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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): May 29, 2007

Tesoro Corporation

(Exact name of registrant as specified in its charter)


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


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

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

Not Applicable
(Former name or former address, if
changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On May 29, 2007, Tesoro Corporation (“Tesoro”) issued a press release (the “Press Release”) announcing the closing of its offering of $500 million in aggregate principal amount of its 6¹/2% Senior Notes due 2017 issued pursuant to a private placement and expected to be resold by the initial purchasers under Rule 144A and Regulation S under the Securities Act of 1933. Tesoro used the net proceeds from the Notes offering, together with cash on hand, to repay borrowings under Tesoro’s $700 million 364-day term loan. The 364-day term loan was used to finance, in part, the acquisition of certain assets from Shell Oil Products US. The 364-day term loan was terminated upon repayment. The Press Release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

99.1

Press Release issued on May 29, 2007 by Tesoro Corporation.

SIGNATURES

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

Date: May 29, 2007


	TESORO CORPORATION
	By:	/s/ GREGORY A. WRIGHT
		Gregory A. Wright
		Executive Vice President and Chief Financial Officer

Index to Exhibits


Exhibit Number		Description

99.1		Press Release issued on May 29, 2007 by Tesoro Corporation.

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Investors:
Scott Phipps, Manager, Investor Relations, (210) 283-2882

Media:
Natalie Silva, Manager, Public Relations, (210) 283-2729

Tesoro Closes Offering Of $500 Million 6¹/2% Senior Notes Due 2017

SAN ANTONIO — May 29, 2007 — Tesoro Corporation (“Tesoro”) (NYSE: TSO) announced today the closing of its offering of $500 million in aggregate principal amount of its 6¹/2% Senior Notes due 2017 issued pursuant to a private placement and expected to be resold by the initial purchasers under Rule 144A and Regulation S under the Securities Act of 1933. The Notes have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

Today, Tesoro used the net proceeds from the Notes offering, together with cash on hand, to repay borrowings under Tesoro’s $700 million 364-day term loan. The 364-day term loan was used to finance, in part, the acquisition of certain assets from Shell Oil Products US. The 364-day term loan was terminated upon repayment.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any of these securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

Tesoro Corporation, a Fortune 150 Company, is an independent refiner and marketer of petroleum products. Tesoro operates seven refineries in the western United States with a combined capacity of approximately 660,000 barrels per day. Tesoro’s retail-marketing system includes over 880 branded retail stations, of which over 460 are company owned retail stations.

The foregoing statements regarding the Company’s intentions with respect to the contemplated offering and other transactions described above are forward-looking statements under the Private Securities Litigation Reform Act of 1995, and actual results could vary materially from the statements made. The Company’s ability to complete the offering and other transactions described above successfully is subject to various risks, many of which are outside of its control, including risks and uncertainties as detailed

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from time to time in the reports filed by the Company with the Securities and Exchange Commission.

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