UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                              (Amendment No. 17)*


                        MERCANTILE STORES COMPANY, INC.

                                (Name of Issuer)

                       Common Stock, $.14 - 2/3 par value

                         (Title of Class of Securities)

                                  587533 10 0
                                 (CUSIP Number)




Check the following box if a fee is being paid with this statement [ ].  (A
fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the
class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less
of such class.)  (See Rule 13d-7.)

* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).



                            Page 1 of  4   Pages


                                                                Page 2 of 4

CUSIP NO.  587533 10 0


(1)  Name of Reporting Persons S.S. or I.R.S. Identification No. of
     Above Person

     Minot Mercantile Corporation



(2)  Check the Appropriate Box if a Member of a Group*
     (a)   [ ]
     (b)   [ ]



(3)  SEC Use Only



(4)  Citizenship or Place of Organization

     Delaware


Number of Shares         (5) Sole Voting Power             10,484,875
Beneficially             (6) Shared Voting Power           None
Owned by Each            (7) Sole Dispositive Power        10,484,875
Reporting Person With   (8) Shared Dispositive Power      None

(9)  Aggregate Amount Beneficially Owned by Each Reporting Person

     10,484,875


(10) Check box if the Aggregate Amount in Row 9 Excludes Certain Shares*
     [ ]

(11) Percent of Class Represented by Amount in Row 9

     28.46%


(12) Type of Reporting Person*

     CO


                      *SEE INSTRUCTION BEFORE FILLING OUT!


                                                              Page 3 of 4 Pages




Item 6 is changed to read in its entirety as follows:

Item 6.           Ownership of More than Five Percent on Behalf
                  of Another Person.


                           Woodbank Mills, Inc. owned 49.6% of the common stock
                  of Minot Mercantile Corporation (49.6% of its voting
                  securities).  Woodbank Mills, Inc. owned 27,413 shares (.07%)
                  of the Common Stock of the Company.


                           Gerrish H. Milliken may be deemed to be a controlling
                  person of each of Minot  Mercantile  Corporation  and Woodbank
                  Mills,  Inc., and therefore may be deemed to be the beneficial
                  owner of, and to share the power to direct  the voting  and/or
                  the  disposition  of, Common Stock of the Company held by such
                  corporations.  In addition, Gerrish H. Milliken, a director of
                  the Company, and his spouse had direct and remainder interests
                  in 107,624 shares (.29%) of the Company's Common Stock held in
                  trusts. Gerrish H. Milliken is also the beneficial owner of an
                  additional  378,353  shares  (1.03%) of the  Company's  Common
                  Stock as a trustee of certain trusts.


                           Roger  Milliken  may be  deemed  to be a  controlling
                  person of each of Minot  Mercantile  Corporation  and Woodbank
                  Mills,  Inc., and therefore may be deemed to be the beneficial
                  owner of, and to share the power to direct  the voting  and/or
                  the  disposition  of, Common Stock of the Company held by such
                  corporations.  In addition,  Roger Milliken, a director of the
                  Company,  and his spouse had direct and remainder interests in
                  121,560  shares (.33%) of the  Company's  Common Stock held in
                  trusts.  Roger  Milliken  is also the  beneficial  owner of an
                  additional  4,232,025  shares (11.49%) of the Company's Common
                  Stock as a trustee and an advisor of certain trusts.







                                                               Page 4 of 4 Pages



                           Minot K.  Milliken may be deemed to be a  controlling
                  person of each of Minot  Mercantile  Corporation  and Woodbank
                  Mills,  Inc., and therefore may be deemed to be the beneficial
                  owner of, and to share the power to direct  the voting  and/or
                  the  disposition  of, Common Stock of the Company held by such
                  corporations.  In addition,  Minot K. Milliken,  a director of
                  the Company,  had direct interests in 458,036 shares (1.2%) of
                  the Company's  Common Stock held in trusts.  Minot K. Milliken
                  is also the beneficial  owner of an additional  406,680 shares
                  (1.1%)  of the  Company's  Common  Stock as a  trustee  and an
                  advisor of certain trusts.


                           Gerrish  H.  Milliken,  Minot K.  Milliken  and Roger
                  Milliken,  and their  respective  associates,  as that term is
                  defined  by  the  rules  of  the   Securities   and   Exchange
                  Commission,  owned beneficially a maximum of 14,908,292 shares
                  (40.5%) of the Common Stock of the Company.  The shares listed
                  as beneficially owned by each of Gerrish H. Milliken, Minot K.
                  Milliken  and  Roger   Milliken   include   shares  listed  as
                  beneficially owned by one or both of the other two. Where such
                  duplication  exists,  it has been  eliminated  for purposes of
                  this paragraph.




Signature

                  After  reasonable  inquiry and to the best of my knowledge and
belief,  I certify  that the  information  set forth in this  statement is true,
complete and correct.


February 9, 1996
Date

/S/ MINOT K. MILLIKEN
- ---------------------------
Signature


Minot K. Milliken, Vice President
Name/Title