<PAGE>   1
                                                     Registration No. 333-______

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                            JDA SOFTWARE GROUP, INC.
                           --------------------------
             (Exact name of registrant as specified in its charter)

             DELAWARE                                           86-0787377
  ---------------------------------                    -------------------------
   (State or other jurisdiction                             (I.R.S. employer 
  of incorporation or organization)                         identification no.)

                     11811 NORTH TATUM BOULEVARD, SUITE 2000
                           PHOENIX, ARIZONA 85028-1626
               ---------------------------------------------------
               (Address of principal executive offices) (Zip code)

                             1996 STOCK OPTION PLAN
                        1998 EMPLOYEE STOCK PURCHASE PLAN
               ---------------------------------------------------
                            (Full title of the plan)

                                BRENT W. LIPPMAN
                             CHIEF EXECUTIVE OFFICER
                            JDA Software Group, Inc.
                     11811 North Tatum Boulevard, Suite 2000
                           Phoenix, Arizona 85028-1626
               ---------------------------------------------------
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (602) 404-5500

         This registration statement shall hereafter become effective in
accordance with Rule 462 promulgated under the Securities Act of 1933, as
amended.



<PAGE>   2



                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
                                                                  Proposed         Proposed
                Title of                                          Maximum          Maximum
               Securities                       Amount            Offering         Aggregate         Amount of
                 to be                          to be              Price           Offering         Registration
               Registered                   Registered(1)       per Share(2)         Price              Fee
               ----------                   -------------       ------------         -----              ---
<S>                                         <C>                 <C>              <C>                <C>
1996 Stock Option Plan                        1,750,000            $26.53        $46,427,500.00
Common Stock, par value $0.01

1998 Employee Stock Purchase Plan              300,000             $22.55        $ 6,765,000.00
Common Stock, par value $0.01


TOTAL                                         2,050,000                          $53,192,500.00     $15,692.00

</TABLE>

----------

(1)  The securities to be registered include options and rights to acquire such
     Common Stock.

(2)  In addition, pursuant to Rule 416 under the Securities Act of 1933, as
     amended, this Registration Statement shall also cover any additional shares
     of Common Stock which become issuable under the plans listed above by
     reason of any stock dividend, stock split, recapitalization or other
     similar transaction effected without the receipt of consideration which
     results in an increase in the number of the Company's outstanding shares of
     Common Stock.

(3)  Estimated solely for the purpose of computing the amount of the
     registration fee under Rule 457 of the Securities Act of 1933, as amended.
     As to shares under the 1996 Stock Option Plan, the price is based upon the
     average of the high and low prices of the Common Stock on July 29, 1998 as
     reported on the Nasdaq National Market. The 1998 Employee Stock Purchase
     Plan establishes a purchase price equal to 85% of the fair market value of
     the Company's Common Stock and, therefore, the price for purchase rights
     under this plan is based upon 85% of the average of the high and low prices
     of the Common Stock on July 29, 1998 as reported on the Nasdaq National
     Market.



                                       2
<PAGE>   3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The following documents filed with the Securities and Exchange
Commission (the "Commission") by the Company are incorporated by reference in
this Registration Statement:

         (1) Amendment No. 1 to the Company's Annual Report on Form 10-K for the
year ended December 31, 1997;

         (2) All other reports filed by the Company pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
since December 31, 1997; and

         (3) The description of the Company's Common Stock contained in its
Registration Statement on Form 8-A under Section 12 of the Exchange Act,
including any amendments or reports filed for the purpose of updating such
description.

         All documents filed by the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
which indicates that all shares of Common Stock offered pursuant to this
Registration Statement have been sold or that deregisters all shares of Common
Stock 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 filing of
such documents.

Item 4.  Description of Securities

         The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel

         Inapplicable.

Item 6.  Indemnification of Directors and Officers

         The Company's Certificate of Incorporation and Bylaws provide that the
Company shall indemnify its directors, officers, employees and agents to the
full extent permitted by Delaware law, including in circumstances in which
indemnification is otherwise discretionary under Delaware law. In addition, the
Company has entered into separate indemnification agreements with its directors
and officers which would require the Company, among other things, to indemnify
them against certain liabilities which may arise by reason of their status or
service (other than liabilities arising from willful misconduct of a culpable
nature), to advance their expenses incurred as a result of any proceeding
against them as to which they could be indemnified and to maintain directors'
and officers' liability insurance, if available on reasonable terms.



                                       3
<PAGE>   4

         These indemnification provisions may be sufficiently broad to permit
indemnification of the Company's officers and directors for liabilities
(including reimbursement of expenses incurred) arising under the Securities Act.

Item 7.  Exemption From Registration Claimed

         Inapplicable.

Item 8.  Exhibits

         See Exhibit Index.

Item 9.  Undertakings

         (a)   Rule 415 Offering

               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:

                         (i) To include any prospectus required by Section 
10(a)(3) of the Securities Act of 1933;

                         (ii) To reflect in the prospectus any facts or events 
arising after the effective date of the 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 end of the estimated maximum 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% 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)(l)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed by the registrant 



                                       4
<PAGE>   5

pursuant to Section 13 or Section 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 of 1933, 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.

               (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) Filing incorporating subsequent Exchange Act documents by reference

               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
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 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.

         (h) Request for acceleration of effective date or filing of
             registration statement on Form S-8

             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 foregoing provisions, 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 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 Act and will
be governed by the final adjudication of such issue.



                                       5
<PAGE>   6

                                    SIGNATURE

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Phoenix, State of Arizona, on July 30, 1998.


                                         JDA Software Group, Inc.


                                         By: /s/ BRENT W. LIPPMAN
                                            ------------------------------------
                                             Brent W. Lippman, Chief Executive 
                                             Officer



                                       6
<PAGE>   7

                                POWER OF ATTORNEY

         The officers and directors of JDA Software Group, Inc. whose signatures
appear below, hereby constitute and appoint Brent W. Lippman and Kristen L.
Magnuson, and each of them, their true and lawful attorneys and agents, with
full power of substitution, each with power to act alone, to sign and execute on
behalf of the undersigned any amendment or amendments to this registration
statement on Form S-8, and each of the undersigned does hereby ratify and
confirm all that each of said attorney and agent, or their, her or his
substitutes, shall 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 indicated on July 30, 1998.


<TABLE>
<CAPTION>
Signature                                    Title
----------------------------------------------------------------------------------------------------
<S>                                          <C>

/s/ BRENT W. LIPPMAN
-----------------------------
Brent W. Lippman                             Chief Executive Officer and Director (Principal
                                             Executive Officer)

/s/ KRISTEN L. MAGNUSON
-----------------------------
Kristen L. Magnuson                          Senior Vice President, Chief Financial Officer and
                                             Secretary (Principal Accounting and Financial Officer)

/s/ JAMES D. ARMSTRONG
-----------------------------
James D. Armstrong                           Co-Chairman of the Board

/s/ FREDERICK M. PAKIS
-----------------------------
Frederick M. Pakis                           Co-Chairman of the Board

/s/ KURT R. JAGGERS
-----------------------------
Kurt R. Jaggers                              Director

/s/ WILLIAM C. KEIPER
-----------------------------
William C. Keiper                            Director
</TABLE>



                                       7
<PAGE>   8

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
         Ex. #             Description
         -----             -----------
<S>                        <C>
         4.1               Second Restated Certificate of Incorporation of the
                           Company is incorporated by reference to Exhibit 3.1
                           to the Company's Registration Statement on Form S-1
                           filed with the Securities and Exchange Commission
                           effective March 14, 1996 (File No. 333-748)

         4.2               Bylaws of the Company are incorporated by reference
                           to Exhibit 3.2 to the Company's Registration
                           Statement on Form S-1 filed with the Securities and
                           Exchange Commission effective March 14, 1996 (File
                           No. 333-748)

         5                 Opinion re legality

         23.1              Consent of Counsel (included in Exhibit 5)

         23.2              Independent Auditors' Consent

         24                Power of Attorney (See Signature Page)
</TABLE>



                                       8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16146}]
{"company-data": {"conformed-name": "JDA SOFTWARE GROUP INC", "cik": "0001006892", "assigned-sic": "7371", "irs-number": "860787377", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-60233", "film-number": "98674525"}, "business-address": {"street1": "11811 NORTH TATUM BLVD", "street2": "STE 2000", "city": "PHOENIX", "state": "AZ", "zip": "85028", "phone": "6024045500"}, "mail-address": {"street1": "11811 NORTH TATUM BLVD", "street2": "SUITE 2000", "city": "PHOENIX", "state": "AZ", "zip": "85028"}}
1
                                                     Registration No. 333-______

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                            JDA SOFTWARE GROUP, INC.
                           --------------------------
             (Exact name of registrant as specified in its charter)

             DELAWARE                                           86-0787377
  ---------------------------------                    -------------------------
   (State or other jurisdiction                             (I.R.S. employer 
  of incorporation or organization)                         identification no.)

                     11811 NORTH TATUM BOULEVARD, SUITE 2000
                           PHOENIX, ARIZONA 85028-1626
               ---------------------------------------------------
               (Address of principal executive offices) (Zip code)

                             1996 STOCK OPTION PLAN
                        1998 EMPLOYEE STOCK PURCHASE PLAN
               ---------------------------------------------------
                            (Full title of the plan)

                                BRENT W. LIPPMAN
                             CHIEF EXECUTIVE OFFICER
                            JDA Software Group, Inc.
                     11811 North Tatum Boulevard, Suite 2000
                           Phoenix, Arizona 85028-1626
               ---------------------------------------------------
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (602) 404-5500

         This registration statement shall hereafter become effective in
accordance with Rule 462 promulgated under the Securities Act of 1933, as
amended.
2

                         CALCULATION OF REGISTRATION FEE
Proposed         Proposed
                Title of                                          Maximum          Maximum
               Securities                       Amount            Offering         Aggregate         Amount of
                 to be                          to be              Price           Offering         Registration
               Registered                   Registered(1)       per Share(2)         Price              Fee
               ----------                   -------------       ------------         -----              ---
1996 Stock Option Plan                        1,750,000            $26.53        $46,427,500.00
Common Stock, par value $0.01

1998 Employee Stock Purchase Plan              300,000             $22.55        $ 6,765,000.00
Common Stock, par value $0.01

TOTAL                                         2,050,000                          $53,192,500.00     $15,692.00
----------

(1)  The securities to be registered include options and rights to acquire such
     Common Stock.

(2)  In addition, pursuant to Rule 416 under the Securities Act of 1933, as
     amended, this Registration Statement shall also cover any additional shares
     of Common Stock which become issuable under the plans listed above by
     reason of any stock dividend, stock split, recapitalization or other
     similar transaction effected without the receipt of consideration which
     results in an increase in the number of the Company's outstanding shares of
     Common Stock.

(3)  Estimated solely for the purpose of computing the amount of the
     registration fee under Rule 457 of the Securities Act of 1933, as amended.
     As to shares under the 1996 Stock Option Plan, the price is based upon the
     average of the high and low prices of the Common Stock on July 29, 1998 as
     reported on the Nasdaq National Market. The 1998 Employee Stock Purchase
     Plan establishes a purchase price equal to 85% of the fair market value of
     the Company's Common Stock and, therefore, the price for purchase rights
     under this plan is based upon 85% of the average of the high and low prices
     of the Common Stock on July 29, 1998 as reported on the Nasdaq National
     Market.

                                       2
3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The following documents filed with the Securities and Exchange
Commission (the "Commission") by the Company are incorporated by reference in
this Registration Statement:

         (1) Amendment No. 1 to the Company's Annual Report on Form 10-K for the
year ended December 31, 1997;

         (2) All other reports filed by the Company pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
since December 31, 1997; and

         (3) The description of the Company's Common Stock contained in its
Registration Statement on Form 8-A under Section 12 of the Exchange Act,
including any amendments or reports filed for the purpose of updating such
description.

         All documents filed by the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
which indicates that all shares of Common Stock offered pursuant to this
Registration Statement have been sold or that deregisters all shares of Common
Stock 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 filing of
such documents.

Item 4.  Description of Securities

         The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel

         Inapplicable.

Item 6.  Indemnification of Directors and Officers

         The Company's Certificate of Incorporation and Bylaws provide that the
Company shall indemnify its directors, officers, employees and agents to the
full extent permitted by Delaware law, including in circumstances in which
indemnification is otherwise discretionary under Delaware law. In addition, the
Company has entered into separate indemnification agreements with its directors
and officers which would require the Company, among other things, to indemnify
them against certain liabilities which may arise by reason of their status or
service (other than liabilities arising from willful misconduct of a culpable
nature), to advance their expenses incurred as a result of any proceeding
against them as to which they could be indemnified and to maintain directors'
and officers' liability insurance, if available on reasonable terms.

                                       3
4

         These indemnification provisions may be sufficiently broad to permit
indemnification of the Company's officers and directors for liabilities
(including reimbursement of expenses incurred) arising under the Securities Act.

Item 7.  Exemption From Registration Claimed

         Inapplicable.

Item 8.  Exhibits

         See Exhibit Index.

Item 9.  Undertakings

         (a)   Rule 415 Offering

               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:

                         (i) To include any prospectus required by Section 
10(a)(3) of the Securities Act of 1933;

                         (ii) To reflect in the prospectus any facts or events 
arising after the effective date of the 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 end of the estimated maximum 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% 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)(l)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed by the registrant 

                                       4
5

pursuant to Section 13 or Section 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 of 1933, 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.

               (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) Filing incorporating subsequent Exchange Act documents by reference

               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
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 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.

         (h) Request for acceleration of effective date or filing of
             registration statement on Form S-8

             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 foregoing provisions, 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 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 Act and will
be governed by the final adjudication of such issue.

                                       5
6

                                    SIGNATURE

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Phoenix, State of Arizona, on July 30, 1998.

                                         JDA Software Group, Inc.

                                         By: /s/ BRENT W. LIPPMAN
                                            ------------------------------------
                                             Brent W. Lippman, Chief Executive 
                                             Officer

                                       6
7

                                POWER OF ATTORNEY

         The officers and directors of JDA Software Group, Inc. whose signatures
appear below, hereby constitute and appoint Brent W. Lippman and Kristen L.
Magnuson, and each of them, their true and lawful attorneys and agents, with
full power of substitution, each with power to act alone, to sign and execute on
behalf of the undersigned any amendment or amendments to this registration
statement on Form S-8, and each of the undersigned does hereby ratify and
confirm all that each of said attorney and agent, or their, her or his
substitutes, shall 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 indicated on July 30, 1998.
Signature                                    Title
----------------------------------------------------------------------------------------------------
/s/ BRENT W. LIPPMAN
-----------------------------
Brent W. Lippman                             Chief Executive Officer and Director (Principal
                                             Executive Officer)

/s/ KRISTEN L. MAGNUSON
-----------------------------
Kristen L. Magnuson                          Senior Vice President, Chief Financial Officer and
                                             Secretary (Principal Accounting and Financial Officer)

/s/ JAMES D. ARMSTRONG
-----------------------------
James D. Armstrong                           Co-Chairman of the Board

/s/ FREDERICK M. PAKIS
-----------------------------
Frederick M. Pakis                           Co-Chairman of the Board

/s/ KURT R. JAGGERS
-----------------------------
Kurt R. Jaggers                              Director

/s/ WILLIAM C. KEIPER
-----------------------------
William C. Keiper                            Director
7
8

                                  EXHIBIT INDEX
Ex. #             Description
         -----             -----------
4.1               Second Restated Certificate of Incorporation of the
                           Company is incorporated by reference to Exhibit 3.1
                           to the Company's Registration Statement on Form S-1
                           filed with the Securities and Exchange Commission
                           effective March 14, 1996 (File No. 333-748)

         4.2               Bylaws of the Company are incorporated by reference
                           to Exhibit 3.2 to the Company's Registration
                           Statement on Form S-1 filed with the Securities and
                           Exchange Commission effective March 14, 1996 (File
                           No. 333-748)

         5                 Opinion re legality

         23.1              Consent of Counsel (included in Exhibit 5)

         23.2              Independent Auditors' Consent

         24                Power of Attorney (See Signature Page)
8