As filed with the Securities and Exchange Commission on May 31, 2000

                                                  Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                         -----------------------------


                           NEWMONT MINING CORPORATION
             (Exact name of Registrant as specified in its charter)


                         -----------------------------

           Delaware                 1700 Lincoln Street           13-2526632
(State or other jurisdiction of    Denver, Colorado 80203     (I.R.S. Employer
 incorporation or organization)        (303) 863-7414        Identification No.)
                                   (Address of principal
                                      executive offices)

                           NEWMONT MINING CORPORATION
                     2000 Non-Employee Directors Stock Plan
                              (Full Title of Plan)


                         -----------------------------

                            Timothy J. Schmitt, Esq.
                           Newmont Mining Corporation
                               1700 Lincoln Street
                             Denver, Colorado 80203
                                 (303) 863-7414
                      (Name, address and telephone number,
                   including area code, of agent for service)


                         -----------------------------

                                   Copies to:
                             Maureen Brundage, Esq.
                                White & Case LLP
                           1155 Avenue of the Americas
                            New York, New York 10036
                                 (212) 819-8200


                         -----------------------------


                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
==================================== ================= ==================== =================== ====================

                                                        Proposed maximum     Proposed maximum
      Title of each class of           Amount to be      offering price     aggregate offering       Amount of
    securities to be registered         registered        per share (1)         price (1)        registration fee
------------------------------------ ----------------- -------------------- ------------------- --------------------
<S>                                  <C>               <C>                  <C>                 <C>
Common Stock, $1.60 par value......      400,000            $24.8125            $9,925,000           $2620.20

==================================== ================= ==================== =================== ====================
</TABLE>
(1)   Estimated  solely for the purpose of calculating the  registration  fee in
      accordance  with Rule 457(h) and 457(c) under the  Securities Act of 1933,
      based upon the  average of the high and low prices of the Common  Stock as
      reported on the New York Stock Exchange, Inc. on May 25, 2000.



================================================================================
<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT



Item 3.  Incorporation of Documents by Reference.

                  On May 4, 2000, the shareholders of Newmont Mining Corporation
("Newmont Mining") approved the merger (the "Merger") of Newmont Mining with and
into its wholly-owned  subsidiary,  Newmont Gold Company ("Newmont  Gold").  The
Merger became  effective at 5 p.m. EDST on May 15, 2000 (the "Effective  Time").
For all periods prior to the Effective Time, the term  "Corporation"  shall mean
Newmont Mining. For all periods at or subsequent to the Effective Time, the term
"Corporation"  shall mean the  surviving  company,  Newmont  Gold,  which in the
Merger changed its name to "Newmont Mining Corporation".

                  The  Corporation  hereby  incorporates  by  reference  in this
Prospectus  the  Corporation's  Annual  Report on Form  10-K for the year  ended
December  31,  1999,  the  Corporation's  Quarterly  Report on Form 10-Q for the
quarter ending March 31, 2000 and the  description of the Common Stock contained
in the Corporation's registration statement for its Common Stock filed under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),  including any
amendment  or report  filed for the purpose of updating  such  description.  All
documents  subsequently  filed by the  Corporation  pursuant  to Section  13(a),
13(c), 14 or 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
deregister  all  securities  then  remaining  unsold,  shall  be  deemed  to  be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing of such documents.  Any statement contained herein or in
a  document  all  or a  portion  of  which  is  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.

                  Not applicable.

Item 6.  Indemnification of Directors and Officers.

                  Section  145 of the  General  Corporation  Law of the State of
Delaware  authorizes  and empowers  each Delaware  corporation  to indemnify its
directors,  officers,  employees  and agents  against  liabilities  incurred  in
connection with, and related expenses resulting from, any claim,  action or suit
brought against any such person as a result of his or her relationship  with the
corporation, provided that such persons acted in good faith and in a manner such
person  reasonably  believed to be in, and not opposed to, the best interests of
the  corporation  in  connection  with the acts or events on which  such  claim,
action or suit is based.  The finding of either  civil or criminal  liability on
the  part  of such  person  in  connection  with  such  acts  or  events  is not
necessarily  determinative  of the  question of whether  such person has met the
required  standard of conduct and is,  accordingly,  entitled to be indemnified.
The foregoing  statements are subject to the detailed  provisions of Section 145
of the General Corporation Law of the State of Delaware.

                  The By-Laws of the Corporation provide that each person who at
any time is or shall have been a director or officer of the  Corporation,  or is
or shall have been serving  another  corporation,  partnership,  joint  venture,
trust,  employee benefit plan or other enterprise in any capacity at the request
of the  Corporation,  and his  heirs,  executors  and  administrators,  shall be
indemnified  by the  Corporation  in  accordance  with  and to the  full  extent
permitted by the General Corporation Law of the State of Delaware. Article VI of
the By-Laws of the Corporation facilitates enforcement of the right of directors
and officers to be  indemnified by  establishing  such right as a contract right
pursuant  to  which  the  person  entitled  thereto  may  bring  suit  as if the
indemnification  provisions of the By-Laws were set forth in a separate  written
contract between the Corporation and the director or officer.

Item 7.  Exemption from Registration Claimed.

                  Not applicable.

Item 8.  Exhibits.

Exhibit
Number            Description of Documents

5                 Opinion of White & Case LLP, counsel to the Corporation, dated
                  May 31, 2000, with respect to the legality of the Common Stock
                  being registered.

23.1              Consent of Arthur Andersen LLP.

23.2              Consent  of White & Case LLP  (included  in  Exhibit  5 to the
                  Registration Statement).

24                Power of Attorney of certain officers and directors.

Item 9.  Undertakings.

                  The undersigned Registrant hereby undertakes:

                  (1) to file,  during any  period in which  offers or sales are
         being made, a post-effective amendment or prospectus supplement to this
         registration statement:

                           (i) to include  any  prospectus  required  by Section
                  10(a)(3) of the Securities Act of 1933;

                           (ii) to reflect in the prospectus any facts or events
                  arising after the effective date of the registration statement
                  (or the most recent  post-effective  amendment thereof) which,
                  individually  or in the  aggregate,  represent  a  fundamental
                  change  in the  information  set  forth  in  the  registration
                  statement.  Notwithstanding  the  foregoing,  any  increase or
                  decrease in volume of securities  offered (if the total dollar
                  value of  securities  offered  would not exceed that which was
                  registered)  and any deviation from the low or high end of the
                  estimated  maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20% change in the maximum  aggregate
                  offering price set forth in the  "Calculation  of Registration
                  Fee" table in the effective registration statement; and

                           (iii)  to  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in the  registration  statement or any material change to such
                  information in the registration statement;

provided,  however,  that  paragraphs  (1)(i)  and  (1)(ii)  do not apply if the
information  required  to be  included in a  post-effective  amendment  by those
paragraphs  is  contained  in periodic  reports  filed with or  furnished to the
Commission  by the  Registrant  pursuant  to Section 13 or Section  15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement;

                  (2) that, for the purpose of determining  any liability  under
         the Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new  registration  statement  relating to the securities
         offered therein, and the offering of such securities at that time shall
         be deemed to be the initial bona fide offering thereof;

                  (3) to remove from  registration by means of a  post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering; and

                  (4) that, for purposes of determining  any liability under the
         Securities  Act of 1933,  each  filing of  Registrant's  annual  report
         pursuant to Section  13(a) or 15(d) of the  Securities  Exchange Act of
         1934 that is incorporated by reference in this  registration  statement
         shall be  deemed to be a new  registration  statement  relating  to the
         securities offered therein, and the offering of such securities at that
         time shall be deemed to be the initial bona fide offering thereof.

                  (5)  to  respond  to   requests   for   information   that  is
         incorporated  by  reference  into the  prospectus  pursuant to Items 4,
         10(b),  11, or 13 of this Form,  within one  business day of receipt of
         such  request,  and to send the  incorporated  documents by first class
         mail or other equally prompt means. This includes information contained
         in documents filed subsequent to the effective date of the registration
         statement through the date of responding to the request.

                  (6) to  supply  by means  of a  post-effective  amendment  all
         information  concerning a  transaction,  and the company being acquired
         involved  therein,  that was not the  subject  of and  included  in the
         registration statement when it became effective.

                  (7) that  prior to any  public  reoffering  of the  securities
         registered  hereunder  through use of a  prospectus  which is a part of
         this registration statement, by any person or party who is deemed to be
         an underwriter within the meaning of Rule 145(c), the issuer undertakes
         that such reoffering prospectus will contain the information called for
         by the  applicable  registration  form with respect to  reofferings  by
         persons who may be deemed underwriters,  in addition to the information
         called for by the other Items of the applicable form.

                  (8)  that  every  prospectus  (i) that is  filed  pursuant  to
         paragraph (7) immediately preceding,  or (ii) that purports to meet the
         requirements  of Section  10(a)(3) of the Securities Act of 1933 and is
         used in connection with an offering of securities  subject to Rule 415,
         will be filed as a part of an amendment to the  registration  statement
         and will not be used until such  amendment is effective,  and that, for
         purposes of determining any liability under the Securities Act of 1933,
         each  such  post-effective  amendment  shall  be  deemed  to  be a  new
         registration  statement relating to the securities offered therein, and
         the offering of such  securities at that time shall be deemed to be the
         initial bona fide offering thereof.

                  Insofar as indemnification  for liabilities  arising under the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the Registrant  pursuant to the foregoing  provisions,  or otherwise,
the  Registrant  has been  advised  that in the opinion of the  Commission  such
indemnification  is against  public policy as expressed in the Securities Act of
1933  and  is,  therefore,   unenforceable.  In  the  event  that  a  claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
Registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  Registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against  public policy as expressed in the  Securities
Act of 1933 and will be governed by the final adjudication of such issue.
<PAGE>


                                   SIGNATURES

                  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 City of Denver,  State of Colorado,  on the 31st day of May,
2000.

                                        NEWMONT MINING CORPORATION

                                        By   /s/ Timothy J. Schmitt
                                          --------------------------------------
                                          Timothy J. Schmitt
                                          Vice President and Secretary



                  Pursuant to the  requirements  of the  Securities Act of 1933,
this  registration  statement  has been signed by the  following  persons in the
capacities and on the dates indicated.

Signature                      Title                                Date

       *
-----------------
Vincent A. Calarco             Director                             May 31, 2000

       *
-----------------
Ronald C. Cambre               Chairman and Chief                   May 31, 2000
                               Executive Officer and Director
                               (Principal Executive Officer)

       *
-----------------
James T. Curry, Jr.            Director                             May 31, 2000

       *
-----------------
Joseph P. Flannery             Director                             May 31, 2000

       *
-----------------
Leo I. Higdon, Jr.             Director                             May 31, 2000

       *
-----------------
Robert J. Miller               Director                             May 31, 2000

       *
-----------------
Wayne W. Murdy                 President and Director               May 31, 2000

       *
-----------------
Robin A. Plumbridge            Director                             May 31, 2000

       *
-----------------
Robert H. Quenon               Director                             May 31, 2000

       *
-----------------
Moeen A. Qureshi               Director                             May 31, 2000

       *
-----------------
Michael K. Reilly              Director                             May 31, 2000

       *
-----------------
James V. Taranik               Director                             May 31, 2000

       *
-----------------
William I.M. Turner, Jr.       Director                             May 31, 2000

       *
-----------------
Bruce D. Hansen                Senior Vice President and            May 31, 2000
                               Chief Financial Officer
                               (Principal Financial Officer)

       *
-----------------
Linda K. Wheeler               Vice President and Controller        May 31, 2000
                               (Principal Accounting Officer)


     *By  /s/ Timothy J. Schmitt
        ---------------------------
        Timothy J. Schmitt as
        Attorney-in-fact
<PAGE>
                                  EXHIBIT INDEX




Exhibit No.

5                   Opinion  of White & Case LLP,  counsel  to the  Corporation,
                    dated May 31,  2000,  with  respect to the  legality  of the
                    Common Stock being registered.

23.1                Consent of Arthur Andersen LLP.

23.2                Consent  of White & Case LLP  (included  in Exhibit 5 to the
                    Registration Statement).

24                  Power of Attorney of certain officers and directors.
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 19505}]
{"company-data": {"conformed-name": "NEWMONT MINING CORP", "cik": "0000071824", "assigned-sic": "1040", "irs-number": "132526632", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-38184", "film-number": "647099"}, "business-address": {"street1": "ONE UNITED BANK CTR", "street2": "1700 LINCOLN ST", "city": "DENVER", "state": "CO", "zip": "80203", "phone": "3038637414"}}
As filed with the Securities and Exchange Commission on May 31, 2000

                                                  Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                         -----------------------------

                           NEWMONT MINING CORPORATION
             (Exact name of Registrant as specified in its charter)

                         -----------------------------

           Delaware                 1700 Lincoln Street           13-2526632
(State or other jurisdiction of    Denver, Colorado 80203     (I.R.S. Employer
 incorporation or organization)        (303) 863-7414        Identification No.)
                                   (Address of principal
                                      executive offices)

                           NEWMONT MINING CORPORATION
                     2000 Non-Employee Directors Stock Plan
                              (Full Title of Plan)

                         -----------------------------

                            Timothy J. Schmitt, Esq.
                           Newmont Mining Corporation
                               1700 Lincoln Street
                             Denver, Colorado 80203
                                 (303) 863-7414
                      (Name, address and telephone number,
                   including area code, of agent for service)

                         -----------------------------

                                   Copies to:
                             Maureen Brundage, Esq.
                                White & Case LLP
                           1155 Avenue of the Americas
                            New York, New York 10036
                                 (212) 819-8200

                         -----------------------------

                         CALCULATION OF REGISTRATION FEE
==================================== ================= ==================== =================== ====================

                                                        Proposed maximum     Proposed maximum
      Title of each class of           Amount to be      offering price     aggregate offering       Amount of
    securities to be registered         registered        per share (1)         price (1)        registration fee
------------------------------------ ----------------- -------------------- ------------------- --------------------
Common Stock, $1.60 par value......      400,000            $24.8125            $9,925,000           $2620.20

==================================== ================= ==================== =================== ====================
(1)   Estimated  solely for the purpose of calculating the  registration  fee in
      accordance  with Rule 457(h) and 457(c) under the  Securities Act of 1933,
      based upon the  average of the high and low prices of the Common  Stock as
      reported on the New York Stock Exchange, Inc. on May 25, 2000.

================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

                  On May 4, 2000, the shareholders of Newmont Mining Corporation
("Newmont Mining") approved the merger (the "Merger") of Newmont Mining with and
into its wholly-owned  subsidiary,  Newmont Gold Company ("Newmont  Gold").  The
Merger became  effective at 5 p.m. EDST on May 15, 2000 (the "Effective  Time").
For all periods prior to the Effective Time, the term  "Corporation"  shall mean
Newmont Mining. For all periods at or subsequent to the Effective Time, the term
"Corporation"  shall mean the  surviving  company,  Newmont  Gold,  which in the
Merger changed its name to "Newmont Mining Corporation".

                  The  Corporation  hereby  incorporates  by  reference  in this
Prospectus  the  Corporation's  Annual  Report on Form  10-K for the year  ended
December  31,  1999,  the  Corporation's  Quarterly  Report on Form 10-Q for the
quarter ending March 31, 2000 and the  description of the Common Stock contained
in the Corporation's registration statement for its Common Stock filed under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),  including any
amendment  or report  filed for the purpose of updating  such  description.  All
documents  subsequently  filed by the  Corporation  pursuant  to Section  13(a),
13(c), 14 or 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
deregister  all  securities  then  remaining  unsold,  shall  be  deemed  to  be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing of such documents.  Any statement contained herein or in
a  document  all  or a  portion  of  which  is  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.

                  Not applicable.

Item 6.  Indemnification of Directors and Officers.

                  Section  145 of the  General  Corporation  Law of the State of
Delaware  authorizes  and empowers  each Delaware  corporation  to indemnify its
directors,  officers,  employees  and agents  against  liabilities  incurred  in
connection with, and related expenses resulting from, any claim,  action or suit
brought against any such person as a result of his or her relationship  with the
corporation, provided that such persons acted in good faith and in a manner such
person  reasonably  believed to be in, and not opposed to, the best interests of
the  corporation  in  connection  with the acts or events on which  such  claim,
action or suit is based.  The finding of either  civil or criminal  liability on
the  part  of such  person  in  connection  with  such  acts  or  events  is not
necessarily  determinative  of the  question of whether  such person has met the
required  standard of conduct and is,  accordingly,  entitled to be indemnified.
The foregoing  statements are subject to the detailed  provisions of Section 145
of the General Corporation Law of the State of Delaware.

                  The By-Laws of the Corporation provide that each person who at
any time is or shall have been a director or officer of the  Corporation,  or is
or shall have been serving  another  corporation,  partnership,  joint  venture,
trust,  employee benefit plan or other enterprise in any capacity at the request
of the  Corporation,  and his  heirs,  executors  and  administrators,  shall be
indemnified  by the  Corporation  in  accordance  with  and to the  full  extent
permitted by the General Corporation Law of the State of Delaware. Article VI of
the By-Laws of the Corporation facilitates enforcement of the right of directors
and officers to be  indemnified by  establishing  such right as a contract right
pursuant  to  which  the  person  entitled  thereto  may  bring  suit  as if the
indemnification  provisions of the By-Laws were set forth in a separate  written
contract between the Corporation and the director or officer.

Item 7.  Exemption from Registration Claimed.

                  Not applicable.

Item 8.  Exhibits.

Exhibit
Number            Description of Documents

5                 Opinion of White & Case LLP, counsel to the Corporation, dated
                  May 31, 2000, with respect to the legality of the Common Stock
                  being registered.

23.1              Consent of Arthur Andersen LLP.

23.2              Consent  of White & Case LLP  (included  in  Exhibit  5 to the
                  Registration Statement).

24                Power of Attorney of certain officers and directors.

Item 9.  Undertakings.

                  The undersigned Registrant hereby undertakes:

                  (1) to file,  during any  period in which  offers or sales are
         being made, a post-effective amendment or prospectus supplement to this
         registration statement:

                           (i) to include  any  prospectus  required  by Section
                  10(a)(3) of the Securities Act of 1933;

                           (ii) to reflect in the prospectus any facts or events
                  arising after the effective date of the registration statement
                  (or the most recent  post-effective  amendment thereof) which,
                  individually  or in the  aggregate,  represent  a  fundamental
                  change  in the  information  set  forth  in  the  registration
                  statement.  Notwithstanding  the  foregoing,  any  increase or
                  decrease in volume of securities  offered (if the total dollar
                  value of  securities  offered  would not exceed that which was
                  registered)  and any deviation from the low or high end of the
                  estimated  maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20% change in the maximum  aggregate
                  offering price set forth in the  "Calculation  of Registration
                  Fee" table in the effective registration statement; and

                           (iii)  to  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in the  registration  statement or any material change to such
                  information in the registration statement;

provided,  however,  that  paragraphs  (1)(i)  and  (1)(ii)  do not apply if the
information  required  to be  included in a  post-effective  amendment  by those
paragraphs  is  contained  in periodic  reports  filed with or  furnished to the
Commission  by the  Registrant  pursuant  to Section 13 or Section  15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement;

                  (2) that, for the purpose of determining  any liability  under
         the Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new  registration  statement  relating to the securities
         offered therein, and the offering of such securities at that time shall
         be deemed to be the initial bona fide offering thereof;

                  (3) to remove from  registration by means of a  post-effective
         amendment any of the securities being registered which remain unsold at
         the termination of the offering; and

                  (4) that, for purposes of determining  any liability under the
         Securities  Act of 1933,  each  filing of  Registrant's  annual  report
         pursuant to Section  13(a) or 15(d) of the  Securities  Exchange Act of
         1934 that is incorporated by reference in this  registration  statement
         shall be  deemed to be a new  registration  statement  relating  to the
         securities offered therein, and the offering of such securities at that
         time shall be deemed to be the initial bona fide offering thereof.

                  (5)  to  respond  to   requests   for   information   that  is
         incorporated  by  reference  into the  prospectus  pursuant to Items 4,
         10(b),  11, or 13 of this Form,  within one  business day of receipt of
         such  request,  and to send the  incorporated  documents by first class
         mail or other equally prompt means. This includes information contained
         in documents filed subsequent to the effective date of the registration
         statement through the date of responding to the request.

                  (6) to  supply  by means  of a  post-effective  amendment  all
         information  concerning a  transaction,  and the company being acquired
         involved  therein,  that was not the  subject  of and  included  in the
         registration statement when it became effective.

                  (7) that  prior to any  public  reoffering  of the  securities
         registered  hereunder  through use of a  prospectus  which is a part of
         this registration statement, by any person or party who is deemed to be
         an underwriter within the meaning of Rule 145(c), the issuer undertakes
         that such reoffering prospectus will contain the information called for
         by the  applicable  registration  form with respect to  reofferings  by
         persons who may be deemed underwriters,  in addition to the information
         called for by the other Items of the applicable form.

                  (8)  that  every  prospectus  (i) that is  filed  pursuant  to
         paragraph (7) immediately preceding,  or (ii) that purports to meet the
         requirements  of Section  10(a)(3) of the Securities Act of 1933 and is
         used in connection with an offering of securities  subject to Rule 415,
         will be filed as a part of an amendment to the  registration  statement
         and will not be used until such  amendment is effective,  and that, for
         purposes of determining any liability under the Securities Act of 1933,
         each  such  post-effective  amendment  shall  be  deemed  to  be a  new
         registration  statement relating to the securities offered therein, and
         the offering of such  securities at that time shall be deemed to be the
         initial bona fide offering thereof.

                  Insofar as indemnification  for liabilities  arising under the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the Registrant  pursuant to the foregoing  provisions,  or otherwise,
the  Registrant  has been  advised  that in the opinion of the  Commission  such
indemnification  is against  public policy as expressed in the Securities Act of
1933  and  is,  therefore,   unenforceable.  In  the  event  that  a  claim  for
indemnification  against  such  liabilities  (other  than  the  payment  by  the
Registrant of expenses  incurred or paid by a director,  officer or  controlling
person of the  Registrant  in the  successful  defense  of any  action,  suit or
proceeding)  is  asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against  public policy as expressed in the  Securities
Act of 1933 and will be governed by the final adjudication of such issue.
SIGNATURES

                  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 City of Denver,  State of Colorado,  on the 31st day of May,
2000.

                                        NEWMONT MINING CORPORATION

                                        By   /s/ Timothy J. Schmitt
                                          --------------------------------------
                                          Timothy J. Schmitt
                                          Vice President and Secretary

                  Pursuant to the  requirements  of the  Securities Act of 1933,
this  registration  statement  has been signed by the  following  persons in the
capacities and on the dates indicated.

Signature                      Title                                Date

       *
-----------------
Vincent A. Calarco             Director                             May 31, 2000

       *
-----------------
Ronald C. Cambre               Chairman and Chief                   May 31, 2000
                               Executive Officer and Director
                               (Principal Executive Officer)

       *
-----------------
James T. Curry, Jr.            Director                             May 31, 2000

       *
-----------------
Joseph P. Flannery             Director                             May 31, 2000

       *
-----------------
Leo I. Higdon, Jr.             Director                             May 31, 2000

       *
-----------------
Robert J. Miller               Director                             May 31, 2000

       *
-----------------
Wayne W. Murdy                 President and Director               May 31, 2000

       *
-----------------
Robin A. Plumbridge            Director                             May 31, 2000

       *
-----------------
Robert H. Quenon               Director                             May 31, 2000

       *
-----------------
Moeen A. Qureshi               Director                             May 31, 2000

       *
-----------------
Michael K. Reilly              Director                             May 31, 2000

       *
-----------------
James V. Taranik               Director                             May 31, 2000

       *
-----------------
William I.M. Turner, Jr.       Director                             May 31, 2000

       *
-----------------
Bruce D. Hansen                Senior Vice President and            May 31, 2000
                               Chief Financial Officer
                               (Principal Financial Officer)

       *
-----------------
Linda K. Wheeler               Vice President and Controller        May 31, 2000
                               (Principal Accounting Officer)

     *By  /s/ Timothy J. Schmitt
        ---------------------------
        Timothy J. Schmitt as
        Attorney-in-fact
EXHIBIT INDEX

Exhibit No.

5                   Opinion  of White & Case LLP,  counsel  to the  Corporation,
                    dated May 31,  2000,  with  respect to the  legality  of the
                    Common Stock being registered.

23.1                Consent of Arthur Andersen LLP.

23.2                Consent  of White & Case LLP  (included  in Exhibit 5 to the
                    Registration Statement).

24                  Power of Attorney of certain officers and directors.