As filed with the Securities and Exchange Commission on July 2, 1997.


                                                  Registration No. 333-_________

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

                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                               QUANTUM CORPORATION
               (Exact name of issuer as specified in its charter)


                DELAWARE                             94-2665054
        (State of incorporation)        (IRS Employer Identification No.)

                             500 McCarthy Boulevard
                           Milpitas, California 95035
                    (Address of principal executive offices)

                      ------------------------------------

                    1996 Board of Directors Stock Option Plan
                            (Full title of the plan)
                      ------------------------------------


                               Richard L. Clemmer
                             Chief Financial Officer
                               Quantum Corporation
                             500 McCarthy Boulevard
                           Milpitas, California 95035
                     (Name and address of agent for service)

                                 (408) 894-4000
          (Telephone number, including area code, of agent for service)

                      ------------------------------------

                                    Copy to:
                             Steven E. Bochner, Esq.
                       WILSON, SONSINI, GOODRICH & ROSATI
                               650 Page Mill Road
                        Palo Alto, California 94304-1050


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


<PAGE>

<TABLE>

                                             CALCULATION OF REGISTRATION FEE

========================================================================================================================
<CAPTION>

            Title of Securities                 Amount to be        Proposed           Proposed           Amount of
             to be Registered                    Registered          Maximum           Maximum          Registration
                                                                 Offering Price       Aggregate              Fee
                                                                   Per Share*      Offering Price*
------------------------------------------------------------------------------------------------------------------------
<S>                                               <C>                <C>             <C>                  <C>      
               Common Stock                       600,000            $20.125         $12,075,000          $3,659.09
========================================================================================================================
<FN>
*    Estimated in accordance  with Rule 457(h) solely for the purpose of calculating the  registration  fee based on the
     prices of the Company's Common Stock as reported on the Nasdaq National Market on June 27, 1997.

=======================================================================================================================
</FN>
</TABLE>


<PAGE>


                               QUANTUM CORPORATION
                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference

         There  are  hereby  incorporated  by  reference  in  this  Registration
Statement the  following  documents and  information  heretofore  filed with the
Securities and Exchange Commission (Quantum Corporation is sometimes referred to
herein as the "Company"):

                  (a) The  Company's  Annual  Report on Form 10-K for the fiscal
         year  ended  March  31,  1997,  filed  pursuant  to  Section  13 of the
         Securities Exchange Act of 1934, as amended (the "1934 Act");

                  (b) The  Company's  current  report on Form 8-K filed  June 2,
         1997 pursuant to Section 13 of the 1934 Act.

                  (c) The description of the Company's Common Stock contained in
         the Company's  Registration  Statement on Form 8-A filed August 1, 1983
         pursuant to Section 12(b) of the 1934 Act.

         All documents filed by the Company  pursuant to Sections 13(a),  13(c),
14 and 15(d) of the 1934 Act on or after the date of this Registration Statement
and prior to the filing of a  post-effective  amendment which indicates that all
securities  offered  have been sold or which  deregisters  all  securities  then
remaining  unsold  shall be  deemed  to be  incorporated  by  reference  in this
Registration  Statement  and to be part  hereof  from the date of filing of such
documents.

Item 4.  Description of Securities.

         Inapplicable

Item 5.  Interests of Named Experts and Counsel.

         Inapplicable


                                      II-1

<PAGE>


Item 6.  Indemnification of Directors and Officers.

         Section 145 of the Delaware General  Corporation Law authorizes a court
         to  award,   or  a   corporation's   Board  of   Directors   to  grant,
         indemnification  to directors and officers in terms  sufficiently broad
         to  permit  such  indemnification   under  certain   circumstances  for
         liabilities  (including  reimbursement  for expenses  incurred) arising
         under the  Securities  Act of 1933 as  amended.  The  Company's  Bylaws
         provide for the mandatory  indemnification of its directors,  officers,
         employees and other agents to the maximum extent  permitted by Delaware
         General  Corporation  Law, and the Company has entered into  agreements
         with its officers,  directors  and certain key  employees  implementing
         such indemnification.

Item 7.  Exemption from Registration Claimed.

         Inapplicable.

Item 8.  Exhibits

         Exhibit
         Number                             Description
         ------                             -----------

         4.1   1996  Board of  Directors  Stock  Option  Plan and Form of Option
               Agreement.

         5.1   Opinion of Counsel as to legality of securities being registered.

         23.1  Consent of Ernst & Young LLP, Independent Auditors.

         23.2  Consent of Counsel (contained in Exhibit 5.1).

         24.1  Power of Attorney (see page II-5).

Item 9.  Undertakings

         A. 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 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.

            (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


                                      II-2


<PAGE>

initial bonafide 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. 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 Securities Exchange Act of 1934 (and, where applicable, each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Securities  Exchange  Act of 1934)  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 bonafide offering thereof.

                  C. Insofar as  indemnification  for liabilities  arising under
the Securities Act of 1933 (the "Securities Act") may be permitted to directors,
officers and controlling persons of the Company pursuant to the Delaware General
Corporation Law, the Certificate of Incorporation of the Company,  the Bylaws of
the Company, indemnification agreements entered into between the Company and its
officers and  directors or  otherwise,  the Company 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 Company in successful defense of any
action, suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered hereunder, the Company
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  of 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.

                                      II-3
<PAGE>



                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Quantum Corporation, a corporation organized and existing under the
laws of the State of  Delaware,  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  Milpitas,  State of
California, on this 2nd day of July, 1997.

                                        QUANTUM CORPORATION


                                        By: \s\ RICHARD L. CLEMMER
                                           -----------------------
                                               Richard L. Clemmer,
                                               Chief Financial Officer


                                      II-4

<PAGE>

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears below  constitutes and appoints Michael A. Brown and Richard L. Clemmer,
jointly  and  severally,   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, and to file the same, with 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.



         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\MICHAEL A. BROWN        
-------------------------  Chief Executive Officer               July 2, 1997
Michael A. Brown           (Principal Executive Officer)

                                                                 
\s\RICHARD L. CLEMMER      
-------------------------  Chief Financial Officer (Principal    July 2, 1997
Richard L. Clemmer         Financial and Accounting Officer)

\s\STEPHEN M. BERKLEY                                            
-------------------------  Chairman of the Board                 July 2, 1997
Stephen M. Berkley         

\s\DAVID A. BROWN                                                
-------------------------  Director                              July 2, 1997
David A. Brown             

\s\ROBERT J. CASALE                                              
-------------------------  Director                              July 2, 1997
Robert J. Casale           

                                                                 
\s\EDWARD M. ESBER         
-------------------------  Director                              July 2, 1997
Edward M. Esber

                                                                 
\s\STEVEN C. WHEELWRIGHT   
-------------------------  Director                              July 2, 1997
Steven C. Wheelwright

                                      II-5


<PAGE>


                                INDEX TO EXHIBITS



                                                                    Sequentially
Exhibit                                                                 Numbered
Number                            Description                               Page

--------------------------------------------------------------------------------
 4.1  1996 Board of Directors Stock Option Plan and Form of Option 
      Agreement.............................................................. 11

 5.1  Opinion of counsel as to legality of securities being registered.......  9

23.1  Consent of Ernst & Young LLP, Independent Auditors .................... 10

23.2  Consent of Counsel (contained in Exhibit 5.1)..........................  9

24.1  Power of Attorney (see Page II-5 of Registration Statement)............  7
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 14251}]
{"company-data": {"conformed-name": "QUANTUM CORP /DE/", "cik": "0000709283", "assigned-sic": "3572", "irs-number": "942665054", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-30623", "film-number": "97635412"}, "business-address": {"street1": "500 MCCARTHY BLVD", "city": "MILPITAS", "state": "CA", "zip": "95035", "phone": "4088944000"}}
As filed with the Securities and Exchange Commission on July 2, 1997.

                                                  Registration No. 333-_________

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

                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                               QUANTUM CORPORATION
               (Exact name of issuer as specified in its charter)

                DELAWARE                             94-2665054
        (State of incorporation)        (IRS Employer Identification No.)

                             500 McCarthy Boulevard
                           Milpitas, California 95035
                    (Address of principal executive offices)

                      ------------------------------------

                    1996 Board of Directors Stock Option Plan
                            (Full title of the plan)
                      ------------------------------------

                               Richard L. Clemmer
                             Chief Financial Officer
                               Quantum Corporation
                             500 McCarthy Boulevard
                           Milpitas, California 95035
                     (Name and address of agent for service)

                                 (408) 894-4000
          (Telephone number, including area code, of agent for service)

                      ------------------------------------

                                    Copy to:
                             Steven E. Bochner, Esq.
                       WILSON, SONSINI, GOODRICH & ROSATI
                               650 Page Mill Road
                        Palo Alto, California 94304-1050

================================================================================
CALCULATION OF REGISTRATION FEE

========================================================================================================================
Title of Securities                 Amount to be        Proposed           Proposed           Amount of
             to be Registered                    Registered          Maximum           Maximum          Registration
                                                                 Offering Price       Aggregate              Fee
                                                                   Per Share*      Offering Price*
------------------------------------------------------------------------------------------------------------------------
Common Stock                       600,000            $20.125         $12,075,000          $3,659.09
========================================================================================================================
*    Estimated in accordance  with Rule 457(h) solely for the purpose of calculating the  registration  fee based on the
     prices of the Company's Common Stock as reported on the Nasdaq National Market on June 27, 1997.

=======================================================================================================================
QUANTUM CORPORATION
                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         There  are  hereby  incorporated  by  reference  in  this  Registration
Statement the  following  documents and  information  heretofore  filed with the
Securities and Exchange Commission (Quantum Corporation is sometimes referred to
herein as the "Company"):

                  (a) The  Company's  Annual  Report on Form 10-K for the fiscal
         year  ended  March  31,  1997,  filed  pursuant  to  Section  13 of the
         Securities Exchange Act of 1934, as amended (the "1934 Act");

                  (b) The  Company's  current  report on Form 8-K filed  June 2,
         1997 pursuant to Section 13 of the 1934 Act.

                  (c) The description of the Company's Common Stock contained in
         the Company's  Registration  Statement on Form 8-A filed August 1, 1983
         pursuant to Section 12(b) of the 1934 Act.

         All documents filed by the Company  pursuant to Sections 13(a),  13(c),
14 and 15(d) of the 1934 Act on or after the date of this Registration Statement
and prior to the filing of a  post-effective  amendment which indicates that all
securities  offered  have been sold or which  deregisters  all  securities  then
remaining  unsold  shall be  deemed  to be  incorporated  by  reference  in this
Registration  Statement  and to be part  hereof  from the date of filing of such
documents.

Item 4.  Description of Securities.

         Inapplicable

Item 5.  Interests of Named Experts and Counsel.

         Inapplicable

                                      II-1
Item 6.  Indemnification of Directors and Officers.

         Section 145 of the Delaware General  Corporation Law authorizes a court
         to  award,   or  a   corporation's   Board  of   Directors   to  grant,
         indemnification  to directors and officers in terms  sufficiently broad
         to  permit  such  indemnification   under  certain   circumstances  for
         liabilities  (including  reimbursement  for expenses  incurred) arising
         under the  Securities  Act of 1933 as  amended.  The  Company's  Bylaws
         provide for the mandatory  indemnification of its directors,  officers,
         employees and other agents to the maximum extent  permitted by Delaware
         General  Corporation  Law, and the Company has entered into  agreements
         with its officers,  directors  and certain key  employees  implementing
         such indemnification.

Item 7.  Exemption from Registration Claimed.

         Inapplicable.

Item 8.  Exhibits

         Exhibit
         Number                             Description
         ------                             -----------

         4.1   1996  Board of  Directors  Stock  Option  Plan and Form of Option
               Agreement.

         5.1   Opinion of Counsel as to legality of securities being registered.

         23.1  Consent of Ernst & Young LLP, Independent Auditors.

         23.2  Consent of Counsel (contained in Exhibit 5.1).

         24.1  Power of Attorney (see page II-5).

Item 9.  Undertakings

         A. 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 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.

            (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

                                      II-2
initial bonafide 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. 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 Securities Exchange Act of 1934 (and, where applicable, each filing
of an employee  benefit  plan's annual  report  pursuant to Section 15(d) of the
Securities  Exchange  Act of 1934)  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 bonafide offering thereof.

                  C. Insofar as  indemnification  for liabilities  arising under
the Securities Act of 1933 (the "Securities Act") may be permitted to directors,
officers and controlling persons of the Company pursuant to the Delaware General
Corporation Law, the Certificate of Incorporation of the Company,  the Bylaws of
the Company, indemnification agreements entered into between the Company and its
officers and  directors or  otherwise,  the Company 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 Company in successful defense of any
action, suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered hereunder, the Company
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  of 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.

                                      II-3
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Quantum Corporation, a corporation organized and existing under the
laws of the State of  Delaware,  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  Milpitas,  State of
California, on this 2nd day of July, 1997.

                                        QUANTUM CORPORATION

                                        By: \s\ RICHARD L. CLEMMER
                                           -----------------------
                                               Richard L. Clemmer,
                                               Chief Financial Officer

                                      II-4
POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears below  constitutes and appoints Michael A. Brown and Richard L. Clemmer,
jointly  and  severally,   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, and to file the same, with 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.

         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\MICHAEL A. BROWN        
-------------------------  Chief Executive Officer               July 2, 1997
Michael A. Brown           (Principal Executive Officer)

                                                                 
\s\RICHARD L. CLEMMER      
-------------------------  Chief Financial Officer (Principal    July 2, 1997
Richard L. Clemmer         Financial and Accounting Officer)

\s\STEPHEN M. BERKLEY                                            
-------------------------  Chairman of the Board                 July 2, 1997
Stephen M. Berkley         

\s\DAVID A. BROWN                                                
-------------------------  Director                              July 2, 1997
David A. Brown             

\s\ROBERT J. CASALE                                              
-------------------------  Director                              July 2, 1997
Robert J. Casale           

                                                                 
\s\EDWARD M. ESBER         
-------------------------  Director                              July 2, 1997
Edward M. Esber

                                                                 
\s\STEVEN C. WHEELWRIGHT   
-------------------------  Director                              July 2, 1997
Steven C. Wheelwright

                                      II-5
INDEX TO EXHIBITS

                                                                    Sequentially
Exhibit                                                                 Numbered
Number                            Description                               Page

--------------------------------------------------------------------------------
 4.1  1996 Board of Directors Stock Option Plan and Form of Option 
      Agreement.............................................................. 11

 5.1  Opinion of counsel as to legality of securities being registered.......  9

23.1  Consent of Ernst & Young LLP, Independent Auditors .................... 10

23.2  Consent of Counsel (contained in Exhibit 5.1)..........................  9

24.1  Power of Attorney (see Page II-5 of Registration Statement)............  7