PRICING SUPPLEMENT NO. 2   
DATED March 23, 1994
To Prospectus Dated June 17, 1992 and 
Prospectus Supplement Dated June 30, 1992

Filed under Rule 424(b)(3) and 424(c)
File No. 33-48089

CUSIP No.: 60406CAN7  

MINNESOTA MINING AND MANUFACTURING COMPANY
U.S. $600,000,000 MEDIUM-TERM NOTES, Series B
DUE FROM 9 MONTHS TO 30 YEARS FROM DATE OF ISSUE

Principal Amount:  $100,000,000.00

Interest Rate:  6.25%, payable semiannually on a 30/360 basis

Specified Currency:  U.S. Dollars

Issue Price:  99.915%

Agent's Discount or Commission:  0.50%

Net Proceeds to Company: $99,415,000

Original Issue Date:  March 29, 1994

Maturity Date:  March 29, 1999

Form:  Book-Entry

Interest Payment Dates:  Each September 29 and March 29, from
September 29, 1994 to March 29, 1999, inclusive

Redemption:  The Notes are not redeemable prior to Maturity

Agent: Morgan Stanley & Co., Inc.

As of the date of this Pricing Supplement, the aggregate
principal amount (or its equivalent in other currencies) of Debt
Securities (as defined in the Prospectus) which have been sold
(including the Notes to which this Pricing Supplement relates) is
$199,125,000.00