As filed with the Securities and Exchange Commission on July 11, 1997 
                                                 Registration No. __

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933


                            DATA GENERAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

          Delaware                                     04-2436397
 (State or Other Jurisdiction of               (I.R.S. Employer Identification
 Incorporation or Organization)                         Number)
                                4400 Computer Drive
                                Westboro, MA 01580
                                  (508) 898-5000
               (Address of Principal Executive Offices) (Zip Code)

                            DATA GENERAL CORPORATION
                     EMPLOYEE QUALIFIED STOCK PURCHASE PLAN

                            DATA GENERAL CORPORATION
                             STOCK COMPENSATION PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (Full Title of the Plans)


                                RONALD L. SKATES
                            DATA GENERAL CORPORATION
                               4400 Computer Drive
                               Westboro, MA 01580
                     (Name and Address of Agent For Service)
   Telephone Number, Including Area Code, of Agent For Service: (508) 898-5000


       Copies of all communications, including all communications sent to
                   the agent for service, should be sent to:

                              CARL E. KAPLAN, ESQ.
                           Fulbright & Jaworski L.L.P.
                                666 Fifth Avenue
                            New York, New York 10103
                                 (212) 318-3000
                               fax: (212) 752-5958
<TABLE>

                         CALCULATION OF REGISTRATION FEE
      --------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                           Proposed maximum        Proposed maximum
      Title of Securities to be     Amount to be           offering price per      aggregate offering     Amount of
      registered                    registered(1)          share(2)                price (2)              registration fee
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------

<S>                                   <C>                       <C>                         <C>              <C>    
      Common Stock, $.01 par          2,500,000                 $25 15/16                   $64,843,750      $19,650
      value(3)
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------

      Common Stock, $.01 par            100,000                 $25 15/16                   $ 2,593,750      $   786
      value (4)
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------

      TOTAL                           2,600,000                 $25 15/16          Total:   $67,437,500      $20,436
      ============================= ====================== ======================= ====================== ================
<FN>
(1)      Plus such additional indeterminable number of shares as may be required
         pursuant  to the Data  General  Corporation  Employee  Qualified  Stock
         Purchase Plan and the Data General  Corporation Stock Compensation Plan
         for  Non-Employee  Directors  in the event of a stock  dividend,  stock
         split, recapitalization or other similar change in the Common Stock.
(2)      The price is  estimated in  accordance  with Rule  457(h)(1)  under the
         Securities  Act  of  1933,  as  amended,  solely  for  the  purpose  of
         calculating  the  registration  fee,  based on the closing price of the
         Common  Stock as  reported  on the New York Stock  Exchange on July  7,
         1997.
(3)      Represents the number of shares of Common Stock under this Registration
         Statement  that  may be  issued  under  the  Data  General  Corporation
         Employee Qualified Stock Purchase Plan.
(4)      Represents the number of shares of Common Stock under this Registration
         Statement that may be issued under the Data General  Corporation  Stock
         Compensation Plan for Non-Employee Directors.
</FN>
</TABLE>

Pursuant  to Rule 429  under  the  Securities  Act of  1933,  as  amended,  this
Registration  Statement also constitutes (i)  Post-Effective  Amendment No. 1 to
the  Registration  Statement  on Form S-8 (No.  33-53041);  (ii)  Post-Effective
Amendment No. 2 to the Registration Statement on Form S-8 (No. 33-57948);  (iii)
Post-Effective  Amendment No. 3 to the  Registration  Statement on Form S-8 (No.
33-38995);  (iv) Post-Effective Amendment No. 4 to the Registration Statement on
Form S-8 (No. 33-33300);  (v) Post-Effective Amendment No. 5 to the Registration
Statement on Form S-8 (No. 33-11529); (vi) Post-Effective Amendment No. 6 to the
Registration Statement on Form S-8 (No. 2-88973); (vii) Post-Effective Amendment
No.  7  to  the  Registration  Statement  on  Form  S-8  (No.  2-75554);  (viii)
Post-Effective  Amendment No. 8 to the  Registration  Statement on Form S-8 (No.
2-60520); and (ix) Post-Effective  Amendment No. 9 to the Registration Statement
on Form S-8 (No. 2-39207),  all of which relate to the Data General  Corporation
Employee Qualified Stock Purchase Plan.

In addition,  pursuant to Rule 416(c)  under the  Securities  Act of 1933,  this
Registration  Statement also covers an  indeterminate  amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.

================================================================================

<PAGE>





                                     PART I

          INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

          In accordance  with the rules and  regulations  of the  Securities and
Exchange Commission, the documents containing the information called for in Part
I of Form S-8 will be sent or given to individuals  who  participate in the Data
General  Corporation  Employee Qualified Stock Purchase Plan or the Data General
Corporation Stock  Compensation Plan for Non-Employee  Directors adopted by Data
General Corporation and are not being filed with or included in this Form S-8.


<PAGE>



                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference

         The  following   documents  filed  by  Data  General  Corporation  (the
"Company") are incorporated herein by reference:

                  (i)      The  Company's  Annual  Report  on Form  10-K for the
                           fiscal year ended September 28, 1996.

                  (ii)     The Company's  Quarterly  Report on Form 10-Q for the
                           quarter ended December 28, 1996.

                  (iii)    The Company's  Quarterly  Report on Form 10-Q for the
                           quarter ended March 29, 1997.

                  (iv)     The   description  of  the  Company's   Common  Stock
                           contained in its  Registration  Statement on Form 8-A
                           dated  November 7, 1973,  as amended on February  28,
                           1985 and April 12, 1985.

         In addition to the foregoing,  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
indicating  that all of the  securities  offered  hereunder  have  been  sold or
deregistering  all  securities  then  remaining  unsold,  shall be  deemed to be
incorporated by reference in this  Registration  Statement and to be part hereof
from the date of filing of such documents. Any statement contained in a document
incorporated by reference in this  Registration  Statement shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement  contained herein or in any subsequently filed document that is
also incorporated by reference herein modifies or supersedes such statement. Any
statement so modified or superseded  shall not be deemed,  except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities

                  Not applicable.
                                      II-1

<PAGE>

Item 5.  Interests of Named Experts and Counsel

                  Carl E.  Kaplan,  Secretary  of the  Company,  is a partner in
Fulbright & Jaworski L.L.P.,  and Frederick R. Adler, a Director and Chairman of
the Executive  Committee of the Board of Directors of the Company, is of counsel
to  Fulbright  & Jaworski  L.L.P.  Messrs.  Kaplan and Adler and  certain  other
partners of  Fulbright & Jaworski  L.L.P.  beneficially  owned an  aggregate  of
418,981 shares of Common Stock of the Company as of May 12, 1997.

Item 6.  Indemnification of Directors and Officers

                  Section 145 of the General Corporation Law of Delaware permits
indemnification  of directors,  officers and  employees of a  corporation  under
certain  conditions  and subject to certain  limitations.  Article  TENTH of the
Company's Restated  Certificate of Incorporation and Article VI of the Company's
By-Laws contain provisions for the  indemnification  of directors,  officers and
employees within the limitations  permitted by Section 145. The Company has also
entered into indemnification agreements with its directors and officers based on
the indemnification provisions in Section 145.

                  The  Company  carries a  directors'  and  officers'  liability
insurance policy which provides for payment of certain  liability claims and the
related  expenses of the Company's  directors  and officers in  connection  with
threatened,  pending, or completed actions, suits or proceedings against them in
their  capacities as directors and  officers,  in accordance  with the Company's
By-laws and the General Corporation Law of Delaware.

Item 7.  Exemption from Registration Claimed

                  Not Applicable.

Item 8.  Exhibits

         4.1      --       Data General Corporation Employee Qualified Stock 
                           Purchase Plan

         4.2      --       Data General Corporation Stock Compensation Plan for
                           Non-Employee Directors

         5        --       Opinion of Fulbright & Jaworski L.L.P.

         23.1     --       Consent of Price Waterhouse LLP

         23.2     --       Consent of Fulbright & Jaworski L.L.P. (included in 
                           Exhibit 5).

         24       --       Power of Attorney (included in signature page).

                                      II-2

<PAGE>

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 which,
                  individually  or together,  represent a fundamental  change in
                  the information 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 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  paragraphs  (a)(1)(i) and  (a)(1)(ii) do not
         apply if the registration statement is on Form S-3 or Form S-8, and the
         information  required to be included in a  post-effective  amendment by
         those  paragraphs  is  contained  in  periodic  reports  filed  by  the
         registrant  pursuant to Section 13 or 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.

         (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,  

                                      II-3

<PAGE>

         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.

         (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 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  of the  registrant  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.

                                      II-4
<PAGE>





                                   SIGNATURES

                  Pursuant to the  requirements  of the  Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on  Form  S-8 and has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in Westboro, Massachusetts on the 11th day of July, 1997.

                                                    DATA GENERAL CORPORATION


                                                    By: /s/ Ronald L. Skates
                                                       --------------------
                                                        Ronald L. Skates
                                                        President and Chief
                                                        Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Employee  Qualified Stock Purchase Plan Committee of the Board of Directors have
duly  caused  this  Registration  Statement  to be signed  on its  behalf by the
undersigned,  thereunto duly authorized,  in Westboro, Massachusetts on the 11th
day of July, 1997.

                                                   DATA GENERAL CORPORATION
                                                   EMPLOYEE QUALIFIED STOCK
                                                   PURCHASE PLAN



                                                   By: /s/ Frederick R. Adler
                                                      -----------------------
                                                           Frederick R. Adler



                                                   By: /s/ Donald H. Trautlein
                                                      -----------------------
                                                           Donald H. Trautlein



                                                   By: /s/ Richard L. Tucker
                                                      ----------------------- 
                                                           Richard L. Tucker





                                POWER OF ATTORNEY

                                                                               
                  KNOW ALL MEN BY THESE  PRESENTS,  that each  individual  whose
signature  appears below constitutes and appoints Ronald L. Skates and Robert C.
McBride, or either of them, his true and lawful  attorney-in-fact and agent with
full power of substitution  and  resubstitution,  for him and in his name, place
and stead, in any and all capacities,  to sign any and 


<PAGE>

all  amendments  (including  post-effective  amendments)  to  this  Registration
Statement,  and to file the same with all exhibits thereto, and all documents in
connection therewith, with the Securities and Exchange Commission, granting said
attorney-in-fact and agent, and each of them, full power and authority to do and
perform each and every act and thing  requisite  and necessary to be done in and
about the premises, as fully to all intents and purposes as he might or could do
in person,  hereby ratifying and confirming all that said  attorney-in-fact  and
agent or either of them, or their or his substitute or substitutes, may lawfully
do or cause to be done by virtue hereof.

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

     Signature                         Title                         Date
     ---------                         -----                         ----

/s/ Ronald L. Skates
--------------------------------  President, Chief               July 11, 1997
Ronald L. Skates                  Executive Officer, Director,
                                  (Principle Executive Officer)

/s/ Frederick R. Adler
--------------------------------  Chairman of Executive          July 11, 1997
Frederick R. Adler                Committee of Board of
                                  Directors; Director

/s/ Arthur W. DeMelle
--------------------------------  Senior Vice President;         July 11, 1997
Arthur W. DeMelle                 Chief Financial Officer;
                                  Chief Accounting Officer

/s/ Ferdinand Colloredo-Mansfeld
--------------------------------  Director                       July 11, 1997
Ferdinand Colloredo-Mansfeld

/s/ Donald H. Trautlein
--------------------------------  Director                       July 11, 1997
Donald H. Trautlein

/s/ Richard L. Tucker
--------------------------------  Director                       July 11, 1997
Richard L. Tucker

/s/ W. Nicholas Thorndike
--------------------------------  Director                       July 11, 1997
W. Nicholas Thorndike


<PAGE>


                                INDEX TO EXHIBITS


Exhibit
  No.             Description                                          
-------           -----------           

4.1       --      Data General Corporation Employee
                  Qualified Stock Purchase Plan

4.2       --      Data General Corporation Stock
                  Compensation Plan for Non-Employee Directors

5         --      Opinion of Fulbright & Jaworski L.L.P.

23.1      --      Consent of Price Waterhouse LLP

23.2      --      Consent of Fulbright & Jaworski L.L.P.
                  (included in Exhibit 5).

24        --      Power of Attorney (included in signature page).
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 22286}]
{"company-data": {"conformed-name": "DATA GENERAL CORP", "cik": "0000026999", "assigned-sic": "3570", "irs-number": "042436397", "state-of-incorporation": "DE", "fiscal-year-end": "0925"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-31159", "film-number": "97639739"}, "business-address": {"street1": "4400 COMPUTER DR", "city": "WESTBORO", "state": "MA", "zip": "10580", "phone": "5088985000"}, "mail-address": {"street1": "4400 COMPUTER DRIVE", "city": "WESTBORO", "state": "MA", "zip": "10580"}}
As filed with the Securities and Exchange Commission on July 11, 1997 
                                                 Registration No. __

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                            DATA GENERAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

          Delaware                                     04-2436397
 (State or Other Jurisdiction of               (I.R.S. Employer Identification
 Incorporation or Organization)                         Number)
                                4400 Computer Drive
                                Westboro, MA 01580
                                  (508) 898-5000
               (Address of Principal Executive Offices) (Zip Code)

                            DATA GENERAL CORPORATION
                     EMPLOYEE QUALIFIED STOCK PURCHASE PLAN

                            DATA GENERAL CORPORATION
                             STOCK COMPENSATION PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (Full Title of the Plans)

                                RONALD L. SKATES
                            DATA GENERAL CORPORATION
                               4400 Computer Drive
                               Westboro, MA 01580
                     (Name and Address of Agent For Service)
   Telephone Number, Including Area Code, of Agent For Service: (508) 898-5000

       Copies of all communications, including all communications sent to
                   the agent for service, should be sent to:

                              CARL E. KAPLAN, ESQ.
                           Fulbright & Jaworski L.L.P.
                                666 Fifth Avenue
                            New York, New York 10103
                                 (212) 318-3000
                               fax: (212) 752-5958

                         CALCULATION OF REGISTRATION FEE
      --------------------------------------------------------------------------------------------------------------------
Proposed maximum        Proposed maximum
      Title of Securities to be     Amount to be           offering price per      aggregate offering     Amount of
      registered                    registered(1)          share(2)                price (2)              registration fee
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------
Common Stock, $.01 par          2,500,000                 $25 15/16                   $64,843,750      $19,650
      value(3)
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------

      Common Stock, $.01 par            100,000                 $25 15/16                   $ 2,593,750      $   786
      value (4)
      ----------------------------- ---------------------- ----------------------- ---------------------- ----------------

      TOTAL                           2,600,000                 $25 15/16          Total:   $67,437,500      $20,436
      ============================= ====================== ======================= ====================== ================
(1)      Plus such additional indeterminable number of shares as may be required
         pursuant  to the Data  General  Corporation  Employee  Qualified  Stock
         Purchase Plan and the Data General  Corporation Stock Compensation Plan
         for  Non-Employee  Directors  in the event of a stock  dividend,  stock
         split, recapitalization or other similar change in the Common Stock.
(2)      The price is  estimated in  accordance  with Rule  457(h)(1)  under the
         Securities  Act  of  1933,  as  amended,  solely  for  the  purpose  of
         calculating  the  registration  fee,  based on the closing price of the
         Common  Stock as  reported  on the New York Stock  Exchange on July  7,
         1997.
(3)      Represents the number of shares of Common Stock under this Registration
         Statement  that  may be  issued  under  the  Data  General  Corporation
         Employee Qualified Stock Purchase Plan.
(4)      Represents the number of shares of Common Stock under this Registration
         Statement that may be issued under the Data General  Corporation  Stock
         Compensation Plan for Non-Employee Directors.
Pursuant  to Rule 429  under  the  Securities  Act of  1933,  as  amended,  this
Registration  Statement also constitutes (i)  Post-Effective  Amendment No. 1 to
the  Registration  Statement  on Form S-8 (No.  33-53041);  (ii)  Post-Effective
Amendment No. 2 to the Registration Statement on Form S-8 (No. 33-57948);  (iii)
Post-Effective  Amendment No. 3 to the  Registration  Statement on Form S-8 (No.
33-38995);  (iv) Post-Effective Amendment No. 4 to the Registration Statement on
Form S-8 (No. 33-33300);  (v) Post-Effective Amendment No. 5 to the Registration
Statement on Form S-8 (No. 33-11529); (vi) Post-Effective Amendment No. 6 to the
Registration Statement on Form S-8 (No. 2-88973); (vii) Post-Effective Amendment
No.  7  to  the  Registration  Statement  on  Form  S-8  (No.  2-75554);  (viii)
Post-Effective  Amendment No. 8 to the  Registration  Statement on Form S-8 (No.
2-60520); and (ix) Post-Effective  Amendment No. 9 to the Registration Statement
on Form S-8 (No. 2-39207),  all of which relate to the Data General  Corporation
Employee Qualified Stock Purchase Plan.

In addition,  pursuant to Rule 416(c)  under the  Securities  Act of 1933,  this
Registration  Statement also covers an  indeterminate  amount of interests to be
offered or sold pursuant to the employee benefit plan described herein.

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

          INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

          In accordance  with the rules and  regulations  of the  Securities and
Exchange Commission, the documents containing the information called for in Part
I of Form S-8 will be sent or given to individuals  who  participate in the Data
General  Corporation  Employee Qualified Stock Purchase Plan or the Data General
Corporation Stock  Compensation Plan for Non-Employee  Directors adopted by Data
General Corporation and are not being filed with or included in this Form S-8.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The  following   documents  filed  by  Data  General  Corporation  (the
"Company") are incorporated herein by reference:

                  (i)      The  Company's  Annual  Report  on Form  10-K for the
                           fiscal year ended September 28, 1996.

                  (ii)     The Company's  Quarterly  Report on Form 10-Q for the
                           quarter ended December 28, 1996.

                  (iii)    The Company's  Quarterly  Report on Form 10-Q for the
                           quarter ended March 29, 1997.

                  (iv)     The   description  of  the  Company's   Common  Stock
                           contained in its  Registration  Statement on Form 8-A
                           dated  November 7, 1973,  as amended on February  28,
                           1985 and April 12, 1985.

         In addition to the foregoing,  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
indicating  that all of the  securities  offered  hereunder  have  been  sold or
deregistering  all  securities  then  remaining  unsold,  shall be  deemed to be
incorporated by reference in this  Registration  Statement and to be part hereof
from the date of filing of such documents. Any statement contained in a document
incorporated by reference in this  Registration  Statement shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement  contained herein or in any subsequently filed document that is
also incorporated by reference herein modifies or supersedes such statement. Any
statement so modified or superseded  shall not be deemed,  except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities

                  Not applicable.
                                      II-1
Item 5.  Interests of Named Experts and Counsel

                  Carl E.  Kaplan,  Secretary  of the  Company,  is a partner in
Fulbright & Jaworski L.L.P.,  and Frederick R. Adler, a Director and Chairman of
the Executive  Committee of the Board of Directors of the Company, is of counsel
to  Fulbright  & Jaworski  L.L.P.  Messrs.  Kaplan and Adler and  certain  other
partners of  Fulbright & Jaworski  L.L.P.  beneficially  owned an  aggregate  of
418,981 shares of Common Stock of the Company as of May 12, 1997.

Item 6.  Indemnification of Directors and Officers

                  Section 145 of the General Corporation Law of Delaware permits
indemnification  of directors,  officers and  employees of a  corporation  under
certain  conditions  and subject to certain  limitations.  Article  TENTH of the
Company's Restated  Certificate of Incorporation and Article VI of the Company's
By-Laws contain provisions for the  indemnification  of directors,  officers and
employees within the limitations  permitted by Section 145. The Company has also
entered into indemnification agreements with its directors and officers based on
the indemnification provisions in Section 145.

                  The  Company  carries a  directors'  and  officers'  liability
insurance policy which provides for payment of certain  liability claims and the
related  expenses of the Company's  directors  and officers in  connection  with
threatened,  pending, or completed actions, suits or proceedings against them in
their  capacities as directors and  officers,  in accordance  with the Company's
By-laws and the General Corporation Law of Delaware.

Item 7.  Exemption from Registration Claimed

                  Not Applicable.

Item 8.  Exhibits

         4.1      --       Data General Corporation Employee Qualified Stock 
                           Purchase Plan

         4.2      --       Data General Corporation Stock Compensation Plan for
                           Non-Employee Directors

         5        --       Opinion of Fulbright & Jaworski L.L.P.

         23.1     --       Consent of Price Waterhouse LLP

         23.2     --       Consent of Fulbright & Jaworski L.L.P. (included in 
                           Exhibit 5).

         24       --       Power of Attorney (included in signature page).

                                      II-2
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 which,
                  individually  or together,  represent a fundamental  change in
                  the information 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 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  paragraphs  (a)(1)(i) and  (a)(1)(ii) do not
         apply if the registration statement is on Form S-3 or Form S-8, and the
         information  required to be included in a  post-effective  amendment by
         those  paragraphs  is  contained  in  periodic  reports  filed  by  the
         registrant  pursuant to Section 13 or 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.

         (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,  

                                      II-3
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.

         (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 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  of the  registrant  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.

                                      II-4
SIGNATURES

                  Pursuant to the  requirements  of the  Securities Act of 1933,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on  Form  S-8 and has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in Westboro, Massachusetts on the 11th day of July, 1997.

                                                    DATA GENERAL CORPORATION

                                                    By: /s/ Ronald L. Skates
                                                       --------------------
                                                        Ronald L. Skates
                                                        President and Chief
                                                        Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Employee  Qualified Stock Purchase Plan Committee of the Board of Directors have
duly  caused  this  Registration  Statement  to be signed  on its  behalf by the
undersigned,  thereunto duly authorized,  in Westboro, Massachusetts on the 11th
day of July, 1997.

                                                   DATA GENERAL CORPORATION
                                                   EMPLOYEE QUALIFIED STOCK
                                                   PURCHASE PLAN

                                                   By: /s/ Frederick R. Adler
                                                      -----------------------
                                                           Frederick R. Adler

                                                   By: /s/ Donald H. Trautlein
                                                      -----------------------
                                                           Donald H. Trautlein

                                                   By: /s/ Richard L. Tucker
                                                      ----------------------- 
                                                           Richard L. Tucker

                                POWER OF ATTORNEY

                                                                               
                  KNOW ALL MEN BY THESE  PRESENTS,  that each  individual  whose
signature  appears below constitutes and appoints Ronald L. Skates and Robert C.
McBride, or either of them, his true and lawful  attorney-in-fact and agent with
full power of substitution  and  resubstitution,  for him and in his name, place
and stead, in any and all capacities,  to sign any and
all  amendments  (including  post-effective  amendments)  to  this  Registration
Statement,  and to file the same with all exhibits thereto, and all documents in
connection therewith, with the Securities and Exchange Commission, granting said
attorney-in-fact and agent, and each of them, full power and authority to do and
perform each and every act and thing  requisite  and necessary to be done in and
about the premises, as fully to all intents and purposes as he might or could do
in person,  hereby ratifying and confirming all that said  attorney-in-fact  and
agent or either of them, or their or his substitute or substitutes, may lawfully
do or cause to be done by virtue hereof.

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

     Signature                         Title                         Date
     ---------                         -----                         ----

/s/ Ronald L. Skates
--------------------------------  President, Chief               July 11, 1997
Ronald L. Skates                  Executive Officer, Director,
                                  (Principle Executive Officer)

/s/ Frederick R. Adler
--------------------------------  Chairman of Executive          July 11, 1997
Frederick R. Adler                Committee of Board of
                                  Directors; Director

/s/ Arthur W. DeMelle
--------------------------------  Senior Vice President;         July 11, 1997
Arthur W. DeMelle                 Chief Financial Officer;
                                  Chief Accounting Officer

/s/ Ferdinand Colloredo-Mansfeld
--------------------------------  Director                       July 11, 1997
Ferdinand Colloredo-Mansfeld

/s/ Donald H. Trautlein
--------------------------------  Director                       July 11, 1997
Donald H. Trautlein

/s/ Richard L. Tucker
--------------------------------  Director                       July 11, 1997
Richard L. Tucker

/s/ W. Nicholas Thorndike
--------------------------------  Director                       July 11, 1997
W. Nicholas Thorndike
INDEX TO EXHIBITS

Exhibit
  No.             Description                                          
-------           -----------           

4.1       --      Data General Corporation Employee
                  Qualified Stock Purchase Plan

4.2       --      Data General Corporation Stock
                  Compensation Plan for Non-Employee Directors

5         --      Opinion of Fulbright & Jaworski L.L.P.

23.1      --      Consent of Price Waterhouse LLP

23.2      --      Consent of Fulbright & Jaworski L.L.P.
                  (included in Exhibit 5).

24        --      Power of Attorney (included in signature page).