As filed with the Securities and Exchange Commission on July 9, 1998
                          Registration No. 333-________
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                         

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

                                             

                           BANKATLANTIC BANCORP, INC.
             (Exact name of registrant as specified in its charter)


                    FLORIDA                        65-0507804   
         -------------------------------        ------------------   
         (State or other jurisdiction of         (I.R.S. Employer
         incorporation or organization)         Identification No.)

          1750 EAST SUNRISE BOULEVARD
          FORT LAUDERDALE, FLORIDA                     33304
     --------------------------------------         --------
    (Address of principal executive offices)       (zip code)


                  RYAN BECK & CO., INC. 1986 STOCK OPTION PLAN
                  RYAN BECK & CO., INC. 1996 STOCK OPTION PLAN
            RYAN BECK & CO., INC. 1997 LONG-TERM STOCK INCENTIVE PLAN
            ---------------------------------------------------------
                            (Full title of the Plans)

                                  Alan B. Levan
                           BankAtlantic Bancorp, Inc.
                           1750 East Sunrise Boulevard
                         Fort Lauderdale, Florida 33304
                     (Name and address of agent for service)

                                 (954) 760-5000
                                 --------------
                     (Telephone number, including area code,
                              of agent for service)

                                 With a Copy To:
                             Alison W. Miller, Esq.
                         Stearns Weaver Miller Weissler
                           Alhadeff & Sitterson, P.A.
                       150 West Flagler Street, Suite 2200
                              Miami, Florida 33130
                                 (305) 789-3200


<TABLE>
                         Calculation of Registration Fee
==================================================================================================
                                               Proposed             Proposed
                                                maximum              maximum           Amount of
Title of securities         Amount to be    offering price          aggregate        registration
 to be registered            registered       per share(1)      offering price(1)       fee(1)
<CAPTION>
--------------------------------------------------------------------------------------------------
<S>                           <C>            <C>                   <C>                <C>   

Class A Common Stock, par
  value $.01 per share        324,150        $11.72                $3,799,038         $1,120.72
==================================================================================================
</TABLE>
(1)  Estimated  solely for purpose of calculating the  registration fee pursuant
     to Rule  457(h) on the basis of the  average  of the high and low prices of
     the Class A Common Stock on the New York Stock Exchange as of a date within
     five  business  days  preceding  the date of  filing  of this  Registration
     Statement.
================================================================================
<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents filed by BankAtlantic Bancorp, Inc. (the "Company")
with the Securities and Exchange  Commission (the "Commission") are incorporated
herein by this reference:

     (1)  The Company's  Annual Report on Form 10-K for the year ended  December
          31, 1997, filed with the Commission on March 13, 1998.

     (2)  The  Company's  Quarterly  Report on Form 10-Q for the  quarter  ended
          March 31, 1998,  filed with the  Commission  on May 15, 1998.  

     (3)  The Company's Current Reports on Form 8-K filed with the Commission on
          February 13, 1998 and March 19, 1998.

     (4)  The description of the Company's Class A Common Stock,  $.01 par value
          per share,  contained in the Company's  Registration Statement on Form
          8-A, filed with the Commission on June 25, 1997.

     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c),  14 and 15(d) of the  Securities  Exchange  Act of 1934,  as amended (the
"Exchange  Act"),  prior  to the  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 into this Registration Statement and to be a part hereof from the date
of filing of such documents.

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 607.0850 of the Florida  Business  Corporation Act and the Articles
of Incorporation  and Bylaws of the Company provide for  indemnification  of the
Company's  Directors and officers against claims,  liabilities,  amounts paid in
settlement  and  expenses  in a variety  of  circumstances,  which  may  include
liabilities under the Securities Act of 1933, as amended (the "Securities Act").
In addition, the Company carries insurance permitted by the laws of the State of
Florida on behalf of  Directors,  officers,  employees or agents which may cover
liabilities under the Securities Act.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

Item 8.  EXHIBITS

     4.1  Amended  and  Restated   Articles  of  Incorporation  of  the  Company
          (incorporated   by   reference   to  Exhibit  3.1  to  the   Company's
          Registration   Statement   on   Form S-3,   filed  on  June  5,   1996
          (Registration No. 333-05287)).


     4.2  Articles   of   Amendment   to  Amended  and   Restated   Articles  of
          Incorporation of the Registrant  (incorporated by reference to Exhibit
          3.2 to the  Company's  Annual  Report on Form 10-K for the year  ended
          December 31, 1997, filed on March 13, 1998).


     4.3  Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the
          Company's  Registration  Statement on  Form S-4,  filed on May 5, 1994
          (Registration No.33-77708)).

     5    Opinion of Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.

     23.1 Consent of Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.  

     23.2 Consent of KPMG Peat Marwick LLP.  

     25.1 Powers  of  Attorney  (included as part of the Signature  Page of this
          Registration Statement).

<PAGE>


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;

               (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
          Exchange Act that are  incorporated  by reference in the  Registration
          Statement.  

          (2)  That,  for the purpose of  determining  any  liability  under the
               Securities  Act,  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, each filing of the
          registrant's  annual report pursuant to Section 13(a) or Section 15(d)
          of the Exchange Act (and, where applicable, each filing of an employee
          benefit plan's annual report pursuant to Section 15(d) of the Exchange
          Act) 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 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
          Commission such  indemnification is against public policy as expressed
          in the Securities 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  Securities  Act and will be  governed  by the final
          adjudication of such issue.

                                                        
<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 Fort Lauderdale,  State of Florida, on the 9th day of
July, 1998.

                                   BANKATLANTIC BANCORP, INC.


                                   By:  /s/Alan B. Levan               
                                        --------------------------------
                                        Alan B. Levan,
                                        Chairman of the Board, President
                                        and Chief Executive Officer


                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below   constitutes   and   appoints   Alan  B.  Levan,   his  true  and  lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments,  including post-effective  amendments,  to this Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done, as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes, may lawfully do or cause to be done by virtue hereof.

     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
---------                         -----                            ----


/s/Alan B. Levan                  Chairman of the Board,        July 9, 1998
----------------------------      President and     
Alan B. Levan                     Chief Executive Officer


/s/Jasper R. Eanes                Executive Vice President,     July 9, 1998
----------------------------      Chief Financial Officer    
Jasper R. Eanes             


/s/John E. Abdo                   Vice-Chairman of the          July 9, 1998
----------------------------      Board        
John E. Abdo                


/s/Steven M. Coldren              Director                      July 9, 1998
----------------------------         
Steven M. Coldren


/s/Mary E. Ginestra               Director                      July 9, 1998
----------------------------          
Mary E. Ginestra


/s/Bruno Di Giulian               Director                      July 9, 1998
----------------------------          
Bruno Di Giulian
                   

/s/Charlie C. Winningham, II      Director                      July 9, 1998
----------------------------      
Charlie C. Winningham, II


/s/Ben Plotkin                    Director                      July 9, 1998
-------------------------                                       
Ben Plotkin
[{"type": "S-8", "sequence": "1", "description": "STOCK OPTION PLANS/STOCK INCENTIVE PLAN", "secsgml_size_bytes": 15137}]
{"company-data": {"conformed-name": "BANKATLANTIC BANCORP INC", "cik": "0000921768", "assigned-sic": "6035", "irs-number": "650507804", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-58753", "film-number": "98662903"}, "business-address": {"street1": "1750 E SUNRISE BLVD", "city": "FORT LAUDERDALE", "state": "FL", "zip": "33304", "phone": "9547605000"}, "mail-address": {"street1": "1750 EAST SUNRISE BOULEVARD", "city": "FORT LAUDERVALE", "state": "FL", "zip": "33304"}}
As filed with the Securities and Exchange Commission on July 9, 1998
                          Registration No. 333-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                         

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

                                             

                           BANKATLANTIC BANCORP, INC.
             (Exact name of registrant as specified in its charter)

                    FLORIDA                        65-0507804   
         -------------------------------        ------------------   
         (State or other jurisdiction of         (I.R.S. Employer
         incorporation or organization)         Identification No.)

          1750 EAST SUNRISE BOULEVARD
          FORT LAUDERDALE, FLORIDA                     33304
     --------------------------------------         --------
    (Address of principal executive offices)       (zip code)

                  RYAN BECK & CO., INC. 1986 STOCK OPTION PLAN
                  RYAN BECK & CO., INC. 1996 STOCK OPTION PLAN
            RYAN BECK & CO., INC. 1997 LONG-TERM STOCK INCENTIVE PLAN
            ---------------------------------------------------------
                            (Full title of the Plans)

                                  Alan B. Levan
                           BankAtlantic Bancorp, Inc.
                           1750 East Sunrise Boulevard
                         Fort Lauderdale, Florida 33304
                     (Name and address of agent for service)

                                 (954) 760-5000
                                 --------------
                     (Telephone number, including area code,
                              of agent for service)

                                 With a Copy To:
                             Alison W. Miller, Esq.
                         Stearns Weaver Miller Weissler
                           Alhadeff & Sitterson, P.A.
                       150 West Flagler Street, Suite 2200
                              Miami, Florida 33130
                                 (305) 789-3200

                         Calculation of Registration Fee
==================================================================================================
                                               Proposed             Proposed
                                                maximum              maximum           Amount of
Title of securities         Amount to be    offering price          aggregate        registration
 to be registered            registered       per share(1)      offering price(1)       fee(1)
--------------------------------------------------------------------------------------------------
Class A Common Stock, par
  value $.01 per share        324,150        $11.72                $3,799,038         $1,120.72
==================================================================================================
(1)  Estimated  solely for purpose of calculating the  registration fee pursuant
     to Rule  457(h) on the basis of the  average  of the high and low prices of
     the Class A Common Stock on the New York Stock Exchange as of a date within
     five  business  days  preceding  the date of  filing  of this  Registration
     Statement.
================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents filed by BankAtlantic Bancorp, Inc. (the "Company")
with the Securities and Exchange  Commission (the "Commission") are incorporated
herein by this reference:

     (1)  The Company's  Annual Report on Form 10-K for the year ended  December
          31, 1997, filed with the Commission on March 13, 1998.

     (2)  The  Company's  Quarterly  Report on Form 10-Q for the  quarter  ended
          March 31, 1998,  filed with the  Commission  on May 15, 1998.  

     (3)  The Company's Current Reports on Form 8-K filed with the Commission on
          February 13, 1998 and March 19, 1998.

     (4)  The description of the Company's Class A Common Stock,  $.01 par value
          per share,  contained in the Company's  Registration Statement on Form
          8-A, filed with the Commission on June 25, 1997.

     All documents subsequently filed by the Company pursuant to Sections 13(a),
13(c),  14 and 15(d) of the  Securities  Exchange  Act of 1934,  as amended (the
"Exchange  Act"),  prior  to the  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 into this Registration Statement and to be a part hereof from the date
of filing of such documents.

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 607.0850 of the Florida  Business  Corporation Act and the Articles
of Incorporation  and Bylaws of the Company provide for  indemnification  of the
Company's  Directors and officers against claims,  liabilities,  amounts paid in
settlement  and  expenses  in a variety  of  circumstances,  which  may  include
liabilities under the Securities Act of 1933, as amended (the "Securities Act").
In addition, the Company carries insurance permitted by the laws of the State of
Florida on behalf of  Directors,  officers,  employees or agents which may cover
liabilities under the Securities Act.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

Item 8.  EXHIBITS

     4.1  Amended  and  Restated   Articles  of  Incorporation  of  the  Company
          (incorporated   by   reference   to  Exhibit  3.1  to  the   Company's
          Registration   Statement   on   Form S-3,   filed  on  June  5,   1996
          (Registration No. 333-05287)).

     4.2  Articles   of   Amendment   to  Amended  and   Restated   Articles  of
          Incorporation of the Registrant  (incorporated by reference to Exhibit
          3.2 to the  Company's  Annual  Report on Form 10-K for the year  ended
          December 31, 1997, filed on March 13, 1998).

     4.3  Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the
          Company's  Registration  Statement on  Form S-4,  filed on May 5, 1994
          (Registration No.33-77708)).

     5    Opinion of Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.

     23.1 Consent of Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A.  

     23.2 Consent of KPMG Peat Marwick LLP.  

     25.1 Powers  of  Attorney  (included as part of the Signature  Page of this
          Registration Statement).
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;

               (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
          Exchange Act that are  incorporated  by reference in the  Registration
          Statement.  

          (2)  That,  for the purpose of  determining  any  liability  under the
               Securities  Act,  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, each filing of the
          registrant's  annual report pursuant to Section 13(a) or Section 15(d)
          of the Exchange Act (and, where applicable, each filing of an employee
          benefit plan's annual report pursuant to Section 15(d) of the Exchange
          Act) 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 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
          Commission such  indemnification is against public policy as expressed
          in the Securities 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  Securities  Act and will be  governed  by the final
          adjudication of such issue.
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 Fort Lauderdale,  State of Florida, on the 9th day of
July, 1998.

                                   BANKATLANTIC BANCORP, INC.

                                   By:  /s/Alan B. Levan               
                                        --------------------------------
                                        Alan B. Levan,
                                        Chairman of the Board, President
                                        and Chief Executive Officer

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below   constitutes   and   appoints   Alan  B.  Levan,   his  true  and  lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments,  including post-effective  amendments,  to this Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done, as fully to all
intents and  purposes as he might or could do in person,  hereby  ratifying  and
confirming  all  that  said  attorney-in-fact  and  agent or his  substitute  or
substitutes, may lawfully do or cause to be done by virtue hereof.

     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
---------                         -----                            ----

/s/Alan B. Levan                  Chairman of the Board,        July 9, 1998
----------------------------      President and     
Alan B. Levan                     Chief Executive Officer

/s/Jasper R. Eanes                Executive Vice President,     July 9, 1998
----------------------------      Chief Financial Officer    
Jasper R. Eanes             

/s/John E. Abdo                   Vice-Chairman of the          July 9, 1998
----------------------------      Board        
John E. Abdo                

/s/Steven M. Coldren              Director                      July 9, 1998
----------------------------         
Steven M. Coldren

/s/Mary E. Ginestra               Director                      July 9, 1998
----------------------------          
Mary E. Ginestra

/s/Bruno Di Giulian               Director                      July 9, 1998
----------------------------          
Bruno Di Giulian
                   

/s/Charlie C. Winningham, II      Director                      July 9, 1998
----------------------------      
Charlie C. Winningham, II

/s/Ben Plotkin                    Director                      July 9, 1998
-------------------------                                       
Ben Plotkin