SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, DC 20549

                               SCHEDULE 13D
                              (Rule 13d-101)

                 Under the Securities Exchange Act of 1934

                             (Amendment No. 1)


                         Melamine Chemicals, Inc.
                             (Name of issuer)


                               Common Stock
                      (Title of class of securities)


                                585332 10 9
                              (CUSIP number)


                             Thomas L. Feazell
                            1000 Ashland Drive
                             Russell, KY 41169
                              (606) 329-3403
               (Name, address and telephone number of person
             authorized to receive notices and communications)


                              August 14, 1997
          (Date of event which requires filing of this statement)

     If the filing person has previously  filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing  this  schedule  because  of  Rule  13d-1(b)(3)  or (4),  check  the
following box. X






CUSIP No.  585332 10 9     13D


1        NAME OF REPORTING PERSONS  Ashland Inc.
         S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
         61-0122250


2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP     (a)
                  Not Applicable                              (b)

3        SEC USE ONLY


4        SOURCE OF FUNDS
                  WC

5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 
         ITEM 2(d) or 2(e)
                  Not Applicable

6        CITIZENSHIP OR PLACE OF ORGANIZATION
                  Kentucky

         NUMBER OF         7  SOLE VOTING POWER
          SHARES              1,275,000 shares
        BENEFICIALLY      8   SHARED VOTING POWER
         OWNED BY             0
           EACH           9   SOLE DISPOSITIVE POWER
         REPORTING            1,275,000 shares
        PERSON WITH      10   SHARED DISPOSITIVE POWER
                              0

11       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                  1,275,000 shares

12       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
                  Not Applicable

13       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                  23.4%

14       TYPE OF REPORTING PERSON
                  CO




                     Securities and Exchange Commission
                           Washington, D.C. 20549
                                Schedule 13D


         Ashland  Inc.   ("Ashland")  hereby  amends  and  supplements  its
         Schedule  13D  (the  "Schedule  13D")  originally  filed  with the
         Securities and Exchange  Commission on June 30, 1997,  relating to
         Ashland's  ownership of Common Stock, par value $.01 per share, of
         Melamine  Chemicals,  Inc. ("MCI"), as set forth in this Amendment
         No 1.  Capitalized  terms not  defined  herein  have the  meanings
         assigned thereto in the Schedule 13D.

Item 4.  Purpose of Transaction:

         Item 4 of the  Schedule  13D is  hereby  amended  to  read  in its
         entirety as follows:

         "On June 27, 1997,  Paul W.  Chellgren,  Chairman of the Board and
         Chief  Executive  Officer  of  Ashland,  sent a letter to James W.
         Crook,  Chairman of the Board of MCI,  which  included an offer to
         purchase  all the  issued  and  outstanding  shares of Stock  that
         Ashland  does not  already  own at a price of $12.50  per share in
         cash at closing in a friendly,  negotiated transaction.  The offer
         was subject to a due diligence  review,  Ashland  Board  approval,
         negotiation  of  a  definitive  agreement  and  assurances  of  an
         acceptable   long-term  raw  material  supply   arrangement.   Mr.
         Chellgren's  letter  requested  a reply from MCI no later than the
         close of business on July 17, 1997. A copy of Mr. Chellgren's June
         27, 1997,  letter is attached as an exhibit to Ashland's  Schedule
         13D filed on June 30, 1997.

         On July 16, 1997, Mr. Crook telephoned Mr. Chellgren to inform him
         that MCI had engaged Goldman, Sachs & Co. as its financial advisor
         and that MCI did not expect to be able to meet Ashland's July 17th
         deadline.

         On August 14, 1997, Mr. Chellgren sent a letter to Mr. Crook which
         stated that Ashland  continues  to have an interest in  purchasing
         all the issued and  outstanding  shares of Stock that Ashland does
         not already  own.  The August 14,  1997,  letter also  included an
         offer to purchase all the issued and  outstanding  shares of Stock
         that  Ashland  does not already own at a price of $14.75 per share
         to be paid in cash to all  shareholders  at closing.  The offer is
         not  contingent  upon  financing.  The offer is   subject to a due
         diligence  review  and to the  signing of a  definitive  agreement
         containing  customary  terms and conditions  (which would include,
         among others,  that no material  adverse change will have occurred
         with  respect  to  the  business,   financial  condition,  capital
         structure or prospects of


         MCI).  The August 14,  1997   letter  also stated  that,  while it
         continues to be Ashland's very strong  preference to work with MCI
         toward a negotiated transaction, in the event MCI does not wish to
         proceed  jointly at this time,  Ashland will consider  alternative
         approaches.  Mr.  Chellgren  requested  a  definitive  response to
         Ashland's  increased  offer no later than the close of business on
         August 25, 1997. A copy of the August 14, 1997, letter is attached
         as an exhibit hereto."

Item 7.  Material to be Filed as Exhibits:

         Item 7 of the Schedule 13D is hereby  amended to add the following
         exhibit:

         (1)  The  Acquisition  of  Issuer Control,  Liquidation,  Sale  of
              Assets, Merger, or Change in Business or Corporate Structure:

              Exhibit 99.1 - Letter dated August 14, 1997 from Paul W. 
              Chellgren to James W. Crook






                                 SIGNATURE

         After  reasonable  inquiry  and to the  best of my  knowledge  and
belief, I certify that the information set forth in this statement is true,
complete and correct.



                                             August 14, 1997


                                             /s/ Thomas L. Feazell
                                            ------------------------------
                                            Thomas L. Feazell
                                            Senior Vice President, General
                                            Counsel and Secretary





                               EXHIBIT INDEX

Exhibit
No.                          Description
- -----             --------------------------------------------------------
99.1              Letter dated August 14, 1997 from Paul W.Chellgren to 
                  James W. Crook



                                                       EXHIBIT 99.1




August 14, 1997


Mr. James W. Crook
Chairman of the Board
Melamine Chemicals, Inc.
P.O. Box 748
River Road, Highway 18
Donaldsonville, LA 70346

Dear Jimmy,

This  follows my June 27, 1997 letter in which  Ashland  Inc.  expressed an
interest in purchasing all of the issued and outstanding shares of Melamine
Chemicals,  Inc. not owned by Ashland. We continue to have such an interest.  
More than six  weeks  have  passed  and we have not yet  received  a formal
response  to our  expression  of  interest,  although  you and I did have a
telephone conversation.

We are pleased that you have  retained  Goldman  Sachs.  We have received a
draft Secrecy Agreement from Goldman on behalf of Melamine. However, we are
unwilling  to sign  this  agreement  in its  current  form  because  of the
provisions in the "standstill"  paragraph. We believe that it is not in the
best interests of the  shareholders of Melamine for potential  buyers to be
encumbered by such restrictions.

Having  said this,  it  continues  to be our desire to engage in a friendly
negotiated  transaction  and,  subject  to a due  diligence  review and the
signing of a definitive agreement containing customary terms and conditions
(which would include,  among other things,  that no material adverse change
will have  occurred  with  respect to the  business,  financial  condition,
capital  structure or prospects of Melamine),  Ashland is hereby increasing
its conditional  offer to a price of $14.75 per share to be paid in cash to
all  shareholders at closing.  This offer is not contingent upon financing.
We are prepared to act quickly to bring a transaction to closing.  While it
continues  to be our very  strong  preference  to work  with  you  toward a
negotiated transaction,  in the event you do not wish to proceed jointly at
this time, Ashland will consider alternative approaches.

I am asking for a definitive  response to this offer from you no later than
close of business on August 25, 1997. I look forward to your response.

Sincerely yours,


/s/  Paul W. Chellgren

Paul W. Chellgren
Chairman of the Board
and Chief Executive Officer