AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON March 14, 1995
REGISTRATION NO. 33-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
Under
The Securities Act of 1933
Amoco Corporation
(Exact name of registrant as specified in its charter)
Indiana 36-1812780
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 East Randolph Drive, Chicago, Illinois 60601
(Address of Principal Executive Offices) (Zip Code)
AMOCO EMPLOYEE SAVINGS PLAN
(Full title of the Plan)
P. A. Brandin, Corporate Secretary
Amoco Corporation
200 East Randolph Drive
Chicago, Illinois 60601
(Name and address of agent for service)
(312)-856-6111
(Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
Proposed Proposed
Title of maximum maximum
securities to offering aggregate Amount of
be Amount to be price per offering registrati
registered(1) registered(2) share(3) price(3) on fee(3)
Common Stock, 20,000,000 $60.50 $1,210,000,000 $417,241
without par shares
value . . . .
(1) In addition, pursuant to Rule 416(c) under the Securities Act of
1933, as amended, this Registration Statement also covers an
indeterminate amount of interests to be offered or sold pursuant to
the Amoco Employee Savings Plan (the "Plan").
(2) Pursuant to Rule 416(a) under the Securities Act of 1933, as
amended, this Registration Statement also registers such
indeterminate number of additional shares as may be issuable under
the Plan in connection with share splits, share dividends or
similar transactions.
(3) Estimated pursuant to Rule 457(h) under the Securities Act of 1933,
as amended, solely for the purpose of calculating the registration
fee based on the average of the high and low prices for Amoco
Corporation common stock as reported on the New York Stock
Exchange, Inc. Composite Transactions Reporting System on March 9,
1995.
2.
Registration Statement on Form S-8
under the
Securities Act of 1993
of
Amoco Corporation
The contents of Registration Statement Numbers 33-42950, 33-66170
and 33-52579 under the Securities Act of 1933 of Amoco Corporation are
incorporated herein by reference.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8 Exhibits.
The undersigned Registrant hereby files the exhibits identified on
the Exhibit Index included as part of this Registration Statement.
The undersigned Registrant hereby undertakes to submit the Plan
and, from time to time, any amendments thereto to the Internal Revenue
Service ("IRS") in a timely manner and to make all changes required by
the IRS in order to continue to qualify the Amoco Employee Savings Plan.
3.
SIGNATURES
THE REGISTRANT
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused
this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Chicago, State of
Illinois, on March 13, 1995.
AMOCO CORPORATION
(Registrant)
By: John L. Carl
John L. Carl, Executive Vice President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
the capacities indicated on March 13, 1995.
Signature Title
H. LAURANCE FULLER* Chairman of the Board, President and
H. Laurance Fuller Director (Principal Executive Officer)
JOHN L. CARL* Executive Vice President and Chief
John L. Carl Financial Officer (Principal Financial
Officer)
J. R. REID* Vice President and Controller (Principal
J. R. Reid Accounting Officer)
L. D. THOMAS* Vice Chairman and Director
L. D. Thomas
PATRICK J. EARLY* Vice Chairman and Director
Patrick J. Early
DONALD R. BEALL* Director
Donald R. Beall
4.
Signature Title
RUTH BLOCK* Director
Ruth Block
JOHN H. BRYAN* Director
John H. Bryan
ERROLL B. DAVIS, JR.* Director
Erroll B. Davis, Jr.
RICHARD FERRIS* Director
Richard J. Ferris
F. A. MALJERS* Director
F. A. Maljers
ROBERT H. MALOTT* Director
Robert H. Malott
W. E. MASSEY* Director
W. E. Massey
MARTHA R. SEGER* Director
Martha R. Seger
MICHAEL WILSON* Director
Michael Wilson
RICHARD D. WOOD* Director
Richard D. Wood
*By
John L. Carl Individually and as Attorney-in-Fact
John L. Carl
5.
THE PLAN
Pursuant to the requirements of the Securities Act of 1933, the
Plan has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of
Boston, and the Commonwealth of Massachusetts, on March 13, 1995.
AMOCO EMPLOYEE SAVINGS PLAN
By: State Street Bank and Trust Company,
Trustee and Plan Administrator
By: James E. Murphy
Title: Vice President
6.
INDEX TO EXHIBITS
Exhibit Sequentially
Number Exhibit Numbered Page
5 Opinion of J. E. Klewin, including consent
10(g) Amoco Employee Savings Plan as Amended
and Restated November, 1994
23 Consent of Price Waterhouse
24 Powers of Attorney
7.