As  filed  with  the   Securities  and  Exchange Commission December 18, 1998.
                              File No. 333-_____
===============================================================================

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

                           THE SAVANNAH BANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

                Georgia                                  58-1861820
     ------------------------------                 ---------------------
    (State or Other Jurisdiction of                   (I.R.S. Employer
     Incorporation or Organization)                  Identification Number)


                                 25 Bull Street
                            Savannah, Georgia 31401
                                (912) 651-8200
                  --------------------------------------------
                  (Address, including zip code, and telephone 
                    number of Principal Executive Offices)

          The Savannah Bancorp, Inc. Organizers' Option Shares;
  The Savannah Bancorp, Inc. Employee Incentive Stock Option Plan; and Options 
  Assumed in Conjunction with the Acquisition of Bryan Bancorp of Georgia, Inc.
                            (Full Title of the Plans)

           ARCHIE H. DAVIS                               Copy to:
  President and Chief Executive Officer              J. WILEY ELLIS
       The Savannah Bancorp, Inc.            Ellis Painter, Ratteree & Bart LLP
             25 Bull Street                         2 East Bryan Street
       Savannah, Georgia 31401                    Savannah, Georgia 31401
          (912) 651-8200)                       Telephone : (912) 233-9700
(Name and address of agent for service)         Facsimile: (912) 233-8608


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

(continued on following page)

<PAGE>




                         CALCULATION OF REGISTRATION FEE
================================================================================
                                      Proposed        Proposed
  Title of       Amount to be          Maximum         Maximum        Amount of
Securities to    Registered (1)     Offering Price    Aggregate     Registration
be Registered                       Per Share (2)   Offering Price       Fee
                                                         (2)
-------------  -------------------  --------------  --------------  ------------
Common Stock,   37,125 shares  (3)          $6.06         $224,978        $66.37
 $1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   42,050 shares  (4)          $7.50         $315,375        $93.04
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   53,550 shares  (5)         $13.33         $713,822       $210.58
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,000 shares  (6)         $21.50         $193,500        $57.08
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    3,000 shares  (7)         $21.625         $64,875        $19.04
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   10,000 shares  (8)         $25.625        $256,250        $75.59
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    6,500 shares  (9)         $25.625        $166,563        $49.14
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    8,325 shares (10)          $5.76          $47,952        $14.15
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (11)          $6.35          $58,738        $17.33
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (12)          $5.77          $53,373        $15.74
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (13)         $10.27          $94,998        $28.02
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    4,625 shares (14)         $25.50         $117,938        $34.79
$1 par  value
-------------  -------------------  --------------   -------------  ------------
Aggregate      201,925 shares                           $2,308,362       $680.97
-------------  -------------------  --------------   -------------  ------------
 
(footnotes on following page)

                                       2

<PAGE>


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

   (1)   This  registration  statement also covers any additional share that may
         hereafter be granted as a result of the  adjustment  and  anti-dilution
         provisions  of the Savannah  Bancorp,  Inc.  Employee  Incentive  Stock
         Option Plan (the "ISO Plan") or the other options registered hereby.
   (2)   Estimated  solely for purposes of calculating the  registration  fee in
         accordance  with  Rule  457(h),  based on the  exercise  prices  of the
         outstanding  options,  or the  average  of the high  bid and low  asked
         prices  per  share  of the  registrant's  common  stock  on the  Nasdaq
         National Market on December 15, 1998, as the case may be.
   (3)   Represents  organizers' options granted on April 10, 1990. 
   (4)   Represents options granted under the ISO Plan on April 18, 1995.
   (5)   Represents  options granted under the ISO Plan on April 16, 1996.
   (6)   Represents  options granted under the ISO Plan on July 21, 1997.
   (7)   Represents options granted under the ISO Plan on August 18,1997.
   (8)   Represents options granted under the ISO Plan on December 15, 1998.
   (9)   Represents shares to be issued upon the exercise of options to be
         granted in the future under the ISO Plan.
  (10)   Represents  options  converted  from Bryan Bancorp of Georgia , Inc.
         options ("Bryan Options")  originally granted on December 31, 1992.
  (11)   Represents options converted from Bryan Options originally granted on
         December 31, 1993.
  (12)   Represents options converted from Bryan Options originally granted on
         December 31, 1994.
  (13)   Represents options converted from Bryan Options originally granted on 
         March 20, 1997.
  (14)   Represents options converted from Bryan Options originally granted on
         February 10, 1998.

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

                                       3

<PAGE>


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         (a) The documents  constituting Part I of this  registration  statement
will be sent or  given  to  optionholders  or  participants  in the ISO  Plan as
specified by Rule  428(b)(1)  under the  Securities Act of 1933, as amended (the
"Securities Act").

         (b) Upon written or oral request, the registrant will provide,  without
charge,  the  documents  incorporated  by reference in Item 3 of Part II of this
registration  statement.  The  documents  are  incorporated  by reference in the
Section 10(a) prospectus. The registrant will also provide, without charge, upon
written or oral request,  other documents  required to be delivered to employees
pursuant to Rule 428(b).


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents are incorporated herein by reference:

         (1) The  registrant's  Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1997.

         (2) All other reports filed by the registrant pursuant to Section 13(a)
or 15(d) of the  Exchange  Act,  since  December  31,  1997,  including  without
limitation,  the  registrant's  Quarterly  Reports on Form 10-QSB for the fiscal
quarters  ended March 31, June 30 and September 30, 1998,  and the  registrant's
Current  Reports on Form 8-K dated February 10, February 26, May 1, and July 28,
1998.

         (3) The  description  of common  stock  contained  in the  registrant's
registration statement filed under Section 12 of the Exchange Act, including all
amendments or reports filed for the purpose of updating such description.

         All  documents  filed  subsequent  to the  date  of  this  registration
statement  pursuant to Sections  13(a),  13(c), 14 or 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities  offered  have been sold or that  de-registers  all  securities  then
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
registration  statement  and to be a part  hereof from the date of the filing of
such documents.  Any statement contained in a document incorporated or deemed to
be incorporated herein by reference shall be deemed to be modified or superseded
for  purposes  of this  registration  statement  to the extent  that a statement
contained herein or in any other  subsequently filed document that also is or is
deemed to be  incorporated  by  reference  herein  modifies or  supersedes  such
statement.  Any such  statement so modified or  superseded  shall not be deemed,
except as so modified or superseded,  to constitute a part of this  registration
statement.

                                       4

<PAGE>

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The validity of the shares of the  registrant's  Common  Stock  offered
pursuant to the  registration  statement  will be passed upon by J. Wiley Ellis,
General  Counsel and Chairman of the Board of Directors of the  registrant.  Mr.
Ellis  is a  director  of the  registrant  and  receives  compensation  from the
registrant in such capacity.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The registrant's  Articles of Incorporation  provide that a director or
officer shall not be personally  liable to the  corporation or its  shareholders
for  monetary  damages  for breach of duty of care or any other duty owed to the
corporation  as a director or  officer,  except  that such  provision  shall not
eliminate or limit the  liability of a director  (a) for any  appropriation,  in
violation of his duties, of any business opportunity of the corporation, (b) for
acts or omissions which involve intentional misconduct or a knowing violation of
law, (c) for unlawful corporate  distributions,  or (d) for any transaction from
which the director or officer derived an improper personal benefit.

         Under its Bylaws, the registrant is required to indemnify its directors
and officers to the full extent  permitted by Georgia law. The Georgia  Business
Corporation  Code  provides that a  corporation  may  indemnify  its  directors,
officers, employees and agents against judgments, fines, penalties, amounts paid
in settlement,  and reasonable  expenses,  including  attorney's fees, resulting
from various types of legal actions or proceedings,  including,  but not limited
to any threatened,  pending,  or completed  action,  suit or proceeding  whether
civil, criminal, administrative, arbitrative or investigative and whether formal
or informal, if the actions of the party being indemnified meet the standards of
conduct  specified  therein.   Determination   concerning  whether  or  not  the
applicable  standard  of  conduct  has been met can be made by (a) the  Board of
Directors by a majority vote of all the disinterested directors, if there are at
least two disinterested  directors, (b) a majority vote of a committee of two or
more disinterested  directors,  (c) special legal counsel, or (d) an affirmative
vote  of  a  majority  of  shares  held  by   disinterested   shareholders.   No
indemnification  shall be made (i) in connection  with a proceeding by or in the
right of the registrant,  except for reasonable  expenses incurred in connection
with the proceeding if it is determined that the indemnitee has met the relevant
standard of conduct,  or (ii) in connection  with any other  proceeding in which
such  person  was  adjudged  liable  on the  basis  that  personal  benefit  was
improperly received by him.

         The registrant  maintains  directors and officers  liability  insurance
covering its  directors  and officers  against loss arising from certain  claims
made against them by reason of certain wrongful acts.

                                       5
<PAGE>

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not Applicable.

ITEM 8.  EXHIBITS.

         The exhibits  listed in the Exhibit  Index are included as part of this
registration statement.

ITEM 9.  UNDERTAKINGS.

         The undersigned registrant hereby undertakes:

         (a)(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 this  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.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high and of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20 percent  change in the
maximum  aggregate  offering price set forth in the "Calculation of Registration
Fee" table in the effective 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 with or furnished to
the Commission by the registrant pursuant to Section 13 or 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.

                                       6

<PAGE>

            (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 this 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   registrant's   articles  of
incorporation, bylaws, or otherwise, 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  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 on following pages)

                                       7
<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 Savannah, Georgia on the 15th day of December, 1998.

                                          THE SAVANNAH BANCORP, INC.

                                          By:    /s/Archie H. Davis
                                               ------------------------
                                                    Archie H. Davis
                                                       President
                                               and Chief Executive Officer


                                POWER OF ATTORNEY

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below  constitutes and appoints Archie H. Davis and J. Wiley Ellis,  and
each of them,  with the  power to act  without  the  other,  his or her true and
lawful  attorneys-in-fact  and  agents,  with  full  power of  substitution  and
resubstitution,  for him or her, and in his or her 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  attorneys-in-fact  and
agents,  and each of them,  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,  as fully and to all intents and  purposes as he or she might or could
do in person,  hereby  ratifying and confirming all that said  attorneys-in-fact
and agents,  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.

Name                      Capacity                             Date
/s/ Archie H. Davis
---------------------     Director, President and Chief        December 15, 1998
Archie H. Davis           Executive Officer
                          (Principal Executive Officer)
/s/ Robert B. Briscoe
---------------------     Chief Financial Officer
Robert B. Briscoe         (Principal Financial and Accounting  December 15, 1998
                          Officer)

                                       8

<PAGE>



Name                      Capacity                             Date
/s/ J. Wiley Ellis
--------------------      Director, Chairman of the Board      December 15, 1998
J. Wiley Ellis
/s/ E. James Burnsed
--------------------      Director, Vice Chairman              December 15, 1998
E. James Burnsed
/s/ Russell W. Carpenter
--------------------      Director                             December 15, 1998
Russell W. Carpenter

____________________      Director                             December 15, 1998
Robert H. Demere, Jr.                                 
/s/ Julius Edel
--------------------      Director                             December 15, 1998
Julius Edel                                          
/s/ L. Carlton Gill
--------------------      Director                             December 15, 1998
L. Carlton Gill
                                           
____________________      Director                             December 15, 1998
Robert W. Groves III
/s/ Jack M. Jones                                           
--------------------      Director                             December 15, 1998
Jack M. Jones
/s/ Aaron M. Levy                                      
--------------------      Director                             December 15, 1998
Aaron M. Levy
/s/ J. Curtis Lewis III                                           
--------------------      Director                             December 15, 1998
J. Curtis Lewis III
/s/ M. Lane Morrison                                           
--------------------      Director                             December 15, 1998
M. Lane Morrison
/s/ James Toby Roberts, Sr.                                          
--------------------      Director                             December 15, 1998
James Toby Roberts, Sr.
/s/ James W. Royal
--------------------      Director                             December 15, 1998
James W. Royal

                                       9

<PAGE>



Name                      Capacity                             Date

/s/ Jack W. Shearouse                                         
--------------------      Director                             December 15, 1998
Jack W. Shearouse

/s/ Robert T. Thompson, Jr.                                           
--------------------      Director                             December 15, 1998
Robert T. Thompson, Jr.

/s/ Penelope S. Wirth                                           
--------------------      Director                             December 15, 1998
Penelope S. Wirth

                                       10
<PAGE>


                                  EXHIBIT INDEX
                                       TO
                       REGISTRATION STATEMENT ON FORM S-8


   Exhibit Number                          Description

       4.1                    Articles   of   Incorporation   of  the registrant
                              (previously  filed with the Commission   on
                              February  8,  1990  as Exhibit   3.1   to   the
                              registrant's Registration Statement on  Form  S-1
                              (Registration  No. 33-33405) (the "Form  S-1") and
                              incorporated by reference herein).


       4.2                    By-Laws of the registrant(filed with the 
                              Commission on February 8, 1990 as Exhibit 3.2 to
                              the Form S-1 and incorporated by reference 
                              herein).

       5.1                    Opinion  of  J.  Wiley   Ellis,  Esq., counsel  to
                              the  registrant, as to the legality  of  the
                              securities   being  offered.

      23.1                    Consent of Arthur Andersen LLP.

      23.2                    Consent of PricewaterhouseCoopers LLP.

      23.3                    Consent of J. Wiley Ellis, Esq. (contained in
                              Exhibit 5.1).

      24.1                    Power of Attorney pursuant to which amendments to
                              this registration statement may be filed (included
                              on the signature page contained in Part II
                              hereof).

      99                      The Savannah  Bancorp,  Inc.  Incentive Stock
                              Option  Plan  (filed  with  the Commission on
                              March 30, 1998 as Exhibit 10.7 to the 1997 Annual
                              Report on Form 10-KSB and  incorporated by
                              reference herein).

                                       11
[{"type": "S-8", "sequence": "1", "description": "REGISTER OPTION SHARES", "secsgml_size_bytes": 25422}]
{"company-data": {"conformed-name": "SAVANNAH BANCORP INC", "cik": "0000860519", "assigned-sic": "6021", "irs-number": "581861820", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-69175", "film-number": "98771575"}, "business-address": {"street1": "25 BULL ST", "city": "SAVANNAH", "state": "GA", "zip": "31401", "phone": "9126518200"}, "mail-address": {"street1": "P O BOX 188", "city": "SAVANNAH", "state": "GA", "zip": "31402"}}
As  filed  with  the   Securities  and  Exchange Commission December 18, 1998.
                              File No. 333-_____
===============================================================================

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

                           THE SAVANNAH BANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

                Georgia                                  58-1861820
     ------------------------------                 ---------------------
    (State or Other Jurisdiction of                   (I.R.S. Employer
     Incorporation or Organization)                  Identification Number)

                                 25 Bull Street
                            Savannah, Georgia 31401
                                (912) 651-8200
                  --------------------------------------------
                  (Address, including zip code, and telephone 
                    number of Principal Executive Offices)

          The Savannah Bancorp, Inc. Organizers' Option Shares;
  The Savannah Bancorp, Inc. Employee Incentive Stock Option Plan; and Options 
  Assumed in Conjunction with the Acquisition of Bryan Bancorp of Georgia, Inc.
                            (Full Title of the Plans)

           ARCHIE H. DAVIS                               Copy to:
  President and Chief Executive Officer              J. WILEY ELLIS
       The Savannah Bancorp, Inc.            Ellis Painter, Ratteree & Bart LLP
             25 Bull Street                         2 East Bryan Street
       Savannah, Georgia 31401                    Savannah, Georgia 31401
          (912) 651-8200)                       Telephone : (912) 233-9700
(Name and address of agent for service)         Facsimile: (912) 233-8608

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

(continued on following page)
CALCULATION OF REGISTRATION FEE
================================================================================
                                      Proposed        Proposed
  Title of       Amount to be          Maximum         Maximum        Amount of
Securities to    Registered (1)     Offering Price    Aggregate     Registration
be Registered                       Per Share (2)   Offering Price       Fee
                                                         (2)
-------------  -------------------  --------------  --------------  ------------
Common Stock,   37,125 shares  (3)          $6.06         $224,978        $66.37
 $1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   42,050 shares  (4)          $7.50         $315,375        $93.04
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   53,550 shares  (5)         $13.33         $713,822       $210.58
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,000 shares  (6)         $21.50         $193,500        $57.08
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    3,000 shares  (7)         $21.625         $64,875        $19.04
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,   10,000 shares  (8)         $25.625        $256,250        $75.59
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    6,500 shares  (9)         $25.625        $166,563        $49.14
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    8,325 shares (10)          $5.76          $47,952        $14.15
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (11)          $6.35          $58,738        $17.33
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (12)          $5.77          $53,373        $15.74
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    9,250 shares (13)         $10.27          $94,998        $28.02
$1 par value
-------------  -------------------  --------------   -------------  ------------
Common Stock,    4,625 shares (14)         $25.50         $117,938        $34.79
$1 par  value
-------------  -------------------  --------------   -------------  ------------
Aggregate      201,925 shares                           $2,308,362       $680.97
-------------  -------------------  --------------   -------------  ------------
 
(footnotes on following page)

                                       2
================================================================================

   (1)   This  registration  statement also covers any additional share that may
         hereafter be granted as a result of the  adjustment  and  anti-dilution
         provisions  of the Savannah  Bancorp,  Inc.  Employee  Incentive  Stock
         Option Plan (the "ISO Plan") or the other options registered hereby.
   (2)   Estimated  solely for purposes of calculating the  registration  fee in
         accordance  with  Rule  457(h),  based on the  exercise  prices  of the
         outstanding  options,  or the  average  of the high  bid and low  asked
         prices  per  share  of the  registrant's  common  stock  on the  Nasdaq
         National Market on December 15, 1998, as the case may be.
   (3)   Represents  organizers' options granted on April 10, 1990. 
   (4)   Represents options granted under the ISO Plan on April 18, 1995.
   (5)   Represents  options granted under the ISO Plan on April 16, 1996.
   (6)   Represents  options granted under the ISO Plan on July 21, 1997.
   (7)   Represents options granted under the ISO Plan on August 18,1997.
   (8)   Represents options granted under the ISO Plan on December 15, 1998.
   (9)   Represents shares to be issued upon the exercise of options to be
         granted in the future under the ISO Plan.
  (10)   Represents  options  converted  from Bryan Bancorp of Georgia , Inc.
         options ("Bryan Options")  originally granted on December 31, 1992.
  (11)   Represents options converted from Bryan Options originally granted on
         December 31, 1993.
  (12)   Represents options converted from Bryan Options originally granted on
         December 31, 1994.
  (13)   Represents options converted from Bryan Options originally granted on 
         March 20, 1997.
  (14)   Represents options converted from Bryan Options originally granted on
         February 10, 1998.

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

                                       3
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         (a) The documents  constituting Part I of this  registration  statement
will be sent or  given  to  optionholders  or  participants  in the ISO  Plan as
specified by Rule  428(b)(1)  under the  Securities Act of 1933, as amended (the
"Securities Act").

         (b) Upon written or oral request, the registrant will provide,  without
charge,  the  documents  incorporated  by reference in Item 3 of Part II of this
registration  statement.  The  documents  are  incorporated  by reference in the
Section 10(a) prospectus. The registrant will also provide, without charge, upon
written or oral request,  other documents  required to be delivered to employees
pursuant to Rule 428(b).

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents are incorporated herein by reference:

         (1) The  registrant's  Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1997.

         (2) All other reports filed by the registrant pursuant to Section 13(a)
or 15(d) of the  Exchange  Act,  since  December  31,  1997,  including  without
limitation,  the  registrant's  Quarterly  Reports on Form 10-QSB for the fiscal
quarters  ended March 31, June 30 and September 30, 1998,  and the  registrant's
Current  Reports on Form 8-K dated February 10, February 26, May 1, and July 28,
1998.

         (3) The  description  of common  stock  contained  in the  registrant's
registration statement filed under Section 12 of the Exchange Act, including all
amendments or reports filed for the purpose of updating such description.

         All  documents  filed  subsequent  to the  date  of  this  registration
statement  pursuant to Sections  13(a),  13(c), 14 or 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities  offered  have been sold or that  de-registers  all  securities  then
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
registration  statement  and to be a part  hereof from the date of the filing of
such documents.  Any statement contained in a document incorporated or deemed to
be incorporated herein by reference shall be deemed to be modified or superseded
for  purposes  of this  registration  statement  to the extent  that a statement
contained herein or in any other  subsequently filed document that also is or is
deemed to be  incorporated  by  reference  herein  modifies or  supersedes  such
statement.  Any such  statement so modified or  superseded  shall not be deemed,
except as so modified or superseded,  to constitute a part of this  registration
statement.

                                       4
ITEM 4.  DESCRIPTION OF SECURITIES.

         Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The validity of the shares of the  registrant's  Common  Stock  offered
pursuant to the  registration  statement  will be passed upon by J. Wiley Ellis,
General  Counsel and Chairman of the Board of Directors of the  registrant.  Mr.
Ellis  is a  director  of the  registrant  and  receives  compensation  from the
registrant in such capacity.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The registrant's  Articles of Incorporation  provide that a director or
officer shall not be personally  liable to the  corporation or its  shareholders
for  monetary  damages  for breach of duty of care or any other duty owed to the
corporation  as a director or  officer,  except  that such  provision  shall not
eliminate or limit the  liability of a director  (a) for any  appropriation,  in
violation of his duties, of any business opportunity of the corporation, (b) for
acts or omissions which involve intentional misconduct or a knowing violation of
law, (c) for unlawful corporate  distributions,  or (d) for any transaction from
which the director or officer derived an improper personal benefit.

         Under its Bylaws, the registrant is required to indemnify its directors
and officers to the full extent  permitted by Georgia law. The Georgia  Business
Corporation  Code  provides that a  corporation  may  indemnify  its  directors,
officers, employees and agents against judgments, fines, penalties, amounts paid
in settlement,  and reasonable  expenses,  including  attorney's fees, resulting
from various types of legal actions or proceedings,  including,  but not limited
to any threatened,  pending,  or completed  action,  suit or proceeding  whether
civil, criminal, administrative, arbitrative or investigative and whether formal
or informal, if the actions of the party being indemnified meet the standards of
conduct  specified  therein.   Determination   concerning  whether  or  not  the
applicable  standard  of  conduct  has been met can be made by (a) the  Board of
Directors by a majority vote of all the disinterested directors, if there are at
least two disinterested  directors, (b) a majority vote of a committee of two or
more disinterested  directors,  (c) special legal counsel, or (d) an affirmative
vote  of  a  majority  of  shares  held  by   disinterested   shareholders.   No
indemnification  shall be made (i) in connection  with a proceeding by or in the
right of the registrant,  except for reasonable  expenses incurred in connection
with the proceeding if it is determined that the indemnitee has met the relevant
standard of conduct,  or (ii) in connection  with any other  proceeding in which
such  person  was  adjudged  liable  on the  basis  that  personal  benefit  was
improperly received by him.

         The registrant  maintains  directors and officers  liability  insurance
covering its  directors  and officers  against loss arising from certain  claims
made against them by reason of certain wrongful acts.

                                       5
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not Applicable.

ITEM 8.  EXHIBITS.

         The exhibits  listed in the Exhibit  Index are included as part of this
registration statement.

ITEM 9.  UNDERTAKINGS.

         The undersigned registrant hereby undertakes:

         (a)(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 this  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.  Notwithstanding the foregoing, any increase or decrease in volume of
securities  offered (if the total dollar value of  securities  offered would not
exceed that which was  registered) and any deviation from the low or high and of
the estimated  maximum offering range may be reflected in the form of prospectus
filed with the  Commission  pursuant  to Rule 424(b) if, in the  aggregate,  the
changes in volume and price  represent  no more than a 20 percent  change in the
maximum  aggregate  offering price set forth in the "Calculation of Registration
Fee" table in the effective 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 with or furnished to
the Commission by the registrant pursuant to Section 13 or 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.

                                       6
(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 this 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   registrant's   articles  of
incorporation, bylaws, or otherwise, 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  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 on following pages)

                                       7
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 Savannah, Georgia on the 15th day of December, 1998.

                                          THE SAVANNAH BANCORP, INC.

                                          By:    /s/Archie H. Davis
                                               ------------------------
                                                    Archie H. Davis
                                                       President
                                               and Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below  constitutes and appoints Archie H. Davis and J. Wiley Ellis,  and
each of them,  with the  power to act  without  the  other,  his or her true and
lawful  attorneys-in-fact  and  agents,  with  full  power of  substitution  and
resubstitution,  for him or her, and in his or her 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  attorneys-in-fact  and
agents,  and each of them,  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,  as fully and to all intents and  purposes as he or she might or could
do in person,  hereby  ratifying and confirming all that said  attorneys-in-fact
and agents,  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.

Name                      Capacity                             Date
/s/ Archie H. Davis
---------------------     Director, President and Chief        December 15, 1998
Archie H. Davis           Executive Officer
                          (Principal Executive Officer)
/s/ Robert B. Briscoe
---------------------     Chief Financial Officer
Robert B. Briscoe         (Principal Financial and Accounting  December 15, 1998
                          Officer)

                                       8
Name                      Capacity                             Date
/s/ J. Wiley Ellis
--------------------      Director, Chairman of the Board      December 15, 1998
J. Wiley Ellis
/s/ E. James Burnsed
--------------------      Director, Vice Chairman              December 15, 1998
E. James Burnsed
/s/ Russell W. Carpenter
--------------------      Director                             December 15, 1998
Russell W. Carpenter

____________________      Director                             December 15, 1998
Robert H. Demere, Jr.                                 
/s/ Julius Edel
--------------------      Director                             December 15, 1998
Julius Edel                                          
/s/ L. Carlton Gill
--------------------      Director                             December 15, 1998
L. Carlton Gill
                                           
____________________      Director                             December 15, 1998
Robert W. Groves III
/s/ Jack M. Jones                                           
--------------------      Director                             December 15, 1998
Jack M. Jones
/s/ Aaron M. Levy                                      
--------------------      Director                             December 15, 1998
Aaron M. Levy
/s/ J. Curtis Lewis III                                           
--------------------      Director                             December 15, 1998
J. Curtis Lewis III
/s/ M. Lane Morrison                                           
--------------------      Director                             December 15, 1998
M. Lane Morrison
/s/ James Toby Roberts, Sr.                                          
--------------------      Director                             December 15, 1998
James Toby Roberts, Sr.
/s/ James W. Royal
--------------------      Director                             December 15, 1998
James W. Royal

                                       9
Name                      Capacity                             Date

/s/ Jack W. Shearouse                                         
--------------------      Director                             December 15, 1998
Jack W. Shearouse

/s/ Robert T. Thompson, Jr.                                           
--------------------      Director                             December 15, 1998
Robert T. Thompson, Jr.

/s/ Penelope S. Wirth                                           
--------------------      Director                             December 15, 1998
Penelope S. Wirth

                                       10
EXHIBIT INDEX
                                       TO
                       REGISTRATION STATEMENT ON FORM S-8

   Exhibit Number                          Description

       4.1                    Articles   of   Incorporation   of  the registrant
                              (previously  filed with the Commission   on
                              February  8,  1990  as Exhibit   3.1   to   the
                              registrant's Registration Statement on  Form  S-1
                              (Registration  No. 33-33405) (the "Form  S-1") and
                              incorporated by reference herein).

       4.2                    By-Laws of the registrant(filed with the 
                              Commission on February 8, 1990 as Exhibit 3.2 to
                              the Form S-1 and incorporated by reference 
                              herein).

       5.1                    Opinion  of  J.  Wiley   Ellis,  Esq., counsel  to
                              the  registrant, as to the legality  of  the
                              securities   being  offered.

      23.1                    Consent of Arthur Andersen LLP.

      23.2                    Consent of PricewaterhouseCoopers LLP.

      23.3                    Consent of J. Wiley Ellis, Esq. (contained in
                              Exhibit 5.1).

      24.1                    Power of Attorney pursuant to which amendments to
                              this registration statement may be filed (included
                              on the signature page contained in Part II
                              hereof).

      99                      The Savannah  Bancorp,  Inc.  Incentive Stock
                              Option  Plan  (filed  with  the Commission on
                              March 30, 1998 as Exhibit 10.7 to the 1997 Annual
                              Report on Form 10-KSB and  incorporated by
                              reference herein).

                                       11