8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



                                   May 3, 2004
                Date of Report (Date of Earliest Event Reported)



                           Schering-Plough Corporation
             (Exact name of registrant as specified in its charter)




          New Jersey                   1-6571                    22-1918501
 (State or other jurisdiction    (Commission File Number)       (IRS Employer
       of incorporation)                                  Identification Number)



                            2000 Galloping Hill Road
                              Kenilworth, NJ 07033
          (Address of principal executive offices, including Zip Code)


                                 (908) 298-4000
              (Registrant's telephone number, including area code)







Item 7.  Financial Statements and Exhibits

(c)  Exhibit.  The following exhibit is filed with this 8-K:

99.1  May 3, 2004 Press Release Titled "Schering-Plough Reaches Agreement With
      Texas Attorney General's Office"


Item 9.  Regulation FD Disclosure

On May 3, 2004 Schering-Plough announced that it has reached an agreement with
the attorney general's office of the State of Texas to settle issues related to
reimbursement by Texas' medicaid program of albuterol sulfate solution and
inhaler products. These are asthma products sold by Warrick Pharmaceuticals,
Schering-Plough's generic subsidiary. Under the agreement, Schering-Plough has
agreed to pay $27 million to the State of Texas. A press release relating to the
settlement is attached to this 8-K as Exhibit 99.2.



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Schering-Plough Corporation




By:/s/ Thomas H.Kelly
  --------------------
Thomas H. Kelly
Vice President and Controller

Date:  May 5, 2004





Exhibit Index

The following exhibit is filed with this 8-K:

99.1  May 3, 2004 Press Release Titled "Schering-Plough Reaches Agreement With
      Texas Attorney General's Office"

EX-99.1

                                                                   Exhibit 99.1

 [SCHERING PLOUGH LOGO]                                            NEWS RELEASE

                                                    Schering-Plough Corporation
                                                       2000 Galloping Hill Road
                                              Kenilworth, New Jersey 07033-0530


For Release:  IMMEDIATELY               Investor Contacts:    Janet Barth
                                                              Lisa DeBerardine
                                                              (908) 298-7436
                                        Media Contact:        Rosemarie Yancosek
                                                              (908) 298-7476


                       SCHERING-PLOUGH REACHES AGREEMENT
                      WITH TEXAS ATTORNEY GENERAL'S OFFICE

KENILWORTH, N.J., May 3, 2004 - Schering-Plough Corporation (NYSE: SGP)
announced that it has reached an agreement with the Attorney General's Office of
the State of Texas to settle issues related to reimbursement by Texas' Medicaid
program of albuterol sulfate solution and inhaler products. These are asthma
products sold by Warrick Pharmaceuticals, the Company's generic subsidiary.
Under the agreement, Schering-Plough has agreed to pay $27 million to the State
of Texas.

     "We are pleased that constructive discussions with the State of Texas have
allowed us to put this litigation from the past behind us," said Fred Hassan,
chairman and chief executive officer, Schering-Plough Corporation. "It is
another step forward as we build the new Schering-Plough."

     As previously reported, the State of Texas sued Warrick Pharmaceuticals in
late 2000 and added the company and its subsidiary, Schering Corporation, as
defendants in June 2002. Since the mid-1980's, Texas Medicaid regulations have
contained certain unique requirements for reporting and updating pharmaceutical
pricing, different from other states.

     Schering-Plough is a research-based company engaged in the discovery,
development, manufacturing and marketing of pharmaceutical products worldwide.

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