Exhibit 99

                      CAUTIONARY STATEMENT FOR PURPOSES OF
                         THE "SAFE HARBOR" PROVISIONS OF
              THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Unocal desires to take advantage of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995, as embodied in Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended, and is including this statement in this report in order
to do so.

This report contains forward-looking statements and from time to time in the
future the Company's management or other persons acting on the Company's behalf
may make, in both written publications and oral presentations, additional
forward-looking statements to inform investors and other interested persons of
the Company's estimates and projections of, or increases or decreases in,
amounts of future revenues, prices, costs, earnings, cash flows, capital
expenditures, assets, liabilities and other financial items. Certain statements
may also contain estimates and projections of future levels of, or increases or
decreases in, crude oil and natural gas reserves and related finding and
development costs, potential resources, production and related lifting costs,
sales volumes and related prices, and other statistical items; plans and
objectives of management regarding the Company's future operations, projects,
products and services; and certain assumptions underlying such estimates,
projections, plans and objectives. Such forward-looking statements are generally
accompanied by words such as "estimate", "projection", "plan", "target", "goal",
"forecast", "believes", "expects", "anticipates" or other words that convey the
uncertainty of future events or outcomes.

While such forward-looking statements are made in good faith, forward-looking
statements and their underlying assumptions are by their nature subject to
certain risks and uncertainties and their outcomes will be influenced by various
operating, market, economic, competitive, credit, environmental, legal and
political factors. Certain of such factors, set forth elsewhere in this report,
are important factors that could cause actual results to differ materially from
those expressed in the forward-looking statements. See the discussions of the
decline in production from the Company's Muni field in the Gulf of Mexico under
"Exploration and Production--North America--U.S. Lower 48--Gulf of Mexico Shelf
and Onshore (Excluding Pure Resources, Inc.)" in combined Item 1 and 2 -
"Business and Properties" of this report; the discussions of the negotiations
with respect to the levels of natural gas and crude oil production from the Gulf
of Thailand and natural gas contract prices under "Exploration and
Production--International--Thailand" in Items 1 and 2 and under
Outlook--Thailand" above in Management's Discussion and Analysis of Financial
Condition and Results of Operations ("MD&A"); the discussion of the effort by
the Company's Philippine Geothermal, Inc., subsidiary to settle a contract
dispute under "Geothermal and Power Operations" in Items 1 and 2; the discussion
of negotiations, legal issues and related uncertainties involving the Company's
patents for formulations of cleaner-burning gasolines under "Patents" in Items 1
and 2 and under "Outlook--Other Matters" above in MD&A; the discussions under
"Government Regulations" and "Environmental Regulations" in Items 1 and 2; the
discussions of certain lawsuits and claims, including tax matters, in "Item
3--Legal Proceedings" and in note 22 to the consolidated financial statements in
Item 8 of this report, which note also contains a discussion of certain other
contingent liabilities and commitments; the presentation and discussion of the
Company's estimated 2002 capital expenditures under "Financial
Condition--Capital Expenditures" above in MD&A; the discussion of the Company's
need to borrow to meet a portion of its projected 2002 cash requirements,
together with the available sources of borrowings and the related importance of
maintaining the Company's investment-grade credit ratings, under "Long-term Debt
and Other Financial Commitments" above in MD&A; the discussion of various of the
Company's financial and other obligations and commitments under "Long-term Debt
and Other Financial Commitments" above in MD&A; the discussion of the Company's
critical accounting policies and practices under "Critical Accounting and Other
Policies" above in MD&A; the discussions of the Company's reserves for and
possible additional costs of remediation and other environment-related
expenditures and expenses under "Environmental Matters" above in MD&A and in
notes 18 and 22 to the consolidated financial statements; the discussion of the
anticipated continued volatility of energy prices in 2002 under "Outlook" above
in MD&A; the assumptions underlying the Company's forecasts of its 2002
aggregate oil and gas production levels and after-tax earnings per share under
"Outlook" above in MD&A; the Company's sublease of its Discoverer Spirit
drillship to a third party and the party's responsibility for the lease payments
during the sublease period under "Outlook--U.S. Lower 48" above in MD&A, in note
5 to the consolidated financial statements and under "Other Matters" in note 22
to the consolidated financial statements; the discussion of the outstanding
receivables balance due for sales of

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natural gas and condensate to Petrobangla under "Outlook--Bangladesh" above in
MD&A; the discussions of the outstanding receivables balance due related to the
Company's Indonesian geothermal and power operations under "Outlook--Geothermal
and Power Operations" above in MD&A and under "Concentrations of Credit Risk"
in note 27 to the consolidated financial statements; the discussion of the
negotiations with the purchaser of the Company's agricultural products business
involving various aspects of the transaction and the obligations of the parties
under the purchase and sale agreement for the business under
"Outlook--Other Matters" above in MD&A; the discussion under "Future Accounting
Changes" above in MD&A; and the discussions of the risks associated with the
Company's use of derivative financial instruments in its hedging and trading
activities under Item 7A "Quantitative and Qualitative Disclosures about Market
Risk" of this report and in note 27 to the consolidated financial statements.

Set forth below are additional important factors (but not necessarily all of
such factors) that could cause actual results to differ materially from those
expressed in the forward-looking statements.

Commodity Prices

A decline in the prices for crude oil, natural gas or other hydrocarbon
commodities sold by the Company could have a material adverse effect on the
Company's results of operations, on the quantities of crude oil and natural gas
that could be economically produced from its fields, and on the quantities and
economic values of its proved reserves and potential resources. Such adverse
pricing scenarios could result in write-downs of the carrying values of the
Company's properties, which could materially adversely affect the Company's
financial condition, as well as its results of operations.

Exploration and Production Risks

The amounts of the Company's future crude oil and natural gas reserves and
production will also be affected by its ability to replace declining reservoirs
in existing fields with new reserves through its exploration and development
programs and through acquisitions. The ability of the Company to replace
reserves will depend not only on its ability to obtain acreage and contracts in
the countries in which it currently operates, as well as in new countries, and
to delineate prospects which prove to be successful geologically, but also to
drill, find, develop and produce recoverable quantities of oil and gas
economically in the price environment prevailing at the time.

The exploration for oil and gas is a high-risk business in which significant
numbers of dry holes and high associated costs can be incurred in the processes
of seeking commercial discoveries. The Company's exploration and production
activities also are subject to all of the physical risks and uncertainties
normally associated with such activities, including, but not limited to, such
hazards as explosions, fires, blowouts, leaks and spills, some of which may be
very difficult and expensive to control and/or remediate, and damages from
hurricanes, typhoons, monsoons and other severe weather conditions.

The process of estimating quantities of oil and natural gas reserves and
potential resources is inherently uncertain and involves subjective geological,
engineering and economic judgments. Changes in operating conditions, such as
unforeseen geological complexities and drilling and production difficulties, and
changes in economic conditions, such as finding and development and production
costs and sales prices, could cause material downward revisions in the Company's
estimated proved reserves and potential resources.

Projections of future amounts of crude oil and natural gas production are also
imprecise because they rely on assumptions about the future levels of prices and
costs, field decline rates, market demand and supply, the political, economic
and regulatory climates and, in the case of the Company's foreign production,
the terms of the contracts under which the Company operates, which could result
in mandated production cutbacks from existing or projected levels.

A significant portion of the Company's expectation for future oil and gas
development involves large projects, primarily offshore in increasingly deeper
waters. The timing and amounts of production from such projects will be
dependent upon, among other things, the formulation of development plans and
their approval by foreign governmental authorities and other working interest
partners, the receipt of necessary permits and other approvals from governmental
agencies, the obtaining of adequate financing, either internally or

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externally, the availability, costs and performance of drilling rigs and other
equipment, and the timely construction of platforms, pipelines and other
necessary infrastructure by specialized contractors.

Certain Political and Economic Risks

The Company's operations outside of the U.S. are subject to risks inherent in
foreign operations, including, without limitation, the loss of revenues,
property and equipment from hazards such as expropriation, nationalization, war,
insurrection and other political risks, increases in taxes and governmental
royalties or other takes, abrogation or renegotiation of contracts by
governmental entities, changes in laws and policies governing operations of
foreign-based companies, currency conversion and repatriation restrictions and
exchange rate fluctuations, and other uncertainties arising out of foreign
government sovereignty over the Company's international operations. Laws and
policies of the U.S. government affecting foreign trade and taxation may also
adversely affect the Company's international operations.

The Company's ability to market crude oil, natural gas and other commodities
produced in foreign countries, and the prices the Company will be able to obtain
for such production, will depend on many factors which are often beyond the
Company's control, such as the existence or development of markets for its
discoveries, the proximity and capacity of pipelines and other transportation
facilities or the timely construction thereof, fluctuating demand for oil and
natural gas, the availability and costs of competing fuels, and the effects of
foreign governmental regulation of production and sales.

The Company's operations in the U.S. are also subject to political, regulatory
and economic conditions.

In light of the foregoing, investors should not place undue reliance on
forward-looking statements, which reflect management's views only as of the date
they are published or presented. Although the Company from time to time may
voluntarily revise its forward-looking statements to reflect subsequent events
or circumstances, it undertakes no obligation to do so.

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