X0202 4 2004-10-29 0001035002 VALERO ENERGY CORP/TX VLO 0001015543 GREEHEY WILLIAM E P.O. BOX 696000 SAN ANTONIO TX 78269-6000 1 1 0 0 COB and CEO Common Stock, $.01 par value 2004-10-29 4 M 0 183334 0 A 3216714 D Common Stock, $.01 par value 2004-10-29 4 D 0 183334 42.45 D 3033380 D phantom stock 2004-10-29 4 M 0 183334 0 D 2004-10-29 2004-10-29 common stock 183334 0 D The reporting person did not purchase or sell any shares of common stock in the settlement of this award. Although the reporting person's phantom stock could be settled only in cash, the SEC has nevertheless taken the position that the cash settlement of phantom stock is reportable on Form 4 in both Table II (as a disposition of the phantom stock derivative security), and Table I (on two lines) as a deemed acquisition and simultaneous disposition of the underlying stock on which the value of the settlement is based. Accordingly, the amounts shown in Table I are reported solely to comply with the SEC's reporting principles and do not represent actual purchases or sales of shares of common stock. The 3,033,380 amount does not include 139,938.2510 shares indirectly owned by the reporting person in benefit plans. One-for-one conversion. The phantom stock can be settled only in cash. This derivative security was originally reported as covering 91,667 shares. On October 7, 2004, Valero's common stock split 2-for-1, resulting in a 2-for-1 increase in the reported phantom shares and shares of common stock beneficially owned by the reporting person. J. Stephen Gilbert, as Attorney-in-Fact for William E. Greehey 2004-11-01