<PAGE>   1
 As Filed With the Securities and Exchange Commission, via the EDGAR system, on
                                 May __, 1996
                                        Registration No. 33-_____
- --------------------------------------------------------------------------------
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

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

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

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

                                ADVANTA CORP.
          --------------------------------------------------------
             (Exact name of issuer as specified in its charter)

            Delaware                                     23-1462070
    ------------------------               -------------------------------------
    (State of Incorporation)                (I.R.S. Employer Identification No.)

    Five Horsham Business Center, 300 Welsh Road, Horsham, PA        19044
    ----------------------------------------------------------       -----
             (Address of Principal Executive Offices)                (Zip Code)

                                ADVANTA CORP.
                               --------------
                        EMPLOYEE STOCK PURCHASE PLAN
                        ----------------------------
                          (Full title of the Plan)

                          Gene S. Schneyer, Esquire
                                Advanta Corp.
                        Five Horsham Business Center
                     300 Welsh Road. Horsham,  PA  19044
                               (215) 657-4000
- --------------------------------------------------------------------------------
          (Name, address and telephone number, including area code,
                            of agent for service)

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
===================================================================================================
Title of            Amount to be     Proposed Maximum        Proposed Maximum          Amount of
Securities to be    Registered(1)    Offering Price Per      Aggregate Offering        Registration
Registered                           Share (2)               Price (2)                 Fee
- ---------------------------------------------------------------------------------------------------
<S>                 <C>              <C>                     <C>                       <C>
Class B
Common Stock,
$.01 par
value.....          $150,000         $51.875                 $7,781,250                $2683
- ---------------------------------------------------------------------------------------------------
</TABLE>

(1)   Pursuant to Rule 416 under the Securities Act of 1933, this Registration
Statement also covers such additional shares as may hereinafter be offered or
issued to prevent dilution resulting from stock splits, stock dividends or
similar transactions effected without the receipt of consideration.

(2)   Determined in accordance with Rule 457(h) solely for the purpose of
calculating the Registration Fee, based upon the average of the high and low
prices of the Class B Common Stock as reported by the National Association of
Securities Dealers Automated Quotation ("NASDAQ") National Market System on
May 17, 1996.

         EXCEPT AS AMENDED AND SUPERSEDED HEREBY, THE CONTENTS OF THE
      REGISTRANT'S REGISTRATION STATEMENT NO. 33-47305, FILED APRIL 21, 1992,
       AND REGISTRATION STATEMENT NO. 33-54991, FILED AUGUST 10, 1994,
                    ARE INCORPORATED HEREIN BY REFERENCE.
<PAGE>   2
         PART II:  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 8.  EXHIBITS.

         4.1.    Restated Certificate of Incorporation of Registrant
                 (incorporated by reference to Exhibit 4.1 to Pre-Effective
                 Amendment No. 1 to the Registrant's Registration Statement on
                 Form S-3 (File No. 33-53475),  as amended by the Certificate
                 of Designations, Preferences, Rights and Limitations of the
                 Registrant's 6 3/4% Convertible Class B Preferred Stock,
                 Series 1995 (Stock Appreciation Income Linked Securities
                 (SAILS)) (incorporated by reference to Exhibit 4.3 to the
                 Registrant's Current Report on Form 8-K dated August 15, 1995,
                 filed the same date).

         5.      Opinion of Gene S. Schneyer, Esquire (filed herewith).

         15.     Not applicable.

         23.1.   Consent of Arthur Andersen LLP (filed herewith).

         23.2.   Consent of Gene S. Schneyer, Vice President, Secretary and
                 General Counsel (included in Exhibit 5).

         24.     Powers of Attorney (included on signature page).

         28.     Not applicable.

         99.     Not Applicable.


                                    EXPERTS

         The consolidated financial statements and schedules incorporated by
reference in this Registration Statement to the extent and for the periods
indicated in their reports have been audited by Arthur Andersen LLP,
independent public accountants, and are incorporated herein in reliance upon
the authority of said firm as experts in giving said reports.





                                      II-1
<PAGE>   3
                                   SIGNATURES


         Pursuant to the requirements of the Securities Act of l933, 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 Horsham Township, Montgomery County, Commonwealth of
Pennsylvania, on May 22, 1996.

                                  Advanta Corp.


                                  By: /s/ Richard A. Greenawalt              
                                      ---------------------------------------
                                         Richard A. Greenawalt, President, Chief
                                         Operating Officer and Director

         KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned does
hereby constitute and appoint Dennis Alter, Richard Greenawalt, Alex W. Hart,
William A. Rosoff, John J. Calamari, David D. Wesselink and Gene S. Schneyer,
or any of them (with full power to each of them to act alone), his or her true
and lawful attorney-in-fact and agent, with full power of substitution, for him
or her and on his or her behalf to sign, execute and file this Registration
Statement and any or all amendments (including, without limitation,
post-effective amendments and any amendment or amendments increasing the amount
of securities for which registration is being sought) to this Registration
Statement, with all exhibits and any and all documents required to be filed
with respect thereto, with the Securities and Exchange Commission or any
regulatory authority, granting unto such attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and
thing requisite and necessary to be done in and about the premises in order to
effectuate the same as fully to all intents and purposes as he or she might or
could do if personally present, hereby ratifying and confirming all that such
attorneys-in-fact and agents, or any of them, or their substitute or
substitutes, may lawfully do or cause to be done.

         Pursuant to the requirements of the Securities Act of l933, this
Registration Statement has been signed by the following persons on behalf of
the Registrant and in the capacities indicated on the 22nd day of May, 1996.

<TABLE>
<CAPTION>
Name                                                        Title
- ---------                                                   -----
<S>                                                         <C>
/s/ Dennis Alter                                            Chairman of the Board
- -------------------------------------------                                      
Dennis Alter


/s/ Alex W. Hart                                            Chief Executive Officer
- -------------------------------------------                 and Director           
Alex W. Hart                                                            


/s/ Richard A. Greenawalt                                   President, Chief Operating
- -------------------------------------------                 Officer and Director      
Richard A. Greenawalt                                                           


/s/ William A. Rosoff                                       Vice Chairman and Director
- -------------------------------------------                                           
William A. Rosoff


/s/ David D. Wesselink                                      Senior Vice President and
- -------------------------------------------                 Chief Financial Officer  
David D. Wesselink                                                                 
</TABLE>

                                      II-2
<PAGE>   4
<TABLE>
<CAPTION>
Name                                                        Title
- ---------                                                   -----
<S>                                                         <C>
/s/ John J. Calamari                                        Vice President, Finance and
- -------------------------------------------                 Chief Accounting Officer   
John J. Calamari                                                                    


/s/ Arthur P. Bellis                                        Director
- -------------------------------------------                         
Arthur P. Bellis


/s/ Max Botel                                               Director
- -------------------------------------------                         
Max Botel


/s/ Richard J. Braemer                                      Director
- -------------------------------------------                         
Richard J. Braemer


/s/ Anthony P. Brenner                                      Director
- -------------------------------------------                         
Anthony P. Brenner


/s/ William C. Dunkelberg                                   Director
- -------------------------------------------                         
William C. Dunkelberg


/s/ Dana Becker Dunn                                        Director
- -------------------------------------------                         
Dana Becker Dunn


/s/ Robert C. Hall                                          Director
- -------------------------------------------                         
Robert C. Hall


/s/ Warren Kantor                                           Director
- -------------------------------------------                         
Warren Kantor


/s/ James E. Ksansnak                                       Director
- -------------------------------------------                         
James E. Ksansnak


/s/ Ronald J. Naples                                        Director
- -------------------------------------------                         
Ronald J. Naples


/s/ Phillip A. Turberg                                      Director
- -------------------------------------------                         
Phillip A. Turberg
</TABLE>





                                      II-3
<PAGE>   5
                                 EXHIBIT INDEX

Item

4.1.     Restated Certificate of Incorporation of Registrant (incorporated by
         reference to Exhibit 4.1 to Pre-Effective Amendment No. 1 to the
         Registrant's Registration Statement on Form S-3 (File No. 33-53475),
         as amended by the Certificate of Designations, references, Rights and
         Limitations of the Registrant's 6 3/4% Convertible Class B referred
         Stock, Series 1995 (Stock Appreciation Income Linked Securities
         (SAILS)) (incorporated by reference to Exhibit 4.3 to the Registrant's
         Current Report on Form 8-K dated August 15, 1995, filed the same
         date).

5.       Opinion of Gene S. Schneyer, Esquire (filed herewith).

15.      Not applicable.

23.1.    Consent of Arthur Andersen LLP (filed herewith).

23.2.    Consent of Gene S. Schneyer, Vice President, Secretary and General
         Counsel (included in Exhibit 5).

24.      Powers of Attorney (included on signature page).

28.      Not applicable.

99.      Not applicable.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8,ADVANTA CORP.EMPLOYEE STOCK PURCHASE PLAN", "secsgml_size_bytes": 12718}]
{"company-data": {"conformed-name": "ADVANTA CORP", "cik": "0000096638", "assigned-sic": "6141", "irs-number": "231462070", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-04471", "film-number": "96572090"}, "business-address": {"street1": "650 NAAMANS RD", "street2": "BRANDYWINE CORP CTR", "city": "CLAYMONT", "state": "DE", "zip": "19703", "phone": "2156574000"}, "mail-address": {"street1": "BRANDYWINE CORPORATE CENTER", "street2": "650 NAAMANS ROAD", "city": "CLAYMONT", "state": "DE", "zip": "19703"}, "former-company": [{"former-conformed-name": "TSO FINANCIAL CORP", "date-changed": "19880306"}, {"former-conformed-name": "TEACHERS SERVICE ORGANIZATION INC", "date-changed": "19850812"}]}
1
 As Filed With the Securities and Exchange Commission, via the EDGAR system, on
                                 May __, 1996
                                        Registration No. 33-_____
- --------------------------------------------------------------------------------
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

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

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

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

                                ADVANTA CORP.
          --------------------------------------------------------
             (Exact name of issuer as specified in its charter)

            Delaware                                     23-1462070
    ------------------------               -------------------------------------
    (State of Incorporation)                (I.R.S. Employer Identification No.)

    Five Horsham Business Center, 300 Welsh Road, Horsham, PA        19044
    ----------------------------------------------------------       -----
             (Address of Principal Executive Offices)                (Zip Code)

                                ADVANTA CORP.
                               --------------
                        EMPLOYEE STOCK PURCHASE PLAN
                        ----------------------------
                          (Full title of the Plan)

                          Gene S. Schneyer, Esquire
                                Advanta Corp.
                        Five Horsham Business Center
                     300 Welsh Road. Horsham,  PA  19044
                               (215) 657-4000
- --------------------------------------------------------------------------------
          (Name, address and telephone number, including area code,
                            of agent for service)

                        CALCULATION OF REGISTRATION FEE
===================================================================================================
Title of            Amount to be     Proposed Maximum        Proposed Maximum          Amount of
Securities to be    Registered(1)    Offering Price Per      Aggregate Offering        Registration
Registered                           Share (2)               Price (2)                 Fee
- ---------------------------------------------------------------------------------------------------
Class B
Common Stock,
$.01 par
value.....          $150,000         $51.875                 $7,781,250                $2683
- ---------------------------------------------------------------------------------------------------
(1)   Pursuant to Rule 416 under the Securities Act of 1933, this Registration
Statement also covers such additional shares as may hereinafter be offered or
issued to prevent dilution resulting from stock splits, stock dividends or
similar transactions effected without the receipt of consideration.

(2)   Determined in accordance with Rule 457(h) solely for the purpose of
calculating the Registration Fee, based upon the average of the high and low
prices of the Class B Common Stock as reported by the National Association of
Securities Dealers Automated Quotation ("NASDAQ") National Market System on
May 17, 1996.

         EXCEPT AS AMENDED AND SUPERSEDED HEREBY, THE CONTENTS OF THE
      REGISTRANT'S REGISTRATION STATEMENT NO. 33-47305, FILED APRIL 21, 1992,
       AND REGISTRATION STATEMENT NO. 33-54991, FILED AUGUST 10, 1994,
                    ARE INCORPORATED HEREIN BY REFERENCE.
2
         PART II:  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 8.  EXHIBITS.

         4.1.    Restated Certificate of Incorporation of Registrant
                 (incorporated by reference to Exhibit 4.1 to Pre-Effective
                 Amendment No. 1 to the Registrant's Registration Statement on
                 Form S-3 (File No. 33-53475),  as amended by the Certificate
                 of Designations, Preferences, Rights and Limitations of the
                 Registrant's 6 3/4% Convertible Class B Preferred Stock,
                 Series 1995 (Stock Appreciation Income Linked Securities
                 (SAILS)) (incorporated by reference to Exhibit 4.3 to the
                 Registrant's Current Report on Form 8-K dated August 15, 1995,
                 filed the same date).

         5.      Opinion of Gene S. Schneyer, Esquire (filed herewith).

         15.     Not applicable.

         23.1.   Consent of Arthur Andersen LLP (filed herewith).

         23.2.   Consent of Gene S. Schneyer, Vice President, Secretary and
                 General Counsel (included in Exhibit 5).

         24.     Powers of Attorney (included on signature page).

         28.     Not applicable.

         99.     Not Applicable.

                                    EXPERTS

         The consolidated financial statements and schedules incorporated by
reference in this Registration Statement to the extent and for the periods
indicated in their reports have been audited by Arthur Andersen LLP,
independent public accountants, and are incorporated herein in reliance upon
the authority of said firm as experts in giving said reports.

                                      II-1
3
                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of l933, 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 Horsham Township, Montgomery County, Commonwealth of
Pennsylvania, on May 22, 1996.

                                  Advanta Corp.

                                  By: /s/ Richard A. Greenawalt              
                                      ---------------------------------------
                                         Richard A. Greenawalt, President, Chief
                                         Operating Officer and Director

         KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned does
hereby constitute and appoint Dennis Alter, Richard Greenawalt, Alex W. Hart,
William A. Rosoff, John J. Calamari, David D. Wesselink and Gene S. Schneyer,
or any of them (with full power to each of them to act alone), his or her true
and lawful attorney-in-fact and agent, with full power of substitution, for him
or her and on his or her behalf to sign, execute and file this Registration
Statement and any or all amendments (including, without limitation,
post-effective amendments and any amendment or amendments increasing the amount
of securities for which registration is being sought) to this Registration
Statement, with all exhibits and any and all documents required to be filed
with respect thereto, with the Securities and Exchange Commission or any
regulatory authority, granting unto such attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and
thing requisite and necessary to be done in and about the premises in order to
effectuate the same as fully to all intents and purposes as he or she might or
could do if personally present, hereby ratifying and confirming all that such
attorneys-in-fact and agents, or any of them, or their substitute or
substitutes, may lawfully do or cause to be done.

         Pursuant to the requirements of the Securities Act of l933, this
Registration Statement has been signed by the following persons on behalf of
the Registrant and in the capacities indicated on the 22nd day of May, 1996.
Name                                                        Title
- ---------                                                   -----
/s/ Dennis Alter                                            Chairman of the Board
- -------------------------------------------                                      
Dennis Alter

/s/ Alex W. Hart                                            Chief Executive Officer
- -------------------------------------------                 and Director           
Alex W. Hart                                                            

/s/ Richard A. Greenawalt                                   President, Chief Operating
- -------------------------------------------                 Officer and Director      
Richard A. Greenawalt                                                           

/s/ William A. Rosoff                                       Vice Chairman and Director
- -------------------------------------------                                           
William A. Rosoff

/s/ David D. Wesselink                                      Senior Vice President and
- -------------------------------------------                 Chief Financial Officer  
David D. Wesselink
II-2
4
Name                                                        Title
- ---------                                                   -----
/s/ John J. Calamari                                        Vice President, Finance and
- -------------------------------------------                 Chief Accounting Officer   
John J. Calamari                                                                    

/s/ Arthur P. Bellis                                        Director
- -------------------------------------------                         
Arthur P. Bellis

/s/ Max Botel                                               Director
- -------------------------------------------                         
Max Botel

/s/ Richard J. Braemer                                      Director
- -------------------------------------------                         
Richard J. Braemer

/s/ Anthony P. Brenner                                      Director
- -------------------------------------------                         
Anthony P. Brenner

/s/ William C. Dunkelberg                                   Director
- -------------------------------------------                         
William C. Dunkelberg

/s/ Dana Becker Dunn                                        Director
- -------------------------------------------                         
Dana Becker Dunn

/s/ Robert C. Hall                                          Director
- -------------------------------------------                         
Robert C. Hall

/s/ Warren Kantor                                           Director
- -------------------------------------------                         
Warren Kantor

/s/ James E. Ksansnak                                       Director
- -------------------------------------------                         
James E. Ksansnak

/s/ Ronald J. Naples                                        Director
- -------------------------------------------                         
Ronald J. Naples

/s/ Phillip A. Turberg                                      Director
- -------------------------------------------                         
Phillip A. Turberg
II-3
5
                                 EXHIBIT INDEX

Item

4.1.     Restated Certificate of Incorporation of Registrant (incorporated by
         reference to Exhibit 4.1 to Pre-Effective Amendment No. 1 to the
         Registrant's Registration Statement on Form S-3 (File No. 33-53475),
         as amended by the Certificate of Designations, references, Rights and
         Limitations of the Registrant's 6 3/4% Convertible Class B referred
         Stock, Series 1995 (Stock Appreciation Income Linked Securities
         (SAILS)) (incorporated by reference to Exhibit 4.3 to the Registrant's
         Current Report on Form 8-K dated August 15, 1995, filed the same
         date).

5.       Opinion of Gene S. Schneyer, Esquire (filed herewith).

15.      Not applicable.

23.1.    Consent of Arthur Andersen LLP (filed herewith).

23.2.    Consent of Gene S. Schneyer, Vice President, Secretary and General
         Counsel (included in Exhibit 5).

24.      Powers of Attorney (included on signature page).

28.      Not applicable.

99.      Not applicable.