<PAGE>
 
                                                            Registration  No.33-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------  
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     Under
                          THE SECURITIES ACT OF 1933
                           --------------------------

                                  ADVO, Inc.
                           --------------------------       
               (Exact name of issuer as specified in its charter)


               Delaware                                    06-0885252
     --------------------------                        -------------------    
      (State or other jurisdiction                      (IRS Employer
      of incorporation or organization)                Identification No.)

         One Univac Lane, P.O. Box 755, Windsor, Connecticut 06095-0755
         --------------------------------------------------------------
                    (Address of Principal Executive Offices)

                              ------------------

         1986 Employee Restricted Stock Plan of ADVO, Inc., as amended
                            (Full title of the plan)

                              -------------------


                                David M. Stigler
              Senior Vice President, General Counsel and Secretary
         One Univac Lane, P.O. Box 755, Windsor, Connecticut 06095-0755
         --------------------------------------------------------------
                    (Name and address of agent for service)

                                  (860) 285-6120
                       ------------------------------- 
         (Telephone number, including area code, of agent for service)


 
                          CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=================================================================================================================================
Title of securities        Amount to be   Proposed maximum              Proposed maximum              Amount of
   to be registered        registered     offering price per share (*)  aggregate offering price (*)  registration fee
   ----------------        -------------  ------------------------      ------------------------      ----------------
<S>                        <C>            <C>                           <C>                           <C> 
  Common Stock, par        30,000 shares            $11.9375                      $358,125           $108.52
   value $.01 per share
</TABLE>

(*) Estimated pursuant to Rule 457(h) solely for the purpose of computing the
registration fee on the basis of the average of the high and low prices of the
Common Stock of ADVO, Inc. on March 25, 1997.

Pursuant to Rule 429, this registration statement constitutes Post-Effective
Amendment No. 4 to the Company's Form S-8 (File No. 33-19045) registering
1,250,000 shares for issue under the 1986 Employee Restricted Stock Plan (the
"Plan"), as amended and Post-Effective Amendment No. 1 to the Company's Form S-8
(File No. 33-27370) registering 375,000 shares for issue under the Plan, as
amended and Post-Effective Amendment No. 2 to the Company's Form S-8 (File No.
33-34686) registering 312,500 shares for issue under the Plan, as amended and
Post-Effective Amendment No. 3 to the Company's Form S-8 (File No. 33-40402)
registering 500,000 shares for issue under the Plan, as amended.
<PAGE>
 
                                    PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. - INCORPORATION OF DOCUMENTS BY REFERENCE
-------------------------------------------------

    The following documents filed by ADVO, Inc. (the "Company" or the
"registrant") with the Securities and Exchange Commission are incorporated
herein by reference:

(a) The Company's Annual Report on Form 10-K for the fiscal year ended September
    28, 1996, filed pursuant to Sections 13(a) or 15(d) of the Securities
    Exchange Act of 1934, as amended (the "1934 Act");

(b) The Company's Quarterly Report on Form 10-Q for the fiscal quarter ended
    December 28, 1996; and

(c) The description of the Company's Common Stock which is contained in its
    registration statement filed under the 1934 Act, and any amendment or report
    filed under the 1934 Act for the purpose of updating such description.

    All documents subsequently filed by the Company and the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(c) of the 1934 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 to be a
part hereof from the date of the filing of such reports and documents.

ITEM 4. - DESCRIPTION OF SECURITIES
-----------------------------------

This Item is not applicable to the securities to be registered hereby.

ITEM 5. - INTERESTS OF NAMED EXPERTS AND COUNSEL
------------------------------------------------

    The consolidated financial statements and schedule of ADVO, Inc.
incorporated by reference or appearing in ADVO, Inc.'s Annual Report (Form 10-K)
for the year ended September 28, 1996, have been audited by Ernst & Young LLP,
independent auditors, as set forth in their reports thereon incorporated by
reference or included therein and incorporated herein by reference.  Such
consolidated financial statements and schedule are incorporated herein by
reference in reliance upon such reports given upon the authority of such firm as
experts in accounting and auditing.

    The validity of the ADVO, Inc. Common Stock being offered hereby is being
passed upon for the Company by David M. Stigler, Senior Vice President, General
Counsel and Secretary of the Company.  Mr. Stigler is also a shareholder of the
Company, holds options to purchase additional shares of the Company's Common
Stock and participates in the Company's stock plans, including the 1986 Employee
Restricted Stock Plan of ADVO, Inc., as amended.

ITEM 6. - INDEMNIFICATION OF DIRECTORS AND OFFICERS
---------------------------------------------------

    Under Section 145 of the General Corporation Law of the State of Delaware
(the "DGCL"), directors and officers as well as other employees and individuals
may be indemnified against expenses (including attorneys' fees), judgement,
fines and amounts paid in settlement in connection with specified actions, suits
or proceedings, whether civil, criminal, administrative or investigative (other
than an action by or in the right of a corporation--a "derivative action") if
they acted in good faith and in a manner they reasonably believed to be in or
not opposed to the best interest of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe their conduct
was unlawful.  A similar standard of care is applicable in the case of
derivative actions, except that indemnification only extends to expenses
(including attorneys' fees) incurred in connection with defense or settlement of
such an action and the DGCL requires court approval before there can be any
indemnification where the person seeking indemnification has been found liable
to the corporation.  Additionally, a corporation is required to indemnify its
directors and officers against expenses to the extent that such directors or
officers have been successful on the merits or otherwise in any action, suit or
proceeding or in defense of any claim, issue or matter therein.

                                      -2-
<PAGE>
 
    Unless ordered by a court, an indemnification can be made by a corporation
only upon a determination that indemnification is proper in the circumstances
because the party seeking indemnification has met the applicable standard of
conduct as set forth in Delaware Law. The indemnification provided by Section
145 of the DGCL includes the right to be paid by the corporation the expenses
incurred in defending proceedings in advance of their final disposition. Such
advance payment of expenses, however, may be made only upon delivery to the
corporation by the indemnified party of an undertaking to repay all amounts so
advanced if it shall ultimately be determined that the person receiving such
payments is not entitled to be indemnified.

    The right to indemnification and the payment of expenses incurred in
defending a proceeding in advance of its final disposition conferred by Section
145 of the DGCL is not exclusive of any other right which any person may have or
acquire under any statute, provision of the certificate of incorporation or
bylaws, or otherwise.  In addition, Section 145 of the DGCL authorizes a
corporation to maintain insurance, at its expense, liability or loss, whether or
not the corporation would have the power to indemnify such person against such
expense, liability or loss under the DGCL.

    As permitted by Section 145 of the DGCL, the Restated Certificate of
Incorporation and the Restated Bylaws of the Company provide for indemnification
of officers, directors, employees and agents of the Company in certain cases
against expenses and liabilities under judgements of reimbursement of amounts
paid in settlement.

ITEM 7. - EXEMPTION FROM REGISTRATION CLAIMED
---------------------------------------------

This item is not applicable to the securities to be registered hereby.
<TABLE>
<CAPTION>
 
ITEM 8. - EXHIBITS
------------------
 
The following exhibits are filed herewith:

Exhibit          Description
-------          -----------
No.
--
<S>              <C>                              <C> 
4(a)             1986 Employee Restricted         Incorporated by reference to 
                 Stock Plan of ADVO,              the Company's Definitive
                 Inc., as amended.                Proxy Statement for the
                                                  annual meeting of 
                                                  Stockholders held on
                                                  January 18, 1997.

4(b)             Restated Certificate of          Incorporated by reference to
                 Incorporation of ADVO,           Exhibit 3(a) to the Company's
                 Inc.                             Form 10 filed on September 
                                                  15, 1986 (No.1-11720).

4(c)             Restated Bylaws of ADVO,         Incorporated by reference to
                 Inc.                             Exhibit 3(b) to the Company's
                                                  Annual Report on Form 10-K 
                                                  for the fiscal year ended 
                                                  September 30, 1989.

4(d)             Stockholder Protection           Incorporated by reference to
                 Agreement, dated as              Exhibit 4.1 of the
                 February 5, 1993, between        Company's Form 8-K dated
                 the Company and Mellon           February 5, 1993.
                 Securities Trust Company, 
                 as Rights Agent, including 
                 Exhibit A and Exhibit B.

5                Opinion of Counsel.              Filed herewith.

23(a)            Consent of Independent           Filed herewith.
                 Auditors.

23(b)            Consent of Counsel (See          Filed herewith.
                 Exhibit 5).

24               Power of Attorney (See           Filed herewith.
                 Signature Page).
</TABLE>
                                      -3-
<PAGE>
 
Item 9. - UNDERTAKINGS
----------------------

A.  Undertaking to Update

   The undersigned registrant hereby undertakes:

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

        (i)    To include any Prospectus required by section 10(a)(3) of the
               Securities Act of 1933;

        (ii)   To reflect in the Prospectus any facts or events arising after
               the effective date of the Registration Statement (or the most
               recent post-effective amendment thereof) which, individually or
               in the aggregate, represent a fundamental change in the
               information set forth in the Registration Statement;

        (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 (a)(1)(i) and (a)(1)(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 Securities Act of 1934 that are incorporated by reference
in the Registration Statement.

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

        (3) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

B.      Undertaking With Respect to Incorporating Certain Exchange Act Documents
by Reference

        The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and each filing of the Plan's annual report
pursuant to Section 15(d) of the Securities Exchange Act of 1934) 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.

C.      Undertaking With Respect to Indemnification of Directors, Officers or
Controlling Persons.

        Insofar as indemnification for liabilities under the Securities Act of
1933 ("the 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 of whether such indemnification by it is against
public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                      -4-
<PAGE>
 
                                   SIGNATURES

   Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Town of Windsor, State of Connecticut, on March 28, 1997.

                                              ADVO, Inc.
 
                                              By /s/ Robert S. Hirst 
                                                 ------------------------------
                                              ROBERT S. HIRST
                                              Vice President and Controller

                               Power of Attorney
                               -----------------
   Each of the undersigned hereby appoints David M. Stigler and Robert S. Hirst,
and each of them severally, his true and lawful attorneys to execute on behalf
of the undersigned any and all amendments to this registration statement and to
file the same, with all exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission.  Each such attorney will
have the power to act hereunder with or without the other.  Each of the
undersigned hereby ratifies and confirms all that attorneys, or any of them, may
lawfully do or cause to be done by virtue hereof.

   Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
date indicated.
<TABLE>
<CAPTION>
 
Signature                                   Title                      Date
---------                                   -----                      ----
<S>                          <C>                                  <C>
 
/s/ ROBERT KAMERSCHEN        Chairman, Chief Executive Officer    March 28, 1997
---------------------------  and Director (Principal Executive 
    Robert Kamerschen        Officer)             
                             

/s/ GARY M. MULLOY           President, Chief Operating           March 28, 1997
---------------------------  Officer and Director
    Gary M. Mulloy              
 
/s/ LOWELL W. ROBINSON       Executive Vice President and Chief   March 28, 1997
---------------------------  Financial Officer (Principal
    Lowell W. Robinson       Financial Officer)
                             
 
/s/ ROBERT S. HIRST          Vice President and Controller        March 28, 1997
---------------------------  (Principal Accounting Officer)
    Robert S. Hirst             
 
                             Director                             March 28, 1997
---------------------------
    James A. Eskridge
 
/s/ BRUCE CRAWFORD           Director                             March 28, 1997
---------------------------
    Bruce Crawford
 
                             Director                             March 28, 1997
---------------------------
    Jack W. Fritz
 
/s/ LAWRENCE LACHMAN         Director                             March 28, 1997
---------------------------
    Lawrence Lachman
 
/s/ HOWARD H. NEWMAN         Director                             March 28, 1997
---------------------------
    Howard H. Newman
 
                             Director                             March 28, 1997
---------------------------
    John R. Rockwell
 
                             Director                             March 28, 1997
---------------------------
    John L. Vogelstein
</TABLE>
                                      -5-
<PAGE>
 
                       EXHIBIT INDEX
                       -------------

<TABLE> 
<CAPTION> 


                                                         Incorporation by
Exhibit No.      Description                             Reference
-----------      -----------                             ---------
<S>              <C>                                   <C>  
5                Opinion of Counsel                      Filed herewith
 
23(a)            Consent of Independent Auditors         Filed herewith
 
23(b)            Consent of Counsel (See Exhibit 5)      Filed herewith
 
24               Power of Attorney (See Signature Page)  Filed herewith
 
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20222}]
{"company-data": {"conformed-name": "ADVO INC", "cik": "0000801622", "assigned-sic": "7331", "irs-number": "060885252", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-24131", "film-number": "97566765"}, "business-address": {"street1": "ONE UNIVAC LN", "street2": "P O BOX 755", "city": "WINDSOR", "state": "CT", "zip": "06095", "phone": "2032856100"}, "mail-address": {"street1": "ONE UNIVAC LANE", "street2": "P O BOX 755", "city": "WINDSOR", "state": "CT", "zip": "06095-2668"}, "former-company": {"former-conformed-name": "ADVO SYSTEM INC", "date-changed": "19920128"}}
Registration  No.33-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------  
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     Under
                          THE SECURITIES ACT OF 1933
                           --------------------------

                                  ADVO, Inc.
                           --------------------------       
               (Exact name of issuer as specified in its charter)

               Delaware                                    06-0885252
     --------------------------                        -------------------    
      (State or other jurisdiction                      (IRS Employer
      of incorporation or organization)                Identification No.)

         One Univac Lane, P.O. Box 755, Windsor, Connecticut 06095-0755
         --------------------------------------------------------------
                    (Address of Principal Executive Offices)

                              ------------------

         1986 Employee Restricted Stock Plan of ADVO, Inc., as amended
                            (Full title of the plan)

                              -------------------

                                David M. Stigler
              Senior Vice President, General Counsel and Secretary
         One Univac Lane, P.O. Box 755, Windsor, Connecticut 06095-0755
         --------------------------------------------------------------
                    (Name and address of agent for service)

                                  (860) 285-6120
                       ------------------------------- 
         (Telephone number, including area code, of agent for service)

 
                          CALCULATION OF REGISTRATION FEE
=================================================================================================================================
Title of securities        Amount to be   Proposed maximum              Proposed maximum              Amount of
   to be registered        registered     offering price per share (*)  aggregate offering price (*)  registration fee
   ----------------        -------------  ------------------------      ------------------------      ----------------
Common Stock, par        30,000 shares            $11.9375                      $358,125           $108.52
   value $.01 per share
(*) Estimated pursuant to Rule 457(h) solely for the purpose of computing the
registration fee on the basis of the average of the high and low prices of the
Common Stock of ADVO, Inc. on March 25, 1997.

Pursuant to Rule 429, this registration statement constitutes Post-Effective
Amendment No. 4 to the Company's Form S-8 (File No. 33-19045) registering
1,250,000 shares for issue under the 1986 Employee Restricted Stock Plan (the
"Plan"), as amended and Post-Effective Amendment No. 1 to the Company's Form S-8
(File No. 33-27370) registering 375,000 shares for issue under the Plan, as
amended and Post-Effective Amendment No. 2 to the Company's Form S-8 (File No.
33-34686) registering 312,500 shares for issue under the Plan, as amended and
Post-Effective Amendment No. 3 to the Company's Form S-8 (File No. 33-40402)
registering 500,000 shares for issue under the Plan, as amended.
PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. - INCORPORATION OF DOCUMENTS BY REFERENCE
-------------------------------------------------

    The following documents filed by ADVO, Inc. (the "Company" or the
"registrant") with the Securities and Exchange Commission are incorporated
herein by reference:

(a) The Company's Annual Report on Form 10-K for the fiscal year ended September
    28, 1996, filed pursuant to Sections 13(a) or 15(d) of the Securities
    Exchange Act of 1934, as amended (the "1934 Act");

(b) The Company's Quarterly Report on Form 10-Q for the fiscal quarter ended
    December 28, 1996; and

(c) The description of the Company's Common Stock which is contained in its
    registration statement filed under the 1934 Act, and any amendment or report
    filed under the 1934 Act for the purpose of updating such description.

    All documents subsequently filed by the Company and the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(c) of the 1934 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 to be a
part hereof from the date of the filing of such reports and documents.

ITEM 4. - DESCRIPTION OF SECURITIES
-----------------------------------

This Item is not applicable to the securities to be registered hereby.

ITEM 5. - INTERESTS OF NAMED EXPERTS AND COUNSEL
------------------------------------------------

    The consolidated financial statements and schedule of ADVO, Inc.
incorporated by reference or appearing in ADVO, Inc.'s Annual Report (Form 10-K)
for the year ended September 28, 1996, have been audited by Ernst & Young LLP,
independent auditors, as set forth in their reports thereon incorporated by
reference or included therein and incorporated herein by reference.  Such
consolidated financial statements and schedule are incorporated herein by
reference in reliance upon such reports given upon the authority of such firm as
experts in accounting and auditing.

    The validity of the ADVO, Inc. Common Stock being offered hereby is being
passed upon for the Company by David M. Stigler, Senior Vice President, General
Counsel and Secretary of the Company.  Mr. Stigler is also a shareholder of the
Company, holds options to purchase additional shares of the Company's Common
Stock and participates in the Company's stock plans, including the 1986 Employee
Restricted Stock Plan of ADVO, Inc., as amended.

ITEM 6. - INDEMNIFICATION OF DIRECTORS AND OFFICERS
---------------------------------------------------

    Under Section 145 of the General Corporation Law of the State of Delaware
(the "DGCL"), directors and officers as well as other employees and individuals
may be indemnified against expenses (including attorneys' fees), judgement,
fines and amounts paid in settlement in connection with specified actions, suits
or proceedings, whether civil, criminal, administrative or investigative (other
than an action by or in the right of a corporation--a "derivative action") if
they acted in good faith and in a manner they reasonably believed to be in or
not opposed to the best interest of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe their conduct
was unlawful.  A similar standard of care is applicable in the case of
derivative actions, except that indemnification only extends to expenses
(including attorneys' fees) incurred in connection with defense or settlement of
such an action and the DGCL requires court approval before there can be any
indemnification where the person seeking indemnification has been found liable
to the corporation.  Additionally, a corporation is required to indemnify its
directors and officers against expenses to the extent that such directors or
officers have been successful on the merits or otherwise in any action, suit or
proceeding or in defense of any claim, issue or matter therein.

                                      -2-
Unless ordered by a court, an indemnification can be made by a corporation
only upon a determination that indemnification is proper in the circumstances
because the party seeking indemnification has met the applicable standard of
conduct as set forth in Delaware Law. The indemnification provided by Section
145 of the DGCL includes the right to be paid by the corporation the expenses
incurred in defending proceedings in advance of their final disposition. Such
advance payment of expenses, however, may be made only upon delivery to the
corporation by the indemnified party of an undertaking to repay all amounts so
advanced if it shall ultimately be determined that the person receiving such
payments is not entitled to be indemnified.

    The right to indemnification and the payment of expenses incurred in
defending a proceeding in advance of its final disposition conferred by Section
145 of the DGCL is not exclusive of any other right which any person may have or
acquire under any statute, provision of the certificate of incorporation or
bylaws, or otherwise.  In addition, Section 145 of the DGCL authorizes a
corporation to maintain insurance, at its expense, liability or loss, whether or
not the corporation would have the power to indemnify such person against such
expense, liability or loss under the DGCL.

    As permitted by Section 145 of the DGCL, the Restated Certificate of
Incorporation and the Restated Bylaws of the Company provide for indemnification
of officers, directors, employees and agents of the Company in certain cases
against expenses and liabilities under judgements of reimbursement of amounts
paid in settlement.

ITEM 7. - EXEMPTION FROM REGISTRATION CLAIMED
---------------------------------------------

This item is not applicable to the securities to be registered hereby.
ITEM 8. - EXHIBITS
------------------
 
The following exhibits are filed herewith:

Exhibit          Description
-------          -----------
No.
--
4(a)             1986 Employee Restricted         Incorporated by reference to 
                 Stock Plan of ADVO,              the Company's Definitive
                 Inc., as amended.                Proxy Statement for the
                                                  annual meeting of 
                                                  Stockholders held on
                                                  January 18, 1997.

4(b)             Restated Certificate of          Incorporated by reference to
                 Incorporation of ADVO,           Exhibit 3(a) to the Company's
                 Inc.                             Form 10 filed on September 
                                                  15, 1986 (No.1-11720).

4(c)             Restated Bylaws of ADVO,         Incorporated by reference to
                 Inc.                             Exhibit 3(b) to the Company's
                                                  Annual Report on Form 10-K 
                                                  for the fiscal year ended 
                                                  September 30, 1989.

4(d)             Stockholder Protection           Incorporated by reference to
                 Agreement, dated as              Exhibit 4.1 of the
                 February 5, 1993, between        Company's Form 8-K dated
                 the Company and Mellon           February 5, 1993.
                 Securities Trust Company, 
                 as Rights Agent, including 
                 Exhibit A and Exhibit B.

5                Opinion of Counsel.              Filed herewith.

23(a)            Consent of Independent           Filed herewith.
                 Auditors.

23(b)            Consent of Counsel (See          Filed herewith.
                 Exhibit 5).

24               Power of Attorney (See           Filed herewith.
                 Signature Page).
-3-
Item 9. - UNDERTAKINGS
----------------------

A.  Undertaking to Update

   The undersigned registrant hereby undertakes:

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

        (i)    To include any Prospectus required by section 10(a)(3) of the
               Securities Act of 1933;

        (ii)   To reflect in the Prospectus any facts or events arising after
               the effective date of the Registration Statement (or the most
               recent post-effective amendment thereof) which, individually or
               in the aggregate, represent a fundamental change in the
               information set forth in the Registration Statement;

        (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 (a)(1)(i) and (a)(1)(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 Securities Act of 1934 that are incorporated by reference
in the Registration Statement.

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

        (3) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

B.      Undertaking With Respect to Incorporating Certain Exchange Act Documents
by Reference

        The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and each filing of the Plan's annual report
pursuant to Section 15(d) of the Securities Exchange Act of 1934) 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.

C.      Undertaking With Respect to Indemnification of Directors, Officers or
Controlling Persons.

        Insofar as indemnification for liabilities under the Securities Act of
1933 ("the 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 of whether such indemnification by it is against
public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                      -4-
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 Town of Windsor, State of Connecticut, on March 28, 1997.

                                              ADVO, Inc.
 
                                              By /s/ Robert S. Hirst 
                                                 ------------------------------
                                              ROBERT S. HIRST
                                              Vice President and Controller

                               Power of Attorney
                               -----------------
   Each of the undersigned hereby appoints David M. Stigler and Robert S. Hirst,
and each of them severally, his true and lawful attorneys to execute on behalf
of the undersigned any and all amendments to this registration statement and to
file the same, with all exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission.  Each such attorney will
have the power to act hereunder with or without the other.  Each of the
undersigned hereby ratifies and confirms all that attorneys, or any of them, may
lawfully do or cause to be done by virtue hereof.

   Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
date indicated.
Signature                                   Title                      Date
---------                                   -----                      ----
/s/ ROBERT KAMERSCHEN        Chairman, Chief Executive Officer    March 28, 1997
---------------------------  and Director (Principal Executive 
    Robert Kamerschen        Officer)             
                             

/s/ GARY M. MULLOY           President, Chief Operating           March 28, 1997
---------------------------  Officer and Director
    Gary M. Mulloy              
 
/s/ LOWELL W. ROBINSON       Executive Vice President and Chief   March 28, 1997
---------------------------  Financial Officer (Principal
    Lowell W. Robinson       Financial Officer)
                             
 
/s/ ROBERT S. HIRST          Vice President and Controller        March 28, 1997
---------------------------  (Principal Accounting Officer)
    Robert S. Hirst             
 
                             Director                             March 28, 1997
---------------------------
    James A. Eskridge
 
/s/ BRUCE CRAWFORD           Director                             March 28, 1997
---------------------------
    Bruce Crawford
 
                             Director                             March 28, 1997
---------------------------
    Jack W. Fritz
 
/s/ LAWRENCE LACHMAN         Director                             March 28, 1997
---------------------------
    Lawrence Lachman
 
/s/ HOWARD H. NEWMAN         Director                             March 28, 1997
---------------------------
    Howard H. Newman
 
                             Director                             March 28, 1997
---------------------------
    John R. Rockwell
 
                             Director                             March 28, 1997
---------------------------
    John L. Vogelstein
-5-
EXHIBIT INDEX
                       -------------
Incorporation by
Exhibit No.      Description                             Reference
-----------      -----------                             ---------
5                Opinion of Counsel                      Filed herewith
 
23(a)            Consent of Independent Auditors         Filed herewith
 
23(b)            Consent of Counsel (See Exhibit 5)      Filed herewith
 
24               Power of Attorney (See Signature Page)  Filed herewith