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): January 25, 1998
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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
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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 January 26, 1998, announcing Gary L.
Tooker, Board Chairman of Motorola, Inc., has been elected to
ARCO's Board of Directors.
Press Release, dated January 27, 1998, announcing
William E. Wade's appointment to the position of President
of ARCO and J. Kenneth Thompson's appointment to the position
of Executive Vice President of 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
________________________________
Allan L. Comstock
Vice President and Controller
Dated: January 27, 1998
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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 January 26, 1998
GARY L. TOOKER, BOARD CHAIRMAN OF MOTOROLA,
ELECTED TO ARCO BOARD OF DIRECTORS
LOS ANGELES -- Gary L. Tooker, Chairman of the Board of
Directors of Motorola, Inc., has been elected to the ARCO
Board of Directors, it was announced today by ARCO Chairman
and Chief Executive Officer Mike R. Bowlin.
ARCO is a Los Angeles-based energy company with worldwide
oil, gas and chemical operations. Motorola, Inc., headquartered
in Schaumburg, Ill., is one of the world's leading manufacturers
of electronics equipment.
"Gary is an outstanding businessman with a firm grasp of
the international marketplace," said Bowlin. "As chairman of
one of America's most successful companies, he will be a great
addition to our Board."
Tooker, 58, joined Motorola in 1962 and held ascending
marketing and operations assignments within the semiconductor
business. Since 1988, he has served Motorola as Chief
Operating Officer (1988 to 1990), President (1990-1993),
and Vice Chairman and Chief Executive Officer (1993-1996).
Tooker was elected Chairman of the Board of Motorola on
January 1, 1997.
Tooker is a member of the Board of Directors of
Eaton Corporation and is active in a number of business,
civic, educational and youth-oriented organizations. His
business associations include serving as Chairman of the
Pacific Basin Economic Council and past
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Chairman of the American Electronics Association and
Semiconductor Industry Association.
In addition, Tooker is a member of the National
Academy of Engineering and the Executive Committee of the
Council on Competitiveness. He serves as Chairman of the
Board of Junior Achievement of Chicago, is a director of
Catalyst, and a member of the Board of Trustees of Morehouse
College and the Arizona State University Foundation.
Tooker is a graduate of Arizona State University with
a bachelor's degree in Electrical Engineering. He did post-
graduate studies in Business Administration. In 1996, ASU
awarded him an honorary Doctor of Humane Letters degree.
# # #
For information, contact Albert Greenstein (213) 486-3384.
For a menu of RCO's news releases or to retrieve a specific
release, visit our Web site at http://www.arco.com on the
Internet.
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 January 27, 1998
ARCO REALIGNS MANAGEMENT STRUCTURE FOR FUTURE GROWTH
& SUCCESSION; NUMBER OF `EMPLOYEE DIRECTORS' AND OTHER
CHANGES IN CORPORATE GOVERNANCE ANNOUNCED
LOS ANGELES -- ARCO Chairman and Chief Executive Officer
Mike R. Bowlin today announced a series of corporate changes
designed "to provide for a forward looking management succession
process, growth in the company's international operations, and
a strengthening of ARCO's approach to corporate governance."
Building on ARCO's (NYSE: ARC) substantially expanded
portfolio of international operations, Bowlin characterized
the changes as necessary for the company to prepare itself
for a greater global presence in the 21st Century.
Bowlin said that William E. Wade, Jr. will become President
of ARCO, filling a position that has been vacant for nearly three
years. Wade was formerly Executive Vice President responsible
for a number of the company's domestic and international oil and
gas businesses.
In his new capacity, Wade will work with Bowlin in a newly
formed Office of the Chairman and share various leadership
responsibilities in representing ARCO before key governmental,
industry and other parties with which ARCO has major business
relationships. Recognizing the increasing importance of ARCO's
global gas position, Wade will be responsible for the company's
global gas development and marketing strategy.
In reacting to his new appointment, Wade said: "Having
worked alongside Mike Bowlin for nearly 30 years, I am delighted
to have the opportunity to support him in this new capacity. I
regard this as a near-perfect way for me to spend the remaining
years of my ARCO career."
"One of my most critical responsibilities as CEO," said
Bowlin, "is to prepare for a smooth transition of management
leadership at any given time and to take the organizational steps
necessary to assure long-term growth. To that end," he continued,
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"we are restructuring our organization at the Executive Vice
President level to include four highly capable leaders who
will head up the company's business operations. These changes,"
he said, "will provide increased operational experience at the
executive management level and improve our operational and
international focus."
Bowlin said that to achieve these objectives the company
will split its worldwide upstream oil and gas operations into
two geographical components. One geographical component will
encompass the company's operations in Alaska, the Asia-Pacific
rim and California. The other geographical component will include
ARCO's upstream activities in all other global markets including
Latin America, Europe, Africa, and the Middle East, as well as
the mid-continent and Gulf of Mexico regions of the United States.
Appointed to Executive Vice President is Ken Thompson,
currently President of ARCO Alaska, Inc. Thompson will have
responsibility for the company's upstream operations in Alaska,
the Asia-Pacific rim, and California. Additionally, he will be
responsible for overseeing the company's worldwide exploration
program. To ensure continuity of the company's successful
initiatives to stabilize its Alaska production, Thompson will
continue to reside in Alaska for the foreseeable future and will
be the Chairman and Chief Executive Officer of ARCO Alaska, Inc.
Kevin O. Meyers, currently Senior Vice President of ARCO Alaska,
Inc., will become President and Chief Operating Officer of that
wholly owned entity.
Leading the company's upstream operations in all other
parts of the world is Michael E. Wiley. Wiley, already an
Executive Vice President, will also continue to be responsible
for ARCO's exploration and production research and technology
division, as well as remain Chairman of Vastar Resources, Inc.,
its publicly traded oil and gas company based in Houston, Texas.
The company's other two Executive Vice Presidents, Marie
Knowles and Tony Fernandes, will continue in their present
assignments. Knowles is the company's Chief Financial Officer.
Fernandes is responsible for ARCO's downstream refining and
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marketing businesses as well as the company's interests in
aluminum and coal. As a result of the restructuring, he also
will assume responsibility for ARCO's pipeline and crude oil
marketing businesses. He will remain Chairman of ARCO Chemical
Company, a publicly traded chemical company based in Newtown
Square, Pa.
Today's announcement accomplishes several important goals,
said Bowlin. "The appointment of Ken Thompson, together with
our other Executive Vice Presidents, Mike Wiley, Tony Fernandes
and Marie Knowles, addresses the company's succession planning
objectives and provides a talented executive management team that
possesses considerable capabilities. In addition," said Bowlin,
"we've restructured our international operations in a way that
that substantially strengthens our capability to compete and
builds upon our ability to profitably grow the company on a
global basis."
Bowlin also announced actions to provide for a more
independent approach to corporate governance within the
company's Board of Directors. He said that the number of
employee directors will be reduced to include only the Chief
Executive Officer. The existing employee directors, he
said, will not stand for re-election.
"We want our shareholders to know that we are committed
to the principle of independent corporate governance," said
Bowlin, "and that we will undertake whatever is appropriate
for operating our company to the benefit of our owners and
other key constituencies."
These actions follow earlier initiatives to strengthen
the company's governance processes including the alignment
of compensation for ARCO Board members with increases in
shareholder returns and the establishment of a corporate
governance committee.
In a related action, Bowlin announced yesterday the
election of Gary L. Tooker, Board Chairman of Motorola,
Inc., to the ARCO Board of Directors.
# # #
For information, contact: Albert Greenstein (213) 486-3384.
For a menu of ARCO's news releases or to retrieve a
specific release, visit our Web site at http://www.arco.com
on the Internet.
