============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A AMENDMENT NO. 1 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1997 Commission file number 1-2918 ASHLAND INC. (a Kentucky corporation) I.R.S. No. 61-0122250 1000 Ashland Drive Russell, Kentucky 41169 Telephone Number: (606) 329-3333 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 ___ At January 31, 1998, there were 75,272,427 shares of Registrant's Common Stock outstanding. One Right to purchase one-thousandth of a share of Series A Participating Cumulative Preferred Stock accompanies each outstanding share of Registrant's Common Stock. =============================================================================== EXPLANATORY NOTE This Amendment to the quarterly report on Form 10-Q for the quarter ended December 31, 1997, of Ashland Inc. ("Ashland") is being filed by Ashland to restate Ashland's Exhibit 27 - Financial Data Schedule, for each of the last three fiscal years and for each interim period within the last two fiscal years (except for the quarter ended December 31, 1996, which was filed with the original 10-Q). The restatement results from the adoption of FAS 128 and FAS 131 as described in Notes B and F of Notes to Condensed Consolidated Financial Statements in the original 10-Q. Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended, the text of the amendment is set forth in its entirety as attached hereto. SIGNATURES 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. Ashland Inc. ------------------------------ (Registrant) /s/ Kenneth L. Aulen Date March 30, 1998 ------------------------------- ------------------- Kenneth L. Aulen Administrative Vice President and Controller (Chief Accounting Officer) /s/ Thomas L. Feazell Date March 30, 1998 ------------------------------- -------------------- Thomas L. Feazell Senior Vice President, General Counsel and Secretary EXHIBIT INDEX Exhibit No. Description - ------------- ---------------------------------------------------------- 27.1 Restated Financial Data Schedule for the year ended September 30, 1997 27.2 Restated Financial Data Schedule for the year ended September 30, 1996 27.3 Restated Financial Data Schedule for the year ended September 30, 1995 27.4 Restated Financial Data Schedule for the quarter ended June 30, 1997 27.5 Restated Financial Data Schedule for the quarter ended March 31, 1997 27.6 Restated Financial Data Schedule for the quarter ended June 30, 1996 27.7 Restated Financial Data Schedule for the quarter ended March 31, 1996 27.8 Restated Financial Data Schedule for the quarter ended December 31, 1995