As filed with the Securities and Exchange Commission on August 29, 1997
                                                           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
                                 (415) 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             Proposed
                                                                   Maximum               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...........     500,000 shares       $21.625              $10,812,500.00        $3,277.00(1)
=====================================  ===================== ====================  ===================  ====================
<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 August 26, 1997.

=====================================  ===================== ====================  ===================  ====================
</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,
is incorporated herein by reference.


Item 8.  Exhibits.

         Exhibit
         Number    Document
         ------    --------


         4.1       1996  Supplemental  Stock  Option Plan and form of  agreement
                   thereunder.

         5.1       Opinion of Wilson Sonsini  Goodrich & Rosati,  a Professional
                   Corporation.

         23.1      Consent of Independent Auditors.

         23.2      Consent of Counsel (contained in Exhibit 5.1).

         24.1      Power of Attorney (see page II-3).


<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 28th day of August, 1997.


                                      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>

         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              President, Chief Executive     August 28, 1997
---------------------------      Officer and Director  
(Mark L. Sanders)                (Principal Executive   
                                 Officer)               
                                  
/s/ Ajay Chopra                 Chairman of the Board and       August 28, 1997
---------------------------     Vice President, Engineering
(Ajay Chopra)                    

/s/ Arthur D. Chadwick          Vice President, Finance and     August 28, 1997
---------------------------     Administration and Chief      
(Arthur D. Chadwick)            Financial Officer (Principal   
                                Financial and Accounting       
                                Officer)                       
                                 
/s/ Nyal D. McMullin            Director                        August 28, 1997
---------------------------     
(Nyal D. McMullin)              

/s/ Glenn E. Penisten           Director                        August 28, 1997
---------------------------     
(Glenn E. Penisten)             

/s/ Charles J. Vaughan          Director                        August 28, 1997
---------------------------     
(Charles J. Vaughan)            

/s/ John Lewis                  Director                        August 28, 1997
---------------------------     
(John Lewis)                    
                                
                                


                                   II-3
<PAGE>



                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



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

                                    EXHIBITS

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


                       Registration Statement on Form S-8

                             Pinnacle Systems, Inc.

                                 August 29, 1997


                                      

<PAGE>


                                INDEX TO EXHIBITS



        Exhibit
        Number                       Exhibit
        -------                      -------

         4.1      1996  Supplemental  Stock  Option  Plan and form of  agreement
                  thereunder

         5.1      Opinion of Wilson  Sonsini  Goodrich & Rosati,  a Professional
                  Corporation

         23.1     Consent of Independent Auditors

         23.2     Consent of Counsel (included in Exhibit 5.1)

         24.1     Power of Attorney (see page II-3)
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 9266}]
{"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": "333-34759", "film-number": "97673806"}, "business-address": {"street1": "280 N BERNARDO AVE", "city": "MOUNTAIN VIEW", "state": "CA", "zip": "94043", "phone": "4155261600"}, "mail-address": {"street1": "280 N BERNARDO AVE", "city": "MOUNTAIN VIEW", "state": "CA", "zip": "94043"}}
As filed with the Securities and Exchange Commission on August 29, 1997
                                                           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
                                 (415) 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             Proposed
                                                                   Maximum               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...........     500,000 shares       $21.625              $10,812,500.00        $3,277.00(1)
=====================================  ===================== ====================  ===================  ====================
(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 August 26, 1997.

=====================================  ===================== ====================  ===================  ====================
The  contents  of the  Registrant's  Form  S-8  Registration  Statement
(Registration  No. 333-16999) as filed with the Commission on November 27, 1996,
is incorporated herein by reference.

Item 8.  Exhibits.

         Exhibit
         Number    Document
         ------    --------

         4.1       1996  Supplemental  Stock  Option Plan and form of  agreement
                   thereunder.

         5.1       Opinion of Wilson Sonsini  Goodrich & Rosati,  a Professional
                   Corporation.

         23.1      Consent of Independent Auditors.

         23.2      Consent of Counsel (contained in Exhibit 5.1).

         24.1      Power of Attorney (see page II-3).
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 28th day of August, 1997.

                                      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              President, Chief Executive     August 28, 1997
---------------------------      Officer and Director  
(Mark L. Sanders)                (Principal Executive   
                                 Officer)               
                                  
/s/ Ajay Chopra                 Chairman of the Board and       August 28, 1997
---------------------------     Vice President, Engineering
(Ajay Chopra)                    

/s/ Arthur D. Chadwick          Vice President, Finance and     August 28, 1997
---------------------------     Administration and Chief      
(Arthur D. Chadwick)            Financial Officer (Principal   
                                Financial and Accounting       
                                Officer)                       
                                 
/s/ Nyal D. McMullin            Director                        August 28, 1997
---------------------------     
(Nyal D. McMullin)              

/s/ Glenn E. Penisten           Director                        August 28, 1997
---------------------------     
(Glenn E. Penisten)             

/s/ Charles J. Vaughan          Director                        August 28, 1997
---------------------------     
(Charles J. Vaughan)            

/s/ John Lewis                  Director                        August 28, 1997
---------------------------     
(John Lewis)                    
                                
                                

                                   II-3
SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                                    EXHIBITS

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

                       Registration Statement on Form S-8

                             Pinnacle Systems, Inc.

                                 August 29, 1997
INDEX TO EXHIBITS

        Exhibit
        Number                       Exhibit
        -------                      -------

         4.1      1996  Supplemental  Stock  Option  Plan and form of  agreement
                  thereunder

         5.1      Opinion of Wilson  Sonsini  Goodrich & Rosati,  a Professional
                  Corporation

         23.1     Consent of Independent Auditors

         23.2     Consent of Counsel (included in Exhibit 5.1)

         24.1     Power of Attorney (see page II-3)