SECURITIES AND EXCHANGE COMMISSION
Washington, D.C 20549
_____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported)
May 16, 1994
COLGATE-PALMOLIVE COMPANY
(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-644-2 13-1815595
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(Commission File Number) (IRS Employer Identification
No.)
300 Park Avenue New York, NY 10022
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(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code (212)
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310-2000
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Total number of sequentially numbered pages in this filing,
including exhibits thereto:
ITEM 5. OTHER EVENTS
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On May 16, 1994, Registrant executed a Distribution
Agreement with Citicorp Securities, Inc., Goldman, Sachs &
Co., Lazard Freres & Co., Merrill Lynch & Co., Merrill
Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan
Securities Inc. as Agents (the "Distribution Agreement"),
relating to up to $500,800,000 aggregate principal amount of
Medium Term Notes, Series B, to be sold from time to time
pursuant to the Distribution Agreement.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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(c) Exhibits.
The following Exhibits are filed as a part of this Report and as
Exhibits to the Registration Statement on Form S-3 (No. 33-78424):
Exhibit 4.2 Forms of Debt Security.
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SIGNATURE
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.
COLGATE-PALMOLIVE COMPANY
Date: May 18, 1994 By: /s/ Andrew D. Hendry
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Andrew D. Hendry
Senior Vice President, General Counsel
and Secretary
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