<HTML>
<head><TITLE>Iomega Corporation S-8</TITLE></head>
<body>
 <p align=center>                               As filed with the Securities and Exchange Commission on March 27, 2001</p>
                                                                                   <p align=right>                      Registration No. 333-_________</p>


                     <p align=center><b>                             SECURITIES AND EXCHANGE COMMISSION</b><br>
                                                        Washington, D.C. 20549</p>

                                   <p align=center><b>            FORM S-8</b></p>

                                      <p align=center>               REGISTRATION STATEMENT UNDER<br>
                                                      THE SECURITIES ACT OF 1933</p>

                                     <p align=center>                 <b>    IOMEGA CORPORATION</b><br>
                                          (Exact name of issuer as specified in its charter)</p>

                        <p align=center>   <b>   Delaware &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                              86-0385884</b><br>
                         (State or other jurisdiction of &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                      (I.R.S. Employer<br>
                       incorporation or organization) &nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;
&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                      Identification Number)</p>

                                     <p align=center><b>            1821 West Iomega Way, Roy, Utah 84067</b><br>
                                          (Address of Principal Executive Offices) (Zip Code)</p>

                                 <p align=center>      <b>             EXECUTIVE STOCK OPTION AGREEMENT</b><br>
                                                       (Full title of the Plan)</p>

                                          <p align=center>                 Richard Marsh, Esq.<br>
                                                        Senior Vice President,<br>
                                                 Acting General Counsel and Secretary<br>
                                                          Iomega Corporation<br>
                                                         1821 West Iomega Way<br>
                                                            Roy, Utah 84067<br>
                                                (Name and address of agent for service)</p>

<p align=center>        <b>                                                     (801) 332-1000</b><br>
                                     (Telephone number, including area code, of agent for service)</p>


                                 <p align=center>                   CALCULATION OF REGISTRATION FEE</p>
 <pre>
  _______________________________________________________________________________________________________________________

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

           Common Stock              250,000 shares          $3.375*                     $843,750                  $211 *
         $.03 1/3 par value
 _______________________________________________________________________________________________________________________

     *        Determined in accordance with Rule 457(c) of the Securities Act of 1933, as amended and based on the
              exercise price of the shares issuable hereunder.
</pre>


<p align=left>PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         The information required by Part I is included in documents sent or given to the recipient of the Executive Stock Option
Agreement (the "Option") pursuant to Rule 428(b)(l) of the Securities Act of 1933, as amended (the "Securities Act").</p>

<p align=left>PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT</p>

 <h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;        Item 3.  Incorporation of Certain Documents by Reference</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  The Registrant is 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 files 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:</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  (l)      The Registrant's latest annual report filed pursuant to Sections l3(a) or 15(d) of the Exchange Act, or 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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  (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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  (3)      The description of the securities contained in the Registrant's registration statement on Form 8-A and
                  filed under the Exchange Act, including any amendment or report filed for the purpose of updating such description.</P>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  All documents subsequently filed by the Registrant 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 securities offered hereby have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference in this Registration Statement  and
to be 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 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 statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.</p>




<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 4.  Description of Securities</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  Not applicable.</p>

<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 5.  Interests of Named Experts and Counsel</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  The legality of the Common Stock being offered hereby will be passed upon for the Registrant by Hale and Dorr LLP,
Boston, Massachusetts.  As of the date hereof, partners of Hale and Dorr LLP own approximately 335,000 shares of Common Stock of the
Registrant.</p>

<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 6.  Indemnification</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  Under Article Sixth of the Registrant's Restated Certificate of Incorporation, as amended, 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").</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  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.</p>

<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 7.  Exemption from Registration Claimed</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  Not applicable.</p>

<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 8.  Exhibits</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  The Exhibit  Index  immediately  preceding the exhibits to this Registration Statement is incorporated herein by
reference.</p>

<h4 align=left>&nbsp;&nbsp;&nbsp;&nbsp;         Item 9.  Undertakings</h4>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  1.&nbsp;&nbsp;&nbsp;&nbsp;       <i>Item 512(a) of Regulation S-K.</i> The undersigned Registrant hereby undertakes</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                           (1)      To file, during any period in which offers or sales are being made, a post-effective amendment to
                           this Registration Statement:</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                    (i)     To include any prospectus required by section 10(a)(3) of the Securities Act;</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                    (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; and</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                                    (iii)   To 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;</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  PROVIDED, HOWEVER that paragraphs (i) and (ii) do not apply if 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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                           (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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                           (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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  2.&nbsp;&nbsp;&nbsp;&nbsp;       <i>Item 512(b) of Regulation S-K.</i>  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 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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;                  3.&nbsp;&nbsp;&nbsp;&nbsp;       <i>Item 512(c) of Regulation S-K.</i>  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.</p>



                                                   <p align=center>    <b>       SIGNATURES</b></p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         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 to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Roy, State of Utah, on the 27th day of March, 2001.</p>
<pre>
                                                              IOMEGA CORPORATION
                                                              By:
                                                              /s/ Bruce R. Albertson
                                                              ----------------------
                                                              President and
                                                              Chief Executive Officer
</pre>


                                                  <p align=center>   <b>      POWER OF ATTORNEY</b></p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We, the undersigned officers and directors of Iomega Corporation, hereby severally constitute Richard Marsh 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.</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the
following persons in the capacities and on the date indicated.</p>
<pre>
 <b>  Signature                           Title                                               Date</b>
  -----------                         -------                                             ------

   /s/ Bruce R. Albertson
   ---------------------------         President, Chief Executive Officer and Director     March 27, 2001
   Bruce R. Albertson                  (Principal Executive Officer)

   /s/ Philip G. Husby
   ---------------------------         Senior Vice President, Finance and Chief            March 27, 2001
   Philip G. Husby                     Financial Officer (Principal Financial and
                                       Accounting Officer)

   /s/ David J. Dunn
   ---------------------------         Chairman of the Board of Directors                  March 27, 2001
   David J. Dunn

   /s/ Robert P. Berkowitz
   ---------------------------         Director                                            March 27, 2001
   Robert P. Berkowitz

   /s/ Werner Heid
   ---------------------------         Director                                            March 27, 2001
   Werner Heid

   /s/ Jonathan S. Huberman
   ---------------------------         Director                                            March 27, 2001
   Jonathan S. Huberman

   /s/ John R. Myers
   ---------------------------         Director                                            March 27, 2001
   John R. Myers


   ---------------------------         Director                                            March 27, 2001
   John E. Nolan


   ---------------------------         Director                                            March 27, 2001
   John M. Seidl

   /s/ James E. Sierk
   ---------------------------         Director                                            March 27, 2001
   James E. Sierk


                                   <B>         EXHIBIT INDEX


    Exhibit Number                          Description</b>
   ----------------                        ---------------

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

4.2 (2)                 Amended and Restated By-Laws of the Registrant, as amended.

4.3 (3)                 Rights Agreement, dated as of July 29, 1999, between the Registrant and American Stock Transfer and
                        Trust Company, as Rights Agent.

5                       Opinion of Hale and Dorr LLP.

23.1                    Consent of Hale and Dorr LLP (included in Exhibit 5).

23.2                    Consent of Arthur Andersen LLP.

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


                           (1)      Incorporated herein by reference from the exhibits to the Registrant's Registration Statement on
                                    Form S-8 filed with the Commission on May 1, 1997 (File No. 333-26375).

                           (2)      Incorporated herein by reference from the exhibits to the Registrant's Annual Report on Form 10-K
                                    for the period ended December 31, 2000 (File No.  1-12333).

                           (3)      Incorporated herein by reference from the exhibits to the Registrant's Quarterly Report on Form
                                    10-Q for the period ended September 26, 1999 (File No.  1-12333).

</pre>



                                                                                                        <h4 align=right>                      Exhibit 5</h4>

<p align=center>                                                           HALE AND DORR LLP<br>
                                                          COUNSELLORS AT LAW<br>
                                             60 State Street, Boston, Massachusetts 02109<br>
                                                     617-526-6000 FAX 617-526-5000<br>


<p align=right>                                                              March 27, 2001</p>


<p>Iomega Corporation<br>
1821 West 4000 South<br>
Roy, Utah 84067</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         Re:      Registration Statement on Form S-8</p>

<p>Ladies and Gentlemen:</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We have assisted in the preparation of a Registration Statement on Form S-8 (the "Registration Statement") to be filed with
the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), relating to an aggregate
of 250,000 shares of Common Stock, $.03 1/3 par value per share (the "Shares"), of Iomega Corporation, a Delaware corporation (the
"Company"), issuable under an Executive Stock Option (the "Option").

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We have examined the Restated Certificate of Incorporation and the Amended and Restated By-Laws of the Company, each as
amended to date, and originals, or copies certified to our satisfaction, of all pertinent records of the meetings of the directors
and stockholders of the Company, the Registration Statement and such other documents relating to the Company as we have deemed
material for the purposes of this opinion.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         In examination of the foregoing documents, we have assumed the genuineness of all signatures, the authenticity of all
documents submitted to us as originals, the conformity to original documents of all documents submitted to us as copies, the
authenticity of the originals of such latter documents and the legal competence of all signatories to such documents.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We assume that the appropriate action will be taken prior to the offer and sale of the Shares in accordance with the Option,
to register and qualify the Shares for sale under all applicable state securities or "blue sky" laws.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We express no opinion herein as to the laws of any state or jurisdiction other than the state laws of the Commonwealth of
Massachusetts, the General Corporation Law of the State of Delaware and the federal laws of the United States of America.

Iomega Corporation
March 27, 2001
Page -2-



<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         It is understood that this opinion is to be used only by the Company in connection with the offer and sale of the Shares
under the Securities Act while the Registration Statement is in effect.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         Please note that we are opining only as to the matters expressly set forth herein, and no opinion should be inferred as to
any other matters.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         Based upon and subject to the foregoing, we are of the opinion that the Shares have been duly authorized for issuance and
when the Shares are issued and paid for in accordance with the terms and conditions of the Option, the Shares will be validly issued,
fully paid and nonassessable.

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         We hereby consent to the filing of this opinion with the Securities and Exchange Commission as an exhibit to the
Registration Statement in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act and to use
our name therein under the caption "Interests of Named Experts and Counsel."  In giving such consent, we do not hereby admit that we
are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the
Commission.</p>
<pre>
                                                              Very truly yours,

                                                              /s/ Hale and Dorr LLP
                                                              ----------------------
                                                              HALE AND DORR LLP
</pre>


                                                                                                                   <h4 align=right>          Exhibit 23.2</h4>


<p align=center>                                               CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS</p>

<p>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;         As independent public accountants, we hereby consent to the incorporation by reference in this registration statement on
Form S-8 of our report dated January 17, 2001 included or incorporated by reference in Iomega Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 2000 and to all references to our Firm included in this registration statement.</p>

<pre>
/s/ Arthur Andersen LLP
-----------------------
ARTHUR ANDERSEN LLP

Salt Lake City, Utah
March 23, 2001
</pre>
</body>
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Iomega Corporation S-8
As filed with the Securities and Exchange Commission on March 27, 2001
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)
EXECUTIVE STOCK OPTION AGREEMENT
(Full title of the Plan)
Richard Marsh, Esq.
Senior Vice President,
Acting General Counsel and Secretary
Iomega Corporation
1821 West Iomega Way
Roy, Utah 84067
(Name and address of agent for service)
(801) 332-1000
(Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
_______________________________________________________________________________________________________________________

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

           Common Stock              250,000 shares          $3.375*                     $843,750                  $211 *
         $.03 1/3 par value
 _______________________________________________________________________________________________________________________

     *        Determined in accordance with Rule 457(c) of the Securities Act of 1933, as amended and based on the
              exercise price of the shares issuable hereunder.
PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
The information required by Part I is included in documents sent or given to the recipient of the Executive Stock Option
Agreement (the "Option") 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 is 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 files 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 filed pursuant to Sections l3(a) or 15(d) of the Exchange Act, or 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 securities contained in the Registrant's registration statement on Form 8-A and
                  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 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 securities offered hereby have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be incorporated by reference in this Registration Statement  and
to be 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 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 statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.
Item 4.  Description of Securities
Not applicable.
Item 5.  Interests of Named Experts and Counsel
The legality of the Common Stock being offered hereby will be passed upon for the Registrant by Hale and Dorr LLP,
Boston, Massachusetts.  As of the date hereof, partners of Hale and Dorr LLP own approximately 335,000 shares of Common Stock of the
Registrant.
Item 6.  Indemnification
Under Article Sixth of the Registrant's Restated Certificate of Incorporation, as amended, 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 to this Registration Statement is incorporated herein by
reference.
Item 9.  Undertakings
1.
Item 512(a) of Regulation S-K.
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;
(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; and
(iii)   To 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 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.
Item 512(b) of Regulation S-K.
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 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.
Item 512(c) of Regulation S-K.
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
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 to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Roy, State of Utah, on the 27th day of March, 2001.
IOMEGA CORPORATION
                                                              By:
                                                              /s/ Bruce R. Albertson
                                                              ----------------------
                                                              President and
                                                              Chief Executive Officer
POWER OF ATTORNEY
We, the undersigned officers and directors of Iomega Corporation, hereby severally constitute Richard Marsh 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 of 1933, this registration statement has been signed below by the
following persons in the capacities and on the date indicated.
Signature                           Title                                               Date
-----------                         -------                                             ------

   /s/ Bruce R. Albertson
   ---------------------------         President, Chief Executive Officer and Director     March 27, 2001
   Bruce R. Albertson                  (Principal Executive Officer)

   /s/ Philip G. Husby
   ---------------------------         Senior Vice President, Finance and Chief            March 27, 2001
   Philip G. Husby                     Financial Officer (Principal Financial and
                                       Accounting Officer)

   /s/ David J. Dunn
   ---------------------------         Chairman of the Board of Directors                  March 27, 2001
   David J. Dunn

   /s/ Robert P. Berkowitz
   ---------------------------         Director                                            March 27, 2001
   Robert P. Berkowitz

   /s/ Werner Heid
   ---------------------------         Director                                            March 27, 2001
   Werner Heid

   /s/ Jonathan S. Huberman
   ---------------------------         Director                                            March 27, 2001
   Jonathan S. Huberman

   /s/ John R. Myers
   ---------------------------         Director                                            March 27, 2001
   John R. Myers

   ---------------------------         Director                                            March 27, 2001
   John E. Nolan

   ---------------------------         Director                                            March 27, 2001
   John M. Seidl

   /s/ James E. Sierk
   ---------------------------         Director                                            March 27, 2001
   James E. Sierk
EXHIBIT INDEX

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

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

4.2 (2)                 Amended and Restated By-Laws of the Registrant, as amended.

4.3 (3)                 Rights Agreement, dated as of July 29, 1999, between the Registrant and American Stock Transfer and
                        Trust Company, as Rights Agent.

5                       Opinion of Hale and Dorr LLP.

23.1                    Consent of Hale and Dorr LLP (included in Exhibit 5).

23.2                    Consent of Arthur Andersen LLP.

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

                           (1)      Incorporated herein by reference from the exhibits to the Registrant's Registration Statement on
                                    Form S-8 filed with the Commission on May 1, 1997 (File No. 333-26375).

                           (2)      Incorporated herein by reference from the exhibits to the Registrant's Annual Report on Form 10-K
                                    for the period ended December 31, 2000 (File No.  1-12333).

                           (3)      Incorporated herein by reference from the exhibits to the Registrant's Quarterly Report on Form
                                    10-Q for the period ended September 26, 1999 (File No.  1-12333).
Exhibit 5
HALE AND DORR LLP
COUNSELLORS AT LAW
60 State Street, Boston, Massachusetts 02109
617-526-6000 FAX 617-526-5000
March 27, 2001
Iomega Corporation
1821 West 4000 South
Roy, Utah 84067
Re:      Registration Statement on Form S-8
Ladies and Gentlemen:
We have assisted in the preparation of a Registration Statement on Form S-8 (the "Registration Statement") to be filed with
the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), relating to an aggregate
of 250,000 shares of Common Stock, $.03 1/3 par value per share (the "Shares"), of Iomega Corporation, a Delaware corporation (the
"Company"), issuable under an Executive Stock Option (the "Option").
We have examined the Restated Certificate of Incorporation and the Amended and Restated By-Laws of the Company, each as
amended to date, and originals, or copies certified to our satisfaction, of all pertinent records of the meetings of the directors
and stockholders of the Company, the Registration Statement and such other documents relating to the Company as we have deemed
material for the purposes of this opinion.
In examination of the foregoing documents, we have assumed the genuineness of all signatures, the authenticity of all
documents submitted to us as originals, the conformity to original documents of all documents submitted to us as copies, the
authenticity of the originals of such latter documents and the legal competence of all signatories to such documents.
We assume that the appropriate action will be taken prior to the offer and sale of the Shares in accordance with the Option,
to register and qualify the Shares for sale under all applicable state securities or "blue sky" laws.
We express no opinion herein as to the laws of any state or jurisdiction other than the state laws of the Commonwealth of
Massachusetts, the General Corporation Law of the State of Delaware and the federal laws of the United States of America.

Iomega Corporation
March 27, 2001
Page -2-
It is understood that this opinion is to be used only by the Company in connection with the offer and sale of the Shares
under the Securities Act while the Registration Statement is in effect.
Please note that we are opining only as to the matters expressly set forth herein, and no opinion should be inferred as to
any other matters.
Based upon and subject to the foregoing, we are of the opinion that the Shares have been duly authorized for issuance and
when the Shares are issued and paid for in accordance with the terms and conditions of the Option, the Shares will be validly issued,
fully paid and nonassessable.
We hereby consent to the filing of this opinion with the Securities and Exchange Commission as an exhibit to the
Registration Statement in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act and to use
our name therein under the caption "Interests of Named Experts and Counsel."  In giving such consent, we do not hereby admit that we
are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the
Commission.
Very truly yours,

                                                              /s/ Hale and Dorr LLP
                                                              ----------------------
                                                              HALE AND DORR LLP
Exhibit 23.2
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 report dated January 17, 2001 included or incorporated by reference in Iomega Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 2000 and to all references to our Firm included in this registration statement.
/s/ Arthur Andersen LLP
-----------------------
ARTHUR ANDERSEN LLP

Salt Lake City, Utah
March 23, 2001