the company's annual
report on Form 10-K and quarterly reports on Form 10-Q filed with the Securities
and Exchange Commission.




                                   SIGNATURES






     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.


Date:    October 28, 2003


                               TESORO PETROLEUM CORPORATION




                               By:      /s/ Gregory A. Wright
                                   ---------------------------------------------
                                            Gregory A. Wright
                                           Senior Vice President
                                         and Chief Financial Officer



                                Index to Exhibits


Exhibit Number                                   Description


         99.1              Press Release issued on October 28, 2003 by Tesoro
                           Petroleum Corporation.