MCCORMICK & CO INC — Director's Dealing 2004

Apr 2, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MCCORMICK & CO INC (MKC)
CIK: 0000063754
Period of Report: 2004-03-31

Reporting Person: DAVEY ROBERT G (Director, Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-03-31	Common Stock - Voting	M	30000	$16.625	Acquired	151927	Direct
2004-03-31	Common Stock - Voting	S	24815	$33.1059	Disposed	127112	Direct
2004-04-01	Common Stock - Voting	M	28200	$16.625	Acquired	155312	Direct
2004-04-01	Common Stock - Voting	S	23290	$33.3928	Disposed	132022	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-03-31	Option - Right to Buy	$16.625	M	30000	Disposed	2008-03-17	Common Stock - Voting (30000)	Direct
2004-04-01	Option - Right to Buy	$16.625	M	28200	Disposed	2008-03-17	Common Stock - Voting (28200)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - Voting	10994.315	Indirect
Common Stock - Non-Voting	5157	Direct

Footnotes

F1: Shares held in the McCormick Profit Sharing Plan as of 11/30/03. The reporting person owns units in the McCormick Stock Fund in the Profit Sharing Plan and the number of shares reported as beneficially owned is based on the reporting person's pro rata interest in the net asset value of the McCormick Stock Fund on the date indicated.

F2: Option exercise.