EXHIBIT 5



December 19, 1995

Amoco Corporation
200 East Randolph Drive
Chicago, Illinois 60601

Ladies and Gentlemen:

Reference  is  made  to  the proposed offering  of  interests
("Interests")  in  the  Amoco  Fabrics  and  Fibers   Company
Salaried  401(k)  Savings  Plan  (the  "Plan"),  and  to  the
proposed  offering  through  the  Plan  of  shares  of  Amoco
Corporation,  an Indiana corporation ("Amoco"), common  stock
without  par  value (the "Shares") to salaried  employees  of
Amoco  Fabrics and Fibers Company.  The Trustee for the  Plan
and  related  master trust (the "Trustee") is  Bankers  Trust
Company, a New York banking corporation.

I  am  familiar  with  the  Form S-8  Registration  Statement
("Registration Statement") that Amoco and the Plan are 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").

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.

2.   The Interests when issued pursuant to the terms and
     conditions of the Plan, will be legally issued, fully
     paid and non-assessable.

3.   It is presently contemplated that the Shares to be
     acquired by the Plan will be purchased (a)in the
     open market, or (b)in other transactions not involving
     issuance of shares by Amoco.  To the extent that the
     Shares acquired by the Plan shall constitute shares
     issued by 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.

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 such Registration Statement.  In giving such consent
I  do  not hereby admit that I am in the category of  persons
whose consent is required under Section 7 of the Act.

Sincerely,



JANE E. KLEWIN

Jane E. Klewin
Attorney