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PENNZOIL PLANS OFFERING OF DEBENTURES EXCHANGEABLE INTO CHEVRON SHARES

 HOUSTON, Oct. 4 /PRNewswire/ -- Pennzoil Co. (NYSE: PZL) announced it would offer $250 million principal amount of a new series of debentures exchangeable at the option of the holders into shares of Chevron Corp. (NYSE: CHV) common stock owned by Pennzoil. Underwriters will also be granted over-allotment options to purchase an additional $37.5 million of the new debentures.
 The proceeds of the offering will be used to reduce debt.
 James L. Pate, president and chief executive officer, said that the planned transaction will effectively "monetize" a portion of Pennzoil's investment in Chevron Corp. common stock. Pennzoil currently owns 17,194,100 shares of Chevron Corp. common stock, or approximately 5.3 percent, of which 4,784,518 shares are reserved for exchange for $402.5 million principal amount of Pennzoil exchangeable debentures issued in January of 1993.
 The planned underwriting will be managed in the U.S. by Lehman Brothers, Merrill Lynch & Co. and Smith Barney Shearson Inc. and outside the U.S. by Lehman Brothers International, Merrill Lynch International Limited and Smith Barney Shearson Inc.
 This announcement does not constitute an offer to sell or the solicitation of an offer to buy. An offering of these securities will only be made by means of a prospectus, which may be obtained by contacting the U.S. underwriters or international managers.
 -0- 10/4/93
 /CONTACT: Robert Harper of Pennzoil Co., 713-546-8536/
 (PZL CHV)


CO: Pennzoil Co.; Chevron Corp. ST: Texas IN: OIL SU: OFR

SM -- NY090 -- 8488 10/04/93 15:48 EDT
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Publication:PR Newswire
Date:Oct 4, 1993
Words:254
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