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                                                                   EXHIBIT 24(b)





                             CAMPBELL SOUP COMPANY


                                 CERTIFICATION



        I, the undersigned Corporate Secretary of Campbell Soup Company, a New
Jersey corporation, certify that the attached document, entitled


                          "FORM 10-K ANNUAL REPORT"


is a true copy of a resolution adopted by the Board of Directors of
Campbell Soup Company on September 28, 1995, at a meeting throughout which a
quorum was present, and that the same is still in full force and effect.

        IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of
Campbell Soup Company this 6th day of October, 1995.





                                       /s/ John J. Furey       
                                       -------------------------------------
                                       Corporate Secretary





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                                                                   EXHIBIT 24(b)
                                                                        (Cont'd)


                             CAMPBELL SOUP COMPANY

                         Board of Directors Resolution

                               September 28, 1995

                                  *    *    *

                            FORM 10-K ANNUAL REPORT

        RESOLVED, that the Form 10-K Annual Report for fiscal 1995 of Campbell
Soup Company in the form presented to this meeting, is hereby approved.

        FURTHER RESOLVED, that the Chief Executive Officer, the Senior Vice
President - Law and Public Affairs, the Senior Vice President- Finance and the
Vice President - Controller of Campbell Soup Company are authorized to execute
the Form 10-K Annual Report for fiscal 1995 approved by this resolution and to
cause such Form 10-K to be filed with the Securities and Exchange Commission
pursuant to the Securities Exchange Act of 1934, with such modifications as may
be required by the Commission or as may be desirable in the opinion of such
officers.

        FURTHER RESOLVED, that each of the directors, the Chairman, President
and Chief Executive Officer of Campbell Soup Company are each hereby authorized
to execute in their respective capacities, a power of attorney in favor of John
M. Coleman and John J. Furey designating each of them as the true and lawful
attorneys-in-fact and agents of the signatory with full power and authority to
execute and to cause to be filed with the Securities and Exchange Commission the
Form 10-K Annual Report for fiscal 1995 with all exhibits and other documents in
connection therewith as such attorneys-in-fact, or either one of them, may deem
necessary or desirable; and to do and perform each and every act and thing
necessary or desirable to be done in and about the premises as fully to all
intents and purposes as such officers and directors could do themselves.





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