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Glass Lewis Make Recommendation to Unocal Stockholders

Unocal LogoUnocal Corporation have said that Glass Lewis & Co. and Proxy Governance, Inc., independent proxy advisory firms, have recommended that Unocal stockholders vote for the merger with Chevron Corporation at the special meeting of Unocal stockholders scheduled for 10 August 2005.

The recommendation is consistent with that of Institutional Shareholder Services, which on 1 August 2005, recommended that stockholders of Unocal vote in favor of the Chevron merger.

In its 2 August 2005, report, Glass Lewis stated, "The Unocal board pursued a rigorous sale process: it engaged multiple interested in parties after being approached by China National Offshore Oil Company Ltd. (CNOOC) in December 2004 and retained independent legal and financial experts to assist the board in its process. We commend the board for its responsiveness."

In making its recommendation, Glass Lewis concluded that "after considering the fair valuation, the lengthy evaluation conducted by the Unocal board as well as the fact that CNOOC has withdrawn its bid, we believe that the proposed agreement with Chevron warrants shareholder approval. Accordingly, we recommend that shareholders vote FOR this proposal."

In its report published today, Proxy Governance also said that it supports the Chevron transaction. The report said, "The merger appears to be joining two companies with complementary assets, and we feel that the forecast synergies appear to be attainable, which would help to improve the financial performance of the combined company."

Commenting on the recommendations, Charles R. Williamson, Unocal chairman and chief executive officer, said, "The fact that ISS, Glass Lewis and Proxy Governance have recommended that our stockholders vote in favor of the Unocal/Chevron merger reaffirms the board's view that the merger with Chevron is in the best interest of Unocal stockholders. Unocal and its board continue to urge all stockholders to follow these recommendations and vote for the merger with Chevron."

Find out more about:
Unocal Corporation
Chevron Corporation
China National Offshore Oil Corporation (CNOOC)
ISS (Institutional Shareholder Services)
Glass Lewis & Co.
Proxy Governance, Inc.

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Posted 04/08/05

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