POWER OF ATTORNEY


KNOW ALL MEN BY THESE PRESENTS,  that each of the undersigned Directors and
Officers of ASHLAND INC., a Kentucky corporation, which is about to file an
Annual  Report on Form 10-K with the  Securities  and  Exchange  Commission
under the  provisions of the  Securities  Exchange Act of 1934, as amended,
hereby  constitutes  and appoints PAUL W. CHELLGREN,  THOMASL.  FEAZELL and
DAVID L. HAUSRATH, and each of them, his true and lawful  attorneys-in-fact
and agents, with full power to act without the others to sign and file such
Annual Report and the exhibits  thereto and any and all other  documents in
connection therewith with the Securities and Exchange Commission, and to do
and perform any and all acts and things  requisite and necessary to be done
in connection with the foregoing as fully as he or she might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents,  or any of them,  may  lawfully  do or  cause to be done by  virtue
hereof.

Dated:  November 6, 1997

<TABLE>


<S>                                                        <C>
/s/ Paul W. Chellgren                                      /s/ Ralph E. Gomory
------------------------------------------                 -----------------------------------------
Paul W. Chellgren, Chairman of the Board                   Ralph E. Gomory, Director
and Chief Executive Officer



/s/ J. Marvin Quin                                         /s/ Mannie L. Jackson
------------------------------------------                 -----------------------------------------
J. Marvin Quin, Senior Vice President                      Mannie L. Jackson, Director
and Chief Financial Officer



/s/ Jack S. Blanton                                        /s/ Patrick F. Noonan
------------------------------------------                 -----------------------------------------
 Jack S. Blanton, Director                                 Patrick F. Noonan, Director



/s/ Thomas E. Bolger                                       /s/ Jane C. Pfeiffer
------------------------------------------                 -----------------------------------------
Thomas E. Bolger, Director                                 Jane C. Pfeiffer, Director



/s/ Samuel C. Butler                                       /s/ Michael D. Rose
------------------------------------------                 -----------------------------------------
Samuel C. Butler, Director                                 Michael D. Rose, Director



/s/ Frank C. Carlucci                                      /s/ William L. Rouse, Jr.
------------------------------------------                 -----------------------------------------
Frank C. Carlucci, Director                                William L. Rouse, Jr., Director



                                                           /s/ Robert B. Stobaugh
                                                           -----------------------------------------
                                                           Robert B. Stobaugh, Director

</TABLE>

<PAGE>
                                ASHLAND INC.

                     Assistant Secretary's Certificate

     I,  T.  CODY  WALES,  an  Assistant   Secretary  of  Ashland  Inc.,  a
Commonwealth of Kentucky corporation (the "Corporation"), do hereby certify
as follows:

         1.  Attached  hereto as  Exhibit A is a true and  correct  copy of
         resolutions  duly  adopted  by  the  Board  of  Directors  of  the
         Corporation at a meeting duly called and held on November 6, 1997;
         at such  meeting a quorum was present and acting  throughout;  and
         such  resolutions  have not been amended or  rescinded  and are in
         full force and effect on the date hereof.

     IN WITNESS  WHEREOF,  I have hereunto set my hand and affixed the seal
of the Corporation on this 10th day of November, 1997.

                                           /s/ T. C. Wales
                                          ------------------------
                                          T. C. Wales
                                           Assistant Secretary


[S E A L]


<PAGE>
                                 EXHIBIT A

             Board Resolutions Related to Annual Report on Form 10-K

The Chairman called  attention to the  Corporation's  Annual Report on Form
10-K,  a draft of which  was  previously  circulated  to the  Board.  After
discussion,  upon motion duly made and seconded,  the following resolutions
were unanimously adopted:

         RESOLVED,  that the Corporation's  Annual Report to the Securities
         and Exchange  Commission ("SEC") on Form 10-K (the "Form 10-K") in
         the form previously circulated to the Board in preparation for the
         meeting be, and it hereby is,  approved  with such  changes as the
         Chairman of the Board, any Vice President,  the Secretary or David
         L. Hausrath  ("Authorized  Persons") shall approve,  the execution
         and filing of the Form 10-K with the SEC to be conclusive evidence
         of such approval;  provided, however, that without derogating from
         the  binding  effect  of  the  above,  it is  understood  that  an
         Authorized  Person  shall  cause  the  distribution,  prior to the
         filing with the SEC, of a copy of such Form 10-K to the  directors
         in  substantially  that form which is to be filed with the SEC and
         that each  director's oral  concurrence  with respect to such form
         shall be obtained prior to the filing with the SEC;

         FURTHER RESOLVED, that the Authorized Persons be, and each of them
         hereby is,  authorized  to file with the SEC the Form 10-K and any
         amendments  thereto on Form  10-K/A  and/or  any other  applicable
         form; and

         FURTHER RESOLVED, that the Authorized Persons be, and each of them
         hereby is,  authorized  and  directed to take such other action as
         may  be   necessary   and  proper  to  implement   the   foregoing
         resolutions.