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)
                        October 11, 1994

     (Exact name of registrant as specified in its charter)

  Maryland                       0-748            52-0408290
(State or other               (Commission        (IRS Employer
 jurisdiction)                File Number)      Identification No.)

18 Loveton Circle                    21152
Sparks, MD                        (zip code)
(Address of principal
 executive offices)

Registrant's telephone number, including area code: (410) 771-7301)

Item 5.        Other Events.

       On October 11, 1994, the Registrant issued a press release
which is filed as Exhibit 99 hereto and incorporated herein by

Item 7.        Financial Statement and Exhibits.

       (c)     Exhibits

               99.    Copy of the Registrant's press release
referred to in Item 5.


       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.

                              McCORMICK & COMPANY, INCORPORATED

                              /s/ Richard W. Single, Sr.

                              Richard W. Single, Sr.
                              Vice President

DATE:          October 11, 1994

                                                   EXHIBIT 99

                                           FOR IMMEDIATE RELEASE


     SPARKS, MD, OCT. 11 -- McCormick & Company, Incorporated today
announced a comprehensive restructuring of its business operations,
including plant consolidations, functional and departmental
consolidations, and staff reductions.  The Company expects to
record a one-time, pre-tax charge of up to $66 million.

     Included in the charge is a reduction of approximately 600
positions, or 7% of McCormick's worldwide workforce.

     A large percentage of the workforce reductions will result
from plant consolidations and the sale of one business unit. 
Included are the following:

             Closing of the McCormick Flavor Group's production
facility in Hayward, Calif. 

               Products manufactured at Hayward will be produced at
McCormick's facility in Salinas, Calif.

             Closing of McCormick's Food Service Division's spice
production operation in Hunt Valley, Md.  Products manufactured at
the Food Service spice plant will be produced at the Company's
consumer products plant in Hunt Valley.

             Realignment of some of McCormick's operations in the
United Kingdom.

             Sale of McCormick's Golden West Foods subsidiary in
Bedford, Va.

     The Company also announced the following:

             Some functional activities will be consolidated,
primarily in the Company's Hunt Valley operations.

             Some staff reductions will occur within and between
functions And departments throughout the Company.

             A Voluntary Special Retirement Program will be

     "The decision to take these actions is an investment for the
future," stated H. Eugene Blattman, President and Chief Executive
Officer.  "These actions are being undertaken during a period of
solid financial performance in order to continue building
shareholder value.

     "We are committed to enhancing our worldwide leadership
position.   We will meet our financial objectives by growing the
McCormick brands, ensuring our low cost producer status, and
supporting our global expansion strategies."

     Plant closings will occur during the next 24 months.  Staff
reductions will begin no earlier than February 1, 1995.  Affected
employees will be notified immediately.

     Concluded Mr. Blattman, "We have taken these steps after
thorough evaluation and planning.  Strong consideration has been
given to the impact on our employees.  The Voluntary Special
Retirement Program should create openings to absorb some displaced
employees.  We will also provide enhanced severance benefits as
well as transition and outplacement services.

     "These actions are designed to generate continued long-term
growth and profitability, meet the competitive challenges of the
future, and enhance shareholder and employee value as an
independent company."

     McCormick is the international producer of spices, seasonings,
flavorings, and specialty foods.
                                  # # # 
For information:
(410)  771-7310