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                                        Exhibit 2 (a)




 [LOGO]                                 Amoco Corporation
                                        Mail Code 2304
                                        200 East Randolph Drive
                                        Chicago, Illinois 60601-7125
Jim Fair                                For Immediate Release
Manager, Communications Services
Phone:  312-856-5566
Internet:  www.amoco.com


BP AND AMOCO MERGE TO ENTER
                              
GLOBAL TOP TRIO OF OIL MAJORS
                              
     Largest ever industrial merger creates Britain's
     biggest company

     Combined current market capitalization of some $110
     billion, with size and scale to access biggest projects for
     future growth
   
     Agreed equity split of 60 per cent to BP and 40 per
     cent to Amoco
   
     Run by chief executive Sir John Browne and integrated
     management team
   
     Target of at least $2 billion extra to annual pre-tax
     earnings by end-2000
   
     Aims for strong annual growth and top competitive
     returns
   
     Prime positions in key producing areas, retail markets,
     petrochemicals and emerging regions.

Chicago (August 11) - BP and Amoco today announced that they
have  agreed  to join forces to create one of the  strongest
and most competitive international energy and petrochemicals
groups in the world.

The  two  companies intend to unite their global  operations
through an agreed  merger. The executive management  of  the
new  group  will  be headed by BP chief executive  Sir  John
Browne and the board will be co-chaired by BP chairman Peter
Sutherland and Amoco chairman Larry Fuller.

The   combined   enterprise,  which  is  the  largest   ever
industrial merger, will be called BP  Amoco p.l.c.  It  will
be  headquartered  in London and will be  Britain's  biggest
company.

BP's  earnings in 1997 were $4.6 billion and Amoco's totaled
$2.7  billion.  Combined  revenues  were  $108  billion  and
capital  employed  $53  billion.  Current  combined   market
capitalization  of some $110 billion would take  the  united
group into the world's top trio of oil majors.

Sir  John Browne described the BP-Amoco link-up as "a superb
alliance   of   equals  with  complementary  strategic   and
geographical strengths which effectively creates a new super-
major that can better serve our millions of customers world-
wide".

In  a  joint statement following approval of the transaction
by  the boards of BP and Amoco, he and Larry Fuller said the
move  was  expected  to deliver synergies from  cost-savings
that  would add at least $2 billion pre-tax a year  by  end-
2000 to the earnings already separately targeted by the  two
companies - and possible upside beyond that.

"We  are  uniting  two excellent portfolios  of  assets  and
people  to  create  a  group that will  have  the  financial
resources, scale and global reach to compete effectively  in
the 21st century," they said.

DISTINCTIVE  RETURN:  "International  competition   in   the
industry is already fierce and will grow more acute  as  new
players  emerge.  In  such  a climate  the  best  investment
opportunities  will go increasingly to companies  that  have
the size and financial strength to take on those large-scale
projects that offer a truly distinctive return."

The  merger will be effected by the issue of new BP  shares,
in the form of American Depository Receipts, in exchange for
Amoco common stock, with BP shareholders owning 60 per  cent
and  Amoco  shareholders owning 40 per cent of the  combined
group. The board of BP Amoco will comprise 13 directors from
BP,  of  whom  six  will be executive  directors,  and  nine
directors   from  Amoco,  of  whom  two  will  be  executive
directors.

Sir  John  Browne will be CEO of BP Amoco. He will  also  be
chairman of the management committee and Larry Fuller deputy
chairman.   The  two  will  co-chair  the  transition   team
responsible for integrating the operations of the new group.

BP  deputy CEO Rodney Chase and Amoco president Bill  Lowrie
will  be  deputy CEOs and presidents of BP Amoco. Mr.  Chase
will  have  responsibility for exploration & production  and
Mr. Lowrie for refining & marketing, and chemicals. BP chief
financial  officer John Buchanan will be CFO. As co-chairman
of  the  new  group,  Mr. Fuller will  remain  an  executive
director until his retirement in the first half of 2000.

The world-wide headquarters of the BP Amoco group will be in
London.  Amoco's head office in Chicago will be headquarters
for  the  group's  North  American refining,  marketing  and
transportation  business and, in due course, the  world-wide
chemicals business.

AMOCO  BRAND: Exploration and production operations for  the
Western  Hemisphere  will be managed  from  Houston,  Texas,
where  both BP and Amoco currently have offices.  The  Amoco
brand will be extended over time to all BP's retail gasoline
and  convenience  store  outlets in  the  US.  Retail  sites
elsewhere in the world will continue to carry the BP brand.




The initial synergies of $2 billion from the transaction are
expected to come from a mix of reductions in staff in  areas
of   overlap,  more  focused  exploration,  streamlining  of
business processes, improved procurement and rationalization
where operations are duplicated.

The  BP  Amoco group will have combined reserves  of  around
14.8  billion  barrels of oil and gas equivalent  and  daily
production of some three million barrels. It will have prime
positions in established major oil and gas provinces of  the
world, including the North Sea and North America. It will be
the  largest producer of oil and gas in the US, with  output
from  Alaska,  the Gulf of Mexico and the Lower  48  states.
Amoco  is  already the biggest gas producer in  the  US  and
Canada.

It  will  have key positions and enhanced opportunities  for
access  to  new  acreage in regions  expected  to  supply  a
growing  share of global energy demand in the 21st  century.
These   include   Algeria,  Angola,  Argentina,   Australia,
Azerbaijan,  Bolivia, Canada, Colombia,  Egypt,  Kazakhstan,
Kuwait, Norway, Oman, Russia and Siberia, Trinidad, the  UAE
and Venezuela.

TOP MARKETER: Amoco is one of the leading gasoline marketers
in  the US and a market-leader in premium gasoline. Based on
1997  sales, the new group will share top place  for  retail
sales  east  of  the Rocky Mountains, with first  or  second
position  in some 20 states. World-wide, it will be  a  top-
tier  marketer of fuels, served by a global refining network
with  key  refineries  among the  top  performers  in  their
regions.

Combining  the  chemicals operations of BP  and  Amoco  will
create  a  business with revenues of some $13  billion  that
marries  the strengths of BP in Europe and Amoco in the  US,
and provides a powerful platform for expansion in Asia where
both companies already have significant investments.

The  new  chemicals  business will be  one  of  the  world's
largest petrochemicals companies, with leading positions  in
seven core products - acetic acid, acrylonitrile, aromatics,
purified  terephthalic  acid (PTA), alpha-olefins,  purified
isophthalic  acid (PIA) and polypropylene - and a  portfolio
of key proprietary technologies.

Both  BP  and  Amoco have significant investments  in  solar
energy  and share strong records and reputations  for  sound
operating   practices,   and   environmental   and    social
responsibility.

FIRST-CLASS PEOPLE: Concluding their joint statement on  the
new  group, Sir John Browne and Larry Fuller said:  "Through
this transaction, we are creating an energy business for the
new  millennium, a business that has the first-class people,
the  financial resources and the leading-edge technology  to
supply  our  millions of customers world-wide with  cleaner,
premium-quality products at competitive prices.

"The  managements  of  BP and Amoco already  have  a  shared
financial  philosophy. The targets our  two  companies  have
previously  set are very similar - powerful annual  earnings
growth,  a  strongly-competitive  return  on  capital,   and
dividends  growing  in line with underlying  earnings.  This
transaction gives us the financial strength, flexibility and
global  reach  to  pursue  growth  opportunities  that  will
underpin  those targets and to extend them over  the  longer
term."

A  summary  of the proposed merger agreement is set  out  in
Part lll of this release. The companies said they intend  to
publish  detailed information for dispatch  to  shareholders
within   the  next  three  months.  Subject  to  shareholder
approval  and  regulatory consents, the  conclusion  of  the
merger is targeted for the end of the year.

Investment  bank advisers are J P Morgan for BP  and  Morgan
Stanley for Amoco.

August 11, 1998



Safe Harbor Language Regarding Forward Looking Statements:

     The statements contained in this press release,
particularly those regarding synergies, performance, costs,
dividends, returns, divestments, reserves and growth are or
may be forward looking statements and actual results may
differ materially from the statements made depending on a
variety of factors, including successful integration of BP
and Amoco operations.

     Additional information concerning factors that could
cause the actual results to differ materially from those in
the forward looking statements are contained in BP's Annual
Report on Form 20-F and Amoco's Annual Report on Form 10-K
filed with the US Securities and Exchange Commission.


CONTACTS FOR FURTHER INFORMATION

BP LONDON                          AMOCO CHICAGO

Roddy Kennedy - Press Office                 Jim Fair - Media Relations
Tel: 44 (0)171 496 4624                      Tel: (1) 312-856 5566

David Peattie - Investor Relations           Chuck Koepke - Investor Relations
Tel: 44 (0)171 496 4717                      Tel: (1) 312- 856 6431

BP AMERICA                              AMOCO LONDON

Tom Koch - Press Office                 Harry MacMillan - Public Affairs
Tel: (1) 212 451 8019                        44 (0)181 849 7271

Terry Lamore - Investor Relations
Tel: (1) 212 451 8034

                              
BROKER CONTACTS

FOR BP                                  FOR AMOCO

Rod Peacock - J P Morgan London              Gordon Dyal - Morgan Stanley
Tel: 44 (0)171 325 5664                      Tel: (1) 212 761 4457

Harry Hampson - J P Morgan London
Tel: 44 (0)171 325 5536

Jes Staley - J P Morgan New York
Tel: (1) 212 648 0069

Stephen Robinson - Merrill Lynch, London
Tel: 44 (0)171 772 2608

Mike Ryan - Merrill Lynch, New York
Tel: (1) 212 449 3697

David Mayhew - Cazenove & Co
Tel: 44 (0)171 825 9453



Satellite feed today, August 11th, of executive comments and
Amoco B-roll:

     Times of feed:      2:45 p.m. to 3:00 p.m. EDT
                    3:45 p.m. to 4:00 p.m. EDT
     
     Satellite coordinates:   C-Band, Galaxy 6/Transponder 5

                           Part ll
                              
                    FACTS AND STATISTICS

The BP Group

     1997 replacement cost pre-exceptional earnings of $4.6
     billion
     1997 revenues exceeding $71 billion
     Capital employed in 1997 was $30.7 billion
     Capital budget for 1998 of $6 billion
     Some 56,450 employees world-wide at end-1997
     In business since 1909
     Over 375,000 shareholders.

Exploration & Production

     1997 world-wide net production of over 1.25 million
     barrels a day of crude oil and natural gas liquids and
     around 1.66 billion cubic feet of natural gas a day
     Estimated net proven liquid reserves of 6.85 billion
     barrels; estimated net proven natural gas reserves of 10.5
     trillion cubic feet
     Exploration activities in 16 countries and production
     activities in 11 countries
     Largest oil producer in the US with over 8 per cent of
     the oil produced in the country coming from BP fields
     Largest oil producer in the UK North Sea.

Refining and Marketing

     Total oil product sales of 3.3 million barrels a day
     17,900 service stations world-wide
     Refinery throughput of around 1.8 million barrels a day
     Owned or part-owned refineries in 12 countries,
     including the UK, France, Spain, the US,  Australia, South
     Africa and Singapore
     One of the largest marketers of aviation fuels, serving
     customers at more than 600 airports
     Leading supplier of fuels and lubricants to the
     shipping industry with facilities at more than 800 ports.

Chemicals

     Produces around 9.4 million metric tons of product a
     year
     World's largest supplier of acetic acid and its
     derivatives to the market
     A leading European manufacturer of polyethylene which
     is used in a range of modern products from food packaging to
     gas pipes
     More than 90 per cent of the world's manufacturing
     capacity for acrylonitrile uses BP's proprietary process
     BP has the world's largest acrylonitrile plant at Green
     Lake, Texas
     One of Europe's biggest styrenics producers and the top
     supplier of oxygenated solvents
     Europe's leading producer of polybutene, used in cable
     insulation, fuel additives and adhesives.

Solar

     World's second largest photovoltaic company
     In 1997 sales reached $80 million, up 33 per cent on
     1996
     Manufactures the highest-efficiency solar cells in
     volume production.

Amoco Corporation

     1997 earnings of $2.7 billion
     1997 revenues exceeding $36 billion
     Capital employed in 1997 was $22 billion
     Capital budget for 1998 of $3.9 billion
     Some 43,000 employees world-wide at end-1997
     In business since 1889
     Over 340,000 shareholders.

Exploration & Production

     1997 world-wide net production averaged 637,000 barrels
     of crude oil and natural gas liquids per day and more than 4
     billion cubic feet of natural gas per day
     Proven liquid reserves of 2.4 billion barrels; proven
     natural gas reserves of more than 21 trillion cubic feet
     Exploration activities in some 20 countries, production
     activities in 14 countries
     Largest North American private natural gas producer;
     second largest reserves holder.

Refining and Marketing

     Total oil product sales of 1.2 million barrels a day
     9,300 service stations, all in the US
     Five US refineries process a total of about 1 million
     barrels of crude oil daily.

Chemicals

     Capacity of some 13 million metric tons of product a
     year
     World's largest producer of purified terephthalic acid
     (PTA), used to make polyester fibers, cassette tapes,
     photographic film and many types of plastic containers
     World's largest producer of paraxylene, used in making
     PTA
     World's largest producer of polybutene
     World's largest producer of poly alpha-olefins and
     second-biggest producer of linear alpha-olefins
     A leading world-wide producer of polypropylene, used in
     synthetic fabrics and fibers
     World's largest producer of woven polypropylene carpet-
     backing
     A leading supplier to the unsaturated polyester and
     paint and coatings markets.

Solar

     Amoco is 50 per cent owner of Solarex Corporation, the
     largest producer of photovoltaic solar panels in the US.



NOTE: BP earnings are quoted UK GAAP and Amoco earnings US
GAAP.


                          Part lll

1. Principal Terms

Under the terms of the Merger:

     Amoco shareholders will be entitled to receive for each
     Amoco common share held at closing, 3.97 BP ordinary shares.
     Such shares will be delivered in  the form of BP Amoco
     American Depository Receipts ("ADRs"), which represent six
     BP ordinary shares.

     Following the Merger, BP shareholders will hold
     approximately 60 per cent and Amoco shareholders
     approximately 40 per cent of the capital of the combined
     company on a diluted basis.

BP will be renamed BP Amoco p.l.c.

BP Amoco's shares will remain listed on the London Stock
Exchange. BP Amoco will apply to list the new ADRs to be
issued to Amoco shareholders in connection with the Merger,
together with its existing ADRs, on the New York Stock
Exchange.

2. Structure of the Transaction

The Merger will be effected in accordance with the terms of
an Agreement and Plan of Merger dated as of August 11, 1998
(the "Merger Agreement"), entered into between BP, Eagle
Holdings, Inc., a wholly-owned US subsidiary of BP, and
Amoco.

Under the terms of the Merger, each share of common stock of
Amoco will effectively be canceled and re-issued to BP in
exchange for new BP ordinary shares to be delivered in the
form of ADRs.

On completion of the Merger BP will acquire the entire
issued share capital of Amoco.  Following closing, Amoco
will be called BP-Amoco Corporation.

3. Merger Agreement

The Merger Agreement sets out the conditions to the closing
of the Merger.  It also contains certain termination rights,
mutual representations and warranties and various convenants
relating to the operation of the businesses of BP and Amoco
in the period until closing.

The Merger Agreement requires BP and Amoco to effect the
Merger unless any one of the conditions to the
implementation of the Merger is not satisfied or waived by
August, 31 1999 or either BP or Amoco exercises one of its
limited termination rights. The Merger Agreement also
provides for termination fees to be paid by one party to the
other in certain circumstances.






a)  Principal Conditions

The conditions to the implementation of the Merger include
BP and Amoco shareholder approvals, receipt of certain
regulatory and tax approvals and the absence of any
governmental order prohibiting the Merger.

b)  Termination rights

The circumstances in which either party is able to terminate
the Merger Agreement include:

     if either Amoco or BP shareholders do not approve the
     Merger and related transactions;
     if the other party enters into negotiations with any
     other person in relation to an acquisition offer for that
     party or that party's board recommends such a transaction;
     if the board of the other party withdraws or adversely
     modifies its recommendation of the Merger; or
     if there is a material breach of covenant or warranty
     by the other party.

c) Termination payments

The parties have agreed that Amoco will make a payment to BP
of up to US$950  million (making a total of US$1 billion
payable to BP when considered together with  the US$50
million payable under the Stock Option Agreement) if the
Merger Agreement is terminated in the following
circumstances:

     Amoco fails to obtain shareholder approval of the
     Merger at a time when a third party has made an alternative
     proposal;
     the directors of Amoco withdraw or adversely amend
     their approval of the Merger or recommend an alternative
     transaction; or
     Amoco recommends to its shareholders an alternative
     proposal by a third party.

In the event of a termination based on the failure to obtain
shareholder approval, the termination payment will be
limited to US$500 million, with an additional US$450 million
payable to BP only in the event that Amoco enters into an
agreement for an alternative transaction.

Similarly, the parties have agreed that BP will make a
payment to Amoco of up to US$1 billion if the transaction is
terminated for identical reasons relating to BP and in the
same circumstances.

4. Stock Option Agreement

Amoco has granted BP an option to purchase 189,783,270
shares of Amoco Common Stock at a price per share of $41.00.
This represents approximately 19.9 per cent of the
outstanding Amoco Common Stock. The stock option is
exercisable in circumstances in which a termination fee also
is payable by Amoco to BP. The stock option includes terms
limiting the aggregate maximum amount receivable by BP under
the stock option agreement and termination fees, when
considered together, to US$1 billion.

5. Dividends

BP and Amoco will continue to pay quarterly dividends in the
ordinary course prior to the implementation of the Merger.
BP's gross scrip dividend share will continue to be
available in respect of dividends paid prior to March 31,
1999.

BP Amoco intends to continue paying four dividends a year.
Its dividend policy will be to pay out approximately 50 per
cent of through-cycle earnings. BP is considering
reconstituting its share capital in US dollars in line with
the accounts of the group, dividend declaration and the
currency of its material business operations.

6. Accounting and tax implications

It is intended that BP Amoco will have a calendar financial
year-end. The accounts of the group will be published in US
dollars and will be prepared in accordance with UK GAAP,
with a reconciliation to US GAAP.




                           _ END _