<PAGE>   1

      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 27, 1999

                                                 REGISTRATION NO. 333-
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                               BOWNE & CO., INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

<TABLE>
<S>                                            <C>
                   DELAWARE                                      13-2618477
       (STATE OR OTHER JURISDICTION OF                        (I.R.S. EMPLOYER
        INCORPORATION OR ORGANIZATION)                     IDENTIFICATION NUMBER)
</TABLE>

                               345 HUDSON STREET
                            NEW YORK, NEW YORK 10014
   (ADDRESS, INCLUDING ZIP CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICE)

             BOWNE & CO., INC. GLOBAL EMPLOYEE STOCK PURCHASE PLAN
                            (FULL TITLE OF THE PLAN)

                             DOUGLAS F. BAUER, ESQ.
                         COUNSEL & CORPORATE SECRETARY
                               BOWNE & CO., INC.
                               345 HUDSON STREET
                            NEW YORK, NEW YORK 10014
                                 (212) 924-5500
(NAME, ADDRESS AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

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

                                    Copy to:
                           VINCENT PAGANO, JR., ESQ.
                           SIMPSON THACHER & BARTLETT
                              425 LEXINGTON AVENUE
                         NEW YORK, NEW YORK 10017-3909

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

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
                                                             PROPOSED            PROPOSED
            TITLE OF                                          MAXIMUM             MAXIMUM            AMOUNT OF
          SECURITIES TO                  AMOUNT TO        OFFERING PRICE         AGGREGATE         REGISTRATION
          BE REGISTERED                BE REGISTERED       PER SHARE(2)      OFFERING PRICE(2)        FEE(2)
-------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                 <C>                 <C>                 <C>
Common Stock, par value $.01 per
  share (1)......................         100,000             $19.03            $1,903,000            $529.04
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
    registration statement also covers an indeterminate amount of interests to
    be offered or sold pursuant to the employee benefit plan described herein.
(2) Pursuant to Rule 457 under the Securities Act of 1933, the proposed maximum
    aggregate offering price per share, the proposed maximum aggregate offering
    price and the registration fee are based on the average of the high and low
    prices per share of the Registrant's Common Stock reported on the American
    Stock Exchange on May 24, 1999.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>   2

                                    PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
by Bowne & Co., Inc. (the "Company" or "Registrant") are hereby incorporated in
this Registration Statement by reference:

          (a) Annual Report on Form 10-K for the fiscal year ended December 31,
     1998.

          (b) Quarterly Report on Form 10-Q for the quarter ended March 31,
     1999.

          (c) The description of the Company's Common Stock contained in the
     Company's Current Report on Form 8-K filed with the Commission on June 23,
     1998.

     All documents filed by the Company pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934 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 have
been sold or which deregisters all securities 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. 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 other
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 applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Company is a Delaware corporation. Reference is made to Section
102(b)(7) of the Delaware General Corporation Law (the "DGCL") which enables a
corporation in its original certificate of incorporation or an amendment thereto
to eliminate or limit the personal liability of a director for violations of the
director's fiduciary duty, except (i) for any breach of the director's duty of
loyalty to the corporation or its stockholders, (ii) for acts or omissions not
in good faith or which involve intentional misconduct or knowing violation of
law, (iii) pursuant to Section 174 of the DGCL (providing for liability of
directors for unlawful payment of dividends or unlawful stock purchases or
redemptions), or (iv) for any transaction from which a director derived an
improper personal benefit.

     Reference is also made to Section 145 of the DGCL which empowers a Delaware
corporation to indemnify any person who was or is a party, or is threatened to
be made a party, to any threatened, pending or completed 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, 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 person acted
in good faith and in a manner the person reasonably believed to be in or not
opposed to the corporation's best interests, and, for criminal proceedings, had
no reasonable cause to believe the person's conduct was unlawful. A Delaware
corporation may indemnify any person 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 person is adjudged to be liable to
the corporation. Where a present or former officer or director is

                                      II-1
<PAGE>   3

successful on the merits or otherwise in the defense of any action referred to
above, the corporation must indemnify such person against the expenses
(including attorney's fees) which such person actually and reasonably incurred.

     Article Ninth of the Company's Certificate of Incorporation, furthermore,
provides that no director of the Company is personally liable to the Company or
its stockholders for damages for any breach of duty as a director unless a
judgment or other final adjudication adverse to him establishes that his acts or
omissions involved bad faith, intentional misconduct, a knowing violation of law
or certain expressly prohibited acts, or that he personally gained a financial
profit or other advantage to which he was not legally entitled.

     Article VII of the Company's By-Laws provides that the Company shall
indemnify all persons whom it shall have power to indemnify from and against all
expenses, liabilities or other matters to the fullest extent permitted by the
DGCL as from time to time amended.

     The Company also has liability insurance policies in effect which cover
certain claims against officers and directors of the Company by reason of
certain breaches of duty, neglect, errors or omissions committed by them in such
capacities as officers and directors.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

ITEM 8.  EXHIBITS.

<TABLE>
<C>     <S>
3(a)    Certificate of Incorporation (incorporated by reference to
        Exhibit 2 to the Company's Current Report on Form 8-K filed
        June 23, 1998)
3(b)    Certificate of Designations (incorporated by reference to
        Exhibit 3 to the Company's Current Report on Form 8-K filed
        June 23, 1998)
3(c)    By-Laws (incorporated by reference to Exhibit 4 to the
        Company's Current Report on Form 8-K filed June 23, 1998)
4       Rights Agreement, dated as of June 19, 1998, between the
        Company and The Bank of New York (incorporated by reference
        to Exhibit 5 to the Company's Current Report on Form 8-K
        filed June 23, 1998)
23      Consent of KPMG LLP
24      Power of Attorney
</TABLE>

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 "Securities 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. 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 20 percent change in
        the maximum aggregate offering price set forth in the "Calculation of
        Registration Fee" table in the effective registration statement and

                                      II-2
<PAGE>   4

             (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 set forth in this
        Registration Statement;

     provided, however, that the undertakings set forth in paragraphs (i) and
     (ii) above do not apply if 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 Securities and Exchange Commission
     by the Registrant pursuant to Section 13 or Section 15(d) of the Securities
     Exchange Act of 1934 (the "Exchange Act") that are incorporated by
     reference in this Registration Statement.

          (2) That, for the purpose of determining any liability under the
     Securities 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
     Securities Act, each filing of the Registrant's annual report pursuant to
     Section 13(a) or Section 15(d) of the Exchange Act (and each filing of each
     plan's annual report pursuant to Section 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 herein,
     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
     Securities Act may be permitted to directors, officers or 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 against the Registrant 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 policy as expressed in the Act and will be
     governed by the final adjudication of such issue.

                                      II-3
<PAGE>   5

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended,
Bowne & Co., Inc. 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
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York, State of New York, on the
27th day of May, 1999.

                                             BOWNE & CO., INC.

                                             By: /s/ DOUGLAS F. BAUER
                                                 ------------------------
                                                 Douglas F. Bauer
                                                 Counsel and Corporate Secretary

     Pursuant to the requirements of the Securities Act of 1933, the Bowne &
Co., Inc. Global Employee Stock Purchase Plan has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York and State of New York, on this 27th day of
May 1999.

                                             BOWNE & CO., INC.
                                             GLOBAL EMPLOYEE STOCK PURCHASE
                                             PLAN

                                             By: /s/ DENISE K. FLETCHER
                                                 ------------------------------
                                                 Denise K. Fletcher, Trustee

     Pursuant to the requirements of the Securities Act of 1933 as amended, this
Registration Statement has been signed by the following persons in the
capacities indicated on the 27th day of May, 1999.

<TABLE>
<CAPTION>
                     SIGNATURE                                             TITLE
                     ---------                                             -----
<C>                                                  <S>

               /s/ ROBERT M. JOHNSON                 Chairman of the Board of Directors and Chief
---------------------------------------------------  Executive Officer
                 Robert M. Johnson

                /s/ JAMES P. O'NEIL                  President and Chief Operating Officer (also
---------------------------------------------------  Director)
                  James P. O'Neil

              /s/ DENISE K. FLETCHER                 Senior Vice President and Chief Financial Officer
---------------------------------------------------  (Principal Financial Officer)
                Denise K. Fletcher

               /s/ C. CODY COLQUITT                  Vice President and Controller (Principal
---------------------------------------------------  Accounting Officer)
                 C. Cody Colquitt

                         *                           Director
---------------------------------------------------
                 Robert M. Conway

                         *                           Director
---------------------------------------------------
                  Edward H. Meyer

                         *                           Director
---------------------------------------------------
                H. Marshall Schwarz

                         *                           Director
---------------------------------------------------
                 Wendell M. Smith
</TABLE>

                                      II-4
<PAGE>   6

<TABLE>
<CAPTION>
                     SIGNATURE                                             TITLE
                     ---------                                             -----
<C>                                                  <S>
                         *                           Director
---------------------------------------------------
                  Lisa A. Stanley

                         *                           Director
---------------------------------------------------
                   Vincent Tese

                         *                           Director
---------------------------------------------------
                  Harry Wallaesa

                         *                           Director
---------------------------------------------------
                  Richard R. West

             *By: /s/ DOUGLAS F. BAUER               Attorney-in-Fact
   ---------------------------------------------
                 Douglas F. Bauer
</TABLE>

                                      II-5
<PAGE>   7

                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT                                                                 SEQUENTIAL
NUMBER                        DESCRIPTION OF EXHIBIT                    PAGE NUMBER
-------                       ----------------------                    -----------
<C>        <S>                                                          <C>
  3(a)     Certificate of Incorporation (incorporated by reference to
           Exhibit 2 to the Company's Current Report on Form 8-K filed
           June 23, 1998)
  3(b)     Certificate of Designations (incorporated by reference to
           Exhibit 3 to the Company's Current Report on Form 8-K filed
           June 23, 1998)
  3(c)     By-Laws (incorporated by reference to Exhibit 4 to the
           Company's Current Report on Form 8-K filed June 23, 1998)
    4      Rights Agreement, dated as of June 19, 1998, between the
           Company and The Bank of New York (incorporated by reference
           to Exhibit 5 to the Company's Current Report on Form 8-K
           filed June 23, 1998)
   23      Consent of KPMG LLP
   24      Power of Attorney
</TABLE>

                                      II-6
[{"type": "S-8", "sequence": "1", "description": "BOWNE & CO., INC.", "secsgml_size_bytes": 20900}]
{"company-data": {"conformed-name": "BOWNE & CO INC", "cik": "0000013610", "assigned-sic": "2750", "irs-number": "132618477", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-79409", "film-number": "99635908"}, "business-address": {"street1": "345 HUDSON ST", "city": "NEW YORK", "state": "NY", "zip": "10014", "phone": "2129245500"}}
1

      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 27, 1999

                                                 REGISTRATION NO. 333-
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                               BOWNE & CO., INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE                                      13-2618477
       (STATE OR OTHER JURISDICTION OF                        (I.R.S. EMPLOYER
        INCORPORATION OR ORGANIZATION)                     IDENTIFICATION NUMBER)
345 HUDSON STREET
                            NEW YORK, NEW YORK 10014
   (ADDRESS, INCLUDING ZIP CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICE)

             BOWNE & CO., INC. GLOBAL EMPLOYEE STOCK PURCHASE PLAN
                            (FULL TITLE OF THE PLAN)

                             DOUGLAS F. BAUER, ESQ.
                         COUNSEL & CORPORATE SECRETARY
                               BOWNE & CO., INC.
                               345 HUDSON STREET
                            NEW YORK, NEW YORK 10014
                                 (212) 924-5500
(NAME, ADDRESS AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

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

                                    Copy to:
                           VINCENT PAGANO, JR., ESQ.
                           SIMPSON THACHER & BARTLETT
                              425 LEXINGTON AVENUE
                         NEW YORK, NEW YORK 10017-3909

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

                        CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
                                                             PROPOSED            PROPOSED
            TITLE OF                                          MAXIMUM             MAXIMUM            AMOUNT OF
          SECURITIES TO                  AMOUNT TO        OFFERING PRICE         AGGREGATE         REGISTRATION
          BE REGISTERED                BE REGISTERED       PER SHARE(2)      OFFERING PRICE(2)        FEE(2)
-------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01 per
  share (1)......................         100,000             $19.03            $1,903,000            $529.04
-------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
(1) In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
    registration statement also covers an indeterminate amount of interests to
    be offered or sold pursuant to the employee benefit plan described herein.
(2) Pursuant to Rule 457 under the Securities Act of 1933, the proposed maximum
    aggregate offering price per share, the proposed maximum aggregate offering
    price and the registration fee are based on the average of the high and low
    prices per share of the Registrant's Common Stock reported on the American
    Stock Exchange on May 24, 1999.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
2

                                    PART II

                     INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
by Bowne & Co., Inc. (the "Company" or "Registrant") are hereby incorporated in
this Registration Statement by reference:

          (a) Annual Report on Form 10-K for the fiscal year ended December 31,
     1998.

          (b) Quarterly Report on Form 10-Q for the quarter ended March 31,
     1999.

          (c) The description of the Company's Common Stock contained in the
     Company's Current Report on Form 8-K filed with the Commission on June 23,
     1998.

     All documents filed by the Company pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934 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 have
been sold or which deregisters all securities 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. 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 other
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 applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Company is a Delaware corporation. Reference is made to Section
102(b)(7) of the Delaware General Corporation Law (the "DGCL") which enables a
corporation in its original certificate of incorporation or an amendment thereto
to eliminate or limit the personal liability of a director for violations of the
director's fiduciary duty, except (i) for any breach of the director's duty of
loyalty to the corporation or its stockholders, (ii) for acts or omissions not
in good faith or which involve intentional misconduct or knowing violation of
law, (iii) pursuant to Section 174 of the DGCL (providing for liability of
directors for unlawful payment of dividends or unlawful stock purchases or
redemptions), or (iv) for any transaction from which a director derived an
improper personal benefit.

     Reference is also made to Section 145 of the DGCL which empowers a Delaware
corporation to indemnify any person who was or is a party, or is threatened to
be made a party, to any threatened, pending or completed 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, 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 person acted
in good faith and in a manner the person reasonably believed to be in or not
opposed to the corporation's best interests, and, for criminal proceedings, had
no reasonable cause to believe the person's conduct was unlawful. A Delaware
corporation may indemnify any person 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 person is adjudged to be liable to
the corporation. Where a present or former officer or director is

                                      II-1
3

successful on the merits or otherwise in the defense of any action referred to
above, the corporation must indemnify such person against the expenses
(including attorney's fees) which such person actually and reasonably incurred.

     Article Ninth of the Company's Certificate of Incorporation, furthermore,
provides that no director of the Company is personally liable to the Company or
its stockholders for damages for any breach of duty as a director unless a
judgment or other final adjudication adverse to him establishes that his acts or
omissions involved bad faith, intentional misconduct, a knowing violation of law
or certain expressly prohibited acts, or that he personally gained a financial
profit or other advantage to which he was not legally entitled.

     Article VII of the Company's By-Laws provides that the Company shall
indemnify all persons whom it shall have power to indemnify from and against all
expenses, liabilities or other matters to the fullest extent permitted by the
DGCL as from time to time amended.

     The Company also has liability insurance policies in effect which cover
certain claims against officers and directors of the Company by reason of
certain breaches of duty, neglect, errors or omissions committed by them in such
capacities as officers and directors.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

ITEM 8.  EXHIBITS.
3(a)    Certificate of Incorporation (incorporated by reference to
        Exhibit 2 to the Company's Current Report on Form 8-K filed
        June 23, 1998)
3(b)    Certificate of Designations (incorporated by reference to
        Exhibit 3 to the Company's Current Report on Form 8-K filed
        June 23, 1998)
3(c)    By-Laws (incorporated by reference to Exhibit 4 to the
        Company's Current Report on Form 8-K filed June 23, 1998)
4       Rights Agreement, dated as of June 19, 1998, between the
        Company and The Bank of New York (incorporated by reference
        to Exhibit 5 to the Company's Current Report on Form 8-K
        filed June 23, 1998)
23      Consent of KPMG LLP
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 "Securities 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. 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 20 percent change in
        the maximum aggregate offering price set forth in the "Calculation of
        Registration Fee" table in the effective registration statement and

                                      II-2
4

             (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 set forth in this
        Registration Statement;

     provided, however, that the undertakings set forth in paragraphs (i) and
     (ii) above do not apply if 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 Securities and Exchange Commission
     by the Registrant pursuant to Section 13 or Section 15(d) of the Securities
     Exchange Act of 1934 (the "Exchange Act") that are incorporated by
     reference in this Registration Statement.

          (2) That, for the purpose of determining any liability under the
     Securities 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
     Securities Act, each filing of the Registrant's annual report pursuant to
     Section 13(a) or Section 15(d) of the Exchange Act (and each filing of each
     plan's annual report pursuant to Section 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 herein,
     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
     Securities Act may be permitted to directors, officers or 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 against the Registrant 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 policy as expressed in the Act and will be
     governed by the final adjudication of such issue.

                                      II-3
5

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended,
Bowne & Co., Inc. 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
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York, State of New York, on the
27th day of May, 1999.

                                             BOWNE & CO., INC.

                                             By: /s/ DOUGLAS F. BAUER
                                                 ------------------------
                                                 Douglas F. Bauer
                                                 Counsel and Corporate Secretary

     Pursuant to the requirements of the Securities Act of 1933, the Bowne &
Co., Inc. Global Employee Stock Purchase Plan has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York and State of New York, on this 27th day of
May 1999.

                                             BOWNE & CO., INC.
                                             GLOBAL EMPLOYEE STOCK PURCHASE
                                             PLAN

                                             By: /s/ DENISE K. FLETCHER
                                                 ------------------------------
                                                 Denise K. Fletcher, Trustee

     Pursuant to the requirements of the Securities Act of 1933 as amended, this
Registration Statement has been signed by the following persons in the
capacities indicated on the 27th day of May, 1999.
SIGNATURE                                             TITLE
                     ---------                                             -----
/s/ ROBERT M. JOHNSON                 Chairman of the Board of Directors and Chief
---------------------------------------------------  Executive Officer
                 Robert M. Johnson

                /s/ JAMES P. O'NEIL                  President and Chief Operating Officer (also
---------------------------------------------------  Director)
                  James P. O'Neil

              /s/ DENISE K. FLETCHER                 Senior Vice President and Chief Financial Officer
---------------------------------------------------  (Principal Financial Officer)
                Denise K. Fletcher

               /s/ C. CODY COLQUITT                  Vice President and Controller (Principal
---------------------------------------------------  Accounting Officer)
                 C. Cody Colquitt

                         *                           Director
---------------------------------------------------
                 Robert M. Conway

                         *                           Director
---------------------------------------------------
                  Edward H. Meyer

                         *                           Director
---------------------------------------------------
                H. Marshall Schwarz

                         *                           Director
---------------------------------------------------
                 Wendell M. Smith
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SIGNATURE                                             TITLE
                     ---------                                             -----
*                           Director
---------------------------------------------------
                  Lisa A. Stanley

                         *                           Director
---------------------------------------------------
                   Vincent Tese

                         *                           Director
---------------------------------------------------
                  Harry Wallaesa

                         *                           Director
---------------------------------------------------
                  Richard R. West

             *By: /s/ DOUGLAS F. BAUER               Attorney-in-Fact
   ---------------------------------------------
                 Douglas F. Bauer
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                                 EXHIBIT INDEX
EXHIBIT                                                                 SEQUENTIAL
NUMBER                        DESCRIPTION OF EXHIBIT                    PAGE NUMBER
-------                       ----------------------                    -----------
3(a)     Certificate of Incorporation (incorporated by reference to
           Exhibit 2 to the Company's Current Report on Form 8-K filed
           June 23, 1998)
  3(b)     Certificate of Designations (incorporated by reference to
           Exhibit 3 to the Company's Current Report on Form 8-K filed
           June 23, 1998)
  3(c)     By-Laws (incorporated by reference to Exhibit 4 to the
           Company's Current Report on Form 8-K filed June 23, 1998)
    4      Rights Agreement, dated as of June 19, 1998, between the
           Company and The Bank of New York (incorporated by reference
           to Exhibit 5 to the Company's Current Report on Form 8-K
           filed June 23, 1998)
   23      Consent of KPMG LLP
   24      Power of Attorney
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