FORM 8-K



                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549


                           _________________________



                                CURRENT REPORT



                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                                Date of Report:

                                April 18, 2000



                            VASTAR RESOURCES, INC.
              (exact name of registrant as specified in charter)


Delaware                        1-13108            95-4446177
(State or other              (Commission          (IRS Employer
jurisdiction of              File Number)         Identification No.)
Incorporation)


                  15375 Memorial Drive, Houston, Texas 77079
              (Address of Principal executive offices) (Zip Code)


     Registrant's telephone number, including area code:   (281) 584-6000


Item 1.  Changes in Control of Registrant.

  On April 18, 2000, the combination of BP Amoco p.l.c. ("BP Amoco") and
Atlantic Richfield Company ("ARCO") was completed. As a result of the
combination, BP Amoco indirectly owns, through a subsidiary, 81.9 percent of the
Common Stock, par value $0.01 per share, of the registrant, Vastar Resources,
Inc. (the "Company") and a change of control of the Company has occurred.

  Simultaneous with the consummation of the merger, the Chairman of the Board of
the Company, Michael E. Wiley, and three additional members of the Board of
Directors of the Company, Terry G. Dallas, Marie L. Knowles and Donald R.
Voelte, Jr., resigned. The Board of Directors thereafter reduced the size of the
Board of Directors to five positions which are occupied by the remaining members
of the Board of Directors. The Board of Directors also elected Charles D.
Davidson as Chairman of the Board. The Board of Directors now consists of the
following members: Charles D. Davidson, Chairman, Jimmie D. Callison, Robert C.
LeVine, Steven J. Shapiro and William D. Schulte.

  On March 16, 2000, BP Amoco p.l.c. advised Vastar's Board of Directors of its
intention to commence a $71.00 per share tender offer to purchase the
approximately 17.6 million shares, or 18.1 percent, of Vastar's common stock
that are publicly traded.  The proposal was conditional on the completion of BP
Amoco's acquisition of ARCO.  Vastar has formed a special committee of
independent directors to evaluate the proposal.


Item 5.   Other Events.

  Attached as Exhibit 99 to this Form 8-K is a press release announcing the
resignation of certain members of the Board of Directors and election of a new
Chairman of the Board.



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                                   SIGNATURE



    Pursuant to the requirements of the Securities Exchange Act of 1934, Vastar
Resources, Inc. has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                   VASTAR RESOURCES, INC.
                                                   (Registrant)



Dated:    April 18, 2000

                                                   /s/  Joseph P. McCoy
                                                   ___________________________
                                                   (signature)
                                                   Joseph P. McCoy
                                                   Vice President and Controller
                                                   (Duly Authorized Officer and
                                                   Principal Accounting Officer)



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                                 EXHIBIT INDEX

Exhibit
No.        Description
_______    ___________

99         Press Release Dated April 18, 2000.



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