As filed with the Securities and Exchange Commission on April 23, 1999.
                                                            Registration No. 33-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                               ------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                               ------------------

                         CROWN CORK & SEAL COMPANY, INC.
             (Exact name of Registrant as specified in its charter)
                                 One Crown Way
Pennsylvania            Philadelphia, Pennsylvania 19154        23-1526444
(State of               (Address of principal   (Zip Code)   (I.R.S. Employer
Incorporation)           executive offices)                 Identification No.)

                               ------------------
                        CROWN CORK & SEAL COMPANY, INC.
                         401(k) RETIREMENT SAVINGS PLAN
                            (Full Title of the Plan)
                        Richard L. Krzyzanowski, Esquire
                        Crown Cork & Seal Company, Inc.
                                 One Crown Way
                        Philadelphia, Pennsylvania 19154
                    (name and address of agent for service)
                                 (215) 698-5100
         (Telephone number, including area code, of agent for service)
                        Copies of all communications to:
                            Thomas A. Ralph, Esquire
                           William G. Lawlor, Esquire
                             Dechert Price & Rhoads
                            4000 Bell Atlantic Tower
                                1717 Arch Street
                     Philadelphia, Pennsylvania 19103-2793
                                 (215) 994-4000
                        CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                 Proposed        Proposed
Title of                         maximum         maximum            
securities        Amount         offering        aggregate         Amount of   
to be             to be          price per       offering          registration
registered        registered     share(1)        price(1)          fee
--------------------------------------------------------------------------------
Common Stock
par value $5.00   1,000,000      $33.16          $33,160,000.00    $9,782.20
per share(2)      shares
Interests in 
the Plan(3)         
--------------------------------------------------------------------------------
(1)        Estimated  solely for purposes of determining the registration fee in
           accordance  with Rule 457(h)  under the  Securities  Act of 1933,  as
           amended,  on the basis of $33.16 per share,  the average high and low
           prices of Common Stock,  par value $5.00 per share ("Common  Stock'),
           of Crown Cork & Seal Company,  Inc. as reported on the New York Stock
           Exchange on April 20, 1999.

(2)        Includes  associated  Rights  to  Purchase  Common  Stock.  Until the
           occurrence of certain prescribed events,  none of which has occurred,
           the Rights are not  exercisable,  are  evidenced by the  certificates
           representing Common Stock, and will be transferred with and only with
           Common Stock.

(3)        In  addition,  pursuant to Rule 416(c)  under the  Securities  Act of
           1933, this Registration Statement also covers an indeterminate amount
           of interests to be offered or sold  pursuant to the employee  benefit
           plan described herein.


<PAGE>


                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

                  This  registration  statement is filed with the Securities and
Exchange Commission (the "Commission") for the purpose of registering additional
shares of Common Stock of the  registrant  in  connection  with the Crown Cork &
Seal Company,  Inc. 401(k)  Retirement  Savings Plan (the "Plan").  The Plan was
previously  known as the Crown Cork & Seal  401(k)  Savings and  Employee  Stock
Ownership Plan. A registration  statement on Form S-8, file number 33-39529 (the
"Prior Registration Statement") was filed on March 20, 1991 in respect of shares
of Stock to be offered  pursuant  to the Plan and is  currently  effective.  The
contents  of the Prior  Registration  Statement,  to the  extent  not  otherwise
amended  or  superseded  by the  contents  hereof,  are  incorporated  herein by
reference.


Item 8.  Exhibits
         --------
         The following exhibits are filed herewith:

         Exhibit Number                Document
         --------------                --------
               5          Opinion of Dechert Price & Rhoads.
              23.1        Consent of PricewaterhouseCoopers LLP.
              23.2        Consent of Dechert Price & Rhoads
                          (contained in opinion filed as Exhibit 5 to this 
                          Registration Statement).
              24          Power of Attorney (included in Signature Page).
                                                              



<PAGE>


                                   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 City of Philadelphia,  Commonwealth of Pennsylvania,  on
April 22, 1999.

                                         Crown Cork & Seal Company, Inc.

                                         By:  /s/ William J. Avery
                                                  William J. Avery
                                         Title:   Chairman of the Board
                                                  and Chief Executive Officer

                                POWER OF ATTORNEY
          Each  person  whose  signature   appears  below   hereby   constitutes
William J. Avery,  Alan W. Rutherford and Richard L.  Krzyzanowski,  and each of
them, his/her true and lawful  attorneys-in-fact and agents each with full power
of substitution and resubstitution for him in any and all capacities to sign any
and  all  amendments  (including  pre-  or  post-effective  amendments)  to this
Registration  Statement  on Form S-8 and to file  the  same,  with all  exhibits
thereto,  and other documents in connection  therewith,  with the Securities and
Exchange  Commission  under  the  Securities  Act of 1933,  as  amended,  hereby
ratifying and confirming all that each such attorney-in-fact,  or his substitute
or substitutes, may do or cause to be done by virtue thereof.

          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 indicated on April 22, 1999.

Signature                              Title

/s/ William J. Avery           Chairman of the Board and Chie Executive Officer 
William J. Avery               (Principal Executive Officer)
                               
/s/ Alan W. Rutherford         Executive Vice President, Chief Financial Officer
Alan W. Rutherford             and Director (Principal Financial Officer)
                               
/s/ Timothy J. Donahue         Senior Vice President and Corporate
Timothy J. Donahue             Controller (Principal Accounting Officer)
                                                     
/s/ Henry E. Butwel            Director
Henry E. Butwel

/s/ Charles F. Casey           Director
Charles F. Casey

------------------             Director
John W. Conway

------------------             Director
Francis X. Dalton

------------------             Director
Tommy H. Karlsson

------------------             Director
Josephine C. Mandeville

/s/ Michael J. McKenna         Director
Michael J. McKenna

/s/ Thomas A. Ralph            Director
Thomas A. Ralph

------------------             Director
Jean-Pierre Rosso

/s/ Harold A. Sorgenti         Director
Harold A. Sorgenti

------------------             Director
Guy de Wouters
[{"type": "S-8", "sequence": "1", "description": "CROWN CORK & SEAL 401(K) RETIREMENT SAVINGS PLAN", "secsgml_size_bytes": 8730}]
{"company-data": {"conformed-name": "CROWN CORK & SEAL CO INC", "cik": "0000025890", "assigned-sic": "3411", "irs-number": "231526444", "state-of-incorporation": "PA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-76935", "film-number": "99600152"}, "business-address": {"street1": "ONE CROWN WAY", "city": "PHILADELPHIA", "state": "PA", "zip": "19154", "phone": "215-698-51"}}
As filed with the Securities and Exchange Commission on April 23, 1999.
                                                            Registration No. 33-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                               ------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                               ------------------

                         CROWN CORK & SEAL COMPANY, INC.
             (Exact name of Registrant as specified in its charter)
                                 One Crown Way
Pennsylvania            Philadelphia, Pennsylvania 19154        23-1526444
(State of               (Address of principal   (Zip Code)   (I.R.S. Employer
Incorporation)           executive offices)                 Identification No.)

                               ------------------
                        CROWN CORK & SEAL COMPANY, INC.
                         401(k) RETIREMENT SAVINGS PLAN
                            (Full Title of the Plan)
                        Richard L. Krzyzanowski, Esquire
                        Crown Cork & Seal Company, Inc.
                                 One Crown Way
                        Philadelphia, Pennsylvania 19154
                    (name and address of agent for service)
                                 (215) 698-5100
         (Telephone number, including area code, of agent for service)
                        Copies of all communications to:
                            Thomas A. Ralph, Esquire
                           William G. Lawlor, Esquire
                             Dechert Price & Rhoads
                            4000 Bell Atlantic Tower
                                1717 Arch Street
                     Philadelphia, Pennsylvania 19103-2793
                                 (215) 994-4000
                        CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                 Proposed        Proposed
Title of                         maximum         maximum            
securities        Amount         offering        aggregate         Amount of   
to be             to be          price per       offering          registration
registered        registered     share(1)        price(1)          fee
--------------------------------------------------------------------------------
Common Stock
par value $5.00   1,000,000      $33.16          $33,160,000.00    $9,782.20
per share(2)      shares
Interests in 
the Plan(3)         
--------------------------------------------------------------------------------
(1)        Estimated  solely for purposes of determining the registration fee in
           accordance  with Rule 457(h)  under the  Securities  Act of 1933,  as
           amended,  on the basis of $33.16 per share,  the average high and low
           prices of Common Stock,  par value $5.00 per share ("Common  Stock'),
           of Crown Cork & Seal Company,  Inc. as reported on the New York Stock
           Exchange on April 20, 1999.

(2)        Includes  associated  Rights  to  Purchase  Common  Stock.  Until the
           occurrence of certain prescribed events,  none of which has occurred,
           the Rights are not  exercisable,  are  evidenced by the  certificates
           representing Common Stock, and will be transferred with and only with
           Common Stock.

(3)        In  addition,  pursuant to Rule 416(c)  under the  Securities  Act of
           1933, this Registration Statement also covers an indeterminate amount
           of interests to be offered or sold  pursuant to the employee  benefit
           plan described herein.
PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

                  This  registration  statement is filed with the Securities and
Exchange Commission (the "Commission") for the purpose of registering additional
shares of Common Stock of the  registrant  in  connection  with the Crown Cork &
Seal Company,  Inc. 401(k)  Retirement  Savings Plan (the "Plan").  The Plan was
previously  known as the Crown Cork & Seal  401(k)  Savings and  Employee  Stock
Ownership Plan. A registration  statement on Form S-8, file number 33-39529 (the
"Prior Registration Statement") was filed on March 20, 1991 in respect of shares
of Stock to be offered  pursuant  to the Plan and is  currently  effective.  The
contents  of the Prior  Registration  Statement,  to the  extent  not  otherwise
amended  or  superseded  by the  contents  hereof,  are  incorporated  herein by
reference.

Item 8.  Exhibits
         --------
         The following exhibits are filed herewith:

         Exhibit Number                Document
         --------------                --------
               5          Opinion of Dechert Price & Rhoads.
              23.1        Consent of PricewaterhouseCoopers LLP.
              23.2        Consent of Dechert Price & Rhoads
                          (contained in opinion filed as Exhibit 5 to this 
                          Registration Statement).
              24          Power of Attorney (included in Signature Page).
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 City of Philadelphia,  Commonwealth of Pennsylvania,  on
April 22, 1999.

                                         Crown Cork & Seal Company, Inc.

                                         By:  /s/ William J. Avery
                                                  William J. Avery
                                         Title:   Chairman of the Board
                                                  and Chief Executive Officer

                                POWER OF ATTORNEY
          Each  person  whose  signature   appears  below   hereby   constitutes
William J. Avery,  Alan W. Rutherford and Richard L.  Krzyzanowski,  and each of
them, his/her true and lawful  attorneys-in-fact and agents each with full power
of substitution and resubstitution for him in any and all capacities to sign any
and  all  amendments  (including  pre-  or  post-effective  amendments)  to this
Registration  Statement  on Form S-8 and to file  the  same,  with all  exhibits
thereto,  and other documents in connection  therewith,  with the Securities and
Exchange  Commission  under  the  Securities  Act of 1933,  as  amended,  hereby
ratifying and confirming all that each such attorney-in-fact,  or his substitute
or substitutes, may do or cause to be done by virtue thereof.

          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 indicated on April 22, 1999.

Signature                              Title

/s/ William J. Avery           Chairman of the Board and Chie Executive Officer 
William J. Avery               (Principal Executive Officer)
                               
/s/ Alan W. Rutherford         Executive Vice President, Chief Financial Officer
Alan W. Rutherford             and Director (Principal Financial Officer)
                               
/s/ Timothy J. Donahue         Senior Vice President and Corporate
Timothy J. Donahue             Controller (Principal Accounting Officer)
                                                     
/s/ Henry E. Butwel            Director
Henry E. Butwel

/s/ Charles F. Casey           Director
Charles F. Casey

------------------             Director
John W. Conway

------------------             Director
Francis X. Dalton

------------------             Director
Tommy H. Karlsson

------------------             Director
Josephine C. Mandeville

/s/ Michael J. McKenna         Director
Michael J. McKenna

/s/ Thomas A. Ralph            Director
Thomas A. Ralph

------------------             Director
Jean-Pierre Rosso

/s/ Harold A. Sorgenti         Director
Harold A. Sorgenti

------------------             Director
Guy de Wouters