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

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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^*

CHEELEY C RON

(Last)

(First)

(Middle)

SCHERING-PLOUGH CORPORATION

2000 GALLOPING HILL ROAD

(Street)

KENILWORTH

07033

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SCHERING PLOUGH CORP [ SGP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2007

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	01/31/2007		M		10,720	A	$16.62	29,078	D
Common Shares	01/31/2007		M		21,056	A	$18.2	50,134	D
Common Shares	01/31/2007		M		13,752	A	$20.7	63,886	D
Common Shares	01/31/2007		F		4,048	D	$24.88	59,838	D
Common Shares	01/31/2007		S		41,480	D	$24.88	18,358	D
Common Shares								1,497.75⁽¹⁾	I	By 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (right to buy)	$16.62	01/31/2007		M			10,720	⁽²⁾	07/31/2013	Common Shares	10,720	⁽³⁾	79,280	D
Option (Right to Buy)	$18.2	01/31/2007		M			21,056	⁽⁴⁾	02/22/2014	Common Shares	21,056	⁽³⁾	138,944	D
Option (right to buy)	$20.7	01/31/2007		M			13,752	⁽⁵⁾	04/24/2015	Common Shares	13,752	⁽³⁾	186,248	D
Phantom Stock Unit	⁽⁶⁾	01/30/2007		I		97.6		⁽⁷⁾	⁽⁷⁾	Common Shares	97.6	$24.96	1,433.23⁽⁸⁾	D

Explanation of Responses:

1. These shares underlie 83.49 units of interest in the Issuer's Stock Fund of the Issuer's 401(k) plan, as of December 31, 2006. The number of shares underlying each unit may fluctuate based on plan holdings.

2. Granted under the Schering-Plough Corporation 2002 Stock Incentive Plan, exercisable in one-third increments on August 2 of each 2004, 2005 and 2006.

3. Not Applicable.

4. Granted under the Schering-Plough Corporation 2002 Stock Incentive Plan, exercisable in one-third increments on February 24 of each 2005, 2006 and 2007.

5. Granted under the Schering-Plough Corporation 2002 Stock Incentive Plan, exercisable in one-third increments on April 26 of each 2006, 2007 and 2008, subject to Schering-Plough's satisfaction of certain performance criteria for the year 2005 with respect to 40,000 option shares.

6. 1 for 1

7. Shares of phantom stock are payable in cash following the reporting person's termination of employment with the Issuer and may be transferred by the reporting person into an alternative investment account at any time.

8. These shares underlie 79.88 deemed units of interest in the Issuer's phantom stock fund under the Issuer's non-qualified deferred compensation plan, as of January 30, 2007. The number of shares underlying each unit may fluctuate based on deemed plan holdings.

Remarks:

	/s/ Cheeley, C. Ron	02/01/2007
	** 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).
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