FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(B) OR (G) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


                           NATIONAL DATA CORPORATION
             (Exact name of registrant as specified in its charter)


               Delaware                               58-0977458
(State of Incorporation or Organization)  (I.R.S. Employer Identification No.)


               National Data Plaza, Atlanta, Georgia    30329-2010
              (Address of Principal Executive Offices)  (Zip Code)

If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box.  [_]

If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box.  [x]

       Securities to be registered pursuant to Section 12(b) of the Act:

    Title of Each Class                Name of Each Exchange on Which Each 
    to be so Registered                      Class is to be Registered
- ---------------------------            -----------------------------------
     _____% Convertible                      New York Stock Exchange
     Subordinated Notes
          due 2003

       Securities to be registered pursuant to Section 12(g) of the Act:
                                      None

 
ITEM 1.   Descriptions of Registrant's Securities to be Registered.

     A description of the __% Convertible Subordinated Notes due 2003 of 
National Data Corporation (the "Registrant") registered hereby is set forth 
under the caption "Description of the Notes" on pages 31 through 42 of the 
Preliminary Prospectus filed with the Securities and Exchange Commission as part
of the Registrants Registration Statement on Form S-3 (Registration No. 
333-13653). Such description will be included in a form of prospectus 
subsequently filed by the Registrant pursuant to Rule 424(b) under the 
Securities Act of 1933, as amended, which prospectus shall be deemed to be 
incorporated by reference into this Registration Statement.

ITEM 2.   Exhibits.

1.   Form of Indenture between the Registrant and The First National Bank of
     Chicago, as trustee, relating to the _____% Convertible Subordinated Notes
     due 2003 is incorporated herein by reference from the Registrant's Current
     Report on Form 8-K dated October 29, 1996, as filed with the Securities and
     Exchange Commission on October 29, 1996.

2.   Form of Registrant's ____% Convertible Subordinated Note due 2003 is
     incorporated herein by reference from the Registrant's Current Report on
     Form 8-K dated October 29, 1996, as filed with the Securities and Exchange
     Commission on October 29, 1996.

3.   Certificate of Incorporation of the Registrant, as amended (filed as
     Exhibit 4(a) to the Registrant's Registration Statement on Form S-8
     (Registration No. 333-05427) and incorporated herein by reference).

4.   Certificate of Amendment to Certificate of Incorporation of the Registrant,
     dated October 28, 1996 (filed as Exhibit 3.1 to the Registrant's Current
     Report on Form 8-K dated October 29, 1996, and incorporated herein by
     reference).

5.   Amended Certificate of Designations of the Registrant, dated October 28,
     1996 (filed as Exhibit 3.2 to the Registrant's Current Report on Form 8-K
     dated October 29, 1996, and incorporated herein by reference).
   

6.   Bylaws of the Registrant, as amended (filed as Exhibit 3(ii) to the
     Registrant's Annual Report on Form 10-K for the year ended May 31, 1991,
     and incorporated herein by reference).

7.   Amendment to Bylaws of the Registrant, as previously amended (filed as
     Exhibit 3(iii) to the Registrant's Annual Report on Form 10-K for the year
     ended May 31, 1995, and incorporated herein by reference).

8.   Rights Agreement, dated as of January 18, 1991, between the Registrant and
     Trust Company Bank, as amended on June 18, 1992 to substitute Wachovia Bank
     of North Carolina, N.A. as Rights Agent (incorporated by reference from
     Exhibit 2 to the Registrant's Registration Statement on Form 8-A as filed
     on October 5, 1993).

 
                                   SIGNATURE


     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized, on this 28th day of
October, 1996.


NATIONAL DATA CORPORATION


By:  /s/ E. Michael Ingram
     ---------------------
     E. Michael Ingram
     General Counsel