<PAGE>
<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON March 9, 1994
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
<TABLE>
<CAPTION>
Proposed Proposed
Title of maximum maximum
securities to offering aggregate Amount of
be Amount to be price per offering registration
registered(1) registered(2) share(3) price(3) fee(3)
<S> <C> <C> <C> <C>
Common Stock, 10,000,000 $52.5625 $525,625,000 $181,250
without par shares
value . . . .
</TABLE>
1.
<PAGE>
<PAGE>
(1) 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 7,
1994.
2.
<PAGE>
<PAGE>
Registration Statement on Form S-8
under the
Securities Act of 1993
of
Amoco Corporation
The contents of Registration Statement Numbers 33-42950 and 33-
66170 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.
<PAGE>
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 9, 1994.
AMOCO CORPORATION
(Registrant)
By: H. L. FULLER
H. L. Fuller, Chairman of the Board
and 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 9, 1994.
<TABLE>
<CAPTION>
Signature Title
<S> <C>
H. L. FULLER* Chairman of the Board, President and
H. L. Fuller Director (Principal Executive Officer)
F. S. ADDY* Executive Vice President and Director
F. S. Addy (Principal Financial Officer)
JOHN L. CARL* Senior Vice President-Finance and
John L. Carl Controller (Principal Accounting
Officer)
L. D. THOMAS* Vice Chairman and Director
L. D. Thomas
P. J. EARLY* Vice Chairman and Director
P. J. Early
DONALD R. BEALL* Director
Donald R. Beall
4.
<PAGE>
<PAGE>
Signature Title
<S> <C>
RUTH BLOCK* Director
Ruth Block
JOHN H. BRYAN* Director
John H. Bryan
ERROLL DAVIS* Director
Erroll Davis
RICHARD FERRIS* Director
Richard Ferris
ROBERT H. MALOTT* Director
Robert H. Malott
WALTER E. MASSEY* Director
Walter E. Massey
MARTHA R. SEGER* Director
Martha R. Seger
MICHAEL WILSON* Director
Michael Wilson
RICHARD D. WOOD* Director
Richard D. Wood
*By H. L. FULLER Individually and as Attorney-in-Fact
H. L. Fuller
</TABLE>
5.
<PAGE>
<PAGE>
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 9, 1994.
AMOCO EMPLOYEE SAVINGS PLAN
By: State Street Bank and Trust Company,
Trustee and Plan Administrator
By: James E. Murphy
Title: Vice President
6.
<PAGE>
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Sequentially
Number Exhibit Numbered
Page
<S> <C> <C>
(5) Opinion of J. E. Klewin, including consent
(23) Consent of Price Waterhouse
(24) Powers of Attorney
</TABLE>
7.
<PAGE>
<PAGE>
Exhibit 5
March 9, 1994
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 for the Plan and related trust (the
"Trustee") 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 and 33-66170 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.
1.
<PAGE>
<PAGE>
Amoco Corporation
Page 2
March 9, 1994
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 Interests will be legally issued, full 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
2.
<PAGE>
<PAGE>
Exhibit 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in this
Registration Statement on Form S-8 of our report dated February 23, 1993,
which appears on page 32 of Amoco Corporation's Annual Report to
shareholders for the year ended December 31, 1992, which is incorporated
by reference in Amoco Corporation's Annual Report on Form 10-K for the
year ended December 31, 1992. We also consent to the incorporation by
reference of our report on the Financial Statement Schedules, which
appears on page 14 of such Annual Report on Form 10-K. We also consent to
the incorporation by reference of our report dated June 23, 1993, which
appears on page 3 of the Annual Report of the Amoco Employee Savings Plan
on Form 11-K for the year ended December 31, 1992.
PRICE WATERHOUSE
Chicago, Illinois
March 9, 1994
<PAGE>
<PAGE>
EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 15th day of October, 1991.
H. L. FULLER
Signature
H. L. Fuller
Print Name
1
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 15th day of October, 1991.
F. S. ADDY
Signature
F. S. Addy
Print Name
2
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, L. D. Thomas and F. S. Addy, and each of them, his
or her true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign (i) any and all Amoco
Corporation registration statements and amendments thereto relating to
issuance, through or in connection with employee benefit plans, of Amoco
Corporation common stock and plan interests, and (ii) annual reports of
Amoco Corporation on Form 10-K, for any fiscal year, and (iii) any and all
amendments to Registration Statements Nos. 33-11635 and 33-22897 on Form
S-3, and to file the same with the Securities and Exchange Commission,
with all exhibits thereto, and all other documents as may be necessary or
appropriate in connection therewith, granting unto said attorney-in-fact
and agent, full power and authority to do and perform each and every act
and thing which said attorneys and agents, or any of them, deem advisable
to enable Amoco Corporation to comply with the federal or state securities
laws, and any requirements or regulations in respect thereto, as fully to
all intents and purposes as he or she might or could do in person, and the
undersigned does hereby ratify and confirm all that said attorney-in-fact
and agent, or his substitute or substitutes, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 14th day of December, 1992.
JOHN L. CARL
Signature
John L. Carl
Print Name
3
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 15th day of October, 1991.
L. D. THOMAS
Signature
L. D. Thomas
Print Name
4
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 15th day of October, 1991.
P. J. EARLY
Signature
P. J. Early
Print Name
5
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 17th day of October, 1991.
DONALD R. BEALL
Signature
Donald R. Beall
Print Name
6
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 21st day of October, 1991.
RUTH BLOCK
Signature
Ruth Block
Print Name
7
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 22nd day of October, 1991.
JOHN H. BRYAN
Signature
John H. Bryan
Print Name
8
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 21st day of October, 1991.
ERROLL DAVIS
Signature
Erroll Davis
Print Name
9
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 22nd day of October, 1991.
RICHARD FERRIS
Signature
Richard Ferris
Print Name
10
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 25th day of October, 1991.
ROBERT H. MALOTT
Signature
Robert H. Malott
Print Name
11
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, L. D. Thomas, and F. S. Addy, and each of them, his
or her true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign (i) any and all Amoco
Corporation registration statements and amendments thereto relating to
issuance, through or in connection with employee benefit plans, of Amoco
Corporation common stock and plan interests, and (ii) annual reports of
Amoco Corporation on Form 10-K, for any fiscal year, and (iii) any and all
amendments to Registration Statements Nos. 33-11635 and 33-22897 on Form
S-3, and to file the same with the Securities and Exchange Commission,
with all exhibits thereto, and all other documents as may be necessary or
appropriate in connection therewith, granting unto said attorney-in-fact
and agent, full power and authority to do and perform each and every act
and thing which said attorneys and agents, or any of them, deem advisable
to enable Amoco Corporation to comply with the federal or state securities
laws, and any requirements or regulations in respect thereto, as fully to
all intents and purposes as he or she might or could do in person, and the
undersigned does hereby ratify and confirm all that said attorney-in-fact
and agent, or his substitute or substitutes, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 2nd day of July, 1993.
WALTER E. MASSEY
Signature
Walter E. Massey
Print Name
12
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 18th day of October, 1991.
MARTHA R. SEGER
Signature
Martha R. Seger
Print Name
13
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, L. D. Thomas, and F. S. Addy, and each of them, his
or her true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name,
place and stead, in any and all capacities, to sign (i) any and all Amoco
Corporation registration statements and amendments thereto relating to
issuance, through or in connection with employee benefit plans, of Amoco
Corporation common stock and plan interests, and (ii) annual reports of
Amoco Corporation on Form 10-K, for any fiscal year, and (iii) any and all
amendments to Registration Statements Nos. 33-11635 and 33-22897 on Form
S-3, and to file the same with the Securities and Exchange Commission,
with all exhibits thereto, and all other documents as may be necessary or
appropriate in connection therewith, granting unto said attorney-in-fact
and agent, full power and authority to do and perform each and every act
and thing which said attorneys and agents, or any of them, deem advisable
to enable Amoco Corporation to comply with the federal or state securities
laws, and any requirements or regulations in respect thereto, as fully to
all intents and purposes as he or she might or could do in person, and the
undersigned does hereby ratify and confirm all that said attorney-in-fact
and agent, or his substitute or substitutes, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 23rd day of February, 1994.
MICHAEL WILSON
Signature
Michael Wilson
Print Name
14
<PAGE>
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and
appoints H. L. Fuller, R. D. Cadieux, L. D. Thomas and F. S. Addy, and
each of them, his or her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him or her and in his
or her name, place and stead, in any and all capacities, to sign (i) any
and all Amoco Corporation registration statements and amendments thereto
relating to issuance, through or in connection with employee benefit
plans, of Amoco Corporation common stock and plan interests, and (ii)
annual reports of Amoco Corporation on Form 10-K, for any fiscal year, and
(iii) any and all amendments to Registration Statements Nos. 33-11635 and
33-22897 on Form S-3, and to file the same with the Securities and
Exchange Commission, with all exhibits thereto, and all other documents as
may be necessary or appropriate in connection therewith, granting unto
said attorney-in-fact and agent, full power and authority to do and
perform each and every act and thing which said attorneys and agents, or
any of them, deem advisable to enable Amoco Corporation to comply with the
federal or state securities laws, and any requirements or regulations in
respect thereto, as fully to all intents and purposes as he or she might
or could do in person, and the undersigned does hereby ratify and confirm
all that said attorney-in-fact and agent, or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this power of
attorney on the 17th day of October, 1991.
RICHARD D. WOOD
Signature
Richard D. Wood
Print Name
15
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