1
                                                               EXHIBIT 24.01


                               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, 1995, 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/ C.X. Gonzalez
                                        -----------------------
                                               Director



Dated: January 19, 1996
       -----------     
   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, 1995, 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 
                                        -----------------------
                                               Director



Dated: January 25, 1996
      -----------
   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, 1995, 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
                                        -----------------------
                                               Director



Dated: January 30, 1996
      -----------
   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, 1995, 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
                                        -----------------------
                                               Director



Dated: January 24, 1996
      -----------
   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, 1995, 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
                                        -----------------------
                                               Director



Dated: January 18, 1996
      -----------
   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, 1995, 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
                                        -----------------------
                                               Director



Dated: January 23, 1996
      -----------
   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, 1995, 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/ T. P. Smucker   
                                        -----------------------
                                               Director



Dated: January 25, 1996
      -----------
   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, 1995, 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
                                        -----------------------
                                               Director



Dated: January 22, 1996
      -----------
   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, 1995, 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. R. Munro     
                                        -----------------------
                                               Director



Dated: January 24, 1996
      -----------
   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, 1995, 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 
                                        -----------------------
                                               Director



Dated: January 18, 1996
      -----------
   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, 1995, 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/ John L. Zabriskie 
                                        -----------------------
                                               Director



Dated: January 25, 1996
      -----------
   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, 1995, 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  
                                        -----------------------
                                               Director



Dated: January 26, 1996
      -----------