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RULE 424(B)(3)
FILE NO. 33-6150
(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
June 30, 1986 (the "Prospectus"), relating to offers and sales of Option Shares
acquired under the 1983 Stock Option Plan by certain Selling Stockholders of
Church & Dwight Co., Inc. (the "Company), contains certain 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
unless 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 08540. Capitalized
defined terms used in this Supplement have the meanings set forth in the
Prospectus. As of April 30, 1995, the Company had 19,544,095 shares of Common
Stock outstanding.
The following table sets forth information opposite the name
of each Selling Stockholder as to (1) under the heading "Shares of Common Stock
beneficially owned", the shares of Common Stock of the Company beneficially
owned by each Selling Stockholder as of April 30, 1995; (2) under the heading
"Option Shares which may be acquired and offered", the shares of Common Stock
which may be acquired by each Selling Stockholder upon the exercise of options
vested and outstanding as of April 30, 1995 and offered by the Prospectus; and
(3) under the heading "Shares of Common Stock to be owned after completion of
the offering", the shares of Common Stock to be beneficially owned by each
Selling Stockholder after completion of the offering, based on the number of
shares owned (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 Stockholders.
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<TABLE>
<CAPTION>
(2) (3)
VESTED SHARES OF
PRESENT (1) OPTION COMMON STOCK
PRINCIPAL SHARES OF SHARES TO BE
POSITIONS OR COMMON STOCK WHICH MAY OWNED AFTER
SELLING OFFICES WITH BENEFICIALLY BE ACQUIRED COMPLETION
SHAREHOLDER THE COMPANY OWNED AND OFFERED OF OFFERING
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<S> <C> <C> <C> <C>
Dwight C. Chairman of 770,809 207,032 563,777
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.
