As filed with the Securities and Exchange Commission on ___________, 1998
                    Registration Statement No. 333-               
                   
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                   Form S-8
                            Registration Statement
                                    Under
                          The Securities Act of 1933

                              MOSCOM CORPORATION
            (Exact name of Registrant as Specified in its Charter)

                                   DELAWARE
	(State or other Jurisdiction of Incorporation or Organization)

                                  16-1192368
                     (IRS Employer Identification No.)

                              3750 Monroe Avenue
                          Pittsford, New York 14539
                  (Address of principal executive offices)

                       1998 Employee Stock Purchase Plan
                             (Full Title of Plan)

                             Robert L. Boxer, Esq.
                Vice President, Secretary and Corporate Counsel
                              Moscom Corporation
                              3750 Monroe Avenue
                          Pittsford, New York 14534
                                (716) 381-6000
(Name, address, including zip code, and telephone number including area 
code, of Agent for Service)

                                with a copy to:
                            Catherine A. King, Esq.
                           Harris Beach & Wilcox, LLP
                             130 East Main Street
                           Rochester, New York 14604
                                (716) 232-4440

                        CALCULATION OF REGISTRATION FEE
                                                    
Title of                          Proposed            Proposed   
Securities      Amount Offering   Maximum Aggregate   Maximum      Amount of
to be           to be             Price per           Offering     Registration
Registered      Registered(1)     Share(2)            Price(2)     Fee(2)


Common Stock      2,000,000         $6.25             $12,500,000     $3788

(1)  The Registration Statement also includes an indeterminate number of 
additional shares that may become issuable as a result of terminated, 
expired or surrendered options to purchase Common Stock, or pursuant to 
the antidilution provisions of the Plan.

(2)  In accordance with Rule 457, calculated on the basis of the closing sale 
price of the Common Stock on the Nasdaq National Market System on May 27, 1998.
<PAGE>

                                    PART II

                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.	INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following documents are incorporated by reference in this 
Registration Statement:

1.  The Registrant's Annual Report on Form 10-K for the fiscal year 
ended December 31, 1997.

2.  The Registrant's Quarterly Report on Form 10-Q for the quarter 
ended March 31, 1998.

3.  All documents subsequently filed by the Registrant 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 to this 
Registration Statement which indicates that all of the shares of common 
stock offered have been sold or which deregisters all of such shares 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 of 
such documents.  Any statement contained in a document incorporated or 
deemed to be incorporated by reference herein shall be deemed to be 
modified or superseded for purposes of this Registration Statement to the 
extent that a statement contained herein or in any 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.

4.  The description of the common stock of the Registrant is 
contained in its Registration Statement on Form 8-A filed under the 
Securities Exchange Act of 1934, which became effective on October 3, 
1985, including any amendment(s) or report(s) filed for the purpose of 
updating such description.

ITEM 4.	DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5.	INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6.	INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Section 145 of the General Corporation Law of the State of Delaware 
provides that a corporation has the power to indemnify a director, 
officer, employee or agent of the corporation and certain other persons 
serving at the request of the corporation in related capacities against 
amounts paid and expenses incurred in connection with an action or 
proceeding to which he or she is or is threatened to be made a party by 
reason of such position, if such person shall have acted in good faith 
and in a manner he or she reasonably believed to be in or not opposed to 
the best interests of the corporation, and, in any criminal proceeding, 
if such person had no reasonable cause to believe his or her conduct was 
<PAGE>
unlawful, provided that, in the case of actions brought by or in the
right of the corporation, no indemnification shall be made with respect 
to any matter as to which such person shall have been adjudged to be 
liable to the corporation unless and only to the extent that the 
adjudicating court determines that such indemnification is proper under 
the circumstances.  The Registrant's Restated Certificate of 
Incorporation provides that the Registrant shall indemnify its directors 
and officers to the fullest extent permitted by the Delaware General 
Corporation Law.

The Registrant's Restated Certificate of Incorporation also provides 
that no director shall be personally liable to the Registrant or its 
stockholders for monetary damages for breach of his or her fiduciary duty 
as a director, except for liability (i) for any breach of the director's 
duty of loyalty to the Registrant or its stockholders, (ii) for acts or 
omissions not in good faith or which involve intentional misconduct or a 
knowing violation of law, (iii) under Section 174 of the Delaware General 
Corporation Law or (iv) for any transaction in which the director derived 
an improper personal benefit.

Article VIII of the of By-Laws of the Registrant provides for 
indemnification for the officers and directors of the Registrant to the 
full extent permitted by applicable law.

Insofar as indemnification for liabilities arising under the 
Securities Act of 1933 may be permitted to directors, officers or persons 
controlling the Registrant pursuant to the foregoing provisions, the 
Registrant has been informed that in the opinion of the Securities and 
Exchange Commission such indemnification is against public policy as 
expressed in the Securities Act of 1933 and is therefore unenforceable.

ITEM 7.	EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.	EXHIBITS

The following exhibits are filed with this Registration Statement:

4.1	1998 Employee Stock Purchase Plan.  (Incorporated by 
reference from Registrant's proxy material filed on February 27, 1998.)

4.2	1993 Stock Option Plan (Incorporated by reference from 
Registrant's Form S-8 filed October 5, 1992.)

5.	Opinion of Harris Beach & Wilcox, LLP.

23.1	Consent of Arthur Andersen, LLP.

23.2	Consent of Deloitte & Touche, LLP

23.3	Consent of Harris Beach & Wilcox, LLP (included in Exhibit 5).
<PAGE>
ITEM 9.	UNDERTAKINGS

(a)	Rule  415 Offerings.

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;

(ii)	To reflect in the prospectus any facts or events arising 
after the effective date of the Registration Statement (or the most 
recent-post-effective amendment thereof) which, individually or in the 
aggregate, represent a fundamental change in the information set forth in 
the Registration Statement.  Notwithstanding the foregoing, any increase 
or decrease in volume of securities offered (if the total dollar value of 
securities offered would not exceed that which was registered) and any 
deviation from the low or high end of the estimated maximum offering 
range may be reflected in the form of prospectus filed with the 
Commission pursuant to Rule 424(b) if, in the aggregate, the changes in 
the 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;

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

provided, however, that paragraphs (a)(1)(I) and (a)(1)(ii) do not apply 
if the registration statement is on Form S-3, Form S-8 or Form F-3, and 
the information required to be included in a post-effective amendment by 
those paragraphs is contained in periodic reports filed with or furnished 
to the Commission by the Registrant pursuant to Section 13 or 15(d) of 
the Securities Exchange Act of 1934 that are incorporated by reference in 
the Registration Statement.

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

(3)	To remove from registration by means of a post-effective 
amendment any of the securities being registered which remain unsold at 
the termination of the offering.
<PAGE>
(b)	Filings Incorporating Subsequent Exchange Act Documents by 
Reference.

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 (and, where 
applicable, each filing of an employee benefit plan's annual report 
pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is 
incorporated by reference in this Registration Statement shall be deemed 
to be a new registration statement relating to the securities offered 
therein, and the offering of such securities at that time shall be deemed 
to be the initial bona fide offering thereof.

(c)	Filing of Registration Statement on Forms S-8.

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 provisions of the 
Registrant's charter, 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 being offered, the Registrant will, 
unless in the opinion of its counsel the matter has been settled by 
controlling precedent, submit to a court of appropriate jurisdiction the 
question whether such indemnification by it is against public  policy as 
expressed in the Act and will be governed by the final adjudication of 
such issue.
<PAGE>
                               SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the 
Registrant certifies that it has reasonable grounds to believe that it 
meets all of the requirements for filing on Form S-8 and has duly caused 
this Registration Statement or amendment thereto to be signed on its 
behalf by the undersigned, thereunto duly authorized, in Pittsford, New 
York, on May 14, 1998.

MOSCOM CORPORATION


By:	__________________________________
        David G. Mazzella, President and 
        Chief Executive Officer

                      SIGNATURES AND POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints David 
G. Mazzella and Robert L. Boxer, and each of them, his true and lawful 
attorneys-in-fact and agents, with full power of substitution and 
resubstitution in each of them, for him and in his name, place and stead, 
and in any and all capacities, to sign any and all amendments (including 
post-effective amendments) to this Registration Statement on Form S-8 of 
Moscom Corporation and to file the same, with all exhibits thereto, and 
other 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 or necessary to be done in and about the premises, hereby 
ratifying and confirming all that said attorneys-in-fact and agents or 
any of them or their or his substitutes or substitute, may lawfully do or 
cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed by the following persons in the 
capacities indicated on the 14th day of May, 1998.

SIGNATURE                                           TITLE


___________________________________    President, Chief Executive Officer and
David G. Mazzella                      Director (Principal Executive Officer)


___________________________________    Treasurer (Principal Financial and
Ronald C. Lundy                        Accounting Officer)
                               


___________________________________    Director
John E. Gould


___________________________________    Director
William J. Reilly


___________________________________    Director
John E. Mooney

<PAGE>
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As filed with the Securities and Exchange Commission on ___________, 1998
                    Registration Statement No. 333-               
                   
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                   Form S-8
                            Registration Statement
                                    Under
                          The Securities Act of 1933

                              MOSCOM CORPORATION
            (Exact name of Registrant as Specified in its Charter)

                                   DELAWARE
	(State or other Jurisdiction of Incorporation or Organization)

                                  16-1192368
                     (IRS Employer Identification No.)

                              3750 Monroe Avenue
                          Pittsford, New York 14539
                  (Address of principal executive offices)

                       1998 Employee Stock Purchase Plan
                             (Full Title of Plan)

                             Robert L. Boxer, Esq.
                Vice President, Secretary and Corporate Counsel
                              Moscom Corporation
                              3750 Monroe Avenue
                          Pittsford, New York 14534
                                (716) 381-6000
(Name, address, including zip code, and telephone number including area 
code, of Agent for Service)

                                with a copy to:
                            Catherine A. King, Esq.
                           Harris Beach & Wilcox, LLP
                             130 East Main Street
                           Rochester, New York 14604
                                (716) 232-4440

                        CALCULATION OF REGISTRATION FEE
                                                    
Title of                          Proposed            Proposed   
Securities      Amount Offering   Maximum Aggregate   Maximum      Amount of
to be           to be             Price per           Offering     Registration
Registered      Registered(1)     Share(2)            Price(2)     Fee(2)

Common Stock      2,000,000         $6.25             $12,500,000     $3788

(1)  The Registration Statement also includes an indeterminate number of 
additional shares that may become issuable as a result of terminated, 
expired or surrendered options to purchase Common Stock, or pursuant to 
the antidilution provisions of the Plan.

(2)  In accordance with Rule 457, calculated on the basis of the closing sale 
price of the Common Stock on the Nasdaq National Market System on May 27, 1998.
PART II

                INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.	INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

The following documents are incorporated by reference in this 
Registration Statement:

1.  The Registrant's Annual Report on Form 10-K for the fiscal year 
ended December 31, 1997.

2.  The Registrant's Quarterly Report on Form 10-Q for the quarter 
ended March 31, 1998.

3.  All documents subsequently filed by the Registrant 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 to this 
Registration Statement which indicates that all of the shares of common 
stock offered have been sold or which deregisters all of such shares 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 of 
such documents.  Any statement contained in a document incorporated or 
deemed to be incorporated by reference herein shall be deemed to be 
modified or superseded for purposes of this Registration Statement to the 
extent that a statement contained herein or in any 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.

4.  The description of the common stock of the Registrant is 
contained in its Registration Statement on Form 8-A filed under the 
Securities Exchange Act of 1934, which became effective on October 3, 
1985, including any amendment(s) or report(s) filed for the purpose of 
updating such description.

ITEM 4.	DESCRIPTION OF SECURITIES.

Not applicable.

ITEM 5.	INTERESTS OF NAMED EXPERTS AND COUNSEL.

Not applicable.

ITEM 6.	INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Section 145 of the General Corporation Law of the State of Delaware 
provides that a corporation has the power to indemnify a director, 
officer, employee or agent of the corporation and certain other persons 
serving at the request of the corporation in related capacities against 
amounts paid and expenses incurred in connection with an action or 
proceeding to which he or she is or is threatened to be made a party by 
reason of such position, if such person shall have acted in good faith 
and in a manner he or she reasonably believed to be in or not opposed to 
the best interests of the corporation, and, in any criminal proceeding, 
if such person had no reasonable cause to believe his or her conduct was
unlawful, provided that, in the case of actions brought by or in the
right of the corporation, no indemnification shall be made with respect 
to any matter as to which such person shall have been adjudged to be 
liable to the corporation unless and only to the extent that the 
adjudicating court determines that such indemnification is proper under 
the circumstances.  The Registrant's Restated Certificate of 
Incorporation provides that the Registrant shall indemnify its directors 
and officers to the fullest extent permitted by the Delaware General 
Corporation Law.

The Registrant's Restated Certificate of Incorporation also provides 
that no director shall be personally liable to the Registrant or its 
stockholders for monetary damages for breach of his or her fiduciary duty 
as a director, except for liability (i) for any breach of the director's 
duty of loyalty to the Registrant or its stockholders, (ii) for acts or 
omissions not in good faith or which involve intentional misconduct or a 
knowing violation of law, (iii) under Section 174 of the Delaware General 
Corporation Law or (iv) for any transaction in which the director derived 
an improper personal benefit.

Article VIII of the of By-Laws of the Registrant provides for 
indemnification for the officers and directors of the Registrant to the 
full extent permitted by applicable law.

Insofar as indemnification for liabilities arising under the 
Securities Act of 1933 may be permitted to directors, officers or persons 
controlling the Registrant pursuant to the foregoing provisions, the 
Registrant has been informed that in the opinion of the Securities and 
Exchange Commission such indemnification is against public policy as 
expressed in the Securities Act of 1933 and is therefore unenforceable.

ITEM 7.	EXEMPTION FROM REGISTRATION CLAIMED.

Not applicable.

ITEM 8.	EXHIBITS

The following exhibits are filed with this Registration Statement:

4.1	1998 Employee Stock Purchase Plan.  (Incorporated by 
reference from Registrant's proxy material filed on February 27, 1998.)

4.2	1993 Stock Option Plan (Incorporated by reference from 
Registrant's Form S-8 filed October 5, 1992.)

5.	Opinion of Harris Beach & Wilcox, LLP.

23.1	Consent of Arthur Andersen, LLP.

23.2	Consent of Deloitte & Touche, LLP

23.3	Consent of Harris Beach & Wilcox, LLP (included in Exhibit 5).
ITEM 9.	UNDERTAKINGS

(a)	Rule  415 Offerings.

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;

(ii)	To reflect in the prospectus any facts or events arising 
after the effective date of the Registration Statement (or the most 
recent-post-effective amendment thereof) which, individually or in the 
aggregate, represent a fundamental change in the information set forth in 
the Registration Statement.  Notwithstanding the foregoing, any increase 
or decrease in volume of securities offered (if the total dollar value of 
securities offered would not exceed that which was registered) and any 
deviation from the low or high end of the estimated maximum offering 
range may be reflected in the form of prospectus filed with the 
Commission pursuant to Rule 424(b) if, in the aggregate, the changes in 
the 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;

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

provided, however, that paragraphs (a)(1)(I) and (a)(1)(ii) do not apply 
if the registration statement is on Form S-3, Form S-8 or Form F-3, and 
the information required to be included in a post-effective amendment by 
those paragraphs is contained in periodic reports filed with or furnished 
to the Commission by the Registrant pursuant to Section 13 or 15(d) of 
the Securities Exchange Act of 1934 that are incorporated by reference in 
the Registration Statement.

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

(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.
(b)	Filings Incorporating Subsequent Exchange Act Documents by 
Reference.

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 (and, where 
applicable, each filing of an employee benefit plan's annual report 
pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is 
incorporated by reference in this Registration Statement shall be deemed 
to be a new registration statement relating to the securities offered 
therein, and the offering of such securities at that time shall be deemed 
to be the initial bona fide offering thereof.

(c)	Filing of Registration Statement on Forms S-8.

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 provisions of the 
Registrant's charter, 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 being offered, the Registrant will, 
unless in the opinion of its counsel the matter has been settled by 
controlling precedent, submit to a court of appropriate jurisdiction the 
question whether such indemnification by it is against public  policy as 
expressed in the Act and will be governed by the final adjudication of 
such issue.
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the 
Registrant certifies that it has reasonable grounds to believe that it 
meets all of the requirements for filing on Form S-8 and has duly caused 
this Registration Statement or amendment thereto to be signed on its 
behalf by the undersigned, thereunto duly authorized, in Pittsford, New 
York, on May 14, 1998.

MOSCOM CORPORATION

By:	__________________________________
        David G. Mazzella, President and 
        Chief Executive Officer

                      SIGNATURES AND POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints David 
G. Mazzella and Robert L. Boxer, and each of them, his true and lawful 
attorneys-in-fact and agents, with full power of substitution and 
resubstitution in each of them, for him and in his name, place and stead, 
and in any and all capacities, to sign any and all amendments (including 
post-effective amendments) to this Registration Statement on Form S-8 of 
Moscom Corporation and to file the same, with all exhibits thereto, and 
other 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 or necessary to be done in and about the premises, hereby 
ratifying and confirming all that said attorneys-in-fact and agents or 
any of them or their or his substitutes or substitute, may lawfully do or 
cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed by the following persons in the 
capacities indicated on the 14th day of May, 1998.

SIGNATURE                                           TITLE

___________________________________    President, Chief Executive Officer and
David G. Mazzella                      Director (Principal Executive Officer)

___________________________________    Treasurer (Principal Financial and
Ronald C. Lundy                        Accounting Officer)
                               

___________________________________    Director
John E. Gould

___________________________________    Director
William J. Reilly

___________________________________    Director
John E. Mooney