EXHIBIT 24
POWER OF ATTORNEY
Each person whose signature appears below hereby constitutes and appoints
Marie L. Knowles, J. Kenneth Thompson, Donald R. Voelte, Jr., Michael E. Wiley,
Bruce G. Whitmore, Terry G. Dallas and Allan L. Comstock, and each of them, his
or her true and lawful attorneys-in-fact and agents, with full power of
substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, in connection with the issuance of any
securities authorized by the Board of Directors of Atlantic Richfield Company
(the "Company") or by the Executive Committee thereof pursuant to due
authorization by such Board for issuance by the Company, (1) to execute and
file, or cause to be filed, with the Securities and Exchange Commission (the
"Commission"), (A) Registration Statements and any and all amendments (including
post-effective amendments) thereto and to file, or cause to be filed, all
exhibits thereto and other documents in connection therewith as required by the
Commission in connection with such registration under the Securities Act of
1933, as amended, and (B) any report or other document required to be filed by
the Company with the Commission pursuant to the Securities Exchange Act of 1934,
as amended, (2) to execute and file, or cause to be filed, any application for
registration or exemption therefrom, any report or any other document required
to be filed by the Company under the Blue Sky or securities laws of any of the
United States, and to furnish any other information required in connection
therewith, (3) to execute and file, or cause to be filed, any application for
registration or exemption therefrom under the securities laws of any
jurisdiction outside the United States, including any reports or other documents
required to be filed subsequent to the issuance of such securities, and (4) to
execute and file, or cause to be filed, any application for listing such
securities on the New York Stock Exchange, the Pacific Stock Exchange, the
London Stock Exchange or any other securities exchange in any other jurisdiction
where any such securities are proposed to be sold, granting to such attorneys-
in-fact and agents, and each of them, full power and authority to do and perform
each and every act required to be done as he or she might or could do in person,
hereby ratifying and confirming all that such attorneys-in-fact and agents, and
each of them, may lawfully do or cause to be done by virtue of this power of
attorney. Each person whose signature appears below may at any time revoke this
power of attorney as to himself or herself only by an instrument in writing
specifying that this power of attorney is revoked as to him or her as of the
date of execution of such instrument or at a subsequent specified date. This
power of attorney shall be revoked automatically with respect to any person
whose signature appears below effective on the date he or she ceases to be a
member of the Board of Directors or an officer of the Company. Any revocation
hereof shall not void or otherwise affect any acts performed by any attorney-in-
fact and agent named herein pursuant to this power of attorney prior to the
effective date of such revocation.
Dated as of January 25, 1999.
Signature Title
--------- -----
/s/ MIKE R. BOWLIN
Chairman of the Board and
_______________________________ Chief Executive Officer
Mike R. Bowlin
Principal executive officer
1
Signature Title
--------- -----
/s/ MICHAEL E. WILEY
President and Chief
_______________________________ Operating Officer
Michael E. Wiley
/s/ MARIE L. KNOWLES
Executive Vice President
________________________________ and Chief Financial Officer
Marie L. Knowles
/s/ J. KENNETH THOMPSON
________________________________ Executive Vice President
J. Kenneth Thompson
/s/ DONALD R. VOELTE, JR.
________________________________ Executive Vice President
Donald R. Voelte, Jr.
/s/ FRANK D. BOREN
________________________________ Director
Frank D. Boren
/s/ JOHN GAVIN
________________________________ Director
John Gavin
/s/ KENT KRESA
________________________________ Director
Kent Kresa
/s/ ARNOLD G. LANGBO
________________________________ Director
Arnold G. Langbo
2
Signature Title
--------- -----
/s/ DAVID T. McLAUGHLIN
________________________________ Director
David T. McLaughlin
/s/ JOHN B. SLAUGHTER
________________________________ Director
John B. Slaughter
/s/ GARY L. TOOKER
________________________________ Director
Gary L. Tooker
/s/ HENRY WENDT
________________________________ Director
Henry Wendt
/s/ GAYLE E. WILSON
________________________________ Director
Gayle E. Wilson
/s/ ALLAN L. COMSTOCK
Vice President and
_________________________________ Controller
Allan L. Comstock
Principal accounting officer
3