As filed with the  Securities and Exchange  Commission on November 13,
1998 Registration Statement No.33-

     SECURITIES    AND    EXCHANGE    COMMISSION    WASHINGTON,    D.C.    20549
                          ------------------------------


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


                            DISCOUNT AUTO PARTS, INC.
             (Exact name of Registrant as specified in its charter)

               Florida                              59-1447420
    (State or other jurisdiction                 (I.R.S. Employer
  of incorporation or organization)            Identification Number)

                            4900 Frontage Road South
                             Lakeland, Florida 33815
                                 (941) 687-9226
                          (Address, including zip code,
                  of Registrant's principal executive offices)

                            DISCOUNT AUTO PARTS, INC.
                   AMENDED AND RESTATED 1995 STOCK OPTION PLAN
                            (Full title of the plan)

                   Peter J. Fontaine, Chief Executive Officer
                            4900 Frontage Road South
                             Lakeland, Florida 33815
                                                   (941) 687-9226
            (Name, address, including zip code, and telephone number
                   including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
-------------------------------     --------------------------------------------
<TABLE>

<CAPTION>
    Title of Securities      Amount to be    Proposed Maximum Offering  Proposed Maximum         Amount of
      to be Registered        Registered        Price Per Share(1)      Aggregate Offering     Registration Fee
                                                                                 Price(1)
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------

<S>                          <C>                      <C>                    <C>                      <C>       
Common Stock. . . . . . . .  600,000 shs.             $24.125                $ 14,475,000.00          $ 4,024.05

</TABLE>
--------------------------------------------------------------------------------

(1)      Estimated   pursuant  to  Rule  457(c),   solely  for  the  purpose  of
         calculating  the  registration  fee, based upon the average of the high
         and low  prices  for the common  stock  reported  on the New York Stock
         Exchange on November 11, 1998.


<PAGE>



                                      II-3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Incorporation of Documents by Reference.

This Registration Statement registers additional securities of the same class as
other  securities for which a Registration  Statement filed on Form S-8 relating
to the  Amended  and  Restated  1995 Stock  Option  Plan is  already  effective.
Pursuant to General  Instruction  E of this form,  the contents of the Company's
previous  registration  statement  (Registration  Statement  No.  33-96326)  are
incorporated herein by reference.



Item 8. Exhibits.

Exhibit
Number  Description

5             Opinion of Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis,
              Professional  Association,  as to the legality of the Common Stock
              being registered.

23.1          Consent  of  Trenam,  Kemker,  Scharf,  Barkin,  Frye,  O'Neill  &
              Mullis,  Professional  Association
              (contained in Exhibit 5).

23.2          Consent of Ernst & Young LLP.

24            Powers of Attorney (contained in signature page).



<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  Lakeland,  State of  Florida,  on the 13th  day of
November, 1998.

                                     Discount Auto Parts, Inc.


                                     By:/s/ Peter J. Fontaine
                                     Peter J. Fontaine, Chief Executive Officer

        KNOW ALL MEN BY THESE PRESENTS that each of the undersigned officers and
directors  of Discount  Auto Parts,  Inc.,  for himself and not for one another,
does hereby constitute and appoint Peter J. Fontaine,  William C. Perkins and C.
Michael Moore,  and each of them, a true and lawful attorney in his name,  place
and  stead,  in any  and  all  capacities,  to  sign  his  name  to any  and all
amendments, including post-effective amendments, to this registration statement,
with respect to the proposed issuance, sale and delivery of shares of its Common
Stock,  and to cause  the same to be filed  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorneys  and each of them  full  power  and
authority to do and perform any act and thing necessary and proper to be done in
the premises,  as fully to all intents and purposes as the undersigned  could do
if personally  present,  and each of the undersigned for himself hereby ratifies
and  confirms all that said  attorneys  or any one of them shall  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                                                          Date



/s/ Peter J. Fontaine                                          November 13, 1998
    Peter J. Fontaine                                       
    Chief Executive Officer and                                     
    Director (Principal Executive
      Officer)



/s/ C. Michael Moore                                           November 13, 1998
    C. Michael Moore                                     
    Secretary and Chief Financial
    Officer (Principal Accounting
       Officer)


                                                       
/s/ William C. Perkins                                          November 13 1998
    William C. Perkins
    President, Chief Operating
    Officer and Director 


                                                                
/s/ Warren Shatzer                                             November 13, 1998
    Warren Shatzer
    Director



<PAGE>



                                      II-4


                                                                 
/s/ E.E. Wardlow                                               November 13, 1998
    E.E. Wardlow
    Director


                                                                 
/s/ A. Gordon Tunstall                                         November 13, 1998
    A Gordon Tunstall
    Director


                                                                 
/s/ David P. Walling                                           November 13, 1998
    David P. Walling
    Director







<PAGE>




                                  EXHIBIT INDEX


Exhibit
Number        Description

5             Opinion of Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis
              Professional  Association,  as to the legality of the Common Stock
              being registered.

23.1          Consent  of  Trenam,  Kemker,  Scharf,  Barkin,  Frye,  O'Neill  &
              Mullis,  Professional  Association 
              (contained in Exhibit 5).

23.2          Consent of Ernst & Young LLP.

24            Powers of Attorney (contained in signature page).


<PAGE>




                                    Exhibit 5


<PAGE>










                                                               November 12, 1998



Securities and Exchange Commission
450 5th Street, N.W.
Judiciary Plaza
Washington, DC  20549

              Re:     Discount Auto Parts, Inc.
                      Amended and Restated 1995 Stock Option Plan
                      Registration Statement on Form S-8

Ladies and Gentlemen:

        We have  represented  Discount  Auto  Parts,  Inc.  (the  "Company")  in
connection  with the  Company's  Registration  Statement  on Form S-8 (the  "S-8
Registration   Statement")   relating  to  the  offering  by  the  Company  (the
"Offering") of an additional  600,000 shares of the Company's Common Stock under
the Company's  Amended and Restated  1995 Stock Option Plan (the  "Plan").  This
opinion is being provided as Exhibit 5 to the S-8 Registration Statement.

        In our  capacity  as counsel to the Company in  connection  with the S-8
Registration Statement and the Offering, we have examined and are familiar with:
(1) the Company's  Articles of  Incorporation  and Bylaws,  each as currently in
effect,  (2) the Plan,  (3) the S-8  Registration  Statement  and (4) such other
corporate  records and documents and instruments as in our opinion are necessary
or relevant as the basis for the opinions expressed below.

        As to various questions of fact material to our opinion,  we have relied
without independent investigation on statements or certificates of officials and
representatives of the Company,  the Department of State of the State of Florida
and others.  In all such  examinations,  we have assumed the  genuineness of all
signatures  on original and certified  documents and the  conformity to original
and certified documents of all copies submitted to us as conformed,  photostatic
or other exact copies.

        We express no  opinion as to the law of any  jurisdiction  other than of
the State of Florida and the federal laws of the United States of America.

        Based upon and in reliance on the foregoing, we are of the opinion that:



<PAGE>


        1. The Company is a validly existing  corporation  under the laws of the
State of Florida and its status is active.

        2. The  Plan  has been  duly  and  legally  authorized  by all  required
corporate action.

        3. When the following events shall have occurred:

              a.      the S-8 Registration Statement shall have become effective
                      in accordance with the Securities Act of 1933, as amended;

              b.      the  options  covering  shares of Common  Stock shall have
                      been granted and exercised as contemplated in the Plan;

              c.      the consideration specified in the Plan and the instrument
                      of grant  covering  options  granted  under the Plan shall
                      have been received; and

              d.      the certificates  representing such shares shall have been
                      duly executed,  counter-signed  and issued by or on behalf
                      of the Company,

the shares of Common  Stock so  offered  and sold in the  Offering  will be duly
authorized,  validly issued, fully paid and non-assessable shares of the capital
stock of the Company.

        This firm hereby consents to the filing of this opinion as an Exhibit to
the S-8 Registration Statement.

                                   Sincerely,

                         TRENAM, KEMKER, SCHARF, BARKIN,
                             FRYE, O'NEILL & MULLIS
                            Professional Association


                           By: /s/ Gary I. Teblum
                                                      Gary I. Teblum





<PAGE>


                                  Exhibit 23.2


<PAGE>


                                  Exhibit 23.2



               Consent of Independent Certified Public Accountants

We consent to the incorporation by reference in the Registration Statement (Form
S-8) pertaining to the Discount Auto Parts, Inc. Amended and Restated 1995 Stock
Option  Plan,  of our report dated July 6, 1998,  with respect to the  financial
statements of Discount Auto Parts, Inc.  incorporated by reference in its Annual
Report  (Form 10-K) for the year ended June 2, 1998,  filed with the  Securities
and Exchange Commission.

                                          /s/ Ernst & Young LLP

Tampa, Florida
November 12, 1998
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 12701}]
{"company-data": {"conformed-name": "DISCOUNT AUTO PARTS INC", "cik": "0000889409", "assigned-sic": "5531", "irs-number": "591447420", "state-of-incorporation": "FL", "fiscal-year-end": "0531"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-67251", "film-number": "98748369"}, "business-address": {"street1": "4900 FRONTAGE RD S", "street2": "PO BOX 8080", "city": "LAKELAND", "state": "FL", "zip": "33802", "phone": "9412842010"}, "mail-address": {"street1": "4900 FRONTAGE RD S", "street2": "PO BOX 8080", "city": "LAKELAND", "state": "FL", "zip": "33802"}}
As filed with the  Securities and Exchange  Commission on November 13,
1998 Registration Statement No.33-

     SECURITIES    AND    EXCHANGE    COMMISSION    WASHINGTON,    D.C.    20549
                          ------------------------------

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

                            DISCOUNT AUTO PARTS, INC.
             (Exact name of Registrant as specified in its charter)

               Florida                              59-1447420
    (State or other jurisdiction                 (I.R.S. Employer
  of incorporation or organization)            Identification Number)

                            4900 Frontage Road South
                             Lakeland, Florida 33815
                                 (941) 687-9226
                          (Address, including zip code,
                  of Registrant's principal executive offices)

                            DISCOUNT AUTO PARTS, INC.
                   AMENDED AND RESTATED 1995 STOCK OPTION PLAN
                            (Full title of the plan)

                   Peter J. Fontaine, Chief Executive Officer
                            4900 Frontage Road South
                             Lakeland, Florida 33815
                                                   (941) 687-9226
            (Name, address, including zip code, and telephone number
                   including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
-------------------------------     --------------------------------------------
Title of Securities      Amount to be    Proposed Maximum Offering  Proposed Maximum         Amount of
      to be Registered        Registered        Price Per Share(1)      Aggregate Offering     Registration Fee
                                                                                 Price(1)
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
Common Stock. . . . . . . .  600,000 shs.             $24.125                $ 14,475,000.00          $ 4,024.05
--------------------------------------------------------------------------------

(1)      Estimated   pursuant  to  Rule  457(c),   solely  for  the  purpose  of
         calculating  the  registration  fee, based upon the average of the high
         and low  prices  for the common  stock  reported  on the New York Stock
         Exchange on November 11, 1998.
II-3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Incorporation of Documents by Reference.

This Registration Statement registers additional securities of the same class as
other  securities for which a Registration  Statement filed on Form S-8 relating
to the  Amended  and  Restated  1995 Stock  Option  Plan is  already  effective.
Pursuant to General  Instruction  E of this form,  the contents of the Company's
previous  registration  statement  (Registration  Statement  No.  33-96326)  are
incorporated herein by reference.

Item 8. Exhibits.

Exhibit
Number  Description

5             Opinion of Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis,
              Professional  Association,  as to the legality of the Common Stock
              being registered.

23.1          Consent  of  Trenam,  Kemker,  Scharf,  Barkin,  Frye,  O'Neill  &
              Mullis,  Professional  Association
              (contained in Exhibit 5).

23.2          Consent of Ernst & Young LLP.

24            Powers of Attorney (contained in signature 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  Lakeland,  State of  Florida,  on the 13th  day of
November, 1998.

                                     Discount Auto Parts, Inc.

                                     By:/s/ Peter J. Fontaine
                                     Peter J. Fontaine, Chief Executive Officer

        KNOW ALL MEN BY THESE PRESENTS that each of the undersigned officers and
directors  of Discount  Auto Parts,  Inc.,  for himself and not for one another,
does hereby constitute and appoint Peter J. Fontaine,  William C. Perkins and C.
Michael Moore,  and each of them, a true and lawful attorney in his name,  place
and  stead,  in any  and  all  capacities,  to  sign  his  name  to any  and all
amendments, including post-effective amendments, to this registration statement,
with respect to the proposed issuance, sale and delivery of shares of its Common
Stock,  and to cause  the same to be filed  with  the  Securities  and  Exchange
Commission,  granting  unto  said  attorneys  and each of them  full  power  and
authority to do and perform any act and thing necessary and proper to be done in
the premises,  as fully to all intents and purposes as the undersigned  could do
if personally  present,  and each of the undersigned for himself hereby ratifies
and  confirms all that said  attorneys  or any one of them shall  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                                                          Date

/s/ Peter J. Fontaine                                          November 13, 1998
    Peter J. Fontaine                                       
    Chief Executive Officer and                                     
    Director (Principal Executive
      Officer)

/s/ C. Michael Moore                                           November 13, 1998
    C. Michael Moore                                     
    Secretary and Chief Financial
    Officer (Principal Accounting
       Officer)

                                                       
/s/ William C. Perkins                                          November 13 1998
    William C. Perkins
    President, Chief Operating
    Officer and Director 

                                                                
/s/ Warren Shatzer                                             November 13, 1998
    Warren Shatzer
    Director
II-4

                                                                 
/s/ E.E. Wardlow                                               November 13, 1998
    E.E. Wardlow
    Director

                                                                 
/s/ A. Gordon Tunstall                                         November 13, 1998
    A Gordon Tunstall
    Director

                                                                 
/s/ David P. Walling                                           November 13, 1998
    David P. Walling
    Director
EXHIBIT INDEX

Exhibit
Number        Description

5             Opinion of Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis
              Professional  Association,  as to the legality of the Common Stock
              being registered.

23.1          Consent  of  Trenam,  Kemker,  Scharf,  Barkin,  Frye,  O'Neill  &
              Mullis,  Professional  Association 
              (contained in Exhibit 5).

23.2          Consent of Ernst & Young LLP.

24            Powers of Attorney (contained in signature page).
Exhibit 5
November 12, 1998

Securities and Exchange Commission
450 5th Street, N.W.
Judiciary Plaza
Washington, DC  20549

              Re:     Discount Auto Parts, Inc.
                      Amended and Restated 1995 Stock Option Plan
                      Registration Statement on Form S-8

Ladies and Gentlemen:

        We have  represented  Discount  Auto  Parts,  Inc.  (the  "Company")  in
connection  with the  Company's  Registration  Statement  on Form S-8 (the  "S-8
Registration   Statement")   relating  to  the  offering  by  the  Company  (the
"Offering") of an additional  600,000 shares of the Company's Common Stock under
the Company's  Amended and Restated  1995 Stock Option Plan (the  "Plan").  This
opinion is being provided as Exhibit 5 to the S-8 Registration Statement.

        In our  capacity  as counsel to the Company in  connection  with the S-8
Registration Statement and the Offering, we have examined and are familiar with:
(1) the Company's  Articles of  Incorporation  and Bylaws,  each as currently in
effect,  (2) the Plan,  (3) the S-8  Registration  Statement  and (4) such other
corporate  records and documents and instruments as in our opinion are necessary
or relevant as the basis for the opinions expressed below.

        As to various questions of fact material to our opinion,  we have relied
without independent investigation on statements or certificates of officials and
representatives of the Company,  the Department of State of the State of Florida
and others.  In all such  examinations,  we have assumed the  genuineness of all
signatures  on original and certified  documents and the  conformity to original
and certified documents of all copies submitted to us as conformed,  photostatic
or other exact copies.

        We express no  opinion as to the law of any  jurisdiction  other than of
the State of Florida and the federal laws of the United States of America.

        Based upon and in reliance on the foregoing, we are of the opinion that:
1. The Company is a validly existing  corporation  under the laws of the
State of Florida and its status is active.

        2. The  Plan  has been  duly  and  legally  authorized  by all  required
corporate action.

        3. When the following events shall have occurred:

              a.      the S-8 Registration Statement shall have become effective
                      in accordance with the Securities Act of 1933, as amended;

              b.      the  options  covering  shares of Common  Stock shall have
                      been granted and exercised as contemplated in the Plan;

              c.      the consideration specified in the Plan and the instrument
                      of grant  covering  options  granted  under the Plan shall
                      have been received; and

              d.      the certificates  representing such shares shall have been
                      duly executed,  counter-signed  and issued by or on behalf
                      of the Company,

the shares of Common  Stock so  offered  and sold in the  Offering  will be duly
authorized,  validly issued, fully paid and non-assessable shares of the capital
stock of the Company.

        This firm hereby consents to the filing of this opinion as an Exhibit to
the S-8 Registration Statement.

                                   Sincerely,

                         TRENAM, KEMKER, SCHARF, BARKIN,
                             FRYE, O'NEILL & MULLIS
                            Professional Association

                           By: /s/ Gary I. Teblum
                                                      Gary I. Teblum
Exhibit 23.2
Exhibit 23.2

               Consent of Independent Certified Public Accountants

We consent to the incorporation by reference in the Registration Statement (Form
S-8) pertaining to the Discount Auto Parts, Inc. Amended and Restated 1995 Stock
Option  Plan,  of our report dated July 6, 1998,  with respect to the  financial
statements of Discount Auto Parts, Inc.  incorporated by reference in its Annual
Report  (Form 10-K) for the year ended June 2, 1998,  filed with the  Securities
and Exchange Commission.

                                          /s/ Ernst & Young LLP

Tampa, Florida
November 12, 1998