As filed with the Securities and Exchange Commission on August 25, 1997
                                             Registration No.  33-_____

               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                         ______________
                            FORM S-8
                       REGISTRATION STATEMENT
                            UNDER
                      THE SECURITIES ACT OF 1933

                         _______________

                      LSI LOGIC CORPORATION
          (Exact name of issuer as specified in its charter)

DELAWARE                                                    94-2712976
(State of Incorporation)            (I.R.S.  Employer Identification No.)


                         1551 McCarthy Boulevard
                         Milpitas, California 95035
               (Address of Principal Executive Offices)


                         MINT TECHNOLOGY, INC.
                         1996 STOCK OPTION PLAN


                         LSI LOGIC CORPORATION
                    EMPLOYEE STOCK PURCHASE PLAN
                              AMENDED


                         LSI LOGIC CORPORATION
                      1991 EQUITY INCENTIVE PLAN
                         AMENDED AND RESTATED
                       (Full title of the Plan)


                           David E. Sanders
                    Vice President, General Counsel
                         LSI LOGIC CORPORATION
          1551 McCarthy Boulevard, Milpitas, California 95035
                         (408) 433-8000
          (Name, address and telephone number of agent for service)


                    CALCULATION OF REGISTRATION FEE

Title of                           Proposed      Proposed
Securities     Amount              Maximum       Maximum       Amount of
to be          to be               Offering      Aggregate     Registration
Registered     Registered          Price Per     Offering      Fee
                                   Unit*         Price*

Common Stock   4,191,460 shares    $34.00        $142,378,866  $43,185.00

*Estimated in accordance with Rule 457(c) for the purpose of calculating
the registration fee on the basis of $34.00 per share, which was the
average of the high and low prices of the Common Stock on the New York
Stock Exchange, Inc. on August 21, 1997.

                         Part II
               INFORMATION REQUIRED IN THE

                  REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          There are hereby incorporated by reference in this Registration
Statement the following documents and information heretofore filed with the
Securities and Exchange Commission:

          (a) The Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1996 filed pursuant to Section 13 of the Securities
Exchange Act of 1934, as amended (the "1934 Act");

          (b) The Company's definitive proxy statement dated March 27,
1997, in connection with the Company's Annual Meeting of Stockholders held
May 6, 1997 filed pursuant to Section 14, of the 1934 Act;

          (c) The Company's Quarterly Report on Form 10-Q for the quarter
ended June 29, 1997 filed pursuant to Section 13 of the 1934 Act;

          (d) The Company's Quarterly Report on Form 10-Q for the quarter
ended March 30, 1997 filed pursuant to Section 13 of the 1934 Act; and

          (e) The description of the Company's Common Stock contained in
the Company's Registration Statement on Form 8-A filed on August 29, 1989,
pursuant to Section 12(b) of the 1934 Act.


          All documents filed by the Company pursuant to Sections 13(a) and
(c), 14 and 15(d) of the 1934 Act on or after the date of this Registration
Statement and 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 in this Registration Statement and to be part hereof from the
date of filing 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 145 of the Delaware General Corporation Law authorizes a
court to award, or a corporation's Board of Directors to grant, indemnity
to directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Securities Act of
1933.  Section 11 of the Certificate of Incorporation and Article VI of the
Bylaws of the Company provide for indemnification of certain agents to the
maximum extent permitted by the Delaware General Corporation Law.

          Persons covered by these indemnification provisions include
current and former directors, officers, employees and other agents of the
Company, as well as persons, who serve at the request of the Company as
directors, officers, employees or agents of another enterprise.  In
addition, the Company has entered into indemnification agreements with its
directors and officers pursuant to which the Company has agreed to
indemnify such individuals and to advance expenses incurred in defending
any action or proceeding to the fullest extent permitted by Section 145 of
the Delaware General Corporation Law.

Item 7.   Exemption from Registration Claimed.
          Not applicable.

Item 8.   Exhibits.


Exhibit
Number
3.1       Amended and Restated Certificate of Incorporation of the Company
          filed August 20, 1997.

4.2       Stockholder Rights Plan dated November 16, 1988 (1)

4.3       Mint Technology, Inc.  Amended 1996 Stock Option Plan

4.4       Employee Stock Purchase Plan Amended

4.5       1991 Equity Incentive Plan Amended and Restated

5.1       Opinion of Counsel as to legality of securities being registered.

23.1      Consent of Independent Accountants.

23.2      Consent of Counsel (contained in Exhibit 5.1 hereto).

24.1      Power of Attorney (see page 6).
(1) Incorporated by reference to exhibits filed with the Company's Form 8-A

filed on November 21, 1988



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 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.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such posteffective 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 (and, where
applicable, each filing of an employee benefit plan's annual report
pursuant to 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 Delaware General
Corporation Law, the By-Law provisions, Section 11 of the Certificate of
Incorporation of the registrant and the indemnification agreements
described above in Item 6, 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 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 hereunder, 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 of 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.

                         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant,
LSI Logic Corporation, a corporation organized and existing under the laws
of the State of Delaware, 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 Milpitas, State
of California, on this 20th day of August, 1997.

                              LSI LOGIC CORPORATION
                              By:    /s/R. Douglas Norby
                                   R. Douglas Norby
                                   Executive Vice President, Finance and
                                   Chief Financial Officer



                    POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Wilfred J. Corrigan and R. Douglas
Norby, jointly and severally, his attorneys-in-fact, each with the power of
substitution, for him in any and all capacities, to sign any amendments to
this Registration Statement, and to file the same, with exhibits thereto
and other documents in connection therewith, with the Securities  and
Exchange Commission, hereby  ratifying  and confirming all that each of
said attorneys-in-fact, or his substitute or substitutes, may 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/Wilfred J. Corrigan   Chief Executive Officer and   August 20, 1997
(Wilfred J. Corrigan)    Chairman of the Board of
                         Directors (Principal
                         Executive Officer)


/s/ R. Douglas Norby     Senior Vice President,        August 20, 1997
(R. Douglas Norby)       Finance and Chief Financial
                         Officer (Principal Financial
                         and Accounting Officer)


/s/ T.Z. Chu             Director                      August 20, 1997
(T.Z. Chu)




                         EXHIBIT INDEX

Exhibit Number      Description

3.1                 Amended and Restated Certificate of Incorporation of
                    the Company filed August 20, 1997
4.2                 Stockholder Rights Plan, dated November 16, 1988(1)

4.3                 Mint Technology, Inc.  Amended 1996 Stock Option Plan

4.4                 Employee Stock Purchase Plan Amended

4.5                 1991 Equity Incentive Plan Amended and Restated


5.1                 Opinion of Counsel as to legality of securities being
                    registered.
          
23.1                Consent of Independent Accountants.

23.2                Consent of Counsel.

24.1                Power of Attorney.
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 12163}]
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As filed with the Securities and Exchange Commission on August 25, 1997
                                             Registration No.  33-_____

               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C.  20549
                         ______________
                            FORM S-8
                       REGISTRATION STATEMENT
                            UNDER
                      THE SECURITIES ACT OF 1933

                         _______________

                      LSI LOGIC CORPORATION
          (Exact name of issuer as specified in its charter)

DELAWARE                                                    94-2712976
(State of Incorporation)            (I.R.S.  Employer Identification No.)

                         1551 McCarthy Boulevard
                         Milpitas, California 95035
               (Address of Principal Executive Offices)

                         MINT TECHNOLOGY, INC.
                         1996 STOCK OPTION PLAN

                         LSI LOGIC CORPORATION
                    EMPLOYEE STOCK PURCHASE PLAN
                              AMENDED

                         LSI LOGIC CORPORATION
                      1991 EQUITY INCENTIVE PLAN
                         AMENDED AND RESTATED
                       (Full title of the Plan)

                           David E. Sanders
                    Vice President, General Counsel
                         LSI LOGIC CORPORATION
          1551 McCarthy Boulevard, Milpitas, California 95035
                         (408) 433-8000
          (Name, address and telephone number of agent for service)

                    CALCULATION OF REGISTRATION FEE

Title of                           Proposed      Proposed
Securities     Amount              Maximum       Maximum       Amount of
to be          to be               Offering      Aggregate     Registration
Registered     Registered          Price Per     Offering      Fee
                                   Unit*         Price*

Common Stock   4,191,460 shares    $34.00        $142,378,866  $43,185.00

*Estimated in accordance with Rule 457(c) for the purpose of calculating
the registration fee on the basis of $34.00 per share, which was the
average of the high and low prices of the Common Stock on the New York
Stock Exchange, Inc. on August 21, 1997.

                         Part II
               INFORMATION REQUIRED IN THE

                  REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference.

          There are hereby incorporated by reference in this Registration
Statement the following documents and information heretofore filed with the
Securities and Exchange Commission:

          (a) The Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1996 filed pursuant to Section 13 of the Securities
Exchange Act of 1934, as amended (the "1934 Act");

          (b) The Company's definitive proxy statement dated March 27,
1997, in connection with the Company's Annual Meeting of Stockholders held
May 6, 1997 filed pursuant to Section 14, of the 1934 Act;

          (c) The Company's Quarterly Report on Form 10-Q for the quarter
ended June 29, 1997 filed pursuant to Section 13 of the 1934 Act;

          (d) The Company's Quarterly Report on Form 10-Q for the quarter
ended March 30, 1997 filed pursuant to Section 13 of the 1934 Act; and

          (e) The description of the Company's Common Stock contained in
the Company's Registration Statement on Form 8-A filed on August 29, 1989,
pursuant to Section 12(b) of the 1934 Act.

          All documents filed by the Company pursuant to Sections 13(a) and
(c), 14 and 15(d) of the 1934 Act on or after the date of this Registration
Statement and 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 in this Registration Statement and to be part hereof from the
date of filing 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 145 of the Delaware General Corporation Law authorizes a
court to award, or a corporation's Board of Directors to grant, indemnity
to directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Securities Act of
1933.  Section 11 of the Certificate of Incorporation and Article VI of the
Bylaws of the Company provide for indemnification of certain agents to the
maximum extent permitted by the Delaware General Corporation Law.

          Persons covered by these indemnification provisions include
current and former directors, officers, employees and other agents of the
Company, as well as persons, who serve at the request of the Company as
directors, officers, employees or agents of another enterprise.  In
addition, the Company has entered into indemnification agreements with its
directors and officers pursuant to which the Company has agreed to
indemnify such individuals and to advance expenses incurred in defending
any action or proceeding to the fullest extent permitted by Section 145 of
the Delaware General Corporation Law.

Item 7.   Exemption from Registration Claimed.
          Not applicable.

Item 8.   Exhibits.

Exhibit
Number
3.1       Amended and Restated Certificate of Incorporation of the Company
          filed August 20, 1997.

4.2       Stockholder Rights Plan dated November 16, 1988 (1)

4.3       Mint Technology, Inc.  Amended 1996 Stock Option Plan

4.4       Employee Stock Purchase Plan Amended

4.5       1991 Equity Incentive Plan Amended and Restated

5.1       Opinion of Counsel as to legality of securities being registered.

23.1      Consent of Independent Accountants.

23.2      Consent of Counsel (contained in Exhibit 5.1 hereto).

24.1      Power of Attorney (see page 6).
(1) Incorporated by reference to exhibits filed with the Company's Form 8-A

filed on November 21, 1988

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 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.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such posteffective 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 (and, where
applicable, each filing of an employee benefit plan's annual report
pursuant to 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 Delaware General
Corporation Law, the By-Law provisions, Section 11 of the Certificate of
Incorporation of the registrant and the indemnification agreements
described above in Item 6, 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 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 hereunder, 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 of 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.

                         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant,
LSI Logic Corporation, a corporation organized and existing under the laws
of the State of Delaware, 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 Milpitas, State
of California, on this 20th day of August, 1997.

                              LSI LOGIC CORPORATION
                              By:    /s/R. Douglas Norby
                                   R. Douglas Norby
                                   Executive Vice President, Finance and
                                   Chief Financial Officer

                    POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Wilfred J. Corrigan and R. Douglas
Norby, jointly and severally, his attorneys-in-fact, each with the power of
substitution, for him in any and all capacities, to sign any amendments to
this Registration Statement, and to file the same, with exhibits thereto
and other documents in connection therewith, with the Securities  and
Exchange Commission, hereby  ratifying  and confirming all that each of
said attorneys-in-fact, or his substitute or substitutes, may 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/Wilfred J. Corrigan   Chief Executive Officer and   August 20, 1997
(Wilfred J. Corrigan)    Chairman of the Board of
                         Directors (Principal
                         Executive Officer)

/s/ R. Douglas Norby     Senior Vice President,        August 20, 1997
(R. Douglas Norby)       Finance and Chief Financial
                         Officer (Principal Financial
                         and Accounting Officer)

/s/ T.Z. Chu             Director                      August 20, 1997
(T.Z. Chu)

                         EXHIBIT INDEX

Exhibit Number      Description

3.1                 Amended and Restated Certificate of Incorporation of
                    the Company filed August 20, 1997
4.2                 Stockholder Rights Plan, dated November 16, 1988(1)

4.3                 Mint Technology, Inc.  Amended 1996 Stock Option Plan

4.4                 Employee Stock Purchase Plan Amended

4.5                 1991 Equity Incentive Plan Amended and Restated

5.1                 Opinion of Counsel as to legality of securities being
                    registered.
          
23.1                Consent of Independent Accountants.

23.2                Consent of Counsel.

24.1                Power of Attorney.