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<p align="center"><b>SECURITIES AND EXCHANGE COMMISSION</b></p>

<p align="center"><b>Washington, D. C. 20549</b></p>

<p align="center"><b>FORM S-8</b></p>

<p align="center">REGISTRATION STATEMENT UNDER<br>
THE SECURITIES ACT OF 1933, AS AMENDED</p>

<p align="center"><b>OPPENHEIMER HOLDINGS INC.<br>
</b>(Exact name of Issuer as Specified in its Charter)</p>

<p align="center"><b>Ontario, Canada 98-0080034<br>
</b>(State or Other Jurisdiction of Incorporation or
Organization) (I.R.S. EmployerIdentification No.)</p>

<p align="center">&nbsp;</p>

<p align="center"><b>P.O. Box 2015, Suite 1110<br>
20 Eglinton Avenue West<br>
Toronto, Ontario, Canada M4R 1K8<br>
</b>(Address, including zip code, of registrant&#146;s principal
executive office)</p>

<p align="center"><b>OPPENHEIMER HOLDINGS INC.<br>
1996 EQUITY INCENTIVE PLAN<br>
</b>(Full title of the plan)</p>

<p align="center">&nbsp;</p>

<p align="center">Elaine K. Roberts<br>
Oppenheimer Holdings Inc.<br>
P.O. Box 2015, Suite 1110<br>
20 Eglinton Avenue West<br>
Toronto, Ontario, Canada M4R 1K8</p>

<p align="center">Telephone (416) 322-1515<br>
(Name, address and telephone number, including area code, of
agent for service)</p>

<p align="center"><u></u>&nbsp;</p>

<p align="center"><u>Calculation of Registration Fee</u></p>

<p align="left">Title of Securities to be Registered (1) - Class
A non-voting shares <br>
Amount to be registered - 800,000 <br>
Proposed maximum offering price per share (1) - $24.01<br>
Proposed maximum aggregate offering price - $19,208,000<br>
Amount of registration fee (1) - $2,439.42</p>

<p>&nbsp;</p>

<blockquote>
    <p>Estimated solely for the purpose of computing the
    registration fee pursuant to Rules 457(c) and (h) of the
    Securities Act of 1933 on the basis of the average of the
    high and low prices of the Class A non-voting shares on July
    26, 2004 on The New York Stock Exchange. </p>
</blockquote>

<p align="center">EXPLANATORY NOTE </p>

<p>&nbsp;</p>

<p>This Registration Statement relates to additional Class A
non-voting shares (the &quot;Class A Shares&quot;) of Oppenheimer
Holdings Inc. (formerly called Fahnestock Viner Holdings Inc.),
an Ontario corporation (the &quot;Company&quot;), to be issued
upon exercise of employee stock options granted pursuant to the
Company&#146;s 1996 Equity Incentive Plan, Amended and Restated
as at May 17, 1999, as amended (the &quot;Plan&quot;). The
contents of Registration Statement on Form S-8 (Registration No.
333-22485), Registration Statement on Form S-8 (Registration No.
333-53643), Registration Statement on Form S-8 (Registration No.
333-37158) and Registration Statement on Form S-8 (Registration
No. 333-101897), which also relates to Class A Shares of the
Company that have been or may be issued under the Plan), are
incorporated herein by reference.</p>

<p><b>Item 5. Interests of Named Experts and Counsel</b></p>

<p>Certain legal matters relating to the Class A Shares that are
the subject of this registration statement are being passed upon
for the Company by Borden Ladner Gervais LLP. A. Winn Oughtred, a
partner in Borden Ladner Gervais LLP, is a director and the
secretary of the Company.</p>

<p>The consolidated financial statements of the Company for the
year ended December 31, 2003, included in the Annual Report on
Form 10-K for the year ended December 31, 2003 of the Company,
have been audited by PricewaterhouseCoopers LLP, independent
auditors, as set forth in their report included therein and
incorporated herein by reference. Such consolidated financial
statements are incorporated herein by reference in reliance upon
such report given upon the authority of such firm as experts in
accounting and auditing.</p>

<p><b>Item 8. Exhibits</b></p>

<p>All exhibits are filed herewith unless otherwise indicated.
For a list of the exhibits required by this item, see the Exhibit
Index immediately following the signature pages.</p>

<p align="center">&nbsp;</p>

<p align="center">SIGNATURES</p>

<p>Pursuant to the requirements of the Securities Act of 1933, as
amended, 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 New York, State of New York, on this 27th day of
July, 2004.</p>

<p>&nbsp;</p>

<p>OPPENHEIMER HOLDINGS INC.</p>

<p>(Registrant)</p>

<p>&nbsp;</p>

<p>By:&quot;E.K. Roberts&quot;<br>
E. K. Roberts, <br>
President, Treasurer, Chief Financial Officer</p>

<p>&nbsp;</p>

<p align="center">POWER OF ATTORNEY</p>

<p>Each person whose signature appears below hereby constitutes
and appoints Elaine K. Roberts, his true and lawful
attorney-in-fact and agent, with full power of substitution and
resubstitution, for him and his name, place and stead, in any and
all capacities, to sign any or all amendments or supplements to
this Registration Statement and to file the same with all
exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and
perform each and every act and thing necessary or appropriate to
be done with respect to this Registration Statement or any
amendments or supplements hereto in the premises, as fully to all
intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorney-in-fact and
agent, or their substitute or substitutes, may lawfully do or
cause to be done by virtue hereof.</p>

<p>Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.</p>

<p><u>Signature/ Title/ Date </u></p>

<p>&quot;A.G. Lowenthal&quot; , <br>
A. G. Lowenthal <br>
Chairman of the Board, Chief Executive Officer, Director<br>
July 27, 2004</p>

<p>&quot;E.K. Roberts&quot; , <br>
E. K. Roberts <br>
President, Treasurer, Chief Financial Officer, Director<br>
July 27, 2004</p>

<p>&quot;A.W. Oughtred&quot; ,<br>
A. W. Oughtred<br>
Secretary, Director <br>
July 27, 2004</p>

<p>&quot;J.L. Bitove&quot; ,<br>
J.L. Bitove<br>
Director <br>
July 27, 2004</p>

<p>&quot;R. Crystal&quot; ,<br>
R. Crystal<br>
Director <br>
July 27, 2004</p>

<p>&quot;K.W. McArthur&quot;,<br>
K. W. McArthur <br>
Director <br>
July 27, 2004</p>

<p>&quot;B. Winberg&quot; ,<br>
B. Winberg<br>
Director <br>
July 27, 2004</p>

<p align="center">&nbsp;</p>

<p align="center"><u>INDEX TO EXHIBITS</u></p>

<p>Exhibits designated by an asterisk have been heretofore filed
by the Company pursuant to Section 13 or 15(d) of the Exchange
Act and are hereby incorporated herein by reference to the
pertinent prior filing.</p>

<p>Sequentially</p>

<p><u>Exhibit No. Description of Exhibit Numbered Page</u></p>

<p>4(a) Articles of Incorporation, as amended, of Fahnestock
Viner Holdings Inc. (previously filed as an exhibit to Forms 20-F
for fiscal years ended December 31, 1986 and 1988)*</p>

<p>4(b) By-Laws, as amended (previously filed as an exhibit to
Form 20-F for the fiscal year ended December 31, 1987)*</p>

<p>5 Opinion of Borden Ladner Gervais LLP regarding the legality
of any original issuance of common stock being registered</p>

<p>10(c) Oppenheimer Holdings Inc. (formerly called Fahnestock
Viner Holdings Inc.) 1996 Equity Incentive Plan, Amended and
Restated as at May 17, 1999 together with Amendment No. 4 dated
February 27, 2004</p>

<p>23(a) Consent of PricewaterhouseCoopers LLP</p>

<p>23(b) Consent of Borden Ladner Gervais LLP</p>

<p>(included in Exhibit 5)</p>

<p>24 Power of Attorney (included on the signature pages of this
registration statement)</p>
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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933, AS AMENDED
OPPENHEIMER HOLDINGS INC.
(Exact name of Issuer as Specified in its Charter)
Ontario, Canada 98-0080034
(State or Other Jurisdiction of Incorporation or
Organization) (I.R.S. EmployerIdentification No.)
P.O. Box 2015, Suite 1110
20 Eglinton Avenue West
Toronto, Ontario, Canada M4R 1K8
(Address, including zip code, of registrant's principal
executive office)
OPPENHEIMER HOLDINGS INC.
1996 EQUITY INCENTIVE PLAN
(Full title of the plan)
Elaine K. Roberts
Oppenheimer Holdings Inc.
P.O. Box 2015, Suite 1110
20 Eglinton Avenue West
Toronto, Ontario, Canada M4R 1K8
Telephone (416) 322-1515
(Name, address and telephone number, including area code, of
agent for service)
Calculation of Registration Fee
Title of Securities to be Registered (1) - Class
A non-voting shares
Amount to be registered - 800,000
Proposed maximum offering price per share (1) - $24.01
Proposed maximum aggregate offering price - $19,208,000
Amount of registration fee (1) - $2,439.42
Estimated solely for the purpose of computing the
    registration fee pursuant to Rules 457(c) and (h) of the
    Securities Act of 1933 on the basis of the average of the
    high and low prices of the Class A non-voting shares on July
    26, 2004 on The New York Stock Exchange.
EXPLANATORY NOTE
This Registration Statement relates to additional Class A
non-voting shares (the "Class A Shares") of Oppenheimer
Holdings Inc. (formerly called Fahnestock Viner Holdings Inc.),
an Ontario corporation (the "Company"), to be issued
upon exercise of employee stock options granted pursuant to the
Company's 1996 Equity Incentive Plan, Amended and Restated
as at May 17, 1999, as amended (the "Plan"). The
contents of Registration Statement on Form S-8 (Registration No.
333-22485), Registration Statement on Form S-8 (Registration No.
333-53643), Registration Statement on Form S-8 (Registration No.
333-37158) and Registration Statement on Form S-8 (Registration
No. 333-101897), which also relates to Class A Shares of the
Company that have been or may be issued under the Plan), are
incorporated herein by reference.
Item 5. Interests of Named Experts and Counsel
Certain legal matters relating to the Class A Shares that are
the subject of this registration statement are being passed upon
for the Company by Borden Ladner Gervais LLP. A. Winn Oughtred, a
partner in Borden Ladner Gervais LLP, is a director and the
secretary of the Company.
The consolidated financial statements of the Company for the
year ended December 31, 2003, included in the Annual Report on
Form 10-K for the year ended December 31, 2003 of the Company,
have been audited by PricewaterhouseCoopers LLP, independent
auditors, as set forth in their report included therein and
incorporated herein by reference. Such consolidated financial
statements are incorporated herein by reference in reliance upon
such report given upon the authority of such firm as experts in
accounting and auditing.
Item 8. Exhibits
All exhibits are filed herewith unless otherwise indicated.
For a list of the exhibits required by this item, see the Exhibit
Index immediately following the signature pages.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as
amended, 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 New York, State of New York, on this 27th day of
July, 2004.
OPPENHEIMER HOLDINGS INC.
(Registrant)
By:"E.K. Roberts"
E. K. Roberts,
President, Treasurer, Chief Financial Officer
POWER OF ATTORNEY
Each person whose signature appears below hereby constitutes
and appoints Elaine K. Roberts, his true and lawful
attorney-in-fact and agent, with full power of substitution and
resubstitution, for him and his name, place and stead, in any and
all capacities, to sign any or all amendments or supplements to
this Registration Statement and to file the same with all
exhibits thereto and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and
perform each and every act and thing necessary or appropriate to
be done with respect to this Registration Statement or any
amendments or supplements hereto in the premises, as fully to all
intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorney-in-fact and
agent, or their substitute or substitutes, may lawfully do or
cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.
Signature/ Title/ Date
"A.G. Lowenthal" ,
A. G. Lowenthal
Chairman of the Board, Chief Executive Officer, Director
July 27, 2004
"E.K. Roberts" ,
E. K. Roberts
President, Treasurer, Chief Financial Officer, Director
July 27, 2004
"A.W. Oughtred" ,
A. W. Oughtred
Secretary, Director
July 27, 2004
"J.L. Bitove" ,
J.L. Bitove
Director
July 27, 2004
"R. Crystal" ,
R. Crystal
Director
July 27, 2004
"K.W. McArthur",
K. W. McArthur
Director
July 27, 2004
"B. Winberg" ,
B. Winberg
Director
July 27, 2004
INDEX TO EXHIBITS
Exhibits designated by an asterisk have been heretofore filed
by the Company pursuant to Section 13 or 15(d) of the Exchange
Act and are hereby incorporated herein by reference to the
pertinent prior filing.
Sequentially
Exhibit No. Description of Exhibit Numbered Page
4(a) Articles of Incorporation, as amended, of Fahnestock
Viner Holdings Inc. (previously filed as an exhibit to Forms 20-F
for fiscal years ended December 31, 1986 and 1988)*
4(b) By-Laws, as amended (previously filed as an exhibit to
Form 20-F for the fiscal year ended December 31, 1987)*
5 Opinion of Borden Ladner Gervais LLP regarding the legality
of any original issuance of common stock being registered
10(c) Oppenheimer Holdings Inc. (formerly called Fahnestock
Viner Holdings Inc.) 1996 Equity Incentive Plan, Amended and
Restated as at May 17, 1999 together with Amendment No. 4 dated
February 27, 2004
23(a) Consent of PricewaterhouseCoopers LLP
23(b) Consent of Borden Ladner Gervais LLP
(included in Exhibit 5)
24 Power of Attorney (included on the signature pages of this
registration statement)