BP Amoco and ARCO Prepare for Litigation

BP Amoco PLC
3 February 2000




                   BP AMOCO AND ARCO PREPARE FOR LITIGATION

Following  the  decision of the US Federal Trade Commission (FTC) to  oppose 
the proposed  combination  of BP Amoco and ARCO, the two companies  today 
reaffirmed their intention to pursue the issue in court.

The  companies said in a joint statement: 'We are surprised and disappointed
that the  FTC has rejected all efforts for a positive resolution. We have
consistently been open to improvement of our original proposal. We have
addressed the concerns of  the State of Alaska. We have been, and remain,
willing  to  discuss  any  reasonable options that might  lead  to  a 
negotiated settlement.

'We  regret  that the only course now open to us is to resolve the issue 
through litigation but we believe we have a compelling case in support of our
combination which we will argue vigorously in court.'

The  statement added: 'Any suggestion that there is a special West  Coast 
market for  Alaskan  crude  oil that functions independently of world  crude 
prices  is without foundation. In fact, the proposed combination of our
companies will drive down  Alaskan production costs, making Alaskan crude oil
more competitive in the world market.

'This  fact was recognised in the charter agreement reached between the
companies and  the State of Alaska last December. West Coast consumers will
benefit because BP  Amoco  has undertaken to continue ARCO's low-price,
high-volume  marketing strategy.  Since  there  is  no refining or marketing 
overlap  between  the  two companies  there  should  be  no adverse
competition issues  concerning  gasoline prices.

'Unfortunately,  litigation will add needless time and cost  to  the 
combination process,' the companies said. 'The losers from this delay and
uncertainty are the people  and  communities who are relying on the
combination for future  projects, jobs and commitments.'

The  proposed combination of BP Amoco and ARCO was announced on April 1, 1999
and was  subsequently  approved  by  the European  Union  and  shareholders 
of  both companies. An agreement was also reached with the State of Alaska
committing  the combined  company  to  reduce  its ownership of  Alaska  North
 Slope  crude  oil production  as  well  as exploration acreage and interests 
in  the  Trans-Alaska Pipeline system and marine tankers.

In  addition,  BP  Amoco assured California Governor Gray  Davis  that  it 
would maintain  ARCO's  low-price  gasoline marketing  strategy,  remove  MTBE
from gasoline  a  year  ahead of the state's December 2002 deadline and 
substantially increase  ARCO's  contribution to $100 million over ten years to
charitable  and community causes in the state.