SC 14D1/A

 
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                                 SCHEDULE 14D-1
 TENDER OFFER STATEMENT PURSUANT TO SECTION 14(D)(1) OF THE SECURITIES EXCHANGE
                                  ACT OF 1934
                               (AMENDMENT NO. 6)
 
                                ARAN ENERGY PLC
                           (NAME OF SUBJECT COMPANY)
 
                            ARCO IRISH HOLDINGS INC.
                           ATLANTIC RICHFIELD COMPANY
                                    (BIDDER)
 
 
                       ORDINARY SHARES OF IR20P EACH AND
        AMERICAN DEPOSITARY SHARES, EACH REPRESENTING 30 ORDINARY SHARES
                         (TITLE OF CLASS OF SECURITIES)
 
 
                                  038-528-105
                     (CUSIP NUMBER OF CLASS OF SECURITIES)
 
 
                                 DIANE A. WARD
                           ATLANTIC RICHFIELD COMPANY
                            515 SOUTH FLOWER STREET
                         LOS ANGELES, CALIFORNIA 90071
                                 (213) 486-2808
  (NAME, ADDRESS, AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES
                    AND COMMUNICATIONS ON BEHALF OF BIDDER)
 
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  This amends and supplements the Tender Offer Statement on Schedule 14D-1 of
ARCO Irish Holdings Inc. ("ARCO Irish Holdings") and Atlantic Richfield
Company ("ARCO"), both corporations incorporated under the laws of Delaware,
initially filed with the Securities and Exchange Commission (the "Commission")
on August 25, 1995, as amended by Amendment Nos. 1, 2, 3, 4 and 5 thereto
filed on September 8, 1995, September 14, 1995, September 20, 1995, September
25, 1995 and October 2, 1995 (collectively, the "Schedule 14D-1"), with
respect to the Offer by N M Rothschild & Sons Limited on behalf of ARCO Irish
Holdings, a wholly owned subsidiary of ARCO, to acquire the entire share
capital of Aran Energy plc, including all American Depositary Shares.
 
ITEM 10. ADDITIONAL INFORMATION.
 
  (f) The information set forth in the press release dated October 3, 1995
issued by ARCO Irish Holdings Inc. and Atlantic Richfield Company, a copy of
which is attached hereto as Exhibit (a)(16.7), is incorporated by reference in
its entirety.
 
ITEM 11. MATERIAL TO BE FILED AS EXHIBIT.
 
  Item 11(a) is amended by adding the following exhibit:
 
  (a)(16.7) Text of press release dated October 3, 1995.
 
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  After due inquiry and to the best of its knowledge and belief, each of the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
 
Date: October 3, 1995                     Atlantic Richfield Company
 
 
                                          By /s/ Terry G. Dallas
                                          _____________________________________
                                               Vice President & Treasurer
 
                                          ARCO Irish Holdings Inc.
 
 
                                          By /s/ Terry G. Dallas
                                          _____________________________________
                                                  Senior Vice President
 
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                                 EXHIBIT INDEX
 


 EXHIBIT
 NUMBER              DESCRIPTION OF DOCUMENT
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 (a)(16.7) Text of press release dated October 3, 1995

EX-99.(A)(16.7)

 
 
                                                               EXHIBIT(a)(16.7)

                 [LETTERHEAD OF N M ROTHSCHILD & SONS LIMITED]
 
                                 PRESS RELEASE
 
                 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION
                    IN OR INTO AUSTRALIA, CANADA OR JAPAN
 
FOR IMMEDIATE RELEASE                                            3 October 1995
 
              ARAN'S "INDEPENDENT" VALUATION STRAINS CREDIBILITY
 
  In response to Aran's document published today Mr. Terry Dallas, Director of
ARCO Irish Holdings, commented:
 
  "Aran's "independent" valuation strains credibility and should be
  dismissed. It is all too easy to present exploration and development
  prospects in a highly creative and attractive manner. While we give Aran
  marks for their colourful presentation, the facts remain that exploration
  acreage is by its very nature speculative, high risk and subject to
  significant costs with no certainty of success.
 
  Their creativity extends to the valuation of Schiehallion. Aran has
  attributed to this undeveloped field a value per barrel more than 25%
  higher than has been paid on average in 1995 for barrels which are actually
  in production in the UK North Sea. Aran continues to refuse to provide hard
  facts on Schiehallion instead relying on "information not generally in the
  public domain," when making assumptions on its working interest in the
  field and the field's estimated reserves and development costs.
 
  ARCO is pleased that the Takeover Panel has ruled that the proposed joint
  venture with Statoil on Connemara falls under Rule 21 "Restrictions on
  Frustrating Action" and has compelled Aran to hold an EGM on the matter."
 
                                    - END -
 
 
                            
PRESS ENQUIRIES:

ARCO
Terry Dallas                   Telephone: (44) 171 831 3113

N M ROTHSCHILD & SONS LIMITED  Telephone: (44) 171 280 5000
Nicholas Wrigley
Tony Allen

PUBLIC RELATIONS:

WHPR                           Telephone: (353) 1 496 0244
Brian Bell

FINANCIAL DYNAMICS
Nick Miles                     Telephone: (44) 171 831 3113
Marc Popiolek                  Telephone: (44) 171 831 3113


 
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            Telephone 0171-280 5000 Fax 0171-929 1643 Telex 888031
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