CERTIFICATE OF CORRECTION

                                      TO

                     RESTATED CERTIFICATE OF INCORPORATION

                                      OF

                             THE CLOROX COMPANY





          THE CLOROX COMPANY, a corporation organized and 
existing under the General Corporation Law of the State of 
Delaware,


          DOES HEREBY CERTIFY:


          1.     That a Restated Certificate of Incorporation 
was filed with the Secretary of State of Delaware on November 
24, 1987, and that said certificate requires correction as 
permitted by subsection (F) of Section 103 of the General 
Corporation Law of the State of Delaware.


          2.     The first paragraph of the Restated 
Certificate of Incorporation is corrected to read as follows:



                    "This corporation was originally 
                   incorporated on September 5, 1986."


          IN WITNESS WHEREOF, THE CLOROX COMPANY has caused 
this certificate to be signed by Charles R. Weaver, its 
Chairman of the Board, and attested by Edward A. Cutter, its 
Secretary, this day of December 9, 1987.



                                   THE CLOROX COMPANY







                              By:  /s/ CHARLES R. WEAVER
                                   Charles R. Weaver
                                   Chairman of the Board



                          Attest:  ______________________
                                   Edward A. Cutter
                                   Secretary

<PAGE>

                  RESTATED CERTIFICATE OF INCORPORATION


                                    OF


                           THE CLOROX COMPANY





          This corporation was originally incorporated on 
August 29, 1986.



                              ARTICLE One


          The name of the corporation is THE CLOROX COMPANY.


                              ARTICLE TWO


          The address of the registered office of the 
corporation in the State of Delaware is 1209 Orange Street in 
the City of Wilmington, County of New Castle.  The name of the 
registered agent of the corporation at such address is The 
Corporation Trust Company.


                              ARTICLE THREE


          The purpose of the corporation is to engage in any 
lawful act or activity for which corporations may be organized
under the General Corporation Law of the State of Delaware.


                              ARTICLE FOUR


          The total number of shares of stock which the 
corporation shall have authority to issue is 180,000,000, 
consisting of 175,000,000 shares of Common stock having a par 
value of $1.00 per share and 5,000,000 shares of Preferred 
Stock having a par value of $1.00 per share.

          The board of directors of the corporation is 
authorized, subject to limitations prescribed by law and the 
provisions of this Article Four, to provide for the issuance 
of the shares of Preferred Stock in series, and by filing a 
certificate pursuant to the applicable law of the State of 
Delaware, to establish from time to time the number of shares 
to be included in each such series, and to fix the designation,
powers, preferences and rights of the shares of each such 
series and the qualifications, limitations or restrictions 
thereof.

          The number of authorized shares of Preferred Stock 
may be increased or decreased (but not below the number of 
shares thereof then outstanding) by the affirmative vote of 
the holders of a majority of the Common Stock, without a vote 
of the holders of the Preferred Stock, or of any series 
thereof, unless a vote of any such holders is required pursuant
to the certificate or certificates establishing the series of 
Preferred Stock.


                              ARTICLE FIVE


          The business and affairs of the corporation shall be
managed by the board of directors which shall consist of not 
less than 9 persons.  The exact number of directors shall be 
fixed from time to time by, or in the manner provided in, the 
by-laws of the corporation and may be increased or decreased 
as therein provided.  Directors of the corporation need not be 
elected by ballot unless required by the by-laws.  The board of
directors is authorized to adopt, amend or repeal the by-laws.


                              ARTICLE SIX


                                    PART I


Vote Required For Certain Business Combinations


          A.     In addition to any affirmative vote required 
by law or this Restated Certificate of Incorporation, and 
except as otherwise expressly provided in Part II of this 
Article Six, the following transactions:

              (i)     any merger or consolidation of this 
                      corporation or any Subsidiary (as 
                      hereinafter defined) into or with


                     (a)     any Interested Stockholder (as 
                             hereinafter defined); or


                     (b)     any other corporation (whether or 
                             not it is an Interested 
                             Stockholder) which is, or after 
                             such merger or consolidation would
                             be, an Affiliate (as hereinafter 
                             defined) of an Interested 
                             Stockholder; or


             (ii)     any sale, lease, exchange, mortgage, 
                      pledge, transfer or other disposition 
                      (in one transaction or a series of 
                      transactions) to or with any Interested 
                      Stockholder or any Affiliate of any 
                      Interested Stockholder of any assets of 
                      this corporation or any Subsidiary having
                      an aggregate Fair Market Value (as 
                      hereinafter defined) of more than ten 
                      percent (10%) of the Fair Market Value of

                      the consolidated total assets of this 
                      corporation; or


            (iii)     the issuance or transfer by this 
                      corporation or any Subsidiary (in one 
                      transaction or a series of transactions) 
                      of any securities of this corporation or 
                      any Subsidiary to any Interested 
                      Stockholder or any Affiliate of any 
                      Interested Stockholder in exchange for 
                      cash, securities or other property having
                      an aggregate Fair Market Value of more 
                      than ten percent (10%) of the Fair Market 
                      Value of the consolidated total assets of 
                      this corporation; or


             (iv)     the adoption of any plan or proposal for
                      the liquidation of this corporation 
                      proposed by or on behalf of an Interested
                      Stockholder of any Affiliate of any 
                      Interested Stockholder; or


              (v)     any reclassification of this 
                      corporation's securities (including any
                      reverse stock split), or recapitalization
                      of this corporation, or any merger or 
                      consolidation of this corporation with 
                      any of its Subsidiaries or any other 
                      transaction (whether or not with or into
                      or otherwise involving an Interested 
                      Stockholder) which has the effect, 
                      directly or indirectly, of increasing 
                      the proportionate share of the 
                      outstanding shares of any class of 
                      equity or convertible securities of this
                      corporation or any Subsidiary which is 
                      directly or indirectly owned by any 
                      Interested Stockholder;


shall require the affirmative vote of the holders of at least
eighty percent (80%) of the voting power of the then 
outstanding shares of stock of this corporation entitled to 
vote regularly in the election of directors (the "Voting 
Stock") voting as a single class (it being understood that for
purposes of this Article Six, each share of the Voting Stock 
other than Common Stock shall have the number of votes granted
to it pursuant to Article Four of this Restated Certificate of
Incorporation).  Such affirmative vote shall be required 
notwithstanding the fact that no vote may be required, or that
a lesser percentage may be specified, by law or in any 
agreement with any national securities exchange or otherwise.


     B.     The term "Business Combination" as used in this 
Article Six shall mean any transaction which is referred to in
any one or more of clauses (i) through (v) of paragraph A 
of Part I.


                              Part II


                   When Higher Vote is Not Required


          The provisions of Part I of this Article Six shall 
not be applicable to any particular Business Combination, and 
such Business Combination shall require only such affirmative 
vote as is required by law and any other provision of this 
Restated Certificate of Incorporation, if all of the conditions
specified in either of the following paragraphs A and B are met:


          A.     The Business Combination shall have been 
approved by a majority of the Disinterested Directors (as 
hereinafter defined).


          B.     All of the following conditions shall have 
been met:


                (i)     The aggregate amount of the cash and 
                        the Fair Market Value as of the date 
                        of the consummation of the Business 
                        Combination of consideration other 
                        than cash to be received per share by 
                        holders of Common Stock in such 
                        Business Combination shall be at least
                        equal to the higher of the following:


                       (a)     (if applicable) the highest per
                               share price paid by the 
                               Interested Stockholder for any 
                               shares of Common Stock acquired
                               by it (1) within the two year 
                               period immediately prior to the
                               first public announcement of 
                               the proposal of the Business 
                               Combination (the "Announcement 
                               Date") or (2) in the transaction
                               in which it became an Interested
                               Stockholder, which ever is 
                               higher; and


                       (b)     the Fair Market Value per share
                               of Common Stock on the 
                               Announcement Date or on the date
                               on which the Interested 
                               Stockholder became an Interested
                               Stockholder (such latter date is
                               referred to in this Article Six 
                               as the "Determination Date"), 
                               whichever is higher.


               (ii)     The aggregate amount of the cash and 
                        the Fair Market Value on the date of 
                        the consummation of the Business 
                        Combination of consideration other 
                        than cash to be received per share by 

                        the holders of shares of any other 
                        class of outstanding Voting Stock shall
                        be at least equal to the highest of the
                        following (it being intended that the 
                        requirements of this paragraph B(ii) 
                        shall be required to be met with 
                        respect to every class of outstanding 
                        Voting Stock, whether or not the 
                        Interested Stockholder has previously 
                        acquired any shares of a particular 
                        class of Voting Stock):


                        (a)     (if applicable) the highest per
                                share price paid by the 
                                Interested Stockholder for any 
                                shares of such class of Voting 
                                Stock acquired by it (1) within
                                the two-year period immediately
                                prior to the Announcement Date
                                or (2) in the transaction in 
                                which it became an Interested 
                                Stockholder, whichever is 
                                higher;


                        (b)    (if applicable) the highest 
                               preferential amount per share to
                               which the holders of shares of 
                               such class of Voting Stock are 
                               entitled in the event of any 
                               voluntary or involuntary 
                               liquidation, dissolution or 
                               winding up of this corporation; 

                               or

                        (c)    the Fair Market Value per share 
                               of such class of Voting Stock on
                               the Announcement Date or on the 
                               Determination Date, whichever is
                               higher.


              (iii)     The consideration to be received by 
                        holders of a particular class of 
                        outstanding Voting Stock (including 
                        Common Stock) shall be in cash or in 
                        the same form as the Interested 
                        Stockholder has previously paid for 
                        shares of such class of Voting Stock.
                        If the Interested Stockholder has paid
                        for shares of any class of Voting Stock
                        with varying forms of consideration, 
                        the form of consideration for such 
                        class of Voting Stock shall be either 
                        cash or the form used to acquire the 
                        largest number of shares of such class
                        of Voting Stock previously acquired by
                        it.  The price determined in accordance
                        with paragraphs B(i) and B(ii) shall be
                        subject to appropriate adjustment in 
                        the event of any stock dividend, stock
                        split, combination of shares or similar
                        event.


               (iv)     After such Interested Stockholder has 
                        become an Interested Stockholder except
                        as approved by a majority of the 
                        Disinterested Directors, there shall 
                        have been:


                       (a)     no failure to declare and pay at
                               the regular date therefor any 
                               full quarterly dividends 
                               (whether or not cumulative) on
                               the outstanding Preferred 
                               Stock, if any; and


                       (b)     no reduction in the effective 
                               annual rate of dividends paid 
                               on the Common Stock.


                (v)     After such Interested Stockholder has 
                        become an Interested Stockholder, such
                        Interested Stockholder shall not have 
                        received the benefit, directly or 
                        indirectly (except proportionately as 
                        a stockholder), of any loans, advances,
                        guarantees, pledges or other financial 
                        assistance or any tax credits or other
                        tax advantages provided by the 
                        corporation, whether in anticipation 
                        of or in connection with such Business
                        Combination or otherwise.


                                 Part III


                             Certain Definitions


           For the purpose of this Article Six:


          A.     A "person shall mean any individual, firm, 
corporation or other entity.

          B.     "Interested Stockholder" shall mean any 
person (other than this corporation, any Subsidiary or any
 compensation plan of this corporation) who or which:


                (i)     is the beneficial owner, directly or 
                        indirectly, of more than 5% of the 
                        voting power of the outstanding Voting
                        Stock; or


               (ii)     is an Affiliate of this corporation 
                        and at any time within the two-year 
                        period immediately prior to the date 
                        in question was the beneficial owner,
                        directly or indirectly, of more than 
                        five percent (5%) of the voting power
                        of the then outstanding Voting Stock;
                        or


              (iii)     is an assignee of or has otherwise 
                        acquired or succeeded to any shares of
                        Voting Stock which were at any time 
                        within the two-year period immediately
                        prior to the date in question 
                        beneficially owned by any Interested 
                        Stockholder, if such assignment or 
                        succession shall have occurred in the
                        course of a transaction or series of 
                        transactions not involving a public 
                        offering within the meaning of the 
                        Securities Act of 1933.


          C.     A person shall be a "Beneficial Owner" of 
any Voting Stock:


                (i)     which such person or any of its 
                        Affiliates or Associates (as 
                        hereinafter defined) beneficially 
                        owns, directly or indirectly; or

               (ii)     which such person or any of its 
                        Affiliates or Associates has:

                       (a)     the right to acquire (whether
                               such right is exercisable 
                               immediately or only after the
                               passage of time), pursuant to
                               any agreement, arrangement or 
                               understanding or upon the 
                               exercise of conversion rights,
                               exchange rights, warrants or 
                               options, or otherwise, or


                       (b)     the right to vote pursuant to 
                               any agreement arrangement or 
                               understanding; or


              (iii)     which are beneficially owned, directly
                        or indirectly, by any other person with
                        which such person or any of its 
                        Affiliates or Associates has any 
                        agreement, arrangement or understanding
                        for the purpose of acquiring, holding,
                        voting or disposing of any shares of 
                        Voting Stock.


          D.     For the purpose of determining whether a 
person is an Interested Stockholder pursuant to paragraph B of
this Part III, the number of shares of Voting Stock deemed to 
be outstanding shall include shares deemed owned through 
application of paragraph C of this Part III but shall not 
include any other shares of Voting Stock which may be issuable
pursuant to any agreement, arrangement or understanding, or 
upon exercise of conversion rights, warrants or options, or 
otherwise.


          E.     "Affiliate" or "Associate" shall have the 
respective meanings ascribed to such terms in Rule 12b-2 of 
the General Rules and Regulations under the Securities Exchange
Act of 1934, as in effect on March 1, 1984.


          F.     "Subsidiary" means any corporation of which a
majority of any class of equity securities is owned, directly 
or indirectly, by this corporation; provided, however, that 
for the purposes of the definition of Interested Stockholder 
set forth in paragraph B of this Part III, the term 
"Subsidiary" shall mean only a corporation of which a majority
of each class of equity securities is owned, directly or 
indirectly, by this corporation.


          G.     "Disinterested Director" means any member of
the board of directors of this corporation (the "Board") who 
is unaffiliated with the Interested Stockholder by whom or on 
whose behalf, directly or indirectly, the Business Combination
is proposed or was a member of the Board prior to the time that
such Interested Stockholder became an Interested Stockholder,
and any successor of a Disinterested Director who is 
unaffiliated with such Interested Stockholder and is 
recommended to succeed a Disinterested Director by a majority
of Disinterested Directors then on the Board.


          H.     "Fair Market Value" means:

                (i)     In the case of stock, the highest 
                        closing sale price during the 30-day 
                        period immediately preceding the date
                        in question of a share of such stock 
                        as reported in the principal 
                        consolidated transaction reporting 
                        system for securities listed or 
                        admitted to trading on the New York
                        Stock Exchange, or, if such stock is
                        not listed on such Exchange, on the 
                        principal United States securities 
                        exchange, registered under the 
                        Securities Exchange Act of 1934 on 
                        which stock is listed, or, if such 
                        stock is not listed on such an 
                        exchange, the highest closing bid 
                        quotation with respect to a share of
                        such stock during the 30-day period 
                        immediately preceding the date in 
                        question on the National Association
                        of Securities Dealers, Inc. Automated
                        Quotation System or any system then
                        in use, and


               (ii)     in the case of property other than 
                        cash or stock valued under (i) above,
                        the fair market value of such property
                        on the date in question as determined
                        in good faith by a majority of the 
                        Disinterested Directors.


          I.     In the event of any Business Combination in
which this corporation is the surviving corporation, the 
phrase "consideration other than cash to be received" as used 
in clauses (i) and (ii) of paragraph B of Part II of this 
Article Six shall include the Fair Market Value of the shares
of Common Stock and/or the shares of any other class of 
outstanding Voting Stock retained by the holders of such 
shares.


                                 Part IV


                      Powers Of The Board Of Directors


          A majority of the Disinterested Directors of this
corporation shall have the power and duty to determine for 
the purposes of this Article Six, on the basis of information
known to them after reasonable inquiry:


          A.     whether a person is an Interested Stockholder;

          B.     the number of shares of Voting Stock 
beneficially owned by any person;

          C.     whether a person is an Affiliate or Associate
of another; and

          D.     whether the assets which are the subject of 
any Business Combination have, or the consideration to be 
received for the issuance or transfer of securities by this 
corporation or any Subsidiary in any Business Combination has,
an aggregate Fair Market Value of more than ten percent (10%) 
of the Fair Market Value of the consolidated total assets of 
this corporation.


                                 Part V


                         Fiduciary Obligations


          Nothing contained in this Article Six shall be 
construed to relieve any Interested Stockholder from any 
fiduciary obligation imposed by law.


                                 Part VI


                          Amendment Or Repeal


          The provisions set forth in this Article Six may not
be amended or repealed in any respect, unless such action is 
approved by the affirmative vote of the holders of not less 
than eighty percent (80%) of the then outstanding Voting Stock,
voting as a single class.


                              ARTICLE SEVEN


          Action shall be taken by stockholders of the 
corporation only at annual or special meetings of stockholders
and stockholders may not act by written consent.


                              ARTICLE EIGHT


                                 Part I


                        Right To Indemnification


          Each person who was or is made a party or is 
threatened to be made a party to or is involved in any action,
suit or proceeding, whether civil, criminal, administrative or
investigative ("proceeding"), by reason of the fact that he or 
she, or a person of whom he or she is the legal representative,
is or was a director or officer of this corporation or is or 
was serving at the request of the corporation as a director or
officer of another corporation or of a partnership, joint 
venture, trust or other enterprise, including service with 
respect to employee benefit plans, whether the basis of such 
proceeding is alleged action in an official capacity as a 
director or officer or in any other capacity while serving as 
a director or officer shall be indemnified and held harmless 
by the corporation to the fullest extent authorized by the 
General Corporation Law of the State of Delaware, as the same
exists or may hereafter be amended, (but, in the case of any 
such amendment, only to the extent that such amendment permits
the corporation to provide broader indemnification rights than
said law permitted the corporation to provide prior to such 
amendment) against all expenses, liability and loss (including
attorneys' fees, judgments, fines, ERISA excise taxes or 
penalties and amounts paid or to be paid in settlement) 
reasonably incurred or suffered by such person in connection
therewith; provided, however, that the corporation shall 
indemnify any such person seeking indemnity in connection with
a proceeding (or part thereof) initiated by such person only 
if such proceeding (or part thereof) was authorized by the 
board of directors of the corporation.  Such right shall be a 
contract right and shall include the right to be paid by the 
corporation expenses incurred in defending any such proceeding
in advance of its final disposition; provided, however, that,
the payment of such expenses incurred by a director or officer
in his or her capacity as a director or officer (and not in 
any other capacity in which service was or is rendered by such
person while a director or officer, including, without 
limitation, service to an employee benefit plan) in advance of
the final disposition of such proceeding, shall be made only 
upon delivery to the corporation of an undertaking, by or on 
behalf of such director or officer, to repay all amounts so 
advanced if it should be determined ultimately that such 
director or officer is not entitled to be indemnified under 
this Article Eight or otherwise.  The corporation may, by 
action of the board of directors, provide indemnification to
employees and agents of the corporation with a lesser or the 
same scope and effect as the foregoing indemnification of 
directors and officers.


                                 Part II


                      Right Of Claimant To Bring Suit


          If a claim under Part I of this Article Eight is not
paid in full by the corporation within ninety days after a 
written claim has been received by the corporation, the 
claimant may at any time thereafter bring suit against the
corporation to recover the unpaid amount of the claim and, 
if successful in whole or in part, the claimant shall be 
entitled to be paid also the expense of prosecuting such 
claim.  It shall be a defense to any such action (other than 
an action brought to enforce a claim for expenses incurred in
defending any proceeding in advance of its final disposition 
where the required undertaking has been tendered to the 
corporation) that the claimant has not met the standards of 
conduct which make it permissible under the General 
Corporation Law of the State of Delaware for the corporation 
to indemnify the claimant for the amount claimed, but the 
burden of proving such defense shall be on the corporation.
Neither the failure of the corporation (including its board 
of directors, independent legal counsel, or its stockholders)
to have made a determination prior to the commencement of such
action that indemnification of the claimant is proper in the 
circumstances because he or she has met the applicable standard
of conduct set forth in said law, nor an actual determination 
by the corporation (including its board of directors, 
independent legal counsel, or its stockholders) that the 
claimant had not met such applicable standard of conduct, shall
be a defense to the action or create a presumption that the 
claimant had not met the applicable standard of conduct.


                                 Part III


                          Non-Exclusivity Of Rights


          The rights conferred on any person by Parts I and II
of this Article shall not be exclusive of any other right which
such person may have or hereafter acquire under any statute, 
provision of this Restated Certificate of Incorporation, 
by-law, agreement, vote of stockholders or disinterested 
directors or otherwise.


                                 Part IV


                                Insurance


          The corporation may maintain insurance, at its 
expense, to protect itself and any such director or officer
of the corporation or of another corporation, partnership, 
joint venture, trust or other enterprise against any such 
expense, liability or loss, whether or not the corporation 
would have the power to indemnify such person against such 
expense, liability or loss under the General Corporation 
Law of the State of Delaware.


                              ARTICLE NINE


          A director of this corporation shall not be 
personally liable to the corporation or its stockholders for
monetary damages for breach of fiduciary duty as a director, 
except for liability (i) for any breach of the director's 
duty of loyalty to the corporation or its stockholders, (ii) 
for acts or omissions not in good faith or which involve 
intentional misconduct or a knowing violation of law, (iii) 
under Section 174 of the General Corporation Law of the State 
of Delaware, or (iv) for any transaction from which the 
director derived an improper personal benefit.


          This Restated Certificate of Incorporation of THE 
CLOROX COMPANY was adopted by The Board of Directors of this 
corporation in accordance with Section 245 of the General 
Corporation Law of the State of Delaware.  It only restates 
and integrates and does not further amend the provisions of 
this corporation's Certificate of Incorporation as heretofore
amended or supplemented, and there is no discrepancy between
those provisions and the provisions of this Restated 
Certificate of Incorporation.


                                   THE CLOROX COMPANY




     Date:  November 18, 1987       By:/s/ CHARLES R. WEAVER
                                        Charles R. Weaver
                                        Chairman of the Board



                               Attest:/s/ EDWARD A. CUTTER
                                        Edward A. Cutter
                                        Secretary



          THE UNDERSIGNED, the duly elected, and qualified 
Secretary of THE CLOROX COMPANY, a Delaware corporation, 
does hereby certify the foregoing to be the Restated 
Certificate of Incorporation of said corporation.



     Date:  November 19, 1987  /s/ EDWARD A. CUTTER