As Filed with the Securities and Exchange Commission on December 5, 1997
                         
                                                      Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      under
                           THE SECURITIES ACT OF 1933

                               THE WMF GROUP, LTD.
               (Exact name of issuer as specified in its charter)

               Delaware                                  54-1647759
       (State of Incorporation)            (IRS Employer Identification Number)

            1593 Spring Hill Road, Suite 400, Vienna, Virginia 22182
                    (Address of Principal Executive Offices)

                                 (703) 610-1400
              (Registrant's telephone number, including area code)

                          Employee Stock Purchase Plan
                           Key Employee Incentive Plan
                     Key Employee Deferred Compensation Plan
                            (Full title of the Plan)
                          ----------------------------

                                Shekar Narasimhan
                             Director and President
                               The WMF Group, Ltd.
                        1593 Spring Hill Road, Suite 400
                             Vienna, Virginia 22182
                                 (703) 610-1400
            (Name, address and telephone number of agent for service)
                          ----------------------------

                                    Copy to:
                            Richard W. Cass, Esquire
                        Wilmer, Cutler & Pickering 2445 M
                                  Street, N.W.
                              Washington, DC 20037
                                 (202) 663-6000
                          ----------------------------


                                      - 1 -
<PAGE>

<TABLE>
<CAPTION>
                                          CALCULATION OF REGISTRATION FEE

<S>                            <C>                          <C>                <C>             <C>           <C>  

                                                                               Proposed         Proposed
                                      Title of                                 Maximum          Maximum
                                     Securities              Amount            Offering        Aggregate       Amount of
                                        to be                 to be             Price           Offering     Registration
        Name of Plan                 Registered            Registered         Per Share          Price            Fee
----------------------------- ------------------------- ----------------- ------------------ --------------  -------------

Employee Stock Purchase       Common Stock, par value         400,000           5.60(1)        $2,240,000        $661
Plan(1)                       $0.01 per share,
Key Employee Incentive        Common Stock, par value       2,120,602           5.60(1)       $11,875,372      $3,504
Plan(2)                       $0.01 per share
Key Employee Deferred         Common Stock, par value          (2)               (2)           $1,000,000        $295
Compensation Plan(2)          $0.01 per share
----------------------------- ------------------------- ----------------- ------------------ --------------  -------------

<FN>
(1) Estimated  solely  for the  purpose  of  calculating  the  registration  fee
    pursuant to Rule 457(h), based on the book value as of September 30, 1997.
(2) The registration fee has been calculated in accordance with Rule 457(h) with
    respect to the interests  registered hereby on the basis of the aggregate of
    $1,000,000.
</FN>

</TABLE>


                                      - 2 -

<PAGE>





                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

    Note: The document(s)  containing the information required by Item 1 of Form
S-8 and the statement of  availability  of registrant  information and any other
information required by Item 2 of Form S-8 will be sent or given to participants
as  specified  by Rule 428 under the  Securities  Act of 1933,  as amended  (the
"Securities Act"). In accordance with Rule 428 and the requirements of Part I of
Form S-8, such  documents are not being filed with the  Securities  and Exchange
Commission (the "Commission")  either as part of this Registration  Statement or
as  prospectuses  or  prospectus  supplements  pursuant  to Rule 424  under  the
Securities Act. The WMF Group,  Ltd. (the  "Registrant" or the "Company")  shall
maintain a file of such documents in accordance with the provisions of Rule 428.
Upon request, the Registrant shall furnish the Commission or its staff a copy or
copies of all of the documents included in such file.

                                      - 3 -

<PAGE>



                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

    Item 3.   Incorporation of Documents by Reference

    The Company  hereby  incorporates  by reference the documents  listed in (a)
through (c) below. In addition,  all documents subsequently filed by the Company
pursuant to Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of
1934,  as amended  (the  "Exchange  Act")  (prior to filing of a  Post-Effective
Amendment  which  indicates that all securities  offered 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 a part hereof
from the date of filing of such documents.

    (a) The Company's Information  Statement/Prospectus  on Form 424(b)(3) filed
with the Securities and Exchange Commission on November 5, 1997.

    (b) All other  reports  filed by the Company  pursuant  to Section  13(a) or
15(d) of the Exchange Act since December 31, 1996.

    (c) The  description of the Company's  Common Stock which is incorporated by
reference in the  Registration  Statement on Form 10 filed by the Company  under
the Exchange Act on November 19, 1997,  including  any amendment or report filed
for the purpose of updating such description.

    Item 4.   Description of Securities

    Not Applicable.

    Item 5.  Interests of Named Experts and Counsel

    Not Applicable

    Item 6.   Indemnification of Directors and Officers

    Section 145 of the Delaware  General  Corporation Law (the "DGCL")  empowers
the Company to indemnify, subject to the standards set forth therein, any person
in connection with any action,  suit or proceeding  brought before or threatened
by reason of the fact that the person was a director, officer, employee or agent
of such company,  or is or was serving as such with respect to another entity at
the  request  of such  company.  The DGCL also  provides  that the  Company  may
purchase insurance on behalf of any such director, officer, employee or agent.

    Reference  is made  to  Section  102(b)(7)  of the  DGCL,  which  enables  a
corporation in its original certificate of incorporation or an amendment thereto
to eliminate or limit the personal liability of a director for violations of the
director's  fiduciary duty,  except (i) for any breach of the director's duty of
loyalty to the corporation or its stockholders, (ii) for acts or omissions not

                                      - 4 -

<PAGE>


in good faith or which involve intentional  misconduct or a knowing violation of
law,  (iii)  pursuant to Section 174 of the DGCL  (providing  for  liability  of
directors for the unlawful  payment of dividends or unlawful stock  purchases or
redemptions)  or (iv) for any  transaction  from  which a  director  derived  an
improper personal benefit.

    Article Seventh of the Company's  Restated  Certificate of Incorporation and
Article VI, Section 1 of the Company's By-laws,  each of which has been filed as
an  exhibit  to the  Information  Statement/Prospectus  and  each  of  which  is
incorporated  herein by reference,  provide in effect for the indemnification by
the Company of each  director  and officer of the Company to the fullest  extent
permitted by applicable law.

    Item 7.   Exemption from Registration Claimed

                  Not Applicable.

    Item 8.  Exhibits

    The Exhibit Index attached to this  registration  statement is  incorporated
herein by reference.

    Item 9.  Undertakings

    The undersigned Registrant hereby undertakes the following:

     (a) 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:

               (i)  To include any  prospectus  required by Section  10(a)(3) of
                    the Securities Act of 1993;

               (ii) To reflect  in the  prospectus  any facts or events  arising
                    after the effective date of the  registration  statement (or
                    the most recent  post-effective  amendment  thereof)  which,
                    individually  or in the  aggregate,  represent a fundamental
                    change  in the  information  set  forth in the  registration
                    statement;

               (iii)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;

Provided,  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information  required  to be  included in a  post-effective  amendment  by those
paragraphs is contained in periodic reports filed by the registrant  pursuant to
section  13 or section  15(d) of the  Securities  Exchange  Act of 1934 that are
incorporated by reference in the registration statement.


                                      - 5 -

<PAGE>

                  (2) That, for the purpose of determining  any liability  under
the Securities Act of 1933, 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.

     (b) The  undersigned  registrant  hereby  undertakes  that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Securities  Exchange  Act of 1934 (and,  where  applicable,  each  filing of any
employee  benefit  plan's  annual  report  pursuant  to  section  15(d)  of  the
Securities  Exchange  Act of 1934)  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.

     (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 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 indemnification is against public policy as expressed in the 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  of whether  such  indemnification  by it is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.


                                     - 6 -
<PAGE>
                                   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 County of Fairfax, Commonwealth of Virginia, on December
5, 1997.

                                     THE WMF GROUP,  LTD.
    
                                     /s/ Shekar Narasimhan
                                     ----------------------
                                     Shekar Narasimhan
                                     Director and President

         The   registrant  and  each  person  whose   signature   appears  below
constitutes and appoints Shekar Narasimhan or Michael D. Ketcham,  and any agent
for service named in this  registration  statement and each of them, his, her or
its  true  and  lawful   attorneys-in-fact   and  agents,  with  full  power  of
substitution  and  resubstitution,  for him,  her or it and in his,  her, or its
name,  place and stead, in any and all capacities,  to sign and file (i) any and
all  amendments  (including  post-effective  amendments)  to  this  registration
statement,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith,  and  (ii) a  registration  statement,  and any  and  all  amendments
thereto,  relating to the offering  covered hereby filed pursuant to Rule 462(b)
under the Securities Act of 1933,  with the Securities and Exchange  Commission,
granting unto said  attorneys-in-fact  and agents,  and each of them, full power
and  authority  to do and  perform  each and every act and  thing  requisite  or
necessary  to be done in and about the  premises,  as fully to all  intents  and
purposes  as he, she, or it might or could do in person,  hereby  ratifying  and
confirming all that said attorneys-in-fact and agents or any of them or their or
his  substitute  or  substitutes,  may lawfully do or cause to be done by virtue
hereof.

         Signature                       Title                       Date
         ---------                       -----                       ----
/s/ J. Roderick Heller, III
---------------------------      Chairman of the Board         December 5, 1997
J. Roderick Heller, III

/s/ Shekar Narasimhan
---------------------------      Director and President        December 5, 1997
Shekar Narasimhan

/s/ Mohammed A. Al-Tuwaijri
---------------------------       Director                     December 5, 1997
Mohammed A. Al-Tuwaijri

/s/ Tim R. Palmer
---------------------------       Director                     December 5, 1997
Tim R. Palmer

/s/ John D. Reilly
---------------------------       Director                     December 5, 1997
John D. Reilly

/s/ Ann Torre Grant
---------------------------       Director                     December 5, 1997
Ann Torre Grant

/s/ Michael D. Ketcham            Senior Vice President        December 5, 1997
---------------------------       and Treasurer
Michael D. Ketcham                (principal financial 
                                   officer)
/s/ Mathew J. Whelan, III
---------------------------       Controller                   December 5, 1997
Mathew J. Whelan, III             (principal accounting 
                                   officer)

                                      - 7 -
<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549





                                    EXHIBITS

                                       to

                                    FORM S-8



                             REGISTRATION STATEMENT

                                      under

                     THE SECURITIES ACT OF 1933, AS AMENDED


                               THE WMF GROUP, LTD.
             (Exact name of registrant as specified in its charter)


                                      - 8 -

<PAGE>


                                 Exhibit Index


Number           Description

4.1     Amended and Restated Certificate of Incorporation of the Registrant (1)
4.2     Bylaws of the Registrant (1)
4.3     Amended Certificate of Incorporation of the Registrant (2)
4.4     Specimen certificate representing the Common Stock of Registrant (3)
4.5     Employee Stock Purchase Plan of The WMF Group, Ltd. (2)
4.6     Key Employee Incentive Plan of The WMF Group, Ltd. (2)
4.7     Key Employee Deferred Compensation Plan of The WMF Group, Ltd. (2)
5       Opinion of Wilmer, Cutler & Pickering.
23.1    Consent of Arthur Andersen LLP
23.2    Consent of KPMG Peat Marwick LLP
24      Power of Attorney (included as part of the signature page to this
        Registration Statement).
         ------------------
         (1)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration  Statement on Form 10 filed with the  Securities  and
              Exchange Commission on May 27, 1997.

         (2)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration  Statement on Form S-1 filed with the  Securities and
              Exchange Commission on October 30, 1997.

         (3)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration Statement filed on Form S-3 filed with the Securities
              and Exchange Commission on October 8, 1997.

                                      - 9 -
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18484}]
{"company-data": {"conformed-name": "WMF GROUP LTD", "cik": "0001039206", "assigned-sic": "6531", "irs-number": "541647759", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-41613", "film-number": "97733275"}, "business-address": {"street1": "1593 SPRING HILL RD", "street2": "STE 400", "city": "VIENNA", "state": "VA", "zip": "22182", "phone": "7036101400"}, "mail-address": {"street1": "1593 SPRING HILL RD", "street2": "STE 400", "city": "VIENNA", "state": "VA", "zip": "22182"}}
As Filed with the Securities and Exchange Commission on December 5, 1997
                         
                                                      Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      under
                           THE SECURITIES ACT OF 1933

                               THE WMF GROUP, LTD.
               (Exact name of issuer as specified in its charter)

               Delaware                                  54-1647759
       (State of Incorporation)            (IRS Employer Identification Number)

            1593 Spring Hill Road, Suite 400, Vienna, Virginia 22182
                    (Address of Principal Executive Offices)

                                 (703) 610-1400
              (Registrant's telephone number, including area code)

                          Employee Stock Purchase Plan
                           Key Employee Incentive Plan
                     Key Employee Deferred Compensation Plan
                            (Full title of the Plan)
                          ----------------------------

                                Shekar Narasimhan
                             Director and President
                               The WMF Group, Ltd.
                        1593 Spring Hill Road, Suite 400
                             Vienna, Virginia 22182
                                 (703) 610-1400
            (Name, address and telephone number of agent for service)
                          ----------------------------

                                    Copy to:
                            Richard W. Cass, Esquire
                        Wilmer, Cutler & Pickering 2445 M
                                  Street, N.W.
                              Washington, DC 20037
                                 (202) 663-6000
                          ----------------------------

                                      - 1 -
CALCULATION OF REGISTRATION FEE
Proposed         Proposed
                                      Title of                                 Maximum          Maximum
                                     Securities              Amount            Offering        Aggregate       Amount of
                                        to be                 to be             Price           Offering     Registration
        Name of Plan                 Registered            Registered         Per Share          Price            Fee
----------------------------- ------------------------- ----------------- ------------------ --------------  -------------

Employee Stock Purchase       Common Stock, par value         400,000           5.60(1)        $2,240,000        $661
Plan(1)                       $0.01 per share,
Key Employee Incentive        Common Stock, par value       2,120,602           5.60(1)       $11,875,372      $3,504
Plan(2)                       $0.01 per share
Key Employee Deferred         Common Stock, par value          (2)               (2)           $1,000,000        $295
Compensation Plan(2)          $0.01 per share
----------------------------- ------------------------- ----------------- ------------------ --------------  -------------
(1) Estimated  solely  for the  purpose  of  calculating  the  registration  fee
    pursuant to Rule 457(h), based on the book value as of September 30, 1997.
(2) The registration fee has been calculated in accordance with Rule 457(h) with
    respect to the interests  registered hereby on the basis of the aggregate of
    $1,000,000.
- 2 -
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

    Note: The document(s)  containing the information required by Item 1 of Form
S-8 and the statement of  availability  of registrant  information and any other
information required by Item 2 of Form S-8 will be sent or given to participants
as  specified  by Rule 428 under the  Securities  Act of 1933,  as amended  (the
"Securities Act"). In accordance with Rule 428 and the requirements of Part I of
Form S-8, such  documents are not being filed with the  Securities  and Exchange
Commission (the "Commission")  either as part of this Registration  Statement or
as  prospectuses  or  prospectus  supplements  pursuant  to Rule 424  under  the
Securities Act. The WMF Group,  Ltd. (the  "Registrant" or the "Company")  shall
maintain a file of such documents in accordance with the provisions of Rule 428.
Upon request, the Registrant shall furnish the Commission or its staff a copy or
copies of all of the documents included in such file.

                                      - 3 -
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

    Item 3.   Incorporation of Documents by Reference

    The Company  hereby  incorporates  by reference the documents  listed in (a)
through (c) below. In addition,  all documents subsequently filed by the Company
pursuant to Section 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of
1934,  as amended  (the  "Exchange  Act")  (prior to filing of a  Post-Effective
Amendment  which  indicates that all securities  offered 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 a part hereof
from the date of filing of such documents.

    (a) The Company's Information  Statement/Prospectus  on Form 424(b)(3) filed
with the Securities and Exchange Commission on November 5, 1997.

    (b) All other  reports  filed by the Company  pursuant  to Section  13(a) or
15(d) of the Exchange Act since December 31, 1996.

    (c) The  description of the Company's  Common Stock which is incorporated by
reference in the  Registration  Statement on Form 10 filed by the Company  under
the Exchange Act on November 19, 1997,  including  any amendment or report filed
for the purpose of updating such description.

    Item 4.   Description of Securities

    Not Applicable.

    Item 5.  Interests of Named Experts and Counsel

    Not Applicable

    Item 6.   Indemnification of Directors and Officers

    Section 145 of the Delaware  General  Corporation Law (the "DGCL")  empowers
the Company to indemnify, subject to the standards set forth therein, any person
in connection with any action,  suit or proceeding  brought before or threatened
by reason of the fact that the person was a director, officer, employee or agent
of such company,  or is or was serving as such with respect to another entity at
the  request  of such  company.  The DGCL also  provides  that the  Company  may
purchase insurance on behalf of any such director, officer, employee or agent.

    Reference  is made  to  Section  102(b)(7)  of the  DGCL,  which  enables  a
corporation in its original certificate of incorporation or an amendment thereto
to eliminate or limit the personal liability of a director for violations of the
director's  fiduciary duty,  except (i) for any breach of the director's duty of
loyalty to the corporation or its stockholders, (ii) for acts or omissions not

                                      - 4 -
in good faith or which involve intentional  misconduct or a knowing violation of
law,  (iii)  pursuant to Section 174 of the DGCL  (providing  for  liability  of
directors for the unlawful  payment of dividends or unlawful stock  purchases or
redemptions)  or (iv) for any  transaction  from  which a  director  derived  an
improper personal benefit.

    Article Seventh of the Company's  Restated  Certificate of Incorporation and
Article VI, Section 1 of the Company's By-laws,  each of which has been filed as
an  exhibit  to the  Information  Statement/Prospectus  and  each  of  which  is
incorporated  herein by reference,  provide in effect for the indemnification by
the Company of each  director  and officer of the Company to the fullest  extent
permitted by applicable law.

    Item 7.   Exemption from Registration Claimed

                  Not Applicable.

    Item 8.  Exhibits

    The Exhibit Index attached to this  registration  statement is  incorporated
herein by reference.

    Item 9.  Undertakings

    The undersigned Registrant hereby undertakes the following:

     (a) 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:

               (i)  To include any  prospectus  required by Section  10(a)(3) of
                    the Securities Act of 1993;

               (ii) To reflect  in the  prospectus  any facts or events  arising
                    after the effective date of the  registration  statement (or
                    the most recent  post-effective  amendment  thereof)  which,
                    individually  or in the  aggregate,  represent a fundamental
                    change  in the  information  set  forth in the  registration
                    statement;

               (iii)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;

Provided,  however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
information  required  to be  included in a  post-effective  amendment  by those
paragraphs is contained in periodic reports filed by the registrant  pursuant to
section  13 or section  15(d) of the  Securities  Exchange  Act of 1934 that are
incorporated by reference in the registration statement.

                                      - 5 -
(2) That, for the purpose of determining  any liability  under
the Securities Act of 1933, 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.

     (b) The  undersigned  registrant  hereby  undertakes  that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Securities  Exchange  Act of 1934 (and,  where  applicable,  each  filing of any
employee  benefit  plan's  annual  report  pursuant  to  section  15(d)  of  the
Securities  Exchange  Act of 1934)  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.

     (c) Insofar as indemnification for liabilities arising under the Securities
Act of 1933 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 indemnification is against public policy as expressed in the 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  of whether  such  indemnification  by it is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.

                                     - 6 -
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 County of Fairfax, Commonwealth of Virginia, on December
5, 1997.

                                     THE WMF GROUP,  LTD.
    
                                     /s/ Shekar Narasimhan
                                     ----------------------
                                     Shekar Narasimhan
                                     Director and President

         The   registrant  and  each  person  whose   signature   appears  below
constitutes and appoints Shekar Narasimhan or Michael D. Ketcham,  and any agent
for service named in this  registration  statement and each of them, his, her or
its  true  and  lawful   attorneys-in-fact   and  agents,  with  full  power  of
substitution  and  resubstitution,  for him,  her or it and in his,  her, or its
name,  place and stead, in any and all capacities,  to sign and file (i) any and
all  amendments  (including  post-effective  amendments)  to  this  registration
statement,  with  all  exhibits  thereto,  and  other  documents  in  connection
therewith,  and  (ii) a  registration  statement,  and any  and  all  amendments
thereto,  relating to the offering  covered hereby filed pursuant to Rule 462(b)
under the Securities Act of 1933,  with the Securities and Exchange  Commission,
granting unto said  attorneys-in-fact  and agents,  and each of them, full power
and  authority  to do and  perform  each and every act and  thing  requisite  or
necessary  to be done in and about the  premises,  as fully to all  intents  and
purposes  as he, she, or it might or could do in person,  hereby  ratifying  and
confirming all that said attorneys-in-fact and agents or any of them or their or
his  substitute  or  substitutes,  may lawfully do or cause to be done by virtue
hereof.

         Signature                       Title                       Date
         ---------                       -----                       ----
/s/ J. Roderick Heller, III
---------------------------      Chairman of the Board         December 5, 1997
J. Roderick Heller, III

/s/ Shekar Narasimhan
---------------------------      Director and President        December 5, 1997
Shekar Narasimhan

/s/ Mohammed A. Al-Tuwaijri
---------------------------       Director                     December 5, 1997
Mohammed A. Al-Tuwaijri

/s/ Tim R. Palmer
---------------------------       Director                     December 5, 1997
Tim R. Palmer

/s/ John D. Reilly
---------------------------       Director                     December 5, 1997
John D. Reilly

/s/ Ann Torre Grant
---------------------------       Director                     December 5, 1997
Ann Torre Grant

/s/ Michael D. Ketcham            Senior Vice President        December 5, 1997
---------------------------       and Treasurer
Michael D. Ketcham                (principal financial 
                                   officer)
/s/ Mathew J. Whelan, III
---------------------------       Controller                   December 5, 1997
Mathew J. Whelan, III             (principal accounting 
                                   officer)

                                      - 7 -
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    EXHIBITS

                                       to

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      under

                     THE SECURITIES ACT OF 1933, AS AMENDED

                               THE WMF GROUP, LTD.
             (Exact name of registrant as specified in its charter)

                                      - 8 -
Exhibit Index

Number           Description

4.1     Amended and Restated Certificate of Incorporation of the Registrant (1)
4.2     Bylaws of the Registrant (1)
4.3     Amended Certificate of Incorporation of the Registrant (2)
4.4     Specimen certificate representing the Common Stock of Registrant (3)
4.5     Employee Stock Purchase Plan of The WMF Group, Ltd. (2)
4.6     Key Employee Incentive Plan of The WMF Group, Ltd. (2)
4.7     Key Employee Deferred Compensation Plan of The WMF Group, Ltd. (2)
5       Opinion of Wilmer, Cutler & Pickering.
23.1    Consent of Arthur Andersen LLP
23.2    Consent of KPMG Peat Marwick LLP
24      Power of Attorney (included as part of the signature page to this
        Registration Statement).
         ------------------
         (1)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration  Statement on Form 10 filed with the  Securities  and
              Exchange Commission on May 27, 1997.

         (2)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration  Statement on Form S-1 filed with the  Securities and
              Exchange Commission on October 30, 1997.

         (3)  Incorporated   herein   by   reference   from   the   Registrant's
              Registration Statement filed on Form S-3 filed with the Securities
              and Exchange Commission on October 8, 1997.

                                      - 9 -