ENGELHARD CORP
424B3, 1995-09-06
PRIMARY SMELTING & REFINING OF NONFERROUS METALS
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Pricing Supplement No. 3 Dated August 31, 1995                   Rule 424(b)(3) 
(To Prospectus dated July 26, 1995 and                        File No. 33-58507
Prospectus Supplement dated July 26, 1995)

                             Engelhard Corporation
                         Medium-Term Notes - Fixed Rate
                   Due Nine Months or More from Date of Issue

Principal Amount: $5,000,000            Interest Rate: 6.45%

Agent's Discount or Commission: $25,000 Stated Maturity Date: September 6, 2000

Net Proceeds to Issuer: $4,975,000      Original Issue Date: September 6, 1995

Interest Payment Dates:  January 15 and July 15

Redemption:

|X|  The Notes cannot be redeemed prior to the Stated Maturity Date.
|_|  The Notes may be redeemed prior to the Stated Maturity Date.
          Initial Redemption Date:
          Initial Redemption Percentage:
          Annual Redemption Percentage Reduction:     % until Redemption
            Percentage is 100% of the principal amount.

Optional Repayment:
|X|  The Notes cannot be repaid prior to the Stated Maturity Date.
|_|  The Notes can be repaid prior to the Stated Maturity Date at the option of
       the holder of the Notes.
          Optional Repayment Dates:
          Optional Repayment Price:           %

Original Issue Discount:              |_|  Yes     |X|  No
     Total Amount of OID:
     Yield to Maturity:
     Initial Accrual Period:

Form:                          |X|  Book-Entry                |_|  Certificated

Agent:  Merrill Lynch & Co.

Agent acting in the capacity as indicated below:
|X|  Agent            |_|  Principal

If as Principal:
|_|  The Notes are being  offered at  varying  prices  related  to  prevailing
       market prices at the time of resale.
|_|  The Notes are being offered at a fixed initial  public  offering price of
       ___% of principal amount, plus accrued interest, if any.

If as Agent:
     The Notes are being offered at a fixed  initial  public  offering  price of
       100% of principal amount, plus accrued interest, if any.

Other Provisions:



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