CHEVRON CORP — Director's Dealing 2004

Sep 2, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHEVRONTEXACO CORP (CVX)
CIK: 0000093410
Period of Report: 2004-08-31

Reporting Person: O REILLY DAVID J (Director, Chairman of the Board and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-08-31	Common Stock	M	17400	$66.25	Acquired	29897	Direct
2004-08-31	Common Stock	S	17400	$97.00	Disposed	12497	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-08-31	Phantom Stock	$	I	1432	Acquired		Common Stock (1432)	Direct
2004-08-31	Employee Stock Option (right to buy)	$66.25	M	17400	Disposed	2006-10-30	Common Stock (17400)	Direct

Footnotes

F1: The shares of phantom stock awarded under the ChevronTexaco Deferred Compensation Plan for Management Employees become payable, in cash or common stock, at the election of the reporting person, upon the reporting person's termination of service.

F2: 1-for-1

F3: This number includes dividend equivalent accruals under the ChevronTexaco Deferred Compensation Plan for Management Employees.

F4: This transaction is an exercise of an Employee Stock Option and the conversion price is reported in column 2.