EXHIBIT 24(b)




                               CERTIFICATION


         The  undersigned  certifies  that he is  Secretary of ASHLAND INC.
("ASHLAND"), a Kentucky corporation, and that, as such, he is authorized to
execute this  Certificate  on behalf of ASHLAND and further  certifies that
attached  is a true and  correct  copy of an excerpt  from the minutes of a
meeting of the Board of Directors of ASHLAND duly called, convened and held
on November 4, 2004 at which a quorum was present and acting throughout.
         IN WITNESS  WHEREOF,  I have signed and sealed this  Certification
this 24th day of January 2005.

                                        /s/ David L. Hausrath
                                   -----------------------------------
                                   David L. Hausrath, Secretary
(S E A L)






                       Excerpts from November 4, 2004
                                Ashland Inc.
                         Board of Directors Meeting


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         WHEREAS,  the Board of Directors  desires to adopt new replacement
         plans for the three frozen plans  effective as of January 1, 2005,
         which  will be called  the  Deferred  Compensation  Plan (the "New
         Deferred  Compensation  Plan"),  the Supplemental Early Retirement
         Plan for Certain  Employees (the "New SERP") and the  Nonqualified
         Excess  Benefit  Pension  Plan (the "New  Excess  Plan")  with the
         intent of complying with new federal tax rules applicable to these
         plans;

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         FURTHER RESOLVED, that there is hereby reserved for issuance under
         the New Deferred  Compensation  Plan 500,000  shares of fully paid
         and nonassessable $1.00 par value Common Stock of the Company (the
         "Common Stock");

         FURTHER  RESOLVED,  that  the  Chairman  of the  Board or any Vice
         President  of the  Corporation,  the  Secretary  or any  Assistant
         Secretary of the Corporation (the  "Authorized  Officers") be, and
         each of them hereby is, acting  singly,  authorized to execute and
         file with  Securities  and Exchange  Commission (1) a Registration
         Statement on Form S-8 or any other  appropriate  form with respect
         to the Common Stock and (2) such further amendments thereto as are
         necessary or desirable;

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