Pricing Supplement No.46/A Dated November 4,1994     Rule 424(b)(2)/A
(To Prospectus dated February 15, 1994 and      File No. 33-57104
Prospectus Supplement dated February 15, 1994)

CHEMICAL BANKING CORPORATION

[X]	Senior Medium -Term Notes, Series C  Due From Nine
	Months to Thirty Years from Date of Issue

[  ]	Subordinated Medium Term Notes , Series A Due From
	Nine Months to Thirty Years from Date of Issue

	Principal Amount: $10,000,000
	Issue Price: 100%
	Commission or Discount: ($62,500.00)
	Proceeds to Company:  ($9,937,500.00)
	Agent: MORGAN STANLEY 

	Agent's Capacity:  [ ]     As agent    [x]  As principal
	
	If as principal
		[ ]   The Notes are being offered at varying prices to 
		        prevailing market prices at the time of sale

		[x ]   The Notes are being offered at a fixed initial public
		        offering price equal to the Issue Price (as a 
		        percentage of Principal Amount).

	Original Issue Date:	November 4, 1994
	Stated Maturity:	   	November 4, 2004
	
	Form:  [X]   Book-entry	[  ]   Certificated
	Currency:   U.S. Dollars

[ ]	Fixed Rate Note:
   	Interest Rate:

[X]	Floating Rate Note:   CD[   ]   Commercial Paper Rate [   ]
			     Federal Fund Effective Rate [  ]
			     LIBOR Telerate [X]  LIBOR Reuter [  ]
			     Treasury Rate [ ]     Prime Rate   [  ]

	Initial Interest Rate: 6.50%        
 
	Int.Determ.Dates :      11/02/94; 05/02/95; 11/02/95;		
     05/02/96; 10/31/96; 05/01/97;  Becomes Fixed 
    	Starting 11/04/97.     9.35%             

	Interest Payment Dates: 05/04/95; 11/06/95; 05/06/96;
 	11/04/96; 05/05/97; 11/04/97;  Fixed: May.4 Nov.4. 
     

	Index Maturity:	6 month              	 
	Spread (+/-):   +.50
 Spread Multiplier:
 Maximum Interest Rate:
	Minimum Interest Rate:	
 Callable NOV. 4, 1997 

	Optional Redemption  :   Yes[  ]       No  [  ]
	     Redemption Dates
	        and Prices: