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CONFORMED
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): August 30, 1999 .
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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.)
333 South Hope 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.
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At a special shareholder meeting on August 30, 1999, ARCO shareholders
approved the Company's proposed combination with BP Amoco. The votes were as
follows:
Approval of Merger Agreement with BP Amoco
For Against Abstain
246,171,140 6,674,342 1,620,485
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SIGNATURE
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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: August 30, 1999
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EXHIBIT INDEX
Exhibit No. Description
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99 Press Release, dated August 30, 1999, announcing the approval by
ARCO shareholders of the proposed combination with BP Amoco.
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EXHIBIT 99
FOR IMMEDIATE RELEASE August 30, 1999
ARCO SHAREHOLDERS APPROVE COMBINATION WITH BP AMOCO
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LOS ANGELES - ARCO (NYSE: ARC) shareholders today overwhelmingly approved the
company's proposed combination with BP Amoco (NYSE: BPA) at a special
shareholder meeting.
The all-share transaction, previously approved by the boards of both companies,
will involve the exchange of 0.82 BP Amoco American Depository Shares (ADS) for
each ARCO share.
BP Amoco's Extraordinary General Meeting to vote on the combination is scheduled
Wednesday, September 1, in London.
The combination remains subject to the approval of regulatory authorities,
including the US Federal Trade Commission (FTC) and the European Commission.
The companies currently are working to close the transaction later in the year.
"BP Amoco's scale and financial strength will significantly enhance the value of
ARCO's assets and allow greater value to be realized than if ARCO remained an
independent oil and gas company," ARCO Chairman and CEO Mike Bowlin told
shareholders at today's meeting. "The new enterprise will have a stronger
strategic position, enhanced efficiencies and cost competitiveness, and will
generate significant growth opportunities."
ARCO is an integrated hydrocarbons corporation with operations encompassing all
aspects of the oil and gas business: exploration, production, refining and
marketing of crude oil, natural gas, and natural gas liquids.
BP Amoco is an international company involved in the exploration and production
of crude oil and natural gas; refining, marketing, supply and transportation of
hydrocarbons; and manufacturing and marketing of petrochemicals and solar power
generation.
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MEDIA CONTACT: Linda Dozier or Marylou Flynn, 213-486-3384
INVESTOR RELATIONS: Eden Warner or David De Sonier, 213-486-1511
For a menu of ARCO news releases or to retrieve a specific release, visit our
web site at http://www.arco.com on the Internet.
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