SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 15, 1997
ATLANTIC RICHFIELD COMPANY
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-1196 23-0371610
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(Commission File Number) (IRS Employer
Identification No.)
515 South Flower Street, Los Angeles, California 90071
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (213) 486-3511
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
Press Release, dated September 15, 1997, announcing
ARCO's settlement of its 9% Exchangeable Notes due
September 15, 1997, with Lyondell Petrochemical Company
stock owned by ARCO.
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SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.
ATLANTIC RICHFIELD COMPANY
/s/ ALLAN L. COMSTOCK
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Allan L. Comstock
Vice President and Controller
Dated: September 15, 1997
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ARCO [LOGO] Media Relations N E W S
515 South Flower Street
Los Angeles CA 90071-2201
Telephone 213 486 3385
Facsimile 213 486 0169
FOR IMMEDIATE RELEASE Sept. 15, 1997
ARCO PROCEEDS TO SETTLE 9% EXCHANGEABLE NOTES
WITH LYONDELL PETROCHEMICAL CO. COMMON STOCK
LOS ANGELES -- Consistent with its previously announced
plans, ARCO (NYSE: ARC) today proceeded to settle its 9% Exchangeable
Notes due today with Lyondell Petrochemical Company stock owned by
ARCO. The exchange rate is 0.9904 shares of Lyondell Common Stock
for each Note.
ARCO expects to realize an after-tax gain of approximately
$300 million upon the exchange.
Prior to the settlement, ARCO owned 39.9 million shares, or
49.9% of the total outstanding shares of Houston-based Lyondell
(NYSE: LYO), a leading manufacturer and marketer of petrochemicals
and, through its interest in LYONDELL-CITGO Refining Company, a
manufacturer of refined petroleum products.
In a 1994 offering, ARCO sold $988 million of 3-year Exchangeable
Notes carrying a 9.0% annual coupon and payable, upon maturity, in
shares of Lyondell stock or, at ARCO's option, in cash with an equal
value. ARCO had previously determined to exchange Notes for stock,
stating that Lyondell is no longer central to its core business.
Under the terms of the Notes, the exchange rate of 0.9904
shares of Lyondell Common Stock per Note was based on the
maturity price of $24.99 per share of Lyondell Common Stock,
which is equal to the average closing price per share of
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Lyondell Common Stock on the New York Stock Exchange over the
20 trading days ending Sept. 12, 1997.
The Notes were structured so that ARCO would retain the first
12% in stock price appreciation above the $24.75 issue price.
Since the maturity price is, in fact, higher than the issue price,
ARCO will retain a small shareholding in Lyondell. ARCO's retained
shareholding will total approximately 384,000 shares of Lyondell Common
Stock, which the company intends to sell from time to time as it
deems appropriate.
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For information, contact:
(media) Albert Greenstein, 213-486-3384
(investor relations) Steve Enger, 213-486-1811
For a menu of ARCO news releases, visit our Web site at
http://www.arco.com on the Internet.
