11-K

                                        




SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549



FORM l l-K



____Annual Report Pursuant to Section l5(d) of the
Securities Exchange Act of 1934


For the fiscal year ended ___________


X Transition report pursuant to Section 15(d)
of the Securities Exchange Act of 1934


For the transition period from April 1, 1994
to June 30, 1994


Commission file number 1-12


Full title of the Plan and the address of the Plan,
if different from that of the issuer named below:



The Quaker Stock Bonus Savings Plan





     Name of issuer of the securities held pursuant to the Plan and the
     address of its principal executive office:




                     The Quaker Oats Company
                     P.O. Box 049001
                     Chicago, Illinois 60604-9001


Item 1.    See Item 4.

Item 2.    See Item 4.

Item 3.   See Item 4.

Item 4.   Financial Statements and Exhibits

     (a)  Financial Statements

          The Quaker Stock Bonus Savings Plan is subject to the Employee
          Retirement Income Security Act of 1974 ("ERISA"), and the report
          of Washington, Pittman & McKeever, independent public
          accountants, as prepared in accordance with the financial
          reporting requirements of ERISA is attached hereto and
          incorporated into this report.

     (b)  Exhibit

          Consent of Independent Public Accountants -
          Washington, Pittman & McKeever.
                                        
                                        
                                        
                                   SIGNATURES


The Plan.  Pursuant to the requirements of the Securities Exchange
Act of 1934, the administrators of the Plan have duly caused this
annual report to be signed on their behalf by the undersigned hereunto
duly authorized.


                              The Quaker Stock Bonus Savings Plan
                                       (Name of Plan)



                              ROBERT C. PENZKOVER
                              (Robert C. Penzkover)
                              Director-Employee Benefits


                              DENNIS M. CORRY
                              (Dennis M. Corry)
                              Manager-Benefit Plans


                              MELANIE PHEATT
                              (Melanie Pheatt)
                              Manager-Employee Benefits


Date:     December 20, 1994








                    Exhibit Index

Exhibit                                      Paper (P) or
Number              Description              Electronic (E)

  (a)               The Quaker Stock Bonus             P
               Savings Plan Financial
               Statements as of
               June 30, 1994 and
               March 31, 1994

  (b)               Consent of Independent             E
               Public Accountants

EX-23

Exhibit (b)


WASHINGTON, PITTMAN & MCKEEVER
Certified Public Accountants

819 South Wabash Avenue
Suite 600
Chicago, Illinois  60605
(312) 786-0330
FAX (312) 786-0323



CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
                                


As independent public accountants, we hereby consent to the use
of our
report, dated July 8, 1994 (and all references to our Firm)
included in
or made a part of this Form 11-K.  It should be noted that we
have
not audited any financial statements of Quaker Stock Bonus
Savings
Plan subsequent to March 31, 1994, or performed any audit
procedures
subsequent to the date of our report.



WASHINGTON, PITTMAN & McKEEVER


Chicago, Illinois
December 20, 1994