<PAGE>

     As filed with the Securities and Exchange Commission on July 2, 1999

                                                     Registration No. 333-______
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                             _____________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933

                             _____________________

                        SBA COMMUNICATIONS CORPORATION
            (Exact name of registrant as specified in its charter)

             FLORIDA                                              65-0716501
  (State of other jurisdiction                                 (I.R.S. Employer
of incorporation or organization)                            Identification No.)

     One Town Center Road                                          33486
         Third Floor                                             (Zip Code)
     Boca Raton, Florida
    (Address of principal
      executive offices)

             SBA COMMUNICATIONS CORPORATION 1996 STOCK OPTION PLAN
       SBA COMMUNICATIONS CORPORATION 1999 EMPLOYEE STOCK PURCHASE PLAN
     THE 1999 EQUITY PARTICIPATION PLAN OF SBA COMMUNICATIONS CORPORATION
         STOCK OPTION AGREEMENT BETWEEN SBA COMMUNICATIONS CORPORATION
                            AND ROBERT M. GROBSTEIN
                          (Full titles of the Plans)

                             _____________________

                               Jeffrey A. Stoops
                            Chief Financial Officer
                        SBA Communications Corporation
                             One Town Center Road
                                  Third Floor
                           Boca Raton, Florida 33486
                                (561) 995-7670
               (Name, address, including zip code, and telephone
              number, including area code, of agent for service)

                                   Copy to:

                            Kirk A. Davenport, Esq.
                               Latham & Watkins
                               885 Third Avenue
                           New York, New York 10022
                                (212) 906-1200
                             (212) 751-4864 (fax)
<PAGE>

<TABLE>
<CAPTION>
                                                 Calculation of Registration Fee
=========================================================================================================================
Title of Securities to be               Amount                Proposed                Proposed
Registered                            of Shares               Maximum                 Maximum              Amount of
                                        to be              Offering Price             Aggregate            Registration
                                    Registered(1)          Per Share (2)          Offering Price (2)           Fee
=========================================================================================================================
<S>                                 <C>                    <C>                    <C>                      <C>
Class A Common Stock                  4,656,783            $0.05; $2.63;              $29,998,073.20        $8,339.46
$.01 par value (3)                                         $4.00; $8.00;
                                                              $9.1875
</TABLE>

(1)  Represents the maximum number of shares that may be acquired under (a) the
     SBA Communications Corporation 1996 Stock Option Plan, (b) the SBA
     Communications Corporation 1999 Employee Stock Purchase Plan, (c) The 1999
     Equity Participation Plan of SBA Communications Corporation and (d) that
     certain Stock Option Agreement between SBA Communications Corporation and
     Robert M. Grobstein dated March 5, 1997.  Pursuant to Rule 416 of the
     Securities Act of 1933, as amended (the "Securities Act"), additional
     shares of Class A common stock, par value $.01 per share ("Class A Common
     Stock") of SBA Communications Corporation (the "Company") which become
     issuable to prevent dilution from any future stock split, stock dividend or
     similar transaction are also being registered.

(2)  For purposes of computing the registration fee only.  Pursuant to Rule
     457(h) under the Securities Act, the Proposed Maximum Offering Price Per
     Share is based upon (a) the exercise price per share ($0.05) of outstanding
     options to purchase 386,764 shares,  (b) the exercise price per share
     ($2.63) of outstanding options to purchase 1,164,300 shares, (c) the
     exercise price per share ($4.00) of outstanding options to purchase 105,719
     shares, (d) the exercise price per share ($8.00) of outstanding options to
     purchase 900,000 shares and (e) for the remaining 2,100,000 shares,
     $9.1875, the average of the high and low price per share of Class A Common
     Stock on the NASDAQ National Market System on June 28, 1999.

(3)  In addition, pursuant to Rule 416(c) under the Securities Act, this
     Registration Statement also covers an indeterminate amount of interests to
     be offered pursuant to the SBA Communications Corporation 1999 Employee
     Stock Purchase Plan.

                                       2
<PAGE>

                                    PART I

Item 1.   Plan Information

          Not required to be filed with this Registration Statement.

Item 2.   Registration Information and Employee Plan Annual Information

          Not required to be filed with this Registration Statement.

                                    PART II

Item 3.   Incorporation of Documents by Reference

          The following documents filed with the Securities and Exchange
Commission by SBA Communications Corporation, a Florida corporation (the
"Company"), are incorporated as of their respective dates in this Registration
Statement by reference:

          A.   The Company's prospectus filed with the Commission pursuant to
               Rule 424(b) on June 15, 1999 in connection with the Company's
               Registration Statement on Form S-1, as amended (File No. 333-
               76547), including the exhibits thereto.

          B.   The description of the Company's Class A Common Stock contained
               in the Company's Registration Statement on Form S-1 referred to
               in (A) above.

          All documents filed by the Company or by the SBA Communications
Corporation 1999 Employee Stock Purchase Plan pursuant to Sections 13(a), 13(c),
14 and 15(d) of the Exchange Act 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 are incorporated by reference
in this Registration Statement and are a part hereof from the date of filing
such documents.

          Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any other subsequently filed document which is also or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this Registration
Statement.

Item 4.   Description of Securities

          Not applicable.

Item 5.   Interests of Named Experts and Counsel

          Not applicable.

Item 6.   Indemnification of Directors and Officers

          Under the Florida Business Corporation Act (the "FBCA"), a director is
not personally liable for monetary damages to the corporation or any other
person for any statement, vote, decision, or failure to act regarding corporate
management of policy unless (1) the director breached or failed to perform his
duties as a director and (2) the director's breach of, or failure to perform,
those duties

                                       3
<PAGE>

constitutes: (a) a violation of the criminal law, unless the director had
reasonable cause to believe his conduct was lawful or had no reasonable cause to
believe his conduct was unlawful; (b) a transaction from which the director
derived an improper personal benefit, either directly or indirectly; (c) a
circumstance under which an unlawful distribution is made; (d) in a proceeding
by or in the right of the corporation to procure a judgment in its favor or by
or in the right of a shareholder, conscious disregard for the best interest of
the corporation, or willful misconduct; or (e) in a proceeding by or in the
right of someone other than the corporation or a shareholder, recklessness or an
act or omission which was committed in bad faith or with malicious purpose or in
a manner exhibiting wanton and willful disregard of human rights, safety, or
property. A corporation may purchase and maintain insurance on behalf of any
director or officer against any liability asserted against him or her and
incurred by him or her in his or her capacity or arising out of his or her
status as such, whether or not the corporation would have the power to indemnify
him or her against such liability under the FBCA.

          Under the FBCA, a corporation has power to indemnify any person who
was or is a party to any proceeding (other than an action by, or in the right of
the corporation), by reason of the fact that he is or was a director, officer,
employee or agent of the corporation or is or was serving at the request of the
corporation as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against liability incurred
in connection with such proceeding, including any appeal thereof, if he acted in
good faith and in a manner he reasonably believed to be in, or not opposed to,
the best interests of the corporation and, with respect to any criminal action
or proceeding, had no reasonable cause to believe his conduct was unlawful.  The
termination of any proceeding by judgment, order, settlement or conviction or
upon a plea of nolo contendere or its equivalent does not, of itself, create a
presumption that the person did not act in good faith and in a manner which he
reasonably believed to be in, or not opposed to, the best interests of the
corporation or, with respect to any criminal action or proceeding, has
reasonable cause to believe that his conduct was unlawful.

          However, indemnification or advancement of expenses shall not be made
to or on behalf of any director, officer, employee or agent if a judgment or
other final adjudication establishes that his actions, or omissions to act, were
material to the cause of action so adjudicated and constitute: (a) a violation
of the criminal law, unless the director, officer, employee or agent had
reasonable cause to believe his conduct was lawful or had no reasonable cause to
believe his conduct was unlawful; (b) a transaction from which the director,
officer, employee or agent derived an improper personal benefit; (c) in the case
of a director, a circumstance under which the above liability provisions are
applicable; or (d) willful misconduct or a conscious disregard for the best
interests of the corporation in a proceeding by or in the right of the
corporation to procure a judgment in its favor or in a proceeding by or in the
right of a shareholder.

          The articles of incorporation of the Company provide that the Company
shall, to the fullest extent permitted by applicable law and its by-laws, as
amended from time to time, indemnify all officers and directors of the Company.

          Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Company pursuant to the foregoing provisions, or otherwise, the Company
has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities Act and is, therefore,
unenforceable.

Item 7.   Exemption from Registration Claimed

          Not applicable.

                                       4
<PAGE>

Item 8.   Exhibits

          4(a)  Articles of Incorporation, as amended, of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-4 as filed on April 15, 1998,
                File No. 333-50219).

          4(b)  By-Laws of the Company (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          4(c)  Form of Restated Articles of Incorporation of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(d)  Form of Restated By-Laws of the Company (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(e)  Specimen Certificate of Class A Common Stock (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(f)  The SBA Communications Corporation 1996 Stock Option Plan
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(g)  The SBA Communications Corporation 1999 Employee Stock Purchase
                Plan (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(h)  The 1999 Equity Participation Plan of SBA Communications
                Corporation (incorporated by reference to the exhibits in the
                Company's Registration Statement on Form S-1 as filed on June
                15, 1999, File No. 333-76547).

          4(i)  Stock Option Agreement dated March 5, 1997 between the Company
                and Robert M. Grobstein (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          5(a)  Opinion of Counsel regarding the legality of the Class A Common
                Stock being registered.

          23(a) Consent of Independent Accountants.

          23(b) Consent of Counsel (included in Exhibit 5(a)).

          24(a) Power of Attorney (included on signature page).

                                       5
<PAGE>

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:

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

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this 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;

                    (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)(1)(ii) shall
               not apply to information contained in periodic reports filed by
               the Registrant pursuant to Section 13 or Section 15(d) of the
               Securities Exchange Act of 1934, as amended (the "Exchange Act"),
               that are incorporated by reference in this Registration
               Statement.

               (2)  That, for the purpose of determining any liability under the
                    Act, 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)  The undersigned Registrant hereby undertakes that, for purposes
               of determining any liability under the Securities Act, each
               filing of the Registrant's Annual Report pursuant to section
               13(a) or 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.

          (c)  Insofar as indemnification for liabilities arising under the
               Securities Act 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
               Securities Act and is, therefore,

                                       6
<PAGE>

               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 Securities Act and will be governed by the final
               adjudication of such issue.

                                  SIGNATURES

          Pursuant to the requirements of the Securities Act 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 Boca Raton, State of Florida, on July 1, 1999.

                              SBA COMMUNICATIONS CORPORATION


                              By:   /s/ Jeffrey A. Stoops
                                    --------------------------------
                                    Jeffrey A. Stoops
                                    Chief Financial Officer



                               POWER OF ATTORNEY

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

                                       7
<PAGE>

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

<TABLE>
<CAPTION>
             Signature                           Title                             Date Signed
             ---------                           -----                             -----------
<S>                                       <C>                                      <C>
     /s/ Steven E. Bernstein
----------------------------------
       Steven E. Bernstein                Chairman of the Board of                 July 1, 1999
                                          Directors, President and
                                          Chief Executive Officer
                                          (Principal Executive Officer)
     /s/ Jeffrey A. Stoops
 ----------------------------------
       Jeffrey A. Stoops                  Chief Financial Officer                  July 1, 1999
                                          (Principal Financial Officer)

     /s/ Robert M. Grobstein
 ----------------------------------
       Robert M. Grobstein                Chief Accounting Officer                 July 1, 1999
                                          (Principal Accounting Officer)
     /s/ Donald B. Hebb, Jr.
 ----------------------------------
       Donald B. Hebb, Jr.                Director                                 July 1, 1999

     /s/ C. Kevin Landry
----------------------------------
       C. Kevin Landry                    Director                                 July 1, 1999

     /s/ Richard W. Miller
----------------------------------
       Richard W. Miller                  Director                                 July 1, 1999


----------------------------------
       Robert S. Picow                    Director
</TABLE>

                                       8
<PAGE>

          Pursuant to the requirements of the Securities Act of 1933, as
amended, the SBA Communications Corporation 1999 Employee Stock Purchase Plan
has duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boca Raton, State of
Florida, on July 1, 1999.


                              SBA COMMUNICATIONS CORPORATION
                              1999 EMPLOYEE STOCK PURCHASE PLAN

                              By:  Compensation Committee of the Board of
                                   Directors of SBA Communications Corporation
                                   Plan Administrator

                                   By:  /s/ Donald B. Hebb. Jr.
                                        ----------------------------------
                                        Donald B. Hebb, Jr.

                                   By:  /s/ C. Kevin Landry
                                        ----------------------------------
                                        C. Kevin Landry

                                   By:  /s/ Richard W. Miller
                                        ----------------------------------
                                        Richard W. Miller

                                       9
<PAGE>

                                 Exhibit Index

          4(a)  Articles of Incorporation, as amended, of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-4 as filed on April 15, 1998,
                File No. 333-50219).

          4(b)  By-Laws of the Company (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          4(c)  Form of Restated Articles of Incorporation of the Company
                (incorporated by reference to the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(d)  Form of Restated By-Laws of the Company (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(e)  Specimen Certificate of Class A Common Stock (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(f)  The SBA Communications Corporation 1996 Stock Option Plan
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(g)  The SBA Communications Corporation 1999 Employee Stock Purchase
                Plan (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(h)  The 1999 Equity Participation Plan of SBA Communications
                Corporation (incorporated by reference to the exhibits in the
                Company's Registration Statement on Form S-1 as filed on June
                15, 1999, File No. 333-76547).

          4(i)  Stock Option Agreement dated March 5, 1997 between the Company
                and Robert M. Grobstein (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          5(a)  Opinion of Counsel regarding the legality of the Class A Common
                Stock being registered.

          23(a) Consent of Independent Accountants.

          23(b) Consent of Counsel (included in Exhibit 5(a)).

          24(a) Power of Attorney (included on signature page).

                                       10
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{"company-data": {"conformed-name": "SBA COMMUNICATIONS CORP", "cik": "0001034054", "assigned-sic": "1700", "irs-number": "650716501", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-82245", "film-number": "99659012"}, "business-address": {"street1": "ONE TOWN CENTER RD", "street2": "THIRD FLOOR", "city": "BOCA RATON", "state": "FL", "zip": "33486", "phone": "5619957670"}, "mail-address": {"street1": "ONE TOWN CENTER RD", "street2": "THIRD FLOOR", "city": "BOCA RATON", "state": "FL", "zip": "33486"}}
As filed with the Securities and Exchange Commission on July 2, 1999

                                                     Registration No. 333-______
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                             _____________________

                                   FORM S-8
                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933

                             _____________________

                        SBA COMMUNICATIONS CORPORATION
            (Exact name of registrant as specified in its charter)

             FLORIDA                                              65-0716501
  (State of other jurisdiction                                 (I.R.S. Employer
of incorporation or organization)                            Identification No.)

     One Town Center Road                                          33486
         Third Floor                                             (Zip Code)
     Boca Raton, Florida
    (Address of principal
      executive offices)

             SBA COMMUNICATIONS CORPORATION 1996 STOCK OPTION PLAN
       SBA COMMUNICATIONS CORPORATION 1999 EMPLOYEE STOCK PURCHASE PLAN
     THE 1999 EQUITY PARTICIPATION PLAN OF SBA COMMUNICATIONS CORPORATION
         STOCK OPTION AGREEMENT BETWEEN SBA COMMUNICATIONS CORPORATION
                            AND ROBERT M. GROBSTEIN
                          (Full titles of the Plans)

                             _____________________

                               Jeffrey A. Stoops
                            Chief Financial Officer
                        SBA Communications Corporation
                             One Town Center Road
                                  Third Floor
                           Boca Raton, Florida 33486
                                (561) 995-7670
               (Name, address, including zip code, and telephone
              number, including area code, of agent for service)

                                   Copy to:

                            Kirk A. Davenport, Esq.
                               Latham & Watkins
                               885 Third Avenue
                           New York, New York 10022
                                (212) 906-1200
                             (212) 751-4864 (fax)
Calculation of Registration Fee
=========================================================================================================================
Title of Securities to be               Amount                Proposed                Proposed
Registered                            of Shares               Maximum                 Maximum              Amount of
                                        to be              Offering Price             Aggregate            Registration
                                    Registered(1)          Per Share (2)          Offering Price (2)           Fee
=========================================================================================================================
Class A Common Stock                  4,656,783            $0.05; $2.63;              $29,998,073.20        $8,339.46
$.01 par value (3)                                         $4.00; $8.00;
                                                              $9.1875
(1)  Represents the maximum number of shares that may be acquired under (a) the
     SBA Communications Corporation 1996 Stock Option Plan, (b) the SBA
     Communications Corporation 1999 Employee Stock Purchase Plan, (c) The 1999
     Equity Participation Plan of SBA Communications Corporation and (d) that
     certain Stock Option Agreement between SBA Communications Corporation and
     Robert M. Grobstein dated March 5, 1997.  Pursuant to Rule 416 of the
     Securities Act of 1933, as amended (the "Securities Act"), additional
     shares of Class A common stock, par value $.01 per share ("Class A Common
     Stock") of SBA Communications Corporation (the "Company") which become
     issuable to prevent dilution from any future stock split, stock dividend or
     similar transaction are also being registered.

(2)  For purposes of computing the registration fee only.  Pursuant to Rule
     457(h) under the Securities Act, the Proposed Maximum Offering Price Per
     Share is based upon (a) the exercise price per share ($0.05) of outstanding
     options to purchase 386,764 shares,  (b) the exercise price per share
     ($2.63) of outstanding options to purchase 1,164,300 shares, (c) the
     exercise price per share ($4.00) of outstanding options to purchase 105,719
     shares, (d) the exercise price per share ($8.00) of outstanding options to
     purchase 900,000 shares and (e) for the remaining 2,100,000 shares,
     $9.1875, the average of the high and low price per share of Class A Common
     Stock on the NASDAQ National Market System on June 28, 1999.

(3)  In addition, pursuant to Rule 416(c) under the Securities Act, this
     Registration Statement also covers an indeterminate amount of interests to
     be offered pursuant to the SBA Communications Corporation 1999 Employee
     Stock Purchase Plan.

                                       2
PART I

Item 1.   Plan Information

          Not required to be filed with this Registration Statement.

Item 2.   Registration Information and Employee Plan Annual Information

          Not required to be filed with this Registration Statement.

                                    PART II

Item 3.   Incorporation of Documents by Reference

          The following documents filed with the Securities and Exchange
Commission by SBA Communications Corporation, a Florida corporation (the
"Company"), are incorporated as of their respective dates in this Registration
Statement by reference:

          A.   The Company's prospectus filed with the Commission pursuant to
               Rule 424(b) on June 15, 1999 in connection with the Company's
               Registration Statement on Form S-1, as amended (File No. 333-
               76547), including the exhibits thereto.

          B.   The description of the Company's Class A Common Stock contained
               in the Company's Registration Statement on Form S-1 referred to
               in (A) above.

          All documents filed by the Company or by the SBA Communications
Corporation 1999 Employee Stock Purchase Plan pursuant to Sections 13(a), 13(c),
14 and 15(d) of the Exchange Act 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 are incorporated by reference
in this Registration Statement and are a part hereof from the date of filing
such documents.

          Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any other subsequently filed document which is also or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this Registration
Statement.

Item 4.   Description of Securities

          Not applicable.

Item 5.   Interests of Named Experts and Counsel

          Not applicable.

Item 6.   Indemnification of Directors and Officers

          Under the Florida Business Corporation Act (the "FBCA"), a director is
not personally liable for monetary damages to the corporation or any other
person for any statement, vote, decision, or failure to act regarding corporate
management of policy unless (1) the director breached or failed to perform his
duties as a director and (2) the director's breach of, or failure to perform,
those duties

                                       3
constitutes: (a) a violation of the criminal law, unless the director had
reasonable cause to believe his conduct was lawful or had no reasonable cause to
believe his conduct was unlawful; (b) a transaction from which the director
derived an improper personal benefit, either directly or indirectly; (c) a
circumstance under which an unlawful distribution is made; (d) in a proceeding
by or in the right of the corporation to procure a judgment in its favor or by
or in the right of a shareholder, conscious disregard for the best interest of
the corporation, or willful misconduct; or (e) in a proceeding by or in the
right of someone other than the corporation or a shareholder, recklessness or an
act or omission which was committed in bad faith or with malicious purpose or in
a manner exhibiting wanton and willful disregard of human rights, safety, or
property. A corporation may purchase and maintain insurance on behalf of any
director or officer against any liability asserted against him or her and
incurred by him or her in his or her capacity or arising out of his or her
status as such, whether or not the corporation would have the power to indemnify
him or her against such liability under the FBCA.

          Under the FBCA, a corporation has power to indemnify any person who
was or is a party to any proceeding (other than an action by, or in the right of
the corporation), by reason of the fact that he is or was a director, officer,
employee or agent of the corporation or is or was serving at the request of the
corporation as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against liability incurred
in connection with such proceeding, including any appeal thereof, if he acted in
good faith and in a manner he reasonably believed to be in, or not opposed to,
the best interests of the corporation and, with respect to any criminal action
or proceeding, had no reasonable cause to believe his conduct was unlawful.  The
termination of any proceeding by judgment, order, settlement or conviction or
upon a plea of nolo contendere or its equivalent does not, of itself, create a
presumption that the person did not act in good faith and in a manner which he
reasonably believed to be in, or not opposed to, the best interests of the
corporation or, with respect to any criminal action or proceeding, has
reasonable cause to believe that his conduct was unlawful.

          However, indemnification or advancement of expenses shall not be made
to or on behalf of any director, officer, employee or agent if a judgment or
other final adjudication establishes that his actions, or omissions to act, were
material to the cause of action so adjudicated and constitute: (a) a violation
of the criminal law, unless the director, officer, employee or agent had
reasonable cause to believe his conduct was lawful or had no reasonable cause to
believe his conduct was unlawful; (b) a transaction from which the director,
officer, employee or agent derived an improper personal benefit; (c) in the case
of a director, a circumstance under which the above liability provisions are
applicable; or (d) willful misconduct or a conscious disregard for the best
interests of the corporation in a proceeding by or in the right of the
corporation to procure a judgment in its favor or in a proceeding by or in the
right of a shareholder.

          The articles of incorporation of the Company provide that the Company
shall, to the fullest extent permitted by applicable law and its by-laws, as
amended from time to time, indemnify all officers and directors of the Company.

          Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Company pursuant to the foregoing provisions, or otherwise, the Company
has been advised that in the opinion of the Commission such indemnification is
against public policy as expressed in the Securities Act and is, therefore,
unenforceable.

Item 7.   Exemption from Registration Claimed

          Not applicable.

                                       4
Item 8.   Exhibits

          4(a)  Articles of Incorporation, as amended, of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-4 as filed on April 15, 1998,
                File No. 333-50219).

          4(b)  By-Laws of the Company (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          4(c)  Form of Restated Articles of Incorporation of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(d)  Form of Restated By-Laws of the Company (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(e)  Specimen Certificate of Class A Common Stock (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(f)  The SBA Communications Corporation 1996 Stock Option Plan
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(g)  The SBA Communications Corporation 1999 Employee Stock Purchase
                Plan (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(h)  The 1999 Equity Participation Plan of SBA Communications
                Corporation (incorporated by reference to the exhibits in the
                Company's Registration Statement on Form S-1 as filed on June
                15, 1999, File No. 333-76547).

          4(i)  Stock Option Agreement dated March 5, 1997 between the Company
                and Robert M. Grobstein (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          5(a)  Opinion of Counsel regarding the legality of the Class A Common
                Stock being registered.

          23(a) Consent of Independent Accountants.

          23(b) Consent of Counsel (included in Exhibit 5(a)).

          24(a) Power of Attorney (included on signature page).

                                       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:

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

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this 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;

                    (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)(1)(ii) shall
               not apply to information contained in periodic reports filed by
               the Registrant pursuant to Section 13 or Section 15(d) of the
               Securities Exchange Act of 1934, as amended (the "Exchange Act"),
               that are incorporated by reference in this Registration
               Statement.

               (2)  That, for the purpose of determining any liability under the
                    Act, 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)  The undersigned Registrant hereby undertakes that, for purposes
               of determining any liability under the Securities Act, each
               filing of the Registrant's Annual Report pursuant to section
               13(a) or 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.

          (c)  Insofar as indemnification for liabilities arising under the
               Securities Act 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
               Securities Act and is, therefore,

                                       6
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 Securities Act and will be governed by the final
               adjudication of such issue.

                                  SIGNATURES

          Pursuant to the requirements of the Securities Act 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 Boca Raton, State of Florida, on July 1, 1999.

                              SBA COMMUNICATIONS CORPORATION

                              By:   /s/ Jeffrey A. Stoops
                                    --------------------------------
                                    Jeffrey A. Stoops
                                    Chief Financial Officer

                               POWER OF ATTORNEY

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

                                       7
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed by the following persons in
the capacities and on the date indicated.
Signature                           Title                             Date Signed
             ---------                           -----                             -----------
/s/ Steven E. Bernstein
----------------------------------
       Steven E. Bernstein                Chairman of the Board of                 July 1, 1999
                                          Directors, President and
                                          Chief Executive Officer
                                          (Principal Executive Officer)
     /s/ Jeffrey A. Stoops
 ----------------------------------
       Jeffrey A. Stoops                  Chief Financial Officer                  July 1, 1999
                                          (Principal Financial Officer)

     /s/ Robert M. Grobstein
 ----------------------------------
       Robert M. Grobstein                Chief Accounting Officer                 July 1, 1999
                                          (Principal Accounting Officer)
     /s/ Donald B. Hebb, Jr.
 ----------------------------------
       Donald B. Hebb, Jr.                Director                                 July 1, 1999

     /s/ C. Kevin Landry
----------------------------------
       C. Kevin Landry                    Director                                 July 1, 1999

     /s/ Richard W. Miller
----------------------------------
       Richard W. Miller                  Director                                 July 1, 1999

----------------------------------
       Robert S. Picow                    Director
8
Pursuant to the requirements of the Securities Act of 1933, as
amended, the SBA Communications Corporation 1999 Employee Stock Purchase Plan
has duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boca Raton, State of
Florida, on July 1, 1999.

                              SBA COMMUNICATIONS CORPORATION
                              1999 EMPLOYEE STOCK PURCHASE PLAN

                              By:  Compensation Committee of the Board of
                                   Directors of SBA Communications Corporation
                                   Plan Administrator

                                   By:  /s/ Donald B. Hebb. Jr.
                                        ----------------------------------
                                        Donald B. Hebb, Jr.

                                   By:  /s/ C. Kevin Landry
                                        ----------------------------------
                                        C. Kevin Landry

                                   By:  /s/ Richard W. Miller
                                        ----------------------------------
                                        Richard W. Miller

                                       9
Exhibit Index

          4(a)  Articles of Incorporation, as amended, of the Company
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-4 as filed on April 15, 1998,
                File No. 333-50219).

          4(b)  By-Laws of the Company (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          4(c)  Form of Restated Articles of Incorporation of the Company
                (incorporated by reference to the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(d)  Form of Restated By-Laws of the Company (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(e)  Specimen Certificate of Class A Common Stock (incorporated by
                reference to the exhibits in the Company's Registration
                Statement on Form S-1 as filed on June 15, 1999, File No. 333-
                76547).

          4(f)  The SBA Communications Corporation 1996 Stock Option Plan
                (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(g)  The SBA Communications Corporation 1999 Employee Stock Purchase
                Plan (incorporated by reference to the exhibits in the Company's
                Registration Statement on Form S-1 as filed on June 15, 1999,
                File No. 333-76547).

          4(h)  The 1999 Equity Participation Plan of SBA Communications
                Corporation (incorporated by reference to the exhibits in the
                Company's Registration Statement on Form S-1 as filed on June
                15, 1999, File No. 333-76547).

          4(i)  Stock Option Agreement dated March 5, 1997 between the Company
                and Robert M. Grobstein (incorporated by reference to the
                exhibits in the Company's Registration Statement on Form S-4 as
                filed on April 15, 1998, File No. 333-50219).

          5(a)  Opinion of Counsel regarding the legality of the Class A Common
                Stock being registered.

          23(a) Consent of Independent Accountants.

          23(b) Consent of Counsel (included in Exhibit 5(a)).

          24(a) Power of Attorney (included on signature page).

                                       10