<PAGE>
 
As filed with the Securities and Exchange Commission on April 26, 1995

                                             Registration No.33-91594
_________________________________________________________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C. 20549

                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933
                                        
                            MEDCHEM PRODUCTS, INC.
                            ----------------------
              (Exact name of issuer as specified in its charter)

                  Massachusetts                               04-2471310
         -------------------------------            ----------------------------
         (State or other jurisdiction of             (I.R.S. Employer
         incorporation or organization)              Identification No.)

232 West Cummings Park, Woburn, Massachusetts                   01801
- --------------------------------------------------------------------------------
 (Address of Principal Executive Offices)                     (Zip Code)

                            1994 Stock Option Plan
   -------------------------------------------------------------------------
                           (Full title of the Plan)

                            Steven D. Singer, Esq.
                               c/o Hale and Dorr
                                60 State Street
                         Boston, Massachusetts  02109
   -------------------------------------------------------------------------
                    (Name and Address of agent for service)

                                (617) 526-6000
   -------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)


<TABLE> 
<CAPTION> 

                        CALCULATION OF REGISTRATION FEE
 
                               Proposed     Proposed
Title of                       maximum      maximum
securities        Amount       offering     aggregate     Amount of
to be             to be        price        offering      registration
registered        registered   per share    price         fee
- ----------        ----------   ---------    ---------     ------------
<S>               <C>         <C>           <C>            <C>
 
Common Stock,     1,000,000    $5.625(1)    $5,625,000(1)   $1940.00(1)
$.01 par value      shares
</TABLE>
____________________

(1)  Estimated solely for the purpose of calculating the registration fee
pursuant to Rule 457 under the Securities Act of 1933, as amended, based on the
average of the high and low price of the Registrant's Common Stock on the New
York Stock Exchange on April 19, 1995.


                       Page 1 of __ pages              
                       Exhibit Index begins on page __  
<PAGE>
 
PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

               The information required by Part I is included in documents sent
     or given to participants in the 1994 Stock Option Plan of MedChem Products,
     Inc., a Massachusetts corporation (the "Registrant"), pursuant to Rule
     428(b)(1) under the Securities Act of 1933, as amended (the "Securities
     Act").


PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3.  Incorporation of Documents by Reference
              ---------------------------------------

               The Registrant is subject to the informational and reporting
     requirements of Sections 13(a), 14, and 15(d) of the Securities Exchange
     Act of 1934, as amended (the "Exchange Act"), and in accordance therewith
     files reports, proxy statements and other information with the Securities
     and Exchange Commission. The following documents, which are on file with
     the Securities and Exchange Commission, are incorporated in this
     registration statement by reference:

               (1)  The Registrant's latest annual report filed pursuant to
          Section 13(a) or 15(d) of the Exchange Act, or the latest prospectus
          filed pursuant to Rule 424(b) under the Securities Act, that contains,
          either directly or by incorporation by reference, audited financial
          statements for the Registrant's latest fiscal year for which such
          statements have been filed.

               (2)  All other reports filed pursuant to Section 13(a) or 15(d)
          of the Exchange Act since the end of the fiscal year covered by the
          document referred to in (1) above.

               (3)  The description of the class of securities contained in a
          registration statement filed under the Exchange Act, including any
          amendment or report filed for the purpose of updating such
          description.

               All documents subsequently filed by the Registrant pursuant to
     Sections 13(a), 13(c), 14, and 15(d) of the Exchange Act prior to the
     filing of a post-effective amendment which indicates that all shares of
     Common Stock offered hereby have been sold or which deregisters all shares
     of common stock then remaining unsold, shall be deemed to be incorporated
     by reference herein and to be part hereof from the date of the filing of
     such documents.


          Item 4.  Description of Securities
                   -------------------------

               Not applicable.


                                      -2-
<PAGE>
 
          Item 5.  Interests of Named Experts and Counsel
                   --------------------------------------

               The legality of the Common Stock offered hereby will be passed
     upon for the Company by the law firm of Hale and Dorr, Boston,
     Massachusetts.  Steven D. Singer, Assistant Clerk of the Registrant, is a
     partner of Hale and Dorr.


          Item 6.  Indemnification of Directors and Officers
                   -----------------------------------------

               Section 67 of Chapter 156B of the Massachusetts General Laws
     provides that indemnification of directors, officers, employees and other
     agents may be provided by a corporation. Article 6 of the Articles of
     Organization of the Registrant requires the Registrant to indemnify each
     director and officer of the Registrant and each director or employee of the
     Registrant serving in such capacity with respect to another entity at the
     request of the Registrant or in any capacity with respect to an employee
     benefit plan of the Registrant, against all liabilities or expenses
     incurred by reason of such person's serving in such capacity, except that
     no indemnification shall be provided for any person with respect to any
     matter as to which he shall have been adjudicated in any proceeding not to
     have acted in good faith in the reasonable belief that his action was in
     the best interests of the Registrant or the participants or beneficiaries
     of any such employee benefit plan, as the case may be. Indemnification for
     any payments made or expenses incurred in connection with any settlement or
     compromise shall be provided unless it is determined (a) by the Board of
     Directors by a majority vote or a quorum consisting of disinterested
     directors or (b) if such quorum is not obtainable, by a majority of the
     disinterested directors, that such settlement or compromise is not in the
     best interests of the Registrant or, to the extent such matter relates to
     service with respect to an employee benefit plan, that such settlement or
     compromise is not in the best interests of the participants or
     beneficiaries of such plan. Notwithstanding the foregoing, if there are
     less than two disinterested directors then in office, the Board of
     Directors shall promptly direct that independent legal counsel determine,
     based on facts known to such counsel at such time, whether such indemnitee
     acted in good faith in the reasonable belief that his action was in the
     best interests of the Registrant or the participants or beneficiaries of
     any such employee benefit plan, as the case may be. The Board of Directors
     may authorize the payment of expenses in advance of the resolution of any
     action, suit or proceeding, upon receipt by the Registrant of an
     undertaking of the interested party to repay such advance payment if he
     shall be determined not to be entitled to indemnification under Article 6
     or if the matter involved shall have been disposed of by a 

                                      -3-
<PAGE>
 
     compromise payment with respect to which he would not be entitled to 
     indemnification under Article 6.

          Article 6 of the Registrant's Articles of Organization provides for
     the elimination of personal liability of a director for breach of fiduciary
     duty as permitted by Section 13 of Chapter 156B of the Massachusetts
     General Laws.


          Item 7.  Exemption from Registration Claimed
                   -----------------------------------

               Not applicable.


          Item 8.  Exhibits
                   --------

               The Exhibit Index immediately preceding the exhibits attached
     hereto is incorporated herein by reference.


          Item 9.  Undertakings
                   ------------

               1.   The Registrant hereby undertakes:

               (a)  To file, during any period in which offers or sales are
          being made, a post-effective amendment to this registration statement:

                    (i)  To include any prospectus required by Section 10(a)(3)
          of the Securities Act;

                    (ii)  To reflect in the prospectus any facts or events
          arising after the effective date of the registration statement (or the
          most recent post-effective amendment thereof) which, individually or
          in the aggregate, represent a fundamental change in the information
          set forth in the registration statement;

                    (iii)  To include any material information with respect to
          the plan of distribution not previously disclosed in the registration
          statement or any material change to such information in the
          registration statement;

               provided, however that paragraphs (i) and (ii) do not apply if
               --------  -------                                             
          the registration statement is on Form S-3 or Form S-8, and the
          information required to be included in a post-effective amendment by
          those paragraphs is contained in periodic reports filed by the
          Registrant pursuant to Section 13 or Section 15(d) of the Exchange Act
          that are incorporated by reference in the registration statement.

                                      -4-
<PAGE>
 
               (b)  That, for the purpose of determining any liability under the
          Securities Act, each such post-effective amendment shall be deemed to
          be a new registration statement relating to the securities offered
          therein, and the offering of such securities at that time shall be
          deemed to be the initial bona fide offering thereof.

               (c)  To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

               2.  The undersigned Registrant hereby undertakes that, for
     purposes of determining any liability under the Securities Act, each filing
     of the Registrant's annual report pursuant to Section 13(a) or Section
     15(d) of the Exchange Act (and, where applicable, each filing of an
     employee benefit plan's annual report pursuant to  Section 15(d) of the
     Exchange Act) that is incorporated by reference in the registration
     statement shall be deemed to be a new registration statement relating to
     the securities offered therein, and the offering of such securities at that
     time shall be deemed to be in the initial bona fide offering thereof.

               3.  Insofar as indemnification for liabilities arising under the
     Securities Act may be permitted for directors, officers and controlling
     persons of the Registrant pursuant to the foregoing provisions, or
     otherwise, the Registrant has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is against public
     policy as expressed in the Securities Act and is, therefore, unenforceable.
     In the event that a claim for indemnification against such liabilities
     (other than the payment by the Registrant of expenses incurred or paid by a
     director, officer or controlling person of the Registrant in the successful
     defense of any action, suit or proceeding) is asserted by such director,
     officer or controlling person in connection with the securities being
     registered, the Registrant will, unless in the opinion of its counsel the
     matter has been settled by controlling precedent, submit to a court of
     appropriate jurisdiction the question whether such indemnification by it is
     against public policy as expressed in the Securities Act and will be
     governed by the final adjudication of such issue.

                                      -5-
<PAGE>
 
                                  SIGNATURES
                                  ----------


          Pursuant to the requirements of the Securities Act, the Registrant
     certifies that it has reasonable grounds to believe that it meets all of
     the requirements for filing on Form S-8, and has duly caused this
     registration statement to be signed on its behalf by the undersigned,
     thereunto duly authorized, in the City of Woburn, Commonwealth of
     Massachusetts, on the 24th day of April, 1995.

                                    MEDCHEM PRODUCTS, INC.


                                    By:  /s/ Edward J. Quilty
                                         -------------------------
                                         Edward J. Quilty
                                         President and Chief
                                        Executive Officer


                               POWER OF ATTORNEY
                               -----------------


          We, the undersigned Directors and Officers of MedChem Products, Inc.,
     hereby severally constitute Edward J. Quilty, John J. McDonough, Steven D.
     Singer and Philip P. Rossetti, and each of them singly, to sign for us and
     in our names in the capacities indicated below, the Registration Statement
     on Form S-8 filed herewith and any and all subsequent amendments to said
     Registration Statement, and generally to do all such things in our name and
     behalf in our capacities as Directors and Officers to enable MedChem
     Products, Inc. to comply with all requirements of the Securities Act, and
     all requirements of the Securities and Exchange Commission, hereby
     ratifying and confirming our signatures as they may be signed by said
     attorneys, or any of them, to said Registration Statement and any and all
     amendments thereto.

                                      -6-
<PAGE>
 
     Pursuant to the requirements of the Securities Act, this registration
statement has been signed below by the following persons in the capacities
indicated as of April 24, 1995.


             Signature              Title
             ---------              -----



       /s/ James F. Marten       Chairman of the
      --------------------       Board of Directors 
      James F. Marten                             
 
 
 
       /s/ Edward J. Quilty      President, Chief
      ---------------------      Executive Officer  
      Edward J. Quilty           and Director      
                                 (Principal    
                                 Executive Officer) 
                                                 

       /s/ Thomas W. Davison     Director
      -------------------------          
      Thomas W. Davison
 
 
 
       /s/ Henry M. Morgan       Director
      --------------------              
      Henry M. Morgan
 
 
 
       /s/ James T. O'Brien      Director
      ---------------------             
      James T. O'Brien
 
 
 
      /s/ Amin J. Khoury         Director
     -------------------                
      Amin J. Khoury
 
 
 
      /s/ John J. McDonough      Vice President,
      ---------------------      Chief Financial    
      John J. McDonough          Officer and         
                                 Treasurer           
                                 (Principal          
                                 Financial and       
                                 Accounting Officer)  
                                                   
                                      -7-
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------


      Exhibit
      Number        Description                              Page
      -------       -----------                              ----

       **4(a)       Articles of Organization, as amended,     --
      ***           of the Registrant

        *4(b)       By-laws, as amended, of the Registrant    --


     ****4(c)       Rights Agreement dated September 24,      --
                    1990 between the Registrant and
                    The First National Bank of Boston

        +5          Opinion of Hale and Dorr

        23(a)       Consent of Hale and Dorr (included        --
                    in Exhibit 5)

       +23(b)       Consent of KPMG Peat Marwick

        24          Power of Attorney (included on            --
                    Page 6 of this Registration
                    Statement)

- ------------------------


     +    Filed herewith.

     *    Filed as an exhibit to the Registrant's Registration
          Statement on Form S-8 filed on February 7, 1994 and
          incorporated herein by reference.

     **   Filed as an exhibit to the Registrant's Registration Statement on Form
          S-8 (Registration No. 33-47978) filed on May 19, 1992 and incorporated
          herein by reference.

     ***  Filed as an exhibit to the Registrant's Registration Statement on Form
          S-1 (Registration No. 33-41018) filed on June 11, 1991 and 
          incorporated herein by reference.

     **** Filed as an exhibit to the Registrant's Current Report
          on Form 8-K filed on October 17, 1990 and incorporated herein by
          reference.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18903}]
{"company-data": {"conformed-name": "MEDCHEM PRODUCTS INC /MA/", "cik": "0000711074", "assigned-sic": "2834", "irs-number": "042471310", "state-of-incorporation": "MA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-91594", "film-number": "00000000"}, "business-address": {"street1": "232 W CUMMINGS PARK", "city": "WOBURN", "state": "MA", "zip": "01801", "phone": "6179325900"}, "mail-address": {"street1": "232 W CUMMINGS PARK", "street2": "232 W CUMMINGS PARK", "city": "WOBURN", "state": "MA", "zip": "01801"}}
As filed with the Securities and Exchange Commission on April 26, 1995

                                             Registration No.33-91594
_________________________________________________________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C. 20549

                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933
                                        
                            MEDCHEM PRODUCTS, INC.
                            ----------------------
              (Exact name of issuer as specified in its charter)

                  Massachusetts                               04-2471310
         -------------------------------            ----------------------------
         (State or other jurisdiction of             (I.R.S. Employer
         incorporation or organization)              Identification No.)

232 West Cummings Park, Woburn, Massachusetts                   01801
- --------------------------------------------------------------------------------
 (Address of Principal Executive Offices)                     (Zip Code)

                            1994 Stock Option Plan
   -------------------------------------------------------------------------
                           (Full title of the Plan)

                            Steven D. Singer, Esq.
                               c/o Hale and Dorr
                                60 State Street
                         Boston, Massachusetts  02109
   -------------------------------------------------------------------------
                    (Name and Address of agent for service)

                                (617) 526-6000
   -------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
 
                               Proposed     Proposed
Title of                       maximum      maximum
securities        Amount       offering     aggregate     Amount of
to be             to be        price        offering      registration
registered        registered   per share    price         fee
- ----------        ----------   ---------    ---------     ------------
Common Stock,     1,000,000    $5.625(1)    $5,625,000(1)   $1940.00(1)
$.01 par value      shares
____________________

(1)  Estimated solely for the purpose of calculating the registration fee
pursuant to Rule 457 under the Securities Act of 1933, as amended, based on the
average of the high and low price of the Registrant's Common Stock on the New
York Stock Exchange on April 19, 1995.

                       Page 1 of __ pages              
                       Exhibit Index begins on page __
PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

               The information required by Part I is included in documents sent
     or given to participants in the 1994 Stock Option Plan of MedChem Products,
     Inc., a Massachusetts corporation (the "Registrant"), pursuant to Rule
     428(b)(1) under the Securities Act of 1933, as amended (the "Securities
     Act").

PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3.  Incorporation of Documents by Reference
              ---------------------------------------

               The Registrant is subject to the informational and reporting
     requirements of Sections 13(a), 14, and 15(d) of the Securities Exchange
     Act of 1934, as amended (the "Exchange Act"), and in accordance therewith
     files reports, proxy statements and other information with the Securities
     and Exchange Commission. The following documents, which are on file with
     the Securities and Exchange Commission, are incorporated in this
     registration statement by reference:

               (1)  The Registrant's latest annual report filed pursuant to
          Section 13(a) or 15(d) of the Exchange Act, or the latest prospectus
          filed pursuant to Rule 424(b) under the Securities Act, that contains,
          either directly or by incorporation by reference, audited financial
          statements for the Registrant's latest fiscal year for which such
          statements have been filed.

               (2)  All other reports filed pursuant to Section 13(a) or 15(d)
          of the Exchange Act since the end of the fiscal year covered by the
          document referred to in (1) above.

               (3)  The description of the class of securities contained in a
          registration statement filed under the Exchange Act, including any
          amendment or report filed for the purpose of updating such
          description.

               All documents subsequently filed by the Registrant pursuant to
     Sections 13(a), 13(c), 14, and 15(d) of the Exchange Act prior to the
     filing of a post-effective amendment which indicates that all shares of
     Common Stock offered hereby have been sold or which deregisters all shares
     of common stock then remaining unsold, shall be deemed to be incorporated
     by reference herein and to be part hereof from the date of the filing of
     such documents.

          Item 4.  Description of Securities
                   -------------------------

               Not applicable.

                                      -2-
Item 5.  Interests of Named Experts and Counsel
                   --------------------------------------

               The legality of the Common Stock offered hereby will be passed
     upon for the Company by the law firm of Hale and Dorr, Boston,
     Massachusetts.  Steven D. Singer, Assistant Clerk of the Registrant, is a
     partner of Hale and Dorr.

          Item 6.  Indemnification of Directors and Officers
                   -----------------------------------------

               Section 67 of Chapter 156B of the Massachusetts General Laws
     provides that indemnification of directors, officers, employees and other
     agents may be provided by a corporation. Article 6 of the Articles of
     Organization of the Registrant requires the Registrant to indemnify each
     director and officer of the Registrant and each director or employee of the
     Registrant serving in such capacity with respect to another entity at the
     request of the Registrant or in any capacity with respect to an employee
     benefit plan of the Registrant, against all liabilities or expenses
     incurred by reason of such person's serving in such capacity, except that
     no indemnification shall be provided for any person with respect to any
     matter as to which he shall have been adjudicated in any proceeding not to
     have acted in good faith in the reasonable belief that his action was in
     the best interests of the Registrant or the participants or beneficiaries
     of any such employee benefit plan, as the case may be. Indemnification for
     any payments made or expenses incurred in connection with any settlement or
     compromise shall be provided unless it is determined (a) by the Board of
     Directors by a majority vote or a quorum consisting of disinterested
     directors or (b) if such quorum is not obtainable, by a majority of the
     disinterested directors, that such settlement or compromise is not in the
     best interests of the Registrant or, to the extent such matter relates to
     service with respect to an employee benefit plan, that such settlement or
     compromise is not in the best interests of the participants or
     beneficiaries of such plan. Notwithstanding the foregoing, if there are
     less than two disinterested directors then in office, the Board of
     Directors shall promptly direct that independent legal counsel determine,
     based on facts known to such counsel at such time, whether such indemnitee
     acted in good faith in the reasonable belief that his action was in the
     best interests of the Registrant or the participants or beneficiaries of
     any such employee benefit plan, as the case may be. The Board of Directors
     may authorize the payment of expenses in advance of the resolution of any
     action, suit or proceeding, upon receipt by the Registrant of an
     undertaking of the interested party to repay such advance payment if he
     shall be determined not to be entitled to indemnification under Article 6
     or if the matter involved shall have been disposed of by a 

                                      -3-
compromise payment with respect to which he would not be entitled to 
     indemnification under Article 6.

          Article 6 of the Registrant's Articles of Organization provides for
     the elimination of personal liability of a director for breach of fiduciary
     duty as permitted by Section 13 of Chapter 156B of the Massachusetts
     General Laws.

          Item 7.  Exemption from Registration Claimed
                   -----------------------------------

               Not applicable.

          Item 8.  Exhibits
                   --------

               The Exhibit Index immediately preceding the exhibits attached
     hereto is incorporated herein by reference.

          Item 9.  Undertakings
                   ------------

               1.   The Registrant hereby undertakes:

               (a)  To file, during any period in which offers or sales are
          being made, a post-effective amendment to this registration statement:

                    (i)  To include any prospectus required by Section 10(a)(3)
          of the Securities Act;

                    (ii)  To reflect in the prospectus any facts or events
          arising after the effective date of the registration statement (or the
          most recent post-effective amendment thereof) which, individually or
          in the aggregate, represent a fundamental change in the information
          set forth in the registration statement;

                    (iii)  To include any material information with respect to
          the plan of distribution not previously disclosed in the registration
          statement or any material change to such information in the
          registration statement;

               provided, however that paragraphs (i) and (ii) do not apply if
               --------  -------                                             
          the registration statement is on Form S-3 or Form S-8, and the
          information required to be included in a post-effective amendment by
          those paragraphs is contained in periodic reports filed by the
          Registrant pursuant to Section 13 or Section 15(d) of the Exchange Act
          that are incorporated by reference in the registration statement.

                                      -4-
(b)  That, for the purpose of determining any liability under the
          Securities Act, each such post-effective amendment shall be deemed to
          be a new registration statement relating to the securities offered
          therein, and the offering of such securities at that time shall be
          deemed to be the initial bona fide offering thereof.

               (c)  To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

               2.  The undersigned Registrant hereby undertakes that, for
     purposes of determining any liability under the Securities Act, each filing
     of the Registrant's annual report pursuant to Section 13(a) or Section
     15(d) of the Exchange Act (and, where applicable, each filing of an
     employee benefit plan's annual report pursuant to  Section 15(d) of the
     Exchange Act) that is incorporated by reference in the registration
     statement shall be deemed to be a new registration statement relating to
     the securities offered therein, and the offering of such securities at that
     time shall be deemed to be in the initial bona fide offering thereof.

               3.  Insofar as indemnification for liabilities arising under the
     Securities Act may be permitted for directors, officers and controlling
     persons of the Registrant pursuant to the foregoing provisions, or
     otherwise, the Registrant has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is against public
     policy as expressed in the Securities Act and is, therefore, unenforceable.
     In the event that a claim for indemnification against such liabilities
     (other than the payment by the Registrant of expenses incurred or paid by a
     director, officer or controlling person of the Registrant in the successful
     defense of any action, suit or proceeding) is asserted by such director,
     officer or controlling person in connection with the securities being
     registered, the Registrant will, unless in the opinion of its counsel the
     matter has been settled by controlling precedent, submit to a court of
     appropriate jurisdiction the question whether such indemnification by it is
     against public policy as expressed in the Securities Act and will be
     governed by the final adjudication of such issue.

                                      -5-
SIGNATURES
                                  ----------

          Pursuant to the requirements of the Securities Act, the Registrant
     certifies that it has reasonable grounds to believe that it meets all of
     the requirements for filing on Form S-8, and has duly caused this
     registration statement to be signed on its behalf by the undersigned,
     thereunto duly authorized, in the City of Woburn, Commonwealth of
     Massachusetts, on the 24th day of April, 1995.

                                    MEDCHEM PRODUCTS, INC.

                                    By:  /s/ Edward J. Quilty
                                         -------------------------
                                         Edward J. Quilty
                                         President and Chief
                                        Executive Officer

                               POWER OF ATTORNEY
                               -----------------

          We, the undersigned Directors and Officers of MedChem Products, Inc.,
     hereby severally constitute Edward J. Quilty, John J. McDonough, Steven D.
     Singer and Philip P. Rossetti, and each of them singly, to sign for us and
     in our names in the capacities indicated below, the Registration Statement
     on Form S-8 filed herewith and any and all subsequent amendments to said
     Registration Statement, and generally to do all such things in our name and
     behalf in our capacities as Directors and Officers to enable MedChem
     Products, Inc. to comply with all requirements of the Securities Act, and
     all requirements of the Securities and Exchange Commission, hereby
     ratifying and confirming our signatures as they may be signed by said
     attorneys, or any of them, to said Registration Statement and any and all
     amendments thereto.

                                      -6-
Pursuant to the requirements of the Securities Act, this registration
statement has been signed below by the following persons in the capacities
indicated as of April 24, 1995.

             Signature              Title
             ---------              -----

       /s/ James F. Marten       Chairman of the
      --------------------       Board of Directors 
      James F. Marten                             
 
 
 
       /s/ Edward J. Quilty      President, Chief
      ---------------------      Executive Officer  
      Edward J. Quilty           and Director      
                                 (Principal    
                                 Executive Officer) 
                                                 

       /s/ Thomas W. Davison     Director
      -------------------------          
      Thomas W. Davison
 
 
 
       /s/ Henry M. Morgan       Director
      --------------------              
      Henry M. Morgan
 
 
 
       /s/ James T. O'Brien      Director
      ---------------------             
      James T. O'Brien
 
 
 
      /s/ Amin J. Khoury         Director
     -------------------                
      Amin J. Khoury
 
 
 
      /s/ John J. McDonough      Vice President,
      ---------------------      Chief Financial    
      John J. McDonough          Officer and         
                                 Treasurer           
                                 (Principal          
                                 Financial and       
                                 Accounting Officer)  
                                                   
                                      -7-
EXHIBIT INDEX
                                 -------------

      Exhibit
      Number        Description                              Page
      -------       -----------                              ----

       **4(a)       Articles of Organization, as amended,     --
      ***           of the Registrant

        *4(b)       By-laws, as amended, of the Registrant    --

     ****4(c)       Rights Agreement dated September 24,      --
                    1990 between the Registrant and
                    The First National Bank of Boston

        +5          Opinion of Hale and Dorr

        23(a)       Consent of Hale and Dorr (included        --
                    in Exhibit 5)

       +23(b)       Consent of KPMG Peat Marwick

        24          Power of Attorney (included on            --
                    Page 6 of this Registration
                    Statement)

- ------------------------

     +    Filed herewith.

     *    Filed as an exhibit to the Registrant's Registration
          Statement on Form S-8 filed on February 7, 1994 and
          incorporated herein by reference.

     **   Filed as an exhibit to the Registrant's Registration Statement on Form
          S-8 (Registration No. 33-47978) filed on May 19, 1992 and incorporated
          herein by reference.

     ***  Filed as an exhibit to the Registrant's Registration Statement on Form
          S-1 (Registration No. 33-41018) filed on June 11, 1991 and 
          incorporated herein by reference.

     **** Filed as an exhibit to the Registrant's Current Report
          on Form 8-K filed on October 17, 1990 and incorporated herein by
          reference.