As filed with the Securities and Exchange Commission on August 23,
         1995

                                            Registration No. 33-

                                                                              


                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C. 20549


                                      FORM S-8


                            REGISTRATION STATEMENT UNDER
                             THE SECURITIES ACT OF 1933


                                 IOMEGA CORPORATION
                 (Exact name of issuer as specified in its charter)


                   Delaware                           86-0385884
         (State or other jurisdiction of         (I.R.S. Employer
          incorporation or organization)         Identification Number)


                       1821 West Iomega Way, Roy, Utah        84067
                 (Address of Principal Executive Offices)   (Zip Code)


                    Iomega Retirement and Investment Savings Plan
                              (Full title of the Plan)


                              Patrick J. Rondeau, Esq.
                                    Hale and Dorr
                                   60 State Street
                             Boston, Massachusetts 02109
                       (Name and address of agent for service)


                                   (617) 526-6000
            (Telephone number, including area code, of agent for service)

<PAGE>





                           CALCULATION OF REGISTRATION FEE

                                    Proposed    Proposed
         Title of                   maximum     maximum
         securities     Amount      offering    aggregate    Amount of
         to be          to be       price       offering     registration
         registered     registered  per share   price        fee         

         Common Stock,  200,000   (1) 26.8125  (2) 5,362,500 (2)  $1,849.14
         $.03 1/3 par
         value

              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(s) described herein.
                                                                           

         (1)  The Iomega Retirement and Investment Savings Plan permits
              contributions to be used to purchase shares of the
              Registrant's Common Stock in the open market.  The number of
              shares registered represents a three-year estimate, based on
              the estimated aggregate amount of employee and employer
              contributions to the IRIS Plan during such three-year period,
              of the maximum number of shares which would be issuable,
              based on the average of the high and low prices of the Common
              Stock on the Nasdaq National Market on August 21, 1995.

         (2)  Estimated solely for the purpose of calculating the
              registration fee, and based upon the average of the high and
              low prices of the Common Stock on the Nasdaq National Market
              on August 21, 1995 in accordance with Rules 457(c) and 457(h)
              of the Securities Act of 1933.



<PAGE>

         PART I. INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

                   The information required by Part I is included in
         documents sent or given to participants in the Iomega Retirement
         and Investment Savings Plan (the "Plan") pursuant to Rule
         428(b)(l) of the Securities Act of 1933, as amended (the
         "Securities Act").

         PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

              Item 3.  Incorporation of Certain Documents by Reference

                   The Registrant and the Plan are subject to the
         informational and reporting requirements of Sections 13(a), 14,
         and 15(d) of the Securities Exchange Act of 1934, as amended (the
         "Exchange Act"), and in accordance therewith file reports, proxy
         statements and other information with the Securities and Exchange
         Commission (the "Commission").  The following documents, which are
         on file with the Commission, are incorporated in this Registration
         Statement by reference:

                   (l)  The Registrant's latest annual report and the
              Plan's latest annual report filed pursuant to Sections l3(a)
              or 15(d) of the Exchange Act, or, in the case of the
              Registrant, the latest prospectus filed pursuant to Rule
              424(b) under the Securities Act that contains audited
              financial statements for the Registrant's latest fiscal year
              for which such statements have been filed.

                   (2)  All other reports filed pursuant to Sections l3(a)
              or l5(d) of the Exchange Act since the end of the fiscal year
              covered by the document referred to in (1) above.

                   (3)  The description of the common stock of the
              Registrant, $.03 1/3 par value per share, contained in a
              Registration Statement filed under the Exchange Act,
              including any amendment or report filed for the purpose of
              updating such description.

                   All documents subsequently filed by the Registrant or
         the Plan pursuant to Sections 13(a), 13(c), 14, and 15(d) of the
         Exchange Act prior to the filing of a post-effective amendment
         which indicates that all shares of common stock offered hereby
         have been sold or which deregisters all shares of common stock
         then remaining unsold, shall be deemed to be incorporated by
         reference herein and to be part hereof from the date of the 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
         Prospectus 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 statement so modified or superseded shall not be
         deemed, except as so modified or superseded, to constitute a part
         of this Prospectus. 

              Item 4.  Description of Securities

                   Not applicable.

              Item 5.  Interests of Named Experts and Counsel

                   Not applicable.

              Item 6.  Indemnification

                   Under Article Sixth of the Registrant's Restated
         Certificate of Incorporation and Article Fifth of the Registrant's
         By-Laws, each person who is a director or officer of the
         Registrant shall be indemnified by the Registrant to the full
         extent permitted by Section 145 of the General Corporation Law of
         Delaware ("Section 145").

                   Section l45 provides a detailed statutory framework
         covering indemnification of directors and officers of liabilities
         and expenses arising out of legal proceedings brought against them
         by reason of their status or service as directors or officers.
         This section provides that a director or officer of a corporation
         (i) shall be indemnified by the corporation for all expenses of
         such legal proceedings when he is successful on the merits, (ii)
         may be indemnified by the corporation for the expenses, judgments,
         fines and amounts paid in settlement of such proceedings (other
         than a derivative suit), even if he is not successful on the
         merits, if he acted in good faith and in a manner he reasonably
         believed to be in or not opposed to the best interests of the
         corporation (and, in the case of a criminal proceeding, had no
         reasonable cause to believe his conduct was unlawful), and (iii)
         may be indemnified by the corporation for expenses of a derivative
         suit (a suit by a shareholder alleging a breach by a director or
         officer of a duty owed to the corporation), even if he is not
         successful on the merits, if he acted in good faith and in a
         manner he reasonably believed to be in or not opposed to the best
         interests of the corporation.  No indemnification may be made
         under clause (iii) above, however, if the director or officer is
         adjudged liable for negligence or misconduct in the performance of
         his duties to the corporation, unless a court determines that,
         despite such adjudication and in view of all of the circumstances,
         he is entitled to indemnification.  The indemnification described
         in clauses (ii) and (iii) above may be made only upon a
         determination that indemnification is proper because the
         applicable standard of conduct has been met.  Such a determination
         may be made by a majority of a quorum of disinterested directors,
         independent legal counsel or the stockholders.  The board of
         directors may authorize advancing litigation expenses to a
         director or officer upon receipt of an undertaking by such
         director or officer to repay such expenses if it is ultimately
         determined that he is not entitled to be indemnified for them.

                   The Registrant has entered into indemnification
         agreements with each of its directors which supplement or clarify
         the statutory indemnity provisions of Section l45 in the following
         respects: (i) the presumption that the director or officer met the
         applicable standard of conduct is established, (ii) the
         advancement of litigation expenses is provided upon request if the
         director or officer agrees to repay them if it is ultimately
         determined that he is not entitled to indemnification for them,
         (iii) indemnity is explicitly provided for settlements of
         derivative actions, (iv) the director or officer is permitted to
         petition a court to determine whether his actions met the standard
         required, and (v) partial indemnification is permitted in the
         event that the director or officer is not entitled to full
         indemnification.

                   As permitted by Section l45, the Registrant has
         purchased a general liability insurance policy which covers
         certain liabilities of directors and officers of the Registrant
         arising out of claims based on acts or omissions in their capacity
         as directors or officers and for which they are not indemnified by
         the Registrant.

              Item 7.  Exemption from Registration Claimed

                   Not applicable.

              Item 8.  Exhibits

                   The Exhibit Index immediately preceding the exhibits is
         incorporated herein by reference.  The Registrant has previously
         obtained a favorable determination from the Internal Revenue
         Service (the "IRS") for the Plan.  The Company has submitted or
         undertakes to submit the Plan in its amended form and any future
         amendments to the Plan to the IRS in a timely manner and to make
         all changes required by the IRS in order to qualify the Plan under
         the Employee Retirement Income Security Act of 1976, as amended,
         and Sections 401(a) and 401(k) of the Internal Revenue Code of
         1986, as amended.

              Item 9.  Undertakings

                   1.   The undersigned Registrant hereby undertakes:


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

                   (i)  include any prospectus required by section 10(a)(3)
         of the Securities Act; 

                   (ii) 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;
         and 

                   (iii) 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;

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

              2.   The Registrant hereby undertakes 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, where applicable, each
         filing of an employee benefit plan's annual report pursuant to
         Section 15(d) of the Exchange Act) 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.

              3.   Insofar as indemnification for liabilities arising under
         the Securities Act may be permitted to directors, officers and
         controlling persons of the Registrant pursuant to the foregoing
         provisions, or otherwise, the Registrant has been advised that in
         the opinion of the 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 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 Securities Act and will be governed by
         the final adjudication of such issue.


<PAGE>


                                     SIGNATURES

              The Registrant.  Pursuant to the requirements of the
         Securities Act, the Registrant certifies that it has reasonable
         grounds to believe that it meets all of the requirements for
         filing on Form S-8 and has duly caused this Registration Statement
         to be signed on its behalf by the undersigned, thereunto duly
         authorized, in the City of Roy, Utah, on the 18th day of August,
         1995.


                                       IOMEGA CORPORATION



                                       By:/s/ Kim B. Edwards          
                                          Kim B. Edwards
                                          President and
                                          Chief Executive Officer



                                  POWER OF ATTORNEY

              We, the undersigned officers and directors of Iomega
         Corporation, hereby severally constitute Kim B. Edwards,  Donald
         R. Sterling and Patrick J. Rondeau, and each of them singly, our
         true and lawful attorneys with full power to them, and each of
         them singly, to sign for us and in our names in the capacities
         indicated below, the Registration Statement on Form S-8 filed
         herewith and any and all subsequent amendments to said
         Registration Statement, and generally to do all such things in our
         names and behalf in our capacities as officers and directors to
         enable Iomega Corporation to comply with all requirements of the
         Securities and Exchange Commission, hereby ratifying and
         confirming our signatures as they may be signed by said attorneys,
         or any of them, to said Registration Statement and any and all
         amendments thereto.

<PAGE>

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

              Signature               Title

     /s/ David J. Dunn            Chairman of the Board    August 18, 1995
     David J. Dunn                of Directors                                


     /s/ Kim B. Edwards           Director, President and  August 18, 1995
     Kim B. Edwards               Chief Executive Officer  
                                  (Principal Executive     
                                  Officer)                 

     /s/ Leonard C. Purkis        Senior Vice President,   August 18, 1995
     Leonard C. Purkis            Chief Financial Officer                     
                                  and Treasurer (Principal 
                                  Financial and Accounting                    
                                  Officer)                 

                                  Director                 August __, 1995
     Willem H.J. Andersen                                                     


     /s/ Robert P. Berkowitz      Director                 August 18, 1995
     Robert P. Berkowitz                                   


     /s/ Anthony L. Craig         Director                 August 18, 1995
     Anthony L. Craig                                      


     /s/ Michael J. Kucha         Director                 August 18, 1995
     Michael J. Kucha                                      


     /s/ John R. Myers            Director                 August 22, 1995
     John R. Myers                                         


     /s/ John E. Nolan, Jr.       Director                 August 18, 1995
     John E. Nolan, Jr.                                    


    /s/ John E. Sheehan           Director                 August 18, 1995
     The Honorable                                         
     John E. Sheehan                                       


<PAGE>


          The Plan.  Pursuant to the requirements of the Securities Act of
     1933, the trustees of the Plan have duly caused this Registration
     Statement to be signed on its behalf by the undersigned thereunto duly
     authorized, in the City of Roy, Utah on the 18th day of August, 1995.


                                       IOMEGA RETIREMENT AND
                                       INVESTMENT SAVINGS PLAN


                                       By:/s/ Daniel W. Henrie       
                                          Daniel W. Henrie
                                          Plan Administrator

<PAGE>




                                  Exhibit Index

     Exhibit
     Number           Description
     --------         ---------------------------


     4.1 (1)          Restated Certificate of Incorporation of the Company

     4.2 (1)          Amended and Restated By-Laws of the Registrant

     4.3 (1)          Certificate of Designation of Series A and Series B
                      Convertible Preferred Stock of the Company

     4.4 (1)          Certificate of Designation of Series C Junior
                      Participating Preferred Stock of the Registrant

     4.5 (2)          Rights Agreement, dated as of October 19, 1988,
                      between the Registrant and The First National Bank of
                      Boston, as Rights Agent

     4.6 (3)          Amendment No. 1 dated September 24, 1990 to Rights
                      Agreement dated as of August 28, 1989 between the
                      Company and The First National Bank of Boston, as
                      Rights Agent.

     23.1             Consent of Arthur Andersen LLP

     24.1             Power of Attorney (included on the signature page of
                      this Registration Statement)

         __________________

         (1)  Incorporated herein by reference from the Exhibits to the
              Company's Annual Report on Form 10-Q for the fiscal year
              ended August 4, 1993.

         (2)  Incorporated herein by reference from the Exhibits to the
              Company's Current Report on Form 8-K filed on August 12,
              1989.

         (3)  Incorporated herein by reference to the Exhibits to the
              Registrant's Amendment No. l to Current Report on Form 8-K,
              filed on September 25, 1990.



<PAGE>



                                                           Exhibit 23.1



                      CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

              As independent public accountants, we hereby consent to the
         incorporation by reference in this registration statement of our
         reports dated January 25, 1995 included or incorporated by
         reference in Iomega Corporation's Form 10-K for the year ended
         December 31, 1994 and our report dated July 21, 1995 included in
         Iomega Corporation's Form 11-K for the plan year ended
         December 31, 1994 and to all references to our Firm included in
         this Registration Statement.



         ARTHUR ANDERSEN LLP

         Salt Lake City, Utah
         August 23, 1995
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 22982}]
As filed with the Securities and Exchange Commission on August 23,
         1995

                                            Registration No. 33-

                                                                              

                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C. 20549

                                      FORM S-8

                            REGISTRATION STATEMENT UNDER
                             THE SECURITIES ACT OF 1933

                                 IOMEGA CORPORATION
                 (Exact name of issuer as specified in its charter)

                   Delaware                           86-0385884
         (State or other jurisdiction of         (I.R.S. Employer
          incorporation or organization)         Identification Number)

                       1821 West Iomega Way, Roy, Utah        84067
                 (Address of Principal Executive Offices)   (Zip Code)

                    Iomega Retirement and Investment Savings Plan
                              (Full title of the Plan)

                              Patrick J. Rondeau, Esq.
                                    Hale and Dorr
                                   60 State Street
                             Boston, Massachusetts 02109
                       (Name and address of agent for service)

                                   (617) 526-6000
            (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE

                                    Proposed    Proposed
         Title of                   maximum     maximum
         securities     Amount      offering    aggregate    Amount of
         to be          to be       price       offering     registration
         registered     registered  per share   price        fee         

         Common Stock,  200,000   (1) 26.8125  (2) 5,362,500 (2)  $1,849.14
         $.03 1/3 par
         value

              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(s) described herein.
                                                                           

         (1)  The Iomega Retirement and Investment Savings Plan permits
              contributions to be used to purchase shares of the
              Registrant's Common Stock in the open market.  The number of
              shares registered represents a three-year estimate, based on
              the estimated aggregate amount of employee and employer
              contributions to the IRIS Plan during such three-year period,
              of the maximum number of shares which would be issuable,
              based on the average of the high and low prices of the Common
              Stock on the Nasdaq National Market on August 21, 1995.

         (2)  Estimated solely for the purpose of calculating the
              registration fee, and based upon the average of the high and
              low prices of the Common Stock on the Nasdaq National Market
              on August 21, 1995 in accordance with Rules 457(c) and 457(h)
              of the Securities Act of 1933.
PART I. INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

                   The information required by Part I is included in
         documents sent or given to participants in the Iomega Retirement
         and Investment Savings Plan (the "Plan") pursuant to Rule
         428(b)(l) of the Securities Act of 1933, as amended (the
         "Securities Act").

         PART II. INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

              Item 3.  Incorporation of Certain Documents by Reference

                   The Registrant and the Plan are subject to the
         informational and reporting requirements of Sections 13(a), 14,
         and 15(d) of the Securities Exchange Act of 1934, as amended (the
         "Exchange Act"), and in accordance therewith file reports, proxy
         statements and other information with the Securities and Exchange
         Commission (the "Commission").  The following documents, which are
         on file with the Commission, are incorporated in this Registration
         Statement by reference:

                   (l)  The Registrant's latest annual report and the
              Plan's latest annual report filed pursuant to Sections l3(a)
              or 15(d) of the Exchange Act, or, in the case of the
              Registrant, the latest prospectus filed pursuant to Rule
              424(b) under the Securities Act that contains audited
              financial statements for the Registrant's latest fiscal year
              for which such statements have been filed.

                   (2)  All other reports filed pursuant to Sections l3(a)
              or l5(d) of the Exchange Act since the end of the fiscal year
              covered by the document referred to in (1) above.

                   (3)  The description of the common stock of the
              Registrant, $.03 1/3 par value per share, contained in a
              Registration Statement filed under the Exchange Act,
              including any amendment or report filed for the purpose of
              updating such description.

                   All documents subsequently filed by the Registrant or
         the Plan pursuant to Sections 13(a), 13(c), 14, and 15(d) of the
         Exchange Act prior to the filing of a post-effective amendment
         which indicates that all shares of common stock offered hereby
         have been sold or which deregisters all shares of common stock
         then remaining unsold, shall be deemed to be incorporated by
         reference herein and to be part hereof from the date of the 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
         Prospectus 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 statement so modified or superseded shall not be
         deemed, except as so modified or superseded, to constitute a part
         of this Prospectus. 

              Item 4.  Description of Securities

                   Not applicable.

              Item 5.  Interests of Named Experts and Counsel

                   Not applicable.

              Item 6.  Indemnification

                   Under Article Sixth of the Registrant's Restated
         Certificate of Incorporation and Article Fifth of the Registrant's
         By-Laws, each person who is a director or officer of the
         Registrant shall be indemnified by the Registrant to the full
         extent permitted by Section 145 of the General Corporation Law of
         Delaware ("Section 145").

                   Section l45 provides a detailed statutory framework
         covering indemnification of directors and officers of liabilities
         and expenses arising out of legal proceedings brought against them
         by reason of their status or service as directors or officers.
         This section provides that a director or officer of a corporation
         (i) shall be indemnified by the corporation for all expenses of
         such legal proceedings when he is successful on the merits, (ii)
         may be indemnified by the corporation for the expenses, judgments,
         fines and amounts paid in settlement of such proceedings (other
         than a derivative suit), even if he is not successful on the
         merits, if he acted in good faith and in a manner he reasonably
         believed to be in or not opposed to the best interests of the
         corporation (and, in the case of a criminal proceeding, had no
         reasonable cause to believe his conduct was unlawful), and (iii)
         may be indemnified by the corporation for expenses of a derivative
         suit (a suit by a shareholder alleging a breach by a director or
         officer of a duty owed to the corporation), even if he is not
         successful on the merits, if he acted in good faith and in a
         manner he reasonably believed to be in or not opposed to the best
         interests of the corporation.  No indemnification may be made
         under clause (iii) above, however, if the director or officer is
         adjudged liable for negligence or misconduct in the performance of
         his duties to the corporation, unless a court determines that,
         despite such adjudication and in view of all of the circumstances,
         he is entitled to indemnification.  The indemnification described
         in clauses (ii) and (iii) above may be made only upon a
         determination that indemnification is proper because the
         applicable standard of conduct has been met.  Such a determination
         may be made by a majority of a quorum of disinterested directors,
         independent legal counsel or the stockholders.  The board of
         directors may authorize advancing litigation expenses to a
         director or officer upon receipt of an undertaking by such
         director or officer to repay such expenses if it is ultimately
         determined that he is not entitled to be indemnified for them.

                   The Registrant has entered into indemnification
         agreements with each of its directors which supplement or clarify
         the statutory indemnity provisions of Section l45 in the following
         respects: (i) the presumption that the director or officer met the
         applicable standard of conduct is established, (ii) the
         advancement of litigation expenses is provided upon request if the
         director or officer agrees to repay them if it is ultimately
         determined that he is not entitled to indemnification for them,
         (iii) indemnity is explicitly provided for settlements of
         derivative actions, (iv) the director or officer is permitted to
         petition a court to determine whether his actions met the standard
         required, and (v) partial indemnification is permitted in the
         event that the director or officer is not entitled to full
         indemnification.

                   As permitted by Section l45, the Registrant has
         purchased a general liability insurance policy which covers
         certain liabilities of directors and officers of the Registrant
         arising out of claims based on acts or omissions in their capacity
         as directors or officers and for which they are not indemnified by
         the Registrant.

              Item 7.  Exemption from Registration Claimed

                   Not applicable.

              Item 8.  Exhibits

                   The Exhibit Index immediately preceding the exhibits is
         incorporated herein by reference.  The Registrant has previously
         obtained a favorable determination from the Internal Revenue
         Service (the "IRS") for the Plan.  The Company has submitted or
         undertakes to submit the Plan in its amended form and any future
         amendments to the Plan to the IRS in a timely manner and to make
         all changes required by the IRS in order to qualify the Plan under
         the Employee Retirement Income Security Act of 1976, as amended,
         and Sections 401(a) and 401(k) of the Internal Revenue Code of
         1986, as amended.

              Item 9.  Undertakings

                   1.   The undersigned Registrant hereby undertakes:

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

                   (i)  include any prospectus required by section 10(a)(3)
         of the Securities Act; 

                   (ii) 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;
         and 

                   (iii) 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;

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

              2.   The Registrant hereby undertakes 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, where applicable, each
         filing of an employee benefit plan's annual report pursuant to
         Section 15(d) of the Exchange Act) 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.

              3.   Insofar as indemnification for liabilities arising under
         the Securities Act may be permitted to directors, officers and
         controlling persons of the Registrant pursuant to the foregoing
         provisions, or otherwise, the Registrant has been advised that in
         the opinion of the 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 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 Securities Act and will be governed by
         the final adjudication of such issue.
SIGNATURES

              The Registrant.  Pursuant to the requirements of the
         Securities Act, the Registrant certifies that it has reasonable
         grounds to believe that it meets all of the requirements for
         filing on Form S-8 and has duly caused this Registration Statement
         to be signed on its behalf by the undersigned, thereunto duly
         authorized, in the City of Roy, Utah, on the 18th day of August,
         1995.

                                       IOMEGA CORPORATION

                                       By:/s/ Kim B. Edwards          
                                          Kim B. Edwards
                                          President and
                                          Chief Executive Officer

                                  POWER OF ATTORNEY

              We, the undersigned officers and directors of Iomega
         Corporation, hereby severally constitute Kim B. Edwards,  Donald
         R. Sterling and Patrick J. Rondeau, and each of them singly, our
         true and lawful attorneys with full power to them, and each of
         them singly, to sign for us and in our names in the capacities
         indicated below, the Registration Statement on Form S-8 filed
         herewith and any and all subsequent amendments to said
         Registration Statement, and generally to do all such things in our
         names and behalf in our capacities as officers and directors to
         enable Iomega Corporation to comply with all requirements of the
         Securities and Exchange Commission, hereby ratifying and
         confirming our signatures as they may be signed by said attorneys,
         or any of them, to said Registration Statement and any and all
         amendments thereto.
Pursuant to the requirements of the Securities Act, this
         Registration Statement has been signed below by the following
         persons in the capacities and on the dates indicated.

              Signature               Title

     /s/ David J. Dunn            Chairman of the Board    August 18, 1995
     David J. Dunn                of Directors                                

     /s/ Kim B. Edwards           Director, President and  August 18, 1995
     Kim B. Edwards               Chief Executive Officer  
                                  (Principal Executive     
                                  Officer)                 

     /s/ Leonard C. Purkis        Senior Vice President,   August 18, 1995
     Leonard C. Purkis            Chief Financial Officer                     
                                  and Treasurer (Principal 
                                  Financial and Accounting                    
                                  Officer)                 

                                  Director                 August __, 1995
     Willem H.J. Andersen                                                     

     /s/ Robert P. Berkowitz      Director                 August 18, 1995
     Robert P. Berkowitz                                   

     /s/ Anthony L. Craig         Director                 August 18, 1995
     Anthony L. Craig                                      

     /s/ Michael J. Kucha         Director                 August 18, 1995
     Michael J. Kucha                                      

     /s/ John R. Myers            Director                 August 22, 1995
     John R. Myers                                         

     /s/ John E. Nolan, Jr.       Director                 August 18, 1995
     John E. Nolan, Jr.                                    

    /s/ John E. Sheehan           Director                 August 18, 1995
     The Honorable                                         
     John E. Sheehan
The Plan.  Pursuant to the requirements of the Securities Act of
     1933, the trustees of the Plan have duly caused this Registration
     Statement to be signed on its behalf by the undersigned thereunto duly
     authorized, in the City of Roy, Utah on the 18th day of August, 1995.

                                       IOMEGA RETIREMENT AND
                                       INVESTMENT SAVINGS PLAN

                                       By:/s/ Daniel W. Henrie       
                                          Daniel W. Henrie
                                          Plan Administrator
Exhibit Index

     Exhibit
     Number           Description
     --------         ---------------------------

     4.1 (1)          Restated Certificate of Incorporation of the Company

     4.2 (1)          Amended and Restated By-Laws of the Registrant

     4.3 (1)          Certificate of Designation of Series A and Series B
                      Convertible Preferred Stock of the Company

     4.4 (1)          Certificate of Designation of Series C Junior
                      Participating Preferred Stock of the Registrant

     4.5 (2)          Rights Agreement, dated as of October 19, 1988,
                      between the Registrant and The First National Bank of
                      Boston, as Rights Agent

     4.6 (3)          Amendment No. 1 dated September 24, 1990 to Rights
                      Agreement dated as of August 28, 1989 between the
                      Company and The First National Bank of Boston, as
                      Rights Agent.

     23.1             Consent of Arthur Andersen LLP

     24.1             Power of Attorney (included on the signature page of
                      this Registration Statement)

         __________________

         (1)  Incorporated herein by reference from the Exhibits to the
              Company's Annual Report on Form 10-Q for the fiscal year
              ended August 4, 1993.

         (2)  Incorporated herein by reference from the Exhibits to the
              Company's Current Report on Form 8-K filed on August 12,
              1989.

         (3)  Incorporated herein by reference to the Exhibits to the
              Registrant's Amendment No. l to Current Report on Form 8-K,
              filed on September 25, 1990.
Exhibit 23.1

                      CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

              As independent public accountants, we hereby consent to the
         incorporation by reference in this registration statement of our
         reports dated January 25, 1995 included or incorporated by
         reference in Iomega Corporation's Form 10-K for the year ended
         December 31, 1994 and our report dated July 21, 1995 included in
         Iomega Corporation's Form 11-K for the plan year ended
         December 31, 1994 and to all references to our Firm included in
         this Registration Statement.

         ARTHUR ANDERSEN LLP

         Salt Lake City, Utah
         August 23, 1995