SUPPLEMENT TO
                                PROXY STATEMENT
                                      FOR
                        ANNUAL MEETING OF STOCKHOLDERS
                                      of
                         AMERICAN PACIFIC CORPORATION
                     3770 Howard Hughes Parkway, Suite 300
                            Las Vegas, Nevada 89109
                                (702) 735-2200

     American Pacific Corporation, a Delaware corporation (the "Company"), on or
about February 10, 1997 first mailed to Stockholders of record of the Company on
February 7, 1997 the Company's Proxy Statement relating to the Company's Annual 
Meeting of Stockholders to be held on Tuesday, March 11, 1997, at 10:30 a.m., 
local time, at Chin's Restaurant, 3200 S. Las Vegas Boulevard, Las Vegas, 
Nevada, or adjournment(s) thereof. This Supplement amends and supplements the 
Company's Proxy Statement.

     Mr. Dean M. Willard, a nominee for election as a Class C Director of the 
Company, beneficially owned as of February 7, 1997, 2,000 shares of the 
Company's Common Stock, par value $.10 per share (the "Common Stock"), which 
constituted less than one percent of the Common Stock of the Company. All 
directors and executive officers of the Company as a group, which consisted of 
15 persons, beneficially owned 898,103 shares, or 10.6 percent, of the Common 
Stock of the Company at February 7, 1997. The directors and officers of the 
Company are entitled to vote or direct the vote of 500,853 shares, or 6.2 
percent, of the Common Stock of the Company as of February 7, 1997, the Record 
Date for the Annual Meeting of Stockholders.