As filed with the Securities and Exchange Commission on June 28, 2001
                                  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)


                                 David A. Krall
                      President and 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,       1,000,000        $12.92 (1)         $12,920,000         $3,230
   $.01 par value       shares
=========================================================================================
</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 June 25, 2001 in accordance with Rules 457(c) and
    457(h) of the Securities Act of 1933, as amended.

<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.

<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 25th
day of June, 2001.

                                    AVID TECHNOLOGY, INC.


                                    By:   /s/ David A. Krall
                                          --------------------------------------
                                          David A. Krall
                                          President, Chief Executive Officer and
                                          Director

<PAGE>

                                POWER OF ATTORNEY

     We, the undersigned officers and directors of Avid Technology, Inc., hereby
severally  constitute  David A. Krall,  Ethan E. Jacks and Carol E. Kazmer,  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/ David A. Krall         President, Chief Executive Officer      June 25, 2001
-----------------------    and Director
David A. Krall             (Principal Executive Officer)

/s/ Paul  Milbury          Vice President, Chief Financial         June 22, 2001
-----------------------    Officer and Treasurer
Paul Milbury               (Principal Financial Officer)

/s/ Carol L. Reid          Vice President and Controller           June 21, 2001
-----------------------    (Principal Accounting Officer)
Carol L. Reid

/s/ Charles T. Brumback    Director                                June 20, 2001
-----------------------
Charles T. Brumback

                           Director
-----------------------
Robert M. Halperin

/s/ Nancy Hawthorne        Director                                June 19, 2001
-----------------------
Nancy Hawthorne

/s/ Pamela F. Lenehan      Director                                June 20, 2001
-----------------------
Pamela F. Lenehan

/s/ William J. Warner      Director                                June 22, 2001
-----------------------
William J. Warner

<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 reference 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.


<PAGE>

                                                                      Exhibit 5


                                Hale and Dorr LLP
                               Counsellors at Law
                  60 State Street, Boston, Massachusetts 02109
                         617-526-6000 * FAX 617-526-5000


                                 June 28, 2001


Avid Technology, Inc.
Avid Technology Park
One Park West
Tewksbury, MA 01876

  Re:   Registration Statement on Form S-8
        ----------------------------------

Ladies and Gentlemen:

        This opinion is furnished to you in connection with a Registration
Statement on Form S-8 (the "Registration Statement") filed with the Securities
and Exchange Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Securities Act"), for the registration of 1,000,000 shares of
Common Stock, $.01 par value per share (the "Shares"), of Avid Technology, Inc.,
a Delaware corporation (the "Company"), issuable under the Company's 1999 Stock
Option Plan (the "Plan").

        We have examined the Certificate of Incorporation and By-Laws of the
Company, each as amended and restated to date, and originals, or copies
certified to our satisfaction, of all pertinent records of the meetings of the
directors and stockholders of the Company, the Registration Statement and such
other documents relating to the Company as we have deemed material for the
purposes of this opinion.

        In examination of the foregoing documents, we have assumed the
genuineness of all signatures, the authenticity of all documents submitted to us
as originals, the conformity to original documents of all documents submitted to
us as copies, the authenticity of the originals of such latter documents and the
legal competence of all signatories to such documents.

        We express no opinion herein as to the laws of any state or jurisdiction
other than the state laws of the Commonwealth of Massachusetts, the Delaware
General Corporation Law statute and the federal laws of the United States of
America.

<PAGE>

        Based upon and subject to the foregoing, we are of the opinion that the
Shares have been duly authorized for issuance and the Shares, when issued and
paid for in accordance with the terms of the Plan, will be validly issued, fully
paid and nonassessable.

        It is understood that this opinion is to be used only in connection with
the offer and sale of the Shares while the Registration Statement is in effect.

        Please note that we are opining only as to the matters expressly set
forth herein, and no opinion should be inferred as to any other matters.

        We hereby consent to the filing of this opinion with the Commission as
an exhibit to the Registration Statement in accordance with the requirements of
Item 601(b)(5) of Regulation S-K under the Securities Act. In giving such
consent, we do not hereby admit that we are in the category of persons whose
consent is required under Section 7 of the Securities Act or the rules and
regulations of the Commission.

                                Very truly yours,

                                /s/ Hale and Dorr LLP

                                HALE AND DORR LLP


<PAGE>

                                                                   Exhibit 23.1



                       CONSENT OF INDEPENDENT ACCOUNTANTS

  We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated January 31, 2001 relating to the
financial statements and financial statement schedule, which appears in the
Annual Report on Form 10-K of Avid Technology, Inc. for the year ended December
31, 2000.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts
June 27, 2001

<PAGE>


                              AVID TECHNOLOGY, INC.
                              Avid Technology Park
                                  One Park West
                               Tewksbury, MA 01876
                         978-640-6789 * FAX 978-851-7216


                                 June 28, 2001


BY ELECTRONIC SUBMISSION

Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC 20549

      Re:   Avid Technology, Inc.
            1999 Stock Option Plan
            Registration Statement on Form S-8
            ----------------------------------

Ladies and Gentlemen:

      Submitted herewith for filing on behalf of Avid Technology, Inc. (the
"Company") is a Registration Statement on Form S-8 under the Securities Act of
1933, as amended, registering 1,000,000 shares of Common Stock issuable pursuant
to an amendment of the Company's 1999 Stock Option Plan.

      This filing is being effected by direct transmission to the Commission's
EDGAR System. On June 27, 2001, in anticipation of this filing, the Company
caused the aggregate filing fee of $3,230 to be wire transferred to the
Commission's account at the Mellon Bank in Pittsburgh.

      Please contact the undersigned at (978) 640-3420 with any questions you
may have regarding this filing.

                                          Very truly yours,

                                          /s/ Carol E. Kazmer

                                          Carol E. Kazmer
                                          Vice President, General Counsel and
                                          Assistant Secretary

Enclosures
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{"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": "333-64016", "film-number": "1669805"}, "business-address": {"street1": "METROPOLITAN TECHNOLOGY PARK", "street2": "ONE PARK WEST", "city": "TEWKSBURY", "state": "MA", "zip": "01876", "phone": "9786406789"}, "mail-address": {"street1": "METROPOLITAN TECHNOLOGY PARK", "street2": "ONE PARK WEST", "city": "TEWKSBURY", "state": "MA", "zip": "01876"}}
As filed with the Securities and Exchange Commission on June 28, 2001
                                  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)

                                 David A. Krall
                      President and 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,       1,000,000        $12.92 (1)         $12,920,000         $3,230
   $.01 par value       shares
=========================================================================================
(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 June 25, 2001 in accordance with Rules 457(c) and
    457(h) of the Securities Act of 1933, as amended.
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.
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 25th
day of June, 2001.

                                    AVID TECHNOLOGY, INC.

                                    By:   /s/ David A. Krall
                                          --------------------------------------
                                          David A. Krall
                                          President, Chief Executive Officer and
                                          Director
POWER OF ATTORNEY

     We, the undersigned officers and directors of Avid Technology, Inc., hereby
severally  constitute  David A. Krall,  Ethan E. Jacks and Carol E. Kazmer,  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/ David A. Krall         President, Chief Executive Officer      June 25, 2001
-----------------------    and Director
David A. Krall             (Principal Executive Officer)

/s/ Paul  Milbury          Vice President, Chief Financial         June 22, 2001
-----------------------    Officer and Treasurer
Paul Milbury               (Principal Financial Officer)

/s/ Carol L. Reid          Vice President and Controller           June 21, 2001
-----------------------    (Principal Accounting Officer)
Carol L. Reid

/s/ Charles T. Brumback    Director                                June 20, 2001
-----------------------
Charles T. Brumback

                           Director
-----------------------
Robert M. Halperin

/s/ Nancy Hawthorne        Director                                June 19, 2001
-----------------------
Nancy Hawthorne

/s/ Pamela F. Lenehan      Director                                June 20, 2001
-----------------------
Pamela F. Lenehan

/s/ William J. Warner      Director                                June 22, 2001
-----------------------
William J. Warner
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 reference 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.
Exhibit 5

                                Hale and Dorr LLP
                               Counsellors at Law
                  60 State Street, Boston, Massachusetts 02109
                         617-526-6000 * FAX 617-526-5000

                                 June 28, 2001

Avid Technology, Inc.
Avid Technology Park
One Park West
Tewksbury, MA 01876

  Re:   Registration Statement on Form S-8
        ----------------------------------

Ladies and Gentlemen:

        This opinion is furnished to you in connection with a Registration
Statement on Form S-8 (the "Registration Statement") filed with the Securities
and Exchange Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Securities Act"), for the registration of 1,000,000 shares of
Common Stock, $.01 par value per share (the "Shares"), of Avid Technology, Inc.,
a Delaware corporation (the "Company"), issuable under the Company's 1999 Stock
Option Plan (the "Plan").

        We have examined the Certificate of Incorporation and By-Laws of the
Company, each as amended and restated to date, and originals, or copies
certified to our satisfaction, of all pertinent records of the meetings of the
directors and stockholders of the Company, the Registration Statement and such
other documents relating to the Company as we have deemed material for the
purposes of this opinion.

        In examination of the foregoing documents, we have assumed the
genuineness of all signatures, the authenticity of all documents submitted to us
as originals, the conformity to original documents of all documents submitted to
us as copies, the authenticity of the originals of such latter documents and the
legal competence of all signatories to such documents.

        We express no opinion herein as to the laws of any state or jurisdiction
other than the state laws of the Commonwealth of Massachusetts, the Delaware
General Corporation Law statute and the federal laws of the United States of
America.
Based upon and subject to the foregoing, we are of the opinion that the
Shares have been duly authorized for issuance and the Shares, when issued and
paid for in accordance with the terms of the Plan, will be validly issued, fully
paid and nonassessable.

        It is understood that this opinion is to be used only in connection with
the offer and sale of the Shares while the Registration Statement is in effect.

        Please note that we are opining only as to the matters expressly set
forth herein, and no opinion should be inferred as to any other matters.

        We hereby consent to the filing of this opinion with the Commission as
an exhibit to the Registration Statement in accordance with the requirements of
Item 601(b)(5) of Regulation S-K under the Securities Act. In giving such
consent, we do not hereby admit that we are in the category of persons whose
consent is required under Section 7 of the Securities Act or the rules and
regulations of the Commission.

                                Very truly yours,

                                /s/ Hale and Dorr LLP

                                HALE AND DORR LLP
Exhibit 23.1

                       CONSENT OF INDEPENDENT ACCOUNTANTS

  We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated January 31, 2001 relating to the
financial statements and financial statement schedule, which appears in the
Annual Report on Form 10-K of Avid Technology, Inc. for the year ended December
31, 2000.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts
June 27, 2001
AVID TECHNOLOGY, INC.
                              Avid Technology Park
                                  One Park West
                               Tewksbury, MA 01876
                         978-640-6789 * FAX 978-851-7216

                                 June 28, 2001

BY ELECTRONIC SUBMISSION

Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC 20549

      Re:   Avid Technology, Inc.
            1999 Stock Option Plan
            Registration Statement on Form S-8
            ----------------------------------

Ladies and Gentlemen:

      Submitted herewith for filing on behalf of Avid Technology, Inc. (the
"Company") is a Registration Statement on Form S-8 under the Securities Act of
1933, as amended, registering 1,000,000 shares of Common Stock issuable pursuant
to an amendment of the Company's 1999 Stock Option Plan.

      This filing is being effected by direct transmission to the Commission's
EDGAR System. On June 27, 2001, in anticipation of this filing, the Company
caused the aggregate filing fee of $3,230 to be wire transferred to the
Commission's account at the Mellon Bank in Pittsburgh.

      Please contact the undersigned at (978) 640-3420 with any questions you
may have regarding this filing.

                                          Very truly yours,

                                          /s/ Carol E. Kazmer

                                          Carol E. Kazmer
                                          Vice President, General Counsel and
                                          Assistant Secretary

Enclosures