Exhibit 24.3

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS:

     WHEREAS, Chevron Texaco Corporation, a Delaware corporation (the
"Corporation"), contemplates filing with the Securities and Exchange Commission
at Washington, D.C., under the provisions of the Securities Act of 1933, as
amended, and the regulations promulgated thereunder, a Registration Statement
on Form S-8 (and amendments thereto, including post-effective amendments).

     WHEREAS, the undersigned is an officer or director, or both, of the
Corporation.

     NOW, THEREFORE, the undersigned hereby constitutes and appoints LYDIA I.
BEEBE, TERRY MICHAEL KEE, PATRICIA L. TAI, WALKER C. TAYLOR, or any of them,
his or her attorneys-in-fact and agents, with full power of substitution and
resubstitution, for such person and in his or her name, place and stead, in any
and all capacities, to sign the aforementioned Registration Statement (and any
and all amendments thereto, including post-effective amendments) and to file the
same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully as to all intents and purposes he or she might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, or their substitutes, may lawfully do and cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand this
8th day of May, 2003.




                                          /s/     JOHN S. WATSON
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