As filed with the Securities and Exchange Commission on June 1, 1998

                                                      Registration No. 
                                                                      ----------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             Registration Statement
                        Under the Securities Act of 1933

                     THE JONES FINANCIAL COMPANIES, L.L.L.P.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

              12555 Manchester Road, St. Louis, Missouri 63131-3729
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                    MISSOURI
--------------------------------------------------------------------------------
         (State or Other Jurisdiction of Incorporation or Organization)

                                   43-1450818
--------------------------------------------------------------------------------
                    (I.R.S. Employer Identification Number)

                              AMENDED AND RESTATED
           1998 EMPLOYEE LIMITED PARTNERSHIP INTEREST PURCHASE PLAN OF
                     THE JONES FINANCIAL COMPANIES, L.L.L.P.
--------------------------------------------------------------------------------
                            (Full Title of the Plan)

                             Lawrence R. Sobol, Esq.
                     The Jones Financial Companies, L.L.L.P.
                              12555 Manchester Road
                         St. Louis, Missouri 63131-3729
                                 (314) 515-2000
--------------------------------------------------------------------------------
            (Name, Address, including Zip Code and Telephone Number,
                   including Area Code, of Agent For Service)

                    Please Send Copies of Communications to:
                             Jennifer A. Auer, Esq.
                                 Bryan Cave LLP
                       One Metropolitan Square, Suite 3600
                         St. Louis, Missouri 63102-2750
                                 (314) 259-2000

            Approximate date of commencement of the proposed sale of
           the securities: As soon as practicable after the effective
                      date of this Registration Statement.

<TABLE>
<CAPTION>
                                          CALCULATION OF REGISTRATION FEE
====================================================================================================================
                                                  Proposed Maximum        Proposed Maximum
  Title of Securities        Amount to be          Offering Price        Aggregate Offering          Amount of
   to be Registered           Registered            Per Interest               Price             Registration Fee
------------------------ ---------------------- ---------------------- ----------------------- ---------------------
<S>                      <C>                    <C>                    <C>                     <C>
        Limited
      Partnership        680,000 Interests(1)           $100                $68,000,000             $2,360 (3)
       Interests         (2)
====================================================================================================================

<PAGE>

(1)    The 680,000 limited partnership  interests being registered represent the
       maximum  number of interests  which,  it is  estimated,  may be purchased
       under the Amended and Restated 1998 Employee Limited Partnership Interest
       Purchase Plan (the "Plan") during the next 36 months.

(2)    In addition,  pursuant to Rule 416(c) under the  Securities  Act of 1933,
       this  registration  statement also covers an additional amount of limited
       partnership  interests  as may be issuable by reason of the  operation of
       the  anti-dilution  provisions  of the  Plan  in  the  event  of  limited
       partnership interests splits, reverse limited partnership interest splits
       or other similar transactions.

(3)    This Registration Statement registers the limited partnership  interests
       to be issued pursuant to the Plan. On May 4, 1998,  the 1998  Employee
       Limited Partnership Interest Purchase Plan was amended and restated.  The
       amended and restated plan increased the number of limited  partnership
       interests which may be issued subject to the Plan and decreased the
       purchase price of a  full  limited   partnership   interest from  $1,000
       to  $100. A registration fee of $17,700 was paid on March 19, 1998,  upon
       the  filing  of Registration  Statement No.  333-48233 on Form S-8. 
       Accordingly,  the  registration  fee is being paid only with  respect to 
       the increase in the maximum aggregate offering price resulting
       from the  above-referenced  changes.
</TABLE>
<PAGE>
                           INCORPORATION BY REFERENCE

     This Registration  Statement is being filed pursuant to General Instruction
E to Form S-8.  The  contents of the  Registration  Statement  on Form S-8,  No.
333-48233 filed on March 19, 1998,  including the exhibits  thereto,  are hereby
incorporated by reference herein, except to the extent superseded hereby.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The following  documents filed by The Jones Financial  Companies,  L.L.L.P.
("JFC") with the Securities and Exchange Commission (the "Commission") under the
Securities   Exchange  Act  of  1934,  as  amended  (the  "Exchange   Act")  are
incorporated herein by reference:

     1. JFC's Annual Report on Form 10-K for its fiscal year ended  December 31,
1997 (filed under JFC's former name The Jones Financial Companies, L.P., LLP).

     2. JFC's  Quarterly  Report on Form 10-Q for the three month  period  ended
March 27, 1998.

     3. JFC's Current Report on Form 8-K filed on March 12, 1998.

     4. The  description of the limited  partnership  interests in JFC, which is
contained in JFC's  Registration  Statement on Form 8-A filed under the Exchange
Act, including any amendment or report updating such description.

     All documents  subsequently filed by JFC pursuant to Sections 13(a), 13(c),
14 and  15(d) of the  Exchange  Act  (prior to the  filing  of a  post-effective
amendment  which  indicates that all securities  offered 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 the date of filing
of such documents.

     Any statement contained herein or in a document incorporated,  or deemed to
be  incorporated,  by  reference  herein,  shall be  deemed  to be  modified  or
superseded for purposes hereof to the extent that a statement  contained  herein
or in  any  other  subsequently  filed  document  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 hereof.

                                       2
<PAGE>

     Item 8. Exhibits.

     The following documents are filed as a part of this Registration Statement.

     Exhibit           Description
     -------           -----------

       4a.             Amended and Restated 1998 Employee Limited Partnership
                       Interest Purchase Plan of The Jones Financial
                       Companies, L.L.L.P.

       5.              Opinion of Bryan Cave LLP regarding legality

       23a.            Consent of Counsel (included in Exhibit 5)

       23b.            Consent of Accountants

                                       3
<PAGE>

                                   SIGNATURES

The Registrant

     Pursuant to the  requirements of the Securities Act of 1933, 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 County of St.  Louis,  State of Missouri,  on the 1st day of
June, 1998.

                                    THE JONES FINANCIAL COMPANIES, L.L.L.P.

                                    By:  /s/   John W. Bachmann
                                        ----------------------------------
                                        John W. Bachmann
                                        Managing Partner

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities indicated on the 1st day of June, 1998.


                                    /s/   John W. Bachmann
                                    ------------------------------------
                                    John W. Bachmann
                                    Managing Partner
                                    (Principal Executive Officer)


                                    /s/   Steven Novik
                                    -----------------------------------
                                    Steven Novik
                                    (Chief Financial Officer)


                                      4
<PAGE>

                                  EXHIBIT INDEX

Exhibit Number    Description                                         Page
--------------    -----------                                         ----
4a.               Amended and Restated 1998 Employee                    7
                  Limited Partnership Interest Purchase Plan
                  of The Jones Financial Companies, L.L.L.P.

5.                Opinion of Bryan Cave LLP regarding legality         11

23a.              Consent of Counsel (included in Exhibit 5)      Not Applicable

23b.              Consent of Accountants                               13
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 10404}]
{"company-data": {"conformed-name": "JONES FINANCIAL COMPANIES LP LLP", "cik": "0000815917", "assigned-sic": "6211", "irs-number": "431450818", "state-of-incorporation": "MO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-55729", "film-number": "98640641"}, "business-address": {"street1": "12555 MANCHESTER", "city": "ST LOUIS", "state": "MO", "zip": "63131", "phone": "3148512000"}, "former-company": {"former-conformed-name": "JONES FINANCIAL COMPANIES L P", "date-changed": "19920703"}}
As filed with the Securities and Exchange Commission on June 1, 1998

                                                      Registration No. 
                                                                      ----------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             Registration Statement
                        Under the Securities Act of 1933

                     THE JONES FINANCIAL COMPANIES, L.L.L.P.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)

              12555 Manchester Road, St. Louis, Missouri 63131-3729
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                    MISSOURI
--------------------------------------------------------------------------------
         (State or Other Jurisdiction of Incorporation or Organization)

                                   43-1450818
--------------------------------------------------------------------------------
                    (I.R.S. Employer Identification Number)

                              AMENDED AND RESTATED
           1998 EMPLOYEE LIMITED PARTNERSHIP INTEREST PURCHASE PLAN OF
                     THE JONES FINANCIAL COMPANIES, L.L.L.P.
--------------------------------------------------------------------------------
                            (Full Title of the Plan)

                             Lawrence R. Sobol, Esq.
                     The Jones Financial Companies, L.L.L.P.
                              12555 Manchester Road
                         St. Louis, Missouri 63131-3729
                                 (314) 515-2000
--------------------------------------------------------------------------------
            (Name, Address, including Zip Code and Telephone Number,
                   including Area Code, of Agent For Service)

                    Please Send Copies of Communications to:
                             Jennifer A. Auer, Esq.
                                 Bryan Cave LLP
                       One Metropolitan Square, Suite 3600
                         St. Louis, Missouri 63102-2750
                                 (314) 259-2000

            Approximate date of commencement of the proposed sale of
           the securities: As soon as practicable after the effective
                      date of this Registration Statement.
CALCULATION OF REGISTRATION FEE
====================================================================================================================
                                                  Proposed Maximum        Proposed Maximum
  Title of Securities        Amount to be          Offering Price        Aggregate Offering          Amount of
   to be Registered           Registered            Per Interest               Price             Registration Fee
------------------------ ---------------------- ---------------------- ----------------------- ---------------------
Limited
      Partnership        680,000 Interests(1)           $100                $68,000,000             $2,360 (3)
       Interests         (2)
====================================================================================================================
(1)    The 680,000 limited partnership  interests being registered represent the
       maximum  number of interests  which,  it is  estimated,  may be purchased
       under the Amended and Restated 1998 Employee Limited Partnership Interest
       Purchase Plan (the "Plan") during the next 36 months.

(2)    In addition,  pursuant to Rule 416(c) under the  Securities  Act of 1933,
       this  registration  statement also covers an additional amount of limited
       partnership  interests  as may be issuable by reason of the  operation of
       the  anti-dilution  provisions  of the  Plan  in  the  event  of  limited
       partnership interests splits, reverse limited partnership interest splits
       or other similar transactions.

(3)    This Registration Statement registers the limited partnership  interests
       to be issued pursuant to the Plan. On May 4, 1998,  the 1998  Employee
       Limited Partnership Interest Purchase Plan was amended and restated.  The
       amended and restated plan increased the number of limited  partnership
       interests which may be issued subject to the Plan and decreased the
       purchase price of a  full  limited   partnership   interest from  $1,000
       to  $100. A registration fee of $17,700 was paid on March 19, 1998,  upon
       the  filing  of Registration  Statement No.  333-48233 on Form S-8. 
       Accordingly,  the  registration  fee is being paid only with  respect to 
       the increase in the maximum aggregate offering price resulting
       from the  above-referenced  changes.
INCORPORATION BY REFERENCE

     This Registration  Statement is being filed pursuant to General Instruction
E to Form S-8.  The  contents of the  Registration  Statement  on Form S-8,  No.
333-48233 filed on March 19, 1998,  including the exhibits  thereto,  are hereby
incorporated by reference herein, except to the extent superseded hereby.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The following  documents filed by The Jones Financial  Companies,  L.L.L.P.
("JFC") with the Securities and Exchange Commission (the "Commission") under the
Securities   Exchange  Act  of  1934,  as  amended  (the  "Exchange   Act")  are
incorporated herein by reference:

     1. JFC's Annual Report on Form 10-K for its fiscal year ended  December 31,
1997 (filed under JFC's former name The Jones Financial Companies, L.P., LLP).

     2. JFC's  Quarterly  Report on Form 10-Q for the three month  period  ended
March 27, 1998.

     3. JFC's Current Report on Form 8-K filed on March 12, 1998.

     4. The  description of the limited  partnership  interests in JFC, which is
contained in JFC's  Registration  Statement on Form 8-A filed under the Exchange
Act, including any amendment or report updating such description.

     All documents  subsequently filed by JFC pursuant to Sections 13(a), 13(c),
14 and  15(d) of the  Exchange  Act  (prior to the  filing  of a  post-effective
amendment  which  indicates that all securities  offered 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 the date of filing
of such documents.

     Any statement contained herein or in a document incorporated,  or deemed to
be  incorporated,  by  reference  herein,  shall be  deemed  to be  modified  or
superseded for purposes hereof to the extent that a statement  contained  herein
or in  any  other  subsequently  filed  document  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 hereof.

                                       2
Item 8. Exhibits.

     The following documents are filed as a part of this Registration Statement.

     Exhibit           Description
     -------           -----------

       4a.             Amended and Restated 1998 Employee Limited Partnership
                       Interest Purchase Plan of The Jones Financial
                       Companies, L.L.L.P.

       5.              Opinion of Bryan Cave LLP regarding legality

       23a.            Consent of Counsel (included in Exhibit 5)

       23b.            Consent of Accountants

                                       3
SIGNATURES

The Registrant

     Pursuant to the  requirements of the Securities Act of 1933, 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 County of St.  Louis,  State of Missouri,  on the 1st day of
June, 1998.

                                    THE JONES FINANCIAL COMPANIES, L.L.L.P.

                                    By:  /s/   John W. Bachmann
                                        ----------------------------------
                                        John W. Bachmann
                                        Managing Partner

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities indicated on the 1st day of June, 1998.

                                    /s/   John W. Bachmann
                                    ------------------------------------
                                    John W. Bachmann
                                    Managing Partner
                                    (Principal Executive Officer)

                                    /s/   Steven Novik
                                    -----------------------------------
                                    Steven Novik
                                    (Chief Financial Officer)

                                      4
EXHIBIT INDEX

Exhibit Number    Description                                         Page
--------------    -----------                                         ----
4a.               Amended and Restated 1998 Employee                    7
                  Limited Partnership Interest Purchase Plan
                  of The Jones Financial Companies, L.L.L.P.

5.                Opinion of Bryan Cave LLP regarding legality         11

23a.              Consent of Counsel (included in Exhibit 5)      Not Applicable

23b.              Consent of Accountants                               13