MKCMcCormick & Company

We note that Adjusted EBITDA, net debt, and leverage ratio are financial covenants under your credit agreements. In future filings, please revise your disclosure to address the following: • Describe the material terms of the covenant; • Indicate the amount or limit required for compliance with the covenant; and • Disclose the actual or reasonably likely effects of compliance or non-compliance with the covenant on

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the company's financial condition and liquidity. Refer to Question 102.09 of our Compliance & Disclosure Interpretations on Non-GAAP Financial Measures. Notes to Consolidated Financial Statements 1. Summary of Significant Accounting Policies - Revenue Recognition, page 61

McCormick acknowledges the staff’s comments and will revise its disclosures in future filings to address the noted items. As an example of how the Company proposes to revise its future disclosures of Adjusted EBITDA, net debt, and leverage ratio, which are financial covenants under its revolving credit facilities and synthetic lease, please see Appendix A to this letter. This example represents our proposed disclosure in our upcoming Form 10-Q for the fiscal quarter ended February 28, 2021.

Notes to Consolidated Financial Statements

1.

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Summary of Significant Accounting Policies – Revenue Recognition, page 61

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Please revise your discussion in future filings to clarify whether revenue from the majority of your contracts is recognized at a point in time, or if for certain contracts, revenue is recognized over time, upon satisfaction of the performance obligation.

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We note disclosure on page 61 that revenue is recognized “when control passes to the customer.” In this regard, discuss how and when transfer of control of your products occur. Refer to ASC 606-10-25-24 and 606-10-50-12(a).

McCormick acknowledges the staff’s comments and will revise its footnote disclosures in future filings – including, for fiscal 2021, its Quarterly Reports on Form 10-Q – to include the following proposed disclosure regarding the Company’s accounting policies with respect to revenue recognition:

Our revenue arrangements generally include a single performance obligation relating to the fulfilment of a customer order, which in some cases are governed by a master sales agreement, for the purchase of our products.

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We recognize revenue at a point in time when control of the ordered products passes to the customer, which principally occurs either upon shipment or delivery to the customer or upon pick-up by the customer, depending upon terms included in the particular customer arrangement.

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McCormick intends to file its

Quarterly Report on Form 10-Q for the fiscal quarter ended February 28, 2021 on March 30, 2021. As we hope to include these proposed revised disclosures in that filing, we respectfully request that you direct any questions or comments you may have with respect to our responses to Christina McMullen at 443-823-9589 or at tina_mcmullen@mccormick.com prior to

March 30, 2021.

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