Form 6-K ARC RESOURCES LTD. For: Jan 29

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UNITED STATES

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM�6-K

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REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Section�13a-16 or 15d-16 of the

Securities Exchange Act of 1934

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For the month of January 2015

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Commission File Number: 000-30514

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ARC RESOURCES LTD.

(Exact name of registrant as specified in its charter)

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Suite 1200, 308 - 4th Avenue S.W., Calgary, Alberta T2P 0H7

(Address of principal executive offices)

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

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Form�20-F o

Form�40-F x

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Indicate by check mark if the registrant is submitting the Form�6-K in paper as permitted by Regulation S-T Rule�101(b)(1). o

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Note: Regulation S-T Rule�101(b)(1)�only permits the submission in paper of a Form�6-K if submitted solely to provide an attached annual report to security holders.

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Indicate by check mark if the registrant is submitting the Form�6-K in paper as permitted by Regulation S-T Rule�101(b)(7): o

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Note: Regulation S-T Rule�101(b)(7)�only permits the submission in paper of a Form�6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules�of the home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if discussing a material event, has already been the subject of a Form�6-K submission or other Commission filing on EDGAR.

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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.

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Yes o

No x

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If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule�12g3-2(b):� 82-�����

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SIGNATURE

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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.

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Dated: January 29, 2015	ARC Resources Ltd.
�	(Registrant)
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�	By:	/s/David P. Carey
�	�	David P. Carey
�	�	Senior Vice President, Capital Markets

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INDEX TO EXHIBITS

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EXHIBIT NUMBER	�	TITLE
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99.1	�	News Release Dated January 29, 2015 - ARC Resources Ltd. announces closing of over-allotment option on bought deal financing

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Exhibit 99.1

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ARC Resources Ltd. announces closing of over-allotment option on bought deal financing

/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

CALGARY, Jan. 29, 2015 /CNW/ -�(ARX - TSX)� ARC Resources Ltd. ("ARC") announced today that the over-allotment option granted to the underwriters with the previously announced bought deal financing has been fully exercised and closed.

A total of 2.329 million common shares have been issued at a price of $22.55 per share for gross proceeds of approximately $52 million.� The issue was made through a syndicate of underwriters led by RBC Capital Markets and including Scotia Capital Inc., BMO Capital Markets, CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., AltaCorp Capital Inc., Barclays Capital Canada Inc., FirstEnergy Capital Corp., Macquarie Capital Markets Canada Ltd. and Peters & Co. Limited.

The ARC common shares offered under this offering have not and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold in the United States or to any U.S. person except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.� This news release shall not constitute an offer to sell or the solicitation of any offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

ARC Resources Ltd. ("ARC") is one of Canada's largest conventional oil and gas companies with an enterprise value of approximately $8.5 billion.� ARC's common shares trade on the TSX under the symbol ARX.

ARC has adopted the standard of 6 Mcf:1 barrel of oil equivalent ("boe") when converting natural gas to boes.� Boes may be misleading, particularly if used in isolation.� A boe conversion ratio of 6 Mcf per barrel is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.� Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different than the energy equivalency of the 6:1 conversion ratio, utilizing the 6:1 conversion ratio may be misleading as an indication of value.

ARC RESOURCES LTD.

Myron M. Stadnyk
President and Chief Executive Officer

SOURCE ARC Resources Ltd.

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%CIK: 0001029509

For further information: about ARC Resources Ltd., please visit our website www.arcresources.com or contact: Investor Relations, E-mail: [email protected], Telephone: (403) 503-8600, Fax: (403) 509-6427, Toll Free 1-888-272-4900, ARC Resources Ltd., Suite 1200, 308 - 4th Avenue S.W., Calgary, AB T2P 0H7

CO: ARC Resources Ltd.

CNW 08:29e 29-JAN-15

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