As filed with the Securities and Exchange Commission on May 21, 1998

                    Registration No. _________


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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

          Delaware                                              74-16015174
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification No.)

                     4 Rue' D Aguesseau, 75008 Paris, France
                                       and
           8410 Datapoint Drive, San Antonio, Texas, U.S.A. 78229-8500
          (Address of Principal Executive Offices, including zip code)

                              DATAPOINT CORPORATION
                         1996 EMPLOYEE STOCK OPTION PLAN
                            (Full title of the plan)

                               Gerald N. Agranoff
                              8410 Datapoint Drive
                          San Antonio, Texas 78229-8500
                     (Name and address of agent for service)

                                 (210) 593-7000
          (Telephone number, including area code, of agent for service)


                                    Copy to:

                             BUTLER & BINION, L.L.P.
                            112 E. Pecan, Suite 2700
                            San Antonio, Texas 78205
                              Attn: James M. Hughes
                                 (210) 227-2200
                             Fax No.: (210) 223-6730

                         Calculation of Registration Fee
<TABLE>
<CAPTION>
<S>                         <C>                <C>                  <C>                          <C>   

-------------------------   ----------------   ------------------   --------------------  -------------------
Title of Securities         Amount             Proposed             Proposed maximum      Amount of
to be registered            to be              maximum offering     aggregate offering    registration
                            registered         price per share*     price                 fee*
-------------------------   ----------------   ------------------   --------------------  -------------------
Common                      2,000,000          $2.09                 $4,180,000           $1,233.10
Stock                       shares
-------------------------   ----------------   ------------------   --------------------  -------------------
</TABLE>

     * Computed pursuant to Rule 457(h) based on the average of the high and low
reported prices on May 19, 1998.



<PAGE>


                                     PART I

                  INFORMATION REQUIRED IN THE 10(a) PROSPECTUS


Item 1.  Plan Information.*

Item 2.  Registrant Information and Employee Plan Annual Information.*

*        The  information  required  by  Items 1 and 2 of Part I of Form  S-8 is
         omitted from this Registration Statement in accordance with the Note to
         Part I of Form S-8 and Rule 428 promulgated under the Securities Act of
         1933, as amended (the "Securities Act").


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

         The  following  documents,  and all  documents  subsequently  filed  by
Datapoint  Corporation (the "Company") pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Securities  Exchange Act of 1934, as amended (the "Exchange  Act"),
prior to the filing of a post-effective  amendment to the Registration Statement
which indicates that all securities  offered have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference in this Registration Statement and shall be deemed to be a part hereof
from the date of the filing of such documents:

         (a)      the  Company's Annual Report on Form 10-K for the fiscal year 
                  ended August 2, 1997 (SEC File No. 001-07636);

         (b)      the Company's Quarterly Reports on Form 10-Q for the quarterly
                  period  ended  November 1, 1997 and January 31, 1998 (File No.
                  001-07636); and

         (c)      Description  of  Registrant's  Securities  Registered"  in the
                  Company's   Registration  Statement  on  Form  8-A  (File  No.
                  1-17630)   describing  the  Company's   Common  Stock;   which
                  references  the Company's  Prospectus  dated February 26, 1976
                  filed under  Registration No. 2-55430,  as supplemented by the
                  description contained in the Company's  Registration Statement
                  on Form S-16 (Registration No. 2-72395).

Item 4.  Description of Securities.

         Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not Applicable.

Item 6.  Indemnification of Directors and Officers.

         Section  145 of the  General  Corporation  Law of the State of Delaware
provides  generally  and in  pertinent  part  that a  Delaware  corporation  may
indemnify its directors and officers  against  expenses,  judgments,  fines, and
settlements  actually and  reasonably  incurred by them in  connection  with any
civil, criminal,  administrative, or investigative suit or action except actions
by or in the right of the  corporation  if, in  connection  with the  matters in
issue,  they acted in good faith and in a manner they reasonably  believed to be
in or not opposed to the best  interests of the  corporation,  and in connection
with any  criminal  suit or  proceeding,  if in  connection  with the matters in
issue,  they had no  reasonable  cause to believe  their  conduct was  unlawful.
Section 145 further  provides that in connection  with the defense or settlement
of any action by or in the right of the corporation,  a Delaware corporation may
indemnify its directors and officers  against  expenses  actually and reasonably
incurred by them if, in connection with the matters in issue, they acted in good
faith and in a manner  they  reasonably  believed to be in or not opposed to the
best interests of the corporation, except that no indemnification may be made in
respect to any claim, issue, or matter as to which such person has been adjudged
liable to the  corporation  unless the Delaware Court of Chancery or other court
in which such action or suit is brought approves such  indemnification.  Section
145 further  permits a Delaware  corporation to grant its directors and officers
additional rights of indemnification through bylaw provisions and otherwise, and
to purchase indemnity insurance on behalf of its directors and officers. Article
Eight of the Certificate of  Incorporation  and Section 7.7 of the Bylaws of the
Company  provide,  in general,  that the  Company  may and shall,  respectively,
indemnify  its officers and  directors to the full extent  permitted by Delaware
law.  Article Nine of the  Certificate of  Incorporation  of the Company further
provides that a director of the Company  shall not be  personally  liable to the
Company or its  stockholders for monetary damages or breach of fiduciary duty as
a director except for any breach of the director's duty of loyalty,  for acts or
omissions  not in good  faith  or which  involved  intentional  misconduct  or a
knowing  violation of law, for unlawful  payment of dividends or unlawful  stock
purchases or redemptions, or for any transaction from which the director derived
a personal benefit.

Item 7.  Exemption from Registration Claimed.

         Not Applicable.

Item 8.  Exhibits

         Exhibit Number
         and Description

          (4)     Instruments defining the rights of security holders, including
                  indentures  
                  4.1 Specimen Stock  Certificate  
                  4.2 The Company's 1996 Employee Stock Option Plan
          (5)     Opinion re legality
                  5.1      Opinion of Butler & Binion, L.L.P.
         (23)     Consents of experts and counsel
                  23.1     Consent of Butler & Binion, L.L.P. (included in its
                           opinion filed as Exhibit 5.1)
                  23.2     Consent of Ernst & Young LLP
         (24)     Power of attorney (included on the signature page hereof)


<PAGE>



Item 9.  Undertakings.

         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 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;

         (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; and

         (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.

         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
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.

         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,  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 San Antonio, State of Texas, on April 28, 1998.


                                  DATAPOINT CORPORATION


                                  By:      /s/ Gerald N. Agranoff
                                  Gerald N. Agranoff, Vice President, 
                                        General Counsel and Corporate Secretary



<PAGE>
[{"type": "S-8", "sequence": "1", "description": "1996 EMPLOYEE STOCK OPTION PLAN", "secsgml_size_bytes": 12467}]
{"company-data": {"conformed-name": "DATAPOINT CORP", "cik": "0000205239", "assigned-sic": "3571", "irs-number": "741605174", "state-of-incorporation": "DE", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-53265", "film-number": "98629685"}, "business-address": {"street1": "8400 DATAPOINT DRIVE", "city": "SAN ANTONIO", "state": "TX", "zip": "78229-8500", "phone": "5125937000"}, "mail-address": {"street1": "8400 DATAPOINT DRIVE", "city": "SAN ANTONIO", "state": "TX", "zip": "78229-8500"}}
As filed with the Securities and Exchange Commission on May 21, 1998

                    Registration No. _________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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

          Delaware                                              74-16015174
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification No.)

                     4 Rue' D Aguesseau, 75008 Paris, France
                                       and
           8410 Datapoint Drive, San Antonio, Texas, U.S.A. 78229-8500
          (Address of Principal Executive Offices, including zip code)

                              DATAPOINT CORPORATION
                         1996 EMPLOYEE STOCK OPTION PLAN
                            (Full title of the plan)

                               Gerald N. Agranoff
                              8410 Datapoint Drive
                          San Antonio, Texas 78229-8500
                     (Name and address of agent for service)

                                 (210) 593-7000
          (Telephone number, including area code, of agent for service)

                                    Copy to:

                             BUTLER & BINION, L.L.P.
                            112 E. Pecan, Suite 2700
                            San Antonio, Texas 78205
                              Attn: James M. Hughes
                                 (210) 227-2200
                             Fax No.: (210) 223-6730

                         Calculation of Registration Fee
-------------------------   ----------------   ------------------   --------------------  -------------------
Title of Securities         Amount             Proposed             Proposed maximum      Amount of
to be registered            to be              maximum offering     aggregate offering    registration
                            registered         price per share*     price                 fee*
-------------------------   ----------------   ------------------   --------------------  -------------------
Common                      2,000,000          $2.09                 $4,180,000           $1,233.10
Stock                       shares
-------------------------   ----------------   ------------------   --------------------  -------------------
* Computed pursuant to Rule 457(h) based on the average of the high and low
reported prices on May 19, 1998.
PART I

                  INFORMATION REQUIRED IN THE 10(a) PROSPECTUS

Item 1.  Plan Information.*

Item 2.  Registrant Information and Employee Plan Annual Information.*

*        The  information  required  by  Items 1 and 2 of Part I of Form  S-8 is
         omitted from this Registration Statement in accordance with the Note to
         Part I of Form S-8 and Rule 428 promulgated under the Securities Act of
         1933, as amended (the "Securities Act").

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The  following  documents,  and all  documents  subsequently  filed  by
Datapoint  Corporation (the "Company") pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Securities  Exchange Act of 1934, as amended (the "Exchange  Act"),
prior to the filing of a post-effective  amendment to the Registration Statement
which indicates that all securities  offered have been sold or which deregisters
all securities  then remaining  unsold,  shall be deemed to be  incorporated  by
reference in this Registration Statement and shall be deemed to be a part hereof
from the date of the filing of such documents:

         (a)      the  Company's Annual Report on Form 10-K for the fiscal year 
                  ended August 2, 1997 (SEC File No. 001-07636);

         (b)      the Company's Quarterly Reports on Form 10-Q for the quarterly
                  period  ended  November 1, 1997 and January 31, 1998 (File No.
                  001-07636); and

         (c)      Description  of  Registrant's  Securities  Registered"  in the
                  Company's   Registration  Statement  on  Form  8-A  (File  No.
                  1-17630)   describing  the  Company's   Common  Stock;   which
                  references  the Company's  Prospectus  dated February 26, 1976
                  filed under  Registration No. 2-55430,  as supplemented by the
                  description contained in the Company's  Registration Statement
                  on Form S-16 (Registration No. 2-72395).

Item 4.  Description of Securities.

         Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not Applicable.

Item 6.  Indemnification of Directors and Officers.

         Section  145 of the  General  Corporation  Law of the State of Delaware
provides  generally  and in  pertinent  part  that a  Delaware  corporation  may
indemnify its directors and officers  against  expenses,  judgments,  fines, and
settlements  actually and  reasonably  incurred by them in  connection  with any
civil, criminal,  administrative, or investigative suit or action except actions
by or in the right of the  corporation  if, in  connection  with the  matters in
issue,  they acted in good faith and in a manner they reasonably  believed to be
in or not opposed to the best  interests of the  corporation,  and in connection
with any  criminal  suit or  proceeding,  if in  connection  with the matters in
issue,  they had no  reasonable  cause to believe  their  conduct was  unlawful.
Section 145 further  provides that in connection  with the defense or settlement
of any action by or in the right of the corporation,  a Delaware corporation may
indemnify its directors and officers  against  expenses  actually and reasonably
incurred by them if, in connection with the matters in issue, they acted in good
faith and in a manner  they  reasonably  believed to be in or not opposed to the
best interests of the corporation, except that no indemnification may be made in
respect to any claim, issue, or matter as to which such person has been adjudged
liable to the  corporation  unless the Delaware Court of Chancery or other court
in which such action or suit is brought approves such  indemnification.  Section
145 further  permits a Delaware  corporation to grant its directors and officers
additional rights of indemnification through bylaw provisions and otherwise, and
to purchase indemnity insurance on behalf of its directors and officers. Article
Eight of the Certificate of  Incorporation  and Section 7.7 of the Bylaws of the
Company  provide,  in general,  that the  Company  may and shall,  respectively,
indemnify  its officers and  directors to the full extent  permitted by Delaware
law.  Article Nine of the  Certificate of  Incorporation  of the Company further
provides that a director of the Company  shall not be  personally  liable to the
Company or its  stockholders for monetary damages or breach of fiduciary duty as
a director except for any breach of the director's duty of loyalty,  for acts or
omissions  not in good  faith  or which  involved  intentional  misconduct  or a
knowing  violation of law, for unlawful  payment of dividends or unlawful  stock
purchases or redemptions, or for any transaction from which the director derived
a personal benefit.

Item 7.  Exemption from Registration Claimed.

         Not Applicable.

Item 8.  Exhibits

         Exhibit Number
         and Description

          (4)     Instruments defining the rights of security holders, including
                  indentures  
                  4.1 Specimen Stock  Certificate  
                  4.2 The Company's 1996 Employee Stock Option Plan
          (5)     Opinion re legality
                  5.1      Opinion of Butler & Binion, L.L.P.
         (23)     Consents of experts and counsel
                  23.1     Consent of Butler & Binion, L.L.P. (included in its
                           opinion filed as Exhibit 5.1)
                  23.2     Consent of Ernst & Young LLP
         (24)     Power of attorney (included on the signature page hereof)
Item 9.  Undertakings.

         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 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;

         (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; and

         (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.

         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
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.

         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,  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 San Antonio, State of Texas, on April 28, 1998.

                                  DATAPOINT CORPORATION

                                  By:      /s/ Gerald N. Agranoff
                                  Gerald N. Agranoff, Vice President, 
                                        General Counsel and Corporate Secretary