EXHIBIT 5
May 12, 1997


Board of Directors
Minnesota Mining and
Manufacturing Company 
3M Center
St. Paul, Minnesota 55144


As Assistant General Counsel of Minnesota Mining and Manufacturing Company 
("3M"), I have examined the Restated Certificate of Incorporation and the 
Bylaws of 3M, as amended to date, the pertinent corporate records, including 
the minutes of the Annual Meeting of Stockholders and Board of Directors 
of 3M, and have conducted such other investigation as I have deemed 
necessary, and I have advised 3M in connection with the registration under 
the Securities Act of 1933, as amended, of 2,550,000 shares of 3M common 
stock without par value.  The said shares are to be offered and sold in 
connection with 3M's 1992 Management Stock Ownership Program (the "Program").

I am of the opinion that:

1.  3M has been duly incorporated and is an existing corporation in 
good standing under the laws of the State of Delaware.

2.  All of 3M's presently outstanding common stock is validly issued,
fully paid, and nonassessable.

3.  The Board of Directors has duly authorized the issuance of the 2,550,000 
shares.

4.  Any authorized but unissued shares which may be optioned and sold 
pursuant to the Program, when issued, will be duly authorized, validly issued, 
fully paid, and nonassessable.

I hereby consent to the use of this opinion for filing with the aforementioned 
registration statement.

Sincerely,

/s/ Gregg M. Larson

Gregg M. Larson
Assistant General Counsel