8-K

                     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): July 9, 1997




                           McDONALD'S CORPORATION
           (Exact name of Registrant as specified in its Charter)



  Delaware                   1-5231                 36-2361282
  (State of Incorporation)   (Commission File No.)  (IRS Employer
                                                    Identification No.)



                            One McDonald's Plaza
                          Oak Brook, Illinois 60521
                               (630) 623-3000
          (Address and Phone Number of Principal Executive Offices)



  Item 7.   Financial Statements, Pro Forma Financial Information and
  Exhibits

  (c)  Exhibits

       (99)    Press Release dated July 9, 1997 - ``McDonald's Announces
               Reorganization of U.S. Business''



                                  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.


                                McDONALD'S CORPORATION

                                (Registrant)


                                By:  /s/ Gloria Santona
                                     Gloria Santona
                                     Vice President, Deputy General
                                     Counsel and Secretary

EX-99

                                                                   EXHIBIT 99


  FOR IMMEDIATE RELEASE         FOR MORE INFORMATION CONTACT:
  07/09/97                      Investors:     Mary Healy, 630-623-6429
                                Media:         Chuck Ebeling, 630-623-6150
                                               Terri Capatosto, 630-623-6109


          McDONALD'S ANNOUNCES REORGANIZATION OF U.S. BUSINESS


       OAK BROOK, IL -- McDonald's Corporation will substantially
    decentralize its United States business by reorganizing into five
    geographic divisions, each led by a newly appointed divisional
    president and management team.  The reorganization, designed to place
    management decision-making and accountability closer to the company's
    customers, restaurants and franchisees, was announced today by Michael
    R. Quinlan, McDonald's chairman and chief executive officer, and Jack
    M. Greenberg, vice chairman, McDonald's Corporation, and chairman of
    McDonald's U.S. system.

       In a meeting of company employees, Quinlan expressed a strong debt
    of gratitude to Edward H. Rensi, who announced he is retiring as
    president and chief executive officer - McDonald's U.S.A. because of
    personal family commitments.  ``Ed Rensi has been by my side for more
    than 25 years, helping immeasurably to expand McDonald's into the
    world's largest foodservice organization and best known brand,''
    Quinlan said.  ``I am happy to report that he has agreed to stay on as
    a consultant to help us finalize the development of our new production
    system, which enables us to rely upon his vast operational
    expertise.''

       Quinlan said that, effective immediately, Greenberg will assume the
    title of chairman and chief executive officer of McDonald's USA.

       The five new division presidents will report directly to Greenberg.
    Named were:

         Alan Feldman, 45, President, Northeast Division, 2,210
    restaurants.

         Debra A. Koenig, 45, President, Southeast Division, 2,820
    restaurants.

         Kevin Dunn, 44, President, Great Lakes Division, 2,370
    restaurants.

         John S. Charlesworth, 51, President, Midwest Division, 2,390
    restaurants.

         Michael Roberts, 46, President, Western Division, 2,310
    restaurants.

       Division presidents will have full responsibility and accountability
    for the performance of their divisions.  By September 1, they will
    have appointed their divisional management teams -- including
    restaurant support operations, development, marketing, financial,
    human resources and franchisee relations -- and will be fully
    functional.  Divisional presidents will decide if and when their teams
    will relocate to the field.

       ``We believe this change is right for our company's future,'' said
    Quinlan.

    ``If you think about the fact that each one of these five divisions,
    from a sales standpoint, would qualify as one of the 500 largest
    companies in America, you get a sense of the scope of our U.S.
    business as well as the management challenge it represents.  When Jack
    Greenberg was elected chairman of McDonald's USA last October,  we
    decided there was a clear need to bring more focused management closer
    to our restaurants, with the goal of serving our customers better than
    ever before.  This new structure addresses that need, and I'm
    confident we will be a stronger company for it.''

       In addition to naming the division presidents, Greenberg also
    announced three new additions to his U.S. management team.

       Claire Babrowski, 39, was appointed senior vice president of
    Restaurant Systems.  In that capacity, Babrowski will lead a newly
    created function that includes U.S. site development, purchasing,
    operations research and development, menu management and training.
    ``This is a new, cross-functional approach to organizing our
    restaurant operations,'' Greenberg said.  ``I expect this group to
    become a center for innovative thinking, and I believe Claire is
    perfectly qualified to lead that effort.''

       Greenberg also appointed Patrick Flynn, 55, as executive vice
    president of Strategic Planning, and Raymond Mines, 52, as senior vice
    president of Franchisee Relations.

       ``Pat Flynn brings more than 35 years of McDonald's experience to
    this important new function, which will consolidate the efforts of
    business planning and research, corporate development and new
    technology development.  In the highly competitive U.S. marketplace,
    gathering the right information, and using it wisely, is a critical
    component for success.  Pat is a talented executive who will get that
    job done,'' Greenberg said.

       Greenberg continued, "In another critical area, franchisee
    relations, Raymond Mines will work with our division presidents to
    maintain a sharp focus on the needs and concerns of our
    owner/operators.  When it is all said and done, McDonald's cannot
    succeed unless our franchisees succeed.''

        Babrowski, Flynn and Mines join several other staff support
    officers -- in marketing, legal, human resources, financial and
    communications -- who comprise Greenberg's U.S. management group.
    Additionally, Greenberg announced that Noel Kaplan, 58, will take on
    the newly created position of senior vice president for Alliance
    Relationships, to enhance McDonald's global strategic alliances.

       ``The statement `line led, staff supported' perfectly summarizes the
    overall intent of our reorganization effort,'' Greenberg said.  ``We
    want the `line' -- which for McDonald's includes our divisional and
    regional staffs, owner/operators and restaurant personnel -- to make
    decisions on behalf of customers based on field operating needs.  The
    line ultimately has responsibility and accountability for our business
    success.  We want `staff' functions to support line decisions and
    maximize their impact.  This way, everyone has a clear, singular focus
    -- customer satisfaction.  It should be emphasized that cutting costs
    is not an objective of this reorganization.  Improved performance
    is.''

       Greenberg noted that while division presidents will have the
    authority to innovate new approaches to meet business objectives, they
    must maintain a uniform commitment to the basic principles that have
    made McDonald's the best-known brand in the world.

       "That means a strict focus on quality, service, cleanliness and
    value.  It also includes a desire to make decisions in the best
    interest of the overall brand, encouraging high levels of personal
    accountability, and a sharp sensitivity for local market needs,"
    Greenberg said.  ``These principles have enabled us to maintain a
    remarkably consistent McDonald's brand across different cultures and
    languages.  And if we can do that in 103 countries, we should have no
    problem achieving that same consistency in five U.S. divisions.''

       As part of the management realignment, eight Zone Officer positions
    based in Oak Brook, to which the company's 40 U.S. operating regions
    previously reported, are being eliminated.  Those regions will now
    report to the appropriate division presidents.

       Quinlan also expressed sincere gratitude to Thomas Glasgow,
    executive vice president and chief operations officer, and Thomas
    Dentice, executive vice president, who are changing their roles in the
    company and are expected to become owner/operators in the U.S. system.

       ``The entire senior management team has been extremely supportive of
    the need for this type of change," Quinlan said.  "Tom Glasgow and Tom
    Dentice have made remarkable contributions to McDonald's.  Their
    personal and professional commitment helped to pioneer this great
    company of ours.  That same commitment now serves as a standard of
    excellence that others will follow going forward.''

       McDonald's is the largest and best-known global foodservice
    retailer, with more than 21,000 restaurants in 103 countries.  On any
    day, even as the market leader, McDonald's serves less than one
    percent of the world's population.  The Company plans to expand its
    leadership position through convenience, superior value and excellent
    operations.