SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    Form 6-K

                            Report of Foreign Issuer

                      Pursuant to Rule 13a-16 or 15d-16 of
                       the Securities Exchange Act of 1934


                       for the period ended 24 March 2004


                                    BP p.l.c.
                 (Translation of registrant's name into English)


                 1 ST JAMES'S SQUARE, LONDON, SW1Y 4PD, ENGLAND
                    (Address of principal executive offices)


     Indicate  by check mark  whether the  registrant  files or will file annual
     reports under cover Form 20-F or Form 40-F.


              Form 20-F        |X|          Form 40-F
                         ---------------               ----------------


     Indicate by check mark whether the registrant by furnishing the information
     contained in this Form is also thereby  furnishing  the  information to the
     Commission  pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
     1934.


                    Yes                            No        |X|
                         ---------------               ----------------


March 24, 2004


                           BP ANNOUNCES BOARD CHANGE


The Board of BP p.l.c. today announced that Mr. Dick Olver is to relinquish his
role as deputy chief executive and will step down from the Board on July 1,
2004.


Mr. Olver, who has been with BP for 30 years, will be retiring from the company
to take up the position of chairman of BAE Systems plc.


He will however continue his association with BP.  As from May 2004, he will
succeed Mr. Rodney Chase as a director on the Board of TNK-BP, taking the office
of deputy chairman, and will be engaged on a consultancy basis upon his
retirement from BP.


Mr. Olver 57, joined BP in 1973 and has held a number of senior management
roles, most recently managing director of Exploration and Production from
January 1998 and deputy chief executive since January 2003.  Mr. Olver's
responsibilities will be absorbed by other managing directors.


Peter Sutherland, chairman of BP, said: "We are very sorry to lose Dick.  He has
had an excellent career with BP and made a major contribution to the Group's
continued success."


Notes to Editors:


-    A biography of Mr Olver is attached.  Photographs are available from
     the BP Press Office.


Further enquiries:


BP Press Office, London, tel: +44 (0)207 496 4358/4624/4708/4827



                                    - ENDS -



                                         SIGNATURES



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



                                         BP p.l.c.
                                        (Registrant)



Dated: 24 March 2004                          /s/ D. J. PEARL
                                                  ..............................
                                                  D. J. PEARL
                                                  Deputy Company Secretary