As filed with the Securities and Exchange Commission on January 8, 1998
                                                       Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                 --------------

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

                           IRON MOUNTAIN INCORPORATED
               (Exact name of issuer as specified in its charter)

                               Delaware 04-3107342
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)


                745 Atlantic Avenue, Boston, Massachusetts 02111
                                 (617) 357-4455
           (Address of Principal Executive Offices including zip code)
                                  -------------

                    Iron Mountain/UAC 1995 Stock Option Plan
                    Iron Mountain/ATSI 1995 Stock Option Plan
                           (Full titles of the plans)
                                  ------------

                                C. Richard Reese
                            Chairman of The Board of
                      Directors and Chief Executive Officer
                           Iron Mountain Incorporated
                               745 Atlantic Avenue
                           Boston, Massachusetts 02111
                                 (617) 357-4455
            (Name, address and telephone number of agent for service)
                                  -------------

                                    Copy to:
                             William J. Curry, Esq.
                            Sullivan & Worcester LLP
                             One Post Office Square
                           Boston, Massachusetts 02109
                                 (617) 338-2800
                                ----------------




<PAGE>

<TABLE>
<CAPTION>
                                                     ---------------

                                          CALCULATION OF REGISTRATION FEE


                                                        Proposed            Proposed Maximum
     Title of Securities        Amount to be        Maximum Offering            Aggregate               Amount of
      to be Registered           Registered        Price Per Share(1)       Offering Price(1)        Registration Fee
      ----------------           ----------        ------------------       -----------------        ----------------
<S>                              <C>                  <C>                   <C>                       <C>

Iron Mountain/UAC 1995
Stock Option Plan:
Common Stock, par value
$.01 per share                     212,000              $12.8178              $2,717,373.60              $801.62

Iron Mountain/ATSI 1995
Stock Option Plan:
Common Stock, par value
$.01 per share                     180,666                 $8.65              $1,562,760.90              $461.01
Common Stock, par value
$.01 per share                      46,242                $11.55                $534,095.10              $157.56
Common Stock, par value
$.01 per share                       4,624                $11.63                 $53,777.12               $15.86
Common Stock, par value
$.01 per share                       4,624                $11.72                 $54,193.28               $15.99
Common Stock, par value
$.01 per share                       9,433                $11.93                $112,535.69               $33.20
Common Stock, par value
$.01 per share                      11,937                $11.07                $132,142.59               $38.98
Common Stock, par value
$.01 per share                      24,726                $10.88                $269,018.88               $79.36
Common Stock, par value
$.01 per share                      30,967                $11.32                $350,546.44              $103.41
Common Stock, par value
$.01 per share                      64,738                $34.88              $2,258,061.40              $666.13
--------------------------        --------                ------              -------------            ---------
TOTAL                              589,957                 --                 $8,044,505.00            $2,373.12

<FN>

(1)      With respect to the 212,000 shares of Common Stock underlying  options granted pursuant to the Iron Mountain/UAC 1995 Stock
         Option Plan and the 377,957 shares of Common Stock underlying options granted pursuant to the Iron Mountain/ATSI 1995 Stock
         Option Plan, the proposed  maximum  offering price per share and the proposed  maximum  aggregate  offering price have been
         based upon the per share and  aggregate  exercise  prices and the amount of the  registration  fee has been  calculated  in
         accordance with Rule 457(h)(1) under the Securities Act of 1933, as amended.

</FN>
</TABLE>


<PAGE>



PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The  following  documents,  which  have  been  filed  by Iron  Mountain
Incorporated (the "Company") with the Commission,  are incorporated by reference
in and made a part of this Registration Statement, as of their respective dates:

         (a)      The  Company's  Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1996;

         (b)      The Company's  Quarterly Reports on Form 10-Q for the quarters
                  ended March 31, 1997, June 30, 1997 and September 30, 1997;

         (c)      The Company's  Current Reports on Form 8-K dated June 25, 1997
                  (as  amended  on Form 8-K/A on August  26,  1997),  October 1,
                  1997,  October  16, 1997 (as amended on Form 8-K/A on November
                  10, 1997), October 30, 1997 and November 25, 1997; and

         (d)      The description of the Common Stock contained in the Company's
                  registration  statement  on Form 8-A dated  January  18,  1996
                  (File No. 0-27584),  including any amendments or reports filed
                  for the purpose of updating such description.

         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, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  have been sold or which  deregisters  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  or deemed to be
incorporated  by reference  herein shall be deemed to be modified or  superseded
for  purposes  of this  Registration  Statement  to the extent  that a statement
herein,  or in any subsequently  filed document which also is or is deemed to be
incorporated by reference,  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.

Item 5.  Interests of Named Experts and Counsel.

         The validity of the shares  offered  hereby will be passed upon for the
Company by Sullivan & Worcester LLP,  Boston,  Massachusetts.  Jas. Murray Howe,
Secretary of the Company,  is of counsel to Sullivan & Worcester  LLP and is the
owner of 3,855 shares of Common Stock.

Item 6.  Indemnification of Directors and Officers

         Section  145 of the  Delaware  General  Corporation  Law  (the  "DGCL")
provides, in effect, that any person made a party to any action by reason of the
fact that he is or was a director, officer, employee or agent of the Company may
and, in certain cases,  must be indemnified by the Company against,  in the case
of a non-derivative  action,  judgments,  fines,  amounts paid in settlement and
reasonable expenses  (including  attorney's fees) incurred by him as a result of
such action, and in the case of a derivative action, against expenses (including
attorney's  fees),  if in either  type of action he acted in good faith and in a
manner he reasonably  believed to be in or not opposed to the best  interests of
the Company.  This  indemnification  does not apply, in a derivative  action, to
matters as to which it is adjudged that the director, officer, employee or agent
is liable to the Company, unless upon court order it is determined that, despite
such  adjudication  of liability,  but in view of all the  circumstances  of the
case, he is fairly and

                                     II - 1


<PAGE>



reasonably entitled to indemnity for expenses,  and, in a non-derivative action,
to any criminal  proceeding in which such person had reasonable cause to believe
his conduct was unlawful.

         Article  Sixth of the  Company's  Amended and Restated  Certificate  of
Incorporation  provides that the Company shall  indemnify  each person who is or
was an officer or director of the Company to the  fullest  extent  permitted  by
Section 145 of the DGCL.

         Article  Seventh of the Company's  Amended and Restated  Certificate of
Incorporation  states that no  director  of the  Company  shall be liable to the
Company or its stockholders for monetary damages for breach of fiduciary duty as
a  director,  except  to the  extent  that  exculpation  from  liability  is not
permitted under the DGCL as in effect when such breach occurred.

Item 7.  Exemption from Registration Claimed

         Not Applicable.

Item 8.  Exhibits.
                                    EXHIBIT INDEX

     Exhibit No.       Description


         5        Opinion of Sullivan & Worcester LLP.*

         23.1     Consent of Sullivan & Worcester LLP  (contained in the opinion
                  of Sullivan & Worcester LLP filed herewith as Exhibit 5).

         23.2     Consent  of Ernst & Young LLP  (Arcus  Group,  Inc.  and Arcus
                  Technology Services, Inc.)*

         23.3     Consent of Arthur Andersen LLP (Arcus Group, Inc.)*

         23.4     Consent   of   Ernst  &  Young   LLP   (HIMSCORP,   Inc.   and
                  Subsidiaries)*

         23.5     Consent of Stout, Causey & Horning,  P.A. (Allegiance Business
                  Archives, Ltd.)*

         23.6     Consent    of    Abbott,    Stringham    &   Lynch    (Records
                  Retention/FileSafe, L.P.)*

         23.7     Consent  of  Arthur   Andersen  LLP   (Security   Archives  of
                  Minnesota,   Wellington  Financial  Services,  Inc.  and  Data
                  Securities International, Inc.)*

         23.8     Consent of Fisher, Schacht & Oliver, LLP (Concorde Group, Inc.
                  and Neil Tucker Trust)*

         23.9     Consent of Arthur Andersen LLP (Iron Mountain Incorporated)*

         24       Power  of  Attorney   (included  in  signature  page  of  this
                  Registration Statement).

*Filed herewith.



                                     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
                           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  and 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  information  required to be included in a  post-effective
         amendment by those  paragraphs  is contained in periodic  reports filed
         with or  furnished  to the  Commission  by the  registrant  pursuant to
         Section 13 or Section 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; and

                  (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,  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; and

         (c)  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 that 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  Securities
Act of 1933 and will be governed by the final adjudication of such issue.


                                     II - 3
<PAGE>



                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
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 Boston, Commonwealth of Massachusetts, on the 8th day
of January, 1998.

                                    IRON MOUNTAIN INCORPORATED



                                    By:  /s/ C. Richard Reese
                                         C. Richard Reese
                                         Chairman of the Board,
                                         Chief Executive Officer and Director

         The  undersigned  Officers and Directors of Iron Mountain  Incorporated
(the "Company") hereby severally constitute C. Richard Reese, John F. Kenny, Jr.
and  David S.  Wendell,  and each of them  acting  singly,  our true and  lawful
attorneys to sign for us and in our names in the capacities  indicated below any
amendments  to  this   Registration   Statement  on  Form  S-8   (including  any
post-effective  amendments  hereto) and to file the same, with Exhibits  thereto
and other  documents in connection  therewith,  with the Securities and Exchange
Commission,  granting unto each of said attorneys, acting singly, full power and
authority to do and perform each and every act and thing  requisite or 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 our signatures to
said amendments to this Registration  Statement signed by our said attorneys and
all else  that said  attorneys  may  lawfully  do and cause to be done by virtue
hereof.
<TABLE>
<CAPTION>

Signature                                             Title                                          Date
---------                                             -----                                          ----
<S>                                                  <C>                                      <C>

/s/ C. Richard Reese                                  Chairman of the Board of Directors        January 8, 1998
C. Richard Reese                                      and Chief Executive Officer


/s/ David S. Wendell                                  President, Chief Operating Officer        January 8, 1998
David S. Wendell                                      and Director


/s/ John F. Kenny, Jr.                                Executive Vice President and Chief        January 8, 1998
John F. Kenny, Jr.                                    Financial Officer


/s/ Eugene B. Doggett                                 Executive Vice President                  January 8, 1998
Eugene B. Doggett                                     and Director


                                                     II - 4


<PAGE>




/s/ Constantin R. Boden                               Director                                  January 8, 1998
Constantin R. Boden                                           


/s/ Arthur D. Little                                  Director                                  January 8, 1998
Arthur D. Little


/s/ Vincent J. Ryan                                   Director                                  January 8, 1998
Vincent J. Ryan


/s/ B. Thomas Golisan                                 Director                                  January 8, 1998
B. Thomas Golisano


/s/ Kent P. Dauten                                    Director                                  January 8, 1998
Kent P. Dauten


/s/ Clarke H. Bailey                                  Director                                  January 8, 1998
Clarke H. Bailey


/s/ Jean A. Bua                                       Vice President and Corporate              January 8, 1998
Jean A. Bua                                           Controller
</TABLE>



                                     II - 5
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 20825}]
{"company-data": {"conformed-name": "IRON MOUNTAIN INC /DE", "cik": "0001004317", "assigned-sic": "4220", "irs-number": "043107342", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-43901", "film-number": "98503084"}, "business-address": {"street1": "745 ATLANTIC AVE", "city": "BOSTON", "state": "MA", "zip": "02111", "phone": "6173574455"}, "mail-address": {"street1": "745 ATLANTIC AVENUE", "street2": "7TH FLOOR", "city": "BOSTON", "state": "MA", "zip": "02111"}}
As filed with the Securities and Exchange Commission on January 8, 1998
                                                       Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                 --------------

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

                           IRON MOUNTAIN INCORPORATED
               (Exact name of issuer as specified in its charter)

                               Delaware 04-3107342
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                745 Atlantic Avenue, Boston, Massachusetts 02111
                                 (617) 357-4455
           (Address of Principal Executive Offices including zip code)
                                  -------------

                    Iron Mountain/UAC 1995 Stock Option Plan
                    Iron Mountain/ATSI 1995 Stock Option Plan
                           (Full titles of the plans)
                                  ------------

                                C. Richard Reese
                            Chairman of The Board of
                      Directors and Chief Executive Officer
                           Iron Mountain Incorporated
                               745 Atlantic Avenue
                           Boston, Massachusetts 02111
                                 (617) 357-4455
            (Name, address and telephone number of agent for service)
                                  -------------

                                    Copy to:
                             William J. Curry, Esq.
                            Sullivan & Worcester LLP
                             One Post Office Square
                           Boston, Massachusetts 02109
                                 (617) 338-2800
                                ----------------
---------------

                                          CALCULATION OF REGISTRATION FEE

                                                        Proposed            Proposed Maximum
     Title of Securities        Amount to be        Maximum Offering            Aggregate               Amount of
      to be Registered           Registered        Price Per Share(1)       Offering Price(1)        Registration Fee
      ----------------           ----------        ------------------       -----------------        ----------------
Iron Mountain/UAC 1995
Stock Option Plan:
Common Stock, par value
$.01 per share                     212,000              $12.8178              $2,717,373.60              $801.62

Iron Mountain/ATSI 1995
Stock Option Plan:
Common Stock, par value
$.01 per share                     180,666                 $8.65              $1,562,760.90              $461.01
Common Stock, par value
$.01 per share                      46,242                $11.55                $534,095.10              $157.56
Common Stock, par value
$.01 per share                       4,624                $11.63                 $53,777.12               $15.86
Common Stock, par value
$.01 per share                       4,624                $11.72                 $54,193.28               $15.99
Common Stock, par value
$.01 per share                       9,433                $11.93                $112,535.69               $33.20
Common Stock, par value
$.01 per share                      11,937                $11.07                $132,142.59               $38.98
Common Stock, par value
$.01 per share                      24,726                $10.88                $269,018.88               $79.36
Common Stock, par value
$.01 per share                      30,967                $11.32                $350,546.44              $103.41
Common Stock, par value
$.01 per share                      64,738                $34.88              $2,258,061.40              $666.13
--------------------------        --------                ------              -------------            ---------
TOTAL                              589,957                 --                 $8,044,505.00            $2,373.12
(1)      With respect to the 212,000 shares of Common Stock underlying  options granted pursuant to the Iron Mountain/UAC 1995 Stock
         Option Plan and the 377,957 shares of Common Stock underlying options granted pursuant to the Iron Mountain/ATSI 1995 Stock
         Option Plan, the proposed  maximum  offering price per share and the proposed  maximum  aggregate  offering price have been
         based upon the per share and  aggregate  exercise  prices and the amount of the  registration  fee has been  calculated  in
         accordance with Rule 457(h)(1) under the Securities Act of 1933, as amended.
PART II - INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The  following  documents,  which  have  been  filed  by Iron  Mountain
Incorporated (the "Company") with the Commission,  are incorporated by reference
in and made a part of this Registration Statement, as of their respective dates:

         (a)      The  Company's  Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1996;

         (b)      The Company's  Quarterly Reports on Form 10-Q for the quarters
                  ended March 31, 1997, June 30, 1997 and September 30, 1997;

         (c)      The Company's  Current Reports on Form 8-K dated June 25, 1997
                  (as  amended  on Form 8-K/A on August  26,  1997),  October 1,
                  1997,  October  16, 1997 (as amended on Form 8-K/A on November
                  10, 1997), October 30, 1997 and November 25, 1997; and

         (d)      The description of the Common Stock contained in the Company's
                  registration  statement  on Form 8-A dated  January  18,  1996
                  (File No. 0-27584),  including any amendments or reports filed
                  for the purpose of updating such description.

         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, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  have been sold or which  deregisters  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  or deemed to be
incorporated  by reference  herein shall be deemed to be modified or  superseded
for  purposes  of this  Registration  Statement  to the extent  that a statement
herein,  or in any subsequently  filed document which also is or is deemed to be
incorporated by reference,  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.

Item 5.  Interests of Named Experts and Counsel.

         The validity of the shares  offered  hereby will be passed upon for the
Company by Sullivan & Worcester LLP,  Boston,  Massachusetts.  Jas. Murray Howe,
Secretary of the Company,  is of counsel to Sullivan & Worcester  LLP and is the
owner of 3,855 shares of Common Stock.

Item 6.  Indemnification of Directors and Officers

         Section  145 of the  Delaware  General  Corporation  Law  (the  "DGCL")
provides, in effect, that any person made a party to any action by reason of the
fact that he is or was a director, officer, employee or agent of the Company may
and, in certain cases,  must be indemnified by the Company against,  in the case
of a non-derivative  action,  judgments,  fines,  amounts paid in settlement and
reasonable expenses  (including  attorney's fees) incurred by him as a result of
such action, and in the case of a derivative action, against expenses (including
attorney's  fees),  if in either  type of action he acted in good faith and in a
manner he reasonably  believed to be in or not opposed to the best  interests of
the Company.  This  indemnification  does not apply, in a derivative  action, to
matters as to which it is adjudged that the director, officer, employee or agent
is liable to the Company, unless upon court order it is determined that, despite
such  adjudication  of liability,  but in view of all the  circumstances  of the
case, he is fairly and

                                     II - 1
reasonably entitled to indemnity for expenses,  and, in a non-derivative action,
to any criminal  proceeding in which such person had reasonable cause to believe
his conduct was unlawful.

         Article  Sixth of the  Company's  Amended and Restated  Certificate  of
Incorporation  provides that the Company shall  indemnify  each person who is or
was an officer or director of the Company to the  fullest  extent  permitted  by
Section 145 of the DGCL.

         Article  Seventh of the Company's  Amended and Restated  Certificate of
Incorporation  states that no  director  of the  Company  shall be liable to the
Company or its stockholders for monetary damages for breach of fiduciary duty as
a  director,  except  to the  extent  that  exculpation  from  liability  is not
permitted under the DGCL as in effect when such breach occurred.

Item 7.  Exemption from Registration Claimed

         Not Applicable.

Item 8.  Exhibits.
                                    EXHIBIT INDEX

     Exhibit No.       Description

         5        Opinion of Sullivan & Worcester LLP.*

         23.1     Consent of Sullivan & Worcester LLP  (contained in the opinion
                  of Sullivan & Worcester LLP filed herewith as Exhibit 5).

         23.2     Consent  of Ernst & Young LLP  (Arcus  Group,  Inc.  and Arcus
                  Technology Services, Inc.)*

         23.3     Consent of Arthur Andersen LLP (Arcus Group, Inc.)*

         23.4     Consent   of   Ernst  &  Young   LLP   (HIMSCORP,   Inc.   and
                  Subsidiaries)*

         23.5     Consent of Stout, Causey & Horning,  P.A. (Allegiance Business
                  Archives, Ltd.)*

         23.6     Consent    of    Abbott,    Stringham    &   Lynch    (Records
                  Retention/FileSafe, L.P.)*

         23.7     Consent  of  Arthur   Andersen  LLP   (Security   Archives  of
                  Minnesota,   Wellington  Financial  Services,  Inc.  and  Data
                  Securities International, Inc.)*

         23.8     Consent of Fisher, Schacht & Oliver, LLP (Concorde Group, Inc.
                  and Neil Tucker Trust)*

         23.9     Consent of Arthur Andersen LLP (Iron Mountain Incorporated)*

         24       Power  of  Attorney   (included  in  signature  page  of  this
                  Registration Statement).

*Filed herewith.

                                     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
                           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  and 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  information  required to be included in a  post-effective
         amendment by those  paragraphs  is contained in periodic  reports filed
         with or  furnished  to the  Commission  by the  registrant  pursuant to
         Section 13 or Section 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; and

                  (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,  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; and

         (c)  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 that 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  Securities
Act of 1933 and will be governed by the final adjudication of such issue.

                                     II - 3
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
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 Boston, Commonwealth of Massachusetts, on the 8th day
of January, 1998.

                                    IRON MOUNTAIN INCORPORATED

                                    By:  /s/ C. Richard Reese
                                         C. Richard Reese
                                         Chairman of the Board,
                                         Chief Executive Officer and Director

         The  undersigned  Officers and Directors of Iron Mountain  Incorporated
(the "Company") hereby severally constitute C. Richard Reese, John F. Kenny, Jr.
and  David S.  Wendell,  and each of them  acting  singly,  our true and  lawful
attorneys to sign for us and in our names in the capacities  indicated below any
amendments  to  this   Registration   Statement  on  Form  S-8   (including  any
post-effective  amendments  hereto) and to file the same, with Exhibits  thereto
and other  documents in connection  therewith,  with the Securities and Exchange
Commission,  granting unto each of said attorneys, acting singly, full power and
authority to do and perform each and every act and thing  requisite or 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 our signatures to
said amendments to this Registration  Statement signed by our said attorneys and
all else  that said  attorneys  may  lawfully  do and cause to be done by virtue
hereof.
Signature                                             Title                                          Date
---------                                             -----                                          ----
/s/ C. Richard Reese                                  Chairman of the Board of Directors        January 8, 1998
C. Richard Reese                                      and Chief Executive Officer

/s/ David S. Wendell                                  President, Chief Operating Officer        January 8, 1998
David S. Wendell                                      and Director

/s/ John F. Kenny, Jr.                                Executive Vice President and Chief        January 8, 1998
John F. Kenny, Jr.                                    Financial Officer

/s/ Eugene B. Doggett                                 Executive Vice President                  January 8, 1998
Eugene B. Doggett                                     and Director

                                                     II - 4
/s/ Constantin R. Boden                               Director                                  January 8, 1998
Constantin R. Boden                                           

/s/ Arthur D. Little                                  Director                                  January 8, 1998
Arthur D. Little

/s/ Vincent J. Ryan                                   Director                                  January 8, 1998
Vincent J. Ryan

/s/ B. Thomas Golisan                                 Director                                  January 8, 1998
B. Thomas Golisano

/s/ Kent P. Dauten                                    Director                                  January 8, 1998
Kent P. Dauten

/s/ Clarke H. Bailey                                  Director                                  January 8, 1998
Clarke H. Bailey

/s/ Jean A. Bua                                       Vice President and Corporate              January 8, 1998
Jean A. Bua                                           Controller
II - 5