AIR PRODUCTS AND CHEMICALS, INC.
STOCK OPTION PLAN FOR DIRECTORS ( THE "PLAN")
1. PURPOSES OF THE PLAN
The purposes of this Plan are (i) to assist Air Products and Chemicals, Inc. (the "Company") in attracting and
retaining individuals of superior talent, experience, and achievement as directors of the Company and (ii) to
associate more closely the interests of such directors with those of the Company's shareholders by encouraging
and enabling directors to acquire a financial interest in the Company through ownership in equity securities of the
Company. Certain capitalized terms used herein have the meanings set forth in Section 6(i) hereof.
Participation in the Plan is limited to directors of the Company who have not ever been employees of the
Company or any of its subsidiaries or their respective predecessors.
One thousand (1,000) stock options ("Options" or "Stock Options") shall automatically be granted to each
eligible director who is serving as a director of the Company immediately following the 1994 annual organizational
meeting of the Board of Directors and immediately following each annual organizational meeting of the Board of
Directors thereafter. Each such director shall receive an option agreement dated as of the date of each such
organizational meeting of the Board of Directors, which shall be the date of grant of each such award, evidencing
the automatic annual award of such Stock Options pursuant to this Plan. Stock Options are rights to purchase
shares of common stock of the Company, par value $1.00 ("Common Stock").
(*) Adopted by Board resolution on 21 October 1993; effective 27 January 1994.
All Stock Options granted under the Plan shall be granted on the following terms and conditions:
(a) Price. The purchase price per share of Common Stock covered by each Stock Option shall be 100% of the
Fair Market Value of a share of Common Stock on the date of grant of such Option.
(b) Term and Exercisability.