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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                            FORM 10-Q

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

  For the quarterly period ended September 30, 1997 or

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

  For the transition period from            to

Commission file number 1-8888

                          AMOCO COMPANY
     (Exact name of registrant as specified in its charter)

           DELAWARE                          36-3353184
 (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)

                         312-856-6111
 (Registrant's telephone number, including area code)

                        NOT APPLICABLE
 (Former name, former address, and former fiscal year, if
  changed since last report)

Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.
           Yes    X        No

Number of shares outstanding as of September 30, 1997--100.

Registrant meets the conditions set forth in General Instructions
H(1)(a)  and (b) of Form 10-Q and is therefore filing  this  form
with reduced disclosure format.
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                  PART I--FINANCIAL INFORMATION

Item 1.  Financial Statements

Condensed Consolidated Statement of Income
(millions of dollars)
                                       Three Months      Nine Months
                                          Ended             Ended
                                       September 30,     September 30,
                                       1997     1996      1997     1996
                                                                 
Revenues:                                                        
  Sales and other operating revenues $ 7,317  $ 7,149   $21,332  $20,729
  Consumer excise taxes.............     894      868     2,577    2,531
  Other income......................      88      255       290      442
                                                      
    Total revenues..................   8,299    8,272    24,199   23,702
                                                                 
Costs and Expenses:                                              
  Purchased crude oil, natural                                   
    gas, petroleum products and                                  
    merchandise.....................   4,094    4,157    11,914   11,642
  Operating expenses................   1,141    1,029     3,239    3,057
  Petroleum exploration expenses,                                
    including exploratory dry holes.     120      148       387      361
  Selling and administrative                                     
    expenses........................     409      433     1,267    1,369
  Taxes other than income taxes.....   1,038    1,068     3,099    3,088
  Depreciation, depletion, amorti-                               
    zation, and retirements                                      
    and abandonments................     479      498     1,415    1,442
  Interest expense:                                              
    Affiliates......................     128      131       379      376
    Other...........................      81       16       172       57
      Total costs and expenses......   7,490    7,480    21,872   21,392
                                                                 
Income before income taxes..........     809      792     2,327    2,310
                                                                 
Income taxes........................     341      226       757      636
                                                                 
Net income.......................... $   468  $   566   $ 1,570  $ 1,674
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Condensed Consolidated Statement of Financial Position
(millions of dollars)
                                                 Sept. 30,  Dec. 31,
                                                   1997       1996
ASSETS                                                      
Current Assets:                                             
  Cash ......................................... $   140    $   222
  Marketable securities--at cost................     579        767
  Accounts and notes receivable:                            
    Affiliates..................................   2,392        745
    Other (less allowances of $15 at                        
      September 30, 1997 and $14 at                         
      December 31, 1996)........................   3,037      3,154
  Inventories...................................     960        820
  Prepaid expenses, income taxes and other......     884        653
    Total current assets........................   7,992      6,361
                                                            
Investments and Other Assets:                               
  Affiliates....................................   1,410      1,464
  Other.........................................   1,694      1,376
                                                   3,104      2,840
Properties--at cost, less accumulated                       
  depreciation, depletion and amortization of               
  $24,979 at September 30, 1997, and $24,151 at             
  December 31, 1996 (The successful efforts                 
  method of accounting is followed for costs                
  incurred in oil and gas producing activities).  20,647     20,007
    Total assets...........................      $31,743    $29,208
                                                            
LIABILITIES AND SHAREHOLDER'S EQUITY                        
Current Liabilities:                                        
  Current portion of long-term obligations...... $    95    $    74
  Short-term obligations........................     786        442
  Accounts payable..............................   2,149      2,663
  Accrued liabilities...........................     923        916
  Taxes payable (including income taxes)........     900        831
    Total current liabilities...................   4,853      4,926
                                                            
Long-Term Obligations:                                      
  Affiliates....................................   4,733      4,731
  Other debt....................................   2,936      2,190
  Capitalized Leases............................      89         76
                                                   7,758      6,997
Deferred Credits and Other Non-Current Liabilities:
  Income taxes..................................   2,856      2,592
  Other.........................................   1,871      1,932
                                                   4,727      4,524
Minority Interest...............................     421        131
Shareholder's Equity............................  13,984     12,630
    Total liabilities and shareholder's equity.. $31,743    $29,208
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Condensed Consolidated Statement of Cash Flows
(millions of dollars)
                                                  Nine Months Ended
                                                    September 30,
                                                   1997      1996
Cash Flows from Operating Activities:                      
  Net income...................................  $ 1,570   $ 1,674
  Adjustments to reconcile net income to net               
    cash provided by operating activities:                 
    Depreciation, depletion, amortization,                 
      and retirements and abandonments.........    1,415     1,442
    Other......................................   (2,028)   (1,071)
    Net cash provided by operating activities..      957     2,045
                                                           
Cash Flows from Investing Activities:                      
  Capital expenditures.........................   (2,032)   (2,293)
  Proceeds from dispositions of property and               
    other assets...............................      244       586
  Net investments, advances and business                   
    acquisitions...............................     (587)     (619)
  Proceeds from sales of investments...........       77         -
  Other........................................      143        (2)
    Net cash used in investing activities......   (2,155)   (2,328)
                                                           
Cash Flows from Financing Activities:                      
  New long-term obligations....................      993        85
  Repayment of long-term obligations...........     (273)     (237)
  Dividends paid...............................     (136)        -
  Increase in short-term obligations...........      344       199
    Net cash used in financing activities......      928        47
                                                           
Decrease in Cash and Marketable Securities.....     (270)     (236)
Cash and Marketable Securities-Beginning of                
  Period.......................................      989     1,000
Cash and Marketable Securities-End of Period...  $   719   $   764
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Basis of Financial Statement Preparation

Amoco  Company  (the "Company") is a wholly owned  subsidiary  of
Amoco  Corporation, an Indiana corporation ("Amoco"), and is  the
holding  company  for  substantially all petroleum  and  chemical
operations  except  Amoco Canada Petroleum Company  Ltd.  ("Amoco
Canada")  and  selected other activities.  Amoco  guarantees  the
public  debt  obligations of the Company. The Company  and  Amoco
guarantee  the  public notes and debentures of Amoco  Canada  and
Amoco Argentina Oil Company ("Amoco Argentina").

The condensed financial statements contained herein are unaudited
and have been prepared from the books and records of the Company.
In  the  opinion of management, the financial statements  reflect
all adjustments, consisting of only normal recurring adjustments,
necessary  for  a fair statement of the results for  the  interim
periods. The condensed financial statements have been prepared in
accordance with the instructions to Form 10-Q and, therefore,  do
not  include all information and notes necessary for  a  complete
presentation  of  results of operations, financial  position  and
cash  flows  in  conformity  with generally  accepted  accounting
principles.


Item 2. Management's Narrative Analysis of Results of Operations

Results of Operations

Net income for the third quarter of 1997 of $468 million compared
with  $566 million for the third quarter 1996. Included  in  1996
earnings was a $97 million after-tax gain on the sale of  Amoco's
polystyrene  foam products business. Excluding  this  gain,  1997
third-quarter earnings were the same as 1996 earnings.  Favorably
affecting  third-quarter earnings were stronger refining  margins
offset  by  lower  worldwide  crude oil  prices  and  lower  U.S.
production volumes.

Net  income  for  the  first nine months of 1997  totaled  $1,570
million slightly below 1996 after adjusting 1996 earnings for the
$97  million  asset-sale gain. Favorably affecting 1997  earnings
were  higher  exploration and production results  due  to  higher
natural  gas prices, and improved refining operations. Offsetting
were lower chemical earnings compared to 1996, mainly as a result
of lower paraxylene margins.

Sales  and other operating revenues totaled $7.3 billion for  the
third quarter of 1997 and $21.3 billion for the first nine months
of  1997,  approximately two percent and  three  percent  higher,
respectively, than the comparable 1996 periods. The increase  for
both  periods  was  primarily attributable to higher  prices  for
natural gas and refined products.

The  decline  in  other  income for both year-to-date  and  third
quarter 1997 mainly reflected the absence of the 1996 gain on the
sale of the polystyrene foam products business.

Operating expenses for the third quarter and nine months of  1997
increased  over  the comparable 1996 periods,  reflecting  higher
refining  maintenance expenses, primarily in the  first  quarter,
and higher U.S. production costs.

Third-quarter 1997 exploration expenses decreased $28 million  to
$120  million reflecting lower dry hole costs worldwide. For  the
first  nine  months  of 1997, exploration expenses  totaled  $387
million,  an  increase  of seven percent over  1996  year-to-date
expenses. Higher dry hole costs overseas were partially offset by
lower exploration expenses in the United States.

Selling and administrative expenses for the third quarter of 1997
were $409 million compared with $433 million for the similar 1996
period. Third-quarter 1997 expenses included favorable before-tax
currency effects of $17 million compared with unfavorable before-
tax  currency  effects  of  $1 million for  the  comparable  1996
period.  Year-to-date  selling and administrative  expenses  were
$1,267  million  for 1997 compared to $1,369  million  for  1996.
Reflected in year-to-date 1997 expenses were favorable before-tax
currency effects of $19 million compared with unfavorable before-
tax  currency  effects  of $16 million for  the  comparable  1996
period.

Interest  expense other than affiliates totaled $81  million  and
$172  million  for  the third quarter and nine  months  of  1997,
respectively, compared with $16 million and $57 million  for  the
comparable  1996 periods. The increase reflected an  increase  in
long-term  debt  and  associated  interest  expense  on   revised
estimates  of  litigation and tax obligations.  Included  in  the
third  quarter  of  1996 was a reduction of interest  expense  on
revised estimates of tax obligations.

Outlook

The  Company  and  the  petroleum industry will  continue  to  be
affected  by the volatility of crude oil and natural gas  prices.
Also,  affecting chemicals and petroleum products  activities  is
the  overall industry product supply and demand balance.  Amoco's
future  performance is expected to continue  to  be  impacted  by
ongoing  cost reduction programs; the divestment of non-strategic
assets;  application  of new technologies; and  new  governmental
regulations.

The  Company will pursue areas that capitalize on its natural gas
resources and continue to expand internationally. As announced in
June,  Amoco  plans  to  divest a  number  of  its  oil  and  gas
properties and royalty interests in the United States as part  of
a  major  refocusing  of  its  U.S.  exploration  and  production
business.  During  the third quarter of 1997, Amoco  had  a  sale
pending  for  the San Juan Basin properties in New Mexico.  There
are  three  remaining packages of non-core  U.S.  crude  oil  and
natural  gas properties expected to be sold by year-end  1997  or
early 1998. Amoco has also agreed to sell its intrastate pipeline
unit in Texas. The proceeds from the divestments will be invested
in more strategic areas.

Amoco's worldwide barrel-oil-equivalent production is expected to
increase from 1996 levels by 25 percent over the next five years,
with  the largest increases expected to occur in the later years.
Production  in  1997 is expected to decrease from year-end  1996,
with  incremental  production  from  the  Gulf  of  Mexico,   and
production from Venezuela, Colombia and Bolivia, being offset  by
normal field declines and dispositions.

Amoco  Argentina  and Bridas Corporation ("Bridas")  are  in  the
process  of creating a jointly owned company called Pan  American
Energy  LLC.  The  new  diversified enterprise  will  be  formed,
pending  definitive  agreements, by contributing  the  respective
assets  of Amoco and Bridas in the Southern Cone of South America
and  will  create the second largest producer of  crude  oil  and
natural  gas in Argentina. Amoco will hold a 60 percent  interest
in the new venture.

Amoco  also recently formed a limited partnership with YPF  S.A.,
called  Crescendo  Resources L.P., to manage about  one  trillion
cubic  feet  of  natural gas in the Texas Panhandle  and  western
Oklahoma.  The  combined  resources  are  expected  operate  more
efficiently  and allow the opportunity of sharing best  practices
and technology of both partners.

Recently,  Amoco announced a definitive agreement with Shell  Oil
Company to build a natural gas processing plant in Mississippi to
handle anticipated production increases in the Gulf of Mexico.

In  petroleum  products,  recent refinery  operations  have  seen
improved  margins  over  the  last nine  months.  However,  Amoco
anticipates  a return to more historical levels in U.S.  industry
refining margins in the long-term. Amoco will continue to  pursue
additional   cost   reduction   programs   and   improved   asset
utilization.   Amoco's  marketing  strategy  will   continue   to
emphasize brand product quality and growth in its position  as  a
convenience retailer. Strategic alliances with such companies  as
McDonald's  Corporation  and Femsa  in  Mexico  are  expected  to
continue.

In chemicals, Amoco's overall strategy is to manage its portfolio
to  optimize  the quality of its businesses through  acquisitions
and  divestments, and selectively invest in local  market  growth
for  existing businesses. While current industry excess  purified
terephthalic  acid ("PTA") capacity is putting downside  pressure
on  margins, long-term worldwide annual growth is expected to  be
eight  percent.  Paraxylene  ("PX") long-term  annual  growth  is
expected to be seven percent. In order to meet expected growth in
PTA  and PX, the Company is expanding its wholly owned and joint-
ventures  operations.  Amoco's naphthalene dicarboxylate  ("NDC")
plant in Decatur, Alabama achieved full-scale production capacity
of  27,000  tons  in the third quarter of 1997.  Amoco  plans  on
expanding the capacity to between 40,000 and 50,000 tons by 1999.


Liquidity and Capital Resources

Cash flows from operating activities amounted to $957 million  in
the first nine months of 1997 compared with $2,045 million in the
comparable 1996 period. Working capital totaled $3,139 million at
September  30,  1997,  compared with $1,435 million  at  year-end
1996. The Company's current ratio was 1.65 to 1 at September  30,
1997  and 1.29 to 1 at year-end 1996. As a matter of policy,  the
Company practices asset and liability management techniques  that
are  designed  to  minimize its investment  in  non-cash  working
capital.  This does not impair operational flexibility since  the
Company  has  ready  access  to both short-  and  long-term  debt
markets.

Long-term  receivables and other assets at  September  30,  1997,
included   $271  million  in  restricted  cash  and   investments
committed to the operatorship of a Bolivian oil and gas  company,
Empresa  Petrolera  Chaco.  Amoco  completed  the  agreement  for
operatorship and 50 percent ownership of Empresa Petrolera  Chaco
in April 1997.

The  Company's ratio of debt to debt-plus-equity (excluding  debt
with affiliates) was 20.9 percent at September 30, 1997, compared
with   17.4  percent  at  year-end  1996.  Including  debt   with
affiliates, the ratio was 37.2 percent at September 30, 1997, and
36.8  percent  at year-end 1996. The ratio of earnings  to  fixed
charges on obligations, excluding debt with affiliates, was  11.8
to  1  for first nine months of 1997 compared with 14.2 to 1  for
the year ended December 31, 1996.

The  Company  believes  that its strong financial  position  will
permit the financing of business needs and opportunities as  they
arise. It is anticipated that ongoing operations will be financed
primarily  by internally generated funds. Short-term obligations,
such  as  commercial  paper  borrowings,  give  the  Company  the
flexibility  to  meet  short-term  working  capital   and   other
temporary  requirements. At September 30,  1997,  bank  lines  of
credit  available to support commercial paper borrowings amounted
to $500 million, all of which were supported by commitment fees.

The  Company  also may utilize its favorable access to  long-term
debt markets to finance profitable growth opportunities and other
business  needs. In early August 1997, Amoco Company issued  $300
million of 10-year, 6.5% guaranteed notes. In October 1997, Amoco
Company  issued  $200  million  of seven-year,  6.25%  guaranteed
notes. The Company has a shelf registration statement covering an
additional $500 million of debt, guaranteed by Amoco.

Proceeds from dispositions of property and other assets  for  the
first nine months of 1996 included $310 million received from the
sale of Amoco's polystyrene foam products business.

Capital and exploration expenditures for the first nine months of
1997 totaled $2,419 million compared with $2,654 million for  the
similar 1996 period. The capital and exploration expenditures for
the  first  nine months of 1996 exclude the purchase of Albemarle
Corporation's  alpha-olefins, poly  alpha-olefins  and  synthetic
alcohol businesses for $535 million.

The  Company  has  provided in its accounts  for  the  reasonably
estimable  future  costs  of  probable environmental  remediation
obligations   relating  to  various  oil  and   gas   operations,
refineries,  marketing  sites and chemical  locations,  including
multiparty  sites  at  which  the  Company  and  certain  of  its
subsidiaries  have  been  identified as  potentially  responsible
parties  by  the  U.S.  Environmental  Protection  Agency.   Such
estimated   costs   will  be  refined  over  time   as   remedial
requirements and regulations become better defined. However,  any
additional environmental costs cannot be reasonably estimated  at
this  time  due  to  uncertainty  of  timing,  the  magnitude  of
contamination,  future technology, regulatory changes  and  other
factors. Although future costs could have a significant effect on
the  results  of  operations in any  one  period,  they  are  not
expected to be material in relation to the Company's liquidity or
consolidated financial position. In total, the accrued  liability
represents   a   reasonable  best  estimate  of   the   Company's
remediation liability.

"Safe  Harbor" Statement under the Private Securities  Litigation
Reform Act of 1995.

Statements  in  this  report  that  are  not  historical   facts,
including  statements under the heading of  "Outlook"  and  other
statements  about  industry  and  company  growth,  estimates  of
expenditures and savings, and other trend projections are forward
looking   statements.  The  statements  are  based   on   current
expectations  and involve risk and uncertainties.  Actual  future
results or trends may differ materially depending on a variety of
factors.  These  include  specific  factors  identified  in   the
discussion accompanying such forward looking statements, industry
product  supply  and  pricing, political stability  and  economic
growth  in  relevant areas of the world, the Company's successful
execution   of   its   internal  performance  plans,   successful
partnering, actions of competitors, natural disasters  and  other
changes to business conditions.


                  PART II--OTHER INFORMATION

Item 1.  Legal Proceedings

Reference  is  made to the description of the  challenge  by  the
Internal  Revenue  Service of certain  foreign  income  taxes  as
credits against Amoco's U.S. taxes that otherwise would have been
payable for the years 1980 through 1992 in Part I, Item 3 of  the
Company's 1996 Form 10-K.

Eleven  proceedings  instituted by governmental  authorities  are
pending  or  known  to be contemplated against  the  Company  and
certain  of  its  subsidiaries  under  federal,  state  or  local
environmental  laws,  each  of which  could  result  in  monetary
sanctions in excess of $100,000. No individual proceeding is, nor
are  the  proceedings as a group, expected  to  have  a  material
adverse effect on the Company's liquidity, consolidated financial
position or results of operations. The Company estimates that  in
the  aggregate  the monetary sanctions reasonably  likely  to  be
imposed  from  these  proceedings amount  to  approximately  $7.3
million.

The Company has various other suits and claims pending against it
among  which  are several class actions for substantial  monetary
damages which in the Company's opinion are not meritorious. While
it  is  impossible to estimate with certainty the ultimate  legal
and  financial  liability in respect to  these  other  suits  and
claims,  the  Company believes that, while the  aggregate  amount
could be significant, it will not be material in relation to  its
liquidity or its consolidated financial position.


Item 2.  Changes in Securities
Not applicable.


Item 3.  Defaults upon Senior Securities
Not applicable.


Item 4.  Submission of Matters to a Vote of Security Holders
Not applicable.


Item 5.  Other Information

Shown below is summarized financial information for the Company's
indirectly wholly owned subsidiary, Amoco Argentina.
                                           
                           Three Months     Nine Months
                              Ended           Ended
                           September 30,   September 30,
                            1997   1996     1997    1996
                                    (millions of dollars)
                                                   
    Revenues.............  $  74  $  90    $ 227   $ 244
    Net income...........  $  22  $  34    $  78   $  90

                                   Sept.    Dec. 31,
                                   30
                                     1997     1996
                                      (millions of dollars)
                                                    
    Current assets...............   $  50    $ 251  
    Total assets.................   $ 463    $ 613  
    Current liabilities..........   $  88    $  87  
    Non-current liabilities......   $ 280    $ 237  
    Shareholder's equity.........   $  95    $ 289  
                                                    

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

Exhibit
Number

  12    Statement Setting Forth Computation of Ratio
        of Earnings to Fixed Charges.
  27    Financial Data Schedule.

(b) No reports on Form 8-K were filed during the quarter
   ended September 30, 1997.
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                            Signature

Pursuant  to the requirements of the Securities Exchange  Act  of
1934, the registrant has duly caused this report to be signed  on
its behalf by the undersigned thereunto duly authorized.


                              Amoco Company
                              (Registrant)


Date: November 13, 1997

                              Judith G. Boynton
                              Judith G. Boynton
                              Vice President and Controller
                              (Duly Authorized and Chief
                               Accounting Officer)