FORM 8-A
                                
               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.   20549
                                
        FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
            PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                 SECURITIES EXCHANGE ACT OF 1934
                                
                   ATLANTIC RICHFIELD COMPANY
_________________________________________________________________
     (Exact name of registrant as specified in its charter)

             DELAWARE                          23-0371610
_________________________________________________________________
(State of Incorporation or Organization)    (I.R.S. Employer
                                            Identification No.)

         515 SOUTH FLOWER STREET                     90071
_________________________________________________________________
 (Address of principal executive offices)         (zip code)

Securities to be registered pursuant to Section 12(b) of the Act:

    Title of each class           Name of each exchange on which
    to be so registered           each class is to be registered

       Common Stock
      Purchase Rights                 New York Stock Exchange
_____________________________   _________________________________


If this Form relates to the registration of a class of debt
securities and is effective upon filing pursuant to General
Instruction A.(c)(1), please check the following box.  [   ]

If this Form relates to the registration of a class of debt
securities and is to become effective simultaneously with
the effectiveness of a concurrent registration statement under
the Securities Act of 1933 pursuant to General Instruction
A.(c)(2), please check the following box.  [   ]

Securities to be registered pursuant to Section 12(g) of the Act:

                              NONE
_________________________________________________________________
                        (Title of class)




Item 1.  Description of Registrant's Securities to be Registered.

      On  July  24, 1995, the Board of Directors of Atlantic
Richfield Company (the "Company") declared a dividend of one
common share purchase right (a "Right") for each outstanding
share  of  Common  Stock, par value  $2.50  per  share  (the
"Common  Shares"), of the Company.  The dividend is  payable
on  August  18, 1995 (the "Record Date") to the stockholders
of  record on that date.  Each Right entitles the registered
holder  to purchase from the Company one Common Share  at  a
price  of  $400.00  per share, subject to  adjustment.   The
description  and  terms of the Rights are  set  forth  in  a
Rights  Agreement  (the  "Rights  Agreement")  between   the
Company  and  First Chicago Trust Company of  New  York,  as
Rights Agent.  A description of the new Rights Agreement can
be found in Item 5 of the Company's 1995 Second Quarter Form
10-Q Report which was filed with the Securities and Exchange
Commission on August 9, 1995.

Item 2.  Exhibits.

   4   Rights Agreement with exhibits, dated as of July  24,
       1995,  between  the Company and First  Chicago  Trust
       Company  of  New  York, filed as  Exhibit  4  to  the
       Company's  Form 10-Q Report for the quarterly  period
       ended   June   30,   1995,  File  No.   1-1196,   and
       incorporated herein by reference.

  20   Form  of  letter  to holders of the Company's  Common
       Stock  with Summary of Rights included to  be  mailed
       to  stockholders of record on August 18, 1995,  filed
       as  Exhibit 20 to the Company's Form 10-Q Report  for
       the quarterly period ended June 30, 1995, File No. 1-
       1196, and incorporated herein by reference.

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                            SIGNATURE

      Pursuant  to  the requirements of Section  12  of  the
Securities  Exchange  Act of 1934, the registrant  has  duly
caused  this  registration statement to  be  signed  on  its
behalf by the undersigned, thereto duly authorized.

                                  ATLANTIC RICHFIELD COMPANY

                                     /s/ TERRY G. DALLAS
                                  By________________________
                                      Terry G. Dallas
                                      Vice President and
                                      Treasurer

Dated:  August 9, 1995

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