MAY DEPARTMENT STORES CO
8-K, 1994-08-08
DEPARTMENT STORES
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<PAGE>






                            FORM 8-K

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549



                                           


                         CURRENT REPORT

             PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934




        Date of Report (Date of earliest event reported):
                         August 8, 1994



                 THE MAY DEPARTMENT STORES COMPANY               
     (Exact name of Registrant as specified in its charter)

   New York                   I-79               43-0398035      
(State or other           (Commission         (IRS Employer
jurisdiction of           File Number)        Identification No.)
incorporation)



  611 Olive Street, St. Louis, Missouri               63101    
(Address of principal executive offices)           (Zip code)



       Registrant's telephone number, including area code:
                          (314) 342-6300                  


                        Page 1 of 8 pages

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Item 5.   Other Events.

     On August 8, 1994, Registrant reported fully diluted
earnings per share of $.49 for the 13 weeks ended July 30, 1994,
an increase of 11% compared with $.44 per share for the quarter
in 1993.  Net earnings were $130 million, an 11% increase over
$117 million a year ago.  Sales during the second quarter were
$2.62 billion, up 6.5% from $2.46 billion during the same period
last year.

     For the six months ending July 30, 1994, the Registrant's
fully diluted earnings per share were $.90, an increase of 14%
compared with $.79 in 1993.  Net earnings for the six months were
$242 million, up 13% from $213 million a year ago.  Sales for the
first half of fiscal 1994 were $5.15 billion, a 9% increase over
$4.73 billion during the same period last year.


Item 7.   Financial Statements and Exhibits.

(c)  Exhibits.  The following documents are filed as Exhibits.

                                                     Sequential
                                                     Numbering
                                                     System
Exhibit No.    Exhibit                               Page Number

     28-1      Press Release dated August 8, 1994      5



















                        Page 2 of 8 pages

<PAGE>

                            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.



                              THE MAY DEPARTMENT STORES COMPANY



Dated:  August 8, 1994    By:    /s/  Richard A. Brickson        
                                   Richard A. Brickson
                                   Secretary and Senior Counsel






























                        Page 3 of 8 pages

<PAGE>

                        INDEX TO EXHIBITS     


                                                     Sequential
                                                     Numbering
                                                     System
Exhibit No.    Exhibit                               Page Number

     28-1      Press Release dated August 8, 1994      5





































                        Page 4 of 8 pages

<PAGE>
For Immediate Release                     Contact:  Jim Abrams (314) 342-6343   



THE MAY DEPARTMENT STORES COMPANY REPORTS 11% INCREASE
IN EARNINGS PER SHARE FOR THE SECOND QUARTER -- RECORD
EARNINGS PER SHARE, NET EARNINGS AND SALES FOR THE
SECOND QUARTER AND FIRST SIX MONTHS OF FISCAL 1994

      ST. LOUIS, August 8, 1994 -- Earnings per share, net
earnings and sales of The May Department Stores Company for the
second quarter and first six months of fiscal 1994 were the
highest for any second quarter or first six-month period in the
company's history, David C. Farrell, May Company chairman and
chief executive officer, announced today.
      For the 13 weeks ended July 30, fully diluted earnings per
share were $.49, an increase of 11% compared with $.44 per share
for the quarter in 1993.  Net earnings were $130 million, an 11%
increase over $117 million a year ago.  Sales during the second
quarter were $2.62 billion, up 6.5% from $2.46 billion during the
same period last year.
      For the six months ending July 30, the company's fully
diluted earnings per share were $.90, an increase of 14% compared
with $.79 in 1993.  Net earnings for the six months were $242
million, up 13% from $213 million a year ago.  Sales for the
first half of fiscal 1994 were $5.15 billion, a 9% increase over
$4.73 billion during the same period last year.
      During the quarter, May announced additional growth with the
acquisition of stores from Hess's and McCurdy & Co.  May also
announced the acquisition of a J.C. Penney store in Connecticut
and a former Sears store in Texas during the quarter.  Earlier in
the year, May completed the purchase of stores from Albert
Steiger.  This brings to 19 the number of acquired stores to be
remodeled at a cost of over $219 million, including 14
expansions.  Filene's and Lord & Taylor will reopen two stores
each in late 1994.  The other 15 stores, including nine
Kaufmann's, three Filene's, two Hecht's, and one Foley's, are
scheduled to reopen in 1995, bringing to 25 the number of new
department stores May plans to open in 1995.
      The Payless ShoeSource division also announced that it is
purchasing all 679 shoe stores owned by the Kobacker Company and 

                                      -more-

                                 PAGE 5 OF 8 PAGES
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The Shoe Works, of which approximately 600 will be remodeled at a
cost of $56 million.  Payless ShoeSource will reopen 300 stores
in 1994, and the remainder in early 1995, all under the Payless
ShoeSource name.  This brings the total planned number of net new
Payless ShoeSource stores to 540 in 1994 and 450 in 1995.
      In the quarter, Famous-Barr opened a new store at Jamestown
Mall in St. Louis. Another 14 new May department stores are
scheduled to open by year-end:  five Lord & Taylor, four
Filene's, two Foley's, one Hecht's, one Robinsons-May, and one
Famous-Barr.  
      The company also reopened the Robinsons-May department
stores at Crenshaw Plaza and Sherman Oaks Galleria in Los Angeles
during the quarter.  Two stores remain temporarily closed due to
the January 1994 earthquake; one will reopen by the end of 1994.
      During the quarter, May opened 61 net new Payless ShoeSource
stores, for a total of 90 year-to-date, and 42 new Payless Kids
expansion stores, for a total of 82 year-to-date.  In addition to
the stores purchased from Kobacker and The Shoe Works, May plans
to open 150 new Payless ShoeSource and 118 Payless Kids expansion
stores during the remainder of fiscal 1994.
      The May Department Stores Company is the largest department
store retailer in the United States, operating 302 department
stores and 3,869 Payless ShoeSource stores.

                                        ###

(CURRENT CONDENSED CONSOLIDATION RESULTS OF OPERATIONS ON
FOLLOWING PAGES)















                                 PAGE 6 OF 8 PAGES

<PAGE>
<TABLE>
                                         THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES
                                            CONDENSED CONSOLIDATED RESULTS OF OPERATIONS

<CAPTION>
                                                      13 Weeks Ended                                  26 Weeks Ended               
(Millions, except per share)              July 30, 1994           July 31, 1993           July 30, 1994           July 31, 1993    
                                                   % to                   % to                     % to                    % to
                                          $      Revenues        $      Revenues         $       Revenues         $        Revenues
    <S>                               <C>                    <C>                     <C>                     <C> 
Net Retail Sales:                  
    Department stores                 $   2,076              $   1,947               $   4,088               $    3,761             
    Payless ShoeSource                      544                    513                   1,061                      970             
Total Net Retail Sales                $   2,620              $   2,460               $   5,149               $    4,731             

Revenues                              $   2,706              $   2,586               $   5,328               $    5,008             
Cost of sales                             1,887        69.7%     1,791        69.3%      3,704        69.5%       3,474        69.4%
Selling, general and
  administrative expenses                   544        20.1        536        20.7       1,102        20.7        1,053        21.0 
Interest expense, net                        57         2.1         60         2.3         116         2.2          123         2.5

Earnings before income taxes                218         8.1        199         7.7         406         7.6          358         7.1 
Provision for income taxes                   88        40.5*        82        41.2*        164        40.5*         145        40.4*

Net Earnings                          $     130         4.8% $     117         4.5%  $     242         4.5%  $      213         4.3%

Primary Earnings per Share            $     .50              $     .45               $     .93               $      .82             

Fully Diluted Earnings 
  per Share                           $     .49              $     .44               $     .90               $      .79             
 
Dividends Paid 
  per Common Share                    $     .26              $     .23               $     .49               $  .43-3/4             
 
Primary Average Shares
  and Equivalents                         249.9                  249.9                   249.9                    249.8             
 
Fully Diluted Average Shares
  and Equivalents                         265.2                  266.0                   265.2                    265.9             



* Percent represents effective income tax rate
</TABLE>
                                                          PAGE 7 OF 8 PAGES


<PAGE>
               NET RETAIL SALES - PERCENT INCREASE VERSUS LAST YEAR

Net retail sales represent the sales of stores operating at the end
of the latest period.  They exclude finance charge revenue and the
sales of stores which have been closed and not replaced.  Store-
for-store sales represent sales of those stores open during
both periods.
                             13 Weeks Ended               26 Weeks Ended      
                              July 30, 1994                July 30, 1994      
                                       Store-for-                   Store-for-
                           Total         Store          Total         Store   

Department stores             6.6%          4.0%           8.7%          6.0%
Payless ShoeSource            6.1          (0.5)           9.4           2.5 
Total                         6.5%          3.1%           8.8%          5.3%


                THE MAY DEPARTMENT STORES COMPANY AND SUBSIDIARIES

               NOTES TO CONDENSED CONSOLIDATED RESULTS OF OPERATIONS


Interim Results.  The unaudited condensed consolidated results of
operations have been prepared in accordance with the company's
accounting policies as described in the 1993 Annual Report to
Shareowners and should be read in conjunction with that report.  In
the opinion of management, this information is fairly presented and
all adjustments (consisting only of normal recurring adjustments)
necessary for a fair statement of the results for the interim
periods have been included; however, certain items are included in
this statement based on estimates for the entire year.  Also,
operating results of periods which exclude the Christmas season may
not be indicative of the operating results that may be expected for
the full fiscal year.

Inventories.  Department store merchandise inventories are stated
on the LIFO (last-in, first-out) cost basis.  The LIFO provision
for the second quarter was $8 million in 1994 and 1993.  The year-
to-date LIFO provision was $16 million in 1994 and 1993.

Trailing Years' Results.  Operating results for the trailing years
were as follows (millions, except per share):

                                                        52 Weeks Ended      
                                                    July 30,        July 31,
                                                     1994            1993   

  Net retail sales                               $    11,413     $    10,517

  Revenues                                       $    11,849     $    11,284

  Net earnings                                   $       740     $       342

  Net earnings before special 
    and nonrecurring items                       $       740     $       640

  Fully diluted earnings per share               $      2.76     $      1.27

  Fully diluted earnings per share 
    before special and 
    nonrecurring items                           $      2.76     $      2.39

                                 PAGE 8 OF 8 PAGES


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