<PAGE>
                                               Registration No. 333-_______
===========================================================================
---------------------------------------------------------------------------

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                            __________________

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

                      HASTINGS MANUFACTURING COMPANY
          (Exact Name of Registrant as Specified in Its Charter)
                            __________________
                   MICHIGAN                           38-0633740
        (State or Other Jurisdiction of            (I.R.S. Employer
        Incorporation or Organization)          Identification Number)

           325 NORTH HANOVER STREET
              HASTINGS, MICHIGAN                        49058
   (Address of Principal Executive Offices)           (Zip Code)

                      HASTINGS MANUFACTURING COMPANY
                        STOCK OPTION AND RESTRICTED
                            STOCK PLAN OF 1997
                         (Full Title of the Plan)

         THOMAS J. BELLGRAPH      Copies to:      STEPHEN C. WATERBURY
      VICE PRESIDENT--FINANCE                  WARNER NORCROSS & JUDD LLP
   HASTINGS MANUFACTURING COMPANY                900 OLD KENT BUILDING
      325 NORTH HANOVER STREET                    111 LYON STREET, N.W.
      HASTINGS, MICHIGAN 49058              GRAND RAPIDS, MICHIGAN 49503-2487

                  (Name and Address of Agent for Service)

                              (616) 945-2491
       (Telephone Number, Including Area Code, of Agent for Service)

<TABLE>
                      CALCULATION OF REGISTRATION FEE
<CAPTION>
       TITLE OF                           PROPOSED MAXIMUM   PROPOSED MAXIMUM
   SECURITIES TO BE     AMOUNT TO BE       OFFERING PRICE        AGGREGATE            AMOUNT OF
      REGISTERED         REGISTERED        PER SHARE <F2>  OFFERING PRICE<F2><F3>  REGISTRATION FEE
<S> <C>              <C>                      <C>                <C>                  <C>
     Common Stock,    38,000 shares<F1>        $18.00             $684,000             $190.15
     $2 Par Value


<PAGE>
<FN>
<F1> Plus an indeterminate number of additional shares as may be required
     to be issued in the event of an adjustment as a result of an increase
     in the number of issued shares of Common Stock resulting from a
     subdivision of such shares, the payment of stock dividends or certain
     other capital adjustments.

<F2> Estimated solely for the purpose of calculating the registration fee.

<F3> On March 10, 1999, the average of the bid and asked prices of Common
     Stock of Hastings Manufacturing Company (the "Company") on the
     American Stock Exchange was $18.00 per share.  The registration fee is
     computed in accordance with Rule 457(h) and (c).
</FN>
</TABLE>
---------------------------------------------------------------------------


































<PAGE>
                                 PART II.

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents filed by Hastings Manufacturing Company
(the "Company" or the "Registrant") with the Securities and Exchange
Commission are incorporated in this registration statement by reference:

          (a)  The Registrant's latest annual report filed pursuant to
     Section 13(a) or 15(d) of the Securities and Exchange Act of 1934
     (the "Exchange Act").

          (b)  All other reports filed pursuant to Section 13(a) or
     15(d) of the Exchange Act since the end of the fiscal year
     covered by the annual report referred to in (a) above.

          (c)  The description of the Registrant's common stock, $2
     par value, which is contained in the Registrant's Registration
     Statement filed under the Exchange Act, including any amendment
     or report filed for the purpose of updating such description.

          All documents subsequently filed by the Registrant pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing
of a post-effective amendment that indicates that all securities offered
have been sold or that deregisters all securities remaining unsold from the
date of filing of such documents shall be deemed to be incorporated by
reference in this registration statement and to be a part of this
registration statement from the date of filing of such documents.


ITEM 4.     DESCRIPTION OF SECURITIES.

          Not applicable.


ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

          Not applicable.








                                     2
<PAGE>
ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          The Company is obligated under its Bylaws to indemnify its directors,
officers, employees and agents and persons who serve or have served at the
request of the Company as directors, officers, employees, agents or partners
of another corporation or other enterprise to the fullest extent permitted
under the Michigan Business Corporation Act (the "MBCA").

          Sections 561 through 571 of the MBCA contain provisions governing
the indemnification of directors and officers by Michigan corporations.  That
statute provides that a corporation has the power to indemnify a person who
was or is a party or is threatened to be made a party to a threatened, pending
or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative and whether formal or informal (other than an
action by or in the right of the corporation) by reason of the fact that he or
she is or was a director, officer, employee or agent of the corporation, or is
or was serving at the request of the corporation as a director, officer,
partner, trustee, employee or agent of another foreign or domestic corporation,
partnership, joint venture, trust or other enterprise, whether for profit or
not, against expenses (including attorneys' fees), judgments, penalties, fines
and amounts paid in settlement actually and reasonably incurred by him or her
in connection with the action, suit or proceeding, if the person acted in good
faith and in a manner he or she reasonably believed to be in or not opposed to
the best interests of the corporation or its shareholders, and with respect to
a criminal action or proceeding, if the person had no reasonable cause to
believe his or her conduct was unlawful.  The termination of an action, suit or
proceeding by judgment, order, settlement or conviction, or upon a plea of nolo
contendere or its equivalent, does not, of itself, create a presumption that
the person did not act in good faith and in a manner that he or she reasonably
believed to be in or not opposed to the best interests of the corporation or
its shareholders, and, with respect to a criminal action or proceeding, had
reasonable cause to believe that his or her conduct was unlawful.

          Indemnification of expenses (including attorneys' fees) and amounts
paid in settlement is permitted in derivative actions, except that
indemnification is not allowed for any claim, issue or matter in which such
person has been found liable to the corporation unless and to the extent that
a court decides indemnification is proper.  To the extent that any such person
has been successful on the merits or otherwise in defense of an action, suit
or proceeding, or in defense of a claim, issue or matter in the action, suit
or proceeding, he or she shall be indemnified against actual and reasonable
expenses (including attorneys' fees) incurred by him or her in connection with
the action, suit or proceeding, and any action, suit or proceeding brought to
enforce the mandatory indemnification provided under the MBCA.  The MBCA
permits partial indemnification for a portion of expenses (including
reasonable attorneys' fees), judgments, penalties, fines and amounts paid in
settlement to the extent the person is entitled to indemnification for less
than the total amount.

                                     3
<PAGE>
          A determination that the person to be indemnified meets the
applicable standard of conduct and an evaluation of the reasonableness of the
expenses incurred and amounts paid in settlement shall be made by a majority
vote of a quorum of the board of directors who are not parties or threatened to
be made parties to the action, suit or proceeding, by a majority vote of a
committee of not less than two disinterested directors, by independent legal
counsel, by all "independent directors" not parties or threatened to be made
parties to the action, suit or proceeding, or by the shareholders.  An
authorization for payment of indemnification may be made by: (a) the board of
directors by (i) a majority vote of 2 or more directors who are not parties or
threatened to be made parties to the action, suit or proceeding, (ii) a
majority vote of a committee of 2 or more directors who are not
parties or threatened to be made parties to the action, suit or proceeding,
(iii) a majority vote of 1 or more "independent directors" who are not parties
or threatened to be made parties to the action, suit or proceeding, or (iv) if
the corporation lacks the appropriate persons for alternatives (i) through
(iii), by a majority vote of the entire board of directors; or (b) the
shareholders.  Under the MBCA, the Company may indemnify a director without a
determination that the director has met the applicable standard of conduct
unless the director received a financial benefit to which he or she
was not entitled, intentionally inflicted harm on the corporation or its
shareholders, violated Section 551 of the MBCA (which prohibits certain
dividends, distributions and loans to insiders of the corporation), or
intentionally committed a criminal act.  A director may file for a court
determination of the propriety of indemnification in any of the situations set
forth in the preceding sentence.

           Under the MBCA, the Company must pay or reimburse the reasonable
expenses incurred by a director, officer, employee or agent who is a party or
threatened to be made a party to an action, suit or proceeding in advance of
final disposition of the proceeding if (1) the person furnishes the corporation
a written affirmation of his or her good faith belief that he or she has met
the applicable standard of conduct, and (2) the person furnishes the
corporation a written undertaking to repay the advance if it is ultimately
determined that he or she did not meet the standard of conduct, which
undertaking need not be secured.

          The indemnification provisions of the MBCA are not exclusive of the
rights to indemnification under a corporation's articles of incorporation or
bylaws or by agreement. However, the total amount of expenses advanced or
indemnified from all sources combined may not exceed the amount of actual
expenses incurred by the person seeking indemnification or advancement of
expenses.  The indemnification provided for under the MBCA continues as to a
person who ceases to be a director, officer, employee or agent.

          The MBCA permits the Company to purchase insurance on behalf of its
directors, officers, employees and agents against liabilities arising out of
their positions with the Company, whether or not such liabilities would be

                                     4
<PAGE>
within the above indemnification provisions.  Pursuant to this authority, the
Company maintains such insurance.


ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.


ITEM 8.     EXHIBITS.

          The following exhibits have been filed or incorporated by
reference as part of this registration statement:

EXHIBIT
NUMBER    DOCUMENT

4(a)      Articles of Incorporation of Hastings Manufacturing Company, as
          amended to date, filed as an exhibit for the Form 10-Q Quarterly
          Report for the period  ended June 30, 1998, are here incorporated
          by reference.

4(b)      Bylaws of Hastings Manufacturing Company, as amended to date.

5(a)      Opinion Regarding Legality of Securities Offered.

23(a)     Consent of Warner Norcross & Judd LLP--Included in Exhibit 5(a)
          and incorporated herein by reference.

23(b)     Consent of BDO Seidman LLP.

24        Powers of Attorney.


ITEM 9.     UNDERTAKINGS.

          (a)  The undersigned Registrant hereby undertakes:

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

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




                                     5
<PAGE>
                    (ii) 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; and

                    (iii) 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 15(d) of the
          Exchange Act that are incorporated by reference in the
          registration statement.

               (2)  That, for the purpose of determining any liability
          under the Securities Act, 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
          that 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,
     each filing of the Registrant's annual report pursuant to Section
     13(a) or 15(d) of the Exchange Act 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.

          (c)  Insofar as indemnification for liabilities arising
     under the Securities Act  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 and is, therefore, unenforceable.

                                     6
<PAGE>
     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 and will be governed by the final adjudication
     of such issue.





































                                     7
<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 the City of Hastings, State of Michigan, on
this 9th day of February, 1999.

                                  HASTINGS MANUFACTURING
                                  COMPANY


                                  By /S/THOMAS J. BELLGRAPH
                                     Thomas J. Bellgraph
                                     Vice President--Finance
                                     (Principal Financial and Accounting
                                       Officer)

         Pursuant to the requirements of the Securities Act of 1933, this
Form S-8 Registration Statement has been signed by the following persons in
the capacities and on the dates indicated.

    SIGNATURE                   TITLE                         DATE


/S/ANDREW F. JOHNSON          Co-Chief Executive         February 9, 1999
Andrew F. Johnson             Officer, President/
                              Operations and
                              Director

/S/MARK R. S. JOHNSON         Co-Chief Executive         February 9, 1999
Mark R. S. Johnson            Officer, President/
                              Marketing and
                              Director

/S/DALE W. KOOP               Vice President/            February 9, 1999
Dale W. Koop                  Engineering and
                              Director

/S/MONTY C. BENNETT           Vice President/            February 9, 1999
Monty C. Bennett              Employee Relations,
                              Secretary and Director






                                     8
<PAGE>
    SIGNATURE                   TITLE                         DATE

/S/DOUGLAS A. DECAMP          President and Chief        February 9, 1999
Douglas A. DeCamp             Executive Officer
                              FHI, Inc., Hastings,
                              MI and Director

/S/WILLIAM R. COOK            President, Pidgas,         February 9, 1999
William R. Cook               Inc., Hastings, MI
                              and Director

/S/NEIL A. GARDNER            Executive Vice             February 9, 1999
Neil A. Gardner               President, Hastings
                              City Bank, Hastings,
                              MI and Director

/S/RICHARD L. FOSTER          Director                   February 9, 1999
Richard L. Foster































                                     9
<PAGE>
                               EXHIBIT INDEX


EXHIBIT
NUMBER        DOCUMENT


4(a)          Articles of Incorporation of Hastings Manufacturing Company,
              as amended to date, filed as an exhibit for the Form 10-Q
              Quarterly Report for the period  ended June 30, 1998, are
              here incorporated by reference.

4(b)          Bylaws of Hastings Manufacturing Company, as amended to
              date.

5(a)          Opinion Regarding Legality of Securities Offered.

23(a)         Consent of Warner Norcross & Judd LLP--Included in Exhibit
              5(a) and incorporated herein by reference.

23(b)         Consent of BDO Seidman LLP.

24            Powers of Attorney.

























                                     10
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{"company-data": {"conformed-name": "HASTINGS MANUFACTURING CO", "cik": "0000046109", "assigned-sic": "3714", "irs-number": "380633740", "state-of-incorporation": "MI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-74489", "film-number": "99566304"}, "business-address": {"street1": "325 N HANOVER ST", "city": "HASTINGS", "state": "MI", "zip": "49058", "phone": "6169452491"}, "mail-address": {"street1": "325 NORTH HANOVER STREET", "street2": "325 NORTH HANOVER STREET", "city": "HASTINGS", "state": "MI", "zip": "49058"}}
Registration No. 333-_______
===========================================================================
---------------------------------------------------------------------------

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                            __________________

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

                      HASTINGS MANUFACTURING COMPANY
          (Exact Name of Registrant as Specified in Its Charter)
                            __________________
                   MICHIGAN                           38-0633740
        (State or Other Jurisdiction of            (I.R.S. Employer
        Incorporation or Organization)          Identification Number)

           325 NORTH HANOVER STREET
              HASTINGS, MICHIGAN                        49058
   (Address of Principal Executive Offices)           (Zip Code)

                      HASTINGS MANUFACTURING COMPANY
                        STOCK OPTION AND RESTRICTED
                            STOCK PLAN OF 1997
                         (Full Title of the Plan)

         THOMAS J. BELLGRAPH      Copies to:      STEPHEN C. WATERBURY
      VICE PRESIDENT--FINANCE                  WARNER NORCROSS & JUDD LLP
   HASTINGS MANUFACTURING COMPANY                900 OLD KENT BUILDING
      325 NORTH HANOVER STREET                    111 LYON STREET, N.W.
      HASTINGS, MICHIGAN 49058              GRAND RAPIDS, MICHIGAN 49503-2487

                  (Name and Address of Agent for Service)

                              (616) 945-2491
       (Telephone Number, Including Area Code, of Agent for Service)

                      CALCULATION OF REGISTRATION FEE
TITLE OF                           PROPOSED MAXIMUM   PROPOSED MAXIMUM
   SECURITIES TO BE     AMOUNT TO BE       OFFERING PRICE        AGGREGATE            AMOUNT OF
      REGISTERED         REGISTERED        PER SHARE
OFFERING PRICE
REGISTRATION FEE
Common Stock,    38,000 shares
$18.00             $684,000             $190.15
     $2 Par Value
Plus an indeterminate number of additional shares as may be required
     to be issued in the event of an adjustment as a result of an increase
     in the number of issued shares of Common Stock resulting from a
     subdivision of such shares, the payment of stock dividends or certain
     other capital adjustments.
Estimated solely for the purpose of calculating the registration fee.
On March 10, 1999, the average of the bid and asked prices of Common
     Stock of Hastings Manufacturing Company (the "Company") on the
     American Stock Exchange was $18.00 per share.  The registration fee is
     computed in accordance with Rule 457(h) and (c).
---------------------------------------------------------------------------
PART II.

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents filed by Hastings Manufacturing Company
(the "Company" or the "Registrant") with the Securities and Exchange
Commission are incorporated in this registration statement by reference:

          (a)  The Registrant's latest annual report filed pursuant to
     Section 13(a) or 15(d) of the Securities and Exchange Act of 1934
     (the "Exchange Act").

          (b)  All other reports filed pursuant to Section 13(a) or
     15(d) of the Exchange Act since the end of the fiscal year
     covered by the annual report referred to in (a) above.

          (c)  The description of the Registrant's common stock, $2
     par value, which is contained in the Registrant's Registration
     Statement filed under the Exchange Act, including any amendment
     or report filed for the purpose of updating such description.

          All documents subsequently filed by the Registrant pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing
of a post-effective amendment that indicates that all securities offered
have been sold or that deregisters all securities remaining unsold from the
date of filing of such documents shall be deemed to be incorporated by
reference in this registration statement and to be a part of this
registration statement from the date of filing of such documents.

ITEM 4.     DESCRIPTION OF SECURITIES.

          Not applicable.

ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

          Not applicable.

                                     2
ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          The Company is obligated under its Bylaws to indemnify its directors,
officers, employees and agents and persons who serve or have served at the
request of the Company as directors, officers, employees, agents or partners
of another corporation or other enterprise to the fullest extent permitted
under the Michigan Business Corporation Act (the "MBCA").

          Sections 561 through 571 of the MBCA contain provisions governing
the indemnification of directors and officers by Michigan corporations.  That
statute provides that a corporation has the power to indemnify a person who
was or is a party or is threatened to be made a party to a threatened, pending
or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative and whether formal or informal (other than an
action by or in the right of the corporation) by reason of the fact that he or
she is or was a director, officer, employee or agent of the corporation, or is
or was serving at the request of the corporation as a director, officer,
partner, trustee, employee or agent of another foreign or domestic corporation,
partnership, joint venture, trust or other enterprise, whether for profit or
not, against expenses (including attorneys' fees), judgments, penalties, fines
and amounts paid in settlement actually and reasonably incurred by him or her
in connection with the action, suit or proceeding, if the person acted in good
faith and in a manner he or she reasonably believed to be in or not opposed to
the best interests of the corporation or its shareholders, and with respect to
a criminal action or proceeding, if the person had no reasonable cause to
believe his or her conduct was unlawful.  The termination of an action, suit or
proceeding by judgment, order, settlement or conviction, or upon a plea of nolo
contendere or its equivalent, does not, of itself, create a presumption that
the person did not act in good faith and in a manner that he or she reasonably
believed to be in or not opposed to the best interests of the corporation or
its shareholders, and, with respect to a criminal action or proceeding, had
reasonable cause to believe that his or her conduct was unlawful.

          Indemnification of expenses (including attorneys' fees) and amounts
paid in settlement is permitted in derivative actions, except that
indemnification is not allowed for any claim, issue or matter in which such
person has been found liable to the corporation unless and to the extent that
a court decides indemnification is proper.  To the extent that any such person
has been successful on the merits or otherwise in defense of an action, suit
or proceeding, or in defense of a claim, issue or matter in the action, suit
or proceeding, he or she shall be indemnified against actual and reasonable
expenses (including attorneys' fees) incurred by him or her in connection with
the action, suit or proceeding, and any action, suit or proceeding brought to
enforce the mandatory indemnification provided under the MBCA.  The MBCA
permits partial indemnification for a portion of expenses (including
reasonable attorneys' fees), judgments, penalties, fines and amounts paid in
settlement to the extent the person is entitled to indemnification for less
than the total amount.

                                     3
A determination that the person to be indemnified meets the
applicable standard of conduct and an evaluation of the reasonableness of the
expenses incurred and amounts paid in settlement shall be made by a majority
vote of a quorum of the board of directors who are not parties or threatened to
be made parties to the action, suit or proceeding, by a majority vote of a
committee of not less than two disinterested directors, by independent legal
counsel, by all "independent directors" not parties or threatened to be made
parties to the action, suit or proceeding, or by the shareholders.  An
authorization for payment of indemnification may be made by: (a) the board of
directors by (i) a majority vote of 2 or more directors who are not parties or
threatened to be made parties to the action, suit or proceeding, (ii) a
majority vote of a committee of 2 or more directors who are not
parties or threatened to be made parties to the action, suit or proceeding,
(iii) a majority vote of 1 or more "independent directors" who are not parties
or threatened to be made parties to the action, suit or proceeding, or (iv) if
the corporation lacks the appropriate persons for alternatives (i) through
(iii), by a majority vote of the entire board of directors; or (b) the
shareholders.  Under the MBCA, the Company may indemnify a director without a
determination that the director has met the applicable standard of conduct
unless the director received a financial benefit to which he or she
was not entitled, intentionally inflicted harm on the corporation or its
shareholders, violated Section 551 of the MBCA (which prohibits certain
dividends, distributions and loans to insiders of the corporation), or
intentionally committed a criminal act.  A director may file for a court
determination of the propriety of indemnification in any of the situations set
forth in the preceding sentence.

           Under the MBCA, the Company must pay or reimburse the reasonable
expenses incurred by a director, officer, employee or agent who is a party or
threatened to be made a party to an action, suit or proceeding in advance of
final disposition of the proceeding if (1) the person furnishes the corporation
a written affirmation of his or her good faith belief that he or she has met
the applicable standard of conduct, and (2) the person furnishes the
corporation a written undertaking to repay the advance if it is ultimately
determined that he or she did not meet the standard of conduct, which
undertaking need not be secured.

          The indemnification provisions of the MBCA are not exclusive of the
rights to indemnification under a corporation's articles of incorporation or
bylaws or by agreement. However, the total amount of expenses advanced or
indemnified from all sources combined may not exceed the amount of actual
expenses incurred by the person seeking indemnification or advancement of
expenses.  The indemnification provided for under the MBCA continues as to a
person who ceases to be a director, officer, employee or agent.

          The MBCA permits the Company to purchase insurance on behalf of its
directors, officers, employees and agents against liabilities arising out of
their positions with the Company, whether or not such liabilities would be

                                     4
within the above indemnification provisions.  Pursuant to this authority, the
Company maintains such insurance.

ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.

ITEM 8.     EXHIBITS.

          The following exhibits have been filed or incorporated by
reference as part of this registration statement:

EXHIBIT
NUMBER    DOCUMENT

4(a)      Articles of Incorporation of Hastings Manufacturing Company, as
          amended to date, filed as an exhibit for the Form 10-Q Quarterly
          Report for the period  ended June 30, 1998, are here incorporated
          by reference.

4(b)      Bylaws of Hastings Manufacturing Company, as amended to date.

5(a)      Opinion Regarding Legality of Securities Offered.

23(a)     Consent of Warner Norcross & Judd LLP--Included in Exhibit 5(a)
          and incorporated herein by reference.

23(b)     Consent of BDO Seidman LLP.

24        Powers of Attorney.

ITEM 9.     UNDERTAKINGS.

          (a)  The undersigned Registrant hereby undertakes:

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

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

                                     5
(ii) 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; and

                    (iii) 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 15(d) of the
          Exchange Act that are incorporated by reference in the
          registration statement.

               (2)  That, for the purpose of determining any liability
          under the Securities Act, 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
          that 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,
     each filing of the Registrant's annual report pursuant to Section
     13(a) or 15(d) of the Exchange Act 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.

          (c)  Insofar as indemnification for liabilities arising
     under the Securities Act  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 and is, therefore, unenforceable.

                                     6
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 and will be governed by the final adjudication
     of such issue.

                                     7
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 the City of Hastings, State of Michigan, on
this 9th day of February, 1999.

                                  HASTINGS MANUFACTURING
                                  COMPANY

                                  By /S/THOMAS J. BELLGRAPH
                                     Thomas J. Bellgraph
                                     Vice President--Finance
                                     (Principal Financial and Accounting
                                       Officer)

         Pursuant to the requirements of the Securities Act of 1933, this
Form S-8 Registration Statement has been signed by the following persons in
the capacities and on the dates indicated.

    SIGNATURE                   TITLE                         DATE

/S/ANDREW F. JOHNSON          Co-Chief Executive         February 9, 1999
Andrew F. Johnson             Officer, President/
                              Operations and
                              Director

/S/MARK R. S. JOHNSON         Co-Chief Executive         February 9, 1999
Mark R. S. Johnson            Officer, President/
                              Marketing and
                              Director

/S/DALE W. KOOP               Vice President/            February 9, 1999
Dale W. Koop                  Engineering and
                              Director

/S/MONTY C. BENNETT           Vice President/            February 9, 1999
Monty C. Bennett              Employee Relations,
                              Secretary and Director

                                     8
SIGNATURE                   TITLE                         DATE

/S/DOUGLAS A. DECAMP          President and Chief        February 9, 1999
Douglas A. DeCamp             Executive Officer
                              FHI, Inc., Hastings,
                              MI and Director

/S/WILLIAM R. COOK            President, Pidgas,         February 9, 1999
William R. Cook               Inc., Hastings, MI
                              and Director

/S/NEIL A. GARDNER            Executive Vice             February 9, 1999
Neil A. Gardner               President, Hastings
                              City Bank, Hastings,
                              MI and Director

/S/RICHARD L. FOSTER          Director                   February 9, 1999
Richard L. Foster

                                     9
EXHIBIT INDEX

EXHIBIT
NUMBER        DOCUMENT

4(a)          Articles of Incorporation of Hastings Manufacturing Company,
              as amended to date, filed as an exhibit for the Form 10-Q
              Quarterly Report for the period  ended June 30, 1998, are
              here incorporated by reference.

4(b)          Bylaws of Hastings Manufacturing Company, as amended to
              date.

5(a)          Opinion Regarding Legality of Securities Offered.

23(a)         Consent of Warner Norcross & Judd LLP--Included in Exhibit
              5(a) and incorporated herein by reference.

23(b)         Consent of BDO Seidman LLP.

24            Powers of Attorney.

                                     10