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In 1992, BP was facing an acute crisis that had led to the removal of its CEO, Bob Horton. Over the next ten years the company had undergone a complete metamorphosis. From being a relatively minor player, through a series of mergers and acquisitions, it had emerged in 2001 as one of the three oil supermajors, triggering a fundamental change in the structure of its industry. Financially, it had achieved the highest returns on capital employed of all major oil companies and was earning profits in excess of a billion dollars every month. This case describes how this remarkable transformation was achieved through fundamental changes in the company's organisational structure, management processes and leadership philosophy. The case ends with a description of the challenges being faced by the company at the end of 2001, and management's responses to those challenges.