On December 5, 2012, Chevron Corporation (the "Corporation") issued $2,000,000,000 in aggregate principal amount of 1.104% Notes Due 2017 (the "2017 Notes") and $2,000,000,000 in aggregate principal amount of 2.355% Notes Due 2022 (the "2022 Notes" and, together with the 2017 Notes, the "Notes"). The Notes were issued pursuant to an Indenture (the "Indenture"), dated as of June 15, 1995, as supplemented by the Third Supplemental Indenture dated as of December 5, 2012 (the "Third Supplemental Indenture"), each being between the Corporation and Wells Fargo Bank, National Association, as trustee (the "Trustee").

On November 28, 2012, the Corporation entered into an Underwriting Agreement (the "Underwriting Agreement") with Barclays Capital Inc., J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein (the "Underwriters"), pursuant to which the Corporation agreed to issue and sell the Notes to the Underwriters. The provisions of the Underwriting Agreement are incorporated herein by reference.

The 2017 Notes will mature on December 5, 2017, and the 2022 Notes will mature on December 5, 2022. The Corporation will pay interest on the Notes semiannually on June 5 and December 5 of each year starting on June 5, 2013. The Corporation will have the right to redeem the Notes in whole or in part at any time prior to maturity at the redemption price described in the Final Prospectus Supplement filed with the Securities and Exchange Commission on November 30, 2012 (Registration No. 333-184777) (the "Final Prospectus Supplement").

The Corporation has filed with the Securities and Exchange Commission a Prospectus dated November 6, 2012 (Registration No. 333-184777), a Preliminary Prospectus Supplement dated November 28, 2012, a Free Writing Prospectus dated November 28, 2012 and the Final Prospectus Supplement in connection with the public offering of the Notes.

The descriptions of the Underwriting Agreement and the Third Supplemental Indenture are qualified in their entirety by the terms of such agreements themselves. Please refer to such agreements, and the form of 2017 Notes and the form of 2022 Notes, each of which is incorporated herein by reference and attached to this report as Exhibits 1.1, 4.1, and 4.2, respectively.

(d) Exhibits.

Number      Exhibit

 1.1        Underwriting Agreement, dated November 28, 2012, among the Corporation
            and Barclays Capital Inc., Morgan Stanley & Co. LLC, and J.P. Morgan
            Securities LLC, as the representatives of the several underwriters
            named therein.

 4.1        Third Supplemental Indenture, dated as of December 5, 2012, between
            Chevron Corporation and Wells Fargo Bank, National Association, as
            trustee.

 4.2        Forms of 1.104% Notes Due 2017 and 2.355% Notes Due 2022 (contained in
            Exhibit 4.1 hereto).

 5.1        Opinion of Pillsbury Winthrop Shaw Pittman LLP.

23.1        Consent of Pillsbury Winthrop Shaw Pittman LLP (contained in their
            opinion filed as Exhibit 5.1 hereto).