As filed with the Securities and Exchange Commission on June 30, 1998
                                                   Registration No. 333-


                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

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

                          HVIDE MARINE INCORPORATED
             (Exact name of issuer as specified in its charter)

          Florida                                        65-0524593
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                     Identification Number)

                           2200 Eller Drive, P.O. Box 13038
                            Fort Lauderdale, Florida 33316
                                    (954) 523-2200
                 (Address of Principal Executive Offices and Zip Code)


                        Hvide Marine Incorporated Amended and
                            Restated Equity Ownership Plan
                               (Full title of the plans)


                                   John H. Blankley
                 Executive Vice President and Chief Financial Officer
                           2200 Eller Drive, P.O. Box 13038
                            Fort Lauderdale, Florida 33316
                                    (954) 523-2200
             (Telephone number, including area code, of agent for service)


                                       Copy to:
                                 Michael Joseph, Esq.
                                  Dyer Ellis & Joseph
                            600 New Hampshire Avenue, N.W.
                                Washington, D.C.  20037






                                                         1

<PAGE>



                                          CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>


       Title of securities              Amount to         Proposed maximum      Proposed maximum          Amount of
         to be registered             be registered        offering price      aggregate offering     registration fee
                                                            per share(1)            price(1)
<S>                                 <C>                 <C>                   <C>                   <C>
Class A Common Stock, par value
$.001 per share...................      1,000,000              $13.75              $13,750,000            $4,056.25
----------------------------------  ------------------  --------------------  --------------------- ---------------------
</TABLE>


(1)   Pursuant to Rule 457(c) and (h), the proposed maximum  aggregate  offering
      price per share and the  proposed  maximum  aggregate  offering  price are
      estimated solely for purposes of calculating the registration fee, and are
      based upon the average  high and low prices of the Class A Common Stock as
      reported by the Nasdaq Stock Market on June 23, 1998.



                                                         2

<PAGE>



                                  INTRODUCTION

                       REGISTRATION OF ADDITIONAL SECURITIES

         This  Registration  Statement  on Form S-8 is  filed  by  Hvide  Marine
Incorporated,  a Florida corporation (the "Company"),  to register an additional
1,000,000  shares of the  Company's  Class A Common  Stock,  par value $.001 per
share,  issuable  from time to time under the Hvide Marine  Amended and Restated
Equity  Ownership  Plan and  consists  of only those  items  required by General
Instruction E to Form S-8.


                                        PART I

                  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         Pursuant to the General  Instructions  for  registration  statements on
Form S-8, Part I (information  required in the Section 10(a)  Prospectus) is not
filed as part of this Registration Statement.


                                        PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

         Pursuant to General  Instruction E for registration  statements on Form
S-8,  the  contents of the  Registration  Statement  on Form S-8 of the Company,
relating to the Hvide Marine  Incorporated  Equity Ownership Plan,  Registration
No. 333-17621, filed with the Securities and Exchange Commission on December 11,
1996, are incorporated herein by reference.

Item 8.  Exhibits.

5.1          Opinion of counsel as to the legality of the additional shares 
             being registered

10.1         Hvide Marine Incorporated Amended and Restated Equity Ownership 
             Plan

23.1         Consent of Ernst & Young LLP

23.2         Consent of Dyer Ellis & Joseph (included as part of Exhibit 5.1)

24.1         Power of Attorney


                                                         3

<PAGE>



                                    SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  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 the  District  of  Columbia on the 30th day of June,
1998.

                                         HVIDE MARINE INCORPORATED

                                    By:                    *
                                                     J. Erik Hvide
                                                Chairman, President and
                                                Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  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>
            *                       Chairman of the Board, President, Chief                      June 30, 1998
----------------------                Executive Officer and Director (principal
J. Erik Hvide                         executive officer)

            *                       Executive Vice President, Chief Financial                    June 30, 1998
----------------------                Officer and Director (principal financial
John H. Blankley                      officer)

            *                       Controller (principal accounting officer)                    June 30, 1998
-----------------------
John J. Krumenacker

            *                       Executive Vice President and Director                        June 30, 1998
-----------------------
Eugene F. Sweeney

            *                       Director                                                     June 30, 1998
-----------------------
Robert B. Calhoun, Jr.

            *                       Director                                                     June 30, 1998
-----------------------
Gerald Farmer

            *                       Director                                                     June 30, 1998
-----------------------
Jean Fitzgerald

</TABLE>



                                                         4

<PAGE>

<TABLE>
<CAPTION>

<S>                                 <C>                                                          <C>

            *                       Director                                                     June 30, 1998
-----------------------
John J. Lee

            *                       Director                                                     June 30, 1998
-----------------------
Walter C. Mink

            *                       Director                                                     June 30, 1998
-----------------------
Robert Rice

            *                       Director                                                     June 30, 1998
-----------------------
Raymond B. Vickers

            *                       Director                                                     June 30, 1998
-----------------------
Josiah O. Low III

</TABLE>


*By:    /S/ MICHAEL JOSEPH
              Michael Joseph
             Attorney-in-Fact


                                                         5

<PAGE>



                                    INDEX TO EXHIBITS


Exhibit                                                       
Number                        Description of Document

     5.1       Opinion of counsel as to the legality of the additional shares
               being registered

    10.1       Hvide Marine Incorporated Amended and Restated Equity Ownership 
               Plan

    23.1       Consent of Ernst & Young LLP

    23.2       Consent of Dyer Ellis & Joseph (included as part of Exhibit 5.1)

    24.1       Power of Attorney
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 9145}]
{"company-data": {"conformed-name": "HVIDE MARINE INC", "cik": "0000922341", "assigned-sic": "4412", "irs-number": "650524593", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-58119", "film-number": "98658113"}, "business-address": {"street1": "2200 ELLER DR BUILDING 27", "street2": "PO BOX 13038", "city": "FORT LAUDERDALE", "state": "FL", "zip": "33316", "phone": "3055232200"}, "mail-address": {"street1": "2200 ELLER DRIVE BLDG 27", "street2": "2200 ELLER DRIVE BLDG 27", "city": "FT LAUDERDALE", "state": "FL", "zip": "33316"}}
As filed with the Securities and Exchange Commission on June 30, 1998
                                                   Registration No. 333-

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

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

                          HVIDE MARINE INCORPORATED
             (Exact name of issuer as specified in its charter)

          Florida                                        65-0524593
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                     Identification Number)

                           2200 Eller Drive, P.O. Box 13038
                            Fort Lauderdale, Florida 33316
                                    (954) 523-2200
                 (Address of Principal Executive Offices and Zip Code)

                        Hvide Marine Incorporated Amended and
                            Restated Equity Ownership Plan
                               (Full title of the plans)

                                   John H. Blankley
                 Executive Vice President and Chief Financial Officer
                           2200 Eller Drive, P.O. Box 13038
                            Fort Lauderdale, Florida 33316
                                    (954) 523-2200
             (Telephone number, including area code, of agent for service)

                                       Copy to:
                                 Michael Joseph, Esq.
                                  Dyer Ellis & Joseph
                            600 New Hampshire Avenue, N.W.
                                Washington, D.C.  20037

                                                         1
CALCULATION OF REGISTRATION FEE
Title of securities              Amount to         Proposed maximum      Proposed maximum          Amount of
         to be registered             be registered        offering price      aggregate offering     registration fee
                                                            per share(1)            price(1)
Class A Common Stock, par value
$.001 per share...................      1,000,000              $13.75              $13,750,000            $4,056.25
----------------------------------  ------------------  --------------------  --------------------- ---------------------
(1)   Pursuant to Rule 457(c) and (h), the proposed maximum  aggregate  offering
      price per share and the  proposed  maximum  aggregate  offering  price are
      estimated solely for purposes of calculating the registration fee, and are
      based upon the average  high and low prices of the Class A Common Stock as
      reported by the Nasdaq Stock Market on June 23, 1998.

                                                         2
INTRODUCTION

                       REGISTRATION OF ADDITIONAL SECURITIES

         This  Registration  Statement  on Form S-8 is  filed  by  Hvide  Marine
Incorporated,  a Florida corporation (the "Company"),  to register an additional
1,000,000  shares of the  Company's  Class A Common  Stock,  par value $.001 per
share,  issuable  from time to time under the Hvide Marine  Amended and Restated
Equity  Ownership  Plan and  consists  of only those  items  required by General
Instruction E to Form S-8.

                                        PART I

                  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         Pursuant to the General  Instructions  for  registration  statements on
Form S-8, Part I (information  required in the Section 10(a)  Prospectus) is not
filed as part of this Registration Statement.

                                        PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

         Pursuant to General  Instruction E for registration  statements on Form
S-8,  the  contents of the  Registration  Statement  on Form S-8 of the Company,
relating to the Hvide Marine  Incorporated  Equity Ownership Plan,  Registration
No. 333-17621, filed with the Securities and Exchange Commission on December 11,
1996, are incorporated herein by reference.

Item 8.  Exhibits.

5.1          Opinion of counsel as to the legality of the additional shares 
             being registered

10.1         Hvide Marine Incorporated Amended and Restated Equity Ownership 
             Plan

23.1         Consent of Ernst & Young LLP

23.2         Consent of Dyer Ellis & Joseph (included as part of Exhibit 5.1)

24.1         Power of Attorney

                                                         3
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  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 the  District  of  Columbia on the 30th day of June,
1998.

                                         HVIDE MARINE INCORPORATED

                                    By:                    *
                                                     J. Erik Hvide
                                                Chairman, President and
                                                Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.
SIGNATURE                                              TITLE                                         DATE
*                       Chairman of the Board, President, Chief                      June 30, 1998
----------------------                Executive Officer and Director (principal
J. Erik Hvide                         executive officer)

            *                       Executive Vice President, Chief Financial                    June 30, 1998
----------------------                Officer and Director (principal financial
John H. Blankley                      officer)

            *                       Controller (principal accounting officer)                    June 30, 1998
-----------------------
John J. Krumenacker

            *                       Executive Vice President and Director                        June 30, 1998
-----------------------
Eugene F. Sweeney

            *                       Director                                                     June 30, 1998
-----------------------
Robert B. Calhoun, Jr.

            *                       Director                                                     June 30, 1998
-----------------------
Gerald Farmer

            *                       Director                                                     June 30, 1998
-----------------------
Jean Fitzgerald
4
*                       Director                                                     June 30, 1998
-----------------------
John J. Lee

            *                       Director                                                     June 30, 1998
-----------------------
Walter C. Mink

            *                       Director                                                     June 30, 1998
-----------------------
Robert Rice

            *                       Director                                                     June 30, 1998
-----------------------
Raymond B. Vickers

            *                       Director                                                     June 30, 1998
-----------------------
Josiah O. Low III
*By:    /S/ MICHAEL JOSEPH
              Michael Joseph
             Attorney-in-Fact

                                                         5
INDEX TO EXHIBITS

Exhibit                                                       
Number                        Description of Document

     5.1       Opinion of counsel as to the legality of the additional shares
               being registered

    10.1       Hvide Marine Incorporated Amended and Restated Equity Ownership 
               Plan

    23.1       Consent of Ernst & Young LLP

    23.2       Consent of Dyer Ellis & Joseph (included as part of Exhibit 5.1)

    24.1       Power of Attorney