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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
OBRIEN JAMES J /KY
(Last) (First) (Middle)
C/O ASHLAND INC
1000 ASHLAND DRIVE PO BOX 391
(Street)
RUSSELL KY 41169
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ASHLAND INC [ ASH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/01/2005 M 10,000 A $39 15,340 D
Common Stock 06/01/2005 M 10,000 A $53.375 25,340 D
Common Stock 06/01/2005 M 25,000 A $36.38 50,340 D
Common Stock 06/01/2005 M 97,500 A $28.13 147,840 D
Common Stock 06/01/2005 M 62,000 A $34 209,840 D
Common Stock 06/01/2005 M 60,000 A $36.625 269,840 D
Common Stock 06/01/2005 M 10,000 A $48 279,840 D
Common Stock 06/01/2005 S 224,500 D $68.835 55,340 D
Common Stock 06/01/2005 S 50,000 D $68.645 5,340 D
Common Stock 06/02/2005 M 38,000 A $34 43,340 D
Common Stock 06/02/2005 S 38,000 D $68.48 5,340 D
Common Stock 3,192(1) I LESOP
Common Stock 875(2) I 401(K)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) $28.13 06/01/2005 M(3) 97,500 09/19/2003 10/19/2012 Common Stock 97,500 $0 32,500 D
Stock Options (Right to buy) $34 06/01/2005 M(3) 62,000 09/18/2004 10/18/2013 Common Stock 62,000 $0 138,000 D
Stock Options $34 06/02/2005 M(3) 38,000 09/18/2004 10/18/2013 Common Stock 38,000 $0 100,000 D
Stock Options (Right to buy) $36.38 06/01/2005 M(3) 25,000 09/20/2002 10/20/2011 Common Stock 25,000 $0 0 D
Stock Options (Right to buy) $36.625 06/01/2005 M(4) 60,000 09/16/2000 10/16/2009 Common Stock 60,000 $0 0 D
Stock Options (Right to buy) $39 06/01/2005 M(5) 10,000 09/19/1997 10/19/2006 Common Stock 10,000 $0 0 D
Stock Options (Right to buy) $48 06/01/2005 M(4) 10,000 09/17/1999 10/17/2008 Common Stock 10,000 $0 0 D
Stock Options (Right to buy) $53.375 06/01/2005 M(4) 10,000 09/18/1998 10/18/2007 Common Stock 10,000 $0 0 D
Common Stock Units $0 06/01/2005 I(6) 8,306 (6) (6) Common Stock 8,306 $68.91 101,622 D
Explanation of Responses:
1. Shares accrued under Ashland's Leveraged Employee Stock Ownership Plan as of 5-31-05.
2. Based on Employee Savings Plan information as of 5-31-05, the latest date for which such information is reasonably available.
3. Employee stock option (represents a right to buy Ashland Common Stock) granted pursuant to Ashland's Amended and Restated Incentive Plan which vests in three annual installments: 50% after the 1st year, the next 25% the 2nd year and the remaining 25% the 3rd year. The employee stock option includes a tax withholding feature pursuant to the plan.
4. Employee stock option (represents a right to buy Ashland Common Stock) granted pursuant to Ashland's 1997 Stock Incentive Plan which vests in three annual installments: 50% after the 1st year, the next 25% the 2nd year and the remaining 25% the 3rd year. The employee stock option includes a tax withholding feature pursuant to the plan.
5. Employee stock option (represents a right to buy Ashland Common Stock) granted pursuant to Ashland's 1993 Stock Incentive Plan which vests in three annual installments: 50% after the 1st year, the next 25% the 2nd year and the remaining 25% the 3rd year. The employee stock option includes a tax withholding feature pursuant to the plan.
6. Intraplan transfer in Ashland's 1995 Deferred Compensation Plan.
Jami K. Suver, Attorney-in-Fact 06/03/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                        POWER OF ATTORNEY


The  undersigned hereby appoints each of David L. Hausrath, Linda
L.  Foss, and Jami K. Suver, signing singly, his or her true  and
lawful attorney-in-fact to:

           (1)   apply  for  and obtain  on  behalf  of  the
     undersigned the necessary access codes to file Forms 3,
     4,  5  and  144,  pursuant  to  Section  16(a)  of  the
     Securities  Exchange Act of 1934 and Rule  144  of  the
     Securities  Act  of 1933, respectively,  electronically
     via the EDGAR system pursuant to Regulation S-T and the
     rules thereunder, and

          (2)  act in a filing agent capacity to perform any
     and all acts for and on behalf of the undersigned which
     may  be  necessary to complete the filing of  any  such
     Form  3,  4,  5  and 144 with the U.S.  Securities  and
     Exchange   Commission  and  any  other   authority   in
     accordance   with  Section  16(a)  of  the   Securities
     Exchange Act of 1934 and the rules thereunder.

The  undersigned hereby grants to each attorney-in-fact the  full
power and authority, for me and on my behalf, to perform all acts
necessary and proper to be done in the exercise of the rights and
powers hereby granted.

The  undersigned acknowledges that the foregoing individuals  are
acting  under  this  Power of Attorney  at  the  request  of  the
undersigned,  and  are  not  assuming any  of  the  undersigned's
responsibilities  to  comply with Section 16  of  the  Securities
Exchange Act of 1934 or Rule 144 of the Securities Act of 1933.

Each attorney-in-fact shall be authorized to act under this Power
of  Attorney only so long as such attorney-in-fact is an employee
of Ashland Inc., or until such time as this Power of Attorney has
been revoked, annulled or set aside.

IN  WITNESS WHEREOF, the undersigned has executed this  Power  of
Attorney as of this 4th day of November, 2004.





                                     /s/James J. O'Brien