<PAGE>
     
      As filed with the Securities and Exchange Commission on May 30, 1997

                                                     Registration No. 333-

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                               _________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     Under
                           The Securities Act of 1933
                             _____________________

                             Metromail Corporation
             (Exact name of registrant as specified in its charter)

                Delaware                                 13-3015410
    (State or other jurisdiction of         (I.R.S. Employer Identification No.)
     incorporation or organization)

          360 East 22nd Street                             60148
           Lombard, Illinois                             (Zip Code)
(Address of principal executive offices)

                             Metromail Corporation
                       1997 Employee Stock Purchase Plan
                            (Full title of the plan)

                               Thomas J. Quarles
              Senior Vice President, Chief Administrative Officer,
                         General Counsel and Secretary
                             Metromail Corporation
                              360 East 22nd Street
                            Lombard, Illinois 60148
                                 (630) 620-3300
                     (Name, address, and telephone number,
                   including area code, of agent for service)

                          ____________________________


                        CALCULATION OF REGISTRATION FEE


<TABLE>
<CAPTION>
====================================================================================
                                         Proposed      Proposed
     Title of            Amount          maximum        maximum         Amount of
 Securities to be         to be          offering      aggregate    registration fee
  registered(1)        registered       price per      offering
                                          share          price
------------------------------------------------------------------------------------
<S>                 <C>                 <C>          <C>            <C>
Common Stock,       300,000 shares(2)   $20.75(3)    $6,225,000(3)       $1,887
$.01 par value
 
Preferred Stock     300,000 rights            (4)            (4)             (4)
Purchase Rights
====================================================================================
</TABLE>

(1)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as
     amended (the "Securities Act"), this registration statement also covers an
     indeterminate amount of interests to be offered pursuant to the Plan
     described herein.

(2)  This registration statement also covers an additional and indeterminate
     number of shares as may become issuable because of the provisions of the
     Plan relating to adjustments for changes resulting from stock dividends,
     stock splits and similar changes.

(3)  Estimated solely for the purpose of calculating the registration fee and,
     pursuant to Rule 457(h) under the Securities Act of 1933, based upon the
     average of the high and low sale prices of the Common Stock reported in the
     New York Stock Exchange Composite transactions on May 27, 1997.

(4)  The Preferred Stock Purchase Rights initially are attached to and trade
     with the shares of Common Stock being registered hereby.  Value
     attributable to such Rights, if any, is reflected in the market price of
     the Common Stock.

================================================================================
<PAGE>
 
                                    PART II
                          INFORMATION REQUIRED IN THE
                            REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

     The following documents heretofore filed with the Securities and Exchange
Commission (the "Commission") by Metromail Corporation (the "Company") are
incorporated herein by reference:

    (a) The Company's Annual Report on Form 10-K for the year ended December 31,
1996;

    (b)  The Company's Quarterly Report on Form 10-Q for the three months ended
March 31, 1997;

    (c) The description of the Common Stock, par value $.01 per share, of the
Company which is contained in the Company's Registration Statement on Form 8-A,
filed April 25, 1996, and the description of the related Preferred Stock
Purchase Rights which is contained in the Company's Registration Statement on
Form 8-A, filed February 26, 1997.

    All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), after the date of this Registration Statement and prior to
the filing of a post-effective amendment to this Registration Statement which
indicates that all securities offered hereby have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by
reference into this Registration Statement and to be a part hereof from the
respective dates of filing of such documents.

Item 4.  Description of Securities.

    Not applicable.

Item 5.  Interests of Named Experts and Counsel.

    Not applicable.

Item 6.  Indemnification of Directors and Officers.

    Reference is made to Section 145 ("Section 145") of the General Corporation
Law of the State of Delaware (the "Delaware GCL") which provides for
indemnification of directors and officers in certain circumstances.

    In accordance with Section 102(b)(7) of the Delaware GCL, the Company's
Third Restated Certificate of Incorporation, as amended (the "Certificate of
Incorporation"), provides that directors shall not be personally liable for
monetary damages for breaches of their fiduciary duty as directors except for
(i) breaches of their duty of loyalty to the Company or its stockholders, (ii)
acts or omissions not in good faith or which involve intentional misconduct or
knowing violations of law, (iii)  certain transactions under Section 174 of the
Delaware GCL (unlawful payment of dividends) or (iv) transactions from which a
director derives an improper personal benefit.

    The Certificate of Incorporation provides for indemnification of directors
and officers to the full extent provided by the Delaware GCL, as amended from
time to time.  It states that the indemnification provided therein shall not be
deemed exclusive. The Company may maintain insurance on behalf of any person who
is or was a director, officer, employee or agent of the Company, or another
corporation, partnership, joint venture, trust or other enterprise against any
expense, liability or loss, whether or not the Company would have the power to
indemnify such person against such expense, liability or loss, under the
provisions of the Delaware GCL.

    Pursuant to Section 145 and the Certificate of Incorporation, the Company
maintains directors' and officers' liability insurance coverage.
<PAGE>

Item 7.  Exemption from Registration Claimed.

    Not applicable.

Item 8.  Exhibits.

Exhibit
  No.                               Description
-------                             -----------

4(a)          Third Restated Certificate of Incorporation of the Company, as
              amended (incorporated by reference to the Company's Annual Report
              on Form 10-K for the year ended December 31, 1996, Exhibit 3(i)).

4(b)          By-laws of the Company (incorporated by reference to Registration
              Statement on Form S-1 (File No. 333-2042), Exhibit 3.2).

4(c)          Rights Agreement, dated as of February 24, 1997, between the
              Company and American Stock Transfer and Trust Company, as Rights
              Agent (incorporated by reference to the Company's Registration
              Statement on Form 8-A, filed on February 26, 1997).

5             Opinion of Sidley & Austin.

10            Metromail Corporation 1997 Employee Stock Purchase Plan.

23(a)         Consent of Arthur Andersen LLP.

23(b)         Consent of Sidley & Austin (contained in Exhibit 5 hereto).

Item 9.  Undertakings.

    (a) The undersigned registrant hereby undertakes:

    (1) To file, during any period in which offers or sales are being made, a
post-effective amendment to the registration statement;

        (i) To include any prospectus required by Section 10(a)(3) of the
            Securities Act of 1933;

       (ii) To reflect in the prospectus any facts or events arising after the
            effective date of the registration statement (or the most recent
            post-effective amendment thereof) which, individually or in the
            aggregate, represent a fundamental change in the information set
            forth in the registration statement. Notwithstanding the foregoing,
            any increase or decrease in volume of securities offered (if the
            total dollar value of securities offered would not exceed that which
            was registered) and any deviation from the low or high end of the
            estimated maximum offering range may be reflected in the form of
            prospectus filed with the Commission pursuant to Rule 424(b) if, in
            the aggregate, the changes in volume and price represent no more
            than a 20 percent change in the maximum aggregate offering price set
            forth in the "Calculation of Registration Fee" table in the
            effective registration statement;

      (iii) To include any material information with respect to the plan of
            distribution not previously disclosed in the registration statement
            or any material change to such information in the registration
            statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed with or furnished to the Commission by the registrant
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

    (2) That, for the purpose of determining any liability under the Securities
Act of 1933, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof;

                                      II-2
<PAGE>
 
    (3) To remove from registration by means of a post-effective amendment any
of the securities being registered which remained unsold at the termination of
the offering.

    (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act of 1933 and will be governed by the final adjudication of such issue.
      
                                      II-3
<PAGE>
 
                                   SIGNATURES


     The Registrant.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Chicago, State of Illinois on this 28th day of 
May, 1997.


                                        METROMAIL CORPORATION


                                        By: /s/ Kenneth A. Glowacki
                                            ----------------------------------
                                            Kenneth A. Glowacki
                                            Vice President, Finance
                                            (Authorized Officer and Principal 
                                            Accounting Officer)



     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.


        Signature                        Title(s)                      Date
        ---------                        --------                      ----

 /s/ Barton L. Faber          Chairman and Director               May 28, 1997
-------------------------     (principal executive officer)
     Barton L. Faber


/s/ Susan L. Henricks         President, Chief Executive          May 28, 1997
-------------------------     Officer and Director
    Susan L. Henricks


/s/ Ronald G. Eidell          Senior Vice President and Chief     May 28, 1997
-------------------------     Financial Officer (principal
    Ronald G. Eidell          financial officer)


/s/ Kenneth A. Glowacki       Vice President, Finance             May 28, 1997
-------------------------     (principal accounting officer)
    Kenneth A. Glowacki


/s/ Peter F. Murphy           Director                            May 28, 1997
-------------------------
     Peter F. Murphy


/s/ Jonathan P. Ward          Director                            May 28, 1997
-------------------------
    Jonathan P. Ward


/s/ Robert C. McCormack       Director                            May 28, 1997
-------------------------
    Robert C. McCormack

                                     II-4
<PAGE>
 
The Plan.  Pursuant to the requirements of the Securities Act of 1933, as
amended, the administrator of the Plan has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Lombard, State of Illinois, on this 28th day of 
May, 1997.


                                METROMAIL CORPORATION
                                1997 EMPLOYEE STOCK PURCHASE PLAN

                                By: /s/ Robert C. McCormack
                                    --------------------------------
                                    Robert C. McCormack
                                    Chairman, Metromail Corporation
                                    Human Resources Committee




                                      II-5
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------

Exhibit
Number                  Description of Exhibit
------                  ----------------------

4(a)        Third Restated Certificate of Incorporation of the Company, as
            amended (incorporated by reference to the Company's Annual Report on
            Form 10-K for the year ended December 31, 1996, Exhibit 3(i)).

4(b)        By-laws of the Company (incorporated by reference to Registration
            Statement on Form S-1 (File No. 333-2042), Exhibit 3.2).

4(c)        Rights Agreement, dated as of February 24, 1997, between the Company
            and American Stock Transfer and Trust Company, as Rights Agent
            (incorporated by reference to the Company's Registration Statement
            on Form 8-A, filed February 26, 1997).

5*          Opinion of Sidley & Austin.

10*         Metromail Corporation 1997 Employee Stock Purchase Plan.

23(a)*      Consent of Arthur Andersen LLP.

23(b)*      Consent of Sidley & Austin (contained in Exhibit 5 hereto).

________________________
*Filed herewith
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 17307}]
{"company-data": {"conformed-name": "METROMAIL CORP", "cik": "0000737755", "assigned-sic": "7311", "irs-number": "133015410", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-28137", "film-number": "97617190"}, "business-address": {"street1": "360 E 22ND ST", "city": "LOMBARD", "state": "IL", "zip": "60148", "phone": "7086203300"}, "mail-address": {"street1": "360 E 22ND ST", "city": "LOMBARD", "state": "IL", "zip": "60148"}}
As filed with the Securities and Exchange Commission on May 30, 1997

                                                     Registration No. 333-

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                               _________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     Under
                           The Securities Act of 1933
                             _____________________

                             Metromail Corporation
             (Exact name of registrant as specified in its charter)

                Delaware                                 13-3015410
    (State or other jurisdiction of         (I.R.S. Employer Identification No.)
     incorporation or organization)

          360 East 22nd Street                             60148
           Lombard, Illinois                             (Zip Code)
(Address of principal executive offices)

                             Metromail Corporation
                       1997 Employee Stock Purchase Plan
                            (Full title of the plan)

                               Thomas J. Quarles
              Senior Vice President, Chief Administrative Officer,
                         General Counsel and Secretary
                             Metromail Corporation
                              360 East 22nd Street
                            Lombard, Illinois 60148
                                 (630) 620-3300
                     (Name, address, and telephone number,
                   including area code, of agent for service)

                          ____________________________

                        CALCULATION OF REGISTRATION FEE
====================================================================================
                                         Proposed      Proposed
     Title of            Amount          maximum        maximum         Amount of
 Securities to be         to be          offering      aggregate    registration fee
  registered(1)        registered       price per      offering
                                          share          price
------------------------------------------------------------------------------------
Common Stock,       300,000 shares(2)   $20.75(3)    $6,225,000(3)       $1,887
$.01 par value
 
Preferred Stock     300,000 rights            (4)            (4)             (4)
Purchase Rights
====================================================================================
(1)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as
     amended (the "Securities Act"), this registration statement also covers an
     indeterminate amount of interests to be offered pursuant to the Plan
     described herein.

(2)  This registration statement also covers an additional and indeterminate
     number of shares as may become issuable because of the provisions of the
     Plan relating to adjustments for changes resulting from stock dividends,
     stock splits and similar changes.

(3)  Estimated solely for the purpose of calculating the registration fee and,
     pursuant to Rule 457(h) under the Securities Act of 1933, based upon the
     average of the high and low sale prices of the Common Stock reported in the
     New York Stock Exchange Composite transactions on May 27, 1997.

(4)  The Preferred Stock Purchase Rights initially are attached to and trade
     with the shares of Common Stock being registered hereby.  Value
     attributable to such Rights, if any, is reflected in the market price of
     the Common Stock.

================================================================================
PART II
                          INFORMATION REQUIRED IN THE
                            REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The following documents heretofore filed with the Securities and Exchange
Commission (the "Commission") by Metromail Corporation (the "Company") are
incorporated herein by reference:

    (a) The Company's Annual Report on Form 10-K for the year ended December 31,
1996;

    (b)  The Company's Quarterly Report on Form 10-Q for the three months ended
March 31, 1997;

    (c) The description of the Common Stock, par value $.01 per share, of the
Company which is contained in the Company's Registration Statement on Form 8-A,
filed April 25, 1996, and the description of the related Preferred Stock
Purchase Rights which is contained in the Company's Registration Statement on
Form 8-A, filed February 26, 1997.

    All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), after the date of this Registration Statement and prior to
the filing of a post-effective amendment to this Registration Statement which
indicates that all securities offered hereby have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by
reference into this Registration Statement and to be a part hereof from the
respective dates of filing of such documents.

Item 4.  Description of Securities.

    Not applicable.

Item 5.  Interests of Named Experts and Counsel.

    Not applicable.

Item 6.  Indemnification of Directors and Officers.

    Reference is made to Section 145 ("Section 145") of the General Corporation
Law of the State of Delaware (the "Delaware GCL") which provides for
indemnification of directors and officers in certain circumstances.

    In accordance with Section 102(b)(7) of the Delaware GCL, the Company's
Third Restated Certificate of Incorporation, as amended (the "Certificate of
Incorporation"), provides that directors shall not be personally liable for
monetary damages for breaches of their fiduciary duty as directors except for
(i) breaches of their duty of loyalty to the Company or its stockholders, (ii)
acts or omissions not in good faith or which involve intentional misconduct or
knowing violations of law, (iii)  certain transactions under Section 174 of the
Delaware GCL (unlawful payment of dividends) or (iv) transactions from which a
director derives an improper personal benefit.

    The Certificate of Incorporation provides for indemnification of directors
and officers to the full extent provided by the Delaware GCL, as amended from
time to time.  It states that the indemnification provided therein shall not be
deemed exclusive. The Company may maintain insurance on behalf of any person who
is or was a director, officer, employee or agent of the Company, or another
corporation, partnership, joint venture, trust or other enterprise against any
expense, liability or loss, whether or not the Company would have the power to
indemnify such person against such expense, liability or loss, under the
provisions of the Delaware GCL.

    Pursuant to Section 145 and the Certificate of Incorporation, the Company
maintains directors' and officers' liability insurance coverage.
Item 7.  Exemption from Registration Claimed.

    Not applicable.

Item 8.  Exhibits.

Exhibit
  No.                               Description
-------                             -----------

4(a)          Third Restated Certificate of Incorporation of the Company, as
              amended (incorporated by reference to the Company's Annual Report
              on Form 10-K for the year ended December 31, 1996, Exhibit 3(i)).

4(b)          By-laws of the Company (incorporated by reference to Registration
              Statement on Form S-1 (File No. 333-2042), Exhibit 3.2).

4(c)          Rights Agreement, dated as of February 24, 1997, between the
              Company and American Stock Transfer and Trust Company, as Rights
              Agent (incorporated by reference to the Company's Registration
              Statement on Form 8-A, filed on February 26, 1997).

5             Opinion of Sidley & Austin.

10            Metromail Corporation 1997 Employee Stock Purchase Plan.

23(a)         Consent of Arthur Andersen LLP.

23(b)         Consent of Sidley & Austin (contained in Exhibit 5 hereto).

Item 9.  Undertakings.

    (a) The undersigned registrant hereby undertakes:

    (1) To file, during any period in which offers or sales are being made, a
post-effective amendment to the registration statement;

        (i) To include any prospectus required by Section 10(a)(3) of the
            Securities Act of 1933;

       (ii) To reflect in the prospectus any facts or events arising after the
            effective date of the registration statement (or the most recent
            post-effective amendment thereof) which, individually or in the
            aggregate, represent a fundamental change in the information set
            forth in the registration statement. Notwithstanding the foregoing,
            any increase or decrease in volume of securities offered (if the
            total dollar value of securities offered would not exceed that which
            was registered) and any deviation from the low or high end of the
            estimated maximum offering range may be reflected in the form of
            prospectus filed with the Commission pursuant to Rule 424(b) if, in
            the aggregate, the changes in volume and price represent no more
            than a 20 percent change in the maximum aggregate offering price set
            forth in the "Calculation of Registration Fee" table in the
            effective registration statement;

      (iii) To include any material information with respect to the plan of
            distribution not previously disclosed in the registration statement
            or any material change to such information in the registration
            statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed with or furnished to the Commission by the registrant
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

    (2) That, for the purpose of determining any liability under the Securities
Act of 1933, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof;

                                      II-2
(3) To remove from registration by means of a post-effective amendment any
of the securities being registered which remained unsold at the termination of
the offering.

    (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

    (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act of 1933 and will be governed by the final adjudication of such issue.
      
                                      II-3
SIGNATURES

     The Registrant.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Chicago, State of Illinois on this 28th day of 
May, 1997.

                                        METROMAIL CORPORATION

                                        By: /s/ Kenneth A. Glowacki
                                            ----------------------------------
                                            Kenneth A. Glowacki
                                            Vice President, Finance
                                            (Authorized Officer and Principal 
                                            Accounting Officer)

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.

        Signature                        Title(s)                      Date
        ---------                        --------                      ----

 /s/ Barton L. Faber          Chairman and Director               May 28, 1997
-------------------------     (principal executive officer)
     Barton L. Faber

/s/ Susan L. Henricks         President, Chief Executive          May 28, 1997
-------------------------     Officer and Director
    Susan L. Henricks

/s/ Ronald G. Eidell          Senior Vice President and Chief     May 28, 1997
-------------------------     Financial Officer (principal
    Ronald G. Eidell          financial officer)

/s/ Kenneth A. Glowacki       Vice President, Finance             May 28, 1997
-------------------------     (principal accounting officer)
    Kenneth A. Glowacki

/s/ Peter F. Murphy           Director                            May 28, 1997
-------------------------
     Peter F. Murphy

/s/ Jonathan P. Ward          Director                            May 28, 1997
-------------------------
    Jonathan P. Ward

/s/ Robert C. McCormack       Director                            May 28, 1997
-------------------------
    Robert C. McCormack

                                     II-4
The Plan.  Pursuant to the requirements of the Securities Act of 1933, as
amended, the administrator of the Plan has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Lombard, State of Illinois, on this 28th day of 
May, 1997.

                                METROMAIL CORPORATION
                                1997 EMPLOYEE STOCK PURCHASE PLAN

                                By: /s/ Robert C. McCormack
                                    --------------------------------
                                    Robert C. McCormack
                                    Chairman, Metromail Corporation
                                    Human Resources Committee

                                      II-5
EXHIBIT INDEX
                                 -------------

Exhibit
Number                  Description of Exhibit
------                  ----------------------

4(a)        Third Restated Certificate of Incorporation of the Company, as
            amended (incorporated by reference to the Company's Annual Report on
            Form 10-K for the year ended December 31, 1996, Exhibit 3(i)).

4(b)        By-laws of the Company (incorporated by reference to Registration
            Statement on Form S-1 (File No. 333-2042), Exhibit 3.2).

4(c)        Rights Agreement, dated as of February 24, 1997, between the Company
            and American Stock Transfer and Trust Company, as Rights Agent
            (incorporated by reference to the Company's Registration Statement
            on Form 8-A, filed February 26, 1997).

5*          Opinion of Sidley & Austin.

10*         Metromail Corporation 1997 Employee Stock Purchase Plan.

23(a)*      Consent of Arthur Andersen LLP.

23(b)*      Consent of Sidley & Austin (contained in Exhibit 5 hereto).

________________________
*Filed herewith