SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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)        January 24, 2002
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                               UNOCAL CORPORATION
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             (Exact name of registrant as specified in its charter)



                                    Delaware
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                 (State or Other Jurisdiction of Incorporation)



    1-8483                                   95-3825062
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(Commission File Number)                (I.R.S. Employer Identification No.)



2141 Rosecrans Avenue, Suite 4000, El Segundo, California         90245
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(Address of Principal Executive Offices)                       (Zip Code)



                                 (310) 726-7600
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              (Registrant's Telephone Number, Including Area Code)



Item 5.           Other Events.

Unocal Corporation anticipates that its fourth quarter 2001 results will include
an $86 million  non-cash  after-tax  charge for  impairment  of certain  Gulf of
Mexico shelf properties,  due principally to lower commodity prices. Unocal will
also record a $24 million  after-tax  charge for  environmental  and  litigation
matters.

These  negative  special items are partially  offset by a $17 million  after-tax
gain  from the sale of a Gulf of Mexico  production  property  and a $5  million
after-tax gain in mark-to-market accruals for non-hedge commodity derivatives.

Including  special  items,  Unocal  expects  to report a net loss for the fourth
quarter of 2001.

The company expects that fourth quarter adjusted  after-tax  earnings per share,
excluding special items, will be in line with previously announced expectations,
adjusted for lower crude oil and natural gas prices.

Unocal plans to announce its fourth quarter 2001 earnings on January 29 prior to
start of trading on the New York Stock Exchange.


Forward-looking  statements  and  estimates  regarding  projected  earnings  and
operating results in this filing are based on Unocal's current  expectations and
beliefs  and  are   subject  to  a  number  of  known  and  unknown   risks  and
uncertainties.  Actual  results  could differ  materially as a result of factors
discussed in Unocal 's 2000 Annual  Report on Form 10-K and  subsequent  reports
filed with the Commission.

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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, thereunto duly authorized.




                                                 UNOCAL CORPORATION
                                                   (Registrant)




Date:  January 24, 2002                     By:  /s/ JOE D. CECIL
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                                                  Joe D. Cecil
                                                  Vice President and Comptroller

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