                                                                Exhibit 10.1
            Ashland Inc. Stock Option Plan for Employees of Joint Ventures.


                       ASHLAND INC. STOCK OPTION PLAN
                      FOR EMPLOYEES OF JOINT VENTURES

SECTION 1. PURPOSE

     The purpose of the Ashland  Inc.  Stock  Option Plan for  Employees of
Joint  Ventures of Ashland Inc. is to promote the interests of Ashland Inc.
and its shareholders by attracting and retaining management personnel whose
training,  experience and abilities  contribute to the success of the Joint
Ventures'  businesses,  which  will  ultimately  benefit  Ashland  and  its
shareholders.  Accordingly,  Ashland may grant Options to selected officers
and employees  (including  Ashland  employees loaned to a Joint Venture) of
its Joint Ventures.


SECTION 2. DEFINITIONS

     (A) "Agreement" shall mean a written agreement setting forth the terms
of an Award, to be entered into at Ashland's discretion.

     (B)  "Ashland"  shall  mean,   collectively,   Ashland  Inc.  and  its
subsidiaries.

     (C)  "Beneficiary"  shall mean the  person,  persons,  trust or trusts
designated by an Employee or if no  designation  has been made, the person,
persons,  trust,  or trusts  entitled  by will or the laws of  descent  and
distribution to receive the benefits specified under this Plan in the event
of an Employee's death.

     (D) "Board" shall mean the Board of Directors of Ashland.

     (E) "Code"  shall mean the Internal  Revenue Code of 1986,  as amended
from time to time.

     (F) "Committee" shall mean the Personnel and Compensation Committee of
the Board.

     (G) "Common Stock" shall mean the Common Stock of Ashland Inc.  ($1.00
par  value),  subject  to  adjustment  upon a change in  capitalization  of
Ashland as set forth in Section 7(D) hereof.

     (H)"Employee" shall mean a regular, full-time or part-time employee of
a Joint Venture or any employee of Ashland who has been loaned to the Joint
Venture,  as selected or approved by the  Committee  to receive an award of
Options under the Plan.

     (I) "Exercise  Price" shall mean, with respect to each share of Common
Stock subject to an Option,  the price fixed by the Committee at which such
share may be  purchased  from  Ashland  pursuant  to the  exercise  of such
Option.

     (J) "Joint  Venture" shall mean any joint venture in which Ashland has
an interest,  designated  by the  Committee or the Board as a joint venture
under this Plan.

     (K) "Nonqualified Stock Option" or "NQSO" shall mean an Option granted
pursuant to this Plan which does not qualify as an  incentive  stock option
under the Code.

     (L) "Option" shall mean the right to purchase  Common Stock at a price
to be  specified  and  upon  terms to be  designated  by the  Committee  or
otherwise  determined  pursuant  to  this  Plan.  Each  Option  shall  be a
Nonqualified Stock Option.

     (M)  "Personal  Representative"  shall mean the person or persons who,
upon the disability or incompetence of an Employee,  shall have acquired on
behalf  of the  Employee  by legal  proceeding  or  otherwise  the right to
receive the benefits specified in this Plan.

     (N)  "Plan"  shall  mean  this  Ashland  Inc.  Stock  Option  Plan for
Employees of Joint Ventures.

     (O)"Retire" or "Retirement"  shall mean retirement of an Employee from
the employ of a Joint Venture.

SECTION 3. ADMINISTRATION

     The Plan shall be administered by the Committee.


SECTION 4. ELIGIBILITY

     Options  may only be granted to  individuals  who are  Employees  of a
Joint Venture.


<PAGE>


SECTION 5. OPTIONS

     (A) Each Option shall, at the discretion of Ashland and as directed by
the  Committee,  be  evidenced by an Agreement  between the  recipient  and
Ashland,  which  Agreement  shall contain such terms and  conditions as the
Committee,  in its sole  discretion,  may determine in accordance  with the
Plan.

     (B) Every  Option  shall  provide for a fixed  expiration  date of not
later than ten years and one month from the date such Option is granted.

     (C) The Exercise Price of Common Stock issued  pursuant to each Option
shall be fixed by the Committee at the time of the granting of the Option.

     (D) Every Option  shall  provide that it may not be exercised in whole
or in part for a period of one year after the date of granting  such Option
(unless otherwise determined by the Committee) and if the employment of the
Employee shall  terminate prior to the end of such one year period (or such
other  period  determined  by the  Committee),  the Option  granted to such
Employee shall immediately terminate.

     (E) The Committee shall  determine and direct  whether,  and the terms
under which, an Employee (or his Beneficiaries or Personal  Representative)
who dies,  becomes  disabled,  Retires or leaves the  employment of a Joint
Venture (including, without limitation, an individual who terminates his or
her  employment  with a Joint  Venture,  or whose  employment  with a Joint
Venture  is  terminated,  as a result of  Ashland  divesting  itself of its
interest in a Joint Venture) may continue to exercise vested  Options,  and
the extent to which unvested Options will vest.

     (F) Unless otherwise directed by the Committee, the Exercise Price for
the Common Stock shall be paid in full when the Option is exercised.


SECTION 6.  AMENDMENTS AND TERMINATIONS

     The Board or the Committee may at any time terminate,  modify or amend
the Plan in such  respects as it shall deem  advisable  and as permitted by
applicable law.


SECTION 7. MISCELLANEOUS PROVISIONS

     (A)Unless  otherwise  directed  by  the  Committee  or the  Board,  an
Employee's  rights  and  interest  under  the Plan may not be  assigned  or
transferred in whole or in part,  either directly or by operation of law or
otherwise  (except in the event of an Employee's death, by will or the laws
of descent  and  distribution),  including,  but not by way of  limitation,
execution,  levy,  garnishment,  attachment,  pledge,  bankruptcy or in any
other  manner,  and no such right or interest  of any  Employee in the Plan
shall be subject to any obligation or liability of such individual.

     (B)By accepting any award of Options under the Plan, each Employee and
each Personal  Representative or Beneficiary  claiming under or through him
or her shall be conclusively deemed to have indicated his or her acceptance
and  ratification  of, and consent  to, any action  taken under the Plan by
Ashland,  the Board or the Committee  pursuant to this Plan,  including any
amendment of the Plan by the Board or the Committee.

     (C)The  Committee  shall have the right,  from time to time and at any
time,  to elect,  in its sole  discretion  and  without  the consent of the
holder thereof,  to cancel Options granted  pursuant to this Plan,  whether
vested or unvested,  and to cause Ashland to pay the Employee  holding such
Options an amount determined by using the Black-Scholes method of valuation
or other method of  valuation  generally  accepted  and used by  nationally
recognized  executive  compensation  consulting firms.  Buyouts pursuant to
this provision may be made in cash, in shares of Ashland  Common Stock,  or
partly  in cash and  partly  in  Ashland  Common  Stock,  as the  Committee
determines.  Payments of any such buyout  amounts  shall be made net of any
applicable  foreign,  federal (including FICA), state and local withholding
taxes.

     (D) In the event of any  change  in the  outstanding  Common  Stock of
Ashland by reason of any stock  split,  stock  dividend,  recapitalization,
merger, consolidation,  reorganization, combination, or exchange of shares,
split-up,  split-off,  spin-off,  liquidation  or other  similar  change in
capitalization,  or any distribution to common stockholders other than cash
dividends,  the kind of shares  that may be  issued  under the Plan and the
kind of shares  subject  to, or the price per share  under any  outstanding
Options shall be automatically  adjusted so that the proportionate interest
of the Employee shall be maintained as before the occurrence of such event.
Such  adjustment  shall be  conclusive  and binding for all purposes of the
Plan.



