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. 7)
 
                                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, 5 and 6 thereto
filed on September 8, 1995, September 14, 1995, September 20, 1995, September
25, 1995, October 2, 1995 and October 3, 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 4, 1995
issued by ARCO Irish Holdings Inc. and Atlantic Richfield Company, a copy of
which is attached hereto as Exhibit (a)(16.8), 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)(16.8) Text of press release dated October 4, 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 4, 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)(16.8) Text of press release dated October 4, 1995

EX-99.(A)(16.8)

 
 
                                                               EXHIBIT(a)(16.8)
                 [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                                            4 October 1995
 
 ARAN'S "INDEPENDENT" VALUATION FAILS-- STRATEGIC ALLIANCE NEXT CARD IN PACK?
 
Aran published yesterday a valuation of its assets which ARCO described as
straining credibility and said should be dismissed. In the market, Aran's
share price showed a rise of just 2%.
 
ARCO has noted today's press comment that Aran has intimated that it may seek
a strategic alliance with an oil major should ARCO's Offer fail. This
contrasts with its stated wish to remain independent and its claims to have
the technical and financial resources to carry out its exploration and
development plans. Shareholders should ask why Aran is raising the issue of a
strategic alliance at this stage. If the Connemara joint venture is anything
to go by, shareholders should be concerned at the prospect. Under the terms of
the proposed joint venture Statoil has in effect been granted an exclusive six
months option to review Aran's data on Connemara before deciding whether or
not to incur any material amount of the estimated $18.6 million work
programme.
 
SOURCES:
 
(1) The statement "Aran has attributed to this undeveloped field
    [Schiehallion] 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" made in ARCO's announcement of 3 October 1995 is based on the
    table of asset deals in 1995 published by Wood Mackenzie in August 1995.
 
(2) The statement that Aran's share price rose by just 2% is based on a
    closing mid market price of Stg 65.62p per Aran share on 2 October 1995
    and of Stg 66.87p per Aran share on 3 October 1995, as derived from SEAQ
    International.
 
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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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