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                                                                    EXHIBIT 5

October 1, 1997

Amoco Company
Amoco Corporation
200 East Randolph Drive
Chicago, Illinois 60601

REGISTRATION STATEMENT

Dear Sirs:

Amoco Company, a Delaware corporation (the "Company"), proposes to
issue debt securities (the "Securities") guaranteed (the "Guarantees") by
Amoco Corporation, an Indiana corporation ("Amoco") and/or warrants to purchase
Securities (the "Warrants"). The Securities and Guarantees are to be issued
pursuant to an indenture (the "Indenture") dated as of August 1, 1997, among
the Company, Amoco and The Chase Manhattan Bank, as Trustee, which is included
as an exhibit to the Registration Statement on Form S-3 filed by the Company
and Amoco relating to the Securities, the Guarantees and the Warrants (the
"Registration Statement"). The Warrants are to be issued pursuant to a warrant
agreement between the Company and a warrant agent (the "Warrant Agreement"), a
form of which is included as an exhibit to the Registration Statement.

As counsel to the Company and Amoco, I am familiar with their respective
charters, by-laws, minutes of meetings of stockholders and directors, and other
corporate records.  I have examined the Registration Statement and the exhibits
thereto.  Based upon the foregoing, I am of the opinion that:

1.   The Company is a corporation duly organized and existing under the laws
     of the State of Delaware.

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

3.   The Company has full power and authority under the laws of the State of
     Delaware and under its Certificate of Incorporation (i) to incure the
     obligations of the Securities and the Warrants in accordance with and
     subject to the respective terms thereof and of the Indenture and Warrant
     Agreement, respectively, and (ii) to execute and deliver the Indenture and
     the Warrant Agreement.

4.   Amoco has full power and authority under the laws of the State of Indiana
     and under its Amended Articles of Incorporation (i) to incur the
     obligations of the Guarantees in accordance with and subject to the terms
     thereof and of the Indenture, and (ii) to execute and deliver the
     Indenture.




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Amoco Corporation
Page 2
October 1, 1997


5.   When the Securities have been duly authorized and duly executed by the
     Company and authenticated as provided in the Indenture and when duly paid
     for and delivered in accordance with the procedures described in the
     Registration Statement and any prospectus supplement relating to such
     sale, the Securities will be duly authorized and valid and binding
     obligations of the Company in accordance with and subject to the terms
     thereof and of the Indenture.

6.   When the Warrants have been duly authorized and duly executed by the
     Company and countersigned in accordance with the Warrant Agreement and
     when duly paid for and delivered in accordance with the procedures
     described in the Registration Statement and any prospectus supplement
     relating to such sale, the Warrants will be duly authorized and valid and
     binding obligations of the Company in accordance with and subject to the
     terms thereof and of the Warrant Agreement.

7.   When the Guarantees have been duly authorized and duly executed as
     provided in the Indenture and when the Securities on which the Guarantees
     are endorsed have been duly authorized and duly executed by the Company
     and authenticated as provided in the Indenture and duly paid for and
     delivered in accordance with the procedures described in the Registration
     Statement and any prospectus supplement relating to such sale, the
     Guarantees will be duly authorized and valid and binding obligations of
     Amoco in accordance with, and subject to, their terms and the terms of the
     Indenture.

The opinions set forth above are subject to (a) the effect of any applicable
bankruptcy, insolvency, reorganization, moratorium or similar law affecting
creditors' rights generally and (b) the effect of general principles of equity.

I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of my name under the heading "Legal
Opinions" in the Registration Statement and related prospectus.

Very truly yours,

/s/ Daniel B. Pinkert

Daniel B. Pinkert