<TABLE>
<S><C>


    As filed with the Securities and Exchange Commission on November 3, 2005.

                                                          Registration No. 333-
================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               ------------------

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                               ------------------
                            Circuit City Stores, Inc.
             (Exact name of registrant as specified in its charter)

     Commonwealth of Virginia                                  54-0493875
   (State or other jurisdiction                            (I.R.S. Employer
 of incorporation or organization)                        Identification No.)


              9950 Mayland Drive
              Richmond, Virginia                                          23233
   (Address of Principal Executive Offices)                            (Zip Code)
                   ------------------------------------------

                  InterTAN Canada, Ltd. Stock Purchase Program
                            (Full title of the plan)

                              Reginald D. Hedgebeth
         Senior Vice President, General Counsel and Corporate Secretary
                            Circuit City Stores, Inc.
                               9950 Mayland Drive
                            Richmond, Virginia 23233
                     (Name and address of agent for service)

                                 (804) 527-4000
          (Telephone number, including area code, of agent for service)
                 -----------------------------------------------

                         CALCULATION OF REGISTRATION FEE
============================================= =============== ======================= ========================== =================
                                                                     Proposed maximum
                                                Amount to be     offering price per        Proposed maximum          Amount of
    Title of Securities to be Registered         registered          share (1)         aggregate offering price   registration fee
---------------------------------------------- --------------- ----------------------- -------------------------- -----------------
Common Stock, par value $.50 per share........    500,000             $17.625                 $8,812,500             $1,037.23
============================================== =============== ======================= ========================== =================

-----------------------------------------------------------------------------------------------------------------------------------
(1)  Estimated  solely for the purpose of calculating  the  registration  fee as
     contemplated  by Rules 457(c) and 457(h)(1) of the  Securities Act of 1933,
     as amended,  and based on the average of the high ($17.79) and low ($17.46)
     per share sales prices of the Common  Stock on the New York Stock  Exchange
     on November 1, 2005.

</TABLE>


        The securities  covered by this  registration  statement will be offered
and sold to eligible  employees and joint venture  managers of InterTAN  Canada,
Ltd.  and its  participating  affiliates  from time to time  under the  InterTAN
Canada,  Ltd.  Stock  Purchase  Program.  InterTAN  Canada,  Ltd. is an indirect
wholly-owned subsidiary of Circuit City Stores, Inc.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. Plan Information.

        Not required to be filed.

Item 2. Registrant Information and Employee Plan Annual Information.

        Not required to be filed.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Certain Documents by Reference.

        Circuit City Stores,  Inc.  hereby  incorporates  by reference into this
registration statement the documents listed below:

        (a).    Circuit  City's  Annual  Report on Form 10-K for the fiscal year
                ended  February  28,  2005  (File No.  1-5767),  filed  with the
                Commission on May 13, 2005;

        (b).    Circuit  City's  Quarterly  Report on Form 10-Q for the  quarter
                ended May 31, 2005 (File No. 1-5767),  filed with the Commission
                on July 8, 2005;

        (c).    Circuit  City's  Quarterly  Report on Form 10-Q for the  quarter
                ended  August  31,  2005  (File  No.  1-5767),  filed  with  the
                Commission on October 7, 2005;

        (d).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on March 2, 2005;

        (e).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on April 21, 2005;

        (f).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on June 23, 2005;

        (g).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on July 21, 2005; and

                                       2

        (h).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on August 19, 2005;

        (i).    the  description of Circuit City's Common Stock contained in the
                Registration  Statement  on Form 8-A/A (File No.  1-5767)  filed
                with the  Commission on September 13, 2005,  and as the same may
                be further amended after the date hereof.

In addition,  all documents  filed by Circuit City  pursuant to Sections  13(a),
13(c), 14 or 15(d) of the Securities  Exchange Act of 1934 (the "Exchange Act"),
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  hereby  have  been  sold  or  which  deregisters  all  such
securities  then  remaining  unsold,  shall  be  deemed  to be  incorporated  by
reference  into this  registration  statement  and to be a part  hereof from the
respective dates of filing of such documents.

Item 4. Description of Securities.

        Not Applicable.

Item 5. Interests of Named Experts and Counsel.

        None.

Item 6. Indemnification of Directors and Officers.

        The laws of the Commonwealth of Virginia  pursuant to which Circuit City
is  incorporated  permit  Circuit City to indemnify  its officers and  directors
against certain  liabilities.  The Circuit City Amended and Restated Articles of
Incorporation,  as amended, provide for the indemnification of each director and
officer  (including  former  directors and officers and each person who may have
served at the  request  of Circuit  City as a  director  or officer of any other
legal  entity  and,  in  all  such  cases,  his  or  her  heirs,  executors  and
administrators)  against liabilities (including expenses) reasonably incurred by
him  or her in  connection  with  any  actual  or  threatened  action,  suit  or
proceeding  to which he or she may be made a party by reason of his or her being
or having been a director or officer of Circuit City,  except in relation to any
action,  suit or proceeding in which he or she has been adjudged  liable because
of willful misconduct or a knowing violation of the criminal law.

        Circuit City has purchased  directors' and officers' liability insurance
policies.  Within  the limits of their  coverage,  the  policies  insure (1) the
directors  and officers of Circuit  City and its  subsidiaries  against  certain
losses  resulting from claims against them in their  capacities as directors and
officers to the extent that such losses are not  indemnified by Circuit City and
(2) Circuit City to the extent that it  indemnifies  such directors and officers
for losses as permitted under the laws of Virginia.

                                        3

Item 7. Exemption from Registration Claimed.

        Not applicable.

Item 8. Exhibits.

4.1     Circuit City's Amended and Restated Articles of Incorporation,  filed as
        Exhibit 3.1 to Circuit City's Form 8-A/A filed  September 13, 2005 (File
        No. 1-5767), are expressly incorporated herein by this reference.

4.2     Circuit City's Bylaws,  as amended and restated April 19, 2005, filed as
        Exhibit 3.1 to Circuit City's Current Report on Form 8-K filed April 21,
        2005  (File  No.  1-5767),  are  expressly  incorporated  herein by this
        reference.

5.1     Opinion and Consent of McGuireWoods LLP*

23.1    Consent of KPMG LLP*

23.2    Consent of McGuireWoods LLP (included in Exhibit 5.1)

24.1    Powers of Attorney*

99.1    InterTAN  Canada,  Ltd. Stock Purchase  Program,  filed as Appendix B to
        Circuit City's Definitive Proxy Statement on Schedule 14A, dated May 13,
        2005, for the Annual Meeting of Shareholders held on June 21, 2005 (File
        No. 1-5767), is expressly incorporated herein by this reference.

-----------------------
* Filed herewith.


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 of 1933;

                (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. Notwithstanding the foregoing,

                                       4

                      any increase or decrease in volume of  securities  offered
                      (if the total dollar value of securities offered would not
                      exceed that which was  registered)  and any deviation from
                      the  low or high  end of the  estimated  maximum  offering
                      range may be  reflected  in the form of  prospectus  filed
                      with the  Commission  pursuant  to Rule  424(b) if, in the
                      aggregate,  the changes in volume and price  represent  no
                      more than a 20% change in the maximum  aggregate  offering
                      price set forth in the  "Calculation of Registration  Fee"
                      table in the effective registration statement; and

                (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) do
                not  apply  if the  information  required  to be  included  in a
                post-effective  amendment  by those  paragraphs  is contained in
                periodic  reports  filed with or furnished to the  Commission by
                the  registrant  pursuant to Section 13 or Section  15(d) of the
                Securities  Exchange  Act  of  1934  that  are  incorporated  by
                reference in the registration statement.

            (2) That,  for the purpose of  determining  any liability  under the
                Securities Act of 1933, each such post-effective amendment shall
                be deemed to be a new  registration  statement  relating  to the
                securities offered therein,  and the offering of such securities
                at that  time  shall  be  deemed  to be the  initial  bona  fide
                offering thereof.

            (3) To  remove  from  registration  by  means  of  a  post-effective
                amendment any of the securities  being  registered  which remain
                unsold at the termination of the offering.

        (b) 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 bona fide offering thereof.

        (c)  Insofar  as  indemnification  for  liabilities  arising  under  the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the registrant  pursuant to the foregoing  provisions,  or otherwise,
the registrant has been advised that in the opinion of the

                                       5

Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
the  registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                       6


                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, 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 County of Henrico,  Commonwealth of Virginia, on November 3,
2005.

                      CIRCUIT CITY STORES, INC.

                      By:      /s/ Philip J. Dunn
                               ----------------------------------------------
                               Philip J. Dunn
                               Senior Vice President, Treasurer and Controller


     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities indicated on November 3, 2005.

Signature                                            Title


/s/ W. Alan McCollough*         Chairman, Chief Executive Officer and Director
W. Alan McCollough              (principal executive officer)


/s/ Michael E. Foss*            Executive Vice President and Chief Financial
Michael E. Foss                 Officer (principal financial officer)


/s/ Philip J. Dunn             Senior Vice President, Treasurer and Controller
Philip J. Dunn                 (principal accounting officer)


/s/ Ronald M. Brill*           Director
Ronald M. Brill


/s/ Carolyn H. Byrd*           Director
Carolyn H. Byrd


/s/ Ursula O. Fairbairn*       Director
Ursula O. Fairbairn


                                       7


/s/ Barbara S. Feigin*         Director
Barbara S. Feigin


/s/ James F. Hardymon*         Director
James F. Hardymon


/s/ Alan Kane*                 Director
Alan Kane


/s/ Allen B. King*             Director
Allen B. King


/s/ Mikael Salovaara*          Director
Mikael Salovaara


/s/ J. Patrick Spainhour*      Director
J. Patrick Spainhour


/s/ Carolyn Y. Woo*            Director
Carolyn Y. Woo



*By:     /s/ Alice G. Givens
         -----------------------------------
         Alice G. Givens
         Attorney-In-Fact

                                       8



                                  EXHIBIT INDEX

Exhibit
Number   Document

4.1      Circuit City's Amended and Restated Articles of Incorporation, filed as
         Exhibit 3.1 to Circuit City's Form 8-A/A filed September 13, 2005 (File
         No. 1-5767), are expressly incorporated herein by this reference.

4.2      Circuit City's Bylaws, as amended and restated April 19, 2005, filed as
         Exhibit 3.1 to Circuit  City's  Current  Report on Form 8-K filed April
         21, 2005 (File No. 1-5767),  are expressly  incorporated herein by this
         reference.

5.1      Opinion and Consent of McGuireWoods LLP*

23.1     Consent of KPMG LLP*

23.2     Consent of McGuireWoods LLP (included in Exhibit 5.1)

24.1     Powers of Attorney*

99.1     InterTAN Canada,  Ltd. Stock Purchase  Program,  filed as Appendix B to
         Circuit City's  Definitive  Proxy  Statement on Schedule 14A, dated May
         13, 2005, for the Annual Meeting of Shareholders  held on June 21, 2005
         (File No. 1-5767), is expressly incorporated herein by this reference.

-----------------------
* Filed herewith.


                                       9
[{"type": "S-8", "sequence": "1", "filename": "ccs110305_s8.txt", "description": "NOVEMBER 3, 2005 S-8", "secsgml_size_bytes": 18022}]
{"company-data": {"conformed-name": "CIRCUIT CITY STORES INC", "cik": "0000104599", "assigned-sic": "5731", "irs-number": "540493875", "state-of-incorporation": "VA", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-129432", "film-number": "051177304"}, "business-address": {"street1": "9950 MAYLAND DR", "city": "RICHMOND", "state": "VA", "zip": "23233", "phone": "8045274000"}, "mail-address": {"street1": "9950 MAYLAND DRIVE", "city": "RICHMOND", "state": "VA", "zip": "23233"}, "former-company": {"former-conformed-name": "WARDS CO INC", "date-changed": "19840620"}}
As filed with the Securities and Exchange Commission on November 3, 2005.

                                                          Registration No. 333-
================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               ------------------

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                               ------------------
                            Circuit City Stores, Inc.
             (Exact name of registrant as specified in its charter)

     Commonwealth of Virginia                                  54-0493875
   (State or other jurisdiction                            (I.R.S. Employer
 of incorporation or organization)                        Identification No.)

              9950 Mayland Drive
              Richmond, Virginia                                          23233
   (Address of Principal Executive Offices)                            (Zip Code)
                   ------------------------------------------

                  InterTAN Canada, Ltd. Stock Purchase Program
                            (Full title of the plan)

                              Reginald D. Hedgebeth
         Senior Vice President, General Counsel and Corporate Secretary
                            Circuit City Stores, Inc.
                               9950 Mayland Drive
                            Richmond, Virginia 23233
                     (Name and address of agent for service)

                                 (804) 527-4000
          (Telephone number, including area code, of agent for service)
                 -----------------------------------------------

                         CALCULATION OF REGISTRATION FEE
============================================= =============== ======================= ========================== =================
                                                                     Proposed maximum
                                                Amount to be     offering price per        Proposed maximum          Amount of
    Title of Securities to be Registered         registered          share (1)         aggregate offering price   registration fee
---------------------------------------------- --------------- ----------------------- -------------------------- -----------------
Common Stock, par value $.50 per share........    500,000             $17.625                 $8,812,500             $1,037.23
============================================== =============== ======================= ========================== =================

-----------------------------------------------------------------------------------------------------------------------------------
(1)  Estimated  solely for the purpose of calculating  the  registration  fee as
     contemplated  by Rules 457(c) and 457(h)(1) of the  Securities Act of 1933,
     as amended,  and based on the average of the high ($17.79) and low ($17.46)
     per share sales prices of the Common  Stock on the New York Stock  Exchange
     on November 1, 2005.
The securities  covered by this  registration  statement will be offered
and sold to eligible  employees and joint venture  managers of InterTAN  Canada,
Ltd.  and its  participating  affiliates  from time to time  under the  InterTAN
Canada,  Ltd.  Stock  Purchase  Program.  InterTAN  Canada,  Ltd. is an indirect
wholly-owned subsidiary of Circuit City Stores, Inc.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. Plan Information.

        Not required to be filed.

Item 2. Registrant Information and Employee Plan Annual Information.

        Not required to be filed.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Certain Documents by Reference.

        Circuit City Stores,  Inc.  hereby  incorporates  by reference into this
registration statement the documents listed below:

        (a).    Circuit  City's  Annual  Report on Form 10-K for the fiscal year
                ended  February  28,  2005  (File No.  1-5767),  filed  with the
                Commission on May 13, 2005;

        (b).    Circuit  City's  Quarterly  Report on Form 10-Q for the  quarter
                ended May 31, 2005 (File No. 1-5767),  filed with the Commission
                on July 8, 2005;

        (c).    Circuit  City's  Quarterly  Report on Form 10-Q for the  quarter
                ended  August  31,  2005  (File  No.  1-5767),  filed  with  the
                Commission on October 7, 2005;

        (d).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on March 2, 2005;

        (e).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on April 21, 2005;

        (f).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on June 23, 2005;

        (g).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on July 21, 2005; and

                                       2

        (h).    Circuit  City's  Current  Report on Form 8-K (File No.  1-5767),
                filed with the Commission on August 19, 2005;

        (i).    the  description of Circuit City's Common Stock contained in the
                Registration  Statement  on Form 8-A/A (File No.  1-5767)  filed
                with the  Commission on September 13, 2005,  and as the same may
                be further amended after the date hereof.

In addition,  all documents  filed by Circuit City  pursuant to Sections  13(a),
13(c), 14 or 15(d) of the Securities  Exchange Act of 1934 (the "Exchange Act"),
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  hereby  have  been  sold  or  which  deregisters  all  such
securities  then  remaining  unsold,  shall  be  deemed  to be  incorporated  by
reference  into this  registration  statement  and to be a part  hereof from the
respective dates of filing of such documents.

Item 4. Description of Securities.

        Not Applicable.

Item 5. Interests of Named Experts and Counsel.

        None.

Item 6. Indemnification of Directors and Officers.

        The laws of the Commonwealth of Virginia  pursuant to which Circuit City
is  incorporated  permit  Circuit City to indemnify  its officers and  directors
against certain  liabilities.  The Circuit City Amended and Restated Articles of
Incorporation,  as amended, provide for the indemnification of each director and
officer  (including  former  directors and officers and each person who may have
served at the  request  of Circuit  City as a  director  or officer of any other
legal  entity  and,  in  all  such  cases,  his  or  her  heirs,  executors  and
administrators)  against liabilities (including expenses) reasonably incurred by
him  or her in  connection  with  any  actual  or  threatened  action,  suit  or
proceeding  to which he or she may be made a party by reason of his or her being
or having been a director or officer of Circuit City,  except in relation to any
action,  suit or proceeding in which he or she has been adjudged  liable because
of willful misconduct or a knowing violation of the criminal law.

        Circuit City has purchased  directors' and officers' liability insurance
policies.  Within  the limits of their  coverage,  the  policies  insure (1) the
directors  and officers of Circuit  City and its  subsidiaries  against  certain
losses  resulting from claims against them in their  capacities as directors and
officers to the extent that such losses are not  indemnified by Circuit City and
(2) Circuit City to the extent that it  indemnifies  such directors and officers
for losses as permitted under the laws of Virginia.

                                        3

Item 7. Exemption from Registration Claimed.

        Not applicable.

Item 8. Exhibits.

4.1     Circuit City's Amended and Restated Articles of Incorporation,  filed as
        Exhibit 3.1 to Circuit City's Form 8-A/A filed  September 13, 2005 (File
        No. 1-5767), are expressly incorporated herein by this reference.

4.2     Circuit City's Bylaws,  as amended and restated April 19, 2005, filed as
        Exhibit 3.1 to Circuit City's Current Report on Form 8-K filed April 21,
        2005  (File  No.  1-5767),  are  expressly  incorporated  herein by this
        reference.

5.1     Opinion and Consent of McGuireWoods LLP*

23.1    Consent of KPMG LLP*

23.2    Consent of McGuireWoods LLP (included in Exhibit 5.1)

24.1    Powers of Attorney*

99.1    InterTAN  Canada,  Ltd. Stock Purchase  Program,  filed as Appendix B to
        Circuit City's Definitive Proxy Statement on Schedule 14A, dated May 13,
        2005, for the Annual Meeting of Shareholders held on June 21, 2005 (File
        No. 1-5767), is expressly incorporated herein by this reference.

-----------------------
* Filed herewith.

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 of 1933;

                (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. Notwithstanding the foregoing,

                                       4

                      any increase or decrease in volume of  securities  offered
                      (if the total dollar value of securities offered would not
                      exceed that which was  registered)  and any deviation from
                      the  low or high  end of the  estimated  maximum  offering
                      range may be  reflected  in the form of  prospectus  filed
                      with the  Commission  pursuant  to Rule  424(b) if, in the
                      aggregate,  the changes in volume and price  represent  no
                      more than a 20% change in the maximum  aggregate  offering
                      price set forth in the  "Calculation of Registration  Fee"
                      table in the effective registration statement; and

                (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) do
                not  apply  if the  information  required  to be  included  in a
                post-effective  amendment  by those  paragraphs  is contained in
                periodic  reports  filed with or furnished to the  Commission by
                the  registrant  pursuant to Section 13 or Section  15(d) of the
                Securities  Exchange  Act  of  1934  that  are  incorporated  by
                reference in the registration statement.

            (2) That,  for the purpose of  determining  any liability  under the
                Securities Act of 1933, each such post-effective amendment shall
                be deemed to be a new  registration  statement  relating  to the
                securities offered therein,  and the offering of such securities
                at that  time  shall  be  deemed  to be the  initial  bona  fide
                offering thereof.

            (3) To  remove  from  registration  by  means  of  a  post-effective
                amendment any of the securities  being  registered  which remain
                unsold at the termination of the offering.

        (b) 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 bona fide offering thereof.

        (c)  Insofar  as  indemnification  for  liabilities  arising  under  the
Securities Act of 1933 may be permitted to directors,  officers and  controlling
persons of the registrant  pursuant to the foregoing  provisions,  or otherwise,
the registrant has been advised that in the opinion of the

                                       5

Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for  indemnification  against such liabilities  (other than the payment by
the  registrant  of  expenses  incurred  or  paid  by  a  director,  officer  or
controlling  person of the registrant in the  successful  defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities being registered,  the registrant will, unless
in the  opinion  of its  counsel  the matter  has been  settled  by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                       6

                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, 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 County of Henrico,  Commonwealth of Virginia, on November 3,
2005.

                      CIRCUIT CITY STORES, INC.

                      By:      /s/ Philip J. Dunn
                               ----------------------------------------------
                               Philip J. Dunn
                               Senior Vice President, Treasurer and Controller

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities indicated on November 3, 2005.

Signature                                            Title

/s/ W. Alan McCollough*         Chairman, Chief Executive Officer and Director
W. Alan McCollough              (principal executive officer)

/s/ Michael E. Foss*            Executive Vice President and Chief Financial
Michael E. Foss                 Officer (principal financial officer)

/s/ Philip J. Dunn             Senior Vice President, Treasurer and Controller
Philip J. Dunn                 (principal accounting officer)

/s/ Ronald M. Brill*           Director
Ronald M. Brill

/s/ Carolyn H. Byrd*           Director
Carolyn H. Byrd

/s/ Ursula O. Fairbairn*       Director
Ursula O. Fairbairn

                                       7

/s/ Barbara S. Feigin*         Director
Barbara S. Feigin

/s/ James F. Hardymon*         Director
James F. Hardymon

/s/ Alan Kane*                 Director
Alan Kane

/s/ Allen B. King*             Director
Allen B. King

/s/ Mikael Salovaara*          Director
Mikael Salovaara

/s/ J. Patrick Spainhour*      Director
J. Patrick Spainhour

/s/ Carolyn Y. Woo*            Director
Carolyn Y. Woo

*By:     /s/ Alice G. Givens
         -----------------------------------
         Alice G. Givens
         Attorney-In-Fact

                                       8

                                  EXHIBIT INDEX

Exhibit
Number   Document

4.1      Circuit City's Amended and Restated Articles of Incorporation, filed as
         Exhibit 3.1 to Circuit City's Form 8-A/A filed September 13, 2005 (File
         No. 1-5767), are expressly incorporated herein by this reference.

4.2      Circuit City's Bylaws, as amended and restated April 19, 2005, filed as
         Exhibit 3.1 to Circuit  City's  Current  Report on Form 8-K filed April
         21, 2005 (File No. 1-5767),  are expressly  incorporated herein by this
         reference.

5.1      Opinion and Consent of McGuireWoods LLP*

23.1     Consent of KPMG LLP*

23.2     Consent of McGuireWoods LLP (included in Exhibit 5.1)

24.1     Powers of Attorney*

99.1     InterTAN Canada,  Ltd. Stock Purchase  Program,  filed as Appendix B to
         Circuit City's  Definitive  Proxy  Statement on Schedule 14A, dated May
         13, 2005, for the Annual Meeting of Shareholders  held on June 21, 2005
         (File No. 1-5767), is expressly incorporated herein by this reference.

-----------------------
* Filed herewith.

                                       9