Registration No. 333-

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933

                       THE DUN & BRADSTREET CORPORATION
            (Exact name of Registrant as specified in its charter)

               Delaware                              13-3998945
   (State or other jurisdiction of        (I.R.S. Employer Identification
    incorporation or organization)                    Number)

                      The Dun & Bradstreet Corporation
                            One Diamond Hill Road
                            Murray Hill, NJ 07974
  (Address, including zip code, of Registrant's principal executive office)

 1998 DUN & BRADSTREET CORPORATION REPLACEMENT PLAN FOR CERTAIN NON-EMPLOYEE
           DIRECTORS HOLDING DUN & BRADSTREET EQUITY-BASED AWARDS
  1998 DUN & BRADSTREET CORPORATION NON-EMPLOYEE DIRECTORS' STOCK INCENTIVE
                                    PLAN
                          (Full title of the Plan)
                               Nancy L. Henry
                Senior Vice President and Chief Legal Counsel
                      The Dun & Bradstreet Corporation
                            One Diamond Hill Road
                            Murray Hill, NJ 07974
                               (908) 665-5000
  (Name, address, including zip code, and telephone number, including area
                  code, of Registrant's agent for service)
                                 Copies to:
                            Joel S. Hoffman, Esq.
                         Simpson Thacher & Bartlett
                            425 Lexington Avenue
                        New York, New York 10017-3954
                               (212) 455-2000
<PAGE>
                        CALCULATION OF REGISTRATION FEE
<TABLE>

<CAPTION>

                                                                                    Proposed         Proposed
                                                                                    Maximum          Maximum          Amount of
                                                                 Amount to be    Offering Price     Aggregate        Registration
          Title of Securities to be Registered                    Registered       Per Share      Offering Price         Fee
      <S>                                                        <C>              <C>             <C>                <C>

       Common Stock, $0.01 par value per share<F1><F2><F3>        275,000<F4>     $27.375<F4>     $7,528,125<F4>     $2,220.80

<FN>
<F1>  Includes Preferred Share Purchase Rights which, prior to the occurrence
      of certain events will not be exercisable or evidenced separately from
      the Common Stock.
<F2>  Includes shares that may be purchased as a result of the exercise of
      options that have been transferred to family members and other eligible
      transferees under the applicable plan.
<F3>  The shares are issuable pursuant to the respective plans as follows:
      1998 Dun & Bradstreet Corporation Replacement Plan for Non-Employee
      Directors Holding Dun & Bradstreet Equity-Based Awards - 75,000 shares, 
      1998 Dun & Bradstreet Corporation Non-Employee Directors' Stock Incentive
      Plan - 200,000 shares.
<F4>  Pursuant to Rule 457(h)(i) under the Securities Act of 1933, the
      proposed maximum offering price per share, the proposed maximum
      aggregate offering price and the amount of registration fee have been
      computed on the basis of the average of the high and low closing prices
      of the Common Stock reported on the New York Stock Exchange Composite
      Tape on July 31, 1998.
</TABLE>
<PAGE>
                                    PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
Item 3. Incorporation of Documents by Reference

    The following documents filed by The Dun & Bradstreet Corporation (the
"Company" or the "Registrant") with the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), are hereby incorporated by reference in this
Registration Statement:

    (a)  The Company's Registration Statement on Form 10/A-2 filed on June
         18, 1998 pursuant to the Exchange Act (file no. 1-14037) (the "Form
         10/A-2 Registration Statement")

    (b)  The description of the Company's capital stock contained in the
         Form 10/A-2 Registration Statement.

    (c)  The description of the Company's Preferred Share Purchase
         Rights contained in the Company's Registration Statement on
         Form 8-A filed on June 18, 1998.

    All documents filed by the Company pursuant to Section 13(a), 13(c), 14
and 15(d) of the Exchange Act after the date of this Registration Statement
and prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered 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 part
hereof from the date of filing of such documents. Any statement contained in
a document incorporated or deemed to be incorporated by reference herein
shall be deemed  to be modified or superseded  for purposes of this
Registration Statement to the extent that a statement contained herein or in
any subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 4. Description of Securities

    Not required.

Item 5. Interests of Named Experts and Counsel

    None.

Item 6. Indemnification of Directors and Officers

    Section 145 of the General Corporation Law of the State of Delaware (the
"Delaware Law") empowers a Delaware corporation to indemnify any persons who
are, or are threatened to be made, parties to any threatened, pending or
completed legal action, suit or proceeding, whether civil, criminal,
administrative or investigative (other than an action by or in the right of
such corporation), by reason of the fact that such person is or was an
<PAGE>
officer, director, employee or agent of such corporation, or is or was
serving at the request of such corporation as a director, officer, employee
or agent of another corporation, partnership, joint venture, trust or other
enterprise. The indemnity may include expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably
incurred by such person in connection with such action, suit or proceeding,
provided that such officer, director, employee or agent acted in good faith
and in a manner he reasonably believed to be in or not opposed to the
corporation's best interests, and, for criminal proceedings, had no
reasonable cause to believe his conduct was unlawful. A Delaware corporation
may indemnify officers and directors in an action by or in the right of the
corporation under the same conditions, except that no indemnification is
permitted without judicial approval if the officer or director is adjudged to
be liable to the corporation. Where an officer or director is successful on
the merits or otherwise in the defense of any action referred to above, the
corporation must indemnify him against the expenses which such officer or
director actually and reasonably incurred.

    The Company's Certificate of Incorporation provides that the Company shall
indemnify directors and officers made party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative
or investigative, including appeals, to the fullest extent permitted by the
laws of the State of Delaware. Such indemnification shall continue after an
individual ceases to be an officer or director and shall inure to the benefit
of the heirs, executors and administrators of such person. The Company's
Certificate of Incorporation also provides that a director of the Company
shall not be personally liable to the Company or its stockholders for
monetary damages for breach of fiduciary duty as a director, except to the
extent such exemption from liability or limitation thereof is not permitted
under the General Corporation Law of the State of Delaware as the same exists
or may hereafter be amended.

    The indemnification rights conferred by the Certificate of Incorporation
of the Company are not exclusive of any other right to which a person seeking
indemnification may otherwise be entitled. The Company will also provide
liability insurance for the directors and officers for certain losses arising
from claims or charges made against them while acting in their capacities as
directors or officers.

Item 7. Exemption from Registration Claimed

    Not applicable.

Item 8. Exhibits

    The following exhibits are filed as part of this Registration Statement:

4.1       Restated Certificate of Incorporation
          of the Company (incorporated herein by
          reference to Exhibit 3.1 to the Form
          10/A-2 Registration Statement).
<PAGE>
4.2       By-Laws of the Company (incorporated
          herein by reference to Exhibit 3.2 to
          the Form 10/A-2 Registration
          Statement).

4.3       The Rights Agreement, dated as of June
          3, 1998, between the Company and First
          Chicago Trust Company of New York
          (incorporated herein by reference to
          Exhibit 1 to the Company's
          Registration Statement  on Form 8-A
          filed on June 18, 1998). 

5         Opinion of Simpson Thacher & Bartlett

23.1      Consent of PricewaterhouseCoopers LLP

23.2      Consent of Simpson Thacher & Bartlett
          (included in Exhibit 5)

24        Power of Attorney

Item 9. Undertakings

The undersigned Registrant hereby undertakes:

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

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

  (ii)  to reflect in the prospectus any facts or events arising after the
effective date of this 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 this
Registration Statement (except to the extent the information required to be
included by clauses (i) or (ii) is contained in periodic reports filed by
the Company pursuant to Section 13 or 15(d) of the Exchange Act that are
incorporated by reference into this Registration Statement);

  (iii) to include any material information with respect to the plan of
distribution not previously disclosed in this Registration Statement or any
material change to such information in this Registration Statement.

(2)  That, for the purposes of determining any liability under the Act, 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.

(3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination 
of the offering.
<PAGE>
(4)  That, for purposes of determining any liability under the Act, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act that is incorporated by reference in this 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.

(5)  Insofar as indemnification for liabilities arising under the Act 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 Act 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 Act and will be governed by the
final adjudication of such issue.
<PAGE>
                          SIGNATURES

   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 Murray Hill, State of New Jersey,
on this 27th day of July, 1998.

                                  THE DUN & BRADSTREET CORPORATION
                                          (Registrant)


                                  By /s/ Nancy L. Henry
                                    --------------------------
                                       Nancy L. Henry
                                       Senior Vice President 
                                       and Chief Legal Counsel






   Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.


    Signature                            Title                      Date

/s/Volney Taylor             Chairman, Chief Executive          July 27, 1998
---------------------------  Officer and Director (principal 
   Volney Taylor             executive officer) 

/s/Frank S. Sowinski         Senior Vice President and Chief    July 27, 1998
---------------------------  Financial Officer (principal 
   Frank S. Sowinski         financial officer)

/s/Chester J. Geveda, Jr.    Vice President and Controller      July 27, 1998
---------------------------  (principal accounting officer)
   Chester J. Geveda, Jr.       

* Hall Adams, Jr.            Director                           July 27, 1998
---------------------------
  Hall Adams, Jr.

*Clifford L. Alexander, Jr.  Director                           July 27, 1998
---------------------------
 Clifford L. Alexander, Jr.

* Mary Johnston Evans        Director                           July 27, 1998
---------------------------
  Mary Johnston Evans
<PAGE>
    Signature                            Title                      Date

* Ronald L. Kuehn, Jr.       Director                           July 27, 1998
---------------------------
  Ronald L. Kuehn, Jr.

* Robert J. Lanigan          Director                           July 27, 1998
---------------------------
  Robert J. Lanigan

* Vernon R. Loucks, Jr.      Director                           July 27, 1998
---------------------------
  Vernon R. Loucks, Jr.

* Henry A. McKinnell, Jr.    Director                           July 27, 1998
---------------------------
  Henry A. McKinnell, Jr.

* Michael R. Quinlan         Director                           July 27, 1998
---------------------------
  Michael R. Quinlan

By /s/ Nancy L. Henry                                           July 27, 1998
---------------------------
Attorney-in-Fact
<PAGE>
                          INDEX TO EXHIBITS

Exhibit
Number                       Description

4.1              Restated Certificate of Incorporation
                 of the Company (incorporated herein by
                 reference to Exhibit 3.1 to the Form
                 10/A-2 Registration Statement).

4.2              By-Laws of the Company (incorporated
                 herein by reference to Exhibit 3.2 to
                 the Form 10/A-2 Registration
                 Statement).

4.3              The Rights Agreement, dated as of June
                 3, 1998, between the Company and First
                 Chicago Trust Company of New York
                 (incorporated herein by reference to
                 Exhibit 1 to the Company's
                 Registration Statement on Form 8-A
                 filed on June 18, 1998). 

5.               Opinion of Simpson Thacher & Bartlett

23.1             Consent of PricewaterhouseCoopers LLP

23.2             Consent of Simpson Thacher & Bartlett
                 (included in Exhibit 5)

24               Power of Attorney
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 17241}]
{"company-data": {"conformed-name": "DUN & BRADSTREET CORP /DE/", "cik": "0001059556", "assigned-sic": "8700", "irs-number": "133998945", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-60737", "film-number": "98677858"}, "business-address": {"street1": "ONE DIAMOND HILL RD", "street2": "C/O DUN & BRADSTREET", "city": "MURRAY HILL", "state": "NJ", "zip": "07974", "phone": "9086655000"}, "mail-address": {"street1": "ONE DIAMOND HILL RD", "street2": "C/O DUN & BRADSTREET", "city": "MURRAY HILL", "state": "NJ", "zip": "07974"}, "former-company": {"former-conformed-name": "NEW DUN & BRADSTREET CORP", "date-changed": "19980728"}}
Registration No. 333-

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933

                       THE DUN & BRADSTREET CORPORATION
            (Exact name of Registrant as specified in its charter)

               Delaware                              13-3998945
   (State or other jurisdiction of        (I.R.S. Employer Identification
    incorporation or organization)                    Number)

                      The Dun & Bradstreet Corporation
                            One Diamond Hill Road
                            Murray Hill, NJ 07974
  (Address, including zip code, of Registrant's principal executive office)

 1998 DUN & BRADSTREET CORPORATION REPLACEMENT PLAN FOR CERTAIN NON-EMPLOYEE
           DIRECTORS HOLDING DUN & BRADSTREET EQUITY-BASED AWARDS
  1998 DUN & BRADSTREET CORPORATION NON-EMPLOYEE DIRECTORS' STOCK INCENTIVE
                                    PLAN
                          (Full title of the Plan)
                               Nancy L. Henry
                Senior Vice President and Chief Legal Counsel
                      The Dun & Bradstreet Corporation
                            One Diamond Hill Road
                            Murray Hill, NJ 07974
                               (908) 665-5000
  (Name, address, including zip code, and telephone number, including area
                  code, of Registrant's agent for service)
                                 Copies to:
                            Joel S. Hoffman, Esq.
                         Simpson Thacher & Bartlett
                            425 Lexington Avenue
                        New York, New York 10017-3954
                               (212) 455-2000
CALCULATION OF REGISTRATION FEE
Proposed         Proposed
                                                                                    Maximum          Maximum          Amount of
                                                                 Amount to be    Offering Price     Aggregate        Registration
          Title of Securities to be Registered                    Registered       Per Share      Offering Price         Fee
Common Stock, $0.01 par value per share
275,000
$27.375
$7,528,125
$2,220.80
Includes Preferred Share Purchase Rights which, prior to the occurrence
      of certain events will not be exercisable or evidenced separately from
      the Common Stock.
Includes shares that may be purchased as a result of the exercise of
      options that have been transferred to family members and other eligible
      transferees under the applicable plan.
The shares are issuable pursuant to the respective plans as follows:
      1998 Dun & Bradstreet Corporation Replacement Plan for Non-Employee
      Directors Holding Dun & Bradstreet Equity-Based Awards - 75,000 shares, 
      1998 Dun & Bradstreet Corporation Non-Employee Directors' Stock Incentive
      Plan - 200,000 shares.
Pursuant to Rule 457(h)(i) under the Securities Act of 1933, the
      proposed maximum offering price per share, the proposed maximum
      aggregate offering price and the amount of registration fee have been
      computed on the basis of the average of the high and low closing prices
      of the Common Stock reported on the New York Stock Exchange Composite
      Tape on July 31, 1998.
PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
Item 3. Incorporation of Documents by Reference

    The following documents filed by The Dun & Bradstreet Corporation (the
"Company" or the "Registrant") with the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), are hereby incorporated by reference in this
Registration Statement:

    (a)  The Company's Registration Statement on Form 10/A-2 filed on June
         18, 1998 pursuant to the Exchange Act (file no. 1-14037) (the "Form
         10/A-2 Registration Statement")

    (b)  The description of the Company's capital stock contained in the
         Form 10/A-2 Registration Statement.

    (c)  The description of the Company's Preferred Share Purchase
         Rights contained in the Company's Registration Statement on
         Form 8-A filed on June 18, 1998.

    All documents filed by the Company pursuant to Section 13(a), 13(c), 14
and 15(d) of the Exchange Act after the date of this Registration Statement
and prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered 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 part
hereof from the date of filing of such documents. Any statement contained in
a document incorporated or deemed to be incorporated by reference herein
shall be deemed  to be modified or superseded  for purposes of this
Registration Statement to the extent that a statement contained herein or in
any subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 4. Description of Securities

    Not required.

Item 5. Interests of Named Experts and Counsel

    None.

Item 6. Indemnification of Directors and Officers

    Section 145 of the General Corporation Law of the State of Delaware (the
"Delaware Law") empowers a Delaware corporation to indemnify any persons who
are, or are threatened to be made, parties to any threatened, pending or
completed legal action, suit or proceeding, whether civil, criminal,
administrative or investigative (other than an action by or in the right of
such corporation), by reason of the fact that such person is or was an
officer, director, employee or agent of such corporation, or is or was
serving at the request of such corporation as a director, officer, employee
or agent of another corporation, partnership, joint venture, trust or other
enterprise. The indemnity may include expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably
incurred by such person in connection with such action, suit or proceeding,
provided that such officer, director, employee or agent acted in good faith
and in a manner he reasonably believed to be in or not opposed to the
corporation's best interests, and, for criminal proceedings, had no
reasonable cause to believe his conduct was unlawful. A Delaware corporation
may indemnify officers and directors in an action by or in the right of the
corporation under the same conditions, except that no indemnification is
permitted without judicial approval if the officer or director is adjudged to
be liable to the corporation. Where an officer or director is successful on
the merits or otherwise in the defense of any action referred to above, the
corporation must indemnify him against the expenses which such officer or
director actually and reasonably incurred.

    The Company's Certificate of Incorporation provides that the Company shall
indemnify directors and officers made party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal, administrative
or investigative, including appeals, to the fullest extent permitted by the
laws of the State of Delaware. Such indemnification shall continue after an
individual ceases to be an officer or director and shall inure to the benefit
of the heirs, executors and administrators of such person. The Company's
Certificate of Incorporation also provides that a director of the Company
shall not be personally liable to the Company or its stockholders for
monetary damages for breach of fiduciary duty as a director, except to the
extent such exemption from liability or limitation thereof is not permitted
under the General Corporation Law of the State of Delaware as the same exists
or may hereafter be amended.

    The indemnification rights conferred by the Certificate of Incorporation
of the Company are not exclusive of any other right to which a person seeking
indemnification may otherwise be entitled. The Company will also provide
liability insurance for the directors and officers for certain losses arising
from claims or charges made against them while acting in their capacities as
directors or officers.

Item 7. Exemption from Registration Claimed

    Not applicable.

Item 8. Exhibits

    The following exhibits are filed as part of this Registration Statement:

4.1       Restated Certificate of Incorporation
          of the Company (incorporated herein by
          reference to Exhibit 3.1 to the Form
          10/A-2 Registration Statement).
4.2       By-Laws of the Company (incorporated
          herein by reference to Exhibit 3.2 to
          the Form 10/A-2 Registration
          Statement).

4.3       The Rights Agreement, dated as of June
          3, 1998, between the Company and First
          Chicago Trust Company of New York
          (incorporated herein by reference to
          Exhibit 1 to the Company's
          Registration Statement  on Form 8-A
          filed on June 18, 1998). 

5         Opinion of Simpson Thacher & Bartlett

23.1      Consent of PricewaterhouseCoopers LLP

23.2      Consent of Simpson Thacher & Bartlett
          (included in Exhibit 5)

24        Power of Attorney

Item 9. Undertakings

The undersigned Registrant hereby undertakes:

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

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

  (ii)  to reflect in the prospectus any facts or events arising after the
effective date of this 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 this
Registration Statement (except to the extent the information required to be
included by clauses (i) or (ii) is contained in periodic reports filed by
the Company pursuant to Section 13 or 15(d) of the Exchange Act that are
incorporated by reference into this Registration Statement);

  (iii) to include any material information with respect to the plan of
distribution not previously disclosed in this Registration Statement or any
material change to such information in this Registration Statement.

(2)  That, for the purposes of determining any liability under the Act, 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.

(3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination 
of the offering.
(4)  That, for purposes of determining any liability under the Act, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d)
of the Exchange Act that is incorporated by reference in this 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.

(5)  Insofar as indemnification for liabilities arising under the Act 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 Act 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 Act and will be governed by the
final adjudication of such issue.
SIGNATURES

   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 Murray Hill, State of New Jersey,
on this 27th day of July, 1998.

                                  THE DUN & BRADSTREET CORPORATION
                                          (Registrant)

                                  By /s/ Nancy L. Henry
                                    --------------------------
                                       Nancy L. Henry
                                       Senior Vice President 
                                       and Chief Legal Counsel

   Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.

    Signature                            Title                      Date

/s/Volney Taylor             Chairman, Chief Executive          July 27, 1998
---------------------------  Officer and Director (principal 
   Volney Taylor             executive officer) 

/s/Frank S. Sowinski         Senior Vice President and Chief    July 27, 1998
---------------------------  Financial Officer (principal 
   Frank S. Sowinski         financial officer)

/s/Chester J. Geveda, Jr.    Vice President and Controller      July 27, 1998
---------------------------  (principal accounting officer)
   Chester J. Geveda, Jr.       

* Hall Adams, Jr.            Director                           July 27, 1998
---------------------------
  Hall Adams, Jr.

*Clifford L. Alexander, Jr.  Director                           July 27, 1998
---------------------------
 Clifford L. Alexander, Jr.

* Mary Johnston Evans        Director                           July 27, 1998
---------------------------
  Mary Johnston Evans
Signature                            Title                      Date

* Ronald L. Kuehn, Jr.       Director                           July 27, 1998
---------------------------
  Ronald L. Kuehn, Jr.

* Robert J. Lanigan          Director                           July 27, 1998
---------------------------
  Robert J. Lanigan

* Vernon R. Loucks, Jr.      Director                           July 27, 1998
---------------------------
  Vernon R. Loucks, Jr.

* Henry A. McKinnell, Jr.    Director                           July 27, 1998
---------------------------
  Henry A. McKinnell, Jr.

* Michael R. Quinlan         Director                           July 27, 1998
---------------------------
  Michael R. Quinlan

By /s/ Nancy L. Henry                                           July 27, 1998
---------------------------
Attorney-in-Fact
INDEX TO EXHIBITS

Exhibit
Number                       Description

4.1              Restated Certificate of Incorporation
                 of the Company (incorporated herein by
                 reference to Exhibit 3.1 to the Form
                 10/A-2 Registration Statement).

4.2              By-Laws of the Company (incorporated
                 herein by reference to Exhibit 3.2 to
                 the Form 10/A-2 Registration
                 Statement).

4.3              The Rights Agreement, dated as of June
                 3, 1998, between the Company and First
                 Chicago Trust Company of New York
                 (incorporated herein by reference to
                 Exhibit 1 to the Company's
                 Registration Statement on Form 8-A
                 filed on June 18, 1998). 

5.               Opinion of Simpson Thacher & Bartlett

23.1             Consent of PricewaterhouseCoopers LLP

23.2             Consent of Simpson Thacher & Bartlett
                 (included in Exhibit 5)

24               Power of Attorney