POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned officers 
and/or directors of Schering-Plough Corporation, a New Jersey corporation 
(herein called the "Corporation"),
does hereby constitute and appoint John T. Fogarty, Thomas H. Kelly and 
Benjamin Croce, or any of them, his or her true and lawful attorney or
attorneys and agent or agents, to do any and all 
acts and things and to execute any and all instruments which said attorney or 
attorneys and agent or agents may deem necessary or advisable to enable the
Corporation to comply with the Securities 
Exchange Act of 1934, as amended, and any rules, regulations, requirements or 
requests of the Securities and Exchange Commission thereunder or in respect
thereof in connection with the filing 
under said Act of the Annual Report of the Corporation on Form 10-K for the 
fiscal year ended December 31, 1993 (herein called the "Form 10-K); including
specifically, but without limiting the 
generality of the foregoing, the power and authority to sign the respective 
names of the undersigned officers and/or directors as indicated below to the
Form 10-K and/or to any amendment of the Form 10-K and
each of the undersigned does hereby ratify and confirm all that 
said attorney or attorneys and agent or agents, or any of them, shall do or
cause to be done by virtue hereof.

     IN WITNESS WHEREOF, each of the undersigned has subscribed these 
presents this 22nd day of February, 1994.



/s/ Robert P. Luciano                  /s/ Richard J. Kogan           
Robert P. Luciano, Chairman and        Richard J. Kogan, President
Chief Executive Officer; Director      and Chief Operating Officer;
                                       Director

/s/ Harold R. Hiser, Jr.               /s/ Thomas H. Kelly            
Harold R. Hiser, Jr. Executive         Thomas H. Kelly, Vice President
Vice President-Finance;                and Controller; Principal
Principal Financial Officer            Accounting Officer











/s/ Hans W. Becherer                /s/ Richard de J. Osborne      
Hans W. Becherer, Director          Richard de J. Osborne, Director


/s/ Hugh A. D'Andrade               /s/ William A. Schreyer        
Hugh A. D'Andrade, Director         William A. Schreyer, Director


/s/ Virginia A. Dwyer               /s/ Robert F. W. van Oordt     
Virginia A. Dwyer, Director         Robert F. W. van Oordt, Director


/s/ David C. Garfield               /s/ R. J. Ventres              
David C. Garfield, Director         R. J. Ventres, Director


/s/ Regina E. Herzlinger            /s/ James Wood                 
Regina E. Herzlinger, Director      James Wood, Director


/s/ H. Barclay Morley         
H. Barclay Morley, Director