SUPPLEMENTAL PENSION PLAN
OF TEXACO INC.
The Supplemental Pension Plan of Texaco Inc. ("Supplement 1"), adopted by Resolution of the Board of
Directors dated June 26, 1975, is established and maintained by Texaco Inc. (the "Company") for the purpose of
providing benefits to certain management or highly compensated employees of Texaco Inc., its subsidiaries and
affiliates (collectively the "Affiliated Group") who participate in or have participated in a qualified retirement plan
either within or outside of the United States ("Qualified Plan(s)"), such as the Retirement Plan of Texaco Inc. (the
"Retirement Plan") or the Thrift Plan of Texaco Inc. (the "Thrift Plan"), but whose benefits under such Qualified
Plan have been limited, as described herein, by governmental legislation, regulation, administrative or judicial
decisions and interpretations or any other jurisdictional limitation imposed on such Qualified Plan which the
Company specifically decides to supplement through this Supplement 1.
The terms and provisions of Supplement 1 are set forth below.
ARTICLE I - DEFINITIONS
1.1 "Affiliated Group" means Texaco Inc. and its subsidiaries and affiliates, as designated by the Plan
Administrator to participate in Supplement 1. Subsidiary shall mean any company or business entity in which
more than 50% of the voting stock, capital interest or profit-share is directly or indirectly owned or controlled by
the Company. Affiliated Company shall mean any company or
business entity in which at least 10% but no more than 50% of the voting stock, capital interest, or profit-share is
owned directly or indirectly by the Company.
1.2 "Board" means the Board of Directors of Texaco Inc. or such Committee or individual as designated by the
1.3 "Code" means the Internal Revenue Code of 1986 as amended from time to time and any Treasury
Regulation or pronouncements relating thereto.
1.4 "Company" means Texaco Inc., a Delaware corporation, or any successor corporation or other