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                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                FORM 10-K/A
                              AMENDMENT NO. 1

            Annual Report Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

                FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1996

                       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

              Securities Registered Pursuant to Section 12(b):

                                                      Name of each exchange
       Title of each class                            on which registered
       -------------------                            -------------------
Common Stock, par value $1.00 per share           New York Stock Exchange
                                                    and Chicago Stock Exchange
Rights to Purchase Series A Participating         New York Stock Exchange
  Cumulative Preferred Stock                         and Chicago Stock Exchange
$3.125 Cumulative Convertible Preferred Stock     New York Stock Exchange
6 3/4% Convertible Subordinated Debentures,       New York Stock Exchange
  due 2014                                       

           Securities Registered Pursuant to Section 12(g): None

     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 ___
     Indicate by check mark if disclosure of delinquent  filers pursuant to
Item  405 of  Regulation  S-K is not  contained  herein,  and  will  not be
contained,  to the best of Registrant's  knowledge,  in definitive proxy or
information  statements  incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. [ ]
     At October  31,  1996,  based on the New York Stock  Exchange  closing
price, the aggregate market value of voting stock held by non-affiliates of
the  Registrant  was  approximately  $2,595,905,440.  In  determining  this
amount,  Ashland Inc. has assumed that directors,  certain of its executive
officers,  and persons known to it to be the beneficial owners of more than
five percent of its common stock are affiliates.  Such assumption shall not
be deemed conclusive for any other purpose.
     At October 31,  1996,  there were  64,599,228  shares of  Registrant's
common stock outstanding.

                    Documents Incorporated by Reference

     Portions of Registrant's  Annual Report to Shareholders for the fiscal
year ended  September 30, 1996 are  incorporated  by reference into Parts I
and II.
     Portions of  Registrant's  definitive  Proxy Statement for its January
30, 1997 Annual Meeting of Shareholders  are incorporated by reference into
Part III.

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                              EXPLANATORY NOTE

         This  Amendment  to the  report on Form 10-K for the  fiscal  year
ended  September  30, 1996, of Ashland Inc.  ("Ashland")  is being filed by
Ashland to amend Ashland's Exhibit 27 - Financial Data Schedule.

         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.


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                                 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/ Thomas L. Feazell
Date  November 25, 1997                   -----------------------------------
                                            Thomas L. Feazell
                                            Senior Vice President,
                                            General Counsel and Secretary


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                               EXHIBIT INDEX



   Exhibit
     No.                         Description
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    27       Restated Financial Data Schedule for the year ended September 30,
             1996