As filed with the Securities and Exchange Commission on February 15, 2000
                                                Registration No. 333-___________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                           --------------------------

                                      Under
                           The Securities Act of 1933
                           --------------------------

                             PINNACLE SYSTEMS, INC.
             (Exact name of Registrant as specified in its charter)
                           --------------------------

         California                                     94-3003809
  (State of incorporation)                 (I.R.S. Employer Identification No.)

                            280 North Bernardo Avenue
                         Mountain View, California 94043
   (Address, including zip code, of Registrant's principal executive offices)
                           --------------------------
                      1996 SUPPLEMENTAL STOCK OPTION PLAN
                            (Full title of the plan)
                           --------------------------
                                 MARK L. SANDERS
                     President and Chief Executive Officer
                             PINNACLE SYSTEMS, INC.
                            280 North Bernardo Avenue
                         Mountain View, California 94043
                                 (650) 526-1600
(Name, address, and telephone number, including area code, of agent for service)
                           --------------------------
                                   Copies to:
                             CHRIS F. FENNELL, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                              Palo Alto, CA 94304
                                 (650) 493-9300
                           --------------------------
<TABLE>
                                                   CALCULATION OF REGISTRATION FEE

====================================================================================================================================
<CAPTION>
                                                                      Proposed Maximum       Proposed Maximum         Amount of
         Title of Each Class of                 Amount to be           Offering Price            Aggregate           Registration
      Securities to be Registered                Registered               Per Share           Offering Price             Fee
------------------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>                   <C>                    <C>                    <C>
Common Stock, no par value, and related
  Preferred Share Purchase Rights.....            1,000,000             $ 51.9375(1)           $51,937,500.00         $13,712.00
====================================================================================================================================
<FN>
(1)      Calculated in accordance with Rule 457(c) solely for the purpose of computing the amount of the registration fee based upon
         the average of the high and low prices for the Common Stock as reported on the Nasdaq National Market on February 14, 2000.
</FN>
</TABLE>


<PAGE>

         The  contents  of the  Registrant's  Form  S-8  Registration  Statement
(Registration  No. 333-16999) as filed with the Commission on November 27, 1996,
Form S-8 Registration  Statement  (Registration No. 333-34759) as filed with the
Commission on August 29, 1997, Form S-8 Registration Statement (Registration No.
333-75935)  as  filed  with  the  Commission  on  April  8,  1999  and  Form S-8
Registration Statement (Registration No. 333-85895) as filed with the Commission
on August 25, 1999 are incorporated herein by reference.

             PART II: INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 8        Exhibits

   Exhibit Number                         Documents
-----------------      ---------------------------------------------------------


          4.1          1996 Supplemental Stock Option Plan, as amended

          5.1          Opinion of  counsel  as  to legality  of securities being
                       registered

         23.1          Consent of Independent Auditors

         23.2          Consent of Counsel (contained in Exhibit 5.1)

         24.1          Power of Attorney (see page II-2)



                                      II-1
<PAGE>



                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Pinnacle Systems, Inc., 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 Mountain View, State of
California, on this 14th day of February, 2000.

                                      PINNACLE SYSTEMS, INC.


                                      By:  /S/ MARK L. SANDERS
                                           -------------------
                                           Mark L. Sanders
                                           President and Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW ALL  PERSONS  BY THESE  PRESENTS,  that  each  such  person  whose
signature appears below constitutes and appoints, jointly and severally, Mark L.
Sanders and Arthur D.  Chadwick  his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration Statement on Form S-8 (including post-effective amendments), and to
file the same,  with all exhibits  thereto,  and other  documents in  connection
therewith,  with the Securities and Exchange  Commission,  hereby  ratifying and
confirming  all  that  each  of said  attorneys-in-fact,  or his  substitute  or
substitutes, may do or cause to be done by virtue hereof.



                                      II-2
<PAGE>

<TABLE>
         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.
<CAPTION>
           Signature                                             Title                                  Date
-------------------------------               -----------------------------------------------     -----------------
<S>                                           <C>                                                 <C>
/S/ MARK L. SANDERS
-------------------------------
(Mark L. Sanders)                             President, Chief Executive Officer and              February 14, 2000
                                               Director (Principal Executive Officer)

/S/ ARTHUR D. CHADWICK
-------------------------------               Vice President, Finance and Administration and      February 14, 2000
(Arthur D. Chadwick)                          Chief Financial Officer (Principal Financial and
                                              Accounting Officer)


/S/ AJAY CHOPRA
-------------------------------               Chairman of the Board and Vice President,           February 14, 2000
(Ajay Chopra)                                 General Manager, Desktop Products


/S/ GLENN E. PENISTEN
-------------------------------
(Glenn E. Penisten)                           Director                                            February 14, 2000

/S/ CHARLES J. VAUGHAN
-------------------------------
(Charles J. Vaughan)                          Director                                            February 14, 2000

/S/ JOHN LEWIS
-------------------------------
(John Lewis)                                  Director                                            February 14, 2000

/S/ L. GREGORY BALLARD
-------------------------------
(L. Gregory Ballard)                          Director                                            February 14, 2000

/S/ L. WILLIAM KRAUSE
-------------------------------
(L. William Krause)                           Director                                            February 14, 2000
</TABLE>


                                      II-3


<PAGE>

                                INDEX TO EXHIBITS



  Exhibit Number                         Documents
-----------------      ---------------------------------------------------------


          4.1          1996 Supplemental Stock Option Plan, as amended

          5.1          Opinion of  counsel  as  to legality  of securities being
                       registered

         23.1          Consent of Independent Auditors

         23.2          Consent of Counsel (contained in Exhibit 5.1)

         24.1          Power of Attorney (see page II-2)
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 9401}]
{"company-data": {"conformed-name": "PINNACLE SYSTEMS INC", "cik": "0000774695", "assigned-sic": "3861", "irs-number": "943003809", "state-of-incorporation": "CA", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-30492", "film-number": "546777"}, "business-address": {"street1": "280 N BERNARDO AVE", "city": "MOUNTAIN VIEW", "state": "CA", "zip": "94043", "phone": "6502371600"}, "mail-address": {"street1": "280 N BERNARDO AVE", "city": "MOUNTAIN VIEW", "state": "CA", "zip": "94043"}}
As filed with the Securities and Exchange Commission on February 15, 2000
                                                Registration No. 333-___________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           --------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                           --------------------------

                                      Under
                           The Securities Act of 1933
                           --------------------------

                             PINNACLE SYSTEMS, INC.
             (Exact name of Registrant as specified in its charter)
                           --------------------------

         California                                     94-3003809
  (State of incorporation)                 (I.R.S. Employer Identification No.)

                            280 North Bernardo Avenue
                         Mountain View, California 94043
   (Address, including zip code, of Registrant's principal executive offices)
                           --------------------------
                      1996 SUPPLEMENTAL STOCK OPTION PLAN
                            (Full title of the plan)
                           --------------------------
                                 MARK L. SANDERS
                     President and Chief Executive Officer
                             PINNACLE SYSTEMS, INC.
                            280 North Bernardo Avenue
                         Mountain View, California 94043
                                 (650) 526-1600
(Name, address, and telephone number, including area code, of agent for service)
                           --------------------------
                                   Copies to:
                             CHRIS F. FENNELL, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                              Palo Alto, CA 94304
                                 (650) 493-9300
                           --------------------------

                                                   CALCULATION OF REGISTRATION FEE

====================================================================================================================================
Proposed Maximum       Proposed Maximum         Amount of
         Title of Each Class of                 Amount to be           Offering Price            Aggregate           Registration
      Securities to be Registered                Registered               Per Share           Offering Price             Fee
------------------------------------------------------------------------------------------------------------------------------------
Common Stock, no par value, and related
  Preferred Share Purchase Rights.....            1,000,000             $ 51.9375(1)           $51,937,500.00         $13,712.00
====================================================================================================================================
(1)      Calculated in accordance with Rule 457(c) solely for the purpose of computing the amount of the registration fee based upon
         the average of the high and low prices for the Common Stock as reported on the Nasdaq National Market on February 14, 2000.
The  contents  of the  Registrant's  Form  S-8  Registration  Statement
(Registration  No. 333-16999) as filed with the Commission on November 27, 1996,
Form S-8 Registration  Statement  (Registration No. 333-34759) as filed with the
Commission on August 29, 1997, Form S-8 Registration Statement (Registration No.
333-75935)  as  filed  with  the  Commission  on  April  8,  1999  and  Form S-8
Registration Statement (Registration No. 333-85895) as filed with the Commission
on August 25, 1999 are incorporated herein by reference.

             PART II: INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 8        Exhibits

   Exhibit Number                         Documents
-----------------      ---------------------------------------------------------

          4.1          1996 Supplemental Stock Option Plan, as amended

          5.1          Opinion of  counsel  as  to legality  of securities being
                       registered

         23.1          Consent of Independent Auditors

         23.2          Consent of Counsel (contained in Exhibit 5.1)

         24.1          Power of Attorney (see page II-2)

                                      II-1
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Pinnacle Systems, Inc., 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 Mountain View, State of
California, on this 14th day of February, 2000.

                                      PINNACLE SYSTEMS, INC.

                                      By:  /S/ MARK L. SANDERS
                                           -------------------
                                           Mark L. Sanders
                                           President and Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW ALL  PERSONS  BY THESE  PRESENTS,  that  each  such  person  whose
signature appears below constitutes and appoints, jointly and severally, Mark L.
Sanders and Arthur D.  Chadwick  his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration Statement on Form S-8 (including post-effective amendments), and to
file the same,  with all exhibits  thereto,  and other  documents in  connection
therewith,  with the Securities and Exchange  Commission,  hereby  ratifying and
confirming  all  that  each  of said  attorneys-in-fact,  or his  substitute  or
substitutes, may do or cause to be done by virtue hereof.

                                      II-2
Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.
Signature                                             Title                                  Date
-------------------------------               -----------------------------------------------     -----------------
/S/ MARK L. SANDERS
-------------------------------
(Mark L. Sanders)                             President, Chief Executive Officer and              February 14, 2000
                                               Director (Principal Executive Officer)

/S/ ARTHUR D. CHADWICK
-------------------------------               Vice President, Finance and Administration and      February 14, 2000
(Arthur D. Chadwick)                          Chief Financial Officer (Principal Financial and
                                              Accounting Officer)

/S/ AJAY CHOPRA
-------------------------------               Chairman of the Board and Vice President,           February 14, 2000
(Ajay Chopra)                                 General Manager, Desktop Products

/S/ GLENN E. PENISTEN
-------------------------------
(Glenn E. Penisten)                           Director                                            February 14, 2000

/S/ CHARLES J. VAUGHAN
-------------------------------
(Charles J. Vaughan)                          Director                                            February 14, 2000

/S/ JOHN LEWIS
-------------------------------
(John Lewis)                                  Director                                            February 14, 2000

/S/ L. GREGORY BALLARD
-------------------------------
(L. Gregory Ballard)                          Director                                            February 14, 2000

/S/ L. WILLIAM KRAUSE
-------------------------------
(L. William Krause)                           Director                                            February 14, 2000
II-3
INDEX TO EXHIBITS

  Exhibit Number                         Documents
-----------------      ---------------------------------------------------------

          4.1          1996 Supplemental Stock Option Plan, as amended

          5.1          Opinion of  counsel  as  to legality  of securities being
                       registered

         23.1          Consent of Independent Auditors

         23.2          Consent of Counsel (contained in Exhibit 5.1)

         24.1          Power of Attorney (see page II-2)