SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. __)
USA DETERGENTS, INC.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
902938 10 9
(CUSIP Number)
Frederick R. Adler
Intangible Asset Management Trust
c/o Susan R. Chapman, Trustee
175 East 64th Street
New York, New York 10021
(212) 517-3831
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 29, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule
13D, and is filing this schedule because of Rule 13d-1(b)(3) or
(4), check the following box ___.
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SCHEDULE 13D
CUSIP No. 902938 10 9
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Frederick R. Adler Intangible Asset Management Trust
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT
TO ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER 7. SOLE VOTING POWER
OF 1,750,683
SHARES 8. SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH 1,750,683
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,750,683
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.7%
14. TYPE OF REPORTING PERSON
00
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SCHEDULE 13D
CUSIP No. 902938 10 9
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Susan R. Chapman, Trustee
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT
TO ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER 7. SOLE VOTING POWER
OF 1,750,683
SHARES 8. SHARED VOTING POWER
BENEFICIALLY -0-
OWNED BY 9. SOLE DISPOSITIVE POWER
EACH 1,750,683
REPORTING 10. SHARED DISPOSITIVE POWER
PERSON WITH -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,750,683
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.7%
14. TYPE OF REPORTING PERSON
IN
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This report on Schedule 13D is being filed by the Frederick R.
Adler Intangible Asset Management Trust (the "Trust") and Susan R.
Chapman, Trustee (together with the Trust, the "Reporting Persons")
to reflect transfer to the Trust of 1,750,683 shares of Common
Stock by Frederick R. Adler, a director of the Company.
Item 1. SECURITY AND ISSUER
This Schedule 13D ("Schedule 13D") relates to the common stock,
$.01 par value per share (the "Common Stock"), of USA Detergents,
Inc, a Delaware corporation ("USA Detergents" or the "Company").
The principal executive offices of USA Detergents are located at
1735 Jersey Avenue, North Brunswick, NJ 08902.
Item 2. IDENTITY AND BACKGROUND
This Statement is filed by The Frederick R. Adler Intangible
Asset Management Trust and Susan R. Chapman, Trustee, both having
their principal address at c/o Susan R. Chapman, Trustee, 175 East
64th Street, New York, New York 10021.
Neither of the Reporting Persons has, during the past five
years, (i) been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or (ii) been a party to
a civil proceeding of a judicial or administrative body of
competent jurisdiction and, as a result of such proceeding, has
been subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with
respect to such laws. The Trust is governed by the laws of the
State of Florida, even though Florida is not the situs of the
Trust. Susan R.Chapman is a citizen of the United States of
America.
Item 3. SOURCE AND AMOUNT OF FUNDS.
See Item 4.
Item 4. PURPOSE OF TRANSACTION
All the shares of Common Stock beneficially owned by the
Reporting Persons (the "Shares") were acquired by the Trust solely
as a result of a gift transfer by Frederick R. Adler to the Trust.
Mr. Adler, a director of the Company, transferred the shares to the
Trust on December 29, 1997. Susan R. Chapman is Trustee of the
Trust. The Shares were previously the subject of a report on
Schedule 13D filed with the Commission by Mr. Adler on January 28,
1997.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The Reporting Persons beneficially own an aggregate of
1,750,683 shares of Common Stock, representing approximately 12.7%
of the outstanding shares of Common Stock.
(b) For information with respect to the power to vote or
direct the vote and the power to dispose or to direct the
disposition of the Common Stock beneficially owned by the Reporting
Persons, see Rows 7-10 of the cover page.
(c) No transactions in the Common Stock were effected by the
Reporting Persons during the past 60 days except:
On December 29, 1997, Frederick R. Adler transferred the
Shares to the Trust. No consideration was paid with respect to
such transfer.
(d) Not applicable.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Susan R. Chapman is the Trustee of the Trust and, as such, has
the power to vote and/or dispose of the Shares.
Item 7. EXHIBITS.
None
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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.
Frederick R. Adler
Intangible Asset Management Trust
By: /s/ Susan R. Chapman
Susan R. Chapman, on behalf of Trust and as
Trustee
Date: January 9, 1998
