Registration No. 333-


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                     -------

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

                             ALBERTO-CULVER COMPANY
             (Exact name of registrant as specified in its charter)

DELAWARE                                               36-2257936
(State or other jurisdiction                           (I.R.S. Employer
of incorporation or organization)                      Identification No.)

                              2525 ARMITAGE AVENUE
                          MELROSE PARK, ILLINOIS 60160
                    (Address of Principal Executive Offices)

                  ALBERTO-CULVER COMPANY 1994 STOCK OPTION PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (Full title of the plan)

                               BELL, BOYD & LLOYD
                           THREE FIRST NATIONAL PLAZA
                          CHICAGO, ILLINOIS 60602-4207
                            ATTENTION: JOHN H. BITNER
                                 (312) 807-4306
            (Name, address and telephone number of agent for service)
                                    ---------

                         CALCULATION OF REGISTRATION FEE



                                       Proposed        Proposed
Title                                  Maximum         Maximum
Securities             Amount          Offering        Aggregate    Amount of
to be                  to be           Price           Offering     Registration
Registered             Registered (1)  Per Share (2)   Price (2)    Fee (2)

Class A Common Stock,  60,000 shares     $26.00        $1,560,000      $461
$.22 par value



(1)      This registration  statement also includes an indeterminable  number of
         additional shares that may become issuable pursuant to the antidilution
         adjustment provisions of the plan.

(2)      In accordance with Rule 457,  calculated on the basis of the average of
         the  reported  high and low prices for the Class A Common  Stock on the
         New York Stock Exchange Composite Tape on April 27, 1998.




<PAGE>



                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


         The contents of Part II of Registration Statement No. 33-62693 are 
hereby incorporated by reference.
















































                                        2


<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 Melrose Park, State of Illinois on April 23, 1998.
                                           
                                      ALBERTO-CULVER COMPANY


                                      By   /s/ Howard B. Bernick
                                           Howard B. Bernick
                                           President and Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

Signature                   Title                                 Date

/s/ Leonard H. Lavin        Chairman of the Board                 April 23, 1998
Leonard H. Lavin            and Director

/s/ Howard B. Bernick       President, Chief Executive            April 23, 1998
Howard B. Bernick           Officer and Director
                            (Principal Executive Officer)

/s/ Bernice E. Lavin        Vice Chairman, Secretary,             April 23, 1998
Bernice E. Lavin            Treasurer and Director

/s/ Carol L. Bernick        Vice Chairman,President Alberto-CulverApril 23, 1998
Carol L. Bernick            North America, Assistant Secretary
                            and Director

/s/ William J. Cernugel     Senior Vice President -               April 23, 1998
William J. Cernugel         Finance and Controller
                           (Principal Financial & Accounting Officer)

/s/ A. Robert Abboud        Director                              April 23, 1998
A. Robert Abboud

/s/ A.G. Atwater, Jr.       Director                              April 23, 1998
A. G. Atwater, Jr.

/s/ Robert P. Gwinn         Director                              April 23, 1998
Robert P. Gwinn

/s/ Allan B. Muchin         Director                              April 23, 1998
Allan B. Muchin

/s/ Robert H. Rock          Director                              April 23, 1998
Robert H. Rock

/s/ Dr. Harold M. Vistosky  Director                              April 23, 1998
Dr. Harold M. Visotsky

/s/ William W. Wirtz        Director                              April 23, 1998
William W. Wirtz

                                        3


<PAGE>





                                  EXHIBIT INDEX



                                                                   Where Exhibit
No. Description                                                    Can be Found


4.1 Restated Certificate of Incorporation of the Company 
    (incorporated herein by reference to the Company's 
    Annual Report on Form 10-K for the year ended 
    September 30, 1988 [File No. 1-5050])


4.2 Certificate of Amendment to Restated Certificate of
    Incorporation of the Company (incorporated herein by
    reference to the Company's Quarterly Report on Form 10-Q for
    the quarter ended December 31, 1989 [File No. 1-5050])


4.3 Certificate of Amendment to Restated Certificate of Incorporation
    of the Company (incorporated herein by reference to the Company's
    Quarterly Report on Form 10-Q for the quarter ended
    March 31, 1997 [File No. 1-5050])


4.4 By-laws of the Company, as amended through January 17, 1990
    (incorporated herein by reference to the Company's Quarterly Report
    on Form 10-Q for the quarter ended December 31, 1989 [File No.
    1-5050])

5.1  Opinion of Gary P. Schmidt, Esq., General Counsel of the Company.    Page 5

23.1 Consent of Gary P. Schmidt, Esq. (included in Exhibit 5.1).

23.2 Consent of KPMG Peat Marwick LLP                                     Page 6














                                        4


<PAGE>
                                                                 EXHIBIT 5.1




                                                     April 27, 1998




Alberto-Culver Company
2525 Armitage Avenue
Melrose Park, Illinois 60160

Ladies and Gentlemen:

                                        Registration Statement on Form S-8

    I have  represented  Alberto-Culver  Company,  a Delaware  corporation  (the
"Company"),  in  connection  with a  registration  statement  on Form  S-8  (the
"registration statement") filed under the Securities Act of 1933 for the purpose
of  registering  under that Act 60,000 shares of Class A common Stock,  $.22 par
value (the  "Shares"),  which may be offered and sold from time to time pursuant
to the Alberto-Culver  Company 1994 Stock Option Plan for Non-Employee Directors
(the "Plan"). In this connection,  I have examined originals or copies certified
or otherwise  identified to my  satisfaction  of such  documents,  corporate and
other records, certificates and other papers as I deemed it necessary to examine
for the purpose of this opinion.

    Based on such  examination,  it is my opinion that the Shares covered by the
registration  statement,  when issued in  accordance  with the Plan,  constitute
legally  issued,  fully paid and  non-assessable  shares of common  stock of the
Company.

    I consent  to the filing of this  opinion as an exhibit to the  registration
statement.  In giving this  consent I do not admit that I am within the category
of persons whose consent is required by Section 7 of the Securities Act of 1933.

                                          Very truly yours,

                                          /s/ Gary P.Schmidt, Esq.

                                          Gary P. Schmidt, Esq.






                                        5


<PAGE>

                                                               Exhibit No. 23.2


                        CONSENT OF KPMG PEAT MARWICK LLP





The Board of Directors
Alberto-Culver Company:

We consent to the use of our reports dated October 23, 1997, incorporated herein
by  reference,   with  respect  to  the  consolidated  financial  statements  of
Alberto-Culver  Company and  subsidiaries  as of September 30, 1997 and 1996 and
for each of the years in the three-year period ended September 30, 1997, and the
financial statement schedule for the three-year period ended September 30, 1997,
which reports are  incorporated by reference or appear in the September 30, 1997
annual report on Form 10-K of Alberto-Culver Company.




                                                     /s/ KPMG PEAT MARWICK

Chicago, Illinois
April 27, 1998






























                                        6


<PAGE>
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 9563}]
{"company-data": {"conformed-name": "ALBERTO CULVER CO", "cik": "0000003327", "assigned-sic": "2844", "irs-number": "362257936", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-51529", "film-number": "98607607"}, "business-address": {"street1": "2525 ARMITAGE AVE", "city": "MELROSE PARK", "state": "IL", "zip": "60160", "phone": "7084503039"}, "mail-address": {"street1": "2525 ARMITAGE AVENUE", "city": "MELROSE PARK", "state": "IL", "zip": "60160"}}
Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                     -------

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

                             ALBERTO-CULVER COMPANY
             (Exact name of registrant as specified in its charter)

DELAWARE                                               36-2257936
(State or other jurisdiction                           (I.R.S. Employer
of incorporation or organization)                      Identification No.)

                              2525 ARMITAGE AVENUE
                          MELROSE PARK, ILLINOIS 60160
                    (Address of Principal Executive Offices)

                  ALBERTO-CULVER COMPANY 1994 STOCK OPTION PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (Full title of the plan)

                               BELL, BOYD & LLOYD
                           THREE FIRST NATIONAL PLAZA
                          CHICAGO, ILLINOIS 60602-4207
                            ATTENTION: JOHN H. BITNER
                                 (312) 807-4306
            (Name, address and telephone number of agent for service)
                                    ---------

                         CALCULATION OF REGISTRATION FEE

                                       Proposed        Proposed
Title                                  Maximum         Maximum
Securities             Amount          Offering        Aggregate    Amount of
to be                  to be           Price           Offering     Registration
Registered             Registered (1)  Per Share (2)   Price (2)    Fee (2)

Class A Common Stock,  60,000 shares     $26.00        $1,560,000      $461
$.22 par value

(1)      This registration  statement also includes an indeterminable  number of
         additional shares that may become issuable pursuant to the antidilution
         adjustment provisions of the plan.

(2)      In accordance with Rule 457,  calculated on the basis of the average of
         the  reported  high and low prices for the Class A Common  Stock on the
         New York Stock Exchange Composite Tape on April 27, 1998.
PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

         The contents of Part II of Registration Statement No. 33-62693 are 
hereby incorporated by reference.

                                        2
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 Melrose Park, State of Illinois on April 23, 1998.
                                           
                                      ALBERTO-CULVER COMPANY

                                      By   /s/ Howard B. Bernick
                                           Howard B. Bernick
                                           President and Chief Executive Officer

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

Signature                   Title                                 Date

/s/ Leonard H. Lavin        Chairman of the Board                 April 23, 1998
Leonard H. Lavin            and Director

/s/ Howard B. Bernick       President, Chief Executive            April 23, 1998
Howard B. Bernick           Officer and Director
                            (Principal Executive Officer)

/s/ Bernice E. Lavin        Vice Chairman, Secretary,             April 23, 1998
Bernice E. Lavin            Treasurer and Director

/s/ Carol L. Bernick        Vice Chairman,President Alberto-CulverApril 23, 1998
Carol L. Bernick            North America, Assistant Secretary
                            and Director

/s/ William J. Cernugel     Senior Vice President -               April 23, 1998
William J. Cernugel         Finance and Controller
                           (Principal Financial & Accounting Officer)

/s/ A. Robert Abboud        Director                              April 23, 1998
A. Robert Abboud

/s/ A.G. Atwater, Jr.       Director                              April 23, 1998
A. G. Atwater, Jr.

/s/ Robert P. Gwinn         Director                              April 23, 1998
Robert P. Gwinn

/s/ Allan B. Muchin         Director                              April 23, 1998
Allan B. Muchin

/s/ Robert H. Rock          Director                              April 23, 1998
Robert H. Rock

/s/ Dr. Harold M. Vistosky  Director                              April 23, 1998
Dr. Harold M. Visotsky

/s/ William W. Wirtz        Director                              April 23, 1998
William W. Wirtz

                                        3
EXHIBIT INDEX

                                                                   Where Exhibit
No. Description                                                    Can be Found

4.1 Restated Certificate of Incorporation of the Company 
    (incorporated herein by reference to the Company's 
    Annual Report on Form 10-K for the year ended 
    September 30, 1988 [File No. 1-5050])

4.2 Certificate of Amendment to Restated Certificate of
    Incorporation of the Company (incorporated herein by
    reference to the Company's Quarterly Report on Form 10-Q for
    the quarter ended December 31, 1989 [File No. 1-5050])

4.3 Certificate of Amendment to Restated Certificate of Incorporation
    of the Company (incorporated herein by reference to the Company's
    Quarterly Report on Form 10-Q for the quarter ended
    March 31, 1997 [File No. 1-5050])

4.4 By-laws of the Company, as amended through January 17, 1990
    (incorporated herein by reference to the Company's Quarterly Report
    on Form 10-Q for the quarter ended December 31, 1989 [File No.
    1-5050])

5.1  Opinion of Gary P. Schmidt, Esq., General Counsel of the Company.    Page 5

23.1 Consent of Gary P. Schmidt, Esq. (included in Exhibit 5.1).

23.2 Consent of KPMG Peat Marwick LLP                                     Page 6

                                        4
EXHIBIT 5.1

                                                     April 27, 1998

Alberto-Culver Company
2525 Armitage Avenue
Melrose Park, Illinois 60160

Ladies and Gentlemen:

                                        Registration Statement on Form S-8

    I have  represented  Alberto-Culver  Company,  a Delaware  corporation  (the
"Company"),  in  connection  with a  registration  statement  on Form  S-8  (the
"registration statement") filed under the Securities Act of 1933 for the purpose
of  registering  under that Act 60,000 shares of Class A common Stock,  $.22 par
value (the  "Shares"),  which may be offered and sold from time to time pursuant
to the Alberto-Culver  Company 1994 Stock Option Plan for Non-Employee Directors
(the "Plan"). In this connection,  I have examined originals or copies certified
or otherwise  identified to my  satisfaction  of such  documents,  corporate and
other records, certificates and other papers as I deemed it necessary to examine
for the purpose of this opinion.

    Based on such  examination,  it is my opinion that the Shares covered by the
registration  statement,  when issued in  accordance  with the Plan,  constitute
legally  issued,  fully paid and  non-assessable  shares of common  stock of the
Company.

    I consent  to the filing of this  opinion as an exhibit to the  registration
statement.  In giving this  consent I do not admit that I am within the category
of persons whose consent is required by Section 7 of the Securities Act of 1933.

                                          Very truly yours,

                                          /s/ Gary P.Schmidt, Esq.

                                          Gary P. Schmidt, Esq.

                                        5
Exhibit No. 23.2

                        CONSENT OF KPMG PEAT MARWICK LLP

The Board of Directors
Alberto-Culver Company:

We consent to the use of our reports dated October 23, 1997, incorporated herein
by  reference,   with  respect  to  the  consolidated  financial  statements  of
Alberto-Culver  Company and  subsidiaries  as of September 30, 1997 and 1996 and
for each of the years in the three-year period ended September 30, 1997, and the
financial statement schedule for the three-year period ended September 30, 1997,
which reports are  incorporated by reference or appear in the September 30, 1997
annual report on Form 10-K of Alberto-Culver Company.

                                                     /s/ KPMG PEAT MARWICK

Chicago, Illinois
April 27, 1998

                                        6