SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, DC  20549


                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES AND EXCHANGE ACT OF 1934


                                       
       Date of report (Date of earliest event reported) February 18, 1998




                              THE MACERICH COMPANY                   
               (Exact name of registrant as specified in charter)




            Maryland                   1-12504                95-4448705
- ------------------------------------------------------------------------------
  (State or Other Jurisdiction    (Commission File          (IRS Employer
       of Incorporation)               Number)           Identification No.)




           233 Wilshire Boulevard, Suite 700, Santa Monica, CA 90401     
- ------------------------------------------------------------------------------
           (Address of principal executive of offices)     (Zip code)



       Registrant's telephone number including area code: (310) 394-6911

                                   Not applicable.     
- ------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)




Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits


(c)  Exhibits


      1.1      Underwriting Agreement, dated February 18, 1998
               between A.G. Edwards & Sons, Inc. and the
               Registrant regarding the sale of 1,826,484 shares
               of the Registrant's common stock (the "Shares").

      5.1      Opinion of O'Melveny & Myers LLP as to the
               validity of the Shares.

     23.1      Consent of O'Melveny & Myers LLP (included in
               Exhibit 5.1).


                                      2




     Pursuant to the requirements of the Securities and Exchange Act of 1934, 
the Registrant has duly caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized, in the City of Santa Monica, State of 
California.

                              THE MACERICH COMPANY



                              By:  /s/ RICHARD A. BAYER     
                                   --------------------------------
                                   Richard A. Bayer
                                   General Counsel & Secretary

DATED:    February 20, 1998


                                       3