SECURITIES AND EXCHANGE COMMISSION  

                        Washington, D.C. 20549
                                   
                                   
                               FORM 15


Certification and Notice of Termination of Registration under Section
12(g) of the Securities and Exchange Act of 1934 or Suspension of Duty
to File Reports Under Sections 13 and 15(d) of the Securities Exchange
Act of 1934.


                    Commission File Number: 1-4908


                       The TJX Companies, Inc.
        (Exact name of registrant as specified in its charter)

  770 Cochituate Road, Framingham, Massachusetts 01701 (508)390-1000
  (Address, including zip code, and telephone number, including area
          code of registrant's principal executive offices)


                   Preferred Stock Purchase Rights
       (Title of each class of securities covered by this Form)


               Common Stock, $1.00 par value per share
                                   
                                   
            9 1/2% Sinking Fund Debentures due May 1, 2016
                                   
                                   
           Series C Cumulative Convertible Preferred Stock
                     ($1.00 par value per share)

 (Titles of all other classes of securities for which a duty to file
            reports under Section 13(a) or 15(d) remains)


     Please place an X in the box(es) to designate the appropriate
rule provision(s) relied upon to terminate or suspend the duty to file
reports:

     Rule 12g-4(a)(1)(i)   X            Rule 12h-3(b)(1)(ii)
     Rule 12g-4(a)(1)(ii)               Rule 12h-3(b)(2)(i)
     Rule 12g-4(a)(2)(i)                Rule 12h-3(b)(2)(ii)
     Rule 12g-4(a)(2)(ii)               Rule 15d-6
     Rule 12h-3(b)(1)(i)   X

     Approximate number of holders of record as of the certification
or notice date: 0
                               Page 2.


     Pursuant to the requirements of the Securities Exchange Act of
1934 The TJX Companies, Inc. has caused this certification/notice to
be signed on its behalf by the undersigned duly authorized person.



Date: January 2, 1996                   By: /s/ Donald G. Campbell    
                                        Senior Vice President, Finance