content: <PAGE>
  
      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 13, 2002
                                                   Registration Statement No. 333-
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                                --------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
                                --------------------
  
                                UNIFIRST CORPORATION
               (Exact name of registrant as specified in its charter)
  
                  MASSACHUSETTS                             04-2103460
         (State or other jurisdiction of                 (I.R.S. Employer
         incorporation or organization)                 Identification No.)
  
                                   68 JONSPIN ROAD
                                WILMINGTON, MA 01887
                                   (978) 658-8888
                      (Address of Principal Executive Offices)
  
                                --------------------
  
                   UNIFIRST CORPORATION 1996 STOCK INCENTIVE PLAN
                              (Full title of the Plan)
  
                                --------------------
  
                                  RONALD D. CROATTI
                   Chairman, President and Chief Executive Officer
                                UniFirst Corporation
                                   68 Jonspin Road
                                Wilmington, MA 01887
                                   (978) 658-8888
   (Name, Address and Telephone Number Including Area Code, of Agent for Service)
  
                                --------------------
  
                                   With a copy to:
                               RAYMOND C. ZEMLIN, P.C.
                                 Goodwin Procter LLP
                                   Exchange Place
                          Boston, Massachusetts 02109-2881
                                   (617) 570-1000
  
                                --------------------
  
                           CALCULATION OF REGISTRATION FEE
  <TABLE>
  <CAPTION>
  
  ================================================================================================================
                                                   Proposed Maximum      Proposed Maximum
   Title of Securities to      Amount to be         Offering Price      Aggregate Offering          Amount of
       be Registered          Registered (1)        Per Share (2)            Price(2)         Registration Fee (2)
  ----------------------------------------------------------------------------------------------------------------
  <S>                            <C>               <C>                   <C>                   <C>
  Common Stock, par              300,000              $22.025               $6,607,500               $607.89
  value $0.10 per share
  ----------------------------------------------------------------------------------------------------------------
  </TABLE>
  
  (1)      This Registration Statement covers 300,000 additional shares of Common
           Stock of UniFirst Corporation which may be offered or sold pursuant to
           the UniFirst Corporation 1996 Stock Incentive Plan. On February 3,
           2000, UniFirst Corporation filed a registration statement under
           registration number 333-96097 with respect to 150,000 shares of Common
           Stock offered or sold pursuant to the UniFirst Corporation 1996 Stock
           Incentive Plan. This Registration Statement covers 300,000 additional
           shares of Common Stock currently covered by the UniFirst Corporation
           1996 Stock incentive Plan pursuant to an amendment to the Plan approved
           by stockholders of UniFirst Corporation on January 8, 2002. The
           Registration Statement shall also cover any additional shares of Common
           Stock which may become issuable under the UniFirst Corporation 1996
           Stock Incentive Plan by reason of any stock dividend, stock split,
           recapitalization or other similar transaction effected without the
           receipt of consideration which results in an increase in the number of
           the outstanding shares of Common Stock of UniFirst Corporation.
  (2)      This estimate is made pursuant to Rule 457(c) and (h) under the
           Securities Act of 1933, as amended (the "Securities Act"), solely for
           the purpose of determining the amount of the registration fee. The
           registration fee is based upon the average of the high and low
  
  <PAGE>
  
  
           prices for the Registrant's Common Stock, par value $0.10 per share, as
           reported on the New York Stock Exchange on February 6, 2002.
  
  ================================================================================
  
  <PAGE>
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.
  
           Pursuant to General Instruction E to Form S-8, UniFirst Corporation
  (the "Registrant") hereby incorporates by reference into this Registration
  Statement the contents of the Registration Statement filed by UniFirst
  Corporation under registration number 333-96097 filed on February 3, 2000.
  
                                     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 Wilmington, Massachusetts, on February 13, 2002.
  
  
                                               UNIFIRST CORPORATION
  
  
                                               By: /s/ Ronald D. Croatti
                                                   -------------------------------
                                                   Ronald D. Croatti
                                                   Chairman, President and
                                                   Chief Executive Officer
  
  
                                  POWER OF ATTORNEY
  
  KNOW ALL PERSONS BY THESE PRESENTS:
  
           That the undersigned officers and directors of UniFirst Corporation, a
  Massachusetts corporation, do hereby constitutes and appoints Ronald D. Croatti,
  the lawful attorney-in fact and agent, with full power of authority to do any
  and all acts and things and to execute any and all instruments which said
  attorney and agent determine may be necessary or advisable or required to enable
  said corporation to comply with the Securities Act of 1933, as amended, and any
  rules or regulations or requirements for the Securities and Exchange Commission
  in connection with this Registration Statement. Without limiting the generality
  of the foregoing power and authority, the powers granted include the power and
  authority to sign the name of the undersigned officers and directors in the
  capacities below to this Registration Statement, to any and all further
  amendments, both pre-effective and post-effective, and supplements to the
  Registration Statement, and to any and all instruments or documents filed as
  part of or in conjunction with the Registration Statement or amendments or
  supplements thereof, the undersigned hereby ratifies and confirms all that said
  attorney and agent shall do or cause to be done by virtue hereof. This Power of
  Attorney may be signed in several counterparts.
  
  
  
  <PAGE>
  
  
           IN WITNESS WHEREOF, each of the undersigned has executed this Power of
  Attorney as of the date indicated.
  
           Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed below by the following persons in the
  capacities and on the date indicated.
  
  <TABLE>
  <CAPTION>
  
                     SIGNATURE                         TITLE                              DATE
                     ---------                         -----                              ----
  <S>                                <C>                                           <C>
  /s/ Ronald D. Croatti              Chairman of the Board and                     February 13 , 2002
  ---------------------------------  Chief Executive Officer (Principal
  RONALD D. CROATTI                  Executive Officer)
  
  /s/ John B. Bartlett               Senior Vice President and Chief               February 13 , 2002
  ---------------------------------  Financial Officer (Principal Financial
  JOHN B. BARTLETT                   Officer and Principal Accounting
                                     Officer)
  
  /s/ Cynthia Croatti                Director, Executive Vice President and
  ---------------------------------  Treasurer                                     February 13 , 2002
  CYNTHIA CROATTI
  
  /s/ Albert Cohen                   Director                                      February 13 , 2002
  ---------------------------------
  ALBERT COHEN
  
  /s/ Anthony F. DiFillippo          Director                                      February 13 , 2002
  ---------------------------------
  ANTHONY F. DIFILLIPPO
  
  /s/ Phillip L. Cohen               Director                                      February 13 , 2002
  ---------------------------------
  PHILLIP L. COHEN
  
  /s/ Donald J. Evans                Director                                      February 13 , 2002
  ---------------------------------
  DONALD J. EVANS
  </TABLE>
  
  
  
  
  <PAGE>
  
  
                                    EXHIBIT INDEX
  
  EXHIBIT
  NUMBER          EXHIBIT
  -------         -------
  
  5.1             Opinion of Goodwin Procter LLP as to legality of the
                  securities being registered.
  
  23.1            Consent of Arthur Andersen LLP
  
  23.2            Consent of Goodwin Procter LLP (included in Exhibit 5.1 hereto).
  
  24.1            Powers of attorney (see signature page).
metadata_documents: [{"type": "S-8", "sequence": "1", "filename": "b41962s8s-8.txt", "description": "UNIFIRST CORP", "secsgml_size_bytes": 10048}]
metadata_filer: {"company-data": {"conformed-name": "UNIFIRST CORP", "cik": "0000717954", "assigned-sic": "7200", "irs-number": "042103460", "state-of-incorporation": "MA", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-82682", "film-number": "02541020"}, "business-address": {"street1": "68 JONSPIN RD", "city": "WILMINGTON", "state": "MA", "zip": "01887", "phone": "(978) 658-8888"}, "mail-address": {"street1": "68 JONSPIN ROAD", "city": "WILMINGTON", "state": "MA", "zip": "01887"}, "former-company": {"former-conformed-name": "INTERSTATE UNIFORM SERVICES CORP/MA", "date-changed": "19840410"}}
text: AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 13, 2002
                                                   Registration Statement No. 333-
  ================================================================================
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
                                --------------------
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                                        UNDER
                             THE SECURITIES ACT OF 1933
  
                                --------------------
  
                                UNIFIRST CORPORATION
               (Exact name of registrant as specified in its charter)
  
                  MASSACHUSETTS                             04-2103460
         (State or other jurisdiction of                 (I.R.S. Employer
         incorporation or organization)                 Identification No.)
  
                                   68 JONSPIN ROAD
                                WILMINGTON, MA 01887
                                   (978) 658-8888
                      (Address of Principal Executive Offices)
  
                                --------------------
  
                   UNIFIRST CORPORATION 1996 STOCK INCENTIVE PLAN
                              (Full title of the Plan)
  
                                --------------------
  
                                  RONALD D. CROATTI
                   Chairman, President and Chief Executive Officer
                                UniFirst Corporation
                                   68 Jonspin Road
                                Wilmington, MA 01887
                                   (978) 658-8888
   (Name, Address and Telephone Number Including Area Code, of Agent for Service)
  
                                --------------------
  
                                   With a copy to:
                               RAYMOND C. ZEMLIN, P.C.
                                 Goodwin Procter LLP
                                   Exchange Place
                          Boston, Massachusetts 02109-2881
                                   (617) 570-1000
  
                                --------------------
  
                           CALCULATION OF REGISTRATION FEE
  ================================================================================================================
                                                   Proposed Maximum      Proposed Maximum
   Title of Securities to      Amount to be         Offering Price      Aggregate Offering          Amount of
       be Registered          Registered (1)        Per Share (2)            Price(2)         Registration Fee (2)
  ----------------------------------------------------------------------------------------------------------------
  Common Stock, par              300,000              $22.025               $6,607,500               $607.89
  value $0.10 per share
  ----------------------------------------------------------------------------------------------------------------
  (1)      This Registration Statement covers 300,000 additional shares of Common
           Stock of UniFirst Corporation which may be offered or sold pursuant to
           the UniFirst Corporation 1996 Stock Incentive Plan. On February 3,
           2000, UniFirst Corporation filed a registration statement under
           registration number 333-96097 with respect to 150,000 shares of Common
           Stock offered or sold pursuant to the UniFirst Corporation 1996 Stock
           Incentive Plan. This Registration Statement covers 300,000 additional
           shares of Common Stock currently covered by the UniFirst Corporation
           1996 Stock incentive Plan pursuant to an amendment to the Plan approved
           by stockholders of UniFirst Corporation on January 8, 2002. The
           Registration Statement shall also cover any additional shares of Common
           Stock which may become issuable under the UniFirst Corporation 1996
           Stock Incentive Plan by reason of any stock dividend, stock split,
           recapitalization or other similar transaction effected without the
           receipt of consideration which results in an increase in the number of
           the outstanding shares of Common Stock of UniFirst Corporation.
  (2)      This estimate is made pursuant to Rule 457(c) and (h) under the
           Securities Act of 1933, as amended (the "Securities Act"), solely for
           the purpose of determining the amount of the registration fee. The
           registration fee is based upon the average of the high and low
  prices for the Registrant's Common Stock, par value $0.10 per share, as
           reported on the New York Stock Exchange on February 6, 2002.
  
  ================================================================================
  PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.
  
           Pursuant to General Instruction E to Form S-8, UniFirst Corporation
  (the "Registrant") hereby incorporates by reference into this Registration
  Statement the contents of the Registration Statement filed by UniFirst
  Corporation under registration number 333-96097 filed on February 3, 2000.
  
                                     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 Wilmington, Massachusetts, on February 13, 2002.
  
                                               UNIFIRST CORPORATION
  
                                               By: /s/ Ronald D. Croatti
                                                   -------------------------------
                                                   Ronald D. Croatti
                                                   Chairman, President and
                                                   Chief Executive Officer
  
                                  POWER OF ATTORNEY
  
  KNOW ALL PERSONS BY THESE PRESENTS:
  
           That the undersigned officers and directors of UniFirst Corporation, a
  Massachusetts corporation, do hereby constitutes and appoints Ronald D. Croatti,
  the lawful attorney-in fact and agent, with full power of authority to do any
  and all acts and things and to execute any and all instruments which said
  attorney and agent determine may be necessary or advisable or required to enable
  said corporation to comply with the Securities Act of 1933, as amended, and any
  rules or regulations or requirements for the Securities and Exchange Commission
  in connection with this Registration Statement. Without limiting the generality
  of the foregoing power and authority, the powers granted include the power and
  authority to sign the name of the undersigned officers and directors in the
  capacities below to this Registration Statement, to any and all further
  amendments, both pre-effective and post-effective, and supplements to the
  Registration Statement, and to any and all instruments or documents filed as
  part of or in conjunction with the Registration Statement or amendments or
  supplements thereof, the undersigned hereby ratifies and confirms all that said
  attorney and agent shall do or cause to be done by virtue hereof. This Power of
  Attorney may be signed in several counterparts.
  IN WITNESS WHEREOF, each of the undersigned has executed this Power of
  Attorney as of the date indicated.
  
           Pursuant to the requirements of the Securities Act of 1933, this
  Registration Statement has been signed below by the following persons in the
  capacities and on the date indicated.
  SIGNATURE                         TITLE                              DATE
                     ---------                         -----                              ----
  /s/ Ronald D. Croatti              Chairman of the Board and                     February 13 , 2002
  ---------------------------------  Chief Executive Officer (Principal
  RONALD D. CROATTI                  Executive Officer)
  
  /s/ John B. Bartlett               Senior Vice President and Chief               February 13 , 2002
  ---------------------------------  Financial Officer (Principal Financial
  JOHN B. BARTLETT                   Officer and Principal Accounting
                                     Officer)
  
  /s/ Cynthia Croatti                Director, Executive Vice President and
  ---------------------------------  Treasurer                                     February 13 , 2002
  CYNTHIA CROATTI
  
  /s/ Albert Cohen                   Director                                      February 13 , 2002
  ---------------------------------
  ALBERT COHEN
  
  /s/ Anthony F. DiFillippo          Director                                      February 13 , 2002
  ---------------------------------
  ANTHONY F. DIFILLIPPO
  
  /s/ Phillip L. Cohen               Director                                      February 13 , 2002
  ---------------------------------
  PHILLIP L. COHEN
  
  /s/ Donald J. Evans                Director                                      February 13 , 2002
  ---------------------------------
  DONALD J. EVANS
  EXHIBIT INDEX
  
  EXHIBIT
  NUMBER          EXHIBIT
  -------         -------
  
  5.1             Opinion of Goodwin Procter LLP as to legality of the
                  securities being registered.
  
  23.1            Consent of Arthur Andersen LLP
  
  23.2            Consent of Goodwin Procter LLP (included in Exhibit 5.1 hereto).
  
  24.1            Powers of attorney (see signature page).