SECURITIES AND EXCHANGE COMMISSION
                         Washington, DC  20549

                      __________________________

                               FORM 8-K

                            CURRENT REPORT
                  PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934



      Date of Report (Date of 
      earliest event reported):       January 19, 1996


                     STANDARD MOTOR PRODUCTS, INC.
          (Exact Name of Registrant as Specified in Charter)

                                          
   New York               1-4743                11-1362020
   (State or Other        (Commission           (IRS Employer
   Jurisdiction           File Number)          Identification No.)
   of Incorporation)
   
   

      37-18 Northern Blvd., Long Island City, New York 11101
    (Address of Principal Executive Offices, including Zip Code)

   Registrant's telephone
   number, including area code:  (718) 392-0200





                         Exhibit List Appears on Page 4

                               Page 1 of 7 Pages




   


   Item 5. Other Events.

        The Registrant hereby incorporates by reference the contents
   of the press release of the Registrant dated January 19, 1996,
   filed herewith as Exhibit 20.1.





   Item 7. Exhibits.
   
   
   Exhibit No.     Description
                
   20.1            Press Release of Standard Motor Products, Inc.
                   dated January 19, 1996.
   






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                                SIGNATURES


        Pursuant to the requirements of the Securities Exchange Act
   of 1934, the Registrant has duly caused this report to be signed
   on its behalf by the undersigned hereunto duly authorized.

                                STANDARD MOTOR PRODUCTS, INC.



   Date: February 27, 1996      By:    /s/ David Kerner
                                  Name:  David Kerner
                                  Title: Treasurer












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                                      EXHIBIT LIST

                                                                     
                                                              
   
                                        
                                              Sequential         
   Exhibit No.    Description                 Page No.  

   20.1           Press Release of Standard       6
                  Motor Products, Inc. dated
                  January 19, 1996          

   







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                                                     Exhibit 20.1

   FOR IMMEDIATE RELEASE
                                      
   For:     Standard Motor Products, Inc.

   From:    Golin Harris Communications, Inc.
            Allan Jordan
            212/697-9191

            Standard Motor Products, Inc.
            Michael Bailey
            718/392-0200


                       Standard Motor Products Declares
            Dividend Distribution Of Preferred Share Purchase Rights

   NEW YORK, NY, JANUARY 19, 1996  - The Board of Directors of
   Standard Motor Products, Inc. (NYSE:SMP) declared a dividend of
   one Preferred Share Purchase Right on each outstanding Standard
   Motor common share.

   Lawrence I. Sills, President and Chief Operating Officer, said,
   "The Rights are designed to assure that all of Standard Motor
   Products shareholders receive fair and equal treatment in any
   proposed takeover of the Company and to guard against abusive
   tactics to gain control of the Company without paying all
   shareholders a premium for that control.  The Rights are not
   being adopted in response to any specific takeover threat.  They
   are in response to the general takeover environment, which has
   changed significantly in recent months."

   "The Rights will not prevent a legitimate takeover attempt.  They
   are, however, intended to enable all Standard Motor Products
   shareholders to realize the long-term value of their investment
   in the Company, and should encourage anyone seeking to acquire
   the Company to negotiate with the Board prior to attempting a
   takeover.  Protection of our existing shareholder interests is of
   particular importance now, because the Board strongly believes
   that Standard Motor Products enjoys a strong market position and
   significant growth opportunities, which will be pursued
   vigorously in the next several years."

   The Rights will be exercisable only if a person or group
   acquires, or announces a tender offer to acquire, 20 percent or
   more of Standard Motor Products common shares.  Each Right will
   entitle shareholders to buy one one-thousandth of a share of new
   series of participating preferred stock at an exercise price of
   $80.00 for that one one-thousandth of a share.

   If a person or group acquires 20 percent or more of Standard
   Motor Products outstanding common shares, each Right will entitle
   its holder to purchase, at the then current exercise price, a
   number of one one-thousandth of a share of the new series of
   participating preferred stock having a market value of twice that
   price.  In addition, if Standard Motor Products is acquired in a
   merger or other business combination or if 50 percent or more of
   its consolidated assets or earning power is sold after an
   acquiring company has acquired 20 percent or more of the
   Company's common shares, each Right will entitle its holder to
   purchase, at the Right's then current exercise price, a number of
   the acquiring company's common shares having a market value of
   twice the exercise price.  The acquiring person will not be
   entitled to exercise these Rights.

   Following the acquisition of 20 percent or more of the Company's
   common shares and prior to acquisition of 50 percent or more of
   the common shares, the Board of Directors may exchange the Rights
   at an exchangeable ratio of one-thousandth of a share of the new
   series of participating preferred stock per Right.  The acquiring
   person will not be entitled to receive any shares in this
   exchange.

   Prior to the acquisition of 20 percent or more of the Company's
   common shares, the Rights are redeemable for one-tenth of one
   cent per Right at the option of the Board of Directors.

   The Board of Directors also is authorized to change the 20
   percent threshold for triggering the Rights, provided it does not
   drop below 20 percent.

   The dividend will be payable on March 1, 1996 to shareholders of
   record February 15, 1996, and is not taxable to shareholders. 
   The Rights will expire on March 1, 2006.

   Standard Motor Products manufacturers and distributes automotive
   replacement parts.



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