Exhibit 5


   March 13, 1995

   Amoco Corporation
   200 East Randolph Drive
   Chicago, Illinois 60601

   Gentlemen:

   Reference  is  made to  the  proposed  offering of  additional  interests
   ("Interests") in the Amoco Employee  Savings Plan, formerly known  as the
   Employee Savings Plan  of Amoco Corporation and  Participating Companies,
   as amended and  restated effective February 1, 1993 (the  "Plan"), and to
   the proposed  offering through  the Plan  of additional  shares of  Amoco
   Corporation, an  Indiana corporation ("Amoco")  common stock without  par
   value  (the   "Shares")  to   Amoco  employees,   employees  of   certain
   participating  companies that have  adopted the  Plan, and  certain other
   participants in the Plan.   The Trustee (the "Trustee") for  the Plan and
   related  trust is  State Street Bank  and Trust Company,  a trust company
   organized under the laws of the Commonwealth of Massachusetts.

   I   am  familiar   with  the   Form   S-8  Registration   Statement  (the
   "Registration Statement") that  Amoco is filing  with the Securities  and
   Exchange Commission  to register  Interests in  the Plan  and the  Shares
   under the Securities  Act of  1933, as amended  (the "Act").   Amoco  has
   previously filed  Registration Statement  Numbers 33-42950,  33-66170 and
   33-52579 with respect  to the interests in  the Plan and shares  of Amoco
   common stock.

   I have examined:

   (a)   a certified copy of  the Articles of Incorporation of Amoco and all
         amendments thereto;

   (b)   the By-laws of Amoco;

   (c)   the Minutes of the Meetings of the Stockholders and the Board of  
         Directors of Amoco and committees  thereof that are relevant to    
         matters contained in this opinion; and I have made such other      
         investigation and examined such other documents as  I have deemed  
         necessary for the purpose of giving the opinion herein stated.

   I am of the opinion that:

   1.    Amoco  is a corporation duly  organized and validly existing  under
         the laws of the State of Indiana.


   Amoco Corporation
   Page 2
   March 13, 1995

   2.    The Plan and the Interests therein have been duly authorized and  
         approved and, when issued pursuant  to the terms and  conditions of
         the Plan, such Interestswill be legally issued, fully paid and non-
         assessable.

   3.    It is presently contemplated that the  Shares to be acquired by the
         Plan will not  be purchased  from Amoco, but  will be purchased  in
         the open market or in other transactions not involving Amoco.  To
         the extent that the Shares acquired by the Plan shall constitute
         Shares issued by and purchased directly from  Amoco, such Shares,
         when issued pursuant to the terms and conditions of the Plan, and
         as contemplated in the  Registration Statement, will be  legally
         issued, fully paid and non-assessable.

   The foregoing  opinion  is limited  to  the Federal  laws  of the  United
   States and the Indiana Business Corporation Law,  and I am not expressing
   any  opinion as to the  effect of the laws of  any other jurisdiction.  I
   hereby consent  to the use of the foregoing opinion  as an exhibit to the
   Registration Statement  and to the  use of  my name  in the  Registration
   Statement.   In giving such  consent I do  not hereby admit  I am in  the
   category of  persons whose  consent is  required under Section  7 of  the
   Act.

   Very truly yours,




   Jane E. Klewin
   Attorney