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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1
Tender Offer Statement
Pursuant to Section 14(d)(1) of the Securities Exchange Act of 1934
(Amendment No. 9)
and
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)
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UNION TEXAS PETROLEUM HOLDINGS, INC.
(Name of Subject Company)
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VWK ACQUISITION CORP.
ATLANTIC RICHFIELD COMPANY
(Bidders)
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Common Stock, Par Value $0.05 Per Share
(including the associated Common Stock Purchase Rights)
(Title of Class of Securities)
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90864010 5
(CUSIP Number of Class of Securities)
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Diane A. Ward, Esq.
VWK Acquisition Corp.
c/o Atlantic Richfield Company
515 South Flower Street
Los Angeles, CA 90071
(213) 486-2808
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications on Behalf of Bidders)
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Copies to:
Richard Hall, Esq.
Cravath, Swaine & Moore
Worldwide Plaza
825 Eighth Avenue
New York, New York 10019
(212) 474-1000
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Atlantic Richfield Company ("ARCO") and VWK Acquisition
Corp. (the "Purchaser") hereby amend and supplement their Tender
Offer Statement on Schedule 14D-1 and Schedule 13D, originally
filed on May 8, 1998, as amended by Amendment Nos. 1, 2, 3, 4, 5,
6, 7 and 8 filed on May 12, May 18, May 20, June 3, June 8, June
9, June 15 and June 16, 1998, respectively (as amended, the
"Original Filing"), with respect to the offer (the "Offer") by
the Purchaser to purchase all outstanding shares of Common Stock,
par value $0.05 per share (the "Common Stock"), of Union Texas
Petroleum Holdings, Inc., a Delaware corporation (the "Company"),
as set forth in this Amendment No. 9. Capitalized terms used and
not defined herein shall have the meanings given to them in the
Original Filing.
Item 6. Interest in Securities of Subject Company.
The Purchaser has accepted and paid for a total of
84,310,815 Shares. The Purchaser has accepted and paid for a
total of 1,649,500 Preferred Shares pursuant to the Preferred
Offer.
Item 10. Additional Information.
The Offer expired, as scheduled, at 5:00 p.m., Eastern
Daylight Time, on Monday, June 15, 1998. The Preferred Offer
expired, as scheduled, at 5:00 p.m., New York City Time, on
Friday, June 19, 1998.
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SIGNATURE
After due inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: June 25, 1998
VWK ACQUISITION CORP.
By: /s/ Terry G. Dallas
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Name: Terry G. Dallas
Title: President
ATLANTIC RICHFIELD COMPANY
By: /s/ Terry G. Dallas
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Name: Terry G. Dallas
Title: Senior Vice President
and Treasurer
