April 12, 1999

To:    Employees with Unocal Stock in the Unocal Savings
       Plan

From:  Brigitte M. Dewez, Corporate Secretary

Re:    Delivery of 1998 Annual Report and 1999 Proxy
       Statement


This e-mail provides links to Unocal's 1999 proxy
statement and 1998 annual report.

Each of you has access to public folders in Outlook
and/or Unocal's intranet.  Should you have any problem
accessing the documents, your local I.S. contact will
help you.

Click here to view the documents posted in a public
folder in Outlook:
[Icon labeled "Annual ReportProxy.xnk" appears here]

or

Click here to view the documents posted on the
intranet:
http://st.unocal.com/76/ar98/uspdocs.htm

A proxy card to vote your Savings Plan shares for this
year's annual meeting is scheduled to arrive at your
home address within the next three weeks through the
U.S. mail.  If you have requested hard copies of the
proxy statement and annual report (by e-mail or fax to
David Whitehurst), those will be mailed to you as well.

Your vote is important.  When your proxy card comes in
the mail, please mark your vote, sign the card, and
return it to the independent proxy tabulator,
ChaseMellon Shareholder Services.  A postage-paid
return envelope will be provided.  The proxy tabulator
will keep your vote confidential.

Thank you for your attention to this important matter.


April 12, 1999

To:       Employees with Restricted Stock

From:     Brigitte M. Dewez, Corporate Secretary

Re:       Delivery of 1998 Annual Report and 1999 Proxy
          Statement


This e-mail provides links to Unocal's 1999 proxy
statement and 1998 annual report.

Each of you has access to public folders in Outlook
and/or Unocal's intranet.  Should you have any problem
accessing the documents, your local I.S. contact will
help you.

Click here to view the documents posted in a public
folder in Outlook:
[Icon labeled "Annual ReportProxy.xnk" appears here]

or

Click here to view the documents posted on the
intranet:
http://st.unocal.com/76/ar98/uspdocs.htm

A proxy card to vote your restricted stock for this
year's annual meeting is scheduled to arrive at your
home address within the next three weeks through the
U.S. mail.  If you have requested hard copies of the
proxy statement and annual report (by e-mail or fax to
David Whitehurst), those will be mailed to you as well.

Your vote is important.  When your proxy card comes in
the mail, please mark your vote, sign the card, and
return it to the independent proxy tabulator,
ChaseMellon Shareholder Services.  A postage-paid
return envelope will be provided.  The proxy tabulator
will keep your vote confidential.

Thank you for your attention to this important matter.