<PAGE>   1
          As filed with the Securities and Exchange Commission on August 8, 1997
                                                   Registration No. 333-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              --------------------

                             MCAFEE ASSOCIATES, INC.
             (Exact name of registrant as specified in its charter)

      DELAWARE
------------------------                          ----------------
(State of Incorporation)                          (I.R.S. Employer
                                                Identification No.)


                          2710 Walsh Avenue, Suite 200
                          Santa Clara, California 95051
          (Address of Principal Executive Offices, including Zip Code)
                    ----------------------------------------

                            1997 Stock Incentive Plan
                            (Full title of the plans)
                    -----------------------------------------



                      President and Chief Executive Officer
                             McAfee Associates, Inc.
                          2710 Walsh Avenue, Suite 200
                          Santa Clara, California 95051
                                 (408) 988-3832
            (Name, address and telephone number of agent for service)
                              --------------------

                                    Copy to:
                             Jeffrey D. Saper, Esq.
                                Kurt Berney, Esq.
                     Wilson Sonsini Goodrich & Rosati, P.c.
                               650 Page Mill Road
                           Palo Alto, California 94304
                              --------------------

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
==========================================================================================================
                                                       Proposed
                                                        Maximum          Proposed Maximum     Amount of
         Title of Securities to       Amount to be  Offering Price Per  Aggregate Offering  Registration
              be Registered            Registered        Share(1)            Price(1)            Fee
----------------------------------------------------------------------------------------------------------
<S>                                     <C>               <C>                  <C>            <C>
Common Stock to be issued under the     2,450,000         $65.25          $159,862,500.00    $48,443.18
1997 Stock Incentive Plan


==========================================================================================================
</TABLE>

(1)       The Proposed Maximum Offering Price Per Share was estimated pursuant
          to Rule 457(c) whereby the per share price was the average between the
          high and low price reported in the Nasdaq National Market on August 4,
          1997, which average was $65.25.

================================================================================
<PAGE>   2



                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents and information previously filed with the
Securities and Exchange Commission (the "Commission") by McAfee Associates, Inc.
(the "Company") are hereby incorporated by reference in this Registration
Statement:

         (a) The Company's Annual Report on Form 10-K for the year ended
December 31, 1996, filed pursuant to Section 13 of the Securities Exchange Act
of 1934, as amended (the "Exchange Act").

         (b) The Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1997, filed pursuant to the Exchange Act.

         (b) The description of the Company's common stock which is contained in
the Company's Registration Statement on Form 8-A, filed pursuant to Section 12
of the Exchange Act.

         All documents subsequently filed by the Company 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 registered have
been sold or which deregisters all securities then remaining unsold, shall be
deemed to be incorporated by reference in this Registration Statement and to be
part hereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

         Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company's Certificate of Incorporation limits the liability of
directors to the maximum extent permitted by Delaware law. Delaware law provides
that directors of a corporation will not be personally liable for monetary
damages for breach of their fiduciary duties as directors, except for liability
(i) for any breach of their duty of loyalty to the corporation or its
stockholders, (ii) for acts or omissions not in good faith or that involve
intentional misconduct or a knowing violation of law, (iii) for unlawful
payments of dividends or unlawful stock repurchases or redemptions as provided
in Section 174 of the Delaware General Corporation Law, or (iv) for any
transaction from which the director derived an improper personal benefit.

         The Company's Bylaws provide that the Company shall indemnify its
directors and officers and may indemnify its employees and other agents to the
fullest extent permitted by law. The Company believes that indemnification under
its Bylaws covers at least negligence and gross negligence on the part of
indemnified parties. The Company's Bylaws also permit the Company to secure
insurance on behalf of any officer,

                                      II-1


<PAGE>   3


director, employee or other agent for any liability arising out of his or her
actions in such capacity, regardless of whether the Company would have the power
to indemnify him or her against such liability under the General Corporation Law
of Delaware. The Company currently has secured such insurance on behalf of its
officers and directors.

         The Company has entered into agreements to indemnify its directors and
officers, in addition to indemnification provided for in the Company's Bylaws.
Subject to certain conditions, these agreements, among other things, indemnify
the Company's directors and officers for certain expenses (including attorney's
fees), judgments, fines and settlement amounts incurred by any such person in
any action or proceeding, including any action by or in the right of the
Company, arising out of such person's services as a director or officer of the
Company, any subsidiary of the Company or any other company or enterprise to
which the person provides services at the request of the Company.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8. EXHIBITS.

<TABLE>
<CAPTION>
        Exhibit
         Number              Description
        -------   ------------------------------------------ 
          <S>     <C>                       
          4.1     1997 Stock Incentive Plan.

          5.1     Opinion of Counsel as to legality of securities being
                  registered.

         23.1     Consent of Independent Accountants.

         23.2     Consent of Counsel (contained in Exhibit 5.1).

         24.1     Power of Attorney (see page II-4).
</TABLE>

ITEM 9.  UNDERTAKINGS.

         The undersigned Registrant hereby undertakes:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement to include any
material information with respect to the plan of distribution not previously
disclosed in the Registration Statement or any material change to such
information in the Registration Statement.

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

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

                                      II-2


<PAGE>   4


         (4) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

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

                                      II-3


<PAGE>   5


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Santa Clara, State of California, on this
_________ day of August, 1997.

                             McAFEE ASSOCIATES, INC.


                             By: /s/ WILLIAM L. LARSON
                                -------------------------------------
                                William L. Larson
                                President and Chief Executive Officer


                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below hereby constitutes and appoints William L. Larson and Prabhat
Goyal, and each of them acting individually, as his or her attorney-in-fact,
each with full power of substitution, for him or her in any and all capacities,
to sign any and all amendments to this Registration Statement on Form S-8, and
to file the same, with 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 any substitute, 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 by the following persons in the
capacities and on the dates indicated:

<TABLE>
<CAPTION>
    Signature                          Title                    Date
----------------------          -------------------------     ---------------
<S>                             <C>                           <C>
/s/ WILLIAM L. LARSON           Director, Chief Executive     August 8, 1997
---------------------           Officer and President   
William L. Larson               Executive Officer
                                
/s/ PRABHAT GOYAL               Chief Financial Officer       August 8, 1997
---------------------           (Principal Financial and   
Prabhat Goyal                   Accounting Officer)

                                
/s/ JOHN BOLGER                 Director                      August 8, 1997
---------------------
John Bolger

/s/ LESLIE DENEND               Director                      August 8, 1997
---------------------
Leslie Denend

/s/ VIRGINIA GEMMELL            Director                      August 8, 1997
---------------------
Virginia Gemmell

/s/ EDWIN HARPER                Director                     August 8, 1997
---------------------
Edwin Harper
</TABLE>
                                   II-4

<PAGE>   6


                                    

                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT                            
NUMBER                                  EXHIBITS
-------                                 --------
<S>                      <C>                       
 4.1                     1997 Stock Incentive Plan.
 5.1                     Opinion of Counsel as to legality of securities being
                           registered.
23.1                     Consent of Independent Accountants.
23.2                     Consent of Counsel (contained in Exhibit 5.1)
24.1                     Power of Attorney (see page II-4).
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 14401}]
{"company-data": {"conformed-name": "MCAFEE ASSOCIATES INC", "cik": "0000890801", "assigned-sic": "7372", "irs-number": "770316593", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-33297", "film-number": "97654867"}, "business-address": {"street1": "2710 WALSH AVE STE 200", "city": "SANTA CLARA", "state": "CA", "zip": "95051", "phone": "4089883832"}}
1
          As filed with the Securities and Exchange Commission on August 8, 1997
                                                   Registration No. 333-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933
                              --------------------

                             MCAFEE ASSOCIATES, INC.
             (Exact name of registrant as specified in its charter)

      DELAWARE
------------------------                          ----------------
(State of Incorporation)                          (I.R.S. Employer
                                                Identification No.)

                          2710 Walsh Avenue, Suite 200
                          Santa Clara, California 95051
          (Address of Principal Executive Offices, including Zip Code)
                    ----------------------------------------

                            1997 Stock Incentive Plan
                            (Full title of the plans)
                    -----------------------------------------

                      President and Chief Executive Officer
                             McAfee Associates, Inc.
                          2710 Walsh Avenue, Suite 200
                          Santa Clara, California 95051
                                 (408) 988-3832
            (Name, address and telephone number of agent for service)
                              --------------------

                                    Copy to:
                             Jeffrey D. Saper, Esq.
                                Kurt Berney, Esq.
                     Wilson Sonsini Goodrich & Rosati, P.c.
                               650 Page Mill Road
                           Palo Alto, California 94304
                              --------------------

                         CALCULATION OF REGISTRATION FEE
==========================================================================================================
                                                       Proposed
                                                        Maximum          Proposed Maximum     Amount of
         Title of Securities to       Amount to be  Offering Price Per  Aggregate Offering  Registration
              be Registered            Registered        Share(1)            Price(1)            Fee
----------------------------------------------------------------------------------------------------------
Common Stock to be issued under the     2,450,000         $65.25          $159,862,500.00    $48,443.18
1997 Stock Incentive Plan

==========================================================================================================
(1)       The Proposed Maximum Offering Price Per Share was estimated pursuant
          to Rule 457(c) whereby the per share price was the average between the
          high and low price reported in the Nasdaq National Market on August 4,
          1997, which average was $65.25.

================================================================================
2

                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents and information previously filed with the
Securities and Exchange Commission (the "Commission") by McAfee Associates, Inc.
(the "Company") are hereby incorporated by reference in this Registration
Statement:

         (a) The Company's Annual Report on Form 10-K for the year ended
December 31, 1996, filed pursuant to Section 13 of the Securities Exchange Act
of 1934, as amended (the "Exchange Act").

         (b) The Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1997, filed pursuant to the Exchange Act.

         (b) The description of the Company's common stock which is contained in
the Company's Registration Statement on Form 8-A, filed pursuant to Section 12
of the Exchange Act.

         All documents subsequently filed by the Company 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 registered have
been sold or which deregisters all securities then remaining unsold, shall be
deemed to be incorporated by reference in this Registration Statement and to be
part hereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

         Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company's Certificate of Incorporation limits the liability of
directors to the maximum extent permitted by Delaware law. Delaware law provides
that directors of a corporation will not be personally liable for monetary
damages for breach of their fiduciary duties as directors, except for liability
(i) for any breach of their duty of loyalty to the corporation or its
stockholders, (ii) for acts or omissions not in good faith or that involve
intentional misconduct or a knowing violation of law, (iii) for unlawful
payments of dividends or unlawful stock repurchases or redemptions as provided
in Section 174 of the Delaware General Corporation Law, or (iv) for any
transaction from which the director derived an improper personal benefit.

         The Company's Bylaws provide that the Company shall indemnify its
directors and officers and may indemnify its employees and other agents to the
fullest extent permitted by law. The Company believes that indemnification under
its Bylaws covers at least negligence and gross negligence on the part of
indemnified parties. The Company's Bylaws also permit the Company to secure
insurance on behalf of any officer,

                                      II-1
3

director, employee or other agent for any liability arising out of his or her
actions in such capacity, regardless of whether the Company would have the power
to indemnify him or her against such liability under the General Corporation Law
of Delaware. The Company currently has secured such insurance on behalf of its
officers and directors.

         The Company has entered into agreements to indemnify its directors and
officers, in addition to indemnification provided for in the Company's Bylaws.
Subject to certain conditions, these agreements, among other things, indemnify
the Company's directors and officers for certain expenses (including attorney's
fees), judgments, fines and settlement amounts incurred by any such person in
any action or proceeding, including any action by or in the right of the
Company, arising out of such person's services as a director or officer of the
Company, any subsidiary of the Company or any other company or enterprise to
which the person provides services at the request of the Company.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8. EXHIBITS.
Exhibit
         Number              Description
        -------   ------------------------------------------
4.1     1997 Stock Incentive Plan.

          5.1     Opinion of Counsel as to legality of securities being
                  registered.

         23.1     Consent of Independent Accountants.

         23.2     Consent of Counsel (contained in Exhibit 5.1).

         24.1     Power of Attorney (see page II-4).
ITEM 9.  UNDERTAKINGS.

         The undersigned Registrant hereby undertakes:

         (1) To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement to include any
material information with respect to the plan of distribution not previously
disclosed in the Registration Statement or any material change to such
information in the Registration Statement.

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

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

                                      II-2
4

         (4) The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

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

                                      II-3
5

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Santa Clara, State of California, on this
_________ day of August, 1997.

                             McAFEE ASSOCIATES, INC.

                             By: /s/ WILLIAM L. LARSON
                                -------------------------------------
                                William L. Larson
                                President and Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below hereby constitutes and appoints William L. Larson and Prabhat
Goyal, and each of them acting individually, as his or her attorney-in-fact,
each with full power of substitution, for him or her in any and all capacities,
to sign any and all amendments to this Registration Statement on Form S-8, and
to file the same, with 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 any substitute, 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 by the following persons in the
capacities and on the dates indicated:
Signature                          Title                    Date
----------------------          -------------------------     ---------------
/s/ WILLIAM L. LARSON           Director, Chief Executive     August 8, 1997
---------------------           Officer and President   
William L. Larson               Executive Officer
                                
/s/ PRABHAT GOYAL               Chief Financial Officer       August 8, 1997
---------------------           (Principal Financial and   
Prabhat Goyal                   Accounting Officer)

                                
/s/ JOHN BOLGER                 Director                      August 8, 1997
---------------------
John Bolger

/s/ LESLIE DENEND               Director                      August 8, 1997
---------------------
Leslie Denend

/s/ VIRGINIA GEMMELL            Director                      August 8, 1997
---------------------
Virginia Gemmell

/s/ EDWIN HARPER                Director                     August 8, 1997
---------------------
Edwin Harper
II-4
6

                                    

                               INDEX TO EXHIBITS
EXHIBIT                            
NUMBER                                  EXHIBITS
-------                                 --------
4.1                     1997 Stock Incentive Plan.
 5.1                     Opinion of Counsel as to legality of securities being
                           registered.
23.1                     Consent of Independent Accountants.
23.2                     Consent of Counsel (contained in Exhibit 5.1)
24.1                     Power of Attorney (see page II-4).