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

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


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

Delaware                                               94-1728548
(State or other jurisdiction                        (IRS Employer
of incorporation or organization)             Identification No.)


1250 East Arques Avenue
Sunnyvale, California                                  94088-3470
(Address of Principal                                  (Zip Code)
Executive Offices)

                       AMDAHL CORPORATION
              STOCK OPTION PLAN OF DMR GROUP INC.
                   (Full title of the plans)
                                
                         Bruce J. Ryan
       Executive Vice President, Chief Financial Officer 
                    and Corporate Secretary
                       AMDAHL CORPORATION
                    1250 East Arques Avenue
                Sunnyvale, California 94088-3470
            (Name and address of agent for service)
                                
                         (408) 746-6000
 (Telephone number, including area code, of agent for service)
                                
  ------------------------------------------------------------

This Registration Statement shall become effective immediately
upon filing with the Securities and Exchange Commission, and
sales of the registered securities will thereafter be effected
upon share issuances or option exercises effected under the
Amdahl Corporation Stock Option Plan of DMR Group Inc.

<PAGE>
<TABLE>
<CAPTION>
                              CALCULATION OF REGISTRATION FEE

                                        PROPOSED       PROPOSED
TITLE OF                                MAXIMUM        MAXIMUM
SECURITIES          AMOUNT              OFFERING       AGGREGATE           AMOUNT OF
TO BE               TO BE               PRICE          OFFERING            REGISTRATION
REGISTERED          REGISTERED          PER SHARE      PRICE               FEE
----------          ----------          ---------      ---------           ------------
<S>                  <C>                <C>            <C>                 <C>
common stock         34,000             $8.50          $289,000.00         $99.66

(1)  This Registration Statement shall also cover any additional shares of common stock
which become issuable under the Amdahl Corporation Stock Option Plan of DMR Group
Inc.("DMR Plan") by reason of any stock dividend, stock split, recapitalization or other
similar transaction effected without the receipt of consideration which results in an
increase in the number the Company's outstanding shares of common stock.

(2)  Solely for the purpose of calculating the registration fee, the price per share of
common stock has been estimated in accordance with Rule 457(h).  Accordingly, the price
per share of the common stock offered under the DMR Plan, has been estimated at $8.50,
based on the average of the lowest and highest selling prices of the Company's common
stock on the American Stock Exchange on March 26, 1996.
</TABLE>

<PAGE>
                             PART II

        Information Required in the Registration Statement

Item 3.   Incorporation of Documents by Reference

     Amdahl Corporation (the "Registrant" or the "Company")
hereby incorporates by reference into this Registration Statement
the following documents previously filed with the Securities and
Exchange Commission (the "Commission"):

     (a)  The Registrant's Annual Report on Form 10-K for the
fiscal year ended December 29, 1995, filed pursuant to Section 13
of the Securities Exchange Act of 1934 (the "1934 Act").

     All reports and documents filed pursuant to Section 13(a),
13(c), 14 or 15(d) of the 1934 Act after the date of this
Registration Statement 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
into this Registration Statement and to be a part hereof from the
date of filing of such documents.

Item 4.  Description of Securities

     Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

Item 5.   Interests of Named Experts and Counsel

     Not Applicable

Item 6.  Indemnification of Directors and Officers

     Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

Item 7.   Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

4(a)      Amdahl Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)


4(b)      Form of Stock Option Agreement under the Amdahl
          Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)


4(c)      Form of Stock Option Assumption Agreement between
          Amdahl Corporation and optionees under the Amdahl
          Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)

23(a)*    Consent of Counsel

23(b)*    Consent of Independent Public Accountants

24*       Power of Attorney

* filed herewith

Item 9.   Undertakings

     A.   The undersigned Registrant hereby undertakes:   (1) to
file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement (i) to
include any prospectus required by Section 10(a)(3) of the 1933
Act, (ii) to reflect in the prospectus any facts or events
arising after the effective date of this Registration Statement
(or the most recent post-effective amendment thereof) which,
individually or in the aggregate, represent a fundamental change
in the information set forth in this Registration Statement, and
(iii) to include any material information with respect to the
plan of distribution not previously disclosed in this
Registration Statement or any material change to such information
in this Registration Statement; provided, however, that clauses
(1)(i) and (1)(ii) shall 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 132 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2)
that for the purpose of determining any liability under the 1933
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 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 upon the
termination of the Registrant's DMR Plan.

     B.   Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

     C.   Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.
<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 Sunnyvale, State of California, on this 28th day of
March, 1996.


                              AMDAHL CORPORATION



                              By   /s/ John C. Lewis
                                   -------------------
                                   John C. Lewis
                                   Chairman of the Board,
                                   Chief Executive Officer and  
                                   President


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

Signature                Title                    Date
---------                -----                    ----

/s/John C. Lewis         Chairman of the Board    March 28, 1996
------------------       Chief Executive Officer 
E. Joseph Zemke          and President
                         (Principal Executive Officer)

/s/Ernest B. Thompson    Vice President and       March 28, 1996
---------------------    Controller
Ernest B. Thompson       (Principal Accounting Officer)

/s/Bruce J. Ryan         Executive Vice           March 28, 1996
----------------         President, Chief 
Bruce J. Ryan            Financial Officer and
                         Corporate Secretary
                         (Principal Financial Officer)

Keizo Fukagawa*          Director
-----------------
Keizo Fukagawa

Michael R. Hallman*      Director
-------------------
Michael R. Hallman

<PAGE>
E.F. Heizer, Jr.*        Director
-------------------
E.F. Heizer, Jr.

Kazuto Kojima*           Director
----------------
Kazuto Kojima

Burton G. Malkiel*       Director
--------------------
Burton G. Malkiel

George R. Packard*       Director
--------------------
George R. Packard

Walter B. Reinhold*      Director
---------------------
Walter B. Reinhold

Takamitsu Tsuchimoto*    Director
-----------------------
Takamitsu Tsuchimoto

J. Sidney Webb*          Director
-----------------
J. Sidney Webb

*  By:  /s/Bruce J. Ryan      Attorney in Fact    March 28, 1996
        ----------------
        Bruce J. Ryan
<PAGE>
                         EXHIBIT INDEX


Exhibit No.    Description
-----------    -----------

23(a)          Consent of Counsel

23(b)          Consent of Independent Public Accountants

24             Power of Attorney
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 10242}]
{"company-data": {"conformed-name": "AMDAHL CORP", "cik": "0000004427", "assigned-sic": "3571", "irs-number": "941728548", "state-of-incorporation": "DE", "fiscal-year-end": "1228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-02009", "film-number": "96539721"}, "business-address": {"street1": "1250 E ARQUES AVE", "city": "SUNNYVALE", "state": "CA", "zip": "94088", "phone": "4087466000"}, "mail-address": {"street1": "1250 E ARQUES AVE", "city": "SUNNYVALE", "state": "CA", "zip": "94088"}}
SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
  ------------------------------------------------------------

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

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

Delaware                                               94-1728548
(State or other jurisdiction                        (IRS Employer
of incorporation or organization)             Identification No.)

1250 East Arques Avenue
Sunnyvale, California                                  94088-3470
(Address of Principal                                  (Zip Code)
Executive Offices)

                       AMDAHL CORPORATION
              STOCK OPTION PLAN OF DMR GROUP INC.
                   (Full title of the plans)
                                
                         Bruce J. Ryan
       Executive Vice President, Chief Financial Officer 
                    and Corporate Secretary
                       AMDAHL CORPORATION
                    1250 East Arques Avenue
                Sunnyvale, California 94088-3470
            (Name and address of agent for service)
                                
                         (408) 746-6000
 (Telephone number, including area code, of agent for service)
                                
  ------------------------------------------------------------

This Registration Statement shall become effective immediately
upon filing with the Securities and Exchange Commission, and
sales of the registered securities will thereafter be effected
upon share issuances or option exercises effected under the
Amdahl Corporation Stock Option Plan of DMR Group Inc.
CALCULATION OF REGISTRATION FEE

                                        PROPOSED       PROPOSED
TITLE OF                                MAXIMUM        MAXIMUM
SECURITIES          AMOUNT              OFFERING       AGGREGATE           AMOUNT OF
TO BE               TO BE               PRICE          OFFERING            REGISTRATION
REGISTERED          REGISTERED          PER SHARE      PRICE               FEE
----------          ----------          ---------      ---------           ------------
common stock         34,000             $8.50          $289,000.00         $99.66

(1)  This Registration Statement shall also cover any additional shares of common stock
which become issuable under the Amdahl Corporation Stock Option Plan of DMR Group
Inc.("DMR Plan") by reason of any stock dividend, stock split, recapitalization or other
similar transaction effected without the receipt of consideration which results in an
increase in the number the Company's outstanding shares of common stock.

(2)  Solely for the purpose of calculating the registration fee, the price per share of
common stock has been estimated in accordance with Rule 457(h).  Accordingly, the price
per share of the common stock offered under the DMR Plan, has been estimated at $8.50,
based on the average of the lowest and highest selling prices of the Company's common
stock on the American Stock Exchange on March 26, 1996.
PART II

        Information Required in the Registration Statement

Item 3.   Incorporation of Documents by Reference

     Amdahl Corporation (the "Registrant" or the "Company")
hereby incorporates by reference into this Registration Statement
the following documents previously filed with the Securities and
Exchange Commission (the "Commission"):

     (a)  The Registrant's Annual Report on Form 10-K for the
fiscal year ended December 29, 1995, filed pursuant to Section 13
of the Securities Exchange Act of 1934 (the "1934 Act").

     All reports and documents filed pursuant to Section 13(a),
13(c), 14 or 15(d) of the 1934 Act after the date of this
Registration Statement 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
into this Registration Statement and to be a part hereof from the
date of filing of such documents.

Item 4.  Description of Securities

     Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

Item 5.   Interests of Named Experts and Counsel

     Not Applicable

Item 6.  Indemnification of Directors and Officers

     Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

Item 7.   Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

4(a)      Amdahl Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)

4(b)      Form of Stock Option Agreement under the Amdahl
          Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)

4(c)      Form of Stock Option Assumption Agreement between
          Amdahl Corporation and optionees under the Amdahl
          Corporation Stock Option Plan of DMR Group
          Inc.(Incorporated by reference to Registrant's Form S-8
          333-01945, filed March 25, 1996.)

23(a)*    Consent of Counsel

23(b)*    Consent of Independent Public Accountants

24*       Power of Attorney

* filed herewith

Item 9.   Undertakings

     A.   The undersigned Registrant hereby undertakes:   (1) to
file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement (i) to
include any prospectus required by Section 10(a)(3) of the 1933
Act, (ii) to reflect in the prospectus any facts or events
arising after the effective date of this Registration Statement
(or the most recent post-effective amendment thereof) which,
individually or in the aggregate, represent a fundamental change
in the information set forth in this Registration Statement, and
(iii) to include any material information with respect to the
plan of distribution not previously disclosed in this
Registration Statement or any material change to such information
in this Registration Statement; provided, however, that clauses
(1)(i) and (1)(ii) shall 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 132 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2)
that for the purpose of determining any liability under the 1933
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 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 upon the
termination of the Registrant's DMR Plan.

     B.   Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.

     C.   Incorporated by reference to Registrant's Form S-8 333-01945, 
filed March 25, 1996.
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 Sunnyvale, State of California, on this 28th day of
March, 1996.

                              AMDAHL CORPORATION

                              By   /s/ John C. Lewis
                                   -------------------
                                   John C. Lewis
                                   Chairman of the Board,
                                   Chief Executive Officer and  
                                   President

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

Signature                Title                    Date
---------                -----                    ----

/s/John C. Lewis         Chairman of the Board    March 28, 1996
------------------       Chief Executive Officer 
E. Joseph Zemke          and President
                         (Principal Executive Officer)

/s/Ernest B. Thompson    Vice President and       March 28, 1996
---------------------    Controller
Ernest B. Thompson       (Principal Accounting Officer)

/s/Bruce J. Ryan         Executive Vice           March 28, 1996
----------------         President, Chief 
Bruce J. Ryan            Financial Officer and
                         Corporate Secretary
                         (Principal Financial Officer)

Keizo Fukagawa*          Director
-----------------
Keizo Fukagawa

Michael R. Hallman*      Director
-------------------
Michael R. Hallman
E.F. Heizer, Jr.*        Director
-------------------
E.F. Heizer, Jr.

Kazuto Kojima*           Director
----------------
Kazuto Kojima

Burton G. Malkiel*       Director
--------------------
Burton G. Malkiel

George R. Packard*       Director
--------------------
George R. Packard

Walter B. Reinhold*      Director
---------------------
Walter B. Reinhold

Takamitsu Tsuchimoto*    Director
-----------------------
Takamitsu Tsuchimoto

J. Sidney Webb*          Director
-----------------
J. Sidney Webb

*  By:  /s/Bruce J. Ryan      Attorney in Fact    March 28, 1996
        ----------------
        Bruce J. Ryan
EXHIBIT INDEX

Exhibit No.    Description
-----------    -----------

23(a)          Consent of Counsel

23(b)          Consent of Independent Public Accountants

24             Power of Attorney