MCKESSON CORP /DE/
15-12G, 1994-11-30
DRUGS, PROPRIETARIES & DRUGGISTS' SUNDRIES
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                           UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549


                               FORM 15

     CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER
SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY
            TO FILE REPORTS UNDER SECTION 13 AND 15(D) OF THE 
                    SECURITIES EXCHANGE ACT OF 1934.

              Commission File Number       1-9626
                                     ----------------------------


      PCS Holding Corporation (formerly McKesson Corporation)
- -----------------------------------------------------------------
       (Exact Name of Registrant as specified in its charter)


         c/o Eli Lilly and Company, Lilly Corporate Center
            Indianapolis, Indiana  46285  (317) 276-2000
- -----------------------------------------------------------------
 (Address, including zip code, and telephone number, including area code,
             of registrant's principal executive offices)


             Common Stock, $0.01 par value per share
- -----------------------------------------------------------------
    (Title of each class of securities covered by this Form)


$180 Million 4-1/2% Exchangeable Subordinated Debentures due 2004
- -----------------------------------------------------------------
 (Title of all other classes of securities for which a duty to file reports
               under section 13(a) or 15(d) remains)
<PAGE>

 Please place an X in the box(es) to designate the appropriate provision(s)
      relied upon to terminate or suspend the duty to file reports: 


   Rule 12g-4(a)(1)(i) [ X ]            Rule 12h-3(b)(1)(ii)[   ]
   Rule 12g-4(a)(1)(ii)[   ]            Rule 12h-3(b)(2)(i) [   ]
   Rule 12g-4(a)(2)(i) [   ]            Rule 12h-3(b)(2)(ii)[   ]
   Rule 12g-4(a)(2)(ii)[   ]            Rule 15d-6          [   ]
   Rule 12h-3(b)(1)(i) [   ]


 Approximate number of holders of record as of the certification or
     notice date:   

      Common Stock, $0.01 par value per share        2
                                              -------------------


 Pursuant to the requirements of the Securities Exchange Act of 1934
  PCS Holding Corporation has caused this certification/notice to be 
  signed on its behalf by the undersigned duly authorized person.

DATE:   November  30, 1994           BY:/s/ Thomas J. Garrity
     --------------------------         ------------------------
                                    Name: Thomas J. Garrity
                                    Title: Vice President and Tresasurer
                                            

INSTRUCTIONS:  This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934. 
The registrant shall file with the Commission three copies of Form 15, one of
which shall be manually signed.  It may be signed by an officer of the
registrant, by counsel or by any other duly authorized person. The name and 
title of the person signing the form shall be typed or printed under the 
signature.


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