<PAGE>
 
As filed with the Securities and Exchange Commission on January 12, 1996
                                                    Registration No. 33-
________________________________________________________________________________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                       __________________________________
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                       __________________________________
                                MGM GRAND, INC.
             (Exact name of registrant as specified in its charter)

                 DELAWARE                             88-0215232
     (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)             Identification No.)

     3799 LAS VEGAS BOULEVARD SOUTH
     LAS VEGAS, NEVADA                                       89109
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)              (ZIP CODE)

                      ___________________________________
                                MGM GRAND, INC.
                         NONQUALIFIED STOCK OPTION PLAN
                                MGM GRAND, INC.
                          INCENTIVE STOCK OPTION PLAN
                           (Full title of the plans)
                     _____________________________________

                                 SCOTT LANGSNER
                              Secretary/Treasurer
                                MGM GRAND, INC.
                         3799 Las Vegas Boulevard South
                            Las Vegas, Nevada  89109
                    (Named and address of agent for service)

                                 (702) 891-3333
         (Telephone number, including area code, of agent for service)

                     _____________________________________

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
================================================================================================
TITLE OF                PROPOSED                PROPOSED
SECURITIES               AMOUNT                  MAXIMUM            MAXIMUM           AMOUNT OF
TO BE                    TO BE               OFFERING PRICE        AGGREGATE        REGISTRATION
REGISTERED             REGISTERED               PER SHARE       OFFERING PRICE           FEE
<S>                 <C>                     <C>                <C>                 <C>
------------------------------------------------------------------------------------------------
Common Stock,       2,500,000 shares         $28.4375(1)       $71,093,750(1)      $24,515.09(1)
$.01 par value
per share
================================================================================================
</TABLE>

(1)  Computed in accordance with Rule 457(h) under the Securities Act of 1933,
     as amended, based upon the average of the high and low prices of the Common
     Stock reported in the consolidated reporting system on January 9, 1996.
<PAGE>
 
                                EXPLANATORY NOTE

     The contents of Registration Statement on Form S-8 (File No. 33-35023) of
MGM Grand, Inc. is incorporated herein by this reference pursuant to Instruction
E to Form S-8.
<PAGE>
 
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the "Commission") by MGM Grand, Inc. (the "Registrant") are incorporated herein
by reference:

     (a) The Registrant's Annual Report on Form 10-K for the fiscal year ended
December 31, 1994;

     (b) All other reports filed by the Registrant pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
since the end of the fiscal year covered by the Annual Report referred to in (a)
above;

     (c) The description of the Registrant's Common Stock, $.01 par value per
share, contained in the Registrant's Registration Statement on Form 8-A dated
April 20, 1988.

     All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, 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 herein and to be a part hereof from the date of
the filing of such documents.

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 Delaware General Corporation Law provides that a
Delaware corporation may indemnify any person against expenses, judgments, fines
and amounts paid in settlements actually and reasonably incurred by any such
person in connection with a threatened, pending or completed action, suit or
proceeding in which he is involved by reason of the fact that he is or was a
director, officer, employee or agent of such corporation, provided that (i) he
acted in good faith and in a manner he reasonably believed to be in or not
opposed to the best interests of the corporation and (ii) with respect to any
criminal action or proceeding, he had no reasonable cause to believe his conduct
was unlawful.  If the action or suit is by or in the name of the corporation,
the corporation may indemnify any such person against expenses actually and
reasonably incurred by him in connection with the defense or settlement of such
action

                                       1
<PAGE>
 
or suit if he acted in good faith and in a manner he reasonably believed to be
in or not opposed to the best interests of the corporation, except that no
indemnification may be made in respect of any claim, issue or matter as to which
such person shall have been adjudged to be liable for negligence or misconduct
in the performance of his duty to the corporation, unless and only to the extent
that the Delaware Court of Chancery or the court in which the action or suit is
brought determines upon application that, despite the adjudication of liability
but in light of the circumstances of the case, such person is fairly and
reasonably entitled to indemnity for such expense as the court deems proper.

     Article II, Section 12 of the Registrant's Bylaws provides for
indemnification to the fullest and broadest extent permitted by law of all
persons whom it may indemnify pursuant thereto.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933, as amended (the "Securities Act"), may be permitted to directors,
officers or persons controlling the Registrant pursuant to the foregoing
provisions, the Registrant has been informed that, in the opinion of the
Commission, such indemnification is against public policy as expressed in the
Securities Act and is, therefore, unenforceable.

     In accordance with the Delaware General Corporation Law, the Registrant's
Certificate of Incorporation, as amended, limits the personal liability of its
directors for violations of their fiduciary duty.  The Certificate of
Incorporation eliminates each director's liability to the Registrant or its
stockholders for monetary damages except (i) for any breach of the director's
duty of loyalty to the Registrant or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under the section of the Delaware General Corporation
Law providing for liability of directors for unlawful payment of dividends or
unlawful stock purchases or redemptions, or (iv) for any transaction from which
a director derived an improper personal benefit.  The effect of this amendment
is to eliminate the personal liability of directors for monetary damages for
actions involving a breach of their fiduciary duty of care, including any such
actions involving gross negligence.  This provision will not, however, limit in
any way the liability of directors for violations of the federal securities
laws.

     The Registrant carries Directors and Officers Liability Insurance Policies
with a limit of $15,000,000.  Such policies expire on October 31, 1996.


Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

     Not applicable.

                                       2
<PAGE>
 
Item 8.  EXHIBITS

     5         Opinion (and consent) of Christensen, White, Miller, Fink,
               Jacobs, Glaser & Shapiro

     23(a)     Consent of Arthur Andersen LLP

     23(b)     Consent of Christensen, White, Miller, Fink,  Jacobs, Glaser &
               Shapiro (set forth as part of Exhibit 5 above).

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 Securities Act;

               (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

               (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 (1)(i) and (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 Exchange 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.

                                       3
<PAGE>
 
     (b)  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.

     (h)  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 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.

                                       4
<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 Las Vegas, State of Nevada, on this 10th day of
January, 1996.

                    MGM GRAND, INC.
                    (REGISTRANT)



               By: /s/ J. Terrence Lanni
                   ---------------------              
                   J. Terrence Lanni
                   Chairman of the Board of Directors
                   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 and on the dates indicated.


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

/s/ J. Terrence Lanni    Chairman of the Board     January 10, 1996
---------------------    of Directors and Chief
J. Terrence Lanni        Executive Officer
                         (Principal Executive
                         Officer)


/s/ Fred Benninger       Vice Chairman of          January 10, 1996
---------------------    the Board of Directors
Fred Benninger  


/s/ Alex Yemenidjian     President, Chief          January 10, 1996
---------------------    Operating Officer and
Alex Yemenidjian         Chief Financial Officer
                         and Director (Principal
                         Financial and Accounting
                         Officer)



/s/ James D. Aljian      Director                  January 10, 1996
----------------------                                             
James D. Aljian

                                       5
<PAGE>
 
Signature                         Title                    Date
---------                         -----                    ----

/s/ Terry N. Christensen     Director                  January 10, 1996
------------------------                                           
Terry N. Christensen
 


                             Director
------------------------                                           
Glenn A. Cramer



/s/ Willie D. Davis          Director                  January 10, 1996
------------------------                                           
Willie D. Davis



                             Director
------------------------                                           
Alexander M. Haig, Jr.



                             Director
------------------------                                           
Lee A. Iacocca



                             Director
------------------------                                           
Kirk Kerkorian



/s/ Walter M. Sharp          Director                  January 10, 1996
------------------------                                           
Walter M. Sharp



                             Director
------------------------                                           
E. Parry Thomas



------------------------     Director
Jerome B. York

                                       6
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15953}]
{"company-data": {"conformed-name": "MGM GRAND INC", "cik": "0000789570", "assigned-sic": "4522", "irs-number": "880215232", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-00187", "film-number": "96503260"}, "business-address": {"street1": "3799 LAS VEGAS BLVD S", "city": "LAS VEGAS", "state": "NV", "zip": "89109", "phone": "7028913333"}, "mail-address": {"street1": "PO BOX 98655", "city": "LAS VEGAS", "state": "NV", "zip": "89193-8655"}, "former-company": {"former-conformed-name": "GRAND NAME CO", "date-changed": "19870713"}}
As filed with the Securities and Exchange Commission on January 12, 1996
                                                    Registration No. 33-
________________________________________________________________________________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                       __________________________________
                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                       __________________________________
                                MGM GRAND, INC.
             (Exact name of registrant as specified in its charter)

                 DELAWARE                             88-0215232
     (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)             Identification No.)

     3799 LAS VEGAS BOULEVARD SOUTH
     LAS VEGAS, NEVADA                                       89109
     (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)              (ZIP CODE)

                      ___________________________________
                                MGM GRAND, INC.
                         NONQUALIFIED STOCK OPTION PLAN
                                MGM GRAND, INC.
                          INCENTIVE STOCK OPTION PLAN
                           (Full title of the plans)
                     _____________________________________

                                 SCOTT LANGSNER
                              Secretary/Treasurer
                                MGM GRAND, INC.
                         3799 Las Vegas Boulevard South
                            Las Vegas, Nevada  89109
                    (Named and address of agent for service)

                                 (702) 891-3333
         (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               PER SHARE       OFFERING PRICE           FEE
------------------------------------------------------------------------------------------------
Common Stock,       2,500,000 shares         $28.4375(1)       $71,093,750(1)      $24,515.09(1)
$.01 par value
per share
================================================================================================
(1)  Computed in accordance with Rule 457(h) under the Securities Act of 1933,
     as amended, based upon the average of the high and low prices of the Common
     Stock reported in the consolidated reporting system on January 9, 1996.
EXPLANATORY NOTE

     The contents of Registration Statement on Form S-8 (File No. 33-35023) of
MGM Grand, Inc. is incorporated herein by this reference pursuant to Instruction
E to Form S-8.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the "Commission") by MGM Grand, Inc. (the "Registrant") are incorporated herein
by reference:

     (a) The Registrant's Annual Report on Form 10-K for the fiscal year ended
December 31, 1994;

     (b) All other reports filed by the Registrant pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
since the end of the fiscal year covered by the Annual Report referred to in (a)
above;

     (c) The description of the Registrant's Common Stock, $.01 par value per
share, contained in the Registrant's Registration Statement on Form 8-A dated
April 20, 1988.

     All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, 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 herein and to be a part hereof from the date of
the filing of such documents.

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 Delaware General Corporation Law provides that a
Delaware corporation may indemnify any person against expenses, judgments, fines
and amounts paid in settlements actually and reasonably incurred by any such
person in connection with a threatened, pending or completed action, suit or
proceeding in which he is involved by reason of the fact that he is or was a
director, officer, employee or agent of such corporation, provided that (i) he
acted in good faith and in a manner he reasonably believed to be in or not
opposed to the best interests of the corporation and (ii) with respect to any
criminal action or proceeding, he had no reasonable cause to believe his conduct
was unlawful.  If the action or suit is by or in the name of the corporation,
the corporation may indemnify any such person against expenses actually and
reasonably incurred by him in connection with the defense or settlement of such
action

                                       1
or suit if he acted in good faith and in a manner he reasonably believed to be
in or not opposed to the best interests of the corporation, except that no
indemnification may be made in respect of any claim, issue or matter as to which
such person shall have been adjudged to be liable for negligence or misconduct
in the performance of his duty to the corporation, unless and only to the extent
that the Delaware Court of Chancery or the court in which the action or suit is
brought determines upon application that, despite the adjudication of liability
but in light of the circumstances of the case, such person is fairly and
reasonably entitled to indemnity for such expense as the court deems proper.

     Article II, Section 12 of the Registrant's Bylaws provides for
indemnification to the fullest and broadest extent permitted by law of all
persons whom it may indemnify pursuant thereto.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933, as amended (the "Securities Act"), may be permitted to directors,
officers or persons controlling the Registrant pursuant to the foregoing
provisions, the Registrant has been informed that, in the opinion of the
Commission, such indemnification is against public policy as expressed in the
Securities Act and is, therefore, unenforceable.

     In accordance with the Delaware General Corporation Law, the Registrant's
Certificate of Incorporation, as amended, limits the personal liability of its
directors for violations of their fiduciary duty.  The Certificate of
Incorporation eliminates each director's liability to the Registrant or its
stockholders for monetary damages except (i) for any breach of the director's
duty of loyalty to the Registrant or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under the section of the Delaware General Corporation
Law providing for liability of directors for unlawful payment of dividends or
unlawful stock purchases or redemptions, or (iv) for any transaction from which
a director derived an improper personal benefit.  The effect of this amendment
is to eliminate the personal liability of directors for monetary damages for
actions involving a breach of their fiduciary duty of care, including any such
actions involving gross negligence.  This provision will not, however, limit in
any way the liability of directors for violations of the federal securities
laws.

     The Registrant carries Directors and Officers Liability Insurance Policies
with a limit of $15,000,000.  Such policies expire on October 31, 1996.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED

     Not applicable.

                                       2
Item 8.  EXHIBITS

     5         Opinion (and consent) of Christensen, White, Miller, Fink,
               Jacobs, Glaser & Shapiro

     23(a)     Consent of Arthur Andersen LLP

     23(b)     Consent of Christensen, White, Miller, Fink,  Jacobs, Glaser &
               Shapiro (set forth as part of Exhibit 5 above).

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 Securities Act;

               (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

               (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 (1)(i) and (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 Exchange 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.

                                       3
(b)  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.

     (h)  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 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.

                                       4
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 Las Vegas, State of Nevada, on this 10th day of
January, 1996.

                    MGM GRAND, INC.
                    (REGISTRANT)

               By: /s/ J. Terrence Lanni
                   ---------------------              
                   J. Terrence Lanni
                   Chairman of the Board of Directors
                   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 and on the dates indicated.

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

/s/ J. Terrence Lanni    Chairman of the Board     January 10, 1996
---------------------    of Directors and Chief
J. Terrence Lanni        Executive Officer
                         (Principal Executive
                         Officer)

/s/ Fred Benninger       Vice Chairman of          January 10, 1996
---------------------    the Board of Directors
Fred Benninger  

/s/ Alex Yemenidjian     President, Chief          January 10, 1996
---------------------    Operating Officer and
Alex Yemenidjian         Chief Financial Officer
                         and Director (Principal
                         Financial and Accounting
                         Officer)

/s/ James D. Aljian      Director                  January 10, 1996
----------------------                                             
James D. Aljian

                                       5
Signature                         Title                    Date
---------                         -----                    ----

/s/ Terry N. Christensen     Director                  January 10, 1996
------------------------                                           
Terry N. Christensen
 

                             Director
------------------------                                           
Glenn A. Cramer

/s/ Willie D. Davis          Director                  January 10, 1996
------------------------                                           
Willie D. Davis

                             Director
------------------------                                           
Alexander M. Haig, Jr.

                             Director
------------------------                                           
Lee A. Iacocca

                             Director
------------------------                                           
Kirk Kerkorian

/s/ Walter M. Sharp          Director                  January 10, 1996
------------------------                                           
Walter M. Sharp

                             Director
------------------------                                           
E. Parry Thomas

------------------------     Director
Jerome B. York

                                       6