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:  August 18, 1997

                             Costco Companies, Inc.
             (Exact Name of Registrant as specified in its charter)

                                   Washington

    0-22979                                               33-0572969
Commission File Number                              IRS Identification No.

                  999 Lake Drive, Issaquah, Washington  98027
         --------------------------------------------------------------
                Address of Principal Executive Office Postal Code

                                  206-313-8100
                Registrant's telephone number including area code

Item 5.  Press Release.

(BW)(COSTCO)(COST) Costco Companies, Inc. Announces Sale of Zero Coupon
Convertible Subordinated Notes

     Business Editors

     ISSAQUAH, Wash. -- (BUSINESS WIRE) --Aug. 18, 1997 --Costco Companies, Inc.
(Nasdaq:  COST)  announced today the sale of  $900,000,000  principal  amount at
maturity of Zero Coupon Convertible  Subordinated Notes (the "Notes") due August
19, 2017 (including an over-allotment of $100,000,000 which was exercised).  The
Notes  were  priced  with a yield  to  maturity  of 3 1/2%,  resulting  in gross
proceeds  to the  Company  of  $449,640,000.  The Notes are  convertible  into a
maximum of  10,219,090  shares of Costco  Companies  common  stock at an initial
conversion price of $44.00.  Approximately $312 million of the proceeds from the
offering are expected to be used to redeem Costco Wholesale  Corporation's  $300
million principal amount of 5 3/4% Convertible Subordinated Debentures due 2002,
including the redemption  premium and current accrued  interest.  The remaining
proceeds  will  be  used  for  general  corporate  purposes.   Costco  Wholesale
Corporation is a wholly-owned subsidiary of Costco Companies, Inc. The Company's
common stock trades on the Nasdaq  National  Market  System under ticker  symbol
"COST."



     The issue was placed pursuant to Rule 144A under the Securities Act of 1933
(the  "Act"),  and neither the Notes nor the common  stock have been  registered
under  the Act  and may not be  offered  or  sold in the  United  States  absent
registration or an applicable  exemption from the  registration  requirements of
the Act.

     This  press  release  shall  not   constitute  an  offer  to  sell  or  the
solicitation of an offer to buy the Zero Coupon Convertible  Subordinated Notes;
nor shall there be any sale of the security in which such offer, solicitation or
sale would be unlawful  prior to the  registration  or  qualification  under the
securities laws of such state.

          CONTACT:  Costco Companies, Inc.
                    Richard Galanti, 425/313-8203
                    Bob Nelson, 425/313-8255

                                   SIGNATURES

         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.




                                             COSTCO COMPANIES, INC.





Date:  August 18, 1997                  By: 
                                             /s/ Richard A. Galanti
                                             Richard A. Galanti
                                             Executive Vice President