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)    December 27, 1996
                                                    ---------------------



                               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




On December 27, 1996, the following news release was issued:


                     UNOCAL BEGINS STOCK REPURCHASE PROGRAM
                     --------------------------------------

     El Segundo,  Calif., Dec. 27, 1996 -- Unocal Corporation today said it will
begin its previously announced common stock repurchase program.

     The common  shares will be  repurchased  through  open market or  privately
negotiated transactions at the discretion of company management,  depending upon
financial  and market  conditions  or as otherwise  permitted  under  applicable
rules.

     The company's  board of directors has  authorized  the  repurchase of up to
$400  million  of the  company's  stock.  If the  entire  authorized  amount  is
repurchased,  it would  represent  about 4 percent of Unocal's  outstanding  250
million shares of common stock, based on the current market price.

     "We believe our common stock is undervalued at this time, given our
potential to grow the business," said Roger C. Beach,  Unocal chairman and chief
executive  officer.  "The  repurchase  of our shares  represents  an  attractive
investment  opportunity  for  Unocal,  as well as a valuable  tool for  building
stockholder value."

     The  company had said that it would use the net  proceeds  from the sale of
its  West  Coast  refining,   marketing  and  transportation   assets  to  Tosco
Corporation to fund the stock repurchase  program, as well as to reduce Unocal's
overall debt and invest in new growth projects.  The company expects the sale to
close in the first quarter 1997.  Until closing,  the stock  repurchase  program
will be funded from other sources of cash.

     Beach  noted  that  if  new,  attractive  investment  opportunities  become
available, the stock repurchase and debt paydown programs could be affected.





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: December 30, 1996                By:  CHARLES S. MCDOWELL
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                                            Charles S. McDowell,
                                            Vice President and Comptroller




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