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:  June 27, 1994



                     UNOCAL CORPORATION
        ---------------------------------------
   (Exact name of registrant as specified in its charter)



             Delaware               1-8483              95-3825062
- - -------------------------------------------------------------------------
 (State or other jurisdiction of   (Commission      (I.R.S. Employer
incorporation or organization)      File Number)     Identification No.)




1201 West Fifth Street, Los Angeles, California           90017
- - -------------------------------------------------------------------
 (Address of principal executive offices)             (Zip Code)




Registrant's telephone number, including area code:   (213)  977-7600






Item 5.   Other Events


          (1)  On June 27, 1994, the following news release was issued:


                  UNOCAL REORGANIZATION EMPHASIZES GROWTH
                 -----------------------------------------
                                     
     Los Angeles, June 27 -- Unocal Corporation's board of directors today
approved a major reorganization of the company's management and created a
new 76 Products Company.  The organizational changes will become effective
July 1.
     The reorganization creates an office of the chief executive officer,
headed by Roger C. Beach, Unocal's current chief executive officer.  Beach
will also have responsibility for the operations of the company.
     Joining Beach in the office of the CEO will be John F. Imle, Jr., who
becomes president of the company to direct growth opportunities, and Neal
E. Schmale, who was named the company's new chief financial officer.
     "Unocal's new organization focuses on achieving excellence in three
critical activities -- operations, growth, and finance -- instead of along
business lines," said Roger C. Beach, Unocal chief executive officer.  "We
must excel in all of these areas in order to compete successfully in the
future."
     "The three critical activities are closely linked," Beach said.  "As
we continue to drill off our inventory of attractive development
opportunities, we will need to find and develop new oil and gas resources
to continue growing.
     "To fund this growth program, we must remain a low-cost producer in
our existing operating businesses and pursue new avenues of financing to
secure funding above our traditional sources."
     Beach went on to say that the new organization increases Unocal's
focus on a select number of high-quality growth opportunities that will
bring added value to the stockholders.  "We`re widely recognized as a
highly efficient energy producer," said Beach.  "The new organization will
help us preserve and strengthen our competitive advantage.  Today, we're
looking at some of the best growth opportunities we've seen in decades.
These opportunities require maximum attention and effort."
     Beach pointed out the company has attractive overseas development
opportunities as well as a highly disciplined exploration program.

                                     1


OPERATIONS
- - -----------
     In the new organization, Beach will have four group vice presidents
who will oversee the company's operations.
     Jack W. Schanck, 42, who was previously vice president of Worldwide
Exploration, will become group vice president for Oil and Gas Operations.
Darcel Hulse, 47, who has been vice president for Geothermal Resources and
Power Generation, will become group vice president, Geothermal and Power
Operations.  L. E. "Ed" Scott, 51, will move from vice president, Petroleum
Supply and Transportation, to group vice president, Diversified Businesses.
     As part of the reorganization, Beach will establish a new 76 Products
Company that will give Unocal's West Coast refining and marketing
operations greater financial flexibility and will position the downstream
business to become consistently profitable.
     Lawrence M. Higby, 49, formerly executive vice president for marketing
of the Los Angeles Times, will be group vice president and  president of
the new 76 Products Company.
     Higby has been with Times-Mirror Company since 1986, directing the
marketing and sales organizations for that company's newspaper and cable
television operations.  Previously, he held senior marketing positions with
Pepsico's Taco Bell and Pepsi-Cola USA operations.

GROWTH
- - ------
     Imle, 53, will focus on the company's growth opportunities and
strategies.  His portfolio will include worldwide petroleum exploration,
commercialization of oil, gas and power projects, joint ventures with other
firms, business development, and marketing of natural gas and other
hydrocarbons, technology and operations support, and process
technology development and sales.

FINANCE
- - -------
     Schmale, 47,  will guide the company's finance activities including
the treasury, comptroller, tax and risk management groups.  He succeeds
Thomas B. Sleeman, 62, who is retiring after 40 years with the company.
     "Financing will be extremely important for Unocal as we proceed with
large oil and gas development projects in Thailand, Myanmar, and the
Caspian Sea, as well as geothermal projects in Indonesia," Beach said.  "At
the same time, we're continuing to aggressively pursue other attractive
development opportunities."

                                     2


STAFF SUPPORT
- - -------------
     Under the new corporate organization staff support activities such as
human resources, planning, health-environment-safety, and employee
development will be consolidated and centrally coordinated, but primarily
based at the business unit.
     "By reorganizing staff support, we can gain efficiency through
centralized coordination and decentralized implementation so we can put the
support personnel closer to their customers," Beach said.
     Beach said the new organizational development department will focus on
employee recruitment, training and development, as well as succession
planning and career pathing.
                                     
                                     
     _________________________________________________________________
                                     
                                     
                                     
                                 SIGNATURE
          
          
Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.



                                      UNOCAL CORPORATION
                                      -------------------
                                        (Registrant)




                                 by:  CHARLES S. MCDOWELL
                                      --------------------
                                      (Charles S. McDowell,
                                       Vice President and Comptroller)






Dated:  June 27, 1994

                                     3