As filed with the Securities and Exchange Commission on March 31, 2000
                         Registration No. 333-__________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    Form S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                              AVID TECHNOLOGY, INC.
               (Exact name of issuer as specified in its charter)


                     Delaware                          04-2977748
         (State or other jurisdiction of            (I.R.S. Employer
         incorporation or organization)          Identification Number)


         Avid Technology Park, One Park West, Tewksbury, MA       01876
            (Address of Principal Executive Offices)         (Zip Code)

                             1999 STOCK OPTION PLAN
                            (Full title of the Plan)


                               William L. Flaherty
                         Acting Chief Executive Officer

                              Avid Technology, Inc.
                       Avid Technology Park, One Park West

                               Tewksbury, MA 01876
                     (Name and address of agent for service)

                                 (978) 640-6789

          (Telephone number, including area code, of agent for service)
<TABLE>
<CAPTION>
===================================================================================================================================
                                                         Proposed maximum              Proposed maximum            Amount of
     Title of securities           Amount to               offering price              Aggregate offering         registration
      to be registered           be Registered                per share                      price                     fee
------------------------------------------------------------------------------------------------------------------------------------
<S>                              <C>                        <C>                           <C>                     <C>
Common Stock, $.01 par value     1,000,000 shares           $20.90625 (1)                 $20,906,250             $5,520
====================================================================================================================================
</TABLE>

(1)   Estimated solely for the purpose of calculating the registration  fee, and
      based upon the  average of the high and low prices of the Common  Stock on
      the Nasdaq  National  Market on March 28, 2000 in  accordance  with Rules
      457(c) and 457(h) of the Securities Act of 1933, as amended.


                                       1
<PAGE>






                     STATEMENT OF INCORPORATION BY REFERENCE

         This  Registration  Statement on Form S-8 incorporates by reference the
contents of the Registration Statement on Form S-8 (File No. 333-94167) filed by
the  Registrant  on January 6, 2000,  relating  to the  Registrant's  1999 Stock
Option Plan.



                                       2
<PAGE>




                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  Act, 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 Tewksbury, Commonwealth of Massachusetts, on the 15th
day of March, 2000.

                                        AVID TECHNOLOGY, INC.


                                        By: /s/ William L. Flaherty
                                            ---------------------------
                                            William L. Flaherty
                                            Acting Chief Executive Officer



                                       3
<PAGE>


                                POWER OF ATTORNEY

         We, the undersigned  officers and directors of Avid  Technology,  Inc.,
hereby severally  constitute William L. Flaherty and Ethan E. Jacks, and each of
them singly,  our true and lawful attorneys with full power to them, and each of
them singly, to sign for us and in our names in the capacities  indicated below,
the Registration Statement on Form S-8 filed herewith and any and all subsequent
amendments to said Registration  Statement,  and generally to do all such things
in our names and behalf in our  capacities  as officers and  directors to enable
Avid  Technology,  Inc. to comply with all  requirements  of the  Securities and
Exchange Commission,  hereby ratifying and confirming our signatures as they may
be signed by said attorneys,  or any of them, to said Registration Statement and
any and all amendments thereto.

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


Signature                 Title                                 Date
---------                 -----                                 ----

/s/ William L. Flaherty   Acting Chief Executive Officer        March 15, 2000
-----------------------   (Principal Executive Officer),
William L. Flaherty       Senior Vice President of Finance
                          and Chief Financial Officer
                          (Principal Financial Officer)

/s/ Charles T. Brumback   Director                              March 13, 2000
-----------------------
Charles T. Brumback

/s/ Peter C. Gotcher      Director                              March 13, 2000
-----------------------
Peter C. Gotcher

/s/ Robert M. Halperin    Director                              March 14, 2000
-----------------------
Robert M. Halperin

/s/ Nancy Hawthorne       Director                              March 25, 2000
-----------------------
Nancy Hawthorne

/s/ Roger J. Heinen, Jr.  Director                              March 17, 2000
-----------------------
Roger J. Heinen, Jr.

/s/ William J. Warner     Director                              March 22, 2000
-----------------------
William J. Warner


                                       4
<PAGE>



                                  Exhibit Index

Exhibit
Number          Description
-------         -----------

 4.1 (1)  Third  Amended  and  Restated  Certificate  of  Incorporation  of  the
          Registrant.
 4.2 (2)  Amended and Restated By-Laws of the Registrant.
 4.3 (3)  Certificate of Designation  establishing Series A Junior Participating
          Preferred Stock and Certificate of Correction.
 4.4 (4)  Rights Agreement, dated as of February 29, 1996 between the Registrant
          and BankBoston, as Rights Agent.
 5        Opinion of Hale and Dorr LLP.
23.1      Consent of PricewaterhouseCoopers LLP.
23.2      Consent of Hale and Dorr LLP (included in Exhibit 5).
24        Power of Attorney (included on the signature page of this Registration
          Statement).
---------------------

(1)       Incorporated herein by  reference from Exhibits 3.1  and  3.2  to  the
          Registrant's Quarterly Report on Form 10-Q for the period ended March
          31, 1995.
(2)       Incorporated  herein by  eference from the  Registrant's  Registration
          Statement on Form S-1 (File No. 33-57796) as declared effective by the
          Commission on March 11, 1993.
(3)       Incorporated  herein by reference from Exhibits  3.4  and  3.5  to the
          Registrant's Annual Report on Form 10-K for the  year ended  December
          31, 1995 as filed with the Commission on April 1, 1996.

(4)       Incorporated herein by reference from the Registrant's Current Report
          on Form 8-K, as filed with the Commission on March 8, 1996.


                                       5
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 8092}]
{"company-data": {"conformed-name": "AVID TECHNOLOGY INC", "cik": "0000896841", "assigned-sic": "3861", "irs-number": "042977748", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-33674", "film-number": "589940"}, "business-address": {"street1": "METROPOLITAN TECHNOLOGY PARK", "street2": "ONE PARK WEST", "city": "TEWKSBURY", "state": "MA", "zip": "01876", "phone": "9786406789"}}
As filed with the Securities and Exchange Commission on March 31, 2000
                         Registration No. 333-__________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    Form S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                              AVID TECHNOLOGY, INC.
               (Exact name of issuer as specified in its charter)

                     Delaware                          04-2977748
         (State or other jurisdiction of            (I.R.S. Employer
         incorporation or organization)          Identification Number)

         Avid Technology Park, One Park West, Tewksbury, MA       01876
            (Address of Principal Executive Offices)         (Zip Code)

                             1999 STOCK OPTION PLAN
                            (Full title of the Plan)

                               William L. Flaherty
                         Acting Chief Executive Officer

                              Avid Technology, Inc.
                       Avid Technology Park, One Park West

                               Tewksbury, MA 01876
                     (Name and address of agent for service)

                                 (978) 640-6789

          (Telephone number, including area code, of agent for service)
===================================================================================================================================
                                                         Proposed maximum              Proposed maximum            Amount of
     Title of securities           Amount to               offering price              Aggregate offering         registration
      to be registered           be Registered                per share                      price                     fee
------------------------------------------------------------------------------------------------------------------------------------
Common Stock, $.01 par value     1,000,000 shares           $20.90625 (1)                 $20,906,250             $5,520
====================================================================================================================================
(1)   Estimated solely for the purpose of calculating the registration  fee, and
      based upon the  average of the high and low prices of the Common  Stock on
      the Nasdaq  National  Market on March 28, 2000 in  accordance  with Rules
      457(c) and 457(h) of the Securities Act of 1933, as amended.

                                       1
STATEMENT OF INCORPORATION BY REFERENCE

         This  Registration  Statement on Form S-8 incorporates by reference the
contents of the Registration Statement on Form S-8 (File No. 333-94167) filed by
the  Registrant  on January 6, 2000,  relating  to the  Registrant's  1999 Stock
Option Plan.

                                       2
SIGNATURES

         Pursuant to the  requirements  of the  Securities  Act, 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 Tewksbury, Commonwealth of Massachusetts, on the 15th
day of March, 2000.

                                        AVID TECHNOLOGY, INC.

                                        By: /s/ William L. Flaherty
                                            ---------------------------
                                            William L. Flaherty
                                            Acting Chief Executive Officer

                                       3
POWER OF ATTORNEY

         We, the undersigned  officers and directors of Avid  Technology,  Inc.,
hereby severally  constitute William L. Flaherty and Ethan E. Jacks, and each of
them singly,  our true and lawful attorneys with full power to them, and each of
them singly, to sign for us and in our names in the capacities  indicated below,
the Registration Statement on Form S-8 filed herewith and any and all subsequent
amendments to said Registration  Statement,  and generally to do all such things
in our names and behalf in our  capacities  as officers and  directors to enable
Avid  Technology,  Inc. to comply with all  requirements  of the  Securities and
Exchange Commission,  hereby ratifying and confirming our signatures as they may
be signed by said attorneys,  or any of them, to said Registration Statement and
any and all amendments thereto.

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

Signature                 Title                                 Date
---------                 -----                                 ----

/s/ William L. Flaherty   Acting Chief Executive Officer        March 15, 2000
-----------------------   (Principal Executive Officer),
William L. Flaherty       Senior Vice President of Finance
                          and Chief Financial Officer
                          (Principal Financial Officer)

/s/ Charles T. Brumback   Director                              March 13, 2000
-----------------------
Charles T. Brumback

/s/ Peter C. Gotcher      Director                              March 13, 2000
-----------------------
Peter C. Gotcher

/s/ Robert M. Halperin    Director                              March 14, 2000
-----------------------
Robert M. Halperin

/s/ Nancy Hawthorne       Director                              March 25, 2000
-----------------------
Nancy Hawthorne

/s/ Roger J. Heinen, Jr.  Director                              March 17, 2000
-----------------------
Roger J. Heinen, Jr.

/s/ William J. Warner     Director                              March 22, 2000
-----------------------
William J. Warner

                                       4
Exhibit Index

Exhibit
Number          Description
-------         -----------

 4.1 (1)  Third  Amended  and  Restated  Certificate  of  Incorporation  of  the
          Registrant.
 4.2 (2)  Amended and Restated By-Laws of the Registrant.
 4.3 (3)  Certificate of Designation  establishing Series A Junior Participating
          Preferred Stock and Certificate of Correction.
 4.4 (4)  Rights Agreement, dated as of February 29, 1996 between the Registrant
          and BankBoston, as Rights Agent.
 5        Opinion of Hale and Dorr LLP.
23.1      Consent of PricewaterhouseCoopers LLP.
23.2      Consent of Hale and Dorr LLP (included in Exhibit 5).
24        Power of Attorney (included on the signature page of this Registration
          Statement).
---------------------

(1)       Incorporated herein by  reference from Exhibits 3.1  and  3.2  to  the
          Registrant's Quarterly Report on Form 10-Q for the period ended March
          31, 1995.
(2)       Incorporated  herein by  eference from the  Registrant's  Registration
          Statement on Form S-1 (File No. 33-57796) as declared effective by the
          Commission on March 11, 1993.
(3)       Incorporated  herein by reference from Exhibits  3.4  and  3.5  to the
          Registrant's Annual Report on Form 10-K for the  year ended  December
          31, 1995 as filed with the Commission on April 1, 1996.

(4)       Incorporated herein by reference from the Registrant's Current Report
          on Form 8-K, as filed with the Commission on March 8, 1996.

                                       5