Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Bernier Jean
 2. Date of Event Requiring Statement (Month/Day/Year)
01/25/2011		 3. Issuer Name and Ticker or Trading Symbol
VALERO ENERGY CORP/TX [VLO]
(Last)
(First)
(Middle)
P.O. BOX 696000		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN ANTONIO, TX 78269-6000		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, $.01 par value 45,618
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)   (1) 11/17/2020 Common Stock 20,000 $ 18.985 D  
Employee Stock Option (right to buy)   (2) 10/29/2019 Common Stock 12,000 $ 18.915 D  
Employee Stock Option (right to buy)   (3) 10/16/2015 Common Stock 10,900 $ 17.11 D  
Employee Stock Option (right to buy)   (4) 10/25/2014 Common Stock 5,050 $ 71.45 D  
Employee Stock Option (right to buy)   (5) 10/19/2013 Common Stock 6,000 $ 52.545 D  
Employee Stock Option (right to buy)   (6) 10/20/2012 Common Stock 9,800 $ 47.4775 D  
Employee Stock Option (right to buy)   (7) 10/21/2014 Common Stock 20,000 $ 21.355 D  
Employee Stock Option (right to buy)   (8) 10/29/2013 Common Stock 29,000 $ 9.825 D  
Performance Shares   (9)   (9) Common Stock 40,000 $ (9) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bernier Jean
P.O. BOX 696000
SAN ANTONIO, TX 78269-6000		       EVP  

Signatures

J. Stephen Gilbert, as Attorney-in-Fact for Jean Bernier 01/26/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Options granted 11-17-2010; vest in annual 1/3 increments beginning one year from date of grant.
(2) Options granted 10-29-2009; 4,000 have vested and 4,000 will vest on each of 10-29-2011 and 10-29-2012.
(3) Options granted 10-16-2008; 7,267 have vested and 3,633 will vest on 10-16-2011.
(4) Options granted 10-25-2007; 3,030 have vested and 1,010 will vest on each of 10-25-2011 and 10-25-2012.
(5) Options granted 10-19-2006; 4,800 have vested and 1,200 will vest on 10-19-2011.
(6) Options granted 10-20-2005; all have vested.
(7) Options granted 10-21-2004; all have vested.
(8) Options granted 10-29-2003; all have vested.
(9) The performance shares vest annually in one-third increments beginning in January 2012, and are payable in shares of common stock in amounts ranging from zero to 200 percent of the performance shares.

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