<PAGE>

                                                  Registration No. 333-_________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  ------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                                  ------------
                         Newport News Shipbuilding Inc.
             (Exact name of registrant as specified in its charter)

               DELAWARE                            Issuer:  74-1541566
  (State or other jurisdiction of          (I.R.S. Employer Identification No.)
  incorporation or organization)

                             4101 Washington Avenue
                          Newport News, Virginia 23607
                    (Address of principal executive offices)
                                  ------------
                         1997 Stock Plan for Directors
                       of Newport News Shipbuilding Inc.
                            (Full title of the plan)
                                  ------------
                              STEPHEN B. CLARKSON
                 Vice President, General Counsel and Secretary
                         Newport News Shipbuilding Inc.
                             4101 Washington Avenue
                          Newport News, Virginia 23607
                                 (757) 380-3600
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)
                                With a copy to:
                        C. Porter Vaughan, III, Esquire
                               Hunton & Williams
                          Riverfront Plaza, East Tower
                              951 East Byrd Street
                            Richmond, Virginia 23219
                                 (804) 788-8200
                        _______________________________

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

Common Stock, par value $.01      125,000 shares           $33.53125*            $4,191,406.25*           $1,107.00*
 per share (including
 associated Rights)
========================================================================================================================
   (*)  Calculated pursuant to Rule 457(c) of the Securities Act of 1933, as amended (the "Securities Act"), based on
    the average of the high and low prices on the New York Stock Exchange on May 18, 2000.

</TABLE>
<PAGE>

                         NEWPORT NEWS SHIPBUILDING INC.

     This Registration Statement covers 125,000 additional shares of common
stock, par value $.01 per share (including associated Rights) (the "Common
Stock") of Newport News Shipbuilding Inc. (the "Company"), issuable pursuant to
the 1997 Stock Plan for Directors of Newport News Shipbuilding Inc. (the "Stock
Plan").  The Company initially registered the issuance of 75,000 shares of
Common Stock in connection with the Stock Plan on its Registration Statement on
Form S-8 (Registration No. 333-22537), as filed with the Securities and Exchange
Commission (the "Commission") on February 27, 1997.  The contents of
Registration Statement No. 333-22537 are incorporated by reference herein.

     Pursuant to Rule 429,  the Prospectus related to shares of Common Stock
registered pursuant to this Registration Statement for the Stock Plan also
relates to shares of Common Stock registered pursuant to Registration Statement
No. 333-22537.

                                       II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The following documents filed by the Company with the Commission pursuant
to the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), are
hereby incorporated by reference into this Registration Statement:

(a)  The Company's Annual Report on Form 10-K for the fiscal year ended December
     31, 1999;

(b)  The Company's Quarterly Report on Form 10-Q for the quarter ended March 19,
     2000; and

(c)  The Company's Current Reports on Form 8-K filed on February 2, 2000,
     February 15, 2000 and March 24, 2000.

     Additionally incorporated by reference into this Registration Statement is
the Description of Capital Stock section of the Company's Registration Statement
on Form 10, as amended (Registration No. 1-12385).

     In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment which indicates that all
securities registered hereunder have been issued or which deregisters all
securities offered then remaining unsold, shall be deemed incorporated by
reference in this Registration Statement and to be a part hereof from the date
of the filing of such documents.  Any statement, including financial statements,
contained in a document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in any
other subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement.  Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 5.  Interests of Named Experts and Counsel.

     Certain legal matters regarding shares of Common Stock will be passed upon
for the Company by Stephen B. Clarkson, Vice President, General Counsel and
Secretary of the Company.  Mr. Clarkson beneficially owns 83,501 shares of
Company Common Stock.

                                       2
<PAGE>

 Item 8.   Exhibits.

     The following exhibits are filed as part of this Registration Statement:

Exhibit No.
-----------
 4.1       Restated Certificate of Incorporation of the Company dated as of
           December 11, 1996 (incorporated by reference to the Company's
           Registration Statement on Form S-4, as amended (Registration No.
           333-20285)).

 4.2       By-laws of the Company, as amended and restated, dated as of
           January 30, 1998 (incorporated by reference to Exhibit 3.1 of the
           Company's Current Report on Form 8-K, filed on February 12, 1998).

 4.3       Specimen Certificate of the Company's Common Stock (incorporated by
           reference to the Company's Registration Statement on Form 10, dated
           October 30, 1996, as amended (Registration No. 1-12385)).

 4.4       Form of Rights Agreement dated as of June 10, 1998, between Newport
           News Shipbuilding Inc. and First Chicago Trust Company of New York,
           as Rights Agent (filed as Exhibit No. 1 to the Company's Registration
           Statement on Form 8A, dated June 10, 1998 (Commission File No.
           001-12385)).

 4.5       Form Certificate of the Voting Powers, Designations, Preferences and
           Relative Participating, Optional and Other Special Rights and
           Qualifications, Limitations or Restrictions of Series A Participating
           Cumulative Preferred Stock of Newport News Shipbuilding Inc. (which
           is attached as Exhibit A to the Rights Agreement listed as Exhibit
           4.4 hereto).

 4.6       Form of Right Certificate (which is attached as Exhibit B to the
           Rights Agreement listed as Exhibit 4.4 hereto).

 4.7       Certificate of Elimination of Newport News Shipbuilding Inc.'s Series
           A Participating Junior Preferred Stock (filed in connection with the
           expiration of the Company's previous Rights Agreement), dated June 4,
           1998 (Filed as Exhibit No. 4 to the Company's Registration Statement
           on Form 8A, dated June 10, 1998, Commission File No. 001-12385).

 5         Opinion of Stephen B. Clarkson, Esq., regarding Common Stock.

 23.1      Consent of Stephen B. Clarkson, Esq. (included in Exhibit 5).

 23.2      Consent of Independent Public Accountants.

 24.1      Powers of Attorney (included on Signature Page).

                                       3
<PAGE>

                                   SIGNATURES

The Registrant

     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 Newport News, Commonwealth of Virginia, on the 23rd
day of March, 2000.

                            NEWPORT NEWS SHIPBUILDING INC.



                            By:   /s/ Stephen B. Clarkson
                                  -----------------------------------
                                  Stephen B. Clarkson
                                  Vice President, General Counsel and Secretary
<PAGE>

     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 date indicated.



                               POWER OF ATTORNEY

     Each of the undersigned, in his capacity as officer or director, or both,
as the case may be, of Newport News Shipbuilding Inc. does hereby appoint
Stephen B. Clarkson and Charles P. Wingfield, Jr., and each of them severally,
his true and lawful attorneys or attorney to execute in his name, place and
stead, in his capacity as director or officer, or both as the case may be, this
Registration Statement and any and all amendments and post-effective amendments
thereto, and all instruments necessary or incidental in connection therewith and
to file the same with the Securities and Exchange Commission.  Each of said
attorneys shall have power to act hereunder with or without the other attorney
and shall have full power and authority to do and perform in the name and on
behalf of each of said directors or officers, or both as the case may be, every
act whatsoever requisite or necessary to be done in the premises, as fully and
to all intents and purposes as which each of said officers or directors, or both
as the case may be, might or could do in person, hereby ratifying and confirming
all that said attorneys or attorney may lawfully do or cause to be done by
virtue hereof.

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

/s/ William P. Fricks              Chairman of the Board          March 23, 2000
---------------------------------   and Chief Executive
William P. Fricks                   Officer


/s/ Charles P. Wingfield, Jr.      Vice President,                March 23, 2000
---------------------------------   Controller
Charles P. Wingfield, Jr.           and Acting Chief
                                    Financial
                                    Officer

/s/ Gerald L. Baliles              Director                       March 23, 2000
---------------------------------
Hon. Gerald L. Baliles

/s/ Charles A. Bowsher             Director                       March 23, 2000
---------------------------------
Charles A. Bowsher

/s/ Leon A. Edney                  Director                       March 23, 2000
---------------------------------
Leon A. Edney, Admiral (Ret.)

/s/ W. R. Harvey                   Director                       March 23, 2000
---------------------------------
Dr. William R. Harvey

/s/ Joseph J. Sisco                Director                       March 23, 2000
---------------------------------
Dr. Joseph J. Sisco

/s/ Stephen R. Wilson              Director                       March 23, 2000
---------------------------------
Stephen R. Wilson
<PAGE>

                                 EXHIBIT INDEX

Exhibit No.
-------------

 4.1       Restated Certificate of Incorporation of the Company dated as of
           December 11, 1996 (incorporated by reference to the Company's
           Registration Statement on Form S-4, as amended (Registration No.
           333-20285)).

 4.2       Amended and Restated By-laws of the Company, dated as of October 12,
           1998 (incorporated by reference to the Company's Current Report on
           Form 8-K, filed on January 22, 1999).

 4.3       Specimen Certificate of the Company's Common Stock (incorporated by
           reference to the Company's Registration Statement on Form 10, dated
           October 30, 1996, as amended (Registration No. 1-12385)).

 4.4       Form of Rights Agreement dated as of June 10, 1998, between Newport
           News Shipbuilding Inc. and First Chicago Trust Company of New York,
           as Rights Agent (filed as Exhibit No. 1 to the Company's Registration
           Statement on Form 8A, dated June 10, 1998 (Commission File No.
           001-12385)).

 4.5       Form Certificate of the Voting Powers, Designations, Preferences and
           Relative Participating, Optional and Other Special Rights and
           Qualifications, Limitations or Restrictions of Series A Participating
           Cumulative Preferred Stock of Newport News Shipbuilding Inc. (which
           is attached as Exhibit A to the Rights Agreement listed as Exhibit
           4.4 hereto).

 4.6       Form of Right Certificate (which is attached as Exhibit B to the
           Rights Agreement listed as Exhibit 4.4 hereto).

 4.7       Certificate of Elimination of Newport News Shipbuilding Inc.'s Series
           A Participating Junior Preferred Stock (filed in connection with the
           expiration of the Company's previous Rights Agreement), dated June 4,
           1998 (filed as Exhibit No. 4 to the Company's Registration Statement
           on Form 8A, dated June 10, 1998  (Commission File No. 001-12385)).

 5         Opinion of Stephen B. Clarkson, Esq., regarding Common Stock.

 23.1      Consent of Stephen B. Clarkson, Esq. (included in Exhibit 5).

 23.2      Consent of Independent Public Accountants.

 24.1      Powers of Attorney (included on Signature Page).
[{"type": "S-8", "sequence": "1", "description": "STOCK PLAN FOR DIRECTORS", "secsgml_size_bytes": 14986}]
{"company-data": {"conformed-name": "NEWPORT NEWS SHIPBUILDING INC", "cik": "0001025361", "assigned-sic": "3730", "irs-number": "741541566", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-37664", "film-number": "642307"}, "business-address": {"street1": "4101 WASHINGTON AVE", "street2": "LEGAL DEPT", "city": "NEWPORT NEWS", "state": "VA", "zip": "23607", "phone": "7573802000"}, "mail-address": {"street1": "4101 WASHINGTON AVE", "city": "NEWPORT NEWS", "state": "VA", "zip": "23607"}}
Registration No. 333-_________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  ------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                                  ------------
                         Newport News Shipbuilding Inc.
             (Exact name of registrant as specified in its charter)

               DELAWARE                            Issuer:  74-1541566
  (State or other jurisdiction of          (I.R.S. Employer Identification No.)
  incorporation or organization)

                             4101 Washington Avenue
                          Newport News, Virginia 23607
                    (Address of principal executive offices)
                                  ------------
                         1997 Stock Plan for Directors
                       of Newport News Shipbuilding Inc.
                            (Full title of the plan)
                                  ------------
                              STEPHEN B. CLARKSON
                 Vice President, General Counsel and Secretary
                         Newport News Shipbuilding Inc.
                             4101 Washington Avenue
                          Newport News, Virginia 23607
                                 (757) 380-3600
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)
                                With a copy to:
                        C. Porter Vaughan, III, Esquire
                               Hunton & Williams
                          Riverfront Plaza, East Tower
                              951 East Byrd Street
                            Richmond, Virginia 23219
                                 (804) 788-8200
                        _______________________________
CALCULATION OF REGISTRATION FEE
 =======================================================================================================================
Proposed maximum        Proposed maximum
     Title of securities           Amount to be          offering price            aggregate              Amount of
      to be registered              registered              per share            offering price       registration fee

Common Stock, par value $.01      125,000 shares           $33.53125*            $4,191,406.25*           $1,107.00*
 per share (including
 associated Rights)
========================================================================================================================
   (*)  Calculated pursuant to Rule 457(c) of the Securities Act of 1933, as amended (the "Securities Act"), based on
    the average of the high and low prices on the New York Stock Exchange on May 18, 2000.
NEWPORT NEWS SHIPBUILDING INC.

     This Registration Statement covers 125,000 additional shares of common
stock, par value $.01 per share (including associated Rights) (the "Common
Stock") of Newport News Shipbuilding Inc. (the "Company"), issuable pursuant to
the 1997 Stock Plan for Directors of Newport News Shipbuilding Inc. (the "Stock
Plan").  The Company initially registered the issuance of 75,000 shares of
Common Stock in connection with the Stock Plan on its Registration Statement on
Form S-8 (Registration No. 333-22537), as filed with the Securities and Exchange
Commission (the "Commission") on February 27, 1997.  The contents of
Registration Statement No. 333-22537 are incorporated by reference herein.

     Pursuant to Rule 429,  the Prospectus related to shares of Common Stock
registered pursuant to this Registration Statement for the Stock Plan also
relates to shares of Common Stock registered pursuant to Registration Statement
No. 333-22537.

                                       II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The following documents filed by the Company with the Commission pursuant
to the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), are
hereby incorporated by reference into this Registration Statement:

(a)  The Company's Annual Report on Form 10-K for the fiscal year ended December
     31, 1999;

(b)  The Company's Quarterly Report on Form 10-Q for the quarter ended March 19,
     2000; and

(c)  The Company's Current Reports on Form 8-K filed on February 2, 2000,
     February 15, 2000 and March 24, 2000.

     Additionally incorporated by reference into this Registration Statement is
the Description of Capital Stock section of the Company's Registration Statement
on Form 10, as amended (Registration No. 1-12385).

     In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment which indicates that all
securities registered hereunder have been issued or which deregisters all
securities offered then remaining unsold, shall be deemed incorporated by
reference in this Registration Statement and to be a part hereof from the date
of the filing of such documents.  Any statement, including financial statements,
contained in a document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in any
other subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement.  Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 5.  Interests of Named Experts and Counsel.

     Certain legal matters regarding shares of Common Stock will be passed upon
for the Company by Stephen B. Clarkson, Vice President, General Counsel and
Secretary of the Company.  Mr. Clarkson beneficially owns 83,501 shares of
Company Common Stock.

                                       2
Item 8.   Exhibits.

     The following exhibits are filed as part of this Registration Statement:

Exhibit No.
-----------
 4.1       Restated Certificate of Incorporation of the Company dated as of
           December 11, 1996 (incorporated by reference to the Company's
           Registration Statement on Form S-4, as amended (Registration No.
           333-20285)).

 4.2       By-laws of the Company, as amended and restated, dated as of
           January 30, 1998 (incorporated by reference to Exhibit 3.1 of the
           Company's Current Report on Form 8-K, filed on February 12, 1998).

 4.3       Specimen Certificate of the Company's Common Stock (incorporated by
           reference to the Company's Registration Statement on Form 10, dated
           October 30, 1996, as amended (Registration No. 1-12385)).

 4.4       Form of Rights Agreement dated as of June 10, 1998, between Newport
           News Shipbuilding Inc. and First Chicago Trust Company of New York,
           as Rights Agent (filed as Exhibit No. 1 to the Company's Registration
           Statement on Form 8A, dated June 10, 1998 (Commission File No.
           001-12385)).

 4.5       Form Certificate of the Voting Powers, Designations, Preferences and
           Relative Participating, Optional and Other Special Rights and
           Qualifications, Limitations or Restrictions of Series A Participating
           Cumulative Preferred Stock of Newport News Shipbuilding Inc. (which
           is attached as Exhibit A to the Rights Agreement listed as Exhibit
           4.4 hereto).

 4.6       Form of Right Certificate (which is attached as Exhibit B to the
           Rights Agreement listed as Exhibit 4.4 hereto).

 4.7       Certificate of Elimination of Newport News Shipbuilding Inc.'s Series
           A Participating Junior Preferred Stock (filed in connection with the
           expiration of the Company's previous Rights Agreement), dated June 4,
           1998 (Filed as Exhibit No. 4 to the Company's Registration Statement
           on Form 8A, dated June 10, 1998, Commission File No. 001-12385).

 5         Opinion of Stephen B. Clarkson, Esq., regarding Common Stock.

 23.1      Consent of Stephen B. Clarkson, Esq. (included in Exhibit 5).

 23.2      Consent of Independent Public Accountants.

 24.1      Powers of Attorney (included on Signature Page).

                                       3
SIGNATURES

The Registrant

     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 Newport News, Commonwealth of Virginia, on the 23rd
day of March, 2000.

                            NEWPORT NEWS SHIPBUILDING INC.

                            By:   /s/ Stephen B. Clarkson
                                  -----------------------------------
                                  Stephen B. Clarkson
                                  Vice President, General Counsel and Secretary
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 date indicated.

                               POWER OF ATTORNEY

     Each of the undersigned, in his capacity as officer or director, or both,
as the case may be, of Newport News Shipbuilding Inc. does hereby appoint
Stephen B. Clarkson and Charles P. Wingfield, Jr., and each of them severally,
his true and lawful attorneys or attorney to execute in his name, place and
stead, in his capacity as director or officer, or both as the case may be, this
Registration Statement and any and all amendments and post-effective amendments
thereto, and all instruments necessary or incidental in connection therewith and
to file the same with the Securities and Exchange Commission.  Each of said
attorneys shall have power to act hereunder with or without the other attorney
and shall have full power and authority to do and perform in the name and on
behalf of each of said directors or officers, or both as the case may be, every
act whatsoever requisite or necessary to be done in the premises, as fully and
to all intents and purposes as which each of said officers or directors, or both
as the case may be, might or could do in person, hereby ratifying and confirming
all that said attorneys or attorney may lawfully do or cause to be done by
virtue hereof.

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

/s/ William P. Fricks              Chairman of the Board          March 23, 2000
---------------------------------   and Chief Executive
William P. Fricks                   Officer

/s/ Charles P. Wingfield, Jr.      Vice President,                March 23, 2000
---------------------------------   Controller
Charles P. Wingfield, Jr.           and Acting Chief
                                    Financial
                                    Officer

/s/ Gerald L. Baliles              Director                       March 23, 2000
---------------------------------
Hon. Gerald L. Baliles

/s/ Charles A. Bowsher             Director                       March 23, 2000
---------------------------------
Charles A. Bowsher

/s/ Leon A. Edney                  Director                       March 23, 2000
---------------------------------
Leon A. Edney, Admiral (Ret.)

/s/ W. R. Harvey                   Director                       March 23, 2000
---------------------------------
Dr. William R. Harvey

/s/ Joseph J. Sisco                Director                       March 23, 2000
---------------------------------
Dr. Joseph J. Sisco

/s/ Stephen R. Wilson              Director                       March 23, 2000
---------------------------------
Stephen R. Wilson
EXHIBIT INDEX

Exhibit No.
-------------

 4.1       Restated Certificate of Incorporation of the Company dated as of
           December 11, 1996 (incorporated by reference to the Company's
           Registration Statement on Form S-4, as amended (Registration No.
           333-20285)).

 4.2       Amended and Restated By-laws of the Company, dated as of October 12,
           1998 (incorporated by reference to the Company's Current Report on
           Form 8-K, filed on January 22, 1999).

 4.3       Specimen Certificate of the Company's Common Stock (incorporated by
           reference to the Company's Registration Statement on Form 10, dated
           October 30, 1996, as amended (Registration No. 1-12385)).

 4.4       Form of Rights Agreement dated as of June 10, 1998, between Newport
           News Shipbuilding Inc. and First Chicago Trust Company of New York,
           as Rights Agent (filed as Exhibit No. 1 to the Company's Registration
           Statement on Form 8A, dated June 10, 1998 (Commission File No.
           001-12385)).

 4.5       Form Certificate of the Voting Powers, Designations, Preferences and
           Relative Participating, Optional and Other Special Rights and
           Qualifications, Limitations or Restrictions of Series A Participating
           Cumulative Preferred Stock of Newport News Shipbuilding Inc. (which
           is attached as Exhibit A to the Rights Agreement listed as Exhibit
           4.4 hereto).

 4.6       Form of Right Certificate (which is attached as Exhibit B to the
           Rights Agreement listed as Exhibit 4.4 hereto).

 4.7       Certificate of Elimination of Newport News Shipbuilding Inc.'s Series
           A Participating Junior Preferred Stock (filed in connection with the
           expiration of the Company's previous Rights Agreement), dated June 4,
           1998 (filed as Exhibit No. 4 to the Company's Registration Statement
           on Form 8A, dated June 10, 1998  (Commission File No. 001-12385)).

 5         Opinion of Stephen B. Clarkson, Esq., regarding Common Stock.

 23.1      Consent of Stephen B. Clarkson, Esq. (included in Exhibit 5).

 23.2      Consent of Independent Public Accountants.

 24.1      Powers of Attorney (included on Signature Page).