As filed with the Securities and Exchange Commission on December 23, 1997
                                                  Registration No. 333-


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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


  Incorporated          THE STANDARD REGISTER COMPANY          I.R.S. Employer
Under the Laws                600 ALBANY STREET               Identification No.
      of Ohio                DAYTON, OHIO 45401                   31-0455440
                              (513) 443-1000


                           Deferred Compensation Plan
                     Management Incentive Compensation Plan


                              Gary P. Kreider, Esq.
                           Keating, Muething & Klekamp
                             One East Fourth Street
                             Cincinnati, Ohio 45202
                                 (513) 579-6411
                         (Agent for Service of Process)

                         CALCULATION OF REGISTRATION FEE

================================================================================
                                     Proposed       Proposed
                                      Maximum        Maximum
  Title of            Amount          Offering       Aggregate        Amount of
Securities To         To Be            Price        Offering       Registration
Be Registered     Registered(1)     Per Unit(2)     Price(2)          Fee(3)
--------------------------------------------------------------------------------

Deferred
Compensation
Obligations          $1,500,000          $1          $1,500,000

Common Stock,
par value
$1.00 per share      15,000 Shares     $34.9375      $524,062.50        $687

--------------------------------------------------------------------------------

(1)  This Registration  Statement is filed for up to $1,500.000 in cash Deferred
     Compensation Obligations issuable pursuant to The Standard Register Company
     Deferred Compensation Plan and 15,000 shares of the common stock, $1.00 par
     value per share, of The Standard Register Company issuable in connection
     with its Management Incentive Compensation Plan.

(2)  Estimated solely for purposes of calculating registration fee.

(3)  Registration fee has been calculated pursuant to Rule 457(h).



<PAGE>



                                      - 2 -


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

     The  following  documents  filed  by The  Standard  Register  Company  (the
"Company") with the Securities and Exchange  Commission are incorporated  herein
by reference and made a part hereof:

     1.   The  Company's  Annual  Report on Form 10-K for the fiscal  year ended
          December 29, 1996;

     2.   The Company's  Quarterly  Reports on Form 10-Q for the fiscal quarters
          ended March 30, 1997, June 29, 1997 and September 28, 1997; and

     3.   The  description  of the Common Stock  contained on the Company's Form
          8-A Registration  Statement under the Securities  Exchange Act of 1934
          effective May 13, 1996.

     All reports and other documents  filed by the Company  pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a  post-effective  amendment  which  indicates  that all Common  Stock
offered  has been sold or which  deregisters  all Common  Stock  then  remaining
unsold,  shall be deemed to be  incorporated  by reference in this  Registration
Statement and to be a part hereof from the date of filing such documents.


ITEM 4. DESCRIPTION OF SECURITIES

     This  Registration   Statement  registers  up  to  $1,500,000  in  Deferred
Compensation  Obligations  issuable  pursuant to The Standard  Register  Company
Deferred Compensation Plan and 15,000 shares of the common stock of The Standard
Register   Company   issuable  in  connection  with  its  Management   Incentive
Compensation  Plan. The common stock  issuable  under the  Management  Incentive
Compensation  Plan is described in documents  incorporated  by reference in this
Registration Statement as set forth above.

     Under the Deferred  Compensation  Plan,  the Company will provide  eligible
employees the opportunity to defer a specified percentage of their compensation.

     The  obligation of the Company  ultimately to pay such deferred  amounts in
accordance with the Deferred Compensation Plan (the "Deferred Obligations") will
be unsecured  general  obligations  of the Company and will rank pari passu with
other unsecured and unsubordinated indebtedness of the Company from time to time
outstanding.



<PAGE>



                                      - 3 -


     The amount of  compensation to be deferred by each  participating  employee
will be determined in accordance  with the Deferred  Compensation  Plan based on
elections by the employee.  Each  distribution  under the Deferred  Compensation
Plan will be made on a date selected by the employee  participant  in accordance
with the terms of the Deferred Compensation Plan.

     Participants'  accounts will be adjusted for earnings  determined by deemed
investment  vehicles elected by participants.  The the Board of Directors of the
Company may amend the possible deemed  investment  vehicles from time to time in
its sole  discretion.  Such  obligations  will be denominated  and be payable in
United States dollars.

     Any  employee  participant's  right or the right of any other person to the
Deferred  Obligations cannot be transferred,  pledged, or encumbered except by a
written designation of a beneficiary under the Deferred Compensation Plan.

     The  Deferred  Obligations  are not subject to  redemption,  in whole or in
part,  prior to the  individual  payment  dates  specified by the  participating
employees,  at the option of the Company or through  operation of a mandatory or
optional sinking fund of analogous provision.  However, the Company reserves the
right to amend or terminate the Deferred  Compensation  Plan at any time, except
that no such amendment or termination shall reduce retroactively the right of an
employee  participant  to the balance of his or her  deferred  account as of the
date of such amendment or termination.

     The Deferred  Obligations are not convertible  into another security of the
Company. The Deferred Obligations will not have the benefit of a negative pledge
or any other  affirmative  or negative  covenant on the part of the Company.  No
trustee has been  appointed  having the authority to take action with respect to
the Deferred  Obligations and each employee  participant will be responsible for
acting independently with respect to, among other things, the giving of notices,
responding to any requests for consents, waivers or amendments pertaining to the
Deferred Obligations, enforcing covenants and taking action upon a default.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

     The legality of the Common Stock offered hereby will be passed upon for the
Company by Keating,  Muething & Klekamp,  P.L.L., 1800 Provident Tower, One East
Fourth Street, Cincinnati, Ohio 45202.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

     Section   1701.13(E)   of  the  Ohio   General   Corporation   Law   allows
indemnification  by the Registrant to any person made or threatened to be made a
party to any  proceedings,  other  than a  proceeding  by or in the right of the
Registrant, by reason of the fact that the person is or was a director, officer,
employee or agent of the Registrant,  against expenses,  including judgments and
fines, if the person acted in good faith and in a manner reasonably  believed to
be in or not opposed to the best interests of the Registrant and, with respect



<PAGE>



                                      - 4 -


to criminal actions, in which the person had no reasonable cause to believe that
the person's conduct was unlawful.  Similar  provisions apply to actions brought
by or in the right of the Registrant,  except that, unless otherwise  determined
by the  court,  no  indemnification  shall be made in such cases when the person
shall  have been  adjudged  to be liable for  negligence  or  misconduct  to the
Registrant.  The right to indemnification is mandatory in the case of a director
or  officer  who is  successful  on the  merits or  otherwise  in defense of any
action,  suit or proceeding  or any claim or issue,  or who is successful on the
merits or otherwise in defense of any action,  suit or  proceeding or any claim,
issue or matter therein.  Permissive indemnification is to be made by a court of
competent  jurisdiction,   the  majority  vote  of  a  quorum  of  disinterested
directors, the written opinion of independent counsel or by the shareholders.

     The  Registrant's  Code of Regulations  provides that the Registrant  shall
indemnify such persons to the fullest extent permitted by law.

     The Registrant  maintains  director and officer  liability  insurance which
provides coverage against certain liabilities.


ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

     Not applicable.


ITEM 8. EXHIBITS

     4.1  Management  Incentive  Compensation Plan (incorporated by reference to
          the Company's Proxy Statement dated March 21, 1997)

     4.2  Form of Deferred Compensation Plan

     5    Opinion of Counsel.

     23.1 Consent of Counsel (contained on Exhibit 5).

     23.2 Consent of Battelle & Battelle PLL.

     24   Power of Attorney (contained on the signature page).


ITEM 9.  UNDERTAKINGS

     9.1 The undersigned Registrant hereby undertakes to file, during any period
in which  offers or sales are being made,  a  post-effective  amendment  to this
Registration Statement:



<PAGE>



                                      - 5 -


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

          2.   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%
               change in the maximum  aggregate  offering price set forth in the
               "Calculation  of   Registration   Fee"  table  in  the  effective
               registration statement.

          3.   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;

     9.2 The undersigned  Registrant  hereby undertakes that, for the purpose of
determining   any  liability  under  the  Securities  Act  of  1933,  each  such
post-ef9fective  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.

     9.3  The   undersigned   Registrant   hereby   undertakes  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.

     9.4 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
Securities  Exchange  Act of  1934  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.

     9.5 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  Securities and Exchange
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



<PAGE>



                                      - 6 -


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>



                                      - 7 -



                                   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 Dayton, Ohio, on December 23, 1997.

                                             THE STANDARD REGISTER COMPANY



                                             BY:   Peter S. Redding
                                                --------------------------------
                                                Peter S. Redding
                                                President, Chief Executive
                                                  Officer and Director

     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.  Persons whose names are marked with an
asterisk (*) below hereby  designate Paul H. Granzow,  Peter S. Redding or Craig
J.  Brown  as  their   attorney-in-fact   to  sign  all  amendments,   including
post-effective amendments, to this Registration Statement.


              Signature              Capacity                       Date
              ---------              --------                       ----


* Peter S. Redding
------------------------        President, Chief               December 23, 1997
Peter S. Redding                Executive Officer
                                and Director
                                (Principal
                                Executive Officer)


* Craig J. Brown
------------------------        Senior Vice President -        December 23, 1997
Craig J. Brown                  Administration,
                                Treasurer and Chief
                                Financial Officer
                                (Principal Financial
                                Officer and Principal
                                Accounting Officer)



<PAGE>



                                    - 8 -




              Signature              Capacity                       Date
              ---------              --------                       ----


*Paul H. Granzow
------------------------        Chairman of the                December 23, 1997
Paul H. Granzow                 Board of Directors


*Roy W. Begley , Jr.
------------------------        Director                       December 23, 1997
Roy W. Begley, Jr.


*F. David Clarke, III
------------------------        Director                       December 23, 1997
F. David Clarke, III


*
------------------------        Director                       December __, 1997
Graeme G. Keeping


*
------------------------        Director                       December __, 1997
Dennis L. Rediker


*
------------------------        Director                       December __, 1997
Ann Scavullo


* John J. Schiff, Jr.
------------------------        Director                       December 23, 1997
John J. Schiff, Jr.


*Charles F. Sherman
------------------------        Director                       December 23, 1997
Charles F. Sherman


* John Q. Sherman, II
------------------------        Director                       December 23, 1997
John Q. Sherman, II
[{"type": "S-8", "sequence": "1", "description": "THE STANDARD REGISTER COMPANY FORM S-8", "secsgml_size_bytes": 17655}]
{"company-data": {"conformed-name": "STANDARD REGISTER CO", "cik": "0000093456", "assigned-sic": "2761", "irs-number": "310455440", "state-of-incorporation": "OH", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-43055", "film-number": "97743184"}, "business-address": {"street1": "600 ALBANY ST", "city": "DAYTON", "state": "OH", "zip": "45401", "phone": "5134341000"}, "mail-address": {"street1": "600 ALBANY STREET", "street2": "P O BOX 1167", "city": "DAYTON", "state": "OH", "zip": "45401-1167"}}
As filed with the Securities and Exchange Commission on December 23, 1997
                                                  Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

  Incorporated          THE STANDARD REGISTER COMPANY          I.R.S. Employer
Under the Laws                600 ALBANY STREET               Identification No.
      of Ohio                DAYTON, OHIO 45401                   31-0455440
                              (513) 443-1000

                           Deferred Compensation Plan
                     Management Incentive Compensation Plan

                              Gary P. Kreider, Esq.
                           Keating, Muething & Klekamp
                             One East Fourth Street
                             Cincinnati, Ohio 45202
                                 (513) 579-6411
                         (Agent for Service of Process)

                         CALCULATION OF REGISTRATION FEE

================================================================================
                                     Proposed       Proposed
                                      Maximum        Maximum
  Title of            Amount          Offering       Aggregate        Amount of
Securities To         To Be            Price        Offering       Registration
Be Registered     Registered(1)     Per Unit(2)     Price(2)          Fee(3)
--------------------------------------------------------------------------------

Deferred
Compensation
Obligations          $1,500,000          $1          $1,500,000

Common Stock,
par value
$1.00 per share      15,000 Shares     $34.9375      $524,062.50        $687

--------------------------------------------------------------------------------

(1)  This Registration  Statement is filed for up to $1,500.000 in cash Deferred
     Compensation Obligations issuable pursuant to The Standard Register Company
     Deferred Compensation Plan and 15,000 shares of the common stock, $1.00 par
     value per share, of The Standard Register Company issuable in connection
     with its Management Incentive Compensation Plan.

(2)  Estimated solely for purposes of calculating registration fee.

(3)  Registration fee has been calculated pursuant to Rule 457(h).
- 2 -

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

     The  following  documents  filed  by The  Standard  Register  Company  (the
"Company") with the Securities and Exchange  Commission are incorporated  herein
by reference and made a part hereof:

     1.   The  Company's  Annual  Report on Form 10-K for the fiscal  year ended
          December 29, 1996;

     2.   The Company's  Quarterly  Reports on Form 10-Q for the fiscal quarters
          ended March 30, 1997, June 29, 1997 and September 28, 1997; and

     3.   The  description  of the Common Stock  contained on the Company's Form
          8-A Registration  Statement under the Securities  Exchange Act of 1934
          effective May 13, 1996.

     All reports and other documents  filed by the Company  pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a  post-effective  amendment  which  indicates  that all Common  Stock
offered  has been sold or which  deregisters  all Common  Stock  then  remaining
unsold,  shall be deemed to be  incorporated  by reference in this  Registration
Statement and to be a part hereof from the date of filing such documents.

ITEM 4. DESCRIPTION OF SECURITIES

     This  Registration   Statement  registers  up  to  $1,500,000  in  Deferred
Compensation  Obligations  issuable  pursuant to The Standard  Register  Company
Deferred Compensation Plan and 15,000 shares of the common stock of The Standard
Register   Company   issuable  in  connection  with  its  Management   Incentive
Compensation  Plan. The common stock  issuable  under the  Management  Incentive
Compensation  Plan is described in documents  incorporated  by reference in this
Registration Statement as set forth above.

     Under the Deferred  Compensation  Plan,  the Company will provide  eligible
employees the opportunity to defer a specified percentage of their compensation.

     The  obligation of the Company  ultimately to pay such deferred  amounts in
accordance with the Deferred Compensation Plan (the "Deferred Obligations") will
be unsecured  general  obligations  of the Company and will rank pari passu with
other unsecured and unsubordinated indebtedness of the Company from time to time
outstanding.
- 3 -

     The amount of  compensation to be deferred by each  participating  employee
will be determined in accordance  with the Deferred  Compensation  Plan based on
elections by the employee.  Each  distribution  under the Deferred  Compensation
Plan will be made on a date selected by the employee  participant  in accordance
with the terms of the Deferred Compensation Plan.

     Participants'  accounts will be adjusted for earnings  determined by deemed
investment  vehicles elected by participants.  The the Board of Directors of the
Company may amend the possible deemed  investment  vehicles from time to time in
its sole  discretion.  Such  obligations  will be denominated  and be payable in
United States dollars.

     Any  employee  participant's  right or the right of any other person to the
Deferred  Obligations cannot be transferred,  pledged, or encumbered except by a
written designation of a beneficiary under the Deferred Compensation Plan.

     The  Deferred  Obligations  are not subject to  redemption,  in whole or in
part,  prior to the  individual  payment  dates  specified by the  participating
employees,  at the option of the Company or through  operation of a mandatory or
optional sinking fund of analogous provision.  However, the Company reserves the
right to amend or terminate the Deferred  Compensation  Plan at any time, except
that no such amendment or termination shall reduce retroactively the right of an
employee  participant  to the balance of his or her  deferred  account as of the
date of such amendment or termination.

     The Deferred  Obligations are not convertible  into another security of the
Company. The Deferred Obligations will not have the benefit of a negative pledge
or any other  affirmative  or negative  covenant on the part of the Company.  No
trustee has been  appointed  having the authority to take action with respect to
the Deferred  Obligations and each employee  participant will be responsible for
acting independently with respect to, among other things, the giving of notices,
responding to any requests for consents, waivers or amendments pertaining to the
Deferred Obligations, enforcing covenants and taking action upon a default.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

     The legality of the Common Stock offered hereby will be passed upon for the
Company by Keating,  Muething & Klekamp,  P.L.L., 1800 Provident Tower, One East
Fourth Street, Cincinnati, Ohio 45202.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

     Section   1701.13(E)   of  the  Ohio   General   Corporation   Law   allows
indemnification  by the Registrant to any person made or threatened to be made a
party to any  proceedings,  other  than a  proceeding  by or in the right of the
Registrant, by reason of the fact that the person is or was a director, officer,
employee or agent of the Registrant,  against expenses,  including judgments and
fines, if the person acted in good faith and in a manner reasonably  believed to
be in or not opposed to the best interests of the Registrant and, with respect
- 4 -

to criminal actions, in which the person had no reasonable cause to believe that
the person's conduct was unlawful.  Similar  provisions apply to actions brought
by or in the right of the Registrant,  except that, unless otherwise  determined
by the  court,  no  indemnification  shall be made in such cases when the person
shall  have been  adjudged  to be liable for  negligence  or  misconduct  to the
Registrant.  The right to indemnification is mandatory in the case of a director
or  officer  who is  successful  on the  merits or  otherwise  in defense of any
action,  suit or proceeding  or any claim or issue,  or who is successful on the
merits or otherwise in defense of any action,  suit or  proceeding or any claim,
issue or matter therein.  Permissive indemnification is to be made by a court of
competent  jurisdiction,   the  majority  vote  of  a  quorum  of  disinterested
directors, the written opinion of independent counsel or by the shareholders.

     The  Registrant's  Code of Regulations  provides that the Registrant  shall
indemnify such persons to the fullest extent permitted by law.

     The Registrant  maintains  director and officer  liability  insurance which
provides coverage against certain liabilities.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

     Not applicable.

ITEM 8. EXHIBITS

     4.1  Management  Incentive  Compensation Plan (incorporated by reference to
          the Company's Proxy Statement dated March 21, 1997)

     4.2  Form of Deferred Compensation Plan

     5    Opinion of Counsel.

     23.1 Consent of Counsel (contained on Exhibit 5).

     23.2 Consent of Battelle & Battelle PLL.

     24   Power of Attorney (contained on the signature page).

ITEM 9.  UNDERTAKINGS

     9.1 The undersigned Registrant hereby undertakes to file, during any period
in which  offers or sales are being made,  a  post-effective  amendment  to this
Registration Statement:
- 5 -

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

          2.   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%
               change in the maximum  aggregate  offering price set forth in the
               "Calculation  of   Registration   Fee"  table  in  the  effective
               registration statement.

          3.   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;

     9.2 The undersigned  Registrant  hereby undertakes that, for the purpose of
determining   any  liability  under  the  Securities  Act  of  1933,  each  such
post-ef9fective  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.

     9.3  The   undersigned   Registrant   hereby   undertakes  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.

     9.4 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
Securities  Exchange  Act of  1934  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.

     9.5 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  Securities and Exchange
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
- 6 -

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.
- 7 -

                                   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 Dayton, Ohio, on December 23, 1997.

                                             THE STANDARD REGISTER COMPANY

                                             BY:   Peter S. Redding
                                                --------------------------------
                                                Peter S. Redding
                                                President, Chief Executive
                                                  Officer and Director

     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.  Persons whose names are marked with an
asterisk (*) below hereby  designate Paul H. Granzow,  Peter S. Redding or Craig
J.  Brown  as  their   attorney-in-fact   to  sign  all  amendments,   including
post-effective amendments, to this Registration Statement.

              Signature              Capacity                       Date
              ---------              --------                       ----

* Peter S. Redding
------------------------        President, Chief               December 23, 1997
Peter S. Redding                Executive Officer
                                and Director
                                (Principal
                                Executive Officer)

* Craig J. Brown
------------------------        Senior Vice President -        December 23, 1997
Craig J. Brown                  Administration,
                                Treasurer and Chief
                                Financial Officer
                                (Principal Financial
                                Officer and Principal
                                Accounting Officer)
- 8 -

              Signature              Capacity                       Date
              ---------              --------                       ----

*Paul H. Granzow
------------------------        Chairman of the                December 23, 1997
Paul H. Granzow                 Board of Directors

*Roy W. Begley , Jr.
------------------------        Director                       December 23, 1997
Roy W. Begley, Jr.

*F. David Clarke, III
------------------------        Director                       December 23, 1997
F. David Clarke, III

*
------------------------        Director                       December __, 1997
Graeme G. Keeping

*
------------------------        Director                       December __, 1997
Dennis L. Rediker

*
------------------------        Director                       December __, 1997
Ann Scavullo

* John J. Schiff, Jr.
------------------------        Director                       December 23, 1997
John J. Schiff, Jr.

*Charles F. Sherman
------------------------        Director                       December 23, 1997
Charles F. Sherman

* John Q. Sherman, II
------------------------        Director                       December 23, 1997
John Q. Sherman, II