<PAGE>                                Registration No. 33        
                                                                    -------
                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549
                        ______________________________________

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933
                        ______________________________________

                            THE WEST COMPANY, INCORPORATED
                  (Exact name of issuer as specified in its charter)

               Pennsylvania                  23-1210010
              (State of Incorporation)   (I.R.S. Employer Identification No.)

               101 Gordon Drive
               Lionville, Pennsylvania 19341
               (Address of Principal Executive Offices) (Zip Code)

                            THE WEST COMPANY, INCORPORATED
                         1992 NON-QUALIFIED STOCK OPTION PLAN
                              FOR NON-EMPLOYEE DIRECTORS
                               (Full title of the plan)

                             John R. Gailey III, Esquire
                    Vice President, General Counsel and Secretary
                            The West Company, Incorporated
                                   101 Gordon Drive
                            Lionville, Pennsylvania  19341
                       (Name and address of agent for service)

                                    (610) 594-3319
            (Telephone number, including area code, of agent for service)

                           CALCULATION OF REGISTRATION FEE
          -----------------------------------------------------------------
          <TABLE>
          <CAPTION>
          <S>              <C>          <C>           <C>         <C>
                                      Proposed      Proposed
          Title of        Amount      maximum       maximum
          securities      to be       offering     aggregate   Amount of
          to be         registered   price per      offering  registration
          aggregate        (1)       share (2)     price (2)      fee
          -----------------------------------------------------------------
          Common Stock,
          par value      100,000      $26.0625     $2,606,250   $898.71
          $.25 per share  shares
          </TABLE>

          (1)  This Registration Statement  also registers such  additional
               indeterminate  number of  shares  of Common  Stock or  other
               securities  as may become  issuable by  reason of  the anti-
               dilution adjustment provisions of the Plan.

          (2)  Estimated   solely   for   purposes   of   determining   the
               registration fee  in accordance  with Rule 457(h)  under the
               Securities Act of 1933  on the basis of $26.0625  per share,
               the  average of  the high  and low  prices of  the Company's
               Common  Stock  as  reported in  the  consolidated  reporting
               system of the New York Stock Exchange on September 13, 1996.

          <PAGE>
          Incorporation  of  Previously  Filed  Registration  Statement  by
          Reference
          -----------------------------------------------------------------
               The shares of  Common Stock being registered  hereby will be
          offered  and  sold pursuant  to the  terms  of The  West Company,
          Incorporated  1992  Non-Qualified  Stock  Option  Plan  for  Non-
          Employee Directors  (the "Plan").   A Registration  Statement on
          Form S-8 (No. 33-61074) relating to the Plan has been filed with
          the Commission and is currently effective.  The contents of such
          Registration Statements are incorporated herein by reference.

          Item 3.   Incorporation of Documents by Reference.
          -------
               The Company's 1995 Annual  Report on Form 10-K for  the year
          ended  December  31,  1995  (Commission  File  No.  1-8036),  the
          Company's Report  on Form 10-Q for the quarter  ending March 31,
          1996   (Commission File No.  1-8036) and the  Company's Report on
          Form 10-Q for the  quarter ending June 30, 1996  (Commission File
          No.  1-8036) have  been  filed with  the Securities  and Exchange
          Commission and are incorporated herein by reference.

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

          Item 8.   Exhibits.
          ------    --------
               The following exhibits are filed herewith:

          <TABLE>
          <CAPTION>
          <S>                 <C>
          Exhibit No.                     Description
          ----------                      ------------
               5             Opinion of General Counsel regarding 
                             legality of securities being registered.

             23(a)           Consent of Coopers & Lybrand

             23(b)           Consent of General Counsel
                             (contained in opinion filed as Exhibit 5)

               24            Powers of Attorney


          </TABLE>


          <PAGE>                                  SIGNATURES



               Pursuant to the requirements of the  Securities Act of 1933, 
               the registrant certified 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 Lionville, Township of Uwchlan, Commonwealth 
               of Pennsylvania, on the 16th day of September, 1996.

                                  THE WEST COMPANY, INCORPORATED

                                  /s/   JOHN R. GAILEY III 
                                  -----------------------------------------
                                  John R. Gailey III
                                  Vice President, General Counsel and Secretary

               Pursuant  to the  requirements of the Securities Act of 1933, 
               this  registration statement  has been  signed below by  the 
               following persons in the capacities and on the dates indicated.
          <TABLE>
          <CAPTION>

          Signature                           Title                              Date
          ----------                          -----                              ----
          <S>                             <C>                                  <C>
          /s/ William G. Little           Director, Chairman of the Board      September 16, 1996
          ----------------------------    President and Chief Executive
          William G. Little               Officer (Principal Executive Officer)

          /s/ Anna Mae Papso              Corporate Vice President             September 16, 1996
          ----------------------------    Accounting Services (Principal
          Anna Mae Papso                  Financial Officer and Principal
                                          Accounting Officer)

          /s/ Tenley E. Albright          Director
          ----------------------------
          Tenley E. Albright

          /s/ George W. Ebright           Director
          ----------------------------
          George W. Ebright

          /s/ George J. Hauptfuhrer, Jr.  Director
          ----------------------------
         <PAGE>

          George J. Hauptfuhrer, Jr.

          /s/ William H. Longfield        Director                             By:/s/WILLIAM G.LITTLE
          -----------------------------                                        ---------------------
                                                                               William G. Little
          William H. Longfield                                                 Attorney-in-Fact
                                                                               September 16, 1996
          /s/ John P. Neafsey             Director
          -----------------------------
          John P. Neafsey

          /s/ Monroe E. Trout
          -----------------------------   Director
          Monroe E. Trout

          /s/ J. Roffe Wike, II           Director
          -----------------------------
          J. Roffe Wike, II

          /s/ Geoffrey F. Worden          Director
          -----------------------------
          Geoffrey F. Worden
          </TABLE>

              Powers  of attorney  authorizing  William  G.  Little  
              to  execute  this  Registration Statement, and amendments 
              thereto, for each of the directors of Registrant on whose 
              behalf this Registration Statement is  filed, have been 
              executed and filed in  Exhibit 24 to this Registration 
              Statement.

           <PAGE>

                                    Exhibit Index
                                   ----------------

          <TABLE>
          <CAPTION>
          <S>              <C>                                <C>
                                                         Page Number of
          Exhibit No.      Description               Registration Statement
          -----------      -----------                --------------------
              5            Opinion of General Counsel           6


              23(a)        Consent of Coopers & Lybrand         8


              23(b)        Consent of Corporate Counsel
                           (contained in opinion filed 
                           as Exhibit 5)


              24           Powers of Attorney               10 - 17


          </TABLE>
[{"type": "S-8", "sequence": "1", "description": "S-8NONQUALIFIED", "secsgml_size_bytes": 10383}]
{"company-data": {"conformed-name": "WEST CO INC", "cik": "0000105770", "assigned-sic": "3060", "irs-number": "231210010", "state-of-incorporation": "PA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-12289", "film-number": "96632068"}, "business-address": {"street1": "101 GORDON DR", "street2": "P O BOX 645", "city": "LIONVILLE", "state": "PA", "zip": "19341-0645", "phone": "6105942900"}, "mail-address": {"street1": "101 GORDON DRIVE", "street2": "PO BOX 645", "city": "LIONVILLE", "state": "PA", "zip": "19341-0645"}}
Registration No. 33        
                                                                    -------
                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C.  20549
                        ______________________________________

                                       FORM S-8
                                REGISTRATION STATEMENT
                                        UNDER
                              THE SECURITIES ACT OF 1933
                        ______________________________________

                            THE WEST COMPANY, INCORPORATED
                  (Exact name of issuer as specified in its charter)

               Pennsylvania                  23-1210010
              (State of Incorporation)   (I.R.S. Employer Identification No.)

               101 Gordon Drive
               Lionville, Pennsylvania 19341
               (Address of Principal Executive Offices) (Zip Code)

                            THE WEST COMPANY, INCORPORATED
                         1992 NON-QUALIFIED STOCK OPTION PLAN
                              FOR NON-EMPLOYEE DIRECTORS
                               (Full title of the plan)

                             John R. Gailey III, Esquire
                    Vice President, General Counsel and Secretary
                            The West Company, Incorporated
                                   101 Gordon Drive
                            Lionville, Pennsylvania  19341
                       (Name and address of agent for service)

                                    (610) 594-3319
            (Telephone number, including area code, of agent for service)

                           CALCULATION OF REGISTRATION FEE
          -----------------------------------------------------------------
Proposed      Proposed
          Title of        Amount      maximum       maximum
          securities      to be       offering     aggregate   Amount of
          to be         registered   price per      offering  registration
          aggregate        (1)       share (2)     price (2)      fee
          -----------------------------------------------------------------
          Common Stock,
          par value      100,000      $26.0625     $2,606,250   $898.71
          $.25 per share  shares
(1)  This Registration Statement  also registers such  additional
               indeterminate  number of  shares  of Common  Stock or  other
               securities  as may become  issuable by  reason of  the anti-
               dilution adjustment provisions of the Plan.

          (2)  Estimated   solely   for   purposes   of   determining   the
               registration fee  in accordance  with Rule 457(h)  under the
               Securities Act of 1933  on the basis of $26.0625  per share,
               the  average of  the high  and low  prices of  the Company's
               Common  Stock  as  reported in  the  consolidated  reporting
               system of the New York Stock Exchange on September 13, 1996.
Incorporation  of  Previously  Filed  Registration  Statement  by
          Reference
          -----------------------------------------------------------------
               The shares of  Common Stock being registered  hereby will be
          offered  and  sold pursuant  to the  terms  of The  West Company,
          Incorporated  1992  Non-Qualified  Stock  Option  Plan  for  Non-
          Employee Directors  (the "Plan").   A Registration  Statement on
          Form S-8 (No. 33-61074) relating to the Plan has been filed with
          the Commission and is currently effective.  The contents of such
          Registration Statements are incorporated herein by reference.

          Item 3.   Incorporation of Documents by Reference.
          -------
               The Company's 1995 Annual  Report on Form 10-K for  the year
          ended  December  31,  1995  (Commission  File  No.  1-8036),  the
          Company's Report  on Form 10-Q for the quarter  ending March 31,
          1996   (Commission File No.  1-8036) and the  Company's Report on
          Form 10-Q for the  quarter ending June 30, 1996  (Commission File
          No.  1-8036) have  been  filed with  the Securities  and Exchange
          Commission and are incorporated herein by reference.

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

          Item 8.   Exhibits.
          ------    --------
               The following exhibits are filed herewith:
Exhibit No.                     Description
          ----------                      ------------
               5             Opinion of General Counsel regarding 
                             legality of securities being registered.

             23(a)           Consent of Coopers & Lybrand

             23(b)           Consent of General Counsel
                             (contained in opinion filed as Exhibit 5)

               24            Powers of Attorney
SIGNATURES

               Pursuant to the requirements of the  Securities Act of 1933, 
               the registrant certified 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 Lionville, Township of Uwchlan, Commonwealth 
               of Pennsylvania, on the 16th day of September, 1996.

                                  THE WEST COMPANY, INCORPORATED

                                  /s/   JOHN R. GAILEY III 
                                  -----------------------------------------
                                  John R. Gailey III
                                  Vice President, General Counsel and Secretary

               Pursuant  to the  requirements of the Securities Act of 1933, 
               this  registration statement  has been  signed below by  the 
               following persons in the capacities and on the dates indicated.
Signature                           Title                              Date
          ----------                          -----                              ----
/s/ William G. Little           Director, Chairman of the Board      September 16, 1996
          ----------------------------    President and Chief Executive
          William G. Little               Officer (Principal Executive Officer)

          /s/ Anna Mae Papso              Corporate Vice President             September 16, 1996
          ----------------------------    Accounting Services (Principal
          Anna Mae Papso                  Financial Officer and Principal
                                          Accounting Officer)

          /s/ Tenley E. Albright          Director
          ----------------------------
          Tenley E. Albright

          /s/ George W. Ebright           Director
          ----------------------------
          George W. Ebright

          /s/ George J. Hauptfuhrer, Jr.  Director
          ----------------------------
George J. Hauptfuhrer, Jr.

          /s/ William H. Longfield        Director                             By:/s/WILLIAM G.LITTLE
          -----------------------------                                        ---------------------
                                                                               William G. Little
          William H. Longfield                                                 Attorney-in-Fact
                                                                               September 16, 1996
          /s/ John P. Neafsey             Director
          -----------------------------
          John P. Neafsey

          /s/ Monroe E. Trout
          -----------------------------   Director
          Monroe E. Trout

          /s/ J. Roffe Wike, II           Director
          -----------------------------
          J. Roffe Wike, II

          /s/ Geoffrey F. Worden          Director
          -----------------------------
          Geoffrey F. Worden
Powers  of attorney  authorizing  William  G.  Little  
              to  execute  this  Registration Statement, and amendments 
              thereto, for each of the directors of Registrant on whose 
              behalf this Registration Statement is  filed, have been 
              executed and filed in  Exhibit 24 to this Registration 
              Statement.
Exhibit Index
                                   ----------------
Page Number of
          Exhibit No.      Description               Registration Statement
          -----------      -----------                --------------------
              5            Opinion of General Counsel           6

              23(a)        Consent of Coopers & Lybrand         8

              23(b)        Consent of Corporate Counsel
                           (contained in opinion filed 
                           as Exhibit 5)

              24           Powers of Attorney               10 - 17