<PAGE>   1

   As filed with the Securities and Exchange Commission on August 23, 1995
                                      
                        Registration Statement No. 33-
                                      
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                                      
                               ---------------
                                      
                                   FORM S-8
                            REGISTRATION STATEMENT
                                    Under
                          THE SECURITIES ACT OF 1933
                                      
                               ---------------
                                      
                                      
                      Westinghouse Electric Corporation
            (Exact name of Registrant as specified in its charter)
                                      
            Pennsylvania                              25-0877540
            (State or other jurisdiction              (I.R.S. Employer
            of incorporation or organization)         Identification No.)
                                      
                                      
                   Westinghouse Building, 11 Stanwix Street
                        Pittsburgh, Pennsylvania 15222
  (Address of Registrant's principal executive offices, including zip code)
                                      
                      Westinghouse Electric Corporation
              Deferred Compensation and Stock Plan for Directors
                           (Full title of the plan)
                                      
                              ANGELINE C. STRAKA
           Vice President, Secretary and Associate General Counsel
                   Westinghouse Building, 11 Stanwix Street
                       Pittsburgh, Pennsylvania  15222
                   (Name and address of agent for service)
                                (412) 244-2300
        (Telephone number, including area code, of agent for service)
                                      
                                      
                               ---------------
                                      
                                      
                       CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
 Title of                   Proposed        Proposed            
securities     Amount       maximum         maximum             Amount of
   to be       to be     offering price     aggregate          registration 
registered   registered   per share(1)    offering price(1)       fee(1)

<S>           <C>            <C>              <C>              <C>
Common
Stock,
par value
$1.00 per
share. . .    350,000        $13.25           $4,637,500       $1,599.15

<FN>
(1)  Pursuant to Rule 457 under the Securities Act of 1933, the proposed
     maximum aggregate offering price and the registration fee are based upon
     the average of the high and low prices per share of the Registrant's
     Common Stock reported on the New York Stock Exchange Composite Tape on
     August 21, 1995.
</TABLE>

                                    - 1 -
<PAGE>   2
                                   PART II
                                      
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference

     The following documents, each as filed by Westinghouse Electric
Corporation (the "Corporation") with the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), are incorporated herein by reference:

  (a)  The Corporation's Annual Report on Form 10-K for the year ended December
31, 1994.

  (b)  The Corporation's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995.

  (c)  The Corporation's Current Report on Form 8-K dated August 1, 1995.

  (d)  Description of the Corporation's Common Stock contained in its
Registration Statement on Form 10 filed pursuant to the Exchange Act on May 15,
1935, as amended or updated pursuant to the Exchange Act.

  All documents subsequently filed by the Corporation pursuant to Sections
13(a) 13(c), 14 or 15(d) of the Exchange Act prior to the filing of a
post-effective amendment to this Registration Statement which indicates that
all shares covered hereby have been sold or which deregisters all such shares
then remaining unsold shall be deemed to be incorporated in this Registration
Statement by reference and to be a part hereof from the respective date of
filing of each such document.  Any statement contained in a document
incorporated or deemed to be incorporated by reference herein shall be deemed
to be modified or superseded for purposes of this Registration Statement to the
extent that a statement contained herein or in any other subsequently filed
document which also is or is deemed to be incorporated by reference herein
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 of this Registration Statement.

Item 4.  Description of Securities

     Not applicable.

Item 5.  Interests of Named Experts and Counsel

  As of August 21, 1995, Angeline C. Straka, Vice President, Secretary and
Associate General Counsel of the Corporation, who has given an opinion as to
the legality of the securities being registered hereunder, held options to
purchase 60,275 shares of the Common Stock of the Corporation.

Item 6.  Indemnification of Directors and Officers

Section 1741 of the Business Corporation Law of the Commonwealth of
Pennsylvania (the "BCL") empowers a corporation to indemnify any person who was
or is a party or is threatened to be made a party to any threatened, pending or
completed action or proceeding (a "Proceeding"),  whether civil, criminal,
administrative or investigative, by reason of the fact that such person is or
was a representative of the corporation or is or was serving at the request of
the corporation as a representative of another corporation or enterprise,
against expenses (including attorneys' fees), judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
Proceeding, if he acted in good faith and in a manner he reasonably believed to
be in, or not opposed to, the best interests of the corporation and, with
respect to any criminal proceeding, had no reasonable cause to believe his
conduct was unlawful.  Section 1742 of the BCL empowers a corporation to
indemnify any person who was or is a party, or is threatened to

                                    - 2 -
<PAGE>   3
be made a party, to any threatened, pending or completed action by or in the
right of the corporation  to procure a judgment in its favor by reason of the
fact that such person is or was a representative of the corporation or is or
was serving at the request of the corporation as a representative of another
corporation or enterprise, against expenses (including attorneys' fees)
actually  and reasonably incurred by him in connection with the defense or
settlement of the action if he acted in good faith and in a manner he
reasonably believed to be in, or not opposed to, the best interests of the
corporation, provided that indemnification shall not be made in respect of any
claim, issue or matter as to which such person has been adjudged to be liable
to the corporation unless there is a judicial determination that in view of all
the circumstances of the case, the person is fairly and reasonably entitled to
indemnity for the expenses that the court deems proper.

  Section 1743 of the BCL provides that to the extent a representative of a
corporation has been successful on the merits or otherwise in defense of any
Proceeding, or in defense of any claim, issue or matter therein, he shall be
indemnified against expenses (including attorneys' fees) actually and
reasonably incurred by him in connection therewith.

  Section 1745 of the BCL provides that expenses (including attorneys' fees)
incurred in defending a Proceeding may be paid by the corporation in advance of
the final disposition of such Proceeding upon receipt of an undertaking by or
on behalf of the representative to repay such amount if it is ultimately
determined that he is not entitled to be indemnified by the corporation.

  Section 1746 of the BCL provides that the indemnification and advancement of
expenses provided by, or granted pursuant to, the other sections of the BCL
shall not be deemed exclusive of any other rights to which a person seeking
indemnification or advancement of expenses may be entitled under any bylaw,
agreement, vote of shareholders or disinterested directors or otherwise.
However, Section 1746 also provides that such indemnification shall not be made
in any case where the act or failure to act giving rise to the claim for
indemnification is determined by a court to have constituted willful misconduct
or recklessness.

  The Corporation provides for indemnification of its directors and officers
pursuant to Article ELEVENTH of the Restated Articles of Incorporation of the
Corporation and Article XVII of the By-laws of the Corporation.  Article
ELEVENTH of the Restated Articles and Article XVII of the By-laws provide in
effect that, with respect to Proceedings based on acts or omissions on or after
January 27, 1987, and unless prohibited by applicable law, the Corporation
shall indemnify directors and officers against all expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement incurred in
connection with any such Proceedings (subject to certain limitations in the
case of actions by such persons against the Corporation).  Under Article XVII,
the Corporation shall also advance amounts to any director or officer during
the pendency of any such Proceedings against expenses incurred, provided that,
if required by law, the Corporation receives an undertaking to repay such
amount if it is ultimately determined that such person is not to be indemnified
under such Article.  The indemnification provided for in such Articles is in
addition to any rights to which any director or officer may otherwise be
entitled.  Article XVII of the By-laws provides that the right of a director or
officer to such indemnification and advancement of expenses shall be a contract
right and further provides procedures for the enforcement of such right.

  The Corporation has purchased directors' and officers' liability insurance
policies indemnifying its officers and directors and the officers and directors
of its subsidiaries against claims and liabilities (with stated exceptions) to
which they may become subject by reason of their positions with the Corporation
or its subsidiaries as directors and officers.

                                    - 3 -
<PAGE>   4
Item 7.  Exemption from Registration Claimed

  Not applicable.


Item 8. Exhibits

<TABLE>
<CAPTION>
  Exhibit No.           Description
  -----------           -----------
      <S>               <C>
      4.1               Restated Articles of Incorporation of the Corporation (incorporated by
                        reference to Exhibit 3(2) to the Corporation's Quarterly Report on    
                        Form 10-Q for the quarter ended March 31, 1994).                      
      4.2               By-laws of the Corporation, as amended (incorporated by reference to  
                        Exhibit 3(c) to the Corporation's Annual Report on Form 10-K for the  
                        year ended December 31, 1994).                                        
      4.4               Deferred Compensation and Stock Plan for Directors of the Corporation,
                        as amended.  
      5                 Opinion of Angeline C. Straka, Vice President, Secretary and Associate 
                        General Counsel, as to the legality of the securities being registered.
      23.1              Consent of Counsel -- contained in opinion filed as Exhibit 5.
      23.2              Consent of Price Waterhouse.                                          
      24                Powers of Attorney.                                                     
</TABLE>
  
Item 9.  Undertakings

  The contents of Item 9 of Registration Statement No. 33-46779 are incorporated
herein by reference.

SIGNATURES

  Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Westinghouse Electric Corporation, 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 City of Pittsburgh, Commonwealth
of Pennsylvania, on the 23rd day of August, 1995.

                   Westinghouse Electric Corporation


                   By:                 /s/ Fredric G. Reynolds
                         ----------------------------------------------------
                                        Fredric G. Reynolds
                         Executive Vice President and Chief Financial Officer


  Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons on August 23, 1995 in the
capacities indicated:

Signature                               Title

                 *                      Chairman and Chief Executive Officer
---------------------------------       (principal executive officer)
(Michael H. Jordan)                     and Director


                 *                      President and Director
---------------------------------
(Gary M. Clark)

                                    - 4 -
<PAGE>   5
      /s/ Fredric G. Reynolds           Executive Vice President and Chief
---------------------------------       Financial Officer
(Fredric G. Reynolds                    (principal financial officer and
                                        principal accounting officer)


                 *
---------------------------------       Director
(Frank C. Carlucci)


                 *
---------------------------------       Director
(Robert E. Cawthorn)


                 *
---------------------------------       Director
(George H. Conrades)


                 *
---------------------------------       Director
(William H. Gray III)


                 *
---------------------------------       Director
(David T. McLaughlin)


                 *
---------------------------------       Director
(Richard M. Morrow)


                 *
---------------------------------       Director
(Richard R. Pivirotto)


                 *
---------------------------------       Director
(Dr. Paula Stern)


                 *
---------------------------------       Director
(Robert D. Walter)


                                              *By    /s/ Fredric G. Reynolds
                                                     -----------------------
                                                     Fredric G. Reynolds
                                                       Attorney-In-Fact

                                    - 5 -
<PAGE>   6
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
  Exhibit No.           Description                                                      Page
  -----------           -----------                                                      ----
      <S>               <C>                                                               <C>
      4.1               Restated Articles of Incorporation of the Corporation              * 
                        (incorporated by reference to Exhibit 3(2) to the
                        Corporation's Quarterly Report on Form 10-Q for the
                        quarter ended March 31, 1994).

      4.2               By-laws of the Corporation, as amended (incorporated by            *       
                        reference to Exhibit 3(c) to the Corporation's Annual
                        Report on Form 10-K for the year ended
                        December 31, 1994).

      4.4               Deferred Compensation and Stock Plan for Directors of               7
                        the Corporation, as amended.

      5                 Opinion of Angeline C. Straka, Vice President,                     35
                        Secretary and Associate General Counsel, as to the
                        legality of the securities being registered.

      23.1              Consent of Counsel -- contained in opinion filed                   35
                        as Exhibit 5.

      23.2              Consent of Price Waterhouse.                                       36

      24                Powers of Attorney.                                                37

<FN>
*Incorporated by reference.
</TABLE>

                                    - 6 -
[{"type": "S-8", "sequence": "1", "description": "WESTINGHOUSE", "secsgml_size_bytes": 17068}]
1

   As filed with the Securities and Exchange Commission on August 23, 1995
                                      
                        Registration Statement No. 33-
                                      
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                                      
                               ---------------
                                      
                                   FORM S-8
                            REGISTRATION STATEMENT
                                    Under
                          THE SECURITIES ACT OF 1933
                                      
                               ---------------
                                      
                                      
                      Westinghouse Electric Corporation
            (Exact name of Registrant as specified in its charter)
                                      
            Pennsylvania                              25-0877540
            (State or other jurisdiction              (I.R.S. Employer
            of incorporation or organization)         Identification No.)
                                      
                                      
                   Westinghouse Building, 11 Stanwix Street
                        Pittsburgh, Pennsylvania 15222
  (Address of Registrant's principal executive offices, including zip code)
                                      
                      Westinghouse Electric Corporation
              Deferred Compensation and Stock Plan for Directors
                           (Full title of the plan)
                                      
                              ANGELINE C. STRAKA
           Vice President, Secretary and Associate General Counsel
                   Westinghouse Building, 11 Stanwix Street
                       Pittsburgh, Pennsylvania  15222
                   (Name and address of agent for service)
                                (412) 244-2300
        (Telephone number, including area code, of agent for service)
                                      
                                      
                               ---------------
                                      
                                      
                       CALCULATION OF REGISTRATION FEE
Title of                   Proposed        Proposed            
securities     Amount       maximum         maximum             Amount of
   to be       to be     offering price     aggregate          registration 
registered   registered   per share(1)    offering price(1)       fee(1)
Common
Stock,
par value
$1.00 per
share. . .    350,000        $13.25           $4,637,500       $1,599.15
(1)  Pursuant to Rule 457 under the Securities Act of 1933, the proposed
     maximum aggregate offering price and the registration fee are based upon
     the average of the high and low prices per share of the Registrant's
     Common Stock reported on the New York Stock Exchange Composite Tape on
     August 21, 1995.
- 1 -
2
                                   PART II
                                      
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

     The following documents, each as filed by Westinghouse Electric
Corporation (the "Corporation") with the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), are incorporated herein by reference:

  (a)  The Corporation's Annual Report on Form 10-K for the year ended December
31, 1994.

  (b)  The Corporation's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995.

  (c)  The Corporation's Current Report on Form 8-K dated August 1, 1995.

  (d)  Description of the Corporation's Common Stock contained in its
Registration Statement on Form 10 filed pursuant to the Exchange Act on May 15,
1935, as amended or updated pursuant to the Exchange Act.

  All documents subsequently filed by the Corporation pursuant to Sections
13(a) 13(c), 14 or 15(d) of the Exchange Act prior to the filing of a
post-effective amendment to this Registration Statement which indicates that
all shares covered hereby have been sold or which deregisters all such shares
then remaining unsold shall be deemed to be incorporated in this Registration
Statement by reference and to be a part hereof from the respective date of
filing of each such document.  Any statement contained in a document
incorporated or deemed to be incorporated by reference herein shall be deemed
to be modified or superseded for purposes of this Registration Statement to the
extent that a statement contained herein or in any other subsequently filed
document which also is or is deemed to be incorporated by reference herein
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 of this Registration Statement.

Item 4.  Description of Securities

     Not applicable.

Item 5.  Interests of Named Experts and Counsel

  As of August 21, 1995, Angeline C. Straka, Vice President, Secretary and
Associate General Counsel of the Corporation, who has given an opinion as to
the legality of the securities being registered hereunder, held options to
purchase 60,275 shares of the Common Stock of the Corporation.

Item 6.  Indemnification of Directors and Officers

Section 1741 of the Business Corporation Law of the Commonwealth of
Pennsylvania (the "BCL") empowers a corporation to indemnify any person who was
or is a party or is threatened to be made a party to any threatened, pending or
completed action or proceeding (a "Proceeding"),  whether civil, criminal,
administrative or investigative, by reason of the fact that such person is or
was a representative of the corporation or is or was serving at the request of
the corporation as a representative of another corporation or enterprise,
against expenses (including attorneys' fees), judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
Proceeding, if he acted in good faith and in a manner he reasonably believed to
be in, or not opposed to, the best interests of the corporation and, with
respect to any criminal proceeding, had no reasonable cause to believe his
conduct was unlawful.  Section 1742 of the BCL empowers a corporation to
indemnify any person who was or is a party, or is threatened to

                                    - 2 -
3
be made a party, to any threatened, pending or completed action by or in the
right of the corporation  to procure a judgment in its favor by reason of the
fact that such person is or was a representative of the corporation or is or
was serving at the request of the corporation as a representative of another
corporation or enterprise, against expenses (including attorneys' fees)
actually  and reasonably incurred by him in connection with the defense or
settlement of the action if he acted in good faith and in a manner he
reasonably believed to be in, or not opposed to, the best interests of the
corporation, provided that indemnification shall not be made in respect of any
claim, issue or matter as to which such person has been adjudged to be liable
to the corporation unless there is a judicial determination that in view of all
the circumstances of the case, the person is fairly and reasonably entitled to
indemnity for the expenses that the court deems proper.

  Section 1743 of the BCL provides that to the extent a representative of a
corporation has been successful on the merits or otherwise in defense of any
Proceeding, or in defense of any claim, issue or matter therein, he shall be
indemnified against expenses (including attorneys' fees) actually and
reasonably incurred by him in connection therewith.

  Section 1745 of the BCL provides that expenses (including attorneys' fees)
incurred in defending a Proceeding may be paid by the corporation in advance of
the final disposition of such Proceeding upon receipt of an undertaking by or
on behalf of the representative to repay such amount if it is ultimately
determined that he is not entitled to be indemnified by the corporation.

  Section 1746 of the BCL provides that the indemnification and advancement of
expenses provided by, or granted pursuant to, the other sections of the BCL
shall not be deemed exclusive of any other rights to which a person seeking
indemnification or advancement of expenses may be entitled under any bylaw,
agreement, vote of shareholders or disinterested directors or otherwise.
However, Section 1746 also provides that such indemnification shall not be made
in any case where the act or failure to act giving rise to the claim for
indemnification is determined by a court to have constituted willful misconduct
or recklessness.

  The Corporation provides for indemnification of its directors and officers
pursuant to Article ELEVENTH of the Restated Articles of Incorporation of the
Corporation and Article XVII of the By-laws of the Corporation.  Article
ELEVENTH of the Restated Articles and Article XVII of the By-laws provide in
effect that, with respect to Proceedings based on acts or omissions on or after
January 27, 1987, and unless prohibited by applicable law, the Corporation
shall indemnify directors and officers against all expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement incurred in
connection with any such Proceedings (subject to certain limitations in the
case of actions by such persons against the Corporation).  Under Article XVII,
the Corporation shall also advance amounts to any director or officer during
the pendency of any such Proceedings against expenses incurred, provided that,
if required by law, the Corporation receives an undertaking to repay such
amount if it is ultimately determined that such person is not to be indemnified
under such Article.  The indemnification provided for in such Articles is in
addition to any rights to which any director or officer may otherwise be
entitled.  Article XVII of the By-laws provides that the right of a director or
officer to such indemnification and advancement of expenses shall be a contract
right and further provides procedures for the enforcement of such right.

  The Corporation has purchased directors' and officers' liability insurance
policies indemnifying its officers and directors and the officers and directors
of its subsidiaries against claims and liabilities (with stated exceptions) to
which they may become subject by reason of their positions with the Corporation
or its subsidiaries as directors and officers.

                                    - 3 -
4
Item 7.  Exemption from Registration Claimed

  Not applicable.

Item 8. Exhibits
Exhibit No.           Description
  -----------           -----------
4.1               Restated Articles of Incorporation of the Corporation (incorporated by
                        reference to Exhibit 3(2) to the Corporation's Quarterly Report on    
                        Form 10-Q for the quarter ended March 31, 1994).                      
      4.2               By-laws of the Corporation, as amended (incorporated by reference to  
                        Exhibit 3(c) to the Corporation's Annual Report on Form 10-K for the  
                        year ended December 31, 1994).                                        
      4.4               Deferred Compensation and Stock Plan for Directors of the Corporation,
                        as amended.  
      5                 Opinion of Angeline C. Straka, Vice President, Secretary and Associate 
                        General Counsel, as to the legality of the securities being registered.
      23.1              Consent of Counsel -- contained in opinion filed as Exhibit 5.
      23.2              Consent of Price Waterhouse.                                          
      24                Powers of Attorney.
Item 9.  Undertakings

  The contents of Item 9 of Registration Statement No. 33-46779 are incorporated
herein by reference.

SIGNATURES

  Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Westinghouse Electric Corporation, 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 City of Pittsburgh, Commonwealth
of Pennsylvania, on the 23rd day of August, 1995.

                   Westinghouse Electric Corporation

                   By:                 /s/ Fredric G. Reynolds
                         ----------------------------------------------------
                                        Fredric G. Reynolds
                         Executive Vice President and Chief Financial Officer

  Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons on August 23, 1995 in the
capacities indicated:

Signature                               Title

                 *                      Chairman and Chief Executive Officer
---------------------------------       (principal executive officer)
(Michael H. Jordan)                     and Director

                 *                      President and Director
---------------------------------
(Gary M. Clark)

                                    - 4 -
5
      /s/ Fredric G. Reynolds           Executive Vice President and Chief
---------------------------------       Financial Officer
(Fredric G. Reynolds                    (principal financial officer and
                                        principal accounting officer)

                 *
---------------------------------       Director
(Frank C. Carlucci)

                 *
---------------------------------       Director
(Robert E. Cawthorn)

                 *
---------------------------------       Director
(George H. Conrades)

                 *
---------------------------------       Director
(William H. Gray III)

                 *
---------------------------------       Director
(David T. McLaughlin)

                 *
---------------------------------       Director
(Richard M. Morrow)

                 *
---------------------------------       Director
(Richard R. Pivirotto)

                 *
---------------------------------       Director
(Dr. Paula Stern)

                 *
---------------------------------       Director
(Robert D. Walter)

                                              *By    /s/ Fredric G. Reynolds
                                                     -----------------------
                                                     Fredric G. Reynolds
                                                       Attorney-In-Fact

                                    - 5 -
6
                                 EXHIBIT INDEX
Exhibit No.           Description                                                      Page
  -----------           -----------                                                      ----
4.1               Restated Articles of Incorporation of the Corporation              * 
                        (incorporated by reference to Exhibit 3(2) to the
                        Corporation's Quarterly Report on Form 10-Q for the
                        quarter ended March 31, 1994).

      4.2               By-laws of the Corporation, as amended (incorporated by            *       
                        reference to Exhibit 3(c) to the Corporation's Annual
                        Report on Form 10-K for the year ended
                        December 31, 1994).

      4.4               Deferred Compensation and Stock Plan for Directors of               7
                        the Corporation, as amended.

      5                 Opinion of Angeline C. Straka, Vice President,                     35
                        Secretary and Associate General Counsel, as to the
                        legality of the securities being registered.

      23.1              Consent of Counsel -- contained in opinion filed                   35
                        as Exhibit 5.

      23.2              Consent of Price Waterhouse.                                       36

      24                Powers of Attorney.                                                37
*Incorporated by reference.
- 6 -