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)
September 21, 1995

COLGATE-PALMOLIVE COMPANY
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

	1-644							13-1815595
(Commission File Number)		(IRS Employer Identification No.)

300 Park Avenue New York, NY				   10022
(Address of principal					(Zip code)
			
Registrant's telephone number, including area code (212) 3102000

Total number of sequentially numbered pages in this filing, including exhibits
thereto:  6



Item 5.	OTHER EVENTS
On September 20, 1995, the Company issued a press release announcing a 
restructuring of its worldwide manufacturing and administrative operations.
The full text of the Company's press release announcing such restructuring 
accompanies this report as Exhibit 99.

Item 7.	FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
		INFORMATION AND EXHIBITS.
		(c)  Exhibits
		99.  Press release, dated September 20, 1995.







			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 hereunto duly authorized.











Date:  September 21, 1995	COLGATE-PALMOLIVE COMPANY
				By:  /s/ Stephen C. Patrick 
				Stephen C. Patrick
				Vice President, Corporate Controller
					EXHIBIT 99

Colgate Restructures its Worldwide Operations for Growth 
Comments on Second Half 1995


New York, New York, September 20, 1995...Colgate-Palmolive Company 
(NYSE symbol - CL) today announced a major worldwide restructuring 
of its manufacturing and administrative operations designed to 
further enhance profitable growth over the next several years by 
generating significant efficiencies and improving competitiveness.  
Separately, Colgate also said that it expected second half 1995 
worldwide sales and unit volume to show excellent growth but that 
earnings would be impacted negatively by delayed economic and business 
recovery in Mexico, where the Company has major operations.

Reuben Mark, Chairman and Chief Executive Officer said: "Resulting 
from a year-long comprehensive review of all aspects of our worldwide 
operations, the restructuring announced today is a continuation of 
Colgate's drive to increase growth and profitability, begun more than 
a decade ago.  Earnings before interest and taxes have improved 
consistently, from 5.6% of sales in 1984 to 12.8% in 1994, with a 
corresponding increase in net profit margin from 3.2% of sales in 1984 
to 7.7% in 1994.  Over the same period, total return to shareholders 
was at a compounded annual rate of 21.3%.


"This restructuring will help ensure continued profitable growth while 
simultaneously providing value to consumers and the funds necessary to 
finance new growth initiatives.  The rationalization will allow us to 
further capitalize on improvements in manufacturing and information 
technologies and the efficiencies that exist today in our focused 
factories dedicated to the manufacture of products in specific 
categories."

Mr. Mark continued:  "The restructuring will  be reflected as a third 
quarter charge of $369 million aftertax or $2.54 per share, resulting 
in a reported net loss for the quarter and a corresponding reduction 
in net income for the full year. Approximately three-fourths of the 
restructuring will take place in North America and Europe.  Hill's Pet 
Nutrition and certain Latin American countries, including Mexico, 
are also affected.

"Over the next two years, 24 factories out of a worldwide total of 112 
will be closed or significantly reconfigured. Worldwide, employment 
will be reduced by approximately 3,000, or 8.5% of the current total 
of 36,000 employees.

"Savings from the more efficient manufacturing configuration will 
start in the second half of 1996, with significantly greater savings 
in 1997 and the years thereafter.  These increases will benefit the 
Company's profit growth, and provide funds necessary for increased 
new product activity, advertising, and global geographic expansion.

"These are not easy decisions as they affect so many valued Colgate 
people, but we believe they are in the best long-term interest of all 
our stakeholders, including employees, stockholders and customers. 
Colgate will of course provide severance and benefit packages, as well 
as job counseling and employee assistance programs to those affected."


Specific examples of the actions the Company intends to take include:
   Closing of Colgate's factory in Germany and consolidation of
   production with the Company's focused factories for Oral Care
   in the United Kingdom, Soap in Italy and Household Products in France.

   Acceleration of the move in the United States to focused factories.

   Liquid dishwashing detergent products manufactured at the 
   Jeffersonville, Indiana plant would go to one of the Company's 
   focused liquids facilities, and powder detergents would be 
   outsourced to a state-of-the-art manufacturer, leaving Jeffersonville 
   as the US focused factory primarily for toothpaste.

   Consolidation of several manufacturing facilities within trade 
   zones in Latin America.

   Continuation of the consolidation and modernization of Mexican
   manufacturing and logistics operations.

   Consolidation of a variety of administrative functions in Europe 
   and at corporate headquarters.


Second Half 1995

Concurrent with announcing the strategic restructuring for future 
growth, Colgate said that while the rest of the world was showing 
excellent sales and earnings growth as expected, the deepened Mexican 
recession and delayed business recovery in that country would have 
a larger negative impact on Colgate's third and fourth quarter 
earnings than previously anticipated.

"When we report our third quarter results in a month, we expect to 
show excellent momentum outside of Mexico, with worldwide sales up 
approximately 10%, and unit volume up in the high single digits.  
North America continues strong, as does Asia/Africa, and the rest 
of Latin America.  Europe will show a volume rebound as well.  However,
expectations for Mexico have been revised downward for both volume 
and gross margin.

"Earnings per share from operations are expected to be in a range 
of $.76 to $.79 per share, down from a consensus estimate of $1.00 
per share as reported by Zacks.  The effect will continue into 
the fourth quarter, with earnings expected in a range of $.81 to 
$.84 vs. a consensus of $.94 per share.  For the full year, the
Company's earnings expectation is a range between $3.57 and 
$3.60 vs. a consensus of $3.95 per share."

Mr. Mark continued:  "The primary reason for lowering our 
expectations is Mexico, where the recession has worsened as the 
year progressed, reducing employment and real wages to the point 
that the consumer categories in which we compete have shrunk 
significantly.  Unit volume for Colgate-Mexico will be well below 
that previously expected, and improvements in gross margin have 
not yet materialized as expected.

"Included in the reduction in our 1995 earnings expectation are 
two other smaller factors.  The first is certain expenses related 
to the restructuring that by recently issued accounting rules cannot 
be included in the restructuring charge but must be reflected in 
earnings from operations when incurred.  Second, the previously 
announced plan of transferring distributor volume to Hill's own 
sales force is moving more rapidly and successfully than originally 
envisioned.  Consequently, inventory reductions at distributors of 
Hill's Pet Nutrition are expected to result in a modest unit volume 
and earnings reduction for Hill's in the second half vs. prior 
expectations.  The reduction in volume is unrelated to Hill's success 
in the marketplace.  Consumer demand for Hill's pet food continues 
to be very healthy with takeaway again increasing 10% or better 
in the third quarter."







Colgate-Palmolive is a leading global consumer products company, 
tightly focused on Oral Care, Personal Care, Household Care, Fabric 
Care and Pet Nutrition.  With on-the-ground operations in nearly 80 
countries around the world, Colgate sells its products in 194 
countries and territories under such internationally recognized brand 
names as Colgate, Palmolive, Mennen, Ajax, Soupline, Suavitel and Fab,
as well as Hill's Science Diet and Hill's Prescription Diet pet foods.