CHEVRON CORP — Capital/Financing Update 2009

Feb 27, 2009

FWP 1 dfwp.htm FREE WRITING PROSPECTUS Free Writing Prospectus

Filed Pursuant to Rule 433

Registration Statement No. 333-141138

February 27, 2009

Final Term Sheet

Dated February 26, 2009

Issuer:	Chevron Corporation
Title:	3.450% Notes Due 2012
Aggregate Principal Amount Offered:	$1,500,000,000
Maturity Date:	March 3, 2012
Coupon:	3.450%
Ratings:	Aa1 (stable) / AA (stable)
Interest Payment Dates:	March 3 and September 3 of each year, commencing September 3, 2009
Benchmark Treasury:	1.375% due February 15, 2012
Benchmark Treasury Yield:	1.502%
Spread to Benchmark Treasury:	+195 bps
Re-offer Yield	3.452%
Public Offering Price:	Per Note: 99.994%; Total: $1,499,910,000
Optional Redemption:	Make-whole call at the Adjusted Treasury Rate identified in the Prospectus Supplement plus 0.30%
Settlement Date:	March 3, 2009
CUSIP:	166751 AK3
Denomination:	$2,000 and increments of $1,000 in excess thereof
Joint Book-Running Managers:	Barclays Capital Inc. Morgan Stanley & Co.
Incorporated
Senior Co-Managers:	Citigroup Global Markets Inc. Greenwich Capital Markets, Inc. J.P.Morgan Securities Inc.
Co-Managers:	BNP Paribas Securities Corp.
	Calyon Securities (USA) Inc.
	Deutsche Bank Securities Inc.
	Mitsubishi UFJ Securities International plc
	Mizuho Securities USA Inc.
	RBC Capital Markets Corporation
	SG Americas Securities, LLC
	Standard Chartered Bank
	Blaylock Robert Van, LLC
	Guzman & Company
	Loop Capital Markets, LLC
	The Williams Capital Group, L.P.
	Mitsubishi UFJ Securities International plc is not a U.S. registered broker-dealer and, therefore, to the extent that it intends to effect any sales of the notes in the United States, it will do so
through one or more U.S. registered broker-dealers as permitted by the Financial Industry Regulatory Authority regulations.
	Standard Chartered Bank is not a U.S. registered broker-dealer and, therefore, does not intend to effect any sales of the notes in the United States.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-227-2275 (ext. 2663) or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.

Final Term Sheet

Dated February 26, 2009

Issuer:	Chevron Corporation
Title:	3.950% Notes Due 2014
Aggregate Principal Amount Offered:	$2,000,000,000
Maturity Date:	March 3, 2014
Coupon:	3.950%
Ratings:	Aa1 (stable) / AA (stable)
Interest Payment Dates:	March 3 and September 3 of each year, commencing September 3, 2009
Benchmark Treasury:	1.75% due January 31, 2014
Benchmark Treasury Yield:	2.041%
Spread to Benchmark Treasury:	+195 bps
Re-offer Yield	3.991%
Public Offering Price:	Per Note: 99.816%; Total: $1,996,320,000
Optional Redemption:	Make-whole call at the Adjusted Treasury Rate identified in the Prospectus Supplement plus 0.30%
Settlement Date:	March 3, 2009
CUSIP:	166751 AH0
Denomination:	$2,000 and increments of $1,000 in excess thereof
Joint Book-Running Managers:	Barclays Capital Inc. Morgan Stanley & Co.
Incorporated
Senior Co-Managers:	Citigroup Global Markets Inc. Greenwich Capital Markets, Inc. J.P.Morgan Securities Inc.
Co-Managers:	BNP Paribas Securities Corp.
	Calyon Securities (USA) Inc.
	Deutsche Bank Securities Inc.
	Mitsubishi UFJ Securities International plc
	Mizuho Securities USA Inc.
	RBC Capital Markets Corporation
	SG Americas Securities, LLC
	Standard Chartered Bank
	Blaylock Robert Van, LLC
	Guzman & Company
	Loop Capital Markets, LLC
	The Williams Capital Group, L.P.
	Mitsubishi UFJ Securities International plc is not a U.S. registered broker-dealer and, therefore, to the extent that it intends to effect any sales of the notes in the United States, it will do so
through one or more U.S. registered broker-dealers as permitted by the Financial Industry Regulatory Authority regulations.
	Standard Chartered Bank is not a U.S. registered broker-dealer and, therefore, does not intend to effect any sales of the notes in the United States.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-227-2275 (ext. 2663) or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.

Final Term Sheet

Dated February 26, 2009

Issuer:	Chevron Corporation
Title:	4.950% Notes Due 2019
Aggregate Principal Amount Offered:	$1,500,000,000
Maturity Date:	March 3, 2019
Coupon:	4.950%
Ratings:	Aa1 (stable) / AA (stable)
Interest Payment Dates:	March 3 and September 3 of each year, commencing September 3, 2009
Benchmark Treasury:	2.75% due February 15, 2019
Benchmark Treasury Yield:	3.004%
Spread to Benchmark Treasury:	+195 bps
Re-offer Yield	4.954%
Public Offering Price:	Per Note: 99.969%; Total: $1,499,535,000
Optional Redemption:	Make-whole call at the Adjusted Treasury Rate identified in the Prospectus Supplement plus 0.30%
Settlement Date:	March 3, 2009
CUSIP:	166751 AJ6
Denomination:	$2,000 and increments of $1,000 in excess thereof
Joint Book-Running Managers:	Barclays Capital Inc. Morgan Stanley & Co.
Incorporated
Senior Co-Managers:	Citigroup Global Markets Inc. Greenwich Capital Markets, Inc. J.P.Morgan Securities Inc.
Co-Managers:	Banc of America Securities LLC
	BNP Paribas Securities Corp.
	Calyon Securities (USA) Inc.
	Deutsche Bank Securities Inc.
	Mitsubishi UFJ Securities International plc
	Mizuho Securities USA Inc.
	RBC Capital Markets Corporation
	SG Americas Securities, LLC
	Standard Chartered Bank
	Blaylock Robert Van, LLC
	Guzman & Company
	Loop Capital Markets, LLC
	The Williams Capital Group, L.P.
	Mitsubishi UFJ Securities International plc is not a U.S. registered broker-dealer and, therefore, to the extent that it intends to effect any sales of the notes in the United States, it will do so
through one or more U.S. registered broker-dealers as permitted by the Financial Industry Regulatory Authority regulations.
	Standard Chartered Bank is not a U.S. registered broker-dealer and, therefore, does not intend to effect any sales of the notes in the United States.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering in the United States to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering in the United States. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-227-2275 (ext. 2663) or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.