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RULE 424(B)(3)
FILE NO. 33-24552
(S-3 SUPPLEMENT)
SUPPLEMENT
JUNE 1, 1995
TO PROSPECTUS FOR OFFERS AND SALES OF COMMON STOCK OF
CHURCH & DWIGHT CO., INC. BY CERTAIN SELLING STOCKHOLDERS
This Supplement, dated June 1, 1995 to the Prospectus dated
October 10, 1988 (the "Prospectus") relating to offers and sales of Plan Shares
acquired under the Employee Stock Purchase Plan (the "Plan") by certain Selling
Stockholders of Church & Dwight Co., Inc. (the "Company") contains current
information that may change from time to time. The Supplement will be updated
annually, or as otherwise required, and will be delivered to each Selling
Stockholder. Each current Supplement should be kept with the Prospectus.
Selling Stockholders receiving the Prospectus will not be sent additional
copies of the Prospectus in subsequent years unless the information in the
Prospectus is required to be amended or unless a Selling Stockholder requests
an additional copy by writing to the Secretary, Church & Dwight Co., Inc., 469
North Harrison Street, Princeton, New Jersey 08543-5297. Capitalized defined
terms used in this Supplement have the meanings set forth in the Prospectus
unless separately defined herein. As of April 30, 1995, the Company had
19,544,095 shares of Common Stock outstanding.
The table set forth below shows opposite the name of each
Selling Stockholder (1) under the heading "Shares of Common Stock beneficially
owned", the shares of Common Stock of the Company beneficially owned by the
Selling Stockholder as of April 30, 1995; (2) under the heading "Plan Shares
which may be offered", the shares of Common Stock which have been acquired by
the Selling Stockholder pursuant to the Plan and may be offered hereby; and (3)
under the heading "Shares of Common Stock beneficially owned upon completion of
the offering", the shares of Common Stock to be beneficially owned by each
Selling Stockholder after completion of the offering (assuming all shares
offered hereby are sold in accordance herewith). The information as to
security holdings is based on information received by the Company from the
Selling Stockholder.
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<TABLE>
<CAPTION>
Shares of
Present Common Stock
principal Shares of Plan beneficially
positions or Common Stock Shares owned after
Selling offices with beneficially which may completion
Stockholder the Company owned be offered of offering
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<S> <C> <C> <C> <C>
Dwight C. Chairman of 770,809 9,731 761,078
Minton the Board,
Chief Executive
Officer and
President*
</TABLE>
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* Mr. Minton has been a full-time key management employee of the Company
for more than the past five years.
