UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _____________)*
Empire of Carolina, Inc.
(Name of Issuer)
Common
(Title of Class of Securities)
292007101
(CUSIP Number)
Check the following box if a fee is being paid with this
statement X. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7).
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).
CUSIP NO. 292007101 13G Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Olin Corporation
13-1872319
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Commonwealth of Virginia (USA)
5 SOLE VOTING POWER
NUMBER OF 480,000* Shares *Includes 240,000
shares acquirable upon exercise of an option.
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED None
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 480,000* Shares *Includes 240,000
shares acquirable upon exercise of an option.
WITH 8 SHARED DISPOSITIVE POWER
None
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
480,000 Shares (includes
240,000 shares acquirable upon exercise of an option)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.8%
12 TYPE OF REPORTING PERSON*
CO
Page 3 of 4
Item 1.
(a) Name if Issuer: Empire Of Carolina, Inc.
(b) Address of Issuer's Principal Executive Offices: 5150 Linton Blvd.
Delray Beach, FL 33484
Item 2.
(a) Name of Person Filing: Olin Corporation
(b) Address of Principal Business: 120 Long Ridge Road
Stamford, CT 06904
(c) Citizenship Virginia corporation (U.S. A.)
(d) Title of Class of Securities: Empire of Carolina, Inc.
Common Stock
(e) CUSIP Number: 292007101
Item 3. If this statement is filed pursuant to Rule 13d-
1(b), or 13d-2(b), check whether the person filing is a :
Not Applicable.
Item 4. Ownership
(a) Amount Beneficially Owned
as of Dec. 31, 1994: 480,000 Shares (includes 240,000 shares
which under an option agreement Olin
has the right to acquire)
(b) Percent of Class: 10.8%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 480,000 shares
(includes 240,000 shares acquirable
upon exercise of an option)
(ii) shared power to vote or to direct the vote: None
(iii) sole power to dispose or to direct the disposition of:
480,000 shares (includes 240,000 shares acquirable upon exercise
of an option)
(iv) shared power to dispose or to direct the disposition of:
None
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
Not Applicable.
Page 4 of 4
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the
Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
Not Applicable.
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set
forth in this statement is true, complete and correct.
January 25, 1995
Date
OLIN CORPORATION
Signature
By: J. M. Gaffney
J. M. Gaffney
Senior Vice President
ATTENTION: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)
