SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                          SCHEDULE 13G

            Under the Securities Exchange Act of 1934
                         (Amendment No.)


                       Gothic Energy Corp.
                        (Name of Issuer)

             Common Stock, Par Value $.01 per share
                 (Title of Class of Securities)

                            38348210
                         (CUSIP Number)

                        December 31, 1998
     (Date of Event which requires filing of the statement)

Check the appropriate box to designate the rule pursuant to which
this schedule is filed.

          Rule 13d-1(b)
       X  Rule 13d-1(c)
          Rule 13d-1(d)

*The  remainder  of this cover page shall be  filled  out  for  a
reporting  person's initial filing on this form with  respect  to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.

The  information  required in the remainder of  this  cover  page
shall  not be deemed to be "filed" for the purpose of Section  18
of  the  Securities Exchange Act of 1934 (the "Act") or otherwise
subject  to the liabilities of that section of the Act but  shall
be  subject to all other provisions of the Act (however, see  the
Notes).

1.    NAME OF REPORTING PERSON     BP Amoco p.l.c.
      S.S. OR IRS IDENTIFICATION
      NO.
      OF ABOVE PERSON


2.    CHECK THE APPROPRIATE BOX    A
      IF
      A MEMBER OF A GROUP*         B

3.    SEC USE ONLY

4.    CITIZENSHIP OR PLACE OF
      ORGANIZATION                 England

NUMBER        5.   SOLE VOTING POWER:          1,500,000 -
OF SHARES                                      BP Amoco Corporation
BENEFICIALLY                                   (See Exhibit 1)
OWNED         6.   SHARED VOTING POWER         0
BY
EACH          7.   SOLE DISPOSITIVE POWER:     1,500,000 -
REPORTING                                      BP Amoco Corporation
PERSON                                         (See Exhibit 1)
WITH          8.   SHARED DISPOSITIVE POWER:   0

9.    AGGREGATE AMOUNT
      BENEFICIALLY OWNED BY EACH
      REPORTING PERSON             1,500,000

10.   CHECK BOX IF THE AGGREGATE
      AMOUNT IN ROW (9) EXCLUDES
      CERTAIN SHARES*

11.   PERCENT OF CLASS
      REPRESENTED BY AMOUNT IN
      ROW 9                        9.2%

12.   TYPE OF REPORTING PERSON*    CO


                        Schedule 13G
            Under the Securities Exchange Act of 1934

Item 1(a)      Name of Issuer: Gothic Energy Corp.

Item 1(b)      Address of Issuer's Principal Executive Office:
                    5727 South Lewis Avenue
                    Suite 700
                    Tulsa, Oklahoma 74105

Item 2(a)      Name of Person Filing: BP Amoco p.l.c.

Item 2(b)      Address of Principal Business Office:
                    BP Amoco p.l.c.
                    Brittanic House
                    1 Finsbury Circus
                    London EC2M 7BA
                    England

Item 2(c)      Citizenship: England

Item 2(d)      Title of Class of Securities: Common Stock, par value
               $0.1 per share

Item 2(e)      CUSIP Number:  013849 (for BP Amoco p.l.c. ordinary shares)
                              05562210 (for BP Amoco p.l.c. American
                                  depositary shares)

Item 3         Inapplicable

Item 4(a)      Amount Beneficially Owned: 1,500,000 shares
               beneficially owned by BP Amoco Corporation a
               wholly owned subsidiary of BP Amoco p.l.c. (See
               Exhibit 1)

Item 4(b)      Percent of Class: 9.2%

Item 4(c)(i)   Sole power to vote or to direct the vote - 1,500,000
               (See Exhibit 1)

Item 4(c)(ii)  Shared power to vote or to direct the vote - 0

Item 4(c)(iii) Sole power to dispose or to direct the disposition of -
                  1,500,000 (See Exhibit 1)

Item 4(c)(iv)  Shared power to dispose or to direct the disposition of - 0

Item 5         Ownership to Five Percent of Less of a Class:
               If this statement if being filed to report the fact
               that as of the date hereof, the reporting person has
               ceased to be the beneficial owner of more than 5% of
               the class of securities, check the following:

Item 6         Ownership of More than Five Percent on Behalf of Another Person:
               Inapplicable

Item 7         Identification and Classification of the Subsidiary
               Which Acquired the Security Being Reported on By the
               Parent Holding Company:
               BP Amoco Corporation     (See Exhibit 1)

Item 8         Identification and Classification of Members of the Group:
               Inapplicable

Item 9         Notice of Dissolution of Group:
               Inapplicable

Item 10        Certification:
               By signing below, I certify that, to the best of my
               knowledge and belief, the securities referred to
               above were not acquired and are not held for the
               purpose of or with the effect of changing or
               influencing the control of the issuer of such
               securities and were not acquired in connection with
               or as a participant in any transaction having such
               purpose or effect.

SIGNATURE      After reasonable inquiry and to the best of my
               knowledge and belief, I certify that the information
               set forth in this statement is true, complete and
               correct.

Date:          August 12, 1999

Signature:     /s/ Gillian E. Young
Name/Title:   Gillian E. Young, Assistant Company Secretary


                            EXHIBIT 1

Schedule 13G
Under the Securities Exchange
Act of 1934 - Gothic Energy Corp.

     BP Amoco Corporation owns a warrant for 1,500,000 shares of
Gothic Energy Corp.  BP Amoco p.l.c. owns 100% of the common
stock of BP Amoco Corporation.

Note:  Effective December 31, 1998 Amoco Corporation merged with
The British Petroleum Company.  As a result of the merger Amoco
Corporation became a wholly owned subsidiary of The British
Petroleum Company.  In addition, The British Petroleum Company
changed its name to BP Amoco p.l.c. and Amoco Corporation changed
its name to BP Amoco Corporation.
_______________________________
* SEE INSTRUCTION BEFORE FILLING OUT!