<PAGE>   1

     As filed with the Securities and Exchange Commission on April 12, 2001
                                                     Registration No. 333-______
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    --------

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

                               UTi WORLDWIDE INC.
             (Exact Name of Registrant as Specified in Its Charter)

    BRITISH VIRGIN ISLANDS                            INAPPLICABLE
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

      9 COLUMBUS CENTRE                                INAPPLICABLE
        PELICAN DRIVE                                   (Zip Code)
          ROAD TOWN
           TORTOLA
    BRITISH VIRGIN ISLANDS
   (Address of Registrant's
      Registered Offices)

                               UTi WORLDWIDE INC.
                             2000 STOCK OPTION PLAN
                            (Full Title of the Plan)

                              CT Corporation System
                                111 Eighth Avenue
                               New York, NY 10011
                     (Name and Address of Agent For Service)

                                 (212) 894-8940
          (Telephone Number, Including Area Code, of Agent for Service)

                 Please address a copy of all communications to:
                             Stephen D. Cooke, Esq.
                      Paul, Hastings, Janofsky & Walker LLP
                        695 Town Center Drive, 17th Floor
                        Costa Mesa, California 92626-1924
                            Telephone: (714) 668-6200

                         CALCULATION OF REGISTRATION FEE
================================================================================
<TABLE>
<CAPTION>
                                       Proposed
                                        Maximum
  Title of                             Offering         Maximum         Amount of
Securities to        Amount to be      Price Per       Aggregate      Registration
be Registered        Registered(1)     Share(2)      Offering Price       Fee
-------------        -------------     ---------     --------------   ------------
<S>                <C>                 <C>           <C>              <C>
Ordinary
Shares, No Par
Value Per
Share              2,359,109 shares      $16.15      $38,099,610.35    $9,525.00
</TABLE>
================================================================================

----------

(1) Represents Ordinary Shares issuable under the UTi Worldwide Inc. 2000 Stock
Option Plan (the "Plan"). The maximum number of shares which may be issued under
the Plan is subject to adjustment in accordance with certain anti-dilution and
other provisions of the Plan. Accordingly, pursuant to Rule 416 under the
Securities Act of 1933, as amended, this registration statement includes, in
addition to the number of shares stated above, an indeterminate number of shares
which may be subject to grant or otherwise issuable after the operation of any
such anti-dilution and other provisions.

(2) Calculated pursuant to Rules 457(c) and 457(h)(1), based on the average of
the bid and asked sale prices ($16.15 per share) of the Ordinary Shares of the
Registrant on The Nasdaq Stock Market on April 9, 2001.



<PAGE>   2

ITEM 1. PLAN INFORMATION*

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION*

        *Information required by Part I to be contained in the Section 10(a)
        prospectus is omitted from the Registration Statement in accordance with
        Rule 428(a)(1) under the Securities Act of 1933 and the Note to Part I
        of Form S-8.

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

                The following documents are hereby incorporated into this
Registration Statement and made a part hereof by this reference:

        (a)     The prospectus of UTi Worldwide Inc. (the "Company") pursuant to
                Rule 424(b) of the Securities Act of 1933, as amended (the
                "Securities Act"), filed with the Securities and Exchange
                Commission (the "Commission") on November 3, 2000;

        (b)     The Registrant's Report of Foreign Private Issuer for the month
                of April 2001 on Form 6-K dated April 4, 2001, filed with the
                Commission by the Company on April 10, 2001;

        (c)     All other reports filed pursuant to Section 13(a) or 15(d) of
                the Securities Exchange Act of 1934, as amended (the "Exchange
                Act") since the end of the fiscal year covered by the document
                referred to in (a) above; and

        (d)     The description of the ordinary shares contained in the
                Company's registration statement on Form 8-A filed with the
                Commission on October 31, 2000 under Section 12 of the Exchange
                Act, including any amendment or report filed for the purpose of
                updating such description.

                In addition, all documents filed by the Company with the
Commission 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 into this
Registration Statement and to be a part hereof from the date of filing of such
documents with the Commission.

ITEM 4. DESCRIPTION OF SECURITIES

                Not applicable

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

                Not applicable

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

                Under British Virgin Islands law, each of the Company's
directors and officers, in performing his or her functions, is required to act
honestly and in good faith with a view to our interests and exercise the care,
diligence and skill that a reasonably prudent person would exercise in
comparable circumstances. The Company's Amended and Restated Articles of
Association provide that, to the fullest extent permitted by British Virgin
Islands law or any other applicable laws, the Company's directors will not be
personally liable to the Company or its shareholders for any acts or omissions
in the performance of their duties. Such limitation of liability does not affect
the availability of equitable remedies such as injunctive relief or rescission.
These provisions will not limit the liability of directors under United States
federal securities laws.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

                Not applicable



<PAGE>   3

ITEM 8. EXHIBITS

                The exhibits filed as part of this Registration Statement are as
follows:

<TABLE>
<CAPTION>
     Exhibit
     Number                  Description of Exhibit
     -------                 ----------------------
     <S>          <C>
        4         UTi Worldwide Inc. 2000 Stock Option Plan*

        5         Opinion of Harney Westwood & Riegels as to the legality of the
                  Securities being registered

        23.1      Consent of Deloitte & Touche

        23.2      Consent of Harney Westwood & Riegels (included in the opinion
                  filed as Exhibit 5)

        24        Power of Attorney authorizing Roger I. MacFarlane and Lawrence
                  R. Samuels to sign amendments to this Registration Statement on
                  behalf of officers and directors of the Registrant (contained on
                  Signature Page of Registration Statement)
</TABLE>

----------

* Incorporated by reference to Exhibit 10.2 to the Company's Registration
Statement on Form F-1 (No. 333-47616).

ITEM 9. UNDERTAKINGS

(1) The Company hereby undertakes:

        (a)     To file, during any period in which offers or sales are being
                made, a post-effective amendment to this Registration Statement:

                (i)     To include any prospectus required by Section 10(a)(3)
                        of the Securities Act of 1933, as amended;

                (ii)    To reflect in the prospectus any facts or events arising
                        after the effective date of this 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 this
                        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 a
                        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;

                (iii)   To include any material information with respect to the
                        plan of distribution not previously disclosed in this
                        Registration Statement or any material change to such
                        information in this Registration Statement;

                        provided, however, that the undertakings set forth in
                        paragraphs (1)(a)(i) and (1)(a)(ii) above 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 Company pursuant to Section 13 or
                        Section 15(d) of the Exchange Act that are incorporated
                        by reference in this Registration Statement.

        (b)     That, for the purpose of determining any liability under the
                Securities Act of 1933, each post-effective amendment to 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.

        (c)     To remove from registration by means of a post-effective
                amendment any of the securities being registered that remain
                unsold at the termination of the offering.

(2) The Company hereby undertakes that, for purposes of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Exchange Act 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.



<PAGE>   4

(3) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised that in the opinion of the Commission such indemnification is against
public policy as expressed in the Securities Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Company of expenses incurred or paid
by a director, officer or controlling person of the Company 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
Company 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 and will be governed by the final adjudication
of such issue.



<PAGE>   5

                                   SIGNATURES

                Pursuant to the requirements of the Securities Act of 1933, as
amended, the Company 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 Rancho Dominguez, State of California, on this
12th day of April, 2001

                                       UTi WORLDWIDE INC.


                                       By:  /s/ Roger I. MacFarlane
                                            ------------------------------------
                                            ROGER I. MACFARLANE
                                            CHIEF EXECUTIVE OFFICER

                                POWER OF ATTORNEY

                KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Roger I. MacFarlane and Lawrence R.
Samuels, jointly and severally, his or her attorneys-in-fact, each with power of
substitution for him or her in any and all capacities, to sign any amendments to
this Registration Statement, and to file the same, with the exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange
Commission hereby ratifying and confirming all that each of said
attorneys-in-fact, or his substitute or substitutes, may do or cause to be done
by virtue hereof.

                Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed below by the following
persons in the capacities and on the date indicated.

<TABLE>
<CAPTION>
       Signature                                 Title                               Date
       ---------                                 -----                               ----
<S>                                <C>                                           <C>
  /s/ Roger I. MacFarlane          Chief Executive Officer and Director          April 12, 2001
----------------------------       (Principal Executive Officer and U.S.
    Roger I. MacFarlane            Authorized Representative)


   /s/ Peter Thorrington           President, Chief Operating Officer and        April 12, 2001
----------------------------       Director
     Peter Thorrington


   /s/ Matthys J. Wessels          Chairman of the Board of Directors, Chief     April 12, 2001
----------------------------       Executive Officer African Region and
     Matthys J. Wessels            Director


    /s/ Alan C. Draper             Executive Vice President, President-Asia      April 12, 2001
----------------------------       Pacific Region and Director
      Alan C. Draper


  /s/ Lawrence R. Samuels          Senior Vice President-Finance, Chief          April 12, 2001
----------------------------       Financial Officer and Secretary (Principal
    Lawrence R. Samuels            Financial and Accounting Officer)


   /s/ J. Simon Stubbings          Director                                      April 12, 2001
----------------------------
     J. Simon Stubbings


----------------------------       Director                                      April __, 2001
    Allan M. Rosenzweig


----------------------------       Director                                      April __, 2001
      Leon J. Level
</TABLE>



<PAGE>   6

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit
Number                Description of Exhibit
------                ----------------------
<S>        <C>
4          UTi Worldwide Inc. 2000 Stock Option Plan*

5          Opinion of Harney Westwood & Riegels as to the legality of the
           securities being registered

23.1       Consent of Deloitte & Touche

23.2       Consent of Harney Westwood & Riegels (included in the opinion filed as
           Exhibit 5)

24         Power of Attorney authorizing Roger I. MacFarlane and Lawrence R.
           Samuels to sign amendments to this Registration Statement on behalf
           of officers and directors of the Registrant (contained on Signature
           Page of Registration Statement)
</TABLE>


* Incorporated by reference to Exhibit 10.2 to the Company's Registration
Statement on Form F-1 (No. 333-47616).
[{"type": "S-8", "sequence": "1", "filename": "a71560ors-8.txt", "description": "FORM S-8", "secsgml_size_bytes": 17333}]
{"company-data": {"conformed-name": "UTI WORLDWIDE INC", "cik": "0001124827", "assigned-sic": "4731", "irs-number": "000000000", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-58836", "film-number": "1601700"}, "business-address": {"street1": "C/O UNION TRANSPORT CORP", "street2": "19443 LAUREL PARK RD SUITE 107", "city": "RANCHO DOMINQUEZ", "state": "CA", "zip": "90220", "phone": "3106043311"}, "mail-address": {"street1": "C/O UNION TRANSPORT CORP", "street2": "19443 LAUREL PARK RD SUITE 107", "city": "RANCHO DOMINQUEZ", "state": "CA", "zip": "90220"}}
1

     As filed with the Securities and Exchange Commission on April 12, 2001
                                                     Registration No. 333-______
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    --------

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

                               UTi WORLDWIDE INC.
             (Exact Name of Registrant as Specified in Its Charter)

    BRITISH VIRGIN ISLANDS                            INAPPLICABLE
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

      9 COLUMBUS CENTRE                                INAPPLICABLE
        PELICAN DRIVE                                   (Zip Code)
          ROAD TOWN
           TORTOLA
    BRITISH VIRGIN ISLANDS
   (Address of Registrant's
      Registered Offices)

                               UTi WORLDWIDE INC.
                             2000 STOCK OPTION PLAN
                            (Full Title of the Plan)

                              CT Corporation System
                                111 Eighth Avenue
                               New York, NY 10011
                     (Name and Address of Agent For Service)

                                 (212) 894-8940
          (Telephone Number, Including Area Code, of Agent for Service)

                 Please address a copy of all communications to:
                             Stephen D. Cooke, Esq.
                      Paul, Hastings, Janofsky & Walker LLP
                        695 Town Center Drive, 17th Floor
                        Costa Mesa, California 92626-1924
                            Telephone: (714) 668-6200

                         CALCULATION OF REGISTRATION FEE
================================================================================
Proposed
                                        Maximum
  Title of                             Offering         Maximum         Amount of
Securities to        Amount to be      Price Per       Aggregate      Registration
be Registered        Registered(1)     Share(2)      Offering Price       Fee
-------------        -------------     ---------     --------------   ------------
Ordinary
Shares, No Par
Value Per
Share              2,359,109 shares      $16.15      $38,099,610.35    $9,525.00
================================================================================

----------

(1) Represents Ordinary Shares issuable under the UTi Worldwide Inc. 2000 Stock
Option Plan (the "Plan"). The maximum number of shares which may be issued under
the Plan is subject to adjustment in accordance with certain anti-dilution and
other provisions of the Plan. Accordingly, pursuant to Rule 416 under the
Securities Act of 1933, as amended, this registration statement includes, in
addition to the number of shares stated above, an indeterminate number of shares
which may be subject to grant or otherwise issuable after the operation of any
such anti-dilution and other provisions.

(2) Calculated pursuant to Rules 457(c) and 457(h)(1), based on the average of
the bid and asked sale prices ($16.15 per share) of the Ordinary Shares of the
Registrant on The Nasdaq Stock Market on April 9, 2001.
2

ITEM 1. PLAN INFORMATION*

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION*

        *Information required by Part I to be contained in the Section 10(a)
        prospectus is omitted from the Registration Statement in accordance with
        Rule 428(a)(1) under the Securities Act of 1933 and the Note to Part I
        of Form S-8.

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE

                The following documents are hereby incorporated into this
Registration Statement and made a part hereof by this reference:

        (a)     The prospectus of UTi Worldwide Inc. (the "Company") pursuant to
                Rule 424(b) of the Securities Act of 1933, as amended (the
                "Securities Act"), filed with the Securities and Exchange
                Commission (the "Commission") on November 3, 2000;

        (b)     The Registrant's Report of Foreign Private Issuer for the month
                of April 2001 on Form 6-K dated April 4, 2001, filed with the
                Commission by the Company on April 10, 2001;

        (c)     All other reports filed pursuant to Section 13(a) or 15(d) of
                the Securities Exchange Act of 1934, as amended (the "Exchange
                Act") since the end of the fiscal year covered by the document
                referred to in (a) above; and

        (d)     The description of the ordinary shares contained in the
                Company's registration statement on Form 8-A filed with the
                Commission on October 31, 2000 under Section 12 of the Exchange
                Act, including any amendment or report filed for the purpose of
                updating such description.

                In addition, all documents filed by the Company with the
Commission 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 into this
Registration Statement and to be a part hereof from the date of filing of such
documents with the Commission.

ITEM 4. DESCRIPTION OF SECURITIES

                Not applicable

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

                Not applicable

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

                Under British Virgin Islands law, each of the Company's
directors and officers, in performing his or her functions, is required to act
honestly and in good faith with a view to our interests and exercise the care,
diligence and skill that a reasonably prudent person would exercise in
comparable circumstances. The Company's Amended and Restated Articles of
Association provide that, to the fullest extent permitted by British Virgin
Islands law or any other applicable laws, the Company's directors will not be
personally liable to the Company or its shareholders for any acts or omissions
in the performance of their duties. Such limitation of liability does not affect
the availability of equitable remedies such as injunctive relief or rescission.
These provisions will not limit the liability of directors under United States
federal securities laws.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

                Not applicable
3

ITEM 8. EXHIBITS

                The exhibits filed as part of this Registration Statement are as
follows:
Exhibit
     Number                  Description of Exhibit
     -------                 ----------------------
4         UTi Worldwide Inc. 2000 Stock Option Plan*

        5         Opinion of Harney Westwood & Riegels as to the legality of the
                  Securities being registered

        23.1      Consent of Deloitte & Touche

        23.2      Consent of Harney Westwood & Riegels (included in the opinion
                  filed as Exhibit 5)

        24        Power of Attorney authorizing Roger I. MacFarlane and Lawrence
                  R. Samuels to sign amendments to this Registration Statement on
                  behalf of officers and directors of the Registrant (contained on
                  Signature Page of Registration Statement)
----------

* Incorporated by reference to Exhibit 10.2 to the Company's Registration
Statement on Form F-1 (No. 333-47616).

ITEM 9. UNDERTAKINGS

(1) The Company hereby undertakes:

        (a)     To file, during any period in which offers or sales are being
                made, a post-effective amendment to this Registration Statement:

                (i)     To include any prospectus required by Section 10(a)(3)
                        of the Securities Act of 1933, as amended;

                (ii)    To reflect in the prospectus any facts or events arising
                        after the effective date of this 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 this
                        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 a
                        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;

                (iii)   To include any material information with respect to the
                        plan of distribution not previously disclosed in this
                        Registration Statement or any material change to such
                        information in this Registration Statement;

                        provided, however, that the undertakings set forth in
                        paragraphs (1)(a)(i) and (1)(a)(ii) above 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 Company pursuant to Section 13 or
                        Section 15(d) of the Exchange Act that are incorporated
                        by reference in this Registration Statement.

        (b)     That, for the purpose of determining any liability under the
                Securities Act of 1933, each post-effective amendment to 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.

        (c)     To remove from registration by means of a post-effective
                amendment any of the securities being registered that remain
                unsold at the termination of the offering.

(2) The Company hereby undertakes that, for purposes of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Exchange Act 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.
4

(3) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Company pursuant to the foregoing provisions, or otherwise, the Company has been
advised that in the opinion of the Commission such indemnification is against
public policy as expressed in the Securities Act and is, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Company of expenses incurred or paid
by a director, officer or controlling person of the Company 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
Company 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 and will be governed by the final adjudication
of such issue.
5

                                   SIGNATURES

                Pursuant to the requirements of the Securities Act of 1933, as
amended, the Company 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 Rancho Dominguez, State of California, on this
12th day of April, 2001

                                       UTi WORLDWIDE INC.

                                       By:  /s/ Roger I. MacFarlane
                                            ------------------------------------
                                            ROGER I. MACFARLANE
                                            CHIEF EXECUTIVE OFFICER

                                POWER OF ATTORNEY

                KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Roger I. MacFarlane and Lawrence R.
Samuels, jointly and severally, his or her attorneys-in-fact, each with power of
substitution for him or her in any and all capacities, to sign any amendments to
this Registration Statement, and to file the same, with the exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange
Commission hereby ratifying and confirming all that each of said
attorneys-in-fact, or his substitute or substitutes, may do or cause to be done
by virtue hereof.

                Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed below by the following
persons in the capacities and on the date indicated.
Signature                                 Title                               Date
       ---------                                 -----                               ----
/s/ Roger I. MacFarlane          Chief Executive Officer and Director          April 12, 2001
----------------------------       (Principal Executive Officer and U.S.
    Roger I. MacFarlane            Authorized Representative)

   /s/ Peter Thorrington           President, Chief Operating Officer and        April 12, 2001
----------------------------       Director
     Peter Thorrington

   /s/ Matthys J. Wessels          Chairman of the Board of Directors, Chief     April 12, 2001
----------------------------       Executive Officer African Region and
     Matthys J. Wessels            Director

    /s/ Alan C. Draper             Executive Vice President, President-Asia      April 12, 2001
----------------------------       Pacific Region and Director
      Alan C. Draper

  /s/ Lawrence R. Samuels          Senior Vice President-Finance, Chief          April 12, 2001
----------------------------       Financial Officer and Secretary (Principal
    Lawrence R. Samuels            Financial and Accounting Officer)

   /s/ J. Simon Stubbings          Director                                      April 12, 2001
----------------------------
     J. Simon Stubbings

----------------------------       Director                                      April __, 2001
    Allan M. Rosenzweig

----------------------------       Director                                      April __, 2001
      Leon J. Level
6

                                  EXHIBIT INDEX
Exhibit
Number                Description of Exhibit
------                ----------------------
4          UTi Worldwide Inc. 2000 Stock Option Plan*

5          Opinion of Harney Westwood & Riegels as to the legality of the
           securities being registered

23.1       Consent of Deloitte & Touche

23.2       Consent of Harney Westwood & Riegels (included in the opinion filed as
           Exhibit 5)

24         Power of Attorney authorizing Roger I. MacFarlane and Lawrence R.
           Samuels to sign amendments to this Registration Statement on behalf
           of officers and directors of the Registrant (contained on Signature
           Page of Registration Statement)
* Incorporated by reference to Exhibit 10.2 to the Company's Registration
Statement on Form F-1 (No. 333-47616).