SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MILLER DOUGLAS M (Last) (First) (Middle) UNOCAL CORPORATION 2141 ROSECRANS AVE, SUITE 4000 (Street) EL SEGUNDO CA 90245 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol UNOCAL CORP [ UCL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) VP,Corp. Development
	3. Date of Earliest Transaction (Month/Day/Year) 11/18/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock $1.00 Par Value(1)	11/12/2004		J(2)	V	0.0928	A	$43.8391	13,384.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		S		500	D	$43.22	12,884.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		M		1,225	A	$34.725	14,109.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		M		5,542	A	$27.07	19,651.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		M		299	A	$0.00(3)	19,950.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		M		1,225	A	$32.8125	21,175.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		S		7,500	D	$43.25	13,675.4575	D
Common Stock $1.00 Par Value(1)	11/18/2004		S		492	D	$43.3	13,183.4575	D
Common Stock $1.00 Par Value(1)	09/30/2004		A	V	182.53	A	$0.00(4)	5,499.1	I	Unocal Savings Plan [401(k)]

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (Right to Buy)	$32.8125	11/18/2004		M			2,450	09/25/1996(5)	03/25/2006	Common Stock $1.00 Par Value(1)	2,450(6)	$0.00	0.	D
Option (Right to Buy)	$34.725	11/18/2004		M			1,225	08/12/2002(7)	02/12/2012	Common Stock $1.00 Par Value(1)	1,225	$0.00	6,608	D
Option (Right to Buy)	$27.07	11/18/2004		M			5,542	08/11/2003(8)	02/11/2013	Common Stock $1.00 Par Value(1)	5,542	$0.00	5,541	D

Explanation of Responses:

1. Common Stock has attached Preferred Stock Purchase Rights. If and when the Rights become exercisable, the holders would initially be entitled to purchase one one-hundredth of a share of Series B Junior Participating Preferred stock at a purchase price determined pursuant to the Rights Agreement.

2. Shares acquired upon reinvestment of dividends in Unocal Corporation's Dividend Reinvestment and Common Stock Purchase Plan.

3. Upon exericse of an employee nonqualified stock option covering 2,450 shares at the exercise price of $32.8125 per share, 1,225 shares of unrestricted stock were purchased at the exercise price, and 299 shares of restricted stock were received. The restricted stock is equal in value to the appreciation on 1,225 shares at the fair market value of $43.415 per share.

4. Shares are purchased at prevailing market prices by the trustee of the Unocal Savings Plan

5. The option became exercisable in four equal installments on 9/25/96, 3/25/97, 3/25/98, and 3/25/99.

6. Exercising the option resulted in the purchase of 1,225 shares purchased at the exercise price of $32.8125 per share for the unrestricted portion, and the receipt of 299 shares of restricted stock for the restricted portion.

7. The option becomes exercisable in four equal installments on 8/12/2002, 2/12/2003, 2/12/2004 and 2/12/2005.

8. The option becomes exercisable in four equal installments on 8/11/2003; 2/11/2004; 2/11/2005; and 2/11/2006.

	Paul R. Moore, Asst Secretary, Attorney-in-fact	11/18/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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