UNITED STATES

                       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 (Date of earliest event reported): May 21, 1997 (May 13, 1997)


                            HOMESTAKE MINING COMPANY
             (Exact name of Registrant as specified in its charter)




      Delaware                     1-8736                  94-2934609
   (State or other             (Commission             (I.R.S. Employer
   jurisdiction of             File Number)            Identification Number)
   incorporation)



           650 California Street, San Francisco, California 94108-2788
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (415) 981-8150
                                                       http://www.homestake.com






Item 5.    Other Events.

           This Form 8-K is submitted to file the document  listed below in Item
7.


Item 7.    Financial Statements and Exhibits.

           (c)    Exhibits.

Exhibit 3.4       Bylaws (as amended through May 13, 1997) of Homestake Mining 
                  Company.




                                    SIGNATURE


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 thereunto duly authorized.




Dated:   May 21, 1997
         ------------

                                             HOMESTAKE MINING COMPANY
                                                   (Registrant)



                                             By:  /s/ David W. Peat
                                                  -----------------       
                                                  David W. Peat
                                                  Vice President and Controller