
             FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER

                    THIS FIRST AMENDMENT ("First Amendment"), dated
          as of December 1, 1996, by and among Armor All Products
          Corporation, a Delaware corporation (the "Company"), The
          Clorox Company, a Delaware corporation ("Purchaser"), and
          Shield Acquisition Corporation, a Delaware corporation
          and a wholly owned subsidiary of Purchaser ("Sub").

                                   RECITALS

                    A.   The Company, Purchaser and Sub have
          entered into an Agreement and Plan of Merger dated as of
          November 26, 1996 (the "Merger Agreement").

                    B.   Purchaser, Sub and McKesson Corporation, a
          Delaware corporation and, as of the date hereof, the
          record and beneficial owner of approximately 54.4% of the
          issued and outstanding shares of common stock, par value
          $0.01 per share, of the Company (the "Stockholder") have
          entered into a Stockholder Agreement dated as of November
          26, 1996 (the "Stockholder Agreement").

                    C.   The Company, Purchaser and Sub have agreed
          to amend the Merger Agreement as set forth below.

                    NOW THEREFORE, in consideration of the
          foregoing and the mutual agreements set forth herein, and
          other good and valuable consideration, the receipt and
          sufficiency of which are hereby acknowledged, the parties
          hereto agree as follows:

                    1.   Definitions.  Capitalized terms used and
          not otherwise defined in this Agreement shall have the
          respective meanings assigned to such terms in the Merger
          Agreement.

                    2.   Certain Arrangements.  Section 6.11 of the
          Merger Agreement shall be deleted and replaced in its
          entirety as follows:

                         Section 6.11  Certain Agreements.  At or
                    prior to the Effective Time, the Company shall
                    cause that certain Services Agreement, dated as
                    of July 1, 1986 between the Company and
                    Stockholder, as amended through April 1, 1996
                    (the "Services Agreement"), to be amended in
                    the manner set forth in Section 8(f) of the
                    Stockholder Agreement; provided, however, that
                    all monies held by Stockholder pursuant to the
                    cash management program shall be remitted to
                    the Company at the Effective Time; provided,
                    further, that nothing in this provision shall
                    impact or cause the termination of that certain
                    Tax Allocation Agreement, dated as of July 1,
                    1986 between the Company and Stockholder.

                    3.   Miscellaneous. 

                    (a)  The headings contained in this First
          Amendment are for reference purposes only and shall not
          affect in any way the meaning or interpretation of this
          First Amendment.


                    (b)  This First Amendment may be executed in
          two or more counterparts, each of which shall be deemed
          an original but all of which shall be considered one and
          the same agreement.

                    (c)  This First Amendment shall be governed by,
          and construed in accordance with, the laws of the State
          of Delaware without giving effect to the principles of
          conflicts of laws thereof.

                    (d)  Except as specifically provided herein,
          the Merger Agreement shall remain in full force and
          effect.  In the event of any inconsistency between the
          provisions of this First Amendment and any provision of
          the Merger Agreement, the terms and provisions of this
          First Amendment shall govern and control.


                    IN WITNESS WHEREOF, the Company, Purchaser and
          Sub have caused this First Amendment to be duly executed
          and delivered as of the date first written above.

                              ARMOR ALL PRODUCTS CORPORATION

                              By________________________________
                                Name:
                                Title:

                              THE CLOROX COMPANY

                              By________________________________
                                Name:
                                Title:

                              SHIELD ACQUISITION CORPORATION

                              By________________________________
                                Name:
                                Title:


