4
REGISTERED                                        REGISTERED                   
[NUMBER R  ]                                       [AMOUNT]

                                                                  
                                      CUSIP 228255 AE 5


                      CROWN CORK & SEAL COMPANY, INC.

                             7% NOTES DUE 1999


CROWN CORK & SEAL COMPANY, INC., a Pennsylvania corporation
(herein called the "Company," which term includes any successor
corporation under the Indenture hereinafter referred to), for
value received, hereby promises to pay to




or registered assigns, the principal sum of              DOLLARS

on June 15, 1999, at the office or agency of the Company referred
to below, and to pay interest thereon from June 16, 1994 or from
the most recent Interest Payment Date to which interest has been
paid or duly provided for, semi-annually on June 15 and December
15 in each year, commencing December 15, 1994, at the rate of 7%
per annum, until the principal hereof is paid or duly provided
for.  The interest so payable, and punctually paid or duly
provided for, on any Interest Payment Date will, as provided in
such Indenture, be paid to the Person in whose name this Security
(or one or more Predecessor Securities) is registered at the
close of business on the Regular Record Date for such interest,
which shall be the June 1 or December 1 (whether or not a
Business Day), as the case may be, next preceding such Interest
Payment Date, and at maturity, to the persons to whom principal
is payable.  Any such interest not so punctually paid or duly
provided for shall forthwith cease to be payable to the Holder on
such Regular Record Date and may either be paid to the Person in
whose name this Security (or one or more Predecessor Securities)
is registered at the close of business on a Special Record Date
for the payment of such Defaulted Interest to be fixed by the
Trustee, notice whereof shall be given to Holders of Securities
not less than 10 days prior to such Special Record Date, or may
be paid at any time in any other lawful manner not inconsistent
with the requirements of any securities exchange on which the
Securities may be listed, and upon such notice as may be required
by such exchange, all as more fully provided in said Indenture.

    Payment of the principal of (and premium, if any) and any
such Interest on this Security will be made at the office or
agency of the Company maintained for that purpose in
Philadelphia, Pennsylvania or at such other office or agency of
the Company as may be maintained for such purpose, in such coin
or currency of the United States of America as at the time of
payment is legal tender for payment of public and private debts;
provided, however, that payment of interest may be made at the
option of the


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Company by check drawn upon any Paying Agent and mailed on or prior to an
Interest Payment Date to the address of the Person entitled thereto
as such address shall appear on the Security Register.

    Reference is hereby made to the further provisions of this
Security set forth on the reverse hereof, which further
provisions shall for all purposes have the same effect as if set
forth at this place.

    Unless the certificate of authentication hereon has been duly
executed by the Trustee referred to on the reverse hereof by
manual signature, this Security shall not be entitled to any
benefit under the Indenture, or be valid or obligatory for any
purpose.

    IN WITNESS WHEREOF, the Company has caused this instrument to
be duly executed under its corporate seal.

Dated:


This is one of the Securities referred to in the within-mentioned
indenture.

                                        CHEMICAL BANK, as Trustee


                                        By                        
                                           Authorized Officer




[CROWN CORK & SEAL COMPANY, INC. CORPORATE SEAL 1989
PENNSYLVANIA]




                      CROWN CORK & SEAL COMPANY, INC.

    Attest:                                 By:

    
    /s/  Richard L. Krzyzanowski            /s/ William J. Avery  
                 
    CORPORATE SECRETARY                    CHAIRMAN OF THE BOARD               




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                      CROWN CORK & SEAL COMPANY, INC.

                             7% NOTES DUE 1999

    This Security is one of a duly authorized issue of Securities
of the Company (herein called the "Securities"), issued and to be
issued in one or more series under an indenture (herein called
the "Indenture") dated as of April 1, 1993, between the Company,
and Chemical Bank, as trustee (herein called the "Trustee," which
term includes any successor Trustee under the Indenture), to
which Indenture and all indentures supplemental thereto reference
is hereby made for a statement of the respective rights,
limitations of rights, duties, obligations and immunities
thereunder of the Company, the Trustee and the Holders of the
Securities, and of the terms upon which the Securities are, and
are to be, authenticated and delivered.  This Security is one of
a series designated on the face hereof, limited in aggregate
principal amount to $100,000,000.

    In the event of redemption of this Security in part only, a
new Security or Securities of this series for the unredeemed
portion hereof will be issued in the name of the Holder hereof
upon the cancellation hereof.

    If an Event of Default with respect to Securities of this
series shall occur and be continuing, the principal of the
Securities of this series may be declared due and payable in the
manner and with the effect provided in the Indenture.

    The Indenture permits, with certain exceptions as therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Holders of the Securities of each series to be affected under the
Indenture at any time by the Company and the Trustee with the
consent of the Holders of a majority in aggregate principal
amount of the Securities at the time Outstanding of each series
to be affected.  The Indenture also contains provisions
permitting the Holders of specified percentages in aggregate
principal amount of the Securities of each series at the time
Outstanding, on behalf of the Holders of all the Securities, to
waive compliance by the Company with certain provisions of the
Indenture and certain past defaults under the Indenture and their
consequences. Any such consent or waiver by or on behalf of the
Holder of this Security shall be conclusive and binding upon such
Holder and upon all future Holders of this Security and of any
Security issued upon the registration of transfer hereof or in
exchange hereof or in lieu hereof whether or not notation of such
consent or waiver is made upon this Security.

    No reference herein to the Indenture and no provision of this
Security or of the Indenture shall alter or impair the obligation
of the Company, which is absolute and unconditional, to pay the
principal of (and premium, if any) and interest on this Security
at the times, place, and rate, and in the coin or currency,
herein prescribed.

    As provided in the Indenture and subject to certain
limitations therein set forth, the transfer of this Security is
registrable on the Security Register of the Company, upon
surrender of this Security for registration of transfer at the
office or agency of the Company maintained for such purpose in
The City of New York or at such other office or agency of the
Company as may be maintained for such purpose, duly endorsed by,
or accompanied by a written instrument of transfer in form
satisfactory to the Company and the Security Registrar duly
executed by, the Holder hereof or his attorney duly authorized in
writing, and thereupon one or more new Securities, of authorized
denominations and for the same aggregate principal amount, will
be issued to the designated transferee or transferees.

    The Securities of this series are issuable only in registered
form without coupons in denominations of $1,000 and any integral
multiple thereof.  As provided in the Indenture and subject to certain


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limitations therein set forth, the Securities are exchangeable
for a like aggregate principal amount of Securities
of a different authorized denomination, as requested by the
Holder surrendering the same.

    No service charge shall be made to the Holders for any
registration of transfer or exchange or redemption of Securities,
but the Company may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection
therewith.

    Prior to and at the time of due presentment of this Security
for registration of transfer, the Company, the Trustee and any
agent of the Company or the Trustee may treat the Person in whose
name this Security is registered as the owner hereof for all
purposes, whether or not this Security be overdue, and neither
the Company, the Trustee nor any agent shall be affected by
notice to the contrary.

    All terms used in this Security which are defined in the
Indenture shall have the meanings assigned to them in the
Indenture.


                                                                  
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                               ABBREVIATIONS

    The following abbreviations, when used in the inscription on
the face of this instrument, shall be construed as though they
were written out in full according to applicable laws or
regulations:

             TEN COM   - as tenants in common

              TEN ENT   - as tenants by the entireties

              JT TEN    - as joint tenants with right of          
                          survivorship and not as                 
                          tenants in common

    UNIV GIFT MIN ACT   - ___________ Custodian ______________
                              (Cust)                (Minor)
                          under Uniform Gifts to Minors Act       
                          ___________________
                                (State)



Additional abbreviations may also be used though not in the above
list.


                               _________________________________



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    FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s)
and transfer(s) unto


PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF
ASSIGNEE

                                                                  
                                                         


                                                                  
                                                         
(Please print or typewrite name and address including postal zip
code of assignee)

                                                                  
                                                         
the within Note and all rights thereunder, hereby irrevocably
constituting and appointing 


                                                                  
                                                      attorney to
transfer said Note on the books of the Company, with full power
of substitution in the premises.



Dated:                                                        



                                                                  
                               






    NOTICE:  The signature to this assignment must correspond
with the name as written upon the face of the Note, in every
particular, without alteration or enlargement, or any change
whatever.