1

                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549
                                 ____________



                                  FORM 10-K/A

                                AMENDMENT NO. 1

                             AMENDMENT TO FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934


                       Air Products and Chemicals, Inc.         
               (Exact name of registrant as specified in charter)

                         Commission file number 1-4534


         The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual Report on Form
10-K for the fiscal year ended September 30, 1993, as set forth in the pages
attached hereto:

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.

     (a)  3. Exhibits.  The following exhibits are hereby added to the
          Exhibits originally filled with the Form 10-K for the fiscal
          year ended September 30, 1993.

          (99)   Additional Exhibits.

                 99.1  Information required by Form 11-K for registrant's 
                 Retirement Savings and Stock Ownership Plan.

                 99.2  Consent of Independent Public Accountants





   2
         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                                Air Products and Chemicals,Inc. 
                                                -------------------------------
                                                        (Registrant)




Dated:  March 18, 1994                      By: /s/ James H. Agger
                                                -------------------------------
                                                         James H. Agger
                                                    Vice President, General
                                                     Counsel and Secretary





   3
                               INDEX TO EXHIBITS



         99.1   Information required by Form 11-K for registrant's Retirement
                Savings and Stock Ownership Plan.

         99.2   Consent of Independent Public Accountants





   1
                                  EXHIBIT 99.1

                                 ANNUAL REPORT
                        PURSUANT TO SECTION 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


         A.   Full title of the plan: AIR PRODUCTS AND CHEMICALS, INC.
RETIREMENT SAVINGS AND STOCK OWNERSHIP PLAN.

         B.   Name of issuer of the securities held pursuant to the plan and
address of its principal executive office: AIR PRODUCTS AND CHEMICALS, INC.,
7201 Hamilton Boulevard, Allentown, Pennsylvania  18195-1501.


         Pursuant to Item 311(c) of Regulation S-T and the General Instruction
E of Form 11-K, the financial statements and schedules prepared in accordance
with the financial reporting requirements of ERISA have been filed under cover
of Form SE dated March 17, 1994.





   1
                                  EXHIBIT 99.2

                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


        See Page F-3 of Financial Statements.  Pursuant to Item 311(c) of
Regulation S-T and the General Instruction E of Form 11-K, the financial
statements and schedules prepared in accordance with the financial reporting
requirements of ERISA have been filed under cover of Form SE dated March 17,
1994.