1

                                 EXHIBIT 24.01

                               Powers of Attorney
                          authorizing Richard M. Clark
           to execute the Company's Form 10-K Annual Report for 1993
             on behalf of the Board of Directors, and each of them
   2





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                             /s/ Norman A. Brown
                                                                 Norman A. Brown
                                                                 Director




Dated:      Jan 28 1994
   3





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                          /s/ Charles W. Elliott
                                                              Charles W. Elliott
                                                              Director




Dated:      Jan 31 1994
   4





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                         /s/ Claudio X. Gonzalez
                                                             Claudio X. Gonzalez
                                                             Director




Dated:      Jan 31 1994
   5





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                                 /s/ Gordon Gund
                                                                     Gordon Gund
                                                                     Director




Dated:      Jan 26 1994
   6





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                               /s/ W. E. LaMothe
                                                                   W. E. LaMothe
                                                                   Director




Dated:      Jan 28 1994
   7





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                                /s/ A. G. Langbo
                                                                    A. G. Langbo
                                                                    Director




Dated:      Jan 26 1994
   8





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                            /s/ Russell G. Mawby
                                                                Russell G. Mawby
                                                                Director




Dated:      Jan 26 1994
   9





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                              /s/ Ann McLaughlin
                                                                  Ann McLaughlin
                                                                  Director




Dated:      Jan 27 1994
   10





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                            /s/ J. Richard Munro
                                                                J. Richard Munro
                                                                Director




Dated:      Jan 27 1994
   11





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                            /s/ Harold A. Poling
                                                                Harold A. Poling
                                                                Director




Dated:      Jan 26 1994
   12





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                             /s/ Donald Rumsfeld
                                                                 Donald Rumsfeld
                                                                 Director




Dated:      Jan 26 1994
   13





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                          /s/ Timothy P. Smucker
                                                              Timothy P. Smucker
                                                              Director




Dated:      Jan 26 1994
   14





                               POWER OF ATTORNEY


  KNOW ALL MEN BY THESE PRESENTS, That I, the undersigned Director of Kellogg
Company, a Delaware corporation, hereby appoint Richard M. Clark, Senior Vice
President, General Counsel and Secretary of Kellogg Company, as my lawful
attorney-in-fact and agent, to act on my behalf, with full power of
substitution, in preparing, executing and filing the Company's Annual Report on
Form 10-K for fiscal year ended December 31, 1993, and any exhibits, amendments
and other documents related thereto, with the Securities and Exchange
Commission.  Said filing shall be for the purpose of fulfilling applicable
legal requirements.

  Whereupon, I grant unto said Richard M. Clark full power and authority to
perform all necessary and appropriate acts in connection therewith, and hereby
ratify and confirm all that said attorney-in-fact and agent, or his substitute,
may lawfully do, or cause to be done, by virtue hereof.



                                                          /s/ Dolores D. Wharton
                                                              Dolores D. Wharton
                                                              Director




Dated:      Feb 1 1994