As filed with the Securities and Exchange Commission on January 11, 2000
                                               Registration No.  333-________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                       -----------------------------------
                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           THE SECURITIES ACT OF 1933

                       -----------------------------------
                          ALLIED WASTE INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

                Delaware                                    88-02286366
    (State or other jurisdiction of                       (I.R.S. Employer
     incorporation or organization)                    Identification Number)

                  15880 North Greenway-Hayden Loop, Suite 100
                            Scottsdale, Arizona 85260
                                 (480) 627-2700

             Allied Waste Industries, Inc. 1991 Incentive Stock Plan
                            (Full title of the plan)

                                Henry L. Hirvela
                          Allied Waste Industries, Inc.
                  15880 North Greenway-Hayden Loop, Suite 100
                            Scottsdale, Arizona 85260
                                 (480) 627-2700

           (Name, address, and telephone number of agent for service)

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

======================================== ================== =================== ================== ======================
                                                             Proposed Maximum    Proposed Maximum
          Title of Securities              Amount to be       Offering Price         Aggregate           Amount of
           to be Registered               Registered (1)      Per Share (2)     Offering Price (2)   Registration Fee
---------------------------------------- ------------------ ------------------- ------------------ ======================

<S>                                         <C>               <C>                <C>                <C>
Common Stock, par value $.01 per share      10,827,133        $7.75              $83,910,281        $22,152

======================================== ================== =================== =================== ======================

<FN>


(1)  Plus  such  additional   number  of  shares as may be required in the event
     of a stock dividend, stock split, recapitalization,  or other similar event
     in accordance  with Rule 416 of the Securities Act of 1933, as amended (the
     "Securities Act").
(2)  Estimated  solely  for the  purpose of  determining  the  registration  fee
     pursuant to Rule 457(h) of the Securities Act based upon the average of the
     high and low prices of the Common Stock,  as reported on the New York Stock
     Exchange on January 7, 2000.
</FN>
</TABLE>





<PAGE>

                                     PART II

EXPLANATORY NOTE

         This Registration  Statement is filed pursuant to Instruction E to Form
S-8 to register  additional common stock of Allied Waste  Industries,  Inc., par
value $.01 per share (the "Common Stock"), issuable under Allied Waste's amended
and restated 1991 Stock  Incentive  Plan (the "Plan").  On August 23, 1991,  the
Company registered  825,000 common shares on a Registration  Statement (File No.
33-42354)  (the  "1991  Form  S-8"),  and on  December  11,  1998,  the  Company
registered an additional  9,211,784  common shares on a  Registration  Statement
(File No. 333-68815) (the "1998 Form S-8") which were issuable under the Plan.

         Pursuant  to  Instruction  E  to  Form  S-8,  the   registrant   hereby
incorporates by reference into this  Registration  Statement the contents of the
1991 Form S-8 and the 1998 Form S-8 and all amendments thereto.

Item 8.  Exhibits

Exhibit No.                         Description of Exhibit

4.1*     --       Allied  Waste  Industries,  Inc.  Amended  and  Restated  1991
                  Incentive Stock Plan

4.2*     --       First Amendment to the Restated Allied Waste  Industries, Inc.
                  1991 Incentive Stock Plan (as amended in and restated in 1999)

4.3*     --       Second Amendment to the Restated Allied Waste Industries, Inc.
                  1991 Incentive Stock Plan (as amended in and restated in 1999)

5.1*     --       Opinion of Steven H. Helm

23.1*    --       Consent of Arthur Andersen LLP, Phoenix

23.2*    --       Consent of Arthur Andersen LLP, Houston

23.3*    --       Consent of Steven H. Helm (included in Exhibit 5.1)

24.1*    --       Power  of Attorney (filed as part of the signature page to the
                  Form S-8 and incorporated herein by reference)

*    Filed herewith.



<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Scottsdale, State of Arizona on January 11, 2000.


                                ALLIED WASTE INDUSTRIES, iNC.


                            By:  /s/ Henry L. Hirvela
                                -----------------------------------------
                                Henry L. Hirvela
                                Vice President - Chief Financial Officer


         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears below constitutes and appoints Thomas H. Van Weelden,  Henry L. Hirvela,
James S. Eng,  and each of them (with full power to each of them to act  alone),
his true and lawful  attorney-in-fact and agent with full powers of substitution
and  resubstitution,  for him and in his name,  place and stead,  in any and all
capacities,  to sign  any  and all  amendments  to this  Registration  Statement
(including post-effective  amendments),  and any and all additional Registration
Statements  pursuant to  Instruction  E to Form S-8, and any and all  amendments
thereto (including  post-effective  amendments),  and to file the same, with all
exhibits  thereto,  and  other  documents  in  connection  therewith,  with  the
Securities and Exchange  Commission,  granting unto said  attorneys-in-fact  and
agents full power and  authority  to do and perform each and every act and thing
requisite  and  necessary  to be done in and  about  the  premises  in  order to
effectuate  the same,  as fully to all intents and purposes as he might or could
do in person and hereby ratifies and confirms all his said attorneys-in-fact and
agents,  each acting alone, or his or their substitutes may lawfully do or cause
to be done by virtue thereof.


         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:

<TABLE>
<CAPTION>


              SIGNATURE                                      TITLE                                   DATE
---------------------------------------      ------------------------------------         -------------------------

<S>                                          <C>                                               <C>

                                                                                               January 11, 2000
    /s/ Thomas H. Van Weelden                Chairman of the Board of Directors,
--------------------------------------       President and Chief Executive Officer
        Thomas H. Van Weelden                     (Principal Executive Officer)


                                                                                               January 11, 2000
       /s/ Henry L. Hirvela                   Vice President -
--------------------------------------        Chief Financial Officer
          Henry L. Hirvela                        (Principal Financial Officer)

                                                                                               January 11, 2000
          /s/ James S. Eng                    Corporate Controller
--------------------------------------
              James S. Eng                       (Principal Accounting Officer)

                                                                                               January 11, 2000
          /s/  Nolan Lehmann                  Director
--------------------------------------
               Nolan Lehmann

                                                                                               January 11, 2000
           /s/ Michael Gross                  Director
--------------------------------------
               Michael Gross

                                                                                               January 11, 2000
          /s/ David B. Kaplan                 Director
--------------------------------------
              David B. Kaplan

                                                                                               January 11, 2000
         /s/ Antony P. Ressler                Director
--------------------------------------
             Antony P. Ressler

                                                                                               January 11, 2000
          /s/ Howard A. Lipson
--------------------------------------        Director
              Howard A. Lipson

                                                                                               January 11, 2000
          /s/ Dennis Hendrix                  Director
--------------------------------------
              Dennis Hendrix

                                                                                               January 11, 2000
          /s/ Roger A. Ramsey                 Director
--------------------------------------
              Roger A. Ramsey

                                                                                               January 05, 2000
          /s/ Warren B. Rudman                Director
--------------------------------------
               Warren B. Rudman

                                                                                               January 11, 2000
           /s/ Vincent Tese                   Director
--------------------------------------
               Vincent Tese

                                                                                               January 11, 2000
          /s/ David Blitzer                   Director
---------------------------------------
              David Blitzer

</TABLE>
[{"type": "S-8", "sequence": "1", "description": "ALLIED WASTE INDUSTRIES, INC. FORM S-8", "secsgml_size_bytes": 11075}]
{"company-data": {"conformed-name": "ALLIED WASTE INDUSTRIES INC", "cik": "0000848865", "assigned-sic": "4953", "irs-number": "880228636", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-94405", "film-number": "505362"}, "business-address": {"street1": "15880 N. GREENWAY-HAYDEN LOOP", "street2": "SUITE 100", "city": "SCOTTSDALE", "state": "AZ", "zip": "85260", "phone": "4806272700"}, "mail-address": {"street1": "15880 N. GREENWAY-HAYDEN LOOP", "street2": "SUITE 100", "city": "SCOTTSDALE", "state": "AZ", "zip": "85260"}}
As filed with the Securities and Exchange Commission on January 11, 2000
                                               Registration No.  333-________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                       -----------------------------------
                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under

                           THE SECURITIES ACT OF 1933

                       -----------------------------------
                          ALLIED WASTE INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)

                Delaware                                    88-02286366
    (State or other jurisdiction of                       (I.R.S. Employer
     incorporation or organization)                    Identification Number)

                  15880 North Greenway-Hayden Loop, Suite 100
                            Scottsdale, Arizona 85260
                                 (480) 627-2700

             Allied Waste Industries, Inc. 1991 Incentive Stock Plan
                            (Full title of the plan)

                                Henry L. Hirvela
                          Allied Waste Industries, Inc.
                  15880 North Greenway-Hayden Loop, Suite 100
                            Scottsdale, Arizona 85260
                                 (480) 627-2700

           (Name, address, and telephone number of agent for service)

                         CALCULATION OF REGISTRATION FEE
======================================== ================== =================== ================== ======================
                                                             Proposed Maximum    Proposed Maximum
          Title of Securities              Amount to be       Offering Price         Aggregate           Amount of
           to be Registered               Registered (1)      Per Share (2)     Offering Price (2)   Registration Fee
---------------------------------------- ------------------ ------------------- ------------------ ======================
Common Stock, par value $.01 per share      10,827,133        $7.75              $83,910,281        $22,152

======================================== ================== =================== =================== ======================
(1)  Plus  such  additional   number  of  shares as may be required in the event
     of a stock dividend, stock split, recapitalization,  or other similar event
     in accordance  with Rule 416 of the Securities Act of 1933, as amended (the
     "Securities Act").
(2)  Estimated  solely  for the  purpose of  determining  the  registration  fee
     pursuant to Rule 457(h) of the Securities Act based upon the average of the
     high and low prices of the Common Stock,  as reported on the New York Stock
     Exchange on January 7, 2000.
PART II

EXPLANATORY NOTE

         This Registration  Statement is filed pursuant to Instruction E to Form
S-8 to register  additional common stock of Allied Waste  Industries,  Inc., par
value $.01 per share (the "Common Stock"), issuable under Allied Waste's amended
and restated 1991 Stock  Incentive  Plan (the "Plan").  On August 23, 1991,  the
Company registered  825,000 common shares on a Registration  Statement (File No.
33-42354)  (the  "1991  Form  S-8"),  and on  December  11,  1998,  the  Company
registered an additional  9,211,784  common shares on a  Registration  Statement
(File No. 333-68815) (the "1998 Form S-8") which were issuable under the Plan.

         Pursuant  to  Instruction  E  to  Form  S-8,  the   registrant   hereby
incorporates by reference into this  Registration  Statement the contents of the
1991 Form S-8 and the 1998 Form S-8 and all amendments thereto.

Item 8.  Exhibits

Exhibit No.                         Description of Exhibit

4.1*     --       Allied  Waste  Industries,  Inc.  Amended  and  Restated  1991
                  Incentive Stock Plan

4.2*     --       First Amendment to the Restated Allied Waste  Industries, Inc.
                  1991 Incentive Stock Plan (as amended in and restated in 1999)

4.3*     --       Second Amendment to the Restated Allied Waste Industries, Inc.
                  1991 Incentive Stock Plan (as amended in and restated in 1999)

5.1*     --       Opinion of Steven H. Helm

23.1*    --       Consent of Arthur Andersen LLP, Phoenix

23.2*    --       Consent of Arthur Andersen LLP, Houston

23.3*    --       Consent of Steven H. Helm (included in Exhibit 5.1)

24.1*    --       Power  of Attorney (filed as part of the signature page to the
                  Form S-8 and incorporated herein by reference)

*    Filed herewith.
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the Company
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Scottsdale, State of Arizona on January 11, 2000.

                                ALLIED WASTE INDUSTRIES, iNC.

                            By:  /s/ Henry L. Hirvela
                                -----------------------------------------
                                Henry L. Hirvela
                                Vice President - Chief Financial Officer

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears below constitutes and appoints Thomas H. Van Weelden,  Henry L. Hirvela,
James S. Eng,  and each of them (with full power to each of them to act  alone),
his true and lawful  attorney-in-fact and agent with full powers of substitution
and  resubstitution,  for him and in his name,  place and stead,  in any and all
capacities,  to sign  any  and all  amendments  to this  Registration  Statement
(including post-effective  amendments),  and any and all additional Registration
Statements  pursuant to  Instruction  E to Form S-8, and any and all  amendments
thereto (including  post-effective  amendments),  and to file the same, with all
exhibits  thereto,  and  other  documents  in  connection  therewith,  with  the
Securities and Exchange  Commission,  granting unto said  attorneys-in-fact  and
agents full power and  authority  to do and perform each and every act and thing
requisite  and  necessary  to be done in and  about  the  premises  in  order to
effectuate  the same,  as fully to all intents and purposes as he might or could
do in person and hereby ratifies and confirms all his said attorneys-in-fact and
agents,  each acting alone, or his or their substitutes may lawfully do or cause
to be done by virtue thereof.

         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
---------------------------------------      ------------------------------------         -------------------------
January 11, 2000
    /s/ Thomas H. Van Weelden                Chairman of the Board of Directors,
--------------------------------------       President and Chief Executive Officer
        Thomas H. Van Weelden                     (Principal Executive Officer)

                                                                                               January 11, 2000
       /s/ Henry L. Hirvela                   Vice President -
--------------------------------------        Chief Financial Officer
          Henry L. Hirvela                        (Principal Financial Officer)

                                                                                               January 11, 2000
          /s/ James S. Eng                    Corporate Controller
--------------------------------------
              James S. Eng                       (Principal Accounting Officer)

                                                                                               January 11, 2000
          /s/  Nolan Lehmann                  Director
--------------------------------------
               Nolan Lehmann

                                                                                               January 11, 2000
           /s/ Michael Gross                  Director
--------------------------------------
               Michael Gross

                                                                                               January 11, 2000
          /s/ David B. Kaplan                 Director
--------------------------------------
              David B. Kaplan

                                                                                               January 11, 2000
         /s/ Antony P. Ressler                Director
--------------------------------------
             Antony P. Ressler

                                                                                               January 11, 2000
          /s/ Howard A. Lipson
--------------------------------------        Director
              Howard A. Lipson

                                                                                               January 11, 2000
          /s/ Dennis Hendrix                  Director
--------------------------------------
              Dennis Hendrix

                                                                                               January 11, 2000
          /s/ Roger A. Ramsey                 Director
--------------------------------------
              Roger A. Ramsey

                                                                                               January 05, 2000
          /s/ Warren B. Rudman                Director
--------------------------------------
               Warren B. Rudman

                                                                                               January 11, 2000
           /s/ Vincent Tese                   Director
--------------------------------------
               Vincent Tese

                                                                                               January 11, 2000
          /s/ David Blitzer                   Director
---------------------------------------
              David Blitzer