SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                  FORM 10-Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                   THE SECURITIES AND EXCHANGE ACT OF 1934

For the quarter ended July 1, 1994              Commission file No. 1-10585

                            CHURCH & DWIGHT CO., INC.
            (Exact name of registrant as specified in its charter)

              Delaware                                   13-4996950
     (State of incorporation)          (I.R.S. Employer Identification No.)

469 North Harrison Street, Princeton, N.J.               08543-5297
(Address of principal executive office)                  (Zip Code)

     Registrant's telephone number, including area code:   (609) 683-5900

Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act 
of 1934 during the preceding twelve months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.

            Yes     X                           No           

As of July 29, 1994, there were 19,534,169 shares of Common Stock 
outstanding.

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                      PART I - FINANCIAL INFORMATION

                 CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
                                (Unaudited)

<TABLE>
<CAPTION>
                                       Three Months Ended   Six Months Ended
                                       July 1,   July 2,   July 1,    July 2,
(In thousands, except per share data)   1994      1993*     1994       1993*
<S>                                   <C>        <C>       <C>       <C>
Net Sales                             $130,656   $130,308  $242,167  $254,205
Cost of sales                           72,858     69,431   137,049   134,183

Gross profit                            57,798     60,877   105,118   120,022
Selling, general and 
   administrative expenses              49,393     53,264    94,935   104,823

Income from Operations                   8,405      7,613    10,183    15,199

Investment income                          175        205       364       554
Gain on disposal of product lines          102        106       205       208
Other income/(expense)                     (50)       158       114       274
Interest expense                           244         20       268       129
Equity in joint venture income           2,194      2,143     3,815     3,943

Income before taxes and cumulative 
   effect of accounting changes         10,582     10,205    14,413    20,049

Income taxes                             4,194      3,762     5,606     7,480

Income before cumulative effect 
   of accounting changes                 6,388      6,443     8,807    12,569

Cumulative effect of accounting 
  changes (Note 4) 
  (net of income tax effect): 
     Accrual of postretirement benefits      -          -         -    (5,647)
     Accrual of postemployment benefits      -          -         -      (533)
     Accounting for income taxes             -          -         -     2,980

Net Income                               6,388      6,443     8,807     9,369

Retained earnings at beginning 
  of period                           170,643     153,534   170,434    152,640
                                      177,031     159,977   179,241    162,009

Dividends paid                          2,141       2,029     4,351      4,061

Retained earnings at end of period   $174,890    $157,948  $174,890   $157,948

Weighted average shares outstanding    19,673      20,289    19,872     20,302

Earnings Per Share: (Note 6)
   Income before cumulative effect 
   of accounting changes                 $.32        $.32      $.44       $.62

   Cumulative effect of accounting changes:
     Accrual of postretirement benefits     -           -         -       (.28)
     Accrual of postemployment benefits     -           -         -       (.03)
     Accounting for income taxes            -           -         -        .15

   Net income per share                  $.32        $.32      $.44       $.46

    *  Restated as discussed in Notes 4 and 5. 
</TABLE>

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                 CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                 July 1,     December 31,
                                                  1994          1993
(Dollars in thousands)                         (Unaudited)
<S>                                            <C>           <C>
Assets
Current Assets
   Cash and cash equivalents                     $5,690         $5,581
   Short-term investments                         1,000          4,000
   Accounts receivable                           53,606         42,340    
   Inventories (Note 2)                          58,197         52,739
   Income taxes receivable                            -          3,010
   Deferred income taxes                          9,797         11,149
   Prepaid expenses                               5,265          4,634
Total Current Assets                            133,555        123,453
Property, Plant and Equipment (Note 3)          129,864        122,195
Note Receivable from Joint Venture               11,000         11,000
Equity Investment in Joint Venture               15,150         16,557
Long-Term Supply Contracts                        4,754          4,929
Intangibles, principally Goodwill                 3,556          3,607
Total Assets                                   $297,879       $281,741

Liabilities and Stockholders' Equity
Current Liabilities
   Short-term borrowings                        $26,300         $2,000
   Accounts payable and accrued expenses         67,455         66,812
   Income taxes payable                           2,370              -
Total Current Liabilities                        96,125         68,812
Long-Term Debt                                    7,500          7,644
Deferred Income Taxes                            19,382         22,530
Deferred Income                                     544            749
Deferred Liabilities                              1,244          1,282
Nonpension Postretirement and 
   Postemployment Benefits                       11,904         11,357
Stockholders' Equity
Preferred Stock - $1 par value
   Authorized 2,500,000 shares, none issued           -              -
Common Stock - $1 par value
   Authorized 100,000,000 shares, 
   issued 23,330,494 shares                      23,330         23,330
Additional paid-in capital                       32,725         32,100
Retained earnings                               174,890        170,434
Cumulative translation adjustments                 (741)          (494)
                                                230,204        225,370
Less common stock in treasury, at cost 
   3,796,625 shares in 1994 and 3,251,280 
   shares in 1993                                69,024         56,003
Total Stockholders' Equity                      161,180        169,367
Total Liabilities and Stockholders' Equity     $297,879       $281,741
</TABLE>

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                 CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOW
                                (Unaudited)

<TABLE>
<CAPTION>
                                                    Six Months Ended
(Dollars in thousands)                           July 1,        July 2,
                                                  1994           1993*
<S>                                              <C>            <C>
Cash Flow From Operating Activities
Net Income                                       $8,807         $9,369

Adjustments to reconcile net income 
 to net cash provided by operating 
 activities:
   Depreciation, depletion and amortization       6,256          5,602
   Provision for postretirement benefits            709            483
   Deferred income taxes                         (1,799)           750
   Equity in joint venture income                (3,815)        (3,943)
   Cumulative effect of accounting changes            -          3,200
   (Gain) on asset disposals                       (205)          (198)
   Other                                           (256)           393

Change in assets and liabilities:
   (Increase) in accounts receivable            (11,280)       (10,443)
   (Increase) in inventories                     (5,570)        (3,966)
   (Increase) in prepaid expenses                  (641)          (172)
   Increase in accounts payable                     541          2,409
   Increase/(Decrease) in income taxes payable    5,348           (978)
Net Cash Provided By (Used in) Operating 
   Activities                                    (1,905)         2,506

Cash Flow From Investing Activities
Decrease in short-term investments                3,001          1,024
Additions to property, plant and equipment      (13,117)       (12,259)
Investment in subsidiary                           (625)          (325)
Distributions from joint venture                  5,222          3,977
Net Cash Used In Investing Activities            (5,519)        (7,583)

Cash Flow From Financing Activities
Proceeds from short-term borrowing               24,300              -
Payment of cash dividends                        (4,351)        (4,061)
Proceeds from sale of common stock                1,595          1,935
Proceeds from stock options exercised               458            610
Purchase of treasury stock                      (14,469)        (4,489)
Net Cash Provided by (Used In) Financing 
   Activities                                     7,533         (6,005)

Net Change In Cash and Cash Equivalents             109        (11,082)
Cash And Cash Equivalents At Beginning Of Year    5,581         14,044
Cash And Cash Equivalents At End Of Period       $5,690         $2,962

    *  Restated as discussed in Notes 4 and 5. 
</TABLE>

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                 CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES

                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)

1.     The consolidated balance sheet as of July 1, 1994, the consolidated
statements of income and retained earnings for the six months ended July 1,
1994 and July 2, 1993, and the consolidated statements of cash flow for 
the six months then ended have been prepared by the Company without audit. 
In the opinion of management, all adjustments (which include only normal
recurring adjustments) necessary to present fairly the financial position, 
results of operations and cash flow at July 1, 1994 and for all periods
presented have been made.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting 
principles have been condensed or omitted.  It is suggested that these 
condensed consolidated financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's December 
31, 1993 annual report to shareholders.  The results of operations for the 
period ended July 1, 1994 are not necessarily indicative of the operating 
results for the full year.


<TABLE>
<CAPTION>
2.     Inventories consist of the following:
       (in thousands)                            July 1,       Dec. 31,
                                                  1994           1993
<S>                                             <C>            <C>
Raw materials and supplies                      $15,705        $12,690
Work in process                                     116            103
Finished goods                                   42,376         39,946
                                                $58,197        $52,739
</TABLE>



<TABLE>
<CAPTION>
3.     Property, Plant and Equipment consist of the following:
(in thousands)                                   July 1,       Dec. 31,
                                                  1994           1993
<S>                                              <C>            <C>
Land                                             $3,096         $3,103
Buildings and improvements                       57,309         54,125
Machinery and equipment                         118,090        108,665
Office equipment and leasehold improvements      12,052         11,974
Mineral rights                                    5,020          3,145
                                                195,567        181,012
Less accumulated depreciation and amortization   80,163         74,248
                                                115,404        106,764
Construction in progress                         14,460         15,431
Net Property, Plant and Equipment              $129,864       $122,195
</TABLE>


4.     Accounting Changes

The Company adopted three new accounting standards as of January 1, 1993. 
Statement of Financial Accounting Standards No. 106 (SFAS 106), "Employers'
Accounting for Postretirement Benefits Other than Pensions" requires the 
accrual of the estimated cost of postretirement benefits.  The cost of 
these benefits was previously expensed on a pay-as-you-go basis.  Adoption 
of SFAS 106 resulted in an after-tax charge against earnings of $5.6 
million or $.28 per share.  Statement of Financial Accounting Standards No.
109, "Accounting for Income Taxes," changed the method by which companies 
account for deferred income taxes, and its adoption resulted in an after-tax
credit of $3.0 million or $.15 per share.

                                  5 of 10
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                 CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)

During the fourth quarter of 1993, the Company elected to adopt, effective 
as of January 1, 1993, the accounting provisions of Statement of Financial
Accounting Standards No. 112 (SFAS 112), "Employers' Accounting for
Postemployment Benefits".  First quarter 1993 results have been restated to
reflect such adoption.  This standard requires that the cost of benefits 
provided to former or inactive employees be recognized on the accrual basis
of accounting.  Previously, the Company recognized postemployment benefit 
costs when paid.  The cumulative effect of this change resulted in a charge
against earnings of $.5 million or $.03 per share.  The combined effect of
adopting the three new accounting standards was a charge against earnings 
of $3.2 million, or $.16 per share.


5.     Investment in Joint Venture

In financial statements originally issued for periods prior to December 31,
1993, the Company had consolidated its proportionate share of each of the
individual assets, liabilities, revenues and expenses of the Armand Products
Company joint venture.  In 1993, the Company restated its financial 
statements to reflect the 50 percent interest in the joint venture on the 
equity method of accounting for investments.  This method reflects the 
Company's proportionate share of the joint venture net profit as a 
single-line item, "Equity in joint venture income," in the income statement.
Similarly, the Company's investment and cumulative share of profits less
distributions received from the joint venture is reflected as a single-line
item, "Equity investment in joint venture," in the Company's balance sheet.
This change had no effect upon stockholders' equity or the net income of the
Company for any period.


<TABLE>
<CAPTION>
Summarized income statement data for Armand Products Company is as follows:

                                       Three Months Ended   Six Months Ended
                                       July 1,     July 2,  July 1,   July 2,
(in thousands)                           1994       1993     1994      1993
<S>                                    <C>        <C>       <C>       <C>
Net sales                              $12,021    $10,853   $22,824   $20,013
Gross profit                             4,973      4,854     8,791     8,794
Net income                               4,160      4,062     7,176     7,430

Company's share in net income            2,080      2,031     3,588     3,715
Elimination of Company's share of 
intercompany interest expense              114        112       227       228
Equity in joint venture income          $2,194     $2,143    $3,815    $3,943
</TABLE>


The financial information presented above is based upon the results of 
operation of the Armand Products Company, a joint venture partnership.  
Product and services are provided to the Armand Products Company by the 
joint venture partners at cost.  As a result, the above information would 
not be indicative of the results of operations had the joint venture 
operated on a stand-alone basis.


6.     Net income per share is computed based upon the weighted average 
number of shares outstanding during the period.  Common equivalent shares 
have not been included as their effect is not material.


7.     Officer Loan Guarantees 
In accordance with a long-term compensation plan approved by the Board of 
Directors, 70,000 shares of Company common stock were sold to senior 
officers in the second quarter of 1994 at a price of $22.63 per share.  In 
the second quarter of 1993, the Company sold 60,000 shares of common stock 
to senior officers at a price of $32.25 per share.  The selling price in 
both cases was the market price on the date of sale.  These transactions,
amounting to $1.6 million and $1.9 million, respectively, were financed by 
loans to the individuals by financial institutions.  These loans have been
guaranteed by the Company.

                                  6 of 10
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                     MANAGEMENT'S DISCUSSION AND ANALYSIS

Results of Operations

     For the quarter ended July 1, 1994, net income was $6.4 million or 
$.32 per share.  These results were essentially equal to same time period a
year ago.  For the first six months of 1994, net income was $8.8 million or
$.44 per share.  This compares with net income of $9.4 or $.46 per share 
for the first half of 1993.  In the first quarter of 1993, the Company 
adopted three new accounting standards; Statement of Financial Accounting
Standards No. 106, "Employers' Accounting for Postretirement Benefits Other
than Pensions," Statement of Financial Accounting Standards No. 109, 
"Accounting for Income Taxes" and Statement of Financial Accounting Standards
No. 112, "Employers' Accounting for Postemployment Benefits".  The net 
effect of adopting the new accounting standards was a net charge against 
earnings of $3.2 million or $.16 per share.

     Net sales in the second quarter amounted to $130.7 million, which were
slightly ahead of a year ago.  Volume gains of ARM & HAMMER (registered
trademark) Powder Laundry Detergent, the newly introduced ARM & HAMMER 
Deodorant Anti-Perspirant and international sales of ARM & HAMMER DENTAL 
CARE (registered trademark) were experienced during the quarter.  These gains
were partially offset by lower domestic unit volume of ARM & HAMMER DENTAL 
CARE, ARM & HAMMER Baking Soda, which experienced an exceptionally strong 
second quarter in 1993 and the reduced price strategy implemented in late 
1993 on ARM & HAMMER Powder Laundry Detergent.  Specialty Product sales were
essentially unchanged from the same period of a year ago.  

     Net sales for the first six months of 1994 were $242.2 million, 
representing a 4.7 percent decline from a year ago.  This is primarily due to
lower domestic unit volume of ARM & HAMMER DENTAL CARE, ARM & HAMMER Baking
Soda, and the price reduction on ARM & HAMMER Powder Laundry Detergent, 
partially offset by volume associated with ARM & HAMMER Deodorant 
Anti-Perspirant and sales of ARM & HAMMER DENTAL CARE internationally.  The
Specialty Products Division net sales were slightly lower than in 1993, as a
result of lower unit volume of MEGALAC (registered trademark) Rumen Bypass 
Fat, partially offset by gains of performance sodium bicarbonate.

     The Company's gross margin was 44.2 percent in the second quarter and 
43.4 percent in the first half of 1994.  This compares with 46.7 percent 
and 47.2 percent in the corresponding quarter and six months of last year. 
The decline can be attributed to the price reduction on ARM & HAMMER Powder
Laundry Detergent and lower volume of high margin ARM & HAMMER DENTAL CARE.

     Selling, general and administrative costs decreased by $3.9 million and
$9.9 million in the second quarter and first half of 1994, respectively as
compared with the same periods a year ago.  The reduction in costs was 
primarily the result of lower advertising and promotion for ARM & HAMMER 
DENTAL CARE and reduced spending in the area of systems development.  These
lower costs were partially offset by introductory marketing support for 
ARM & HAMMER Deodorant Anti-Perspirant.


Other Income/Expense

     Investment income decreased in the current quarter and year-to-date as
compared to the corresponding periods of last year as a result of a decrease
in the amounts available for investment.  Interest payments were higher in 
the current quarter and year-to-date as compared to the same periods of last
year due to an increase in short-term borrowing.  


Income Taxes

     The effective tax rate for the first half of 1994 was 38.9 percent, up
from 37.3 percent in the first half of 1993.  This is primarily due to the 
1993 increase of the U.S. corporate statutory tax rate which was enacted 
during the third quarter of 1993.

                                  7 of 10
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                      MANAGEMENT'S DISCUSSION AND ANALYSIS

Liquidity and Capital Resources

     The Company considers cash and short-term investments as the principal
measurement of its liquidity.  At July 1, 1994, cash including cash 
equivalents and short-term investments totaled $6.7 million as compared to 
$9.6 million at December 31, 1993.

     During the first half of 1994, operating activities required $1.9 million
of additional investment primarily in working capital.  The Company received
$5.2 million in distributions from its Armand Products joint venture, 
increased its short-term borrowings by $24.3 million and received $1.6 million
in connection with the sale of Company stock to senior officers.  Significant
expenditures include additions to property, plant and equipment of $13.1 
million, the purchase of 669,400 shares of Company common stock for the 
treasury totaling $14.5 million and the payment of cash dividends of $4.4
million.
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                      PART II - Other Information



Item 4.     Results of Vote of Security Holders

     The Company's Annual Meeting of Stockholders was held on May 5, 1994. 
The following nominees were elected to the Company's Board of Directors for a
term of three years.

      Nominee                        For                     Withhold
      John D. Leggett, III           41,829,372              290,682
      Robert A. McCabe               41,387,649              732,405
      Jarvis J. Slade                41,808,269              311,785

     The results of voting on the following additional items were as follows:

     Approval of the appointment of Deloitte & Touche as independent auditors
of the Company's 1994 financial statements.

For               Against               Abstained           Broker Non-Votes
41,859,032        127,710               133,312             0

     To consider and act upon a stockholder proposal requesting that the Board
of Directors take the steps necessary to provide for the election of Directors
annually and not by class.

For                Against              Abstained           Broker Non-Votes
4,093,461          35,164,437           537,908             2,324,248

     To consider and act upon a stockholder proposal requesting that the Board
of Directors search for qualified minority candidates for nomination to the
Board of Directors.

For                Against               Abstained          Broker Non-Votes
2,397,088          36,519,432            879,332            2,324,202



Item 6.     Exhibits and Reports on Form 8-K

            (a)     No reports on Form 8-K were filed for the three months 
                    ended July 1, 1994.

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                                SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                                CHURCH & DWIGHT CO.,INC.
                                                (REGISTRANT)


DATE:     August 10, 1994                       /s/ Anthony P. Deasey
                                                ANTHONY P. DEASEY
                                                VICE PRESIDENT FINANCE


DATE:     August 10, 1994                       /s/ Mark L. Stolp
                                                MARK L. STOLP
                                                CONTROLLER

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