Exhibit 24

                        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 Kevin A. Quinn, 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, 1994 (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 28th day of February, 1995.



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



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





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



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



/s/David C. Garfield                  /s/Robert F. W. van Oordt
David C. Garfield                     Robert F. W. van Oordt
Director                              Director



/s/Regina E. Herzlinger               /s/R. J. Ventres
Regina E. Herzlinger                  R. J. Ventres
Director                              Director



/s/H. Barclay Morley                  /s/James Wood
H. Barclay Morley                     James Wood
Director                              Director



























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