As filed with the Securities and Exchange Commission on November 27, 1995
                                             Registration No. 33-

                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

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

                           MICROCOM, INC.                                     
       (Exact name of registrant as specified in its charter)
                                                             
       Massachusetts                              No. 04-2710644
     (State or other jurisdiction                 (IRS Employer
      of incorproation or oganization)           Identification No.)

                      500 River Ridge Drive
                Norwood, Massachusetts 02062-5028
                          (617) 551-1000
 (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)
                                                   
                    Long Term Performance Plan
           1993 Non-Employee Director Stock Option Plan
                        (Full title of plans)

                         Roland D. Pampel
              President and Chief Executive Officer
                          MICROCOM, INC.
                      500 River Ridge Drive
                Norwood, Massachusetts 02062-5028
                          (617) 551-1000
 (Name, address, including zip code, and telephone number, including area
                          code, of agent for service)
                                                   

                 CALCULATION OF REGISTRATION FEE

                                                  Proposed 
  Title of                       Proposed         Maximum
 Securities                      Maximum          Aggregate        Amount of
   to be       Amount to be    Offering Price     Offering       Registration
 Registered     Registered(1)   Per Share(2)      Price(2)           Fee
 ___________   _____________   ______________    _________      _____________
 
 Common                        
 Stock, $.01     450,000         $23.9375         $10,771,875   $3,714.44
 par value        shares

(1)   Plus such additional number of shares as may be required
      pursuant to the Plan in the event of a stock dividend,  
      split-up of shares, recapitalization or other similar
      change in the Common Stock.


(2)   Estimated solely for the purpose of calculating the
      registration fee, in accordance with Rule 457(h)(1), on
      the basis of the average of the high and low prices of
      Microcom, Inc. Common Stock as reported on the Nasdaq
      National Market on November 17, 1995.
                                                                
                              
                              
                              
                              EXPLANATORY NOTE

            This  Registration  Statement  has  been  prepared in
accordance with the requirements of General Instruction E to Form
S-8,  as amended,  and relates  to (i)  400,000 shares  of Common
Stock,  $.01  par  value  per  share  (the  "Common  Stock"),  of
Microcom, Inc.  (the "Company")  which represents an  increase in
the number  of shares reserved  for issuance under  the Company's
Long  Term Performance  Plan (the  "Performance Plan"),  and (ii)
50,000 shares  of the Common Stock, which  represents an increase
in the number of shares reserved for issuance under the Company's
1993 Non-Employee  Director Stock Option Plan  (the "1993 Plan").
300,000 shares have been previously registered for issuance under
the  Performance Plan,  pursuant to  a Registration  Statement on
Form S-8  (File No.  33-84572).  100,000  shares have  previously
been  registered for issuance under  the 1993 Plan  pursuant to a
Registration Statement on Form S-8 (File No. 33-71588).

































                             
                             PART II

        INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

            The  contents  of   the  Company's  previously  filed
Registration Statements on Form  S-8 (Nos. 33-84572 and 33-71588)
relating to shares  issuable under the  Performance Plan and  the
1993 Plan are hereby incorporated by reference.


Item 8.     Exhibits

     5.1  Opinion of Choate, Hall & Stewart

     10.1 Registrant's 1993 Non-Employee Director
          Stock Option Plan (As Amended and Restated
          Effective as of March 17, 1995)

     10.2 Registrant's Long Term Performance Plan
          (As Amended and Restated Effective as of
          April 13, 1995)

     23.1 Consent of Arthur Andersen LLP

     23.2 Consent of Choate, Hall & Stewart
          (included in Exhibit 5.1)

     24.1 Power of Attorney (included in page II-3)


 
























                             
                                     II-1  



                             SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
the Company certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing a Form S-8 and
has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Town
of Norwood, The Commonwealth of Massachusetts on November 17,
1995.


                                   Microcom, Inc.
                                   (Issuer and Employer)

                                    By: Roland D. Pampel,
                                        President and Chief Executive Officer






























                               
                               
                               
                               
                               
                               
                               
                               II-2  




                        

                        POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each individual whose
signature appears below constitutes and appoints Roland D.
Pampel, Peter J. Minihane and William C. Rogers, jointly and
severally, his true and lawful attorneys-in-fact and agents with
full powers of substitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this registration
statement, and to file the same, with all exhibits thereto, and
all documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and
perform each and every act and thing requisite and necessary to
be in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of
them, or their or his substitute or substitutes, may lawfully do
or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below on November
17, 1995 by the following persons in the capacities indicated.

Signature                                 Capacity

Roland D. Pampel                          President, Chief
                                          Executive Officer and Director
                                          (Principal Executive Officer)

Peter J. Minihane                          Executive Vice President, Chief
                                           Financial Officer and Treasurer
                                           (Principal Financial Officer
                                           and Principal Accounting Officer)

James M. Dow                               Chairman of the Board

Donald G. Kennedy                          Director

John C. Rutherford                         Director 

Michael I. Schneider                       Director











                               II-3  

                        
                        
                        


                        INDEX TO EXHIBITS 


Exhibit Number                                               Page

     5.1  Opinion of Choate, Hall & Stewart 

     10.1 Registrant's 1993 Non-Employee Director
          Stock Option Plan (As Amended and Restated
          Effective as of March 17, 1995) 

     10.2 Registrant's Long Term Performance Plan
          (As Amended and Restated Effective as of
          April 13, 1995) 

     23.1 Consent of Arthur Andersen LLP  

     23.2 Consent of Choate, Hall & Stewart
          (included in Exhibit 5.1) 

     24.1 Power of Attorney (included in page II-3) 































                               II-4
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 8932}]
{"company-data": {"conformed-name": "MICROCOM INC", "cik": "0000795571", "assigned-sic": "3661", "irs-number": "042710644", "state-of-incorporation": "MA", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-64579", "film-number": "95596353"}, "business-address": {"street1": "500 RIVER RIDGE DR", "city": "NORWOOD", "state": "MA", "zip": "02062", "phone": "6175511000"}}
As filed with the Securities and Exchange Commission on November 27, 1995
                                             Registration No. 33-

                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

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

                           MICROCOM, INC.                                     
       (Exact name of registrant as specified in its charter)
                                                             
       Massachusetts                              No. 04-2710644
     (State or other jurisdiction                 (IRS Employer
      of incorproation or oganization)           Identification No.)

                      500 River Ridge Drive
                Norwood, Massachusetts 02062-5028
                          (617) 551-1000
 (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)
                                                   
                    Long Term Performance Plan
           1993 Non-Employee Director Stock Option Plan
                        (Full title of plans)

                         Roland D. Pampel
              President and Chief Executive Officer
                          MICROCOM, INC.
                      500 River Ridge Drive
                Norwood, Massachusetts 02062-5028
                          (617) 551-1000
 (Name, address, including zip code, and telephone number, including area
                          code, of agent for service)
                                                   

                 CALCULATION OF REGISTRATION FEE

                                                  Proposed 
  Title of                       Proposed         Maximum
 Securities                      Maximum          Aggregate        Amount of
   to be       Amount to be    Offering Price     Offering       Registration
 Registered     Registered(1)   Per Share(2)      Price(2)           Fee
 ___________   _____________   ______________    _________      _____________
 
 Common                        
 Stock, $.01     450,000         $23.9375         $10,771,875   $3,714.44
 par value        shares

(1)   Plus such additional number of shares as may be required
      pursuant to the Plan in the event of a stock dividend,  
      split-up of shares, recapitalization or other similar
      change in the Common Stock.

(2)   Estimated solely for the purpose of calculating the
      registration fee, in accordance with Rule 457(h)(1), on
      the basis of the average of the high and low prices of
      Microcom, Inc. Common Stock as reported on the Nasdaq
      National Market on November 17, 1995.
                                                                
                              
                              
                              
                              EXPLANATORY NOTE

            This  Registration  Statement  has  been  prepared in
accordance with the requirements of General Instruction E to Form
S-8,  as amended,  and relates  to (i)  400,000 shares  of Common
Stock,  $.01  par  value  per  share  (the  "Common  Stock"),  of
Microcom, Inc.  (the "Company")  which represents an  increase in
the number  of shares reserved  for issuance under  the Company's
Long  Term Performance  Plan (the  "Performance Plan"),  and (ii)
50,000 shares  of the Common Stock, which  represents an increase
in the number of shares reserved for issuance under the Company's
1993 Non-Employee  Director Stock Option Plan  (the "1993 Plan").
300,000 shares have been previously registered for issuance under
the  Performance Plan,  pursuant to  a Registration  Statement on
Form S-8  (File No.  33-84572).  100,000  shares have  previously
been  registered for issuance under  the 1993 Plan  pursuant to a
Registration Statement on Form S-8 (File No. 33-71588).

                             
                             PART II

        INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

            The  contents  of   the  Company's  previously  filed
Registration Statements on Form  S-8 (Nos. 33-84572 and 33-71588)
relating to shares  issuable under the  Performance Plan and  the
1993 Plan are hereby incorporated by reference.

Item 8.     Exhibits

     5.1  Opinion of Choate, Hall & Stewart

     10.1 Registrant's 1993 Non-Employee Director
          Stock Option Plan (As Amended and Restated
          Effective as of March 17, 1995)

     10.2 Registrant's Long Term Performance Plan
          (As Amended and Restated Effective as of
          April 13, 1995)

     23.1 Consent of Arthur Andersen LLP

     23.2 Consent of Choate, Hall & Stewart
          (included in Exhibit 5.1)

     24.1 Power of Attorney (included in page II-3)

 

                             
                                     II-1  

                             SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933,
the Company certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing a Form S-8 and
has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Town
of Norwood, The Commonwealth of Massachusetts on November 17,
1995.

                                   Microcom, Inc.
                                   (Issuer and Employer)

                                    By: Roland D. Pampel,
                                        President and Chief Executive Officer

                               
                               
                               
                               
                               
                               
                               
                               II-2  

                        

                        POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each individual whose
signature appears below constitutes and appoints Roland D.
Pampel, Peter J. Minihane and William C. Rogers, jointly and
severally, his true and lawful attorneys-in-fact and agents with
full powers of substitution, for him and in his name, place and
stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this registration
statement, and to file the same, with all exhibits thereto, and
all documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and
perform each and every act and thing requisite and necessary to
be in and about the premises, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of
them, or their or his substitute or substitutes, may lawfully do
or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below on November
17, 1995 by the following persons in the capacities indicated.

Signature                                 Capacity

Roland D. Pampel                          President, Chief
                                          Executive Officer and Director
                                          (Principal Executive Officer)

Peter J. Minihane                          Executive Vice President, Chief
                                           Financial Officer and Treasurer
                                           (Principal Financial Officer
                                           and Principal Accounting Officer)

James M. Dow                               Chairman of the Board

Donald G. Kennedy                          Director

John C. Rutherford                         Director 

Michael I. Schneider                       Director

                               II-3  

                        
                        
                        

                        INDEX TO EXHIBITS 

Exhibit Number                                               Page

     5.1  Opinion of Choate, Hall & Stewart 

     10.1 Registrant's 1993 Non-Employee Director
          Stock Option Plan (As Amended and Restated
          Effective as of March 17, 1995) 

     10.2 Registrant's Long Term Performance Plan
          (As Amended and Restated Effective as of
          April 13, 1995) 

     23.1 Consent of Arthur Andersen LLP  

     23.2 Consent of Choate, Hall & Stewart
          (included in Exhibit 5.1) 

     24.1 Power of Attorney (included in page II-3) 

                               II-4