Exhibit 10(i)

                           SCHERING-PLOUGH CORPORATION


                                           Amendments to

                                  Directors Stock Award Plan

     The Schering-Plough Corporation Directors Stock Award Plan is hereby 
amended effective as of January 1, 1997, by deleting Section 4 thereof and 
substituting therefore the following:

      4.  From and after January 1, 1997, upon election of any new non-employee 
Director or re-election of any incumbent non-employee Director, he or she 
shall receive 550 shares of Common Stock of the Corporation for each 
year or partial year of the term to which he or she has been elected; 
provided, however, that if a Director is scheduled to retire prior to the end 
of his or her current term, or does not intend to serve his or her current 
term, his or her actual expected remaining term shall be used to calculate 
the award herein.
           Effective as of the close of business on
 the date of the Corporation's 
1997 Annual Meeting of Shareholders, each then incumbent non-
employee Director not standing for election at such Meeting shall receive 
150 shares of Common Stock of the Corporation for each year remaining 
in his or her then current term of directorship.
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