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Proc-Type: 2001,MIC-CLEAR
Originator-Name: keymaster@town.hall.org
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 pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ==
MIC-Info: RSA-MD5,RSA,
 WS+BYIucr7jOUdcictyNRb/T9M5WF8PogVtgHWKwV+7WgsrIoiISiWQHmQN9o6AB
 wu32tygkZBQbzvOwlPlQnQ==

<IMS-DOCUMENT>0000861177-94-000035.txt : 19940228
<IMS-HEADER>0000861177-94-000035.hdr.sgml : 19940228
ACCESSION NUMBER:		0000861177-94-000035
CONFORMED SUBMISSION TYPE:	SC 13G
CONFIRMING COPY:	
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		19940225

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MILLIPORE CORP
		CENTRAL INDEX KEY:			0000066479
		STANDARD INDUSTRIAL CLASSIFICATION:	3826
		IRS NUMBER:				042170233
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		34
		SEC FILE NUMBER:	005-10772
		FILM NUMBER:		00000000

	BUSINESS ADDRESS:	
		STREET 1:		80 ASHBY RD
		CITY:			BEDFORD
		STATE:			MA
		ZIP:			01730
		BUSINESS PHONE:		6172759200

	MAIL ADDRESS:	
		STREET 1:		80 ASHBY ROAD
		CITY:			BEDFORD
		STATE:			MA
		ZIP:			01730

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MILLIPORE FILTER CORP
		DATE OF NAME CHANGE:	19661116

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BRINSON PARTNERS INC/IL
		CENTRAL INDEX KEY:			0000861177
		STANDARD INDUSTRIAL CLASSIFICATION:	0000
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		209 SOUTH LASALLE STREET
		CITY:			CHICAGO
		STATE:			IL
		BUSINESS PHONE:		60604-1295

	MAIL ADDRESS:	
		STREET 1:		209 SOUTH LASALLE STREET
		CITY:			CHICAGO
		STATE:			IL
		ZIP:			60604-1295
</IMS-HEADER>
<DOCUMENT>
<TYPE>SC 13G
<SEQUENCE>1
<DESCRIPTION>SCHEDULE 13G
<TEXT>

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C.  20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.      2      )*

Millipore Corporation
(Name of Issuer)

Common Stock
(Title of Class of Securities)

60107310
(CUSIP Number)

Check the following box if a fee is being paid with this
statement _.  (A fee is not required only if the filing
person:  (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.)  (See Rule 13d-7).

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).

<PAGE>

1

NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Brinson Partners, Inc.
36-3664388

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  _
(b)  x

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware corporation

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH

5

SOLE VOTING POWER
50 shares

6

SHARED VOTING POWER
- -0-

7

SOLE DISPOSITIVE POWER
50 shares

8

SHARED DISPOSITIVE POWER
- -0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
50 shares

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

CERTAIN SHARES* 11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
.0002%

12

TYPE OF REPORTING PERSON*
CO IA
*SEE INSTRUCTION BEFORE FILLING OUT!

<PAGE>

1

NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Brinson Trust Company
36-3718331

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  _
(b)  x

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois corporation

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH

5

SOLE VOTING POWER
- -0-

6

SHARED VOTING POWER
- -0-

7

SOLE DISPOSITIVE POWER
- -0-

8

SHARED DISPOSITIVE POWER
- -0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
- -0-

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

CERTAIN SHARES* 11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
- -0-

12

TYPE OF REPORTING PERSON*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!

<PAGE>

1

NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Brinson Holdings, Inc.
36-3670610

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  _
(b)  x

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware corporation

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH

5

SOLE VOTING POWER
Not Applicable

6

SHARED VOTING POWER
Not Applicable

7

SOLE DISPOSITIVE POWER
Not Applicable

8

SHARED DISPOSITIVE POWER
Not Applicable

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
Not Applicable

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

CERTAIN SHARES* 11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Not Applicable

12

TYPE OF REPORTING PERSON*
CO HC
*SEE INSTRUCTION BEFORE FILLING OUT!

<PAGE>

Item 1(a) Name of Issuer:
Millipore, Inc. (the "Company)

Item 1(b) Address of Issuer's Principal Executive Offices:
80 Ashby Road - Muhl
Bedford, Massachusetts  01730

Item 2(a) Name of Person Filing:
Brinson Partners, Inc. ("BPI") is filing this statement on
behalf of itself, Brinson Trust Company ("BTC") and Brinson
Holdings, Inc. ("BHI"). BPI is a wholly owned subsidiary of
BHI.  BTC is a wholly owned subsidiary of BPI.  Exhibit I
hereto contains the agreement of BPI, BTC and BHI to file a
joint disclosure statement on Schedule 13G.

Item 2(b) Address of Principal Business:
Each of BPI, BTC and BHI's principal business office is
located at 209 South LaSalle, Chicago, Illinois  60604-1295.

Item 2(c) Citizenship:
BPI is a corporation under the laws of Delaware.
BHI is a corporation under the laws of Delaware. BTC is a
corporation under the laws of Illinois.

Item 2(d) Title of Class of Securities:
Common Stock (the "Common")

Item 2(e) CUSIP Number:
60107310

Item 3    Type of Person Filing:
Brinson Partners, Inc. is an Investment Adviser registered
under section 203 of the Investment Advisers Act of 1940.
Brinson Trust Company is a bank in accordance with 240.13d-
1(b)(1)(ii)(B), and Brinson Holdings, Inc. is a Parent
Holding Company in accordance with 240.13d-1(b)(1)(ii)(G) of
the Exchange Act.

Item 4    Ownership:
Not Applicable, See Item 5 below.

Item 5    Ownership of Five Percent or Less of a Class:
The reporting persons disclosed herein have ceased to be the
beneficial owner(s) of more than five percent of the class of
securities listed above.

Item 6    Ownership of More than Five Percent on Behalf of
Another Person:
Not Applicable.


<page

Item 7
Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported On By the Parent Holding
Company: Not Applicable.

Item 8    Identification and Classification of Member of the
Group:
Not Applicable.

Item 9    Notice of Dissolution of Group:
Not Applicable.

Item 10   Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in
any transaction having such purposes or effect.

SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.

Date:  February 11, 1994

EXHIBIT I
AGREEMENT
Pursuant to  Rule 13d-1(f)(1) of the Securities and Exchange
Commission, the undersigned agrees that the statement on
Schedule 13G (including all amendments thereto) with respect
to the Common Stock of Millipore Corporation to which this
agreement is attached is to be filed on behalf of each of the
undersigned and that Brinson Partners, Inc. is hereby
authorized to sign and file any and all required amendments
to such Schedule 13G.

BRINSON PARTNERS, INC.
BRINSON TRUST COMPANY
BRINSON HOLDINGS, INC.

By:   Samuel W. Anderson as Vice President of each of the
above Companies

</TEXT>
</DOCUMENT>
</IMS-DOCUMENT>
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