As filed with the Securities and Exchange Commission on January 23, 1996


                                                     Registration No. 33-_______


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933
                                   -----------

                         NATIONAL COMPUTER SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

                              Minnesota 41-0850527
                  (State or other jurisdiction (I.R.S. Employer
                      of incorporation) Identification No.)



                            11000 Prairie Lakes Drive
                             Eden Prairie, MN 55344
               (Address of principal executive offices) (Zip Code)


                         NATIONAL COMPUTER SYSTEMS, INC.
                         1990 EMPLOYEE STOCK OPTION PLAN
                            (Full title of the plan)

            J.W. Fenton, Jr.                                 Copy to:
          Secretary/Treasurer                             Jay L. Swanson
    National Computer Systems, Inc.                  Dorsey & Whitney P.L.L.P.
       11000 Prairie Lakes Drive                      Pillsbury Center South
     Eden Prairie, Minnesota 55344                    220 South Sixth Street
(Name and address of agent for service)            Minneapolis, Minnesota 55402

                                 (612) 829-3040
          (Telephone number, including area code, of agent for service)

                                   ----------

                         CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------
                                      Proposed         Proposed
                                       maximum          maximum      Amount of
Title of securities  Amount to be      offering        aggregate    registration
 to be registered    registered(1)  price/share(2)  offering price(2)   fee
-------------------------------------------------------------------------------
Common Stock,
$.03 par value        350,000          $18.25        $6,387,500      $2,202.59
-------------------------------------------------------------------------------
(1)  The number of shares of Common Stock being registered represents the number
     of shares  that may be issued  pursuant  to the plan in  addition to shares
     previously registered.

(2)  Estimated solely for the purpose of calculating the registration fee, based
     upon the average of the high and low prices of the Common Stock as reported
     on the Nasdaq National Market on January 19, 1996.

Pursuant to General  Instruction  E of General  Instructions  to Form S-8,  this
registration statement  incorporates by reference the registrant's  registration
statement on Form S-8 filed on June 11, 1992 (Registration No.
33-48509).

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 8.           Exhibits

Exhibit
Number            Description

4          -      Rights  Agreement dated  as of  June 23, 1987 between National
                  Computer  Systems,  Inc.  (the "Company")  and  Norwest  Bank 
                  Minnesota,  N. A. (including  the  form of  Right  Certificate
                  attached  as Exhibit  B thereto)  is incorporated  herein  by 
                  reference to  Exhibit 4.1 to the Company's report on Form 8-K 
                  dated June 23, 1987.

5           -     Opinion of Counsel for the Company

23.1      -       Consent of Independent Auditors

23.2      -       Consent of Counsel for the Company (included in Exhibit 5)

24         -      Power of Attorney

Item 9.           Undertakings

                  The undersigned  registrant  hereby  undertakes  that, for the
purpose of determining  any liability  under the  Securities  Act of 1933,  each
post-effective  amendment to this 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.

                  The undersigned  registrant  hereby  undertakes 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.

                  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.

                  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 Act and is,  therefore,  unenforceable.  In the  event  that a claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

<PAGE>

                  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 Eden Prairie, State of Minnesota.

                                                 NATIONAL COMPUTER SYSTEMS, INC.

                Dated: January 22, 1996          By:   /s/ J.W. Fenton, Jr.
                                                    -----------------------
                                                           J.W. Fenton, Jr.
                                                        Secretary/Treasurer

                  Pursuant to the  requirements  of the  Securities Act of 1933,
this  registration  statement  has been signed by the  following  persons in the
capacities and on the dates indicated:


Name

By:    Russell A. Gullotti*    Chairman of the Board of Directors, President and
       Russell A. Gullotti     Chief Executive Officer
                               (principal executive officer)

By:    David P. Campbell*      Director
       David P. Campbell

By:    David C. Cox*           Director
       David C. Cox

By:                            Director
       Jean B. Keffeler

By:    Charles W. Oswald*      Director
       Charles W. Oswald

By:    Stephen G. Shank*       Director
       Stephen G. Shank

By:    John E. Steuri*         Director
       John E. Steuri

By:                            Director
       Jeffrey E. Stiefler

By:    John W. Vessey*         Director
       John W. Vessey

By:    Jeffrey W. Taylor*      Vice President and Chief Financial Officer
       Jeffrey W. Taylor       (principal financial and accounting officer)

*    Executed  on  behalf  of  the  indicated  officers  and  directors  of  the
     registrant  by  J.W.  Fenton,  Jr.,  Secretary/Treasurer,   duly  appointed
     attorney-in-fact.


/s/ J.W. Fenton, Jr.
(Attorney-in-fact)                                Dated: January 22, 1996

<PAGE>

                                  EXHIBIT INDEX


Exhibit
Number                             Description                            Page

5        -  Opinion of Counsel for the Company  ......................
23.1     -  Consent of Independent Auditors  .........................
23.2     -  Consent of Counsel for the Company (included in Exhibit 5)
24       -  Power of Attorney  .......................................
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 9152}]
{"company-data": {"conformed-name": "NATIONAL COMPUTER SYSTEMS INC", "cik": "0000069999", "assigned-sic": "3577", "irs-number": "410850527", "state-of-incorporation": "MN", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-00381", "film-number": "96506325"}, "business-address": {"street1": "11000 PRAIRIE LAKES DR", "city": "EDEN PRAIRIE", "state": "MN", "zip": "55344", "phone": "6128293000"}, "mail-address": {"street1": "P O BOX 9365", "city": "MINNEAPOLIS", "state": "MN", "zip": "55440"}}
As filed with the Securities and Exchange Commission on January 23, 1996

                                                     Registration No. 33-_______

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933
                                   -----------

                         NATIONAL COMPUTER SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

                              Minnesota 41-0850527
                  (State or other jurisdiction (I.R.S. Employer
                      of incorporation) Identification No.)

                            11000 Prairie Lakes Drive
                             Eden Prairie, MN 55344
               (Address of principal executive offices) (Zip Code)

                         NATIONAL COMPUTER SYSTEMS, INC.
                         1990 EMPLOYEE STOCK OPTION PLAN
                            (Full title of the plan)

            J.W. Fenton, Jr.                                 Copy to:
          Secretary/Treasurer                             Jay L. Swanson
    National Computer Systems, Inc.                  Dorsey & Whitney P.L.L.P.
       11000 Prairie Lakes Drive                      Pillsbury Center South
     Eden Prairie, Minnesota 55344                    220 South Sixth Street
(Name and address of agent for service)            Minneapolis, Minnesota 55402

                                 (612) 829-3040
          (Telephone number, including area code, of agent for service)

                                   ----------

                         CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------
                                      Proposed         Proposed
                                       maximum          maximum      Amount of
Title of securities  Amount to be      offering        aggregate    registration
 to be registered    registered(1)  price/share(2)  offering price(2)   fee
-------------------------------------------------------------------------------
Common Stock,
$.03 par value        350,000          $18.25        $6,387,500      $2,202.59
-------------------------------------------------------------------------------
(1)  The number of shares of Common Stock being registered represents the number
     of shares  that may be issued  pursuant  to the plan in  addition to shares
     previously registered.

(2)  Estimated solely for the purpose of calculating the registration fee, based
     upon the average of the high and low prices of the Common Stock as reported
     on the Nasdaq National Market on January 19, 1996.

Pursuant to General  Instruction  E of General  Instructions  to Form S-8,  this
registration statement  incorporates by reference the registrant's  registration
statement on Form S-8 filed on June 11, 1992 (Registration No.
33-48509).
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 8.           Exhibits

Exhibit
Number            Description

4          -      Rights  Agreement dated  as of  June 23, 1987 between National
                  Computer  Systems,  Inc.  (the "Company")  and  Norwest  Bank 
                  Minnesota,  N. A. (including  the  form of  Right  Certificate
                  attached  as Exhibit  B thereto)  is incorporated  herein  by 
                  reference to  Exhibit 4.1 to the Company's report on Form 8-K 
                  dated June 23, 1987.

5           -     Opinion of Counsel for the Company

23.1      -       Consent of Independent Auditors

23.2      -       Consent of Counsel for the Company (included in Exhibit 5)

24         -      Power of Attorney

Item 9.           Undertakings

                  The undersigned  registrant  hereby  undertakes  that, for the
purpose of determining  any liability  under the  Securities  Act of 1933,  each
post-effective  amendment to this 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.

                  The undersigned  registrant  hereby  undertakes 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.

                  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.

                  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 Act and is,  therefore,  unenforceable.  In the  event  that a claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
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 Eden Prairie, State of Minnesota.

                                                 NATIONAL COMPUTER SYSTEMS, INC.

                Dated: January 22, 1996          By:   /s/ J.W. Fenton, Jr.
                                                    -----------------------
                                                           J.W. Fenton, Jr.
                                                        Secretary/Treasurer

                  Pursuant to the  requirements  of the  Securities Act of 1933,
this  registration  statement  has been signed by the  following  persons in the
capacities and on the dates indicated:

Name

By:    Russell A. Gullotti*    Chairman of the Board of Directors, President and
       Russell A. Gullotti     Chief Executive Officer
                               (principal executive officer)

By:    David P. Campbell*      Director
       David P. Campbell

By:    David C. Cox*           Director
       David C. Cox

By:                            Director
       Jean B. Keffeler

By:    Charles W. Oswald*      Director
       Charles W. Oswald

By:    Stephen G. Shank*       Director
       Stephen G. Shank

By:    John E. Steuri*         Director
       John E. Steuri

By:                            Director
       Jeffrey E. Stiefler

By:    John W. Vessey*         Director
       John W. Vessey

By:    Jeffrey W. Taylor*      Vice President and Chief Financial Officer
       Jeffrey W. Taylor       (principal financial and accounting officer)

*    Executed  on  behalf  of  the  indicated  officers  and  directors  of  the
     registrant  by  J.W.  Fenton,  Jr.,  Secretary/Treasurer,   duly  appointed
     attorney-in-fact.

/s/ J.W. Fenton, Jr.
(Attorney-in-fact)                                Dated: January 22, 1996
EXHIBIT INDEX

Exhibit
Number                             Description                            Page

5        -  Opinion of Counsel for the Company  ......................
23.1     -  Consent of Independent Auditors  .........................
23.2     -  Consent of Counsel for the Company (included in Exhibit 5)
24       -  Power of Attorney  .......................................