Atlantic Richfield - Re Exchangeable Notes

RNS No 0068r
ATLANTIC RICHFIELD COMPANY
28th July 1997


ARCO Board of Directors Finalizes Decision to Settle Exchangeable Notes
With Lyondell Stock

LOS ANGELES, July 28 /PRNewswire/ -- ARCO's Board of Directors (NYSE:ARC) today
finalized a decision to settle all of ARCO's 9.0% Exchangeable Notes due
September 15, 1997 with Lyondell Petrochemical Company stock currently owned by
ARCO.

ARCO expects to realize an after-tax gain of approximately $300 million upon the
exchange, assuming current market conditions.

In electing to settle the Notes with Lyondell shares, ARCO's Board of Directors
reaffirmed the company's previously stated position that Lyondell was no longer
central to ARCO's core business or part of its strategic growth objectives.

ARCO currently owns 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 Common
Stock or, at ARCO's option, in cash with an equal value. ARCO has chosen the
option to exchange Notes for stock.

The maturity price of the Notes, which will determine the number of Lyondell
shares to be exchanged for the Notes, will be the average closing price per
share of Lyondell Common Stock on the 20 trading days immediately prior to
September 15.

For a menu of ARCO news releases, visit our Web site at http://www.arco.com
on the Internet.

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