As filed with the Securities and Exchange Commission on February 23, 1998
                                                     Registration No. 333-
==============================================================================

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

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

                        STEELCASE INC.
    (Exact name of registrant as specified in its charter)

         Michigan                                     38-0819050
 (State or other jurisdiction of                    (I.R.S. Employer
  incorporation or organization)                  Identification Number)

                       901 44th Street
                 Grand Rapids, Michigan 49508
 (Address, including zip code, of principal executive offices)

          Steelcase Inc. Incentive Compensation Plan
                   (Full title of the plan)

                    Jon D. Botsford, Esq.
                General Counsel and Secretary
                        Steelcase Inc.
                       901 44th Street
                 Grand Rapids, Michigan 49508
                        (616) 246-9600
(Name, address and telephone number, including area code, of agent for service)

                 ---------------------------


               Copies of all communications to:

                    Jon D. Botsford, Esq.
                General Counsel and Secretary
                        Steelcase Inc.
                       901 44th Street
                 Grand Rapids, Michigan 49508
                        (616) 246-9600

                 ---------------------------


               CALCULATION OF REGISTRATION FEE
==============================================================================
                                                      Proposed
                                       Proposed        Maximum
                                        Maximum       Aggregate      Amount of
Title of Securities    Amount to be   Offering Price   Offering    Registration
to be Registered       Registered(1)  Per Share(2)     Price(2)        Fee
- -------------------------------------------------------------------------------
Class A Common Stock..  6,134,727       $33.60       $206,126,828   $ 60,808
===============================================================================
(1)  Represents  the  maximum  number of shares that may be acquired under the
     Steelcase Inc. Incentive Compensation Plan.
(2)  Estimated  solely for the purpose of calculating the registration fee
     and,  pursuant to Rule 457(h) and Rule 457(c) under the Securities Act of
     1933,  as  amended,  based upon the average of the high and low prices of
     the Class A Common  Stock as reported  on the New York Stock  Exchange on
     February 18, 1998.
- -------------------------------------------------------------------------------



<PAGE>
                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The  following  documents  have  been  filed by the  Registrant  with the
Securities and Exchange  Commission (the "Commission") and are incorporated by
reference herein:

          (a)  the  Registrant's  Prospectus  dated  February  17,  1998  (the
     "Prospectus"), filed with the Commission on February 18, 1998 pursuant to
     Rule 424(b) under the Securities Act of 1933, as amended (the "Securities
     Act"), which Prospectus  constitutes a part of the Company's Registration
     Statement on Form S-1 (File No. 333-41647),  effective February 17, 1998;
     and

          (b) the  description  of the Class A Common Stock of the  Registrant
     contained in the Prospectus.

     All documents  subsequently filed by the Registrant  pursuant to Sections
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange  Act"),  prior to the filing of a  post-effective  amendment to
this Registration Statement which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold shall
be deemed to be incorporated by reference  herein and to be a part hereof from
their  respective  dates of  filing.  Any  statement  contained  in a document
incorporated or deemed to be incorporated by reference  herein shall be deemed
to be modified or superseded for the purposes of this  Registration  Statement
to the extent that a statement  contained herein or in any other  subsequently
filed  document  which also is or is deemed to be  incorporated  by  reference
herein modifies or supersedes  such statement.  Any such 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.

     Not applicable.

Item 6. Indemnification of Directors and Officers.

     Section 561 of the Michigan  Business  Corporation  Act  provides  that a
Michigan  corporation  may  indemnify  any  person who was or is a party or is
threatened to be made a party to any threatened,  pending or completed action,
suit or proceeding (whether civil, criminal, administrative or investigative),
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 corporation,
partnership,  joint  venture,  trust or  other  enterprise,  against  expenses
(including attorneys' fees), judgments,  penalties,  fines and amounts paid in
settlement  actually and reasonably  incurred by him or her in connection with
such  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 any
criminal  action or  proceeding,  if the  person  had no  reasonable  cause to
believe his or her  conduct  was  unlawful.  In  addition,  Section 562 of the
Michigan  Business  Corporation  Act ("Section  562") provides that a Michigan
corporation  may  indemnify a person who was or is a party or is threatened to
be made a party to a threatened,  pending or completed action or suit 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 corporation, partnership, joint venture, trust or
other  enterprise,  against expenses  (including  attorneys' fees) and amounts
paid  in  settlement  actually  and  reasonably  incurred  by  the  person  in
connection with the action or suit, if the person acted in good faith

                                     II-1

<PAGE>

and in a manner the person reasonably  believed to be in or not opposed to the
best interests of the  corporation or its  shareholders.  Section 562 does not
permit  indemnification  for a claim,  issue or matter in which the person has
been found liable to the corporation unless application for indemnification is
made to, and approved by, the court conducting the proceeding or another court
of competent jurisdiction.

     The Registrant's Second Restated Articles of Incorporation provides that,
to the fullest extent permitted by the Michigan  Business  Corporation Act, no
director of the Registrant shall be personally liable to the Registrant or its
shareholders  for or with respect to any acts or omissions in the  performance
of his or her duties as a director of the Registrant. The Registrant's Amended
By-laws  generally  provide  that,  to the  fullest  extent  permitted  by the
Michigan  Business  Corporation  Act, the  Registrant  shall (i) indemnify any
person who was, is or is  threatened  to be made,  a party to any  threatened,
pending or completed  action,  suit or proceeding  (whether  civil,  criminal,
administrative  or investigative) by reason of the fact that such person is or
was a director, officer or employee of the Registrant, or is or was serving at
the request of the  Registrant  as a director,  officer,  employee or agent of
another corporation  (including a subsidiary  corporation),  limited liability
company,  partnership,  joint venture,  trust,  employee benefit plan or other
enterprise,  or by reason of  anything  done by such  person in such  capacity
(collectively,  "Covered  Matters") and (ii) pay or reimburse  the  reasonable
expenses  incurred by such  person in  connection  with any Covered  Matter in
advance  of  final  disposition  of such  Covered  Matter.  In  addition,  the
Registrant's  Amended  By-laws  allow the  Registrant's  Board of Directors to
authorize such other  indemnification  to directors,  officers,  employees and
agents by insurance, contract or otherwise as is permitted by law.

     The foregoing  statements  are subject to the detailed  provisions of the
Michigan Business  Corporation Act, the Registrant's  Second Restated Articles
of Incorporation and the Registrant's Amended By-laws.

Item 7. Exemption From Registration Claimed.

     Not applicable.

Item 8. Exhibits.

     The following exhibits are filed as part of this Registration Statement:

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

   4.1*   Second  Restated   Articles  of   Incorporation  of  the  Registrant
          (previously  filed as Exhibit 3.1 of the  Registrant's  Registration
          Statement on Form S-1 (File No.  333-41647),  effective February 17,
          1998).

   4.2*   Amended By-laws of the Registrant  (previously  filed as Exhibit 3.2
          of the  Registrant's  Registration  Statement  on Form S-1 (File No.
          333-41647), effective February 17, 1998).

   4.3*   Steelcase Inc.  Incentive  Compensation  Plan  (previously  filed as
          Exhibit 10.5 of the Registrant's  Registration Statement on Form S-1
          (File No. 333-41647), effective February 17, 1998).

   5      Opinion of Honigman  Miller  Schwartz and Cohn as to the validity of
          the securities to be issued.

   23.1   Consent of BDO Seidman, LLP.

   23.2   Consent of  Honigman  Miller  Schwartz  and Cohn  (contained  in the
          opinion of counsel filed as Exhibit 5).

   24     Power of Attorney (set forth on page II-4).

 --------------------------- 
* Incorporated by reference.


                                     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;

               (ii) to reflect in the  prospectus  any facts or events arising
          after the effective date of this 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 this Registration Statement; and

               (iii) to include any material  information  with respect to the
          plan of distribution not previously  disclosed in this  Registration
          Statement  or any  material  change  to  such  information  in  this
          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 by the
     Registrant  pursuant to Section 13 or Section  15(d) of the  Exchange Act
     that are incorporated by reference in this 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 herein,
     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,  each  filing of the
Registrant's  annual report  pursuant to Section 13(a) or Section 15(d) of the
Exchange Act that is incorporated by reference in this Registration  Statement
shall be deemed to be a new registration  statement relating to the securities
offered  herein,  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  Commission  such
indemnification  is against  public policy as expressed in the  Securities 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 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, as amended,
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 Grand Rapids, State of Michigan, on
this 23rd day of February, 1998.


                                         STEELCASE INC.


                                         By:  /s/ James P. Hackett
                                              -------------------------------
                                              Name: James P. Hackett
                                              Title: President and 
                                                      Chief Executive Officer


                       POWER OF ATTORNEY AND SIGNATURES

     We, the  undersigned  officers and  directors of Steelcase  Inc.,  hereby
severally  constitute and appoint James P. Hackett and Alwyn  Rougier-Chapman,
and each of them  singly,  our true and  lawful  attorneys  with full power to
them,  and  each  of  them  singly,  to sign  for us and in our  names  in the
capacities  indicated  below  any and  all  amendments  to  this  Registration
Statement  and  generally to do all such things in our names and on our behalf
in our  capacities  as officers  and  directors  of  Steelcase  Inc. to enable
Steelcase Inc. to comply with the provisions of the Securities Act of 1933, as
amended,  and all  requirements  of the  Securities  and Exchange  Commission,
hereby  ratifying and  confirming  our signatures as they may be signed by our
said attorneys,  or either of them, to this Registration Statement and any and
all amendments thereto.

     Pursuant to the  requirements  of the Securities Act of 1933, as amended,
this  Registration  Statement has been signed by the following  persons in the
indicated capacities on this 23rd day of February, 1998.


         Signature                               Title
         ---------                               -----

  /s/ James P. Hackett                 President, Chief Executive Officer and 
- ----------------------------
     (James P. Hackett)                  Director (Principal Executive Officer)

  /s/ Alwyn Rougier-Chapman            Senior Vice President--Finance, Chief 
- ----------------------------
     (Alwyn Rougier-Chapman)            Financial Officer and Treasurer
                                        (Principal Financial Officer and
                                        Principal Accounting Officer)

  /s/ William P. Crawford              President and Chief Executive 
- ----------------------------
     (William P. Crawford)              Officer--Steelcase Design Partnership 
                                        and Director

  /s/ Robert C. Pew II                 Chairman of the Board of Directors 
- ----------------------------
     (Robert C. Pew II)                 and Director

  /s/ Peter M. Wege                    Vice Chairman of the Board of Directors
- ----------------------------
     (Peter M. Wege)                      and Director


                                     II-4


<PAGE>

         Signature                           Title
         ---------                           -----

   /s/ Robert C. Pew III               Director
- ----------------------------
      (Robert C. Pew III)

  /s/ Peter M. Wege II                 Director
- ----------------------------
     (Peter M. Wege II)

  /s/ David D. Hunting, Jr.            Director
- ----------------------------
     (David D. Hunting, Jr.)

  /s/ Frank H. Merlotti                Director
- ----------------------------
     (Frank H. Merlotti)

  /s/ P. Craig Welch, Jr.              Director
- ----------------------------
     (P. Craig Welch, Jr.)





                                     II-5


<PAGE>

                                 EXHIBIT INDEX



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

   4.1*   Second Restated Articles of Incorporation of the Registrant 
          (previously filed as Exhibit 3.1 of the Registrant's Registration
          Statement on Form S-1 (File No. 333-41647), effective
          February 17, 1998).

   4.2*   Amended By-laws of the Registrant  (previously  filed as Exhibit 3.2
          of the  Registrant's  Registration  Statement  on Form S-1 (File No.
          333-41647), effective February 17, 1998).

   4.3*   Steelcase Inc.  Incentive  Compensation  Plan  (previously  filed as
          Exhibit 10.5 of the Registrant's  Registration Statement on Form S-1
          (File No. 333-41647), effective February 17, 1998).

   5      Opinion of Honigman  Miller  Schwartz and Cohn as to the validity of
          the securities to be issued.

   23.1   Consent of BDO Seidman, LLP.


   23.2   Consent of  Honigman  Miller  Schwartz  and Cohn  (contained  in the
          opinion of counsel filed as Exhibit 5).

   24     Power of Attorney (set forth on page II-4).

- ---------------------------

*Incorporated by reference.





                                                    EXHIBIT 5








      [Letterhead of Honigman Miller Schwartz and Cohn]



                      February 20, 1998



Steelcase Inc.
901 44th Street
Grand Rapids, Michigan 49508


Ladies and Gentlemen:

          We have represented Steelcase Inc., a Michigan
corporation (the "Company"), in connection with the
preparation and filing with the Securities and Exchange
Commission (the "Commission") of a Registration Statement on
Form S-8 (the "Registration Statement"), for registration
under the Securities Act of 1933, as amended (the "Securities
Act"), of a maximum of 6,134,727 shares of the Company's
Class A Common Stock (the "Class A Common Stock"), to be
issued pursuant to (a) the Steelcase Inc. Incentive
Compensation Plan (the "Plan") or (b) options granted under
the Plan.

          Based upon our examination of such documents and
other matters as we deem relevant, it is our opinion that the
shares of Class A Common Stock to be offered by the Company
under the Plan pursuant to the Registration Statement have
been duly authorized and, (a) when issued and granted by the
Company in accordance with the Plan or (b) when issued and
sold by the Company in accordance with options granted under
the Plan, will be legally issued, fully paid and
non-assessable.

          We hereby consent to the filing of this opinion as
an
 exhibit to the Registration Statement. In giving such
consent, we do not admit hereby that we come within the
category of persons whose consent is required under Section 7
of the Securities Act or the Rules and Regulations of the
Commission thereunder.


                                   Very truly yours,

                                   /s/  Honigman Miller Schwartz and Cohn
                                   HONIGMAN MILLER SCHWARTZ AND COHN



                                                 EXHIBIT 23.1









Consent of Independent Certified Public Accountants


Steelcase Inc.
Grand Rapids, Michigan

We hereby consent to the incorporation by reference of our
reports dated March 21, 1997, relating to the consolidated
financial statements and schedule of Steelcase Inc. (the
"Company") appearing in the Company's Registration Statement
(no. 333-41647) on Form S-1.


/s/ BDO Seidman, LLP


BDO Seidman, LLP
Grand Rapids, Michigan
February 23, 1998