As filed with the Securities and Exchange Commission on March 7, 1997.
                                                 Registration No. 33-______
                                                                Rule 424(c)
==============================================================================
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington D.C. 20549
                               --------------
                                  Form S-8
                           REGISTRATION STATEMENT
                                   Under
                         The Securities Act of 1933
                               --------------

                            THIOKOL CORPORATION
           (Exact name of registrant as specified in its charter)

         Delaware                                          36-2678716
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                          identification No.)
                         2475 Washington Boulevard
                             Ogden, Utah 84401
                  (Address of Principal Executive Offices)

                 Thiokol Corporation 1996 Stock Awards Plan
                          (Full title of the Plan)
                --------------------------------------------
                            Edwin M. North, Esq.
                            Corporate Secretary
                            Thiokol Corporation
                         2475 Washington Boulevard
                             Ogden, Utah 84401
                               (801) 629-2084
(Name, address, and telephone number, including area code, of agent 
                               for service)
                   --------------------------------------
<TABLE>
<CAPTION>                                    
                                              CALCULATION OF REGISTRATION FEE
================================================== ===============================================================================
                                                                                      Proposed
                                     Amount                   Proposed                 Maximum                Amount of
   Title of Securities                to be                    Maximum                Aggregate              Registration
     to be Registered              Registered              Offering Price             Offering                   Fee
                                                            Per Share (1)             Price (1)
--------------------------- -------------------------- ------------------------ ---------------------- --------------------------
<S>                             <C>                            <C>                   <C>                        <C>          
Common Stock
($1.00 par value)               1,000,000 shares               $56.464               $56,464,000                $17,109
--------------------------- -------------------------- ------------------------ ---------------------- -------------------------
<FN>
(1)Estimated  pursuant to Rule 457(h) solely for the purpose of calculating the amount of the registration fee. 
</FN>

The proposed maximum offering price per share is based upon (1) the exercise price per share of 22,500 outstanding
option  shares  with an  option  price of  $38.625  per  share  and (2) the remaining  977,500 shares,  the average ($56.875) 
of the high ($57.25) and low ($56.50)  prices for the Company's  Common Stock on the composite  tape for the New York Stock
Exchange on March 5, 1997.
Total Number of Pages.....................................................................................12
Exhibit Index.............................................................................................10

================================================================================================================================  
</TABLE>


<PAGE>



                                   PART I

INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
----------------------------------------------------

Information  required  by  Part  1 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with
Rule 428 under the  Securities Act of 1933 (the  "Securities  Act") and the
Note to Part 1 of Form S-8.


                                  PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
--------------------------------------------------

ITEM 3.  Incorporation of Documents by Reference.
-------------------------------------------------

     The following  documents  filed with the Commission by the Company are
incorporated in this Registration  Statement on Form S-8 (the "Registration
Statement") by reference:

     (a)  The  Company's  annual  report on Form 10-K for the  fiscal  year
          ended June 30, 1996 (the "Form 10-K").

     (b)  All other reports filed by the Company  pursuant to Section 13 or
          15(d) of the  Securities  Exchange  Act of 1934,  as amended (the
          "Exchange  Act") since the end of the fiscal year covered by Form
          10-K.

     (c)  The  description  of the  Company's  Common Stock $1.00 par value
          (the  "Common  Stock")  on  pages  73-74 of the  Company's  Proxy
          Statement Prospectus dated May 24, 1989 for Special Stockholders'
          Meeting held on June 23, 1989 and Preferred Share Purchase Rights
          as set forth in (i) Rights  Agreement  dated  January  26,  1989,
          between the Company and The First  National Bank of Chicago filed
          as Exhibit 1 with the Company's  Form 8-A dated February 8, 1989;
          (ii)  Amendment to Rights  Agreement  between the Company and The
          First  National  Bank of  Chicago,  dated June 22,  1989 filed as
          Exhibit 2 with the Company Report on Form 8-K dated July 3, 1989;
          and (iii) Amendment No. 2 to Rights Agreement between the Company
          and The First  National  Bank of Chicago,  dated January 18, 1990
          which was filed as Exhibit 3 filed with the  Company's  Report on
          Form 8-K dated January 18, 1990.

     All documents  subsequently  filed by the Company  pursuant to Section
13(a),  13(c),  14, or 15(d) of the Exchange Act,  prior to the filing of a
post-effective  amendment  which  indicates that all securities  registered
hereunder have been sold or which deregisters all of the securities offered
then  remaining  unsold,  shall be  deemed  to be  

                                     1

<PAGE>
incorporated herein by reference and to be a part hereof from the
date of filing of such documents.

ITEM 4.  Description of Securities.
-------  --------------------------
     Not applicable.

ITEM 5.  Interests of Named Experts and Counsel.
-------  ---------------------------------------

     Legal matters with respect to the Common Stock being offered hereunder
has been  passed  upon for the  Company  by  Daniel  S.  Hapke,  Jr.,  Vice
President  and General  Counsel of the  Company.  Mr.  Hapke has options to
purchase  5,000 shares of the Company  Common  Stock.  Such options are not
currently exercisable.

ITEM 6.  Indemnification of Directors and Officers.
-------  ------------------------------------------

     Section  145 of the General  Corporation  Law of the State of Delaware
(the "Delaware  Law") provides for a Delaware  corporation to indemnify any
persons who are, or are threatened to be made,  parties to any  threatened,
pending or completed  legal  action,  suit or  proceeding,  whether  civil,
criminal,  administrative  or investigative  (other than an action by or in
the right of such  corporation),  by reason of the fact that such person is
or was an officer, director,  employee or agent of such corporation,  or is
or was serving at the request of such  corporation as a director,  officer,
employee or agent of another corporation, partnership, joint venture, trust
or  other  enterprise.   The  indemnity  may  include  expenses  (including
attorneys' fees), judgments,  fines and amounts paid in settlement actually
and reasonably incurred by such person in connection with such action, suit
or  proceeding,  provided that such officer or director acted in good faith
and in a manner  he  reasonably  believed  to be in or not  opposed  to the
corporation's  best  interest,  and,  for  criminal  proceedings,   had  no
reasonable   cause  to  believe  his  conduct  was  unlawful.   A  Delaware
corporation  may  indemnify   officers  and  directors   against   expenses
(including  attorneys'  fees)  in an  action  by or in  the  right  of  the
corporation under the same conditions,  except that no  indemnification  is
permitted  without judicial approval if the officer or director is adjudged
to be liable to the corporation. Where an officer or director is successful
on the merits or otherwise in the defense of any action  referred to above,
the corporation  must indemnify him against the expenses which such officer
or director actually and reasonably incurred.

     In  accordance  with  Section  102  (b)(7) of the  Delaware  Law,  the
Articles  NINTH of the Company's  restated  Certificate  of  Incorporation,
proceeds as follows:

          "NINTH: A. A director of the Corporation  shall not be personally
               liable to the Corporation or its  stockholders  for monetary
               damages for breach of fiduciary  duty as a director,  except
               for liability (i) for any breach of the  director's  duty of
               loyalty to the  Corporation  or its  stockholders,  (ii) for
               acts  or  omissions  not in  good  faith  or  which  involve
               intentional 
                                     2
<PAGE>

               misconduct  or a  knowing  violation  of  law,  (iii)  under
               Section 174 of the General  Corporation  Law of the State of
               Delaware,  or  (iv)  for  any  transaction  from  which  the
               director  derived  an  improper  personal  benefit.  If  the
               General  Corporation Law of the State of Delaware is amended
               to  authorize   corporate  action  further   eliminating  or
               limiting  the  personal  liability  of  directors,  then the
               liability  of  a  director  of  the  Corporation   shall  be
               eliminated or limited to the fullest extent permitted by the
               General  Corporation  Law of the  State of  Delaware,  as so
               amended. Any repeal or modification of this Section A by the
               stockholders of the Corporation  shall not adversely  affect
               any right or  protection  of a director  of the  Corporation
               existing at the time of such repeal or modification.

            B.(1) Each  person who was or is made a party or is  threatened
               to be made a party to or is involved in any action, suit, or
               proceeding,  whether  civil,  criminal,   administrative  or
               investigative (hereinafter a "proceeding"), by reason of the
               fact  that  he or she or a  person  of whom he or she is the
               legal  representative  is or  was  a  director,  officer  or
               employee  of the  Corporation  or is or was  serving  at the
               request of the Corporation as a director,  officer, employee
               or agent of another  corporation or of a partnership,  joint
               venture,  trust or other enterprise,  including service with
               respect to employee benefit plans, whether the basis of such
               proceeding  is alleged  action in an official  capacity as a
               director,  officer,  employee  or  agent  or  in  any  other
               capacity while serving as a director,  officer,  employee or
               agent,  shall  be  indemnified  and  held  harmless  by  the
               Corporation to the fullest extent  authorized by the General
               Corporation  Law of the State of Delaware as the same exists
               or may  hereafter be amended  (but,  in the case of any such
               amendment,  only to the extent that such  amendment  permits
               the  Corporation to provide broader  indemnification  rights
               than said law permitted the  Corporation to provide prior to
               such  amendment),  against all expense,  liability  and loss
               (including attorneys' fees,  judgments,  fines, ERISA excise
               taxes  or  penalties  and  amounts  paid  or to be  paid  in
               settlement)  reasonably  incurred or suffered by such person
               in  connection  therewith  and  such  indemnification  shall
               continue  as to a person  who has  ceased to be a  director,
               officer, employee or agent and shall inure to the benefit of
               his or her heirs,  executors and  administrators;  provided,
               however,  that except as provided in  paragraph  (2) of this
               Section B with  respect  to  proceedings  seeking to enforce
               rights to  indemnification,  the Corporation shall indemnify
               any such person seeking indemnification in connection with a
               proceeding  (or part thereof)  initiated by such person only
               if such  proceeding  (or part thereof) was authorized by the
               Board  of  Directors  of  the  Corporation.   The  right  to
               indemnification  conferred  in this  Section  B  shall  be a
               contract right and shall include the right to be paid by the
               Corporation  the  expenses  incurred in  defending  any such
               proceeding  in advance of its final  disposition;  provided,
               however, that if the General Corporation Law of the State of
               Delaware requires,  the payment of such expenses incurred by
               a director  or officer in his or her  capacity as a director
               or officer (and not in any other  capacity in which  service
               was or is  rendered  by  such  person  while a  director  or
               officer, 
                                     3
<PAGE>

               including,  without  limitation,   service  to  an  employee
               benefit  plan) in  advance  of the  final  disposition  of a
               proceeding,   shall  be  made  only  upon  delivery  to  the
               Corporation  of  an  undertaking  by or on  behalf  of  such
               director or officer,  to repay all amounts so advanced if it
               shall ultimately be determined that such director or officer
               is not  entitled to be  indemnified  under this Section B or
               otherwise.

            (2)If a claim  under  paragraph  (1) of this  Section  B is not
               paid in full by the  Corporation  within thirty days after a
               written  claim has been  received  by the  Corporation,  the
               claimant may at any time  thereafter  bring suit against the
               Corporation  to recover the unpaid  amount of the claim and,
               if  successful  in whole or in part,  the claimant  shall be
               entitled  to be paid also the  expense of  prosecuting  such
               claim.  It shall be a defense to any such action (other than
               an action  brought to enforce a claim for expenses  incurred
               in  defending  any   proceeding  in  advance  of  its  final
               disposition  where  the  required  undertaking,  if  any  is
               required,  has been  tendered to the  Corporation)  that the
               claimant has not met the  standards of conduct which make it
               permissible  under the General  Corporation Law of the State
               of Delaware for the  Corporation  to indemnify  the claimant
               for the  amount  claimed,  but the  burden of  proving  such
               defense shall be on the Corporation.  Neither the failure of
               the   Corporation   (including   its  Board  of   Directors,
               independent  legal counsel or  stockholders)  to have made a
               determination  prior to the commencement of such action that
               indemnification   of  the   claimant   is   proper   in  the
               circumstances  because  he or she  has  met  the  applicable
               standard of conduct set forth in the General Corporation Law
               of the State of Delaware, nor an actual determination by the
               Corporation  (including its Board of Directors,  independent
               legal counsel or stockholders) that the claimant has not met
               such applicable  standard of conduct,  shall be a defense to
               the action or create a presumption that the claimant has not
               met the applicable standard of conduct.

            (3)The right to  indemnification  and the  payment of  expenses
               incurred in defending a  proceeding  in advance of its final
               disposition  conferred  in  this  Section  B  shall  not  be
               exclusive  of any other  right  which any person may have or
               hereafter  acquire  under  any  statute,  provision  of  the
               certificate of  incorporation,  By-Law,  agreement,  vote of
               stockholders or disinterested directors or otherwise.

            (4)The Corporation may maintain  insurance,  at its expense, to
               protect itself and any director,  officer, employee or agent
               of the  Corporation  or  another  corporation,  partnership,
               joint  venture,   trust  or  other  enterprise  against  any
               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 General Corporation Law
               of the State of Delaware.

            (5)The Corporation  may, to the extent  authorized from time to
               time  by  the   Board  of   Directors,   grant   rights   to
               indemnification,  and  rights to be paid by the  Corporation
               the expenses incurred in defending any proceeding

                                     4
<PAGE>


               in  advance  of its final  disposition,  to any agent of the
               Corporation  to the fullest extent of the provisions of this
               Section  B  with   respect   to  the   indemnification   and
               advancement of expenses of directors, officers and employees
               of the Corporation.

     Section  145 of the General  Corporation  Law of the State of Delaware
provides a corporation shall have power to purchase and maintain  insurance
on behalf of any  person who is or was a  director,  officer,  employee  or
agent  of the  corporation,  or is or was  serving  at the  request  of the
corporation  as  a  director,   officer,   employee  or  agent  of  another
corporation,  partnership, joint venture, trust or other enterprise against
any  liability  asserted  against  him  and  incurred  by him  in any  such
capacity,  or arising  out of his  status as such.  The  Company  maintains
directors' and officers' liability insurance with such limits and retention
reflective of condition in the insurance markets for such coverages.

ITEM 7.   Exemption from Registration Claimed.
-------   ------------------------------------

          Not applicable.

ITEM 8.   Exhibits.
-------   ---------

          4.1  Restated Certificate of Incorporation of the Company,  which
               was filed as  Exhibit 3 to the  Company's  Annual  Report on
               Form 10-K for the fiscal  year ended June 30,  1989,  and is
               incorporated by reference herein.

          4.2  Bylaws of the Company,  as amended to date, which were filed
               as Exhibit 3 to the Company's Annual Report on Form 10-K for
               the fiscal year ended June 30, 1993, and are incorporated by
               reference herein.

          4.3  Rights Agreement dated January 26, 1989, between the Company
               and The First  National Bank of Chicago,  which was filed as
               Exhibit 1 filed with the Company's  Form 8-A dated  February
               8, 1989, and is incorporated by reference herein.

          4.4  Amendment  to Rights  Agreement  between the Company and The
               First National Bank of Chicago,  dated June 22, 1989,  which
               was filed as  Exhibit 2 filed with the  Company's  Report on
               Form  8-K  dated  July  3,  1989,  and  is  incorporated  by
               reference herein.

          4.5  Amendment No. 2 to Rights Agreement  between the Company and
               The First National Bank of Chicago,  dated January 18, 1990,
               which was filed as Exhibit 3 filed with the Company's Report
               on Form 8-K dated January 18, 1990, and is  incorporated  by
               reference herein.

          4.6  Form of Indenture,  Form of Agreement for Equity  Securities
               and Form of Warranty  Agreement  for Debt  Securities  which
               were filed with the Company's Form S-3 Registration 333-1753
               effective October 16, 1996 and are incorporated by reference
               herein.

          5.1  Opinion  of Daniel S.  Hapke,  Jr.,  Esq.  with  respect  to
               legality of securities.
                                     
                                     5

<PAGE>

          23.1 Consent of Ernst & Young, LLP.

          23.2 Consent  of Daniel  S.  Hapke,  Jr.,  Esq.  incorporated  by
               reference in the opinion set forth as Exhibit 5.1.

          24.1 Power of Attorney.

ITEM 9.   Undertakings.
-------   -------------

     (a)  The undersigned Registrant hereby undertakes:

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

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

               (ii) To  reflect  in the  prospectus  any  facts  or  events
                    arising  after the effective  date of the  registration
                    statement (or the most recent post-effective  amendment
                    thereof)  which,  individually  or  in  the  aggregate,
                    represent a fundamental  change in the  information set
                    forth in the  registration  statement.  Notwithstanding
                    the  foregoing,  any  increase or decrease in volume of
                    securities  offered  (if  the  total  dollar  value  of
                    securities  offered  would not  exceed  that  which was
                    registered)  and any deviation from the low or high end
                    of  the  estimated   maximum   offering  range  may  be
                    reflected  in the  form of  prospectus  filed  with the
                    Commission   pursuant   to  Rule   424(b)  if,  in  the
                    aggregate, the changes in volume and price represent no
                    more than a 20 percent change in the maximum  aggregate
                    offering  price  set  forth  in  the   "Calculation  of
                    Registration  Fee" table in the effective  registration
                    statement;

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

provided,  however,  that the  information  required  to be  included  in a
post-effective  amendment by paragraphs  (a)(1)(i) and (a)(1)(ii) above may
be  contained  in  periodic  reports  filed by the  registrant  pursuant to
Section  13 or  15(d)  of the  Securities  Exchange  Act of 1934  that  are
incorporated by reference in the registration statement.

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

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

                                     6
<PAGE>

               (b)  The undersigned  registrant hereby undertakes that, for
                    purposes  of  determining   any  liability   under  the
                    Securities Act of 1933, each filing of the registrant's
                    annual  report  pursuant  to  Section  13(a) or Section
                    15(d)  of the  Securities  Exchange  Act of 1934  (and,
                    where  applicable,  each filing of an employee  benefit
                    plan's annual  report  pursuant to Section 15(d) of the
                    Securities  Exchange Act of 1934) that is  incorporated
                    by reference  in 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.

               (e)  The undersigned registrant hereby undertakes to deliver
                    or cause to be delivered with the  prospectus,  to each
                    person to whom the  prospectus  is sent or  given,  the
                    latest  annual  report  to  security  holders  that  is
                    incorporated   by  reference  in  the   prospectus  and
                    furnished  pursuant to and meeting the  requirements of
                    Rule 14a-3 or Rule 14c-3 under the Securities  Exchange
                    Act of 1934; and, where interim  financial  information
                    required to be presented  by Article 3 of  Registration
                    S-X are not set forth in the prospectus, to deliver, or
                    cause  to be  delivered  to each  person  to  whom  the
                    prospectus  is  sent or  given,  the  latest  quarterly
                    report that is  specifically  incorporated by reference
                    in the  prospectus  to provide such  interim  financial
                    information.

               (h)  Insofar  as  indemnification  for  liabilities  arising
                    under the  Securities  Act of 1933 may be  permitted to
                    directors,  officers  and  controlling  persons  of the
                    registrant  pursuant  to the  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  Securities  Act  of  1933  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 of 1933  and will be
                    governed by the final adjudication of such issue.


                                     7
<PAGE>


==============================================================================
                             POWER OF ATTORNEY
==============================================================================

     We, the undersigned  Directors of Thiokol Corporation,  hereby appoint
James R.  Wilson and  Richard L.  Corbin,  or either of them,  our true and
lawful attorneys and agents,  to do any and all acts and things in our name
and on our behalf in our capacities  indicated below,  which said attorneys
and agents,  or each of them may deem necessary or advisable to enable said
Corporation  to comply with the  Securities  and  Exchange  Commission,  in
connection  with a  Registration  Statement  on  Form  S-8 to be  filed  in
connection with the Thiokol Corporation 1996 Stock Awards Plan,  including,
without  limitation,  power and  authority to sign for us, or any of us, in
our  names  in the  capacities  indicated  below,  any and  all  amendments
(including  post-effective  amendments) to such Registration Statement, and
we hereby ratify and confirm all that said attorneys and agents, or each of
them, shall do or cause to be done by virtue hereof.

                                 SIGNATURES

The Registrant
--------------

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 Ogden and the State of Utah, on
the 6th day of March 1997.

                                                         THIOKOL CORPORATION


                                                        /s/   James R. Wilson
                                                       ----------------------
                                             Chairman of the Board  President,
                                              and Chief Executive Officer

Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement has been signed below by the  following  persons in
the capacities indicated on the 6th day of March 1997.


        NAME                                        TITLE

/s/  James R. Wilson         Director,  Chairman  of the Board,  President 
--------------------         President and Chief Executive Officer

/s/  Richard L. Corbin       Senior Vice President and Chief Financial Officer
----------------------

                                     8
<PAGE>

/s/  Michael R. Ayers        Vice  President  and  Controller
----------------------       (Principal Accounting Officer)

/s/  Neil A. Armstrong*      Director
---------------------

/s/  Michael P.C. Carns*     Director
-----------------------

/s/  Edsel D. Dunford*       Director
----------------------

/s/  U. Edwin Garrison*      Director
----------------------

/s/  L. Dennis Kozlowski*    Director
-------------------------

/s/  Charles S. Locke*       Director
----------------------

/s/  James M. Ringler*       Director
----------------------

/s/  William O. Studeman*    Director
------------------------

/s/  Donald C. Trauscht*     Director
------------------------








*By  /s/  Richard L. Corbin
     -------------------------
      Richard L. Corbin
      Attorney-In-Fact




                                     9

<PAGE>


                             INDEX OF EXHIBITS
                             -----------------


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

4.1       Restated  Certificate of Incorporation of the Company,  which was
          filed as Exhibit 3 to the  Company's  Annual  Report on Form 10-K
          for the fiscal year ended June 30, 1989, and is  incorporated  by
          reference herein.

4.2       Bylaws of the  Company,  as amended to date,  which were filed as
          Exhibit  3 to the  Company's  Annual  Report on Form 10-K for the
          fiscal  year  ended  June  30,  1993,  and  are  incorporated  by
          reference herein.

4.3       Rights Agreement dated January 26, 1989,  between the Company and
          The First National Bank of Chicago,  which was filed as Exhibit 1
          filed with the  Comopany's  Form 8-A dated February 8, 1989, and
          is incorporated by reference herein.

4.4       Amendment to Rights  Agreement  between the Company and The First
          Natioinal Bank of Chicago,  dated June 22, 1989,  which was filed
          as  Exhibit 2 filed with the  Company's  Report on Form 8-K dated
          July 3, 1989, and is incorporated by reference herein.

4.5       Amendment No. 2 to Rights  Agreement  between the Company and The
          First National Bank of Chicago, dated January 18, 1990, which was
          filed as  Exhibit 3 filed with the  Company's  Report on Form 8-K
          dated January 18, 1990, and is incorporated by reference herein.

4.6       Form of Indenture,  Form of Agreement for Equity  Securities  and
          Form of Warranty  Agreement for Debt Securities  which were filed
          with the  Company's  Form  S-3  Registration  333-1753  effective
          October 16, 1996 and are incorporated by reference herein.

5.1       Opintion of Daniel S. Hapke,  Jr.,  Esq. with respect to legality
          of securities.

23.1      Consent of Ernst & Young, LLP.

23.2      Consent of Daniel S. Hapke,  Jr., Esq.  incorporated by reference
          in the opinion set forth as Exhibit 5.1.

24.1      Power of Attorney.



                                    10
<PAGE>




                                                                EXHIBIT 5.1


                               LEGAL OPINION

                         DANIEL S. HAPKE, JR., ESQ.




March 6, 1997



Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street N.W.
Stop 1-4
Washington, D.C. 20549-1204

Gentlemen,

RE:      Thiokol Corporation 1996 Stock Awards Plan

I have acted as counsel for  Thiokol  Corporation,  a Delaware  corporation
(the "Corporation") in connection with the registration of 1,000,000 shares
of the  Corporation's  common  stock at $1.00 par  value  per  share  value
issuable under the Thiokol Corporation 1996 Stock Awards Plan (the "Plan").
I have examined such documents, records and matters of law as I have deemed
necessary for purposes of this opinion,  and based  thereupon,  I am of the
opinion  that  the  shares  of  Common  Stock,  $1.00  par  value,  of  the
Corporation  which may be issued,  transferred or sold pursuant to the Plan
will be, when issued or  transferred  in  accordance  with the terms of the
Plan, legally issued, fully paid and nonassessable.

I consent to the incorporation of this legal opinion into the Corporation's
Registration Statement on Form S-8.



/s/  Daniel S. Hapke, Jr.
----------------------------
Daniel S. Hapke, Jr.
Vice President & General Counsel


                                    10
<PAGE>


                                                                 Exhibit 23.1


                      CONSENT OF INDEPENDENT AUDITORS


We consent to  incorporation  by  reference  of our report  dated August 1,
1996,  with respect to the  consolidated  financial  statements  of Thiokol
Corporation  incorporated  by reference in its Annual Report (Form 10-K)for
the year  ended June 30,  1996 in this  Registration  Statement  (Form S-8)
pertaining  to the Thiokol  Corporation  1996 Stock Awards Plan to be filed
with the Securities and Exchange Commission.

                                             /s/ Ernst & Young LLP

March 6, 1997 
Salt Lake City, Utah







                                    11
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 36812}]
{"company-data": {"conformed-name": "THIOKOL CORP /DE/", "cik": "0000068366", "assigned-sic": "3760", "irs-number": "362678716", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-22965", "film-number": "97552773"}, "business-address": {"street1": "2475 WASHINGTON BLVD", "city": "OGDEN", "state": "UT", "zip": "84401", "phone": "8016292000"}, "former-company": [{"former-conformed-name": "MORTON THIOKOL INC", "date-changed": "19890705"}, {"former-conformed-name": "MORTON NORWICH PRODUCTS INC/DE", "date-changed": "19821004"}]}
As filed with the Securities and Exchange Commission on March 7, 1997.
                                                 Registration No. 33-______
                                                                Rule 424(c)
==============================================================================
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington D.C. 20549
                               --------------
                                  Form S-8
                           REGISTRATION STATEMENT
                                   Under
                         The Securities Act of 1933
                               --------------

                            THIOKOL CORPORATION
           (Exact name of registrant as specified in its charter)

         Delaware                                          36-2678716
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                          identification No.)
                         2475 Washington Boulevard
                             Ogden, Utah 84401
                  (Address of Principal Executive Offices)

                 Thiokol Corporation 1996 Stock Awards Plan
                          (Full title of the Plan)
                --------------------------------------------
                            Edwin M. North, Esq.
                            Corporate Secretary
                            Thiokol Corporation
                         2475 Washington Boulevard
                             Ogden, Utah 84401
                               (801) 629-2084
(Name, address, and telephone number, including area code, of agent 
                               for service)
                   --------------------------------------
CALCULATION OF REGISTRATION FEE
================================================== ===============================================================================
                                                                                      Proposed
                                     Amount                   Proposed                 Maximum                Amount of
   Title of Securities                to be                    Maximum                Aggregate              Registration
     to be Registered              Registered              Offering Price             Offering                   Fee
                                                            Per Share (1)             Price (1)
--------------------------- -------------------------- ------------------------ ---------------------- --------------------------
Common Stock
($1.00 par value)               1,000,000 shares               $56.464               $56,464,000                $17,109
--------------------------- -------------------------- ------------------------ ---------------------- -------------------------
(1)Estimated  pursuant to Rule 457(h) solely for the purpose of calculating the amount of the registration fee.
The proposed maximum offering price per share is based upon (1) the exercise price per share of 22,500 outstanding
option  shares  with an  option  price of  $38.625  per  share  and (2) the remaining  977,500 shares,  the average ($56.875) 
of the high ($57.25) and low ($56.50)  prices for the Company's  Common Stock on the composite  tape for the New York Stock
Exchange on March 5, 1997.
Total Number of Pages.....................................................................................12
Exhibit Index.............................................................................................10

================================================================================================================================
PART I

INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
----------------------------------------------------

Information  required  by  Part  1 to be  contained  in the  Section  10(a)
prospectus is omitted from this  Registration  Statement in accordance with
Rule 428 under the  Securities Act of 1933 (the  "Securities  Act") and the
Note to Part 1 of Form S-8.

                                  PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
--------------------------------------------------

ITEM 3.  Incorporation of Documents by Reference.
-------------------------------------------------

     The following  documents  filed with the Commission by the Company are
incorporated in this Registration  Statement on Form S-8 (the "Registration
Statement") by reference:

     (a)  The  Company's  annual  report on Form 10-K for the  fiscal  year
          ended June 30, 1996 (the "Form 10-K").

     (b)  All other reports filed by the Company  pursuant to Section 13 or
          15(d) of the  Securities  Exchange  Act of 1934,  as amended (the
          "Exchange  Act") since the end of the fiscal year covered by Form
          10-K.

     (c)  The  description  of the  Company's  Common Stock $1.00 par value
          (the  "Common  Stock")  on  pages  73-74 of the  Company's  Proxy
          Statement Prospectus dated May 24, 1989 for Special Stockholders'
          Meeting held on June 23, 1989 and Preferred Share Purchase Rights
          as set forth in (i) Rights  Agreement  dated  January  26,  1989,
          between the Company and The First  National Bank of Chicago filed
          as Exhibit 1 with the Company's  Form 8-A dated February 8, 1989;
          (ii)  Amendment to Rights  Agreement  between the Company and The
          First  National  Bank of  Chicago,  dated June 22,  1989 filed as
          Exhibit 2 with the Company Report on Form 8-K dated July 3, 1989;
          and (iii) Amendment No. 2 to Rights Agreement between the Company
          and The First  National  Bank of Chicago,  dated January 18, 1990
          which was filed as Exhibit 3 filed with the  Company's  Report on
          Form 8-K dated January 18, 1990.

     All documents  subsequently  filed by the Company  pursuant to Section
13(a),  13(c),  14, or 15(d) of the Exchange Act,  prior to the filing of a
post-effective  amendment  which  indicates that all securities  registered
hereunder have been sold or which deregisters all of the securities offered
then  remaining  unsold,  shall be  deemed  to be  

                                     1
incorporated herein by reference and to be a part hereof from the
date of filing of such documents.

ITEM 4.  Description of Securities.
-------  --------------------------
     Not applicable.

ITEM 5.  Interests of Named Experts and Counsel.
-------  ---------------------------------------

     Legal matters with respect to the Common Stock being offered hereunder
has been  passed  upon for the  Company  by  Daniel  S.  Hapke,  Jr.,  Vice
President  and General  Counsel of the  Company.  Mr.  Hapke has options to
purchase  5,000 shares of the Company  Common  Stock.  Such options are not
currently exercisable.

ITEM 6.  Indemnification of Directors and Officers.
-------  ------------------------------------------

     Section  145 of the General  Corporation  Law of the State of Delaware
(the "Delaware  Law") provides for a Delaware  corporation to indemnify any
persons who are, or are threatened to be made,  parties to any  threatened,
pending or completed  legal  action,  suit or  proceeding,  whether  civil,
criminal,  administrative  or investigative  (other than an action by or in
the right of such  corporation),  by reason of the fact that such person is
or was an officer, director,  employee or agent of such corporation,  or is
or was serving at the request of such  corporation as a director,  officer,
employee or agent of another corporation, partnership, joint venture, trust
or  other  enterprise.   The  indemnity  may  include  expenses  (including
attorneys' fees), judgments,  fines and amounts paid in settlement actually
and reasonably incurred by such person in connection with such action, suit
or  proceeding,  provided that such officer or director acted in good faith
and in a manner  he  reasonably  believed  to be in or not  opposed  to the
corporation's  best  interest,  and,  for  criminal  proceedings,   had  no
reasonable   cause  to  believe  his  conduct  was  unlawful.   A  Delaware
corporation  may  indemnify   officers  and  directors   against   expenses
(including  attorneys'  fees)  in an  action  by or in  the  right  of  the
corporation under the same conditions,  except that no  indemnification  is
permitted  without judicial approval if the officer or director is adjudged
to be liable to the corporation. Where an officer or director is successful
on the merits or otherwise in the defense of any action  referred to above,
the corporation  must indemnify him against the expenses which such officer
or director actually and reasonably incurred.

     In  accordance  with  Section  102  (b)(7) of the  Delaware  Law,  the
Articles  NINTH of the Company's  restated  Certificate  of  Incorporation,
proceeds as follows:

          "NINTH: A. A director of the Corporation  shall not be personally
               liable to the Corporation or its  stockholders  for monetary
               damages for breach of fiduciary  duty as a director,  except
               for liability (i) for any breach of the  director's  duty of
               loyalty to the  Corporation  or its  stockholders,  (ii) for
               acts  or  omissions  not in  good  faith  or  which  involve
               intentional 
                                     2
misconduct  or a  knowing  violation  of  law,  (iii)  under
               Section 174 of the General  Corporation  Law of the State of
               Delaware,  or  (iv)  for  any  transaction  from  which  the
               director  derived  an  improper  personal  benefit.  If  the
               General  Corporation Law of the State of Delaware is amended
               to  authorize   corporate  action  further   eliminating  or
               limiting  the  personal  liability  of  directors,  then the
               liability  of  a  director  of  the  Corporation   shall  be
               eliminated or limited to the fullest extent permitted by the
               General  Corporation  Law of the  State of  Delaware,  as so
               amended. Any repeal or modification of this Section A by the
               stockholders of the Corporation  shall not adversely  affect
               any right or  protection  of a director  of the  Corporation
               existing at the time of such repeal or modification.

            B.(1) Each  person who was or is made a party or is  threatened
               to be made a party to or is involved in any action, suit, or
               proceeding,  whether  civil,  criminal,   administrative  or
               investigative (hereinafter a "proceeding"), by reason of the
               fact  that  he or she or a  person  of whom he or she is the
               legal  representative  is or  was  a  director,  officer  or
               employee  of the  Corporation  or is or was  serving  at the
               request of the Corporation as a director,  officer, employee
               or agent of another  corporation or of a partnership,  joint
               venture,  trust or other enterprise,  including service with
               respect to employee benefit plans, whether the basis of such
               proceeding  is alleged  action in an official  capacity as a
               director,  officer,  employee  or  agent  or  in  any  other
               capacity while serving as a director,  officer,  employee or
               agent,  shall  be  indemnified  and  held  harmless  by  the
               Corporation to the fullest extent  authorized by the General
               Corporation  Law of the State of Delaware as the same exists
               or may  hereafter be amended  (but,  in the case of any such
               amendment,  only to the extent that such  amendment  permits
               the  Corporation to provide broader  indemnification  rights
               than said law permitted the  Corporation to provide prior to
               such  amendment),  against all expense,  liability  and loss
               (including attorneys' fees,  judgments,  fines, ERISA excise
               taxes  or  penalties  and  amounts  paid  or to be  paid  in
               settlement)  reasonably  incurred or suffered by such person
               in  connection  therewith  and  such  indemnification  shall
               continue  as to a person  who has  ceased to be a  director,
               officer, employee or agent and shall inure to the benefit of
               his or her heirs,  executors and  administrators;  provided,
               however,  that except as provided in  paragraph  (2) of this
               Section B with  respect  to  proceedings  seeking to enforce
               rights to  indemnification,  the Corporation shall indemnify
               any such person seeking indemnification in connection with a
               proceeding  (or part thereof)  initiated by such person only
               if such  proceeding  (or part thereof) was authorized by the
               Board  of  Directors  of  the  Corporation.   The  right  to
               indemnification  conferred  in this  Section  B  shall  be a
               contract right and shall include the right to be paid by the
               Corporation  the  expenses  incurred in  defending  any such
               proceeding  in advance of its final  disposition;  provided,
               however, that if the General Corporation Law of the State of
               Delaware requires,  the payment of such expenses incurred by
               a director  or officer in his or her  capacity as a director
               or officer (and not in any other  capacity in which  service
               was or is  rendered  by  such  person  while a  director  or
               officer, 
                                     3
including,  without  limitation,   service  to  an  employee
               benefit  plan) in  advance  of the  final  disposition  of a
               proceeding,   shall  be  made  only  upon  delivery  to  the
               Corporation  of  an  undertaking  by or on  behalf  of  such
               director or officer,  to repay all amounts so advanced if it
               shall ultimately be determined that such director or officer
               is not  entitled to be  indemnified  under this Section B or
               otherwise.

            (2)If a claim  under  paragraph  (1) of this  Section  B is not
               paid in full by the  Corporation  within thirty days after a
               written  claim has been  received  by the  Corporation,  the
               claimant may at any time  thereafter  bring suit against the
               Corporation  to recover the unpaid  amount of the claim and,
               if  successful  in whole or in part,  the claimant  shall be
               entitled  to be paid also the  expense of  prosecuting  such
               claim.  It shall be a defense to any such action (other than
               an action  brought to enforce a claim for expenses  incurred
               in  defending  any   proceeding  in  advance  of  its  final
               disposition  where  the  required  undertaking,  if  any  is
               required,  has been  tendered to the  Corporation)  that the
               claimant has not met the  standards of conduct which make it
               permissible  under the General  Corporation Law of the State
               of Delaware for the  Corporation  to indemnify  the claimant
               for the  amount  claimed,  but the  burden of  proving  such
               defense shall be on the Corporation.  Neither the failure of
               the   Corporation   (including   its  Board  of   Directors,
               independent  legal counsel or  stockholders)  to have made a
               determination  prior to the commencement of such action that
               indemnification   of  the   claimant   is   proper   in  the
               circumstances  because  he or she  has  met  the  applicable
               standard of conduct set forth in the General Corporation Law
               of the State of Delaware, nor an actual determination by the
               Corporation  (including its Board of Directors,  independent
               legal counsel or stockholders) that the claimant has not met
               such applicable  standard of conduct,  shall be a defense to
               the action or create a presumption that the claimant has not
               met the applicable standard of conduct.

            (3)The right to  indemnification  and the  payment of  expenses
               incurred in defending a  proceeding  in advance of its final
               disposition  conferred  in  this  Section  B  shall  not  be
               exclusive  of any other  right  which any person may have or
               hereafter  acquire  under  any  statute,  provision  of  the
               certificate of  incorporation,  By-Law,  agreement,  vote of
               stockholders or disinterested directors or otherwise.

            (4)The Corporation may maintain  insurance,  at its expense, to
               protect itself and any director,  officer, employee or agent
               of the  Corporation  or  another  corporation,  partnership,
               joint  venture,   trust  or  other  enterprise  against  any
               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 General Corporation Law
               of the State of Delaware.

            (5)The Corporation  may, to the extent  authorized from time to
               time  by  the   Board  of   Directors,   grant   rights   to
               indemnification,  and  rights to be paid by the  Corporation
               the expenses incurred in defending any proceeding

                                     4
in  advance  of its final  disposition,  to any agent of the
               Corporation  to the fullest extent of the provisions of this
               Section  B  with   respect   to  the   indemnification   and
               advancement of expenses of directors, officers and employees
               of the Corporation.

     Section  145 of the General  Corporation  Law of the State of Delaware
provides a corporation shall have power to purchase and maintain  insurance
on behalf of any  person who is or was a  director,  officer,  employee  or
agent  of the  corporation,  or is or was  serving  at the  request  of the
corporation  as  a  director,   officer,   employee  or  agent  of  another
corporation,  partnership, joint venture, trust or other enterprise against
any  liability  asserted  against  him  and  incurred  by him  in any  such
capacity,  or arising  out of his  status as such.  The  Company  maintains
directors' and officers' liability insurance with such limits and retention
reflective of condition in the insurance markets for such coverages.

ITEM 7.   Exemption from Registration Claimed.
-------   ------------------------------------

          Not applicable.

ITEM 8.   Exhibits.
-------   ---------

          4.1  Restated Certificate of Incorporation of the Company,  which
               was filed as  Exhibit 3 to the  Company's  Annual  Report on
               Form 10-K for the fiscal  year ended June 30,  1989,  and is
               incorporated by reference herein.

          4.2  Bylaws of the Company,  as amended to date, which were filed
               as Exhibit 3 to the Company's Annual Report on Form 10-K for
               the fiscal year ended June 30, 1993, and are incorporated by
               reference herein.

          4.3  Rights Agreement dated January 26, 1989, between the Company
               and The First  National Bank of Chicago,  which was filed as
               Exhibit 1 filed with the Company's  Form 8-A dated  February
               8, 1989, and is incorporated by reference herein.

          4.4  Amendment  to Rights  Agreement  between the Company and The
               First National Bank of Chicago,  dated June 22, 1989,  which
               was filed as  Exhibit 2 filed with the  Company's  Report on
               Form  8-K  dated  July  3,  1989,  and  is  incorporated  by
               reference herein.

          4.5  Amendment No. 2 to Rights Agreement  between the Company and
               The First National Bank of Chicago,  dated January 18, 1990,
               which was filed as Exhibit 3 filed with the Company's Report
               on Form 8-K dated January 18, 1990, and is  incorporated  by
               reference herein.

          4.6  Form of Indenture,  Form of Agreement for Equity  Securities
               and Form of Warranty  Agreement  for Debt  Securities  which
               were filed with the Company's Form S-3 Registration 333-1753
               effective October 16, 1996 and are incorporated by reference
               herein.

          5.1  Opinion  of Daniel S.  Hapke,  Jr.,  Esq.  with  respect  to
               legality of securities.
                                     
                                     5
23.1 Consent of Ernst & Young, LLP.

          23.2 Consent  of Daniel  S.  Hapke,  Jr.,  Esq.  incorporated  by
               reference in the opinion set forth as Exhibit 5.1.

          24.1 Power of Attorney.

ITEM 9.   Undertakings.
-------   -------------

     (a)  The undersigned Registrant hereby undertakes:

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

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

               (ii) To  reflect  in the  prospectus  any  facts  or  events
                    arising  after the effective  date of the  registration
                    statement (or the most recent post-effective  amendment
                    thereof)  which,  individually  or  in  the  aggregate,
                    represent a fundamental  change in the  information set
                    forth in the  registration  statement.  Notwithstanding
                    the  foregoing,  any  increase or decrease in volume of
                    securities  offered  (if  the  total  dollar  value  of
                    securities  offered  would not  exceed  that  which was
                    registered)  and any deviation from the low or high end
                    of  the  estimated   maximum   offering  range  may  be
                    reflected  in the  form of  prospectus  filed  with the
                    Commission   pursuant   to  Rule   424(b)  if,  in  the
                    aggregate, the changes in volume and price represent no
                    more than a 20 percent change in the maximum  aggregate
                    offering  price  set  forth  in  the   "Calculation  of
                    Registration  Fee" table in the effective  registration
                    statement;

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

provided,  however,  that the  information  required  to be  included  in a
post-effective  amendment by paragraphs  (a)(1)(i) and (a)(1)(ii) above may
be  contained  in  periodic  reports  filed by the  registrant  pursuant to
Section  13 or  15(d)  of the  Securities  Exchange  Act of 1934  that  are
incorporated by reference in the registration statement.

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

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

                                     6
(b)  The undersigned  registrant hereby undertakes that, for
                    purposes  of  determining   any  liability   under  the
                    Securities Act of 1933, each filing of the registrant's
                    annual  report  pursuant  to  Section  13(a) or Section
                    15(d)  of the  Securities  Exchange  Act of 1934  (and,
                    where  applicable,  each filing of an employee  benefit
                    plan's annual  report  pursuant to Section 15(d) of the
                    Securities  Exchange Act of 1934) that is  incorporated
                    by reference  in 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.

               (e)  The undersigned registrant hereby undertakes to deliver
                    or cause to be delivered with the  prospectus,  to each
                    person to whom the  prospectus  is sent or  given,  the
                    latest  annual  report  to  security  holders  that  is
                    incorporated   by  reference  in  the   prospectus  and
                    furnished  pursuant to and meeting the  requirements of
                    Rule 14a-3 or Rule 14c-3 under the Securities  Exchange
                    Act of 1934; and, where interim  financial  information
                    required to be presented  by Article 3 of  Registration
                    S-X are not set forth in the prospectus, to deliver, or
                    cause  to be  delivered  to each  person  to  whom  the
                    prospectus  is  sent or  given,  the  latest  quarterly
                    report that is  specifically  incorporated by reference
                    in the  prospectus  to provide such  interim  financial
                    information.

               (h)  Insofar  as  indemnification  for  liabilities  arising
                    under the  Securities  Act of 1933 may be  permitted to
                    directors,  officers  and  controlling  persons  of the
                    registrant  pursuant  to the  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  Securities  Act  of  1933  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 of 1933  and will be
                    governed by the final adjudication of such issue.

                                     7
==============================================================================
                             POWER OF ATTORNEY
==============================================================================

     We, the undersigned  Directors of Thiokol Corporation,  hereby appoint
James R.  Wilson and  Richard L.  Corbin,  or either of them,  our true and
lawful attorneys and agents,  to do any and all acts and things in our name
and on our behalf in our capacities  indicated below,  which said attorneys
and agents,  or each of them may deem necessary or advisable to enable said
Corporation  to comply with the  Securities  and  Exchange  Commission,  in
connection  with a  Registration  Statement  on  Form  S-8 to be  filed  in
connection with the Thiokol Corporation 1996 Stock Awards Plan,  including,
without  limitation,  power and  authority to sign for us, or any of us, in
our  names  in the  capacities  indicated  below,  any and  all  amendments
(including  post-effective  amendments) to such Registration Statement, and
we hereby ratify and confirm all that said attorneys and agents, or each of
them, shall do or cause to be done by virtue hereof.

                                 SIGNATURES

The Registrant
--------------

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 Ogden and the State of Utah, on
the 6th day of March 1997.

                                                         THIOKOL CORPORATION

                                                        /s/   James R. Wilson
                                                       ----------------------
                                             Chairman of the Board  President,
                                              and Chief Executive Officer

Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement has been signed below by the  following  persons in
the capacities indicated on the 6th day of March 1997.

        NAME                                        TITLE

/s/  James R. Wilson         Director,  Chairman  of the Board,  President 
--------------------         President and Chief Executive Officer

/s/  Richard L. Corbin       Senior Vice President and Chief Financial Officer
----------------------

                                     8
/s/  Michael R. Ayers        Vice  President  and  Controller
----------------------       (Principal Accounting Officer)

/s/  Neil A. Armstrong*      Director
---------------------

/s/  Michael P.C. Carns*     Director
-----------------------

/s/  Edsel D. Dunford*       Director
----------------------

/s/  U. Edwin Garrison*      Director
----------------------

/s/  L. Dennis Kozlowski*    Director
-------------------------

/s/  Charles S. Locke*       Director
----------------------

/s/  James M. Ringler*       Director
----------------------

/s/  William O. Studeman*    Director
------------------------

/s/  Donald C. Trauscht*     Director
------------------------

*By  /s/  Richard L. Corbin
     -------------------------
      Richard L. Corbin
      Attorney-In-Fact

                                     9
INDEX OF EXHIBITS
                             -----------------

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

4.1       Restated  Certificate of Incorporation of the Company,  which was
          filed as Exhibit 3 to the  Company's  Annual  Report on Form 10-K
          for the fiscal year ended June 30, 1989, and is  incorporated  by
          reference herein.

4.2       Bylaws of the  Company,  as amended to date,  which were filed as
          Exhibit  3 to the  Company's  Annual  Report on Form 10-K for the
          fiscal  year  ended  June  30,  1993,  and  are  incorporated  by
          reference herein.

4.3       Rights Agreement dated January 26, 1989,  between the Company and
          The First National Bank of Chicago,  which was filed as Exhibit 1
          filed with the  Comopany's  Form 8-A dated February 8, 1989, and
          is incorporated by reference herein.

4.4       Amendment to Rights  Agreement  between the Company and The First
          Natioinal Bank of Chicago,  dated June 22, 1989,  which was filed
          as  Exhibit 2 filed with the  Company's  Report on Form 8-K dated
          July 3, 1989, and is incorporated by reference herein.

4.5       Amendment No. 2 to Rights  Agreement  between the Company and The
          First National Bank of Chicago, dated January 18, 1990, which was
          filed as  Exhibit 3 filed with the  Company's  Report on Form 8-K
          dated January 18, 1990, and is incorporated by reference herein.

4.6       Form of Indenture,  Form of Agreement for Equity  Securities  and
          Form of Warranty  Agreement for Debt Securities  which were filed
          with the  Company's  Form  S-3  Registration  333-1753  effective
          October 16, 1996 and are incorporated by reference herein.

5.1       Opintion of Daniel S. Hapke,  Jr.,  Esq. with respect to legality
          of securities.

23.1      Consent of Ernst & Young, LLP.

23.2      Consent of Daniel S. Hapke,  Jr., Esq.  incorporated by reference
          in the opinion set forth as Exhibit 5.1.

24.1      Power of Attorney.

                                    10
EXHIBIT 5.1

                               LEGAL OPINION

                         DANIEL S. HAPKE, JR., ESQ.

March 6, 1997

Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street N.W.
Stop 1-4
Washington, D.C. 20549-1204

Gentlemen,

RE:      Thiokol Corporation 1996 Stock Awards Plan

I have acted as counsel for  Thiokol  Corporation,  a Delaware  corporation
(the "Corporation") in connection with the registration of 1,000,000 shares
of the  Corporation's  common  stock at $1.00 par  value  per  share  value
issuable under the Thiokol Corporation 1996 Stock Awards Plan (the "Plan").
I have examined such documents, records and matters of law as I have deemed
necessary for purposes of this opinion,  and based  thereupon,  I am of the
opinion  that  the  shares  of  Common  Stock,  $1.00  par  value,  of  the
Corporation  which may be issued,  transferred or sold pursuant to the Plan
will be, when issued or  transferred  in  accordance  with the terms of the
Plan, legally issued, fully paid and nonassessable.

I consent to the incorporation of this legal opinion into the Corporation's
Registration Statement on Form S-8.

/s/  Daniel S. Hapke, Jr.
----------------------------
Daniel S. Hapke, Jr.
Vice President & General Counsel

                                    10
Exhibit 23.1

                      CONSENT OF INDEPENDENT AUDITORS

We consent to  incorporation  by  reference  of our report  dated August 1,
1996,  with respect to the  consolidated  financial  statements  of Thiokol
Corporation  incorporated  by reference in its Annual Report (Form 10-K)for
the year  ended June 30,  1996 in this  Registration  Statement  (Form S-8)
pertaining  to the Thiokol  Corporation  1996 Stock Awards Plan to be filed
with the Securities and Exchange Commission.

                                             /s/ Ernst & Young LLP

March 6, 1997 
Salt Lake City, Utah

                                    11