As filed with the Securities and Exchange Commission on May 26, 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)


                                 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, $.01 par value     500,000 shares             $10.50 (1)                    $5,250,000                 $1,386.00
====================================================================================================================================
</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 May 24, 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 25th
day of May, 2000.

                                       AVID TECHNOLOGY, INC.


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



                                       3
<PAGE>




                                POWER OF ATTORNEY

         We, the undersigned  officers and directors of Avid  Technology,  Inc.,
hereby severally  constitute David A. Krall 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/ David A. Krall          President and  Chief Executive       May 25, 2000
--------------------------  Officer
David A. Krall              (Principal Executive Officer)


/s/ Ethan E. Jacks          Senior Vice President and Acting     May 19, 2000
--------------------------  Chief Financial Officer
Ethan E. Jacks              (Principal Financial Officer)


/s/ Charles T. Brumback     Director                             May 23, 2000
--------------------------
Charles T. Brumback

/s/ Peter C. Gotcher        Director                             May 22, 2000
--------------------------
Peter C. Gotcher

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

/s/ Nancy Hawthorne         Director                             May 22, 2000
--------------------------
Nancy Hawthorne

/s/ Roger J. Heinen, Jr.    Director                             May 22, 2000
--------------------------
Roger J. Heinen, Jr.

                            Director
--------------------------
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 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.



                                       5
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 7996}]
{"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": "333-37952", "film-number": "644763"}, "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 May 26, 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)

                                 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, $.01 par value     500,000 shares             $10.50 (1)                    $5,250,000                 $1,386.00
====================================================================================================================================
(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 May 24, 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 25th
day of May, 2000.

                                       AVID TECHNOLOGY, INC.

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

                                       3
POWER OF ATTORNEY

         We, the undersigned  officers and directors of Avid  Technology,  Inc.,
hereby severally  constitute David A. Krall 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/ David A. Krall          President and  Chief Executive       May 25, 2000
--------------------------  Officer
David A. Krall              (Principal Executive Officer)

/s/ Ethan E. Jacks          Senior Vice President and Acting     May 19, 2000
--------------------------  Chief Financial Officer
Ethan E. Jacks              (Principal Financial Officer)

/s/ Charles T. Brumback     Director                             May 23, 2000
--------------------------
Charles T. Brumback

/s/ Peter C. Gotcher        Director                             May 22, 2000
--------------------------
Peter C. Gotcher

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

/s/ Nancy Hawthorne         Director                             May 22, 2000
--------------------------
Nancy Hawthorne

/s/ Roger J. Heinen, Jr.    Director                             May 22, 2000
--------------------------
Roger J. Heinen, Jr.

                            Director
--------------------------
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 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.

                                       5