Exhibit 10(g)

                     SCHERING-PLOUGH CORPORATION


RESOLVED, That the Trust Agreement dated March 31, 1987 by
and among Schering-Plough Corporation, The Chase Manhattan
Bank (National Association) as Trustee, and the Wyatt
Company, as Trustee's Agent, be and it hereby is amended,
effective October 1, 1993, as follows:

1.  By deleting the fourth sentence of Section 2.1 and       
    substituting therefor the following:

    "If the Trust Department of the Trustee receives written 
    allegations of an event of insolvency from a third       
    party, the Trustee shall request that the Company's      
    independent auditors determine whether the Company is    
    insolvent; the Trustee may conclusively rely on written  
    certification of solvency or insolvency received from    
    such auditors."

2.  By deleting the phrase "so long as said firm continues   
    to be the Company's independent consulting actuary" from 
    the second sentence of Section 3.1.

3.  By deleting from the last sentence of Section 3.1 the    
    phrase "actions or omissions of said Trustee's Agent and 
    shall"  and substituting therefor the following:

    "liability, loss, suit or expense (including attorney's  
    fees) in connection with or arising out of actions or    
    omissions of said Trustee's Agent (including any         
    direction to or failure to direct the Trustee) and       
    shall"

4.  By deleting from Section 4.3 the phrase "otherwise       
    administering the Fund, other than by its negligence or  
    willful misconduct" and substituting therefor the        
    following:

    "otherwise administering the Fund or carrying out its    
    duties hereunder, except to the extent that such         
    liabilities or expenses arise from actions constituting  
    gross negligence or willful misconduct by the Trustee    
    under this Agreement."

5.  By deleting from Section 5.1 the phrase "and any         
    applicable Federal or state laws, rules or regulations"  
    and substituting therefor the phrase "with respect to    
    the Trustee's responsibilities under this Agreement."



6.  By deleting from the sixth sentence of Section 5.3 the   
    phrase "one year" and substituting therefor the phrase   
    "fifteen months."



7.  By adding the following language to the seventh sentence 
    of Section 5.3:

    ", or solely as a result of the performance by the       
    Trustee or its officers, employees or agents, of any     
    custodial, reporting, recording or bookkeeping functions 
    with respect to any such investment account, except to   
    the extent that such performance constituted gross       
    negligence or willful misconduct on the part of the      
    Trustee."

8.  By deleting from the first sentence of Section 7.2 the   
    phrase "(or, in the Company's or Trustee's discretion,   
    at more frequent intervals)" and substituting therefor   
    the phrase "(or, as agreed to by the Company and         
    Trustee)."

9.  By deleting the words "New York" and substituting        
    therefor the word "Illinois" in Section 11.1.

10. By adding to the second sentence of Section 11.8 the     
    phrase "from the Company or the Trustee's Agent          
    indicating that an amount to the credit of a             
    Participant's account is subject to Federal income tax."

    FURTHER RESOLVED That the Officers of the Corporation be 
    and each of them hereby is authorized, in the name and   
    on behalf of the Corporation to execute and deliver, or  
    cause to be executed and delivered, all such agreements  
    and documents, and to do or cause to be done all such    
    other things as may in their discretion be necessary or  
    desirable, to carry out the intent and purposes of the   
    foregoing resolution.