As filed with the Securities and Exchange Commission on May 20, 1999
                                              Registration No. 333-

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8
                             REGISTRATION STATEMENT
                        Under The Securities Act of 1933

                           GOLD BANC CORPORATION, INC.
             (Exact name of Registrant as specified in its charter)
        Kansas                                            48-1008593
(State or other jurisdiction                           (I.R.S. Employer
of incorporation or organization)                       Identification
No.)

                                11301 Nall Avenue
                              Leawood, Kansas 66211
   (Address, including zip code, of Registrant's principal executive offices)

            GOLD BANC CORPORATION, INC. 1996 EQUITY COMPENSATION PLAN

                            (Full title of the Plan)

                               Michael W. Gullion
                                11301 Nall Avenue
                              Leawood, Kansas 66211
                                 (913) 451-8050
             (Name, address, telephone number, of agent for service)

                                    Copy to:

                             Steven F. Carman, Esq.
                       Blackwell Sanders Peper Martin LLP
                               Two Pershing Square
                          2300 Main Street, Suite 1000
                           Kansas City, Missouri 64108
                                 (816) 983-8153
                               Fax: (816) 983-9153

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION> 
                                                            Proposed maximum         Proposed maximum
                                          Amount to be      offering price per       aggregate offering       Amount of
Title of securities to be registered       registered            share                    price            registration fee
------------------------------------       ----------            -----                    -----            ----------------
<S>                                        <C>              <C>                      <C>                   <C>          

Common Stock, par value $1.00 per share     500,000 shares(1)  $10.90 (2)             $5,450,000 (2)           $1,516 (2)

</TABLE>

(1)  Also registered hereby are such additional and indeterminable number of
     shares of Gold Banc Corporation, Inc. common stock, par value $1.00 per
     share ("Common Stock"), as may become issuable due to adjustments resulting
     from stock dividends, stock splits, recapitalizations, mergers,
     reorganizations, combinations or exchanges or other similar events.

(2)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rules 457(c) and (h) under the Securities Act of 1933, as
     amended. With respect to 326,500 shares that are subject to outstanding
     options to purchase Common Stock under the Equity Compensation Plan,
     pursuant to Rule 457(h) the fee was calculated based upon the exercise
     price per share of $5.25, $12.125 and $15.563 with respect to 141,000,
     185,500 and 20,000 shares, respectively. With respect to 153,500 shares of
     Common Stock available for future grant under the Equity Compenation Plan,
     the fee was estimated pursuant to Rule 457(c) whereby the per share price
     was determined by reference to the average of the high and low price of the
     Common Stock reported on the Nasdaq National Market on May 18, 1999. 

<PAGE>

                                      Part II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3:   Incorporation of Documents by Reference

     Gold Banc Corporation, Inc. (the "Company") hereby incorporates by
reference in this Registration Statement on Form S-8 (the "Registration
Statement") the following documents:

1.   The Company's Annual Report on Form 10-K for the fiscal year ended December
     31, 1998, as filed with the SEC on March 31, 1999;

2.   The Company's Current Report on Form 8-K, dated April 28, 1999;

3.   The Company's Quarterly Report on Form 10-Q, for the quarterly period ended
     March 31, 1999, as filed with the SEC on May 14, 1999; and

4.   The description of the Company's common stock, $1.00 par value, set forth
     in the Form 8-A12G Registration Statement filed November 1, 1996, including
     any amendment or report filed for the purpose of updating such description.

     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 offered hereunder have been sold
or which deregisters all of the securities offered then remaining unsold, shall
be deemed to be incorporated herein by reference and to be a part hereof from
the date of filing of such documents.

     Any statement contained in a report or other document incorporated by
reference herein shall be deemed to be modified or superseded for all purposes
of this Registration Statement to the extent that a statement contained herein,
or in any other subsequently filed report or other document that also is
incorporated by reference herein, modifies or supersedes such statement. Any
such statements so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute part of this Registration Statment.
Certain statements incorporated herein by reference or contained in the related
prospectus constitute forward-looking statements as such term is defined in
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Exchange Act. Certain factors discussed herein and in the related prospectus or
in the Company's Exchange Act filings with the Securities and Exchange
Commission could cause actual results to differ materially from those suggested
in the forward-looking statements.

Item 4:   Description of Securities

         Not applicable.

Item 5:   Interests of Named Experts and Counsel

         Not Applicable.

Item 6:   Indemnification of Directors and Officers


                                      II-1
<PAGE>


     The Restated Articles of Incorporation and the Amended and Restated Bylaws
of the Company require the Company to indemnify its directors and officers and
advisory directors against liabilities, fines, penalties, settlements, claims
and reasonable expenses incurred by them in connection with any proceeding to
which they may be made a party by reason of their service in those capacities to
the fullest extent permitted by the Kansas General Corporation Code ("KGCC").
The KGCC permits a corporation to indemnify its present and former directors and
officers if ordered to do so by a court or after a determination by its
independent counsel, stockholders or a majority of its disinterested directors
that the person to be indemnified acted in good faith and in a manner such
person reasonably believed to be in or not opposed to the best interests of the
corporation.

     Pursuant to express authority therefore conferred in the Company's Amended
and Restated Bylaws, the Company maintains a policy of insurance under which the
insurer will, subject to certain conditions, defend the directors and officers
of the Company against and indemnify them from any liability incurred in their
capacities as such.

Item 7:   Exemption from Registration Claimed

         Not applicable.


Item 8:   Exhibits

     4    Form of Common Stock Certificate.*

     5    Opinion of Blackwell Sanders Peper Martin LLP.

     23.1 Consent of KPMG LLP.

     23.2 Consent of Blackwell Sanders Peper Martin LLP (included in Exhibit 5).

     24   Powers of Attorney (included in signature page to Registration
          Statement).

     *    Previously filed as an Exhibit to the Company's Registration Statement
          on Form SB-2 No. 333-12377, and the same is incorporated by reference
          herein.

Item 9:        Undertakings

(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 1933;

                                      II-2
<PAGE>

          (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.
               Notwithstanding the foregoing, any increase or decrease in volume
               of securities offered (if the total dollar value of securities
               offered would not exceed that which was registered) and any
               deviation from the low or high end of the estimated maximum
               offering range may be reflected in the form of prospectus filed
               with the Commission pursuant to Rule 424(b) if, in the aggregate,
               the changes in volume and price represent no more than a 20%
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               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 (i) and (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 with or furnished to the Commission by the
registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange
Act of 1934 that are incorporated by reference in this Registration Statement.

     (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 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 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. 

                                      II-3
<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
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 Leawood, State of Kansas, on April 28, 1999.


                                  GOLD BANC CORPORATION, INC.
                                  (Registrant)


                                  By:  /s/ Michael W. Gullion
                                       Michael W. Gullion
                                       Chief Executive Officer

     KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned directors of Gold
Banc Corporation, Inc., hereby severally constitute Michael W. Gullion and Keith
E. Bouchey, 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, any and all amendments to this Registration
Statement on Form S-8, and generally to do all such things in our names and in
our capacities as directors to enable Gold Banc Corporation, Inc. to comply with
the provisions of the Securities Act of 1933, and all requirements of the
Securities and Exchange Commission, hereby ratifying and confirming our
signatures as they may be signed by our said attorneys, or any of them, to said
Registration Statement and any and all amendments thereto.

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities and on the dates indicated:


Signature                     Title                              Date
---------                     -----                              ----

/s/ Michael W. Gullion
Michael W. Gullion       Chairman of the Board                 April 28, 1999  
                         and Chief Executive Officer
                         (Principal Executive Officer)       


/s/ Malcolm M. Aslin     
Malcolm M. Aslin         Director, President and               April 28, 1999
                         Chief Operating Officer

/s/ Keith E. Bouchey        
Keith E. Bouchey         Director, Executive Vice              April 28, 1999
                         President, Chief Financial Officer 
                         and Corporate Secretary
                         (Principal Financial Officer)       

/s/ Brian J. Ruisinger      
Brian J. Ruisinger       Treasurer and Controller              April 28, 1999
                         (Principal Accounting Officer )


/s/ William Wallman        
William Wallman          Director                             April 28, 1999


                                      II-4
<PAGE>

/s/ D. Michael Browne       
D. Michael Browne        Director                             April 30, 1999


/s/ William F. Wright      
William F. Wright         Director                            April 28, 1999

/s/ Allen D. Petersen      
Allen D. Petersen         Director                            April 28, 1999

__________________________
William R. Hagman, Jr.    Director                            April __, 1999


                                      II-5
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{"company-data": {"conformed-name": "GOLD BANC CORP INC", "cik": "0001015610", "assigned-sic": "6021", "irs-number": "481008593", "state-of-incorporation": "KS", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-78871", "film-number": "99631019"}, "business-address": {"street1": "11301 NALL AVE", "city": "LEAWOOD", "state": "KS", "zip": "66211", "phone": "9134518050"}, "mail-address": {"street1": "11301 NALL AVENUE", "city": "LEAWOOD", "state": "KS", "zip": "66211"}, "former-company": {"former-conformed-name": "GOLD BANCSHARES INC", "date-changed": "19960530"}}
As filed with the Securities and Exchange Commission on May 20, 1999
                                              Registration No. 333-

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8
                             REGISTRATION STATEMENT
                        Under The Securities Act of 1933

                           GOLD BANC CORPORATION, INC.
             (Exact name of Registrant as specified in its charter)
        Kansas                                            48-1008593
(State or other jurisdiction                           (I.R.S. Employer
of incorporation or organization)                       Identification
No.)

                                11301 Nall Avenue
                              Leawood, Kansas 66211
   (Address, including zip code, of Registrant's principal executive offices)

            GOLD BANC CORPORATION, INC. 1996 EQUITY COMPENSATION PLAN

                            (Full title of the Plan)

                               Michael W. Gullion
                                11301 Nall Avenue
                              Leawood, Kansas 66211
                                 (913) 451-8050
             (Name, address, telephone number, of agent for service)

                                    Copy to:

                             Steven F. Carman, Esq.
                       Blackwell Sanders Peper Martin LLP
                               Two Pershing Square
                          2300 Main Street, Suite 1000
                           Kansas City, Missouri 64108
                                 (816) 983-8153
                               Fax: (816) 983-9153

                         CALCULATION OF REGISTRATION FEE
Proposed maximum         Proposed maximum
                                          Amount to be      offering price per       aggregate offering       Amount of
Title of securities to be registered       registered            share                    price            registration fee
------------------------------------       ----------            -----                    -----            ----------------
Common Stock, par value $1.00 per share     500,000 shares(1)  $10.90 (2)             $5,450,000 (2)           $1,516 (2)
(1)  Also registered hereby are such additional and indeterminable number of
     shares of Gold Banc Corporation, Inc. common stock, par value $1.00 per
     share ("Common Stock"), as may become issuable due to adjustments resulting
     from stock dividends, stock splits, recapitalizations, mergers,
     reorganizations, combinations or exchanges or other similar events.

(2)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rules 457(c) and (h) under the Securities Act of 1933, as
     amended. With respect to 326,500 shares that are subject to outstanding
     options to purchase Common Stock under the Equity Compensation Plan,
     pursuant to Rule 457(h) the fee was calculated based upon the exercise
     price per share of $5.25, $12.125 and $15.563 with respect to 141,000,
     185,500 and 20,000 shares, respectively. With respect to 153,500 shares of
     Common Stock available for future grant under the Equity Compenation Plan,
     the fee was estimated pursuant to Rule 457(c) whereby the per share price
     was determined by reference to the average of the high and low price of the
     Common Stock reported on the Nasdaq National Market on May 18, 1999.
Part II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3:   Incorporation of Documents by Reference

     Gold Banc Corporation, Inc. (the "Company") hereby incorporates by
reference in this Registration Statement on Form S-8 (the "Registration
Statement") the following documents:

1.   The Company's Annual Report on Form 10-K for the fiscal year ended December
     31, 1998, as filed with the SEC on March 31, 1999;

2.   The Company's Current Report on Form 8-K, dated April 28, 1999;

3.   The Company's Quarterly Report on Form 10-Q, for the quarterly period ended
     March 31, 1999, as filed with the SEC on May 14, 1999; and

4.   The description of the Company's common stock, $1.00 par value, set forth
     in the Form 8-A12G Registration Statement filed November 1, 1996, including
     any amendment or report filed for the purpose of updating such description.

     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 offered hereunder have been sold
or which deregisters all of the securities offered then remaining unsold, shall
be deemed to be incorporated herein by reference and to be a part hereof from
the date of filing of such documents.

     Any statement contained in a report or other document incorporated by
reference herein shall be deemed to be modified or superseded for all purposes
of this Registration Statement to the extent that a statement contained herein,
or in any other subsequently filed report or other document that also is
incorporated by reference herein, modifies or supersedes such statement. Any
such statements so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute part of this Registration Statment.
Certain statements incorporated herein by reference or contained in the related
prospectus constitute forward-looking statements as such term is defined in
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Exchange Act. Certain factors discussed herein and in the related prospectus or
in the Company's Exchange Act filings with the Securities and Exchange
Commission could cause actual results to differ materially from those suggested
in the forward-looking statements.

Item 4:   Description of Securities

         Not applicable.

Item 5:   Interests of Named Experts and Counsel

         Not Applicable.

Item 6:   Indemnification of Directors and Officers

                                      II-1
The Restated Articles of Incorporation and the Amended and Restated Bylaws
of the Company require the Company to indemnify its directors and officers and
advisory directors against liabilities, fines, penalties, settlements, claims
and reasonable expenses incurred by them in connection with any proceeding to
which they may be made a party by reason of their service in those capacities to
the fullest extent permitted by the Kansas General Corporation Code ("KGCC").
The KGCC permits a corporation to indemnify its present and former directors and
officers if ordered to do so by a court or after a determination by its
independent counsel, stockholders or a majority of its disinterested directors
that the person to be indemnified acted in good faith and in a manner such
person reasonably believed to be in or not opposed to the best interests of the
corporation.

     Pursuant to express authority therefore conferred in the Company's Amended
and Restated Bylaws, the Company maintains a policy of insurance under which the
insurer will, subject to certain conditions, defend the directors and officers
of the Company against and indemnify them from any liability incurred in their
capacities as such.

Item 7:   Exemption from Registration Claimed

         Not applicable.

Item 8:   Exhibits

     4    Form of Common Stock Certificate.*

     5    Opinion of Blackwell Sanders Peper Martin LLP.

     23.1 Consent of KPMG LLP.

     23.2 Consent of Blackwell Sanders Peper Martin LLP (included in Exhibit 5).

     24   Powers of Attorney (included in signature page to Registration
          Statement).

     *    Previously filed as an Exhibit to the Company's Registration Statement
          on Form SB-2 No. 333-12377, and the same is incorporated by reference
          herein.

Item 9:        Undertakings

(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 1933;

                                      II-2
(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.
               Notwithstanding the foregoing, any increase or decrease in volume
               of securities offered (if the total dollar value of securities
               offered would not exceed that which was registered) and any
               deviation from the low or high end of the estimated maximum
               offering range may be reflected in the form of prospectus filed
               with the Commission pursuant to Rule 424(b) if, in the aggregate,
               the changes in volume and price represent no more than a 20%
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               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 (i) and (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 with or furnished to the Commission by the
registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange
Act of 1934 that are incorporated by reference in this Registration Statement.

     (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 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 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. 

                                      II-3
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
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 Leawood, State of Kansas, on April 28, 1999.

                                  GOLD BANC CORPORATION, INC.
                                  (Registrant)

                                  By:  /s/ Michael W. Gullion
                                       Michael W. Gullion
                                       Chief Executive Officer

     KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned directors of Gold
Banc Corporation, Inc., hereby severally constitute Michael W. Gullion and Keith
E. Bouchey, 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, any and all amendments to this Registration
Statement on Form S-8, and generally to do all such things in our names and in
our capacities as directors to enable Gold Banc Corporation, Inc. to comply with
the provisions of the Securities Act of 1933, and all requirements of the
Securities and Exchange Commission, hereby ratifying and confirming our
signatures as they may be signed by our said attorneys, or any of them, to said
Registration Statement and any and all amendments thereto.

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities and on the dates indicated:

Signature                     Title                              Date
---------                     -----                              ----

/s/ Michael W. Gullion
Michael W. Gullion       Chairman of the Board                 April 28, 1999  
                         and Chief Executive Officer
                         (Principal Executive Officer)       

/s/ Malcolm M. Aslin     
Malcolm M. Aslin         Director, President and               April 28, 1999
                         Chief Operating Officer

/s/ Keith E. Bouchey        
Keith E. Bouchey         Director, Executive Vice              April 28, 1999
                         President, Chief Financial Officer 
                         and Corporate Secretary
                         (Principal Financial Officer)       

/s/ Brian J. Ruisinger      
Brian J. Ruisinger       Treasurer and Controller              April 28, 1999
                         (Principal Accounting Officer )

/s/ William Wallman        
William Wallman          Director                             April 28, 1999

                                      II-4
/s/ D. Michael Browne       
D. Michael Browne        Director                             April 30, 1999

/s/ William F. Wright      
William F. Wright         Director                            April 28, 1999

/s/ Allen D. Petersen      
Allen D. Petersen         Director                            April 28, 1999

__________________________
William R. Hagman, Jr.    Director                            April __, 1999

                                      II-5