SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 8)1

Nashua Corporation

(Name of Issuer)

Common Stock, No Par Value

(Title of Class of Securities)

631226107

(CUSIP Number)

STEVE WOLOSKY, ESQ.

OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP

Park Avenue Tower

65 East 55th Street

New York, New York 10022

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

March 3, 2009

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box .

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.

_______________

1           The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO. 631226107

1	NAME OF REPORTING PERSONS NEWCASTLE PARTNERS, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                                                                                                                     (a)o                                                                (b)o
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) o
6	CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 798,437
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER 798,437
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 798,437
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9%
14	TYPE OF REPORTING PERSON PN

CUSIP NO. 631226107

1	NAME OF REPORTING PERSONS NEWCASTLE CAPITAL MANAGEMENT, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*  (a)o (b)o
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  o
6	CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 798,437
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER 798,437
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 798,437
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9%
14	TYPE OF REPORTING PERSON PN

CUSIP NO. 631226107

1	NAME OF REPORTING PERSONS NEWCASTLE CAPITAL GROUP, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*  (a)o (b)o
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  o
6	CITIZENSHIP OR PLACE OF ORGANIZATION TEXAS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 798,437
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER 798,437
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 798,437
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.9%
14	TYPE OF REPORTING PERSON OO

CUSIP NO. 631226107

1	NAME OF REPORTING PERSONS MARK E. SCHWARZ
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*  (a)o (b)o
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  o
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 819,034
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER 819,034
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 819,034
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.2%
14	TYPE OF REPORTING PERSON IN

CUSIP NO. 631226107

1	NAME OF REPORTING PERSONS CLINTON J. COLEMAN
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*  (a)o (b)o
3	SEC USE ONLY
4	SOURCE OF FUNDS
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)  o
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER -0-
	8	SHARED VOTING POWER - 0 -
	9	SOLE DISPOSITIVE POWER -0-
	10	SHARED DISPOSITIVE POWER - 0 -
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0%
14	TYPE OF REPORTING PERSON IN

CUSIP NO. 631226107

The following constitutes Amendment No. 8 (“Amendment No. 8”) to the Schedule 13D filed by the undersigned.  This Amendment No. 8 amends the Schedule 13D as specifically set forth.

Item 2.    Identity and Background

Item 2 is hereby amended and restated in its entirety as follows:

Items 2(a), 2(b) and 2(c). This Statement is jointly filed by Newcastle Partners, L.P., a Texas limited partnership (“NP”), Newcastle Capital Group, L.L.C., a Texas limited liability company (“NCG”), Newcastle Capital Management, L.P., a Texas limited partnership (“NCM”), Mark E. Schwarz and Clinton J. Coleman (together with Mr. Schwarz, NP, NCG and NCM, collectively referred to as the “Reporting Persons”).  Each of NCM, as the general partner of NP, NCG, as the general partner of NCM, and Mark E. Schwarz, as the managing member of NCG, may be deemed, pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Act”), to be the beneficial owners of all shares of Common Stock held by NP.  The Reporting Persons are filing this joint Statement, as they may be considered a “group” under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.

                As stated above, Mark E. Schwarz is the managing member of NCG. Clinton J. Coleman is a Vice President of NCM.  The principal business of NCG is acting as the general partner of NCM. The principal business of NCM is acting as the general partner of NP. The principal business of NP is investing in securities. The principal business address for each of the Reporting Persons is 200 Crescent Court, Suite 1400, Dallas, Texas 75201.

                Item 2(d). During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding  (excluding traffic violations or similar misdemeanors).

                Item 2(e). During the last five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

                Item  2(f).  Mark E.  Schwarz and Clinton J. Coleman are citizens of the United States of America.

Item 4.    Purpose of the Transaction

Item 4 is hereby amended to add the following:

On March 3, 2009, Mr. Coleman was appointed to the Issuer’s Board of Directors.

Item 5.    Interest in Securities of the Issuer

Item 5(a) is hereby amended and restated as follows:

(a)            The aggregate percentage of shares of Common Stock reported to be owned by the Reporting Persons is based upon 5,743,186 shares, which is the total number of shares of Common Stock outstanding as of October 30, 2008, as reported in the Issuer’s Report on Form 10-Q filed with the Securities and Exchange Commission on November 6, 2008.

CUSIP NO. 631226107

As of the filing date of this Amendment No. 8, NP beneficially owned 798,437 shares of Common Stock, representing approximately 13.9% of the issued and outstanding Common Stock of the Issuer.

NCM, as the general partner of NP, may also be deemed to beneficially own the 798,437  shares of Common Stock beneficially owned by NP.

NCG, as the general partner of NCM, which in turn is the general partner of NP, may also be deemed to beneficially own the 798,437 shares of Common Stock beneficially owned by NP.

Mark E. Schwarz, as the managing member of NCG, the general partner of NCM, which in turn is the general partner of NP, may also be deemed to beneficially own the 798,437 shares of Common Stock beneficially owned by NP.  In addition, as of the filing date of this Amendment No. 8,  Mr. Schwarz  directly  owns 4,802 shares of Common Stock of the Issuer, currently  exercisable options to acquire  7,700 shares of Common Stock of the Issuer and vested units of restricted stock exercisable into 8,095 shares of Common Stock of the Issuer,  which,  together  with the  Common  Stock owned by NP, represents approximately 14.2% of the issued and outstanding Common Stock.

NCM, NCG and Mr. Schwarz disclaim beneficial ownership of the shares of Common Stock owned by NP, except to the extent of their pecuniary interest therein.

Mr. Coleman does not currently beneficially own any securities of the Issuer.

Item 7.     Materials to be Filed as Exhibits.

99.1 Joint Filing Agreement dated as of March 5, 2009 by and among Newcastle Partners, L.P., Newcastle Capital Group, L.L.C., Newcastle Capital Management, L.P., Mark E. Schwarz and Clinton J. Coleman

CUSIP NO. 631226107

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated:     March 5, 2009	NEWCASTLE PARTNERS, L.P.
	By:		Newcastle Capital Management, L.P., its General Partner
	By:	Newcastle Capital Group, L.L.C., its General Partner
	By:	/s/ Mark E. Schwarz
		Mark E. Schwarz, Managing Member

NEWCASTLE CAPITAL MANAGEMENT, L.P.
By:	Newcastle Capital Group, L.L.C., its General Partner
By:	/s/ Mark E. Schwarz
	Mark E. Schwarz, Managing Member

NEWCASTLE CAPITAL GROUP, L.L.C.
By:	/s/ Mark E. Schwarz
	Mark E. Schwarz, Managing Member

/s/ Mark E. Schwarz                                                      

MARK E. SCHWARZ

/s/ Clinton J. Coleman                                                   

CLINTON J. COLEMAN

EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

          In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934,  as amended,  the persons named below agree to the joint filing on behalf of each of them of a  Statement  on Schedule 13D dated  March 5, 2009 (including  amendments  thereto)  with  respect  to the  shares of Common  Stock of Nashua Corporation.  This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Dated:     March 5, 2009	NEWCASTLE PARTNERS, L.P.
	By:		Newcastle Capital Management, L.P., its General Partner
	By:	Newcastle Capital Group, L.L.C., its General Partner
	By:	/s/ Mark E. Schwarz
		Mark E. Schwarz, Managing Member

NEWCASTLE CAPITAL MANAGEMENT, L.P.
By:	Newcastle Capital Group, L.L.C., its General Partner
By:	/s/ Mark E. Schwarz
	Mark E. Schwarz, Managing Member

NEWCASTLE CAPITAL GROUP, L.L.C.
By:	/s/ Mark E. Schwarz
	Mark E. Schwarz, Managing Member

/s/ Mark E. Schwarz                                                      

MARK E. SCHWARZ

/s/ Clinton J. Coleman                                                   

CLINTON J. COLEMAN