Registration  No. 333-



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549


                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                                TANDY CORPORATION
             (Exact name of Registrant as specified in its charter)

             Delaware                                  75-1047710
(State or Other Jurisdiction of                     (I.R.S. Employer
 Incorporation or Organization)                    Identification No.)

 100 Throckmorton Street, Suite 1800                     76102
        Fort Worth, Texas
(Address of Principal Executive Offices)              (Zip Code)

                   TANDY CORPORATION 1997 INCENTIVE STOCK PLAN
                            (Full Title of the Plan)

       M. C. Hill, Vice President Corporate Secretary and General Counsel
                                Tandy Corporation
                       100 Throckmorton Street, Suite 1900
                             Fort Worth, Texas 76102
                     (Name and Address of Agent for Service)

                                  817-415-3924
          (Telephone number, including area code, of agent for service)
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
<S>                      <C>                    <C>                    <C>                     <C>    


------------------------ ---------------------- ---------------------- ----------------------- ----------------------
       Title of                                       Proposed                Proposed
      Securities                Amount                 Maximum                Maximum                Amount of
         to be                   to be             offering price            aggregate             Registration
      Registered            Registered (1)          per share (2)          offering price             Fee(2)

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

     Common Stock,
     $1 par value              5,500,000          $39.22                   $253,652,295             $74,827.00
    Preferred Share                               $46.35                   
    Purchase Rights            5,500,000                 --                      --                     --
------------------------ ---------------------- ---------------------- ----------------------- ----------------------
</TABLE>

(1) The  number  of  shares  registered  has been  computed  on the basis of the
Issuer's  estimate of the  aggregate  number of shares  which will be needed for
grants and awards over the ten year life of the Tandy Corporation 1997 Incentive
Stock Plan. One Preferred  share Purchase Right  automatically  trades with each
share of Common Stock and is evidenced by the certificate for the Common Stock.

(2) As of the date hereof, options to purchase 178,500 shares of Common Stock of
the Registratant  have been granted pursuant to the Plan at an exercise price of
$39.22 per share.  The  registration  fee for the foregoing shares is based upon
such exercise  price.  Purasuant to Rule 457(c),  the  registration  fee for the
5,321,500  shares not currently  subject to outstanding  options under the Tandy
Corporation 1997 Incentive Stock Plan is based upon a price of $46.35 per share,
the  average  of the high and low sales  price  reported  on the New York  Stock
Exchange  Composite  Tranasactions  System for the Registrant's  Common Stock on
April 1, 1998.






                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. INCORPORATION OF DOCUMENTS BY REFERENCE

     The following  documents,  which have been filed (File No. 1-5571) by Tandy
Corporation   ("Tandy"  or  "Registrant")   with  the  Securities  and  Exchange
Commission  (the  "Commission")  pursuant to the  Securities and Exchange Act of
1934,  as amended  (the "1934  Act"),  are  incorporated  by  reference  in this
Registration  Statement and shall be deemed a part hereof:  (a) the Registrant's
Annual  Report on Form 10-K for the fiscal year ended  December  31,  1997;  (b)
Tandy's  Current  Report on Form 8-K filed on  February  2,  1998;  and (c) the
description of Tandy's Common Stock,  par value $1.00 per share ("Common Stock")
and Preferred Share Purchase Rights contained in the prospectus  forming part of
Registration Statement No. 33-45180.

         All documents  subsequently filed by Tandy with the Commission pursuant
to Sections 13 (a), 13 (c), 14 or 15 (d) of the 1934 Act and prior to the filing
of a post-effective amendment which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated by reference in the  Registration  Statement and to
be a part  hereof  from the date of  filing  of 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,  that  also  is  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 OFFICERS AND DIRECTORS

         Section 145 of the Delaware General Corporation Law grants corporations
the power to indemnify  officers and  directors in terms  sufficiently  broad to
permit  such  indemnification   under  certain   circumstances  for  liabilities
(including reimbursement for expenses incurred) arising under the Securities Act
of 1933,  as amended (the  "Securities  Act").  Article XIV of the  Registrant's
Restated  By-laws  provides  for  indemnification  of its  directors,  officers,
employees and other agents to the maximum extent permitted by Section 145 of the
Delaware General Corporation Law.

         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 Delaware  General  Corporation Law and the foregoing
by-law  provision  or  otherwise,  the  Registrant  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.  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.

         The Registrant  carries  directors' and officers'  liability  insurance
policies  under which all of the directors and executive  officers of Registrant
are insured against loss imposed upon them with respect to their legal liability
for breach of their duty to Registrant. Excluded from coverage under said policy
are fines and penalties imposed by law upon such directors and officers or other
matters  which may be deemed  uninsurable  such as  material  acts of active and
deliberate  dishonesty  committed by the insureds with actual dishonest  purpose
and  intent.  In  addition,  the  Registrant  has entered  into  indemnification
agreements with its directors and certain  officers for  indemnification  to the
fullest extent permitted by applicable law.

         In addition,  the Tandy  Corporation 1997 Incentive Stock Plan provides
that  the  Registrant  will  indemnify  the  members  of  the  Organization  and
Compensation Committee of its Board of Directors for all costs and expenses and,
to the extent permitted by applicable law, any liability  incurred in connection
with  defending  against,  responding  to,  negotiation  of the settlement of or
otherwise dealing with any claim, cause of action or dispute of any kind arising
in  connection  with any actions in  administering  the Tandy  Corporation  1997
Incentive  Stock  Plan  or  in  authorizing  or  denying  authorization  to  any
transaction thereunder.

Item 7. EXEMPTION FROM REGISTRATION CLAIMED

         None Applicable

Item 8. EXHIBITS

Exhibit 3.     Articles of Incorporation and By-laws.

               Tandy  Corporation  Restated  Certificate  of  Incorporation,  as
               amended  through  February 14, 1992,  including  Certificates  of
               Designation  for Series A Preferred  Stock and Series B Preferred
               Stock.

               Tandy  Corporation  Restated  By-laws  as  amended  and  restated
               through January 1, 1996.
         
Exhibit 4.     Instruments  defining  the  rights of  security  holders, 
               including indentures.

               Tandy Corporation 1997 Incentive Stock Plan, as amended.


Exhibit 5.     Opiniion re legality.

               Opinion of Fried, Frank, Harris,  Shriver & Jacobson, as counsel,
               as to the legality of the securities being registered,  including
               consent.

Exhibit 23.    Consents of experts and counsel.

               Price Waterhouse LLP, Independent Accountants.

               Fried, Frank,  Harris,  Shriver & Jacobson,  Counsel (included in
               Exhibit 5).

Item 9. UNDERTAKINGS

The undersigned Registrant hereby undertakes:

         (a)(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 the  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; and/or

               (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 by the  Registrant
pursuant to section 13 or section 15(d) of the 1934 Act that are incorporated by
reference in the Registration Statement.

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities 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.

         (4) 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 section 15(d) of the
1934 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.

         (5) The undersigned Registrant hereby undertakes to deliver or cause to
be delivered with the prospectus,  to each person to whom the prospectus is sent
or given,  the latest annual report to security  holders that is incorporated by
reference  in  the  prospectus  and  furnished   pursuant  to  and  meeting  the
requirements  of Rule 14a-3 or Rule 14c-3 under the 1934 Act; and, where interim
financial information required to be presented by Article 3 of Regulation S-X is
not set forth in the  prospectus,  to deliver,  or cause to be delivered to each
person to whom the prospectus is sent or given, the latest quarterly report that
is  specifically  incorporated  by reference in the  prospectus  to provide such
interim financial information.

         (6) The undertaking regarding indemnification of officers and directors
is included as part of Item 6, which is incorporated into Item 9 by reference.


                                   SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets  all 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 Fort  Worth,  State of Texas,  on the 2nd day 
of April, 1998.

                                               Tandy Corporation


                                               By:/s/ John V. Roach
                                               --------------------
                                                      John V. Roach, 
                                                      Chairman and
                                                      Chief Executive Officer

         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 the 2nd day of April, 1998.

Signature                      Title



/s/ John V. Roach              Chairman of the Board and Chief Executive Officer
John V. Roach



/s/ Dwain H. Hughes            Senior Vice President and Chief Financial Officer
Dwain H. Hughes



/s/ James I. Cash, Jr.         Director
James I. Cash, Jr.



/s/ Ronald E. Elmquist         Director
Ronald E. Elmquist



/s/ Lewis F. Kornfeld, Jr.     Director
Lewis F. Kornfeld, Jr.



/s/ Jack L. Messman            Director
Jack L. Messman



/s/ William G. Morton, Jr.     Director
William G. Morton, Jr.



/s/ Thomas G. Plaskett         Director
Thomas G. Plaskett



/s/ Leonard H. Roberts         Director
Leonard H. Roberts



/s/ Alfred J. Stein            Director
Alfred J. Stein



/s/ William E. Tucker          Director
William E. Tucker



/s/ John A. Wilson             Director
John A. Wilson








                                INDEX TO EXHIBITS

       Item.
        No.

Exhibit 3    Articles of Incorporation and By-laws.
          
               Tandy  Corporation  Restated  Certificate  of  Incorporation,  as
               amended  through  February 14, 1992,  including  Certificates  of
               Designation  for Series A Preferred  Stock and Series B Preferred
               Stock.

               Tandy Corporation By-laws as amended and restated through January
               1, 1996.

Exhibit 4   Instruments defining the rights of security holders.

               Tandy Corporation 1997 Incentive Stock Plan, as amended.


Exhibit 5    Opinion re legality.

               Opinion of Fried, Frank, Harris,  Shriver & Jacobson, as counsel,
               as to the legality of the securities being registered,  including
               consent.

Exhibit 23   Consents of experts and counsel.

               Price Waterhouse LLP, Independent Accountants.

               Fried, Frank,  Harris,  Shriver & Jacobson,  Counsel (included in
               Exhibit 5).
[{"type": "S-8", "sequence": "1", "description": "TANDY CORPORATION 1997 INCENTIVE STOCK PLAN", "secsgml_size_bytes": 16720}]
{"company-data": {"conformed-name": "TANDY CORP /DE/", "cik": "0000096289", "assigned-sic": "5731", "irs-number": "751047710", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-49369", "film-number": "98587329"}, "business-address": {"street1": "100 THROCKMORTON ST", "street2": "STE 1800", "city": "FORT WORTH", "state": "TX", "zip": "76102", "phone": "8173903700"}, "mail-address": {"street1": "100 THROCKMORTON SUITE 1800", "city": "FORTH WORTH", "state": "TX", "zip": "76102"}, "former-company": [{"former-conformed-name": "TANDY LEATHER CO", "date-changed": "19681216"}, {"former-conformed-name": "AMERICAN HIDE & LEATHER CO", "date-changed": "19660825"}]}
Registration  No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      UNDER

                           THE SECURITIES ACT OF 1933

                                TANDY CORPORATION
             (Exact name of Registrant as specified in its charter)

             Delaware                                  75-1047710
(State or Other Jurisdiction of                     (I.R.S. Employer
 Incorporation or Organization)                    Identification No.)

 100 Throckmorton Street, Suite 1800                     76102
        Fort Worth, Texas
(Address of Principal Executive Offices)              (Zip Code)

                   TANDY CORPORATION 1997 INCENTIVE STOCK PLAN
                            (Full Title of the Plan)

       M. C. Hill, Vice President Corporate Secretary and General Counsel
                                Tandy Corporation
                       100 Throckmorton Street, Suite 1900
                             Fort Worth, Texas 76102
                     (Name and Address of Agent for Service)

                                  817-415-3924
          (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
------------------------ ---------------------- ---------------------- ----------------------- ----------------------
       Title of                                       Proposed                Proposed
      Securities                Amount                 Maximum                Maximum                Amount of
         to be                   to be             offering price            aggregate             Registration
      Registered            Registered (1)          per share (2)          offering price             Fee(2)

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

     Common Stock,
     $1 par value              5,500,000          $39.22                   $253,652,295             $74,827.00
    Preferred Share                               $46.35                   
    Purchase Rights            5,500,000                 --                      --                     --
------------------------ ---------------------- ---------------------- ----------------------- ----------------------
(1) The  number  of  shares  registered  has been  computed  on the basis of the
Issuer's  estimate of the  aggregate  number of shares  which will be needed for
grants and awards over the ten year life of the Tandy Corporation 1997 Incentive
Stock Plan. One Preferred  share Purchase Right  automatically  trades with each
share of Common Stock and is evidenced by the certificate for the Common Stock.

(2) As of the date hereof, options to purchase 178,500 shares of Common Stock of
the Registratant  have been granted pursuant to the Plan at an exercise price of
$39.22 per share.  The  registration  fee for the foregoing shares is based upon
such exercise  price.  Purasuant to Rule 457(c),  the  registration  fee for the
5,321,500  shares not currently  subject to outstanding  options under the Tandy
Corporation 1997 Incentive Stock Plan is based upon a price of $46.35 per share,
the  average  of the high and low sales  price  reported  on the New York  Stock
Exchange  Composite  Tranasactions  System for the Registrant's  Common Stock on
April 1, 1998.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. INCORPORATION OF DOCUMENTS BY REFERENCE

     The following  documents,  which have been filed (File No. 1-5571) by Tandy
Corporation   ("Tandy"  or  "Registrant")   with  the  Securities  and  Exchange
Commission  (the  "Commission")  pursuant to the  Securities and Exchange Act of
1934,  as amended  (the "1934  Act"),  are  incorporated  by  reference  in this
Registration  Statement and shall be deemed a part hereof:  (a) the Registrant's
Annual  Report on Form 10-K for the fiscal year ended  December  31,  1997;  (b)
Tandy's  Current  Report on Form 8-K filed on  February  2,  1998;  and (c) the
description of Tandy's Common Stock,  par value $1.00 per share ("Common Stock")
and Preferred Share Purchase Rights contained in the prospectus  forming part of
Registration Statement No. 33-45180.

         All documents  subsequently filed by Tandy with the Commission pursuant
to Sections 13 (a), 13 (c), 14 or 15 (d) of the 1934 Act and prior to the filing
of a post-effective amendment which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold,  shall
be deemed to be incorporated by reference in the  Registration  Statement and to
be a part  hereof  from the date of  filing  of 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,  that  also  is  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 OFFICERS AND DIRECTORS

         Section 145 of the Delaware General Corporation Law grants corporations
the power to indemnify  officers and  directors in terms  sufficiently  broad to
permit  such  indemnification   under  certain   circumstances  for  liabilities
(including reimbursement for expenses incurred) arising under the Securities Act
of 1933,  as amended (the  "Securities  Act").  Article XIV of the  Registrant's
Restated  By-laws  provides  for  indemnification  of its  directors,  officers,
employees and other agents to the maximum extent permitted by Section 145 of the
Delaware General Corporation Law.

         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 Delaware  General  Corporation Law and the foregoing
by-law  provision  or  otherwise,  the  Registrant  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.  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.

         The Registrant  carries  directors' and officers'  liability  insurance
policies  under which all of the directors and executive  officers of Registrant
are insured against loss imposed upon them with respect to their legal liability
for breach of their duty to Registrant. Excluded from coverage under said policy
are fines and penalties imposed by law upon such directors and officers or other
matters  which may be deemed  uninsurable  such as  material  acts of active and
deliberate  dishonesty  committed by the insureds with actual dishonest  purpose
and  intent.  In  addition,  the  Registrant  has entered  into  indemnification
agreements with its directors and certain  officers for  indemnification  to the
fullest extent permitted by applicable law.

         In addition,  the Tandy  Corporation 1997 Incentive Stock Plan provides
that  the  Registrant  will  indemnify  the  members  of  the  Organization  and
Compensation Committee of its Board of Directors for all costs and expenses and,
to the extent permitted by applicable law, any liability  incurred in connection
with  defending  against,  responding  to,  negotiation  of the settlement of or
otherwise dealing with any claim, cause of action or dispute of any kind arising
in  connection  with any actions in  administering  the Tandy  Corporation  1997
Incentive  Stock  Plan  or  in  authorizing  or  denying  authorization  to  any
transaction thereunder.

Item 7. EXEMPTION FROM REGISTRATION CLAIMED

         None Applicable

Item 8. EXHIBITS

Exhibit 3.     Articles of Incorporation and By-laws.

               Tandy  Corporation  Restated  Certificate  of  Incorporation,  as
               amended  through  February 14, 1992,  including  Certificates  of
               Designation  for Series A Preferred  Stock and Series B Preferred
               Stock.

               Tandy  Corporation  Restated  By-laws  as  amended  and  restated
               through January 1, 1996.
         
Exhibit 4.     Instruments  defining  the  rights of  security  holders, 
               including indentures.

               Tandy Corporation 1997 Incentive Stock Plan, as amended.

Exhibit 5.     Opiniion re legality.

               Opinion of Fried, Frank, Harris,  Shriver & Jacobson, as counsel,
               as to the legality of the securities being registered,  including
               consent.

Exhibit 23.    Consents of experts and counsel.

               Price Waterhouse LLP, Independent Accountants.

               Fried, Frank,  Harris,  Shriver & Jacobson,  Counsel (included in
               Exhibit 5).

Item 9. UNDERTAKINGS

The undersigned Registrant hereby undertakes:

         (a)(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 the  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; and/or

               (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 by the  Registrant
pursuant to section 13 or section 15(d) of the 1934 Act that are incorporated by
reference in the Registration Statement.

         (2) That,  for the  purpose  of  determining  any  liability  under the
Securities 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.

         (4) 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 section 15(d) of the
1934 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.

         (5) The undersigned Registrant hereby undertakes to deliver or cause to
be delivered with the prospectus,  to each person to whom the prospectus is sent
or given,  the latest annual report to security  holders that is incorporated by
reference  in  the  prospectus  and  furnished   pursuant  to  and  meeting  the
requirements  of Rule 14a-3 or Rule 14c-3 under the 1934 Act; and, where interim
financial information required to be presented by Article 3 of Regulation S-X is
not set forth in the  prospectus,  to deliver,  or cause to be delivered to each
person to whom the prospectus is sent or given, the latest quarterly report that
is  specifically  incorporated  by reference in the  prospectus  to provide such
interim financial information.

         (6) The undertaking regarding indemnification of officers and directors
is included as part of Item 6, which is incorporated into Item 9 by reference.

                                   SIGNATURES

         The Registrant.  Pursuant to the  requirements of the Securities Act of
1933, the Registrant certifies that it has reasonable grounds to believe that it
meets  all 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 Fort  Worth,  State of Texas,  on the 2nd day 
of April, 1998.

                                               Tandy Corporation

                                               By:/s/ John V. Roach
                                               --------------------
                                                      John V. Roach, 
                                                      Chairman and
                                                      Chief Executive Officer

         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 the 2nd day of April, 1998.

Signature                      Title

/s/ John V. Roach              Chairman of the Board and Chief Executive Officer
John V. Roach

/s/ Dwain H. Hughes            Senior Vice President and Chief Financial Officer
Dwain H. Hughes

/s/ James I. Cash, Jr.         Director
James I. Cash, Jr.

/s/ Ronald E. Elmquist         Director
Ronald E. Elmquist

/s/ Lewis F. Kornfeld, Jr.     Director
Lewis F. Kornfeld, Jr.

/s/ Jack L. Messman            Director
Jack L. Messman

/s/ William G. Morton, Jr.     Director
William G. Morton, Jr.

/s/ Thomas G. Plaskett         Director
Thomas G. Plaskett

/s/ Leonard H. Roberts         Director
Leonard H. Roberts

/s/ Alfred J. Stein            Director
Alfred J. Stein

/s/ William E. Tucker          Director
William E. Tucker

/s/ John A. Wilson             Director
John A. Wilson

                                INDEX TO EXHIBITS

       Item.
        No.

Exhibit 3    Articles of Incorporation and By-laws.
          
               Tandy  Corporation  Restated  Certificate  of  Incorporation,  as
               amended  through  February 14, 1992,  including  Certificates  of
               Designation  for Series A Preferred  Stock and Series B Preferred
               Stock.

               Tandy Corporation By-laws as amended and restated through January
               1, 1996.

Exhibit 4   Instruments defining the rights of security holders.

               Tandy Corporation 1997 Incentive Stock Plan, as amended.

Exhibit 5    Opinion re legality.

               Opinion of Fried, Frank, Harris,  Shriver & Jacobson, as counsel,
               as to the legality of the securities being registered,  including
               consent.

Exhibit 23   Consents of experts and counsel.

               Price Waterhouse LLP, Independent Accountants.

               Fried, Frank,  Harris,  Shriver & Jacobson,  Counsel (included in
               Exhibit 5).