<PAGE>




As filed with the  Securities  and Exchange  Commission  on  September  30, 1998

                                                    Registration No. 333-


                       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)

                             Paul P. Brountas, Esq.
         Hale and Dorr LLP, 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)

<TABLE>

   -------------------------- --------------------- ----------------------------- --------------------------- --------------------
   <S>                        <C>                   <C>                           <C>                         <C>   

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

     Common Stock $.03 1/3       2,500,000 (1)                  4.15625 (2)                 10,390,625 (2)         $3,065.24
           par value
   -------------------------- --------------------- ----------------------------- --------------------------- --------------------
</TABLE>

      In  addition,  pursuant to Rule 416(c) under the  Securities  Act of 1933,
this Registration  Statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the employee benefit plan described herein.

(1)   The Iomega Retirement and Investment  Savings Plan ("401(k) Plan") permits
      employees of the Company and its  subsidiaries  to purchase  shares of the
      Company's Common Stock as one of their investment options under the 401(k)
      Plan.  Such shares are acquired by the plan  administrator  in open market
      transactions.  The number of shares  registered  represents  a  three-year
      estimate of the maximum number of shares which may be so purchased,  based
      on the estimated  aggregate amount of employee and employer  contributions
      to the 401(k) Plan during such three-year period, the estimated percentage
      of such  contributions  directed  by  participants  to be  invested in the
      Company's  Common  Stock and the average of the high and low prices of the
      Common Stock on the New York Stock Exchange on September 28, 1998.

(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 New York Stock Exchange on September 28, 1998 in accordance with Rules
      457(c) and 457(h) of the Securities Act of 1933, as amended.



<PAGE>




                                EXPLANATORY NOTE

         This  Registration  Statement  relates to shares of Iomega Common Stock
that may be acquired by employees of the Company and its subsidiaries  under the
Iomega  Retirement and Investment  Savings Plan (the "401(k)  Plan").  Shares of
Iomega  Common  Stock  acquired  under the 401(k) Plan are  obtained by the plan
administrator  through open market purchases at prevailing  market prices.  Such
transactions  do not  involve  the  original  issuance by the Company of any new
shares of Common Stock or result in a change in the number of outstanding shares
of Common Stock of the Company.



                  INCORPORATION OF PRIOR REGISTRATION STATEMENT

         This  Registration  Statement on Form S-8 incorporates by reference the
contents  of the  Registration  Statement  on Form S-8 filed by the  Company  on
August 23, 1995, relating to the 401(k) Plan (File No. 033-62029).



<PAGE>



                                                         

                                   SIGNATURES

         Pursuant  to  the  requirements  of the  Securities  Act,  the  Company
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,  State of Utah,  on the 27 day of September,
1998.

                                                IOMEGA CORPORATION



                                                By:      /s/ James E. Sierk
                                                         James E. Sierk
                                                         President and 
                                                         Chief Executive Officer



<PAGE>


                                POWER OF ATTORNEY

         We, the  undersigned  officers  and  directors  of Iomega  Corporation,
hereby severally  constitute Laurie B. Keating,  Patrick J. Rondeau and Jonathan
Wolfman,  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                           Date

/s/ James E. Sierk       President, Chief Executive Officer   September 27, 1998
--------------------     and Director (Principal
James E. Sierk           Executive Officer)
                                 

/s/ Dan E. Strong        Vice President and Corporate         September 30, 1998
--------------------     Controller and Acting Chief
Dan E. Strong            Financial Officer (Principal
                         Financial and Accounting Officer)
                                 

/s/ David J. Dunn        Chairman of the Board                September 28, 1998
--------------------     of Directors
David J. Dunn                    

/s/ John W. Barter       Director                             September 29, 1998
--------------------   
John W. Barter


/s/ Robert P. Berkowitz  Director                             September 30, 1998
--------------------             
Robert P. Berkowitz

/s/ John R. Myers        Director                             September 29, 1998
--------------------
John R. Myers

/s/ John E. Nolan        Director                             September 29, 1998
--------------------
John E. Nolan

/s/ John E. Sheehan      Director                             September 30, 1998
--------------------
The Honorable
    John E. Sheehan


<PAGE>


         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
trustees (or other persons who administer  the employee  benefit plan) have duly
caused  this  registration   statement  to  be  signed  on  its  behalf  by  the
undersigned,  thereunto duly  authorized,  in the City of Roy, State of Utah, on
the 30th day of September, 1998.


                                                        IOMEGA RETIREMENT AND
                                                        INVESTMENT SAVINGS PLAN


                                       By: /s/ Robert J. Simmons  
                                           --------------------

                                           Robert J. Simmons
                                           Trustee

                                     


<PAGE>



                                                              


                                  Exhibit Index



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

 4.1 (1)      Restated Certificate of Incorporation of the Company, as amended.

 4.2 (2)      By-Laws of the Company, as amended.

 4.3 (3)      Rights Agreement, dated as of July 28, 1989, between the Company
              and BankBoston, as Rights Agent.

 4.4 (4)      Amendment No. 1, dated September 24, 1990, to Rights Agreement 
              dated as of July 28, 1989 between the Company and BankBoston, 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  to the  exhibits  to the
                   Company's  Quarterly Report on Form 10-Q for the period ended
                   June 29, 1997 (File No. 1-12333).

          (2)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's  Quarterly Report on Form 10-Q for the period ended
                   June 28, 1998 (File No. 1-12333).
  
          (3)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's   Current   Report  on  Form  8-K  filed  with  the
                   Commission on August 12, 1989 (File No. 1-12333).
  
          (4)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's Amendment No. l to Current Report on Form 8-K filed
                   with the Commission on September 25, 1990 (File No. 1-12333).
  


<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 on Form S-8 of our reports  dated
January 20, 1998 included or incorporated  by reference in Iomega  Corporation's
Annual  Report on Form 10-K for the fiscal year ended  December 31, 1997 and our
report dated May 29, 1998 included in the Annual Report of the Iomega Retirement
and Investment  Savings Plan on Form 11-K for the fiscal year ended December 31,
1997, and to all references to our Firm included in this registration statement.



/s/ ARTHUR ANDERSEN LLP

Salt Lake City, Utah
September 30, 1998
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 11389}]
{"company-data": {"conformed-name": "IOMEGA CORP", "cik": "0000352789", "assigned-sic": "3572", "irs-number": "860385884", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-64921", "film-number": "98718595"}, "business-address": {"street1": "1821 W IOMEGA WAY", "city": "ROY", "state": "UT", "zip": "84067", "phone": "8017781000"}, "mail-address": {"street1": "1821 WEST IOMEGA WAY", "city": "ROY", "state": "UT", "zip": "84067"}}
As filed with the  Securities  and Exchange  Commission  on  September  30, 1998

                                                    Registration No. 333-

                       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)

                             Paul P. Brountas, Esq.
         Hale and Dorr LLP, 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)

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

     Common Stock $.03 1/3       2,500,000 (1)                  4.15625 (2)                 10,390,625 (2)         $3,065.24
           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 described herein.

(1)   The Iomega Retirement and Investment  Savings Plan ("401(k) Plan") permits
      employees of the Company and its  subsidiaries  to purchase  shares of the
      Company's Common Stock as one of their investment options under the 401(k)
      Plan.  Such shares are acquired by the plan  administrator  in open market
      transactions.  The number of shares  registered  represents  a  three-year
      estimate of the maximum number of shares which may be so purchased,  based
      on the estimated  aggregate amount of employee and employer  contributions
      to the 401(k) Plan during such three-year period, the estimated percentage
      of such  contributions  directed  by  participants  to be  invested in the
      Company's  Common  Stock and the average of the high and low prices of the
      Common Stock on the New York Stock Exchange on September 28, 1998.

(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 New York Stock Exchange on September 28, 1998 in accordance with Rules
      457(c) and 457(h) of the Securities Act of 1933, as amended.
EXPLANATORY NOTE

         This  Registration  Statement  relates to shares of Iomega Common Stock
that may be acquired by employees of the Company and its subsidiaries  under the
Iomega  Retirement and Investment  Savings Plan (the "401(k)  Plan").  Shares of
Iomega  Common  Stock  acquired  under the 401(k) Plan are  obtained by the plan
administrator  through open market purchases at prevailing  market prices.  Such
transactions  do not  involve  the  original  issuance by the Company of any new
shares of Common Stock or result in a change in the number of outstanding shares
of Common Stock of the Company.

                  INCORPORATION OF PRIOR REGISTRATION STATEMENT

         This  Registration  Statement on Form S-8 incorporates by reference the
contents  of the  Registration  Statement  on Form S-8 filed by the  Company  on
August 23, 1995, relating to the 401(k) Plan (File No. 033-62029).
SIGNATURES

         Pursuant  to  the  requirements  of the  Securities  Act,  the  Company
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,  State of Utah,  on the 27 day of September,
1998.

                                                IOMEGA CORPORATION

                                                By:      /s/ James E. Sierk
                                                         James E. Sierk
                                                         President and 
                                                         Chief Executive Officer
POWER OF ATTORNEY

         We, the  undersigned  officers  and  directors  of Iomega  Corporation,
hereby severally  constitute Laurie B. Keating,  Patrick J. Rondeau and Jonathan
Wolfman,  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                           Date

/s/ James E. Sierk       President, Chief Executive Officer   September 27, 1998
--------------------     and Director (Principal
James E. Sierk           Executive Officer)
                                 

/s/ Dan E. Strong        Vice President and Corporate         September 30, 1998
--------------------     Controller and Acting Chief
Dan E. Strong            Financial Officer (Principal
                         Financial and Accounting Officer)
                                 

/s/ David J. Dunn        Chairman of the Board                September 28, 1998
--------------------     of Directors
David J. Dunn                    

/s/ John W. Barter       Director                             September 29, 1998
--------------------   
John W. Barter

/s/ Robert P. Berkowitz  Director                             September 30, 1998
--------------------             
Robert P. Berkowitz

/s/ John R. Myers        Director                             September 29, 1998
--------------------
John R. Myers

/s/ John E. Nolan        Director                             September 29, 1998
--------------------
John E. Nolan

/s/ John E. Sheehan      Director                             September 30, 1998
--------------------
The Honorable
    John E. Sheehan
Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
trustees (or other persons who administer  the employee  benefit plan) have duly
caused  this  registration   statement  to  be  signed  on  its  behalf  by  the
undersigned,  thereunto duly  authorized,  in the City of Roy, State of Utah, on
the 30th day of September, 1998.

                                                        IOMEGA RETIREMENT AND
                                                        INVESTMENT SAVINGS PLAN

                                       By: /s/ Robert J. Simmons  
                                           --------------------

                                           Robert J. Simmons
                                           Trustee
Exhibit Index

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

 4.1 (1)      Restated Certificate of Incorporation of the Company, as amended.

 4.2 (2)      By-Laws of the Company, as amended.

 4.3 (3)      Rights Agreement, dated as of July 28, 1989, between the Company
              and BankBoston, as Rights Agent.

 4.4 (4)      Amendment No. 1, dated September 24, 1990, to Rights Agreement 
              dated as of July 28, 1989 between the Company and BankBoston, 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  to the  exhibits  to the
                   Company's  Quarterly Report on Form 10-Q for the period ended
                   June 29, 1997 (File No. 1-12333).

          (2)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's  Quarterly Report on Form 10-Q for the period ended
                   June 28, 1998 (File No. 1-12333).
  
          (3)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's   Current   Report  on  Form  8-K  filed  with  the
                   Commission on August 12, 1989 (File No. 1-12333).
  
          (4)      Incorporated  herein  by  reference  to the  exhibits  to the
                   Company's Amendment No. l to Current Report on Form 8-K filed
                   with the Commission on September 25, 1990 (File No. 1-12333).
Exhibit 23.1

                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

     As independent public  accountants,  we hereby consent to the incorporation
by reference  in this  registration  statement on Form S-8 of our reports  dated
January 20, 1998 included or incorporated  by reference in Iomega  Corporation's
Annual  Report on Form 10-K for the fiscal year ended  December 31, 1997 and our
report dated May 29, 1998 included in the Annual Report of the Iomega Retirement
and Investment  Savings Plan on Form 11-K for the fiscal year ended December 31,
1997, and to all references to our Firm included in this registration statement.

/s/ ARTHUR ANDERSEN LLP

Salt Lake City, Utah
September 30, 1998