AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 4, 1999
                                                REGISTRATION NO. 333-

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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


                          WILMINGTON TRUST CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


Delaware                                                     51-0328154
-----------------                                            -------------------
(State or other                                              (I.R.S. Employer
jurisdiction of                                               Identification
incorporation                                                    Number)
or organization)


Rodney Square North
1100 North Market Street
Wilmington, Delaware                                         19890
----------------------                                       -------------------
(Address of Principal Executive Offices)                     (Zip Code)


                          1999 Long-Term Incentive Plan
                            Executive Incentive Plan
                        --------------------------------
                            (Full title of the plans)

                                Thomas P. Collins
                          Vice President and Secretary
                          Wilmington Trust Corporation
                               Rodney Square North
                            1100 North Market Street
                           Wilmington, Delaware 19890
                   ------------------------------------------
                     (Name and address of agent for service)

                                 (302) 651-1693
                   ------------------------------------------
          (Telephone number, including area code, of agent for service)



<PAGE>

<TABLE>

                         CALCULATION OF REGISTRATION FEE
<CAPTION>
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
                                          Proposed           Proposed
                                          maximum            maximum
Title of each class       Amount          offering           aggregate         Amount of
of securities to be       to be           price              offering          registration
registered                registered      per unit (3)       price (3)         fee
--------------------   ----------------   ----------------   -------------   ---------------
<S>                       <C>             <C>                <C>               <C>
Options (1)

Common Stock,
par value
$1.00 per share           1,600,000 (2)   $57.5625           $92,100,000.00    $25,603.80

</TABLE>


     (1)    Since Wilmington Trust Corporation ("WTC") will distribute the
            options to be registered hereunder for no value, no separate
            registration fee is required.

     (2)    This registration statement relates to the issuance to employees
            of WTC and its subsidiaries of up to 1,500,000 shares of WTC's
            common stock pursuant to our 1999 Long-Term Incentive Plan and up to
            100,000 shares of WTC's common stock pursuant to our Executive
            Incentive Plan (collectively, the "Plans")

     (3)    Pursuant to Rule 457(h)(1) under the Securities Act of 1933, as
            amended, and solely for the purpose of calculating the registration
            fee, the proposed maximum aggregate offering price per unit of
            common stock is based upon $57.5625, the average of the high and low
            sale prices of the registrant's common stock on the New York Stock
            Exchange on May 27, 1999.











                                      -2-
<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

       The following documents, which we have filed with the SEC, are
incorporated herein by reference:


       1.  Annual Report on Form 10-K for the year ended December 31, 1998;

       2.  Quarterly Report on Form 10-Q for the quarter ended March 31, 1999;

       3.  The  description of our common stock contained on pages 27 through 29
           of the proxy statement of Wilmington Trust Company dated May 2, 1991;
           and

       4.  The description of our preferred  stock purchase rights  contained in
           the Registration Statement on Form 8-A filed on January 28, 1995.

       All reports and other documents we subsequently file pursuant to Sections
12, 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to filing a
post-effective amendment that indicates that all securities offered hereby have
been sold, or that deregisters all securities then remaining unsold, are deemed
to be incorporated by reference in and to be a part of this registration
statement from the date of filing those reports and documents. Any statement
contained in a document incorporated or deemed to be incorporated by reference
in this registration statement is deemed to be modified or superseded for
purposes of this registration statement to the extent that a statement contained
in this registration statement or any other document subsequently filed that
also is or is deemed to be incorporated by reference in this registration
statement modifies or supersedes that statement.

Item 4.   DESCRIPTION OF SECURITIES

          Not applicable.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

       Gerard A. Chamberlain, Esquire, Philadelphia, Pennsylvania, has passed
upon the validity of our common stock offered hereby. Mr. Chamberlain is an
officer and employee of Wilmington Trust Company, all of whose stock is owned by
WTC, and an officer of WTC and other of its subsidiaries.





                                      -3-
<PAGE>

          OTHER EXPERTS.

       The consolidated financial statements of WTC and its subsidiaries
incorporated by reference in our Annual Report on Form 10-K for the year ended
December 31, 1998 have been audited by Ernst & Young, LLP, independent auditors,
as set forth in their report dated January 22, 1999 accompanying those financial
statements incorporated by reference in that Form 10-K and are incorporated by
reference in this registration statement in reliance upon that report given upon
the authority of that firm as experts in accounting and auditing.

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

       Our Restated Certificate of Incorporation provides that a director will
not be liable to WTC or its stockholders for monetary damages for breach of
fiduciary duty as a director, unless that limitation on liability is not
permitted under Delaware's General Corporation Law. Our Bylaws provide that we
will indemnify a person threatened to be made a party or otherwise involved in
any proceeding because he or she is or was our director or officer, or is or was
serving at our written request as a director, officer, employee or agent of
another entity, against liability that person suffers and expenses that person
incurs. We must indemnify a person in connection with a proceeding that person
initiates only if our Board of Directors authorized that proceeding.

       Section 145 of Delaware's General Corporation Law provides that a
corporation may indemnify its officers, directors, employees and agents (or
persons who served, at the corporation's request, as officers, directors,
employees or agents of another corporation) against expenses they incur in
defending any action as a result of being a director, officer, employee or agent
if that person acted in good faith and in a manner reasonably believed to be in
or not opposed to the corporation's best interests. In the case of any criminal
action or proceeding, the individual must have had no reason to believe his
conduct was unlawful.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.

Item 8.   EXHIBITS.

Exhibit
Number    Exhibit
------    -------

5         Opinion of counsel as to legality of registrant's common stock

23.1      Consent of Gerard A. Chamberlain, Esquire
          (included in Exhibit 5)

23.2      Consent of Ernst & Young LLP

24        Power of Attorney of Directors and Officers
          of the registrant (included on the signature pages of this
          registration statement)


                                      -4-
<PAGE>

Item 9.   UNDERTAKINGS.

      A.  The undersigned registrant hereby undertakes:

          (a)(1) To file, during any period in which any offers or sales are
      being made, a post-effective amendment to this registration statement:

                         (i) To include any prospectus required by section 10(a)
                             (3) of the Securities Act of 1933;

                        (ii) To reflect in the prospectus any facts or events
                             arising after the effective date of the
                             registration statement (or the most recent
                             post-effective amendment thereof) which,
                             individually or in the aggregate, represent a
                             fundamental change in the information set forth in
                             the registration statement. Notwithstanding the
                             foregoing, any increase or decrease in volume of
                             securities offered (if the total dollar value of
                             securities offered would not exceed that which was
                             registered) and any deviation from the low or high
                             end of the estimated maximum offering range may be
                             reflected in the form of prospectus filed with the
                             Commission pursuant to Rule 424(b) if, in the
                             aggregate, the changes in volume and price
                             represent no more than a 20% change in the maximum
                             aggregate offering price set forth in the
                             "Calculation of Registration Fee" table in the
                             effective registration statement;

                       (iii) To include any material information with respect to
                             the plan of distribution  not previously  disclosed
                             in  the  registration  statement  or  any  material
                             change  to  such  information  in the  registration
                             statement.

      Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the registration statement is on Form S-3 or Form S-8, and 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 Securities Exchange Act of
      1934 and that are incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under the
      Securities Act of 1933, 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.



                                      -5-
<PAGE>

             (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.

      (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference into 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 of 1933 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 Act and is, therefore, unenforceable. In the event 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
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.





                                      -6-
<PAGE>

                                   SIGNATURES

THE REGISTRANT.

      Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all 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 Wilmington, State of Delaware, on May 20, 1999.


                                    WILMINGTON TRUST CORPORATION


                                    By:   /s/ Ted T. Cecala
                                          ------------------------------
                                          Ted T. Cecala,
                                          Chairman of the Board and
                                          Chief Executive Officer



                                POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Thomas P. Collins and/or Gerard A. Chamberlain
his or her true and lawful attorney(s)-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this registration statement, and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney(s)-in-fact and
agent(s) full power and authority to do and perform each and every act and
thing, as fully to all intents and purposes as he or she might or could do in
person, hereby ratifying and confirming all that those attorney(s)-in-fact and
agent(s), or his or their substitute or substitutes, may lawfully do or cause to
be done by virtue hereof.






                                      -7-
<PAGE>


      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 date indicated.





                                             /s/ Ted T. Cecala
                                             -----------------------------------
                                             Ted T. Cecala
                                             Director, Chairman of the Board
                                             and Chief Executive Officer

                                             (Date) May 20, 1999



                                             /s/ Robert V.A. Harra, Jr.
                                             -----------------------------------
                                             Robert V.A. Harra, Jr.
                                             Director, President, Chief
                                             Operating Officer and Treasurer

                                             (Date) May 20, 1999



                                             /s/ David R. Gibson
                                             -----------------------------------
                                             David R. Gibson
                                             Senior Vice President and Chief
                                             Financial Officer
                                             (Principal Financial Officer and
                                             Principal Accounting Officer)

                                             (Date) May 20, 1999



                                             /s/ Carolyn S. Burger
                                             -----------------------------------
                                             Carolyn S. Burger
                                             Director

                                             (Date) May 20, 1999






                                      -8-
<PAGE>



                                             /s/ Richard R. Collins
                                             -----------------------------------
                                             Richard R. Collins
                                             Director and member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999



                                             /s/ Charles S. Crompton, Jr.
                                             -----------------------------------
                                             Charles S. Crompton, Jr.
                                             Director and member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999



                                             /s/ H. Stewart Dunn, Jr.
                                             -----------------------------------
                                             H. Stewart Dunn, Jr.
                                             Director

                                             (Date) May 20, 1999



                                             /s/ Edward B. duPont
                                             -----------------------------------
                                             Edward B. duPont
                                             Director

                                             (Date) May 20, 1999



                                             /s/ R. Keith Elliott
                                             -----------------------------------
                                             R. Keith Elliott
                                             Director

                                             (Date) May 20, 1999







                                      -9-
<PAGE>



                                             /s/ Robert C. Forney
                                             -----------------------------------
                                             Robert C. Forney
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999



                                             /s/ Andrew B. Kirkpatrick, Jr.
                                             -----------------------------------
                                             Andrew B. Kirkpatrick, Jr.
                                             Director

                                             (Date) May 20, 1999



                                             /s/ Rex L. Mears
                                             -----------------------------------
                                             Rex L. Mears
                                             Director

                                             (Date) May 20, 1999



                                             /s/ Hugh E. Miller
                                             -----------------------------------
                                             Hugh E. Miller
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999




                                             /s/ Stacey J. Mobley
                                             -----------------------------------
                                             Stacey J. Mobley
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999




                                      -10-
<PAGE>



                                             /s/ Leonard W. Quill
                                             -----------------------------------
                                             Leonard W. Quill
                                             Director


                                             (Date) May 20, 1999



                                             /s/ David P. Roselle
                                             -----------------------------------
                                             David P. Roselle
                                             Director

                                             (Date)  May 20, 1999



                                             /s/ H. Rodney Sharp, III
                                             -----------------------------------
                                             H. Rodney Sharp, III
                                             Director

                                             (Date) May 20, 1999



                                             /s/ Thomas P. Sweeney
                                             -----------------------------------
                                             Thomas P. Sweeney
                                             Director

                                             (Date) May 20, 1999




                                             /s/ Mary Jornlin Theisen
                                             -----------------------------------
                                             Mary Jornlin Theisen
                                             Director

                                             (Date) May 20, 1999






                                      -11-
<PAGE>




                                             /s/ Robert W. Tunnell, Jr.
                                             -----------------------------------
                                             Robert W. Tunnell, Jr.
                                             Director

                                             (Date) May 20, 1999


















                                      -12-
<PAGE>

                                  EXHIBIT INDEX



Exhibit
Number    Exhibit
------    -------


5         Opinion of counsel as to legality of registrant's common stock

23.1      Consent of Gerard A. Chamberlain, Esquire
          (included in Exhibit 5 hereto)

23.2      Consent of Ernst & Young LLP

24        Power of Attorney of Directors and Officers (included on the signature
          pages of this registration statement)

















                                      -13-
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 24717}]
{"company-data": {"conformed-name": "WILMINGTON TRUST CORP", "cik": "0000872821", "assigned-sic": "6022", "irs-number": "510328154", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-80009", "film-number": "99640742"}, "business-address": {"street1": "RODNEY SQUARE NORTH", "street2": "1100 NORTH MARKET ST", "city": "WILMINGTON", "state": "DE", "zip": "19890", "phone": "3026518516"}, "mail-address": {"street1": "1100 NORTH MARKET STREET", "city": "WILMINGTON", "state": "DE", "zip": "19890"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 4, 1999
                                                REGISTRATION NO. 333-

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                          WILMINGTON TRUST CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Delaware                                                     51-0328154
-----------------                                            -------------------
(State or other                                              (I.R.S. Employer
jurisdiction of                                               Identification
incorporation                                                    Number)
or organization)

Rodney Square North
1100 North Market Street
Wilmington, Delaware                                         19890
----------------------                                       -------------------
(Address of Principal Executive Offices)                     (Zip Code)

                          1999 Long-Term Incentive Plan
                            Executive Incentive Plan
                        --------------------------------
                            (Full title of the plans)

                                Thomas P. Collins
                          Vice President and Secretary
                          Wilmington Trust Corporation
                               Rodney Square North
                            1100 North Market Street
                           Wilmington, Delaware 19890
                   ------------------------------------------
                     (Name and address of agent for service)

                                 (302) 651-1693
                   ------------------------------------------
          (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
                                          Proposed           Proposed
                                          maximum            maximum
Title of each class       Amount          offering           aggregate         Amount of
of securities to be       to be           price              offering          registration
registered                registered      per unit (3)       price (3)         fee
--------------------   ----------------   ----------------   -------------   ---------------
Options (1)

Common Stock,
par value
$1.00 per share           1,600,000 (2)   $57.5625           $92,100,000.00    $25,603.80
(1)    Since Wilmington Trust Corporation ("WTC") will distribute the
            options to be registered hereunder for no value, no separate
            registration fee is required.

     (2)    This registration statement relates to the issuance to employees
            of WTC and its subsidiaries of up to 1,500,000 shares of WTC's
            common stock pursuant to our 1999 Long-Term Incentive Plan and up to
            100,000 shares of WTC's common stock pursuant to our Executive
            Incentive Plan (collectively, the "Plans")

     (3)    Pursuant to Rule 457(h)(1) under the Securities Act of 1933, as
            amended, and solely for the purpose of calculating the registration
            fee, the proposed maximum aggregate offering price per unit of
            common stock is based upon $57.5625, the average of the high and low
            sale prices of the registrant's common stock on the New York Stock
            Exchange on May 27, 1999.

                                      -2-
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

       The following documents, which we have filed with the SEC, are
incorporated herein by reference:

       1.  Annual Report on Form 10-K for the year ended December 31, 1998;

       2.  Quarterly Report on Form 10-Q for the quarter ended March 31, 1999;

       3.  The  description of our common stock contained on pages 27 through 29
           of the proxy statement of Wilmington Trust Company dated May 2, 1991;
           and

       4.  The description of our preferred  stock purchase rights  contained in
           the Registration Statement on Form 8-A filed on January 28, 1995.

       All reports and other documents we subsequently file pursuant to Sections
12, 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to filing a
post-effective amendment that indicates that all securities offered hereby have
been sold, or that deregisters all securities then remaining unsold, are deemed
to be incorporated by reference in and to be a part of this registration
statement from the date of filing those reports and documents. Any statement
contained in a document incorporated or deemed to be incorporated by reference
in this registration statement is deemed to be modified or superseded for
purposes of this registration statement to the extent that a statement contained
in this registration statement or any other document subsequently filed that
also is or is deemed to be incorporated by reference in this registration
statement modifies or supersedes that statement.

Item 4.   DESCRIPTION OF SECURITIES

          Not applicable.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

       Gerard A. Chamberlain, Esquire, Philadelphia, Pennsylvania, has passed
upon the validity of our common stock offered hereby. Mr. Chamberlain is an
officer and employee of Wilmington Trust Company, all of whose stock is owned by
WTC, and an officer of WTC and other of its subsidiaries.

                                      -3-
OTHER EXPERTS.

       The consolidated financial statements of WTC and its subsidiaries
incorporated by reference in our Annual Report on Form 10-K for the year ended
December 31, 1998 have been audited by Ernst & Young, LLP, independent auditors,
as set forth in their report dated January 22, 1999 accompanying those financial
statements incorporated by reference in that Form 10-K and are incorporated by
reference in this registration statement in reliance upon that report given upon
the authority of that firm as experts in accounting and auditing.

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

       Our Restated Certificate of Incorporation provides that a director will
not be liable to WTC or its stockholders for monetary damages for breach of
fiduciary duty as a director, unless that limitation on liability is not
permitted under Delaware's General Corporation Law. Our Bylaws provide that we
will indemnify a person threatened to be made a party or otherwise involved in
any proceeding because he or she is or was our director or officer, or is or was
serving at our written request as a director, officer, employee or agent of
another entity, against liability that person suffers and expenses that person
incurs. We must indemnify a person in connection with a proceeding that person
initiates only if our Board of Directors authorized that proceeding.

       Section 145 of Delaware's General Corporation Law provides that a
corporation may indemnify its officers, directors, employees and agents (or
persons who served, at the corporation's request, as officers, directors,
employees or agents of another corporation) against expenses they incur in
defending any action as a result of being a director, officer, employee or agent
if that person acted in good faith and in a manner reasonably believed to be in
or not opposed to the corporation's best interests. In the case of any criminal
action or proceeding, the individual must have had no reason to believe his
conduct was unlawful.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.

Item 8.   EXHIBITS.

Exhibit
Number    Exhibit
------    -------

5         Opinion of counsel as to legality of registrant's common stock

23.1      Consent of Gerard A. Chamberlain, Esquire
          (included in Exhibit 5)

23.2      Consent of Ernst & Young LLP

24        Power of Attorney of Directors and Officers
          of the registrant (included on the signature pages of this
          registration statement)

                                      -4-
Item 9.   UNDERTAKINGS.

      A.  The undersigned registrant hereby undertakes:

          (a)(1) To file, during any period in which any offers or sales are
      being made, a post-effective amendment to this registration statement:

                         (i) To include any prospectus required by section 10(a)
                             (3) of the Securities Act of 1933;

                        (ii) To reflect in the prospectus any facts or events
                             arising after the effective date of the
                             registration statement (or the most recent
                             post-effective amendment thereof) which,
                             individually or in the aggregate, represent a
                             fundamental change in the information set forth in
                             the registration statement. Notwithstanding the
                             foregoing, any increase or decrease in volume of
                             securities offered (if the total dollar value of
                             securities offered would not exceed that which was
                             registered) and any deviation from the low or high
                             end of the estimated maximum offering range may be
                             reflected in the form of prospectus filed with the
                             Commission pursuant to Rule 424(b) if, in the
                             aggregate, the changes in volume and price
                             represent no more than a 20% change in the maximum
                             aggregate offering price set forth in the
                             "Calculation of Registration Fee" table in the
                             effective registration statement;

                       (iii) To include any material information with respect to
                             the plan of distribution  not previously  disclosed
                             in  the  registration  statement  or  any  material
                             change  to  such  information  in the  registration
                             statement.

      Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the registration statement is on Form S-3 or Form S-8, and 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 Securities Exchange Act of
      1934 and that are incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under the
      Securities Act of 1933, 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.

                                      -5-
(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.

      (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to section 13(a) or section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference into 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 of 1933 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 Act and is, therefore, unenforceable. In the event 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
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                      -6-
SIGNATURES

THE REGISTRANT.

      Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all 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 Wilmington, State of Delaware, on May 20, 1999.

                                    WILMINGTON TRUST CORPORATION

                                    By:   /s/ Ted T. Cecala
                                          ------------------------------
                                          Ted T. Cecala,
                                          Chairman of the Board and
                                          Chief Executive Officer

                                POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Thomas P. Collins and/or Gerard A. Chamberlain
his or her true and lawful attorney(s)-in-fact and agent, with full power of
substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this registration statement, and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney(s)-in-fact and
agent(s) full power and authority to do and perform each and every act and
thing, as fully to all intents and purposes as he or she might or could do in
person, hereby ratifying and confirming all that those attorney(s)-in-fact and
agent(s), or his or their substitute or substitutes, may lawfully do or cause to
be done by virtue hereof.

                                      -7-
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 date indicated.

                                             /s/ Ted T. Cecala
                                             -----------------------------------
                                             Ted T. Cecala
                                             Director, Chairman of the Board
                                             and Chief Executive Officer

                                             (Date) May 20, 1999

                                             /s/ Robert V.A. Harra, Jr.
                                             -----------------------------------
                                             Robert V.A. Harra, Jr.
                                             Director, President, Chief
                                             Operating Officer and Treasurer

                                             (Date) May 20, 1999

                                             /s/ David R. Gibson
                                             -----------------------------------
                                             David R. Gibson
                                             Senior Vice President and Chief
                                             Financial Officer
                                             (Principal Financial Officer and
                                             Principal Accounting Officer)

                                             (Date) May 20, 1999

                                             /s/ Carolyn S. Burger
                                             -----------------------------------
                                             Carolyn S. Burger
                                             Director

                                             (Date) May 20, 1999

                                      -8-
/s/ Richard R. Collins
                                             -----------------------------------
                                             Richard R. Collins
                                             Director and member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999

                                             /s/ Charles S. Crompton, Jr.
                                             -----------------------------------
                                             Charles S. Crompton, Jr.
                                             Director and member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999

                                             /s/ H. Stewart Dunn, Jr.
                                             -----------------------------------
                                             H. Stewart Dunn, Jr.
                                             Director

                                             (Date) May 20, 1999

                                             /s/ Edward B. duPont
                                             -----------------------------------
                                             Edward B. duPont
                                             Director

                                             (Date) May 20, 1999

                                             /s/ R. Keith Elliott
                                             -----------------------------------
                                             R. Keith Elliott
                                             Director

                                             (Date) May 20, 1999

                                      -9-
/s/ Robert C. Forney
                                             -----------------------------------
                                             Robert C. Forney
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999

                                             /s/ Andrew B. Kirkpatrick, Jr.
                                             -----------------------------------
                                             Andrew B. Kirkpatrick, Jr.
                                             Director

                                             (Date) May 20, 1999

                                             /s/ Rex L. Mears
                                             -----------------------------------
                                             Rex L. Mears
                                             Director

                                             (Date) May 20, 1999

                                             /s/ Hugh E. Miller
                                             -----------------------------------
                                             Hugh E. Miller
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999

                                             /s/ Stacey J. Mobley
                                             -----------------------------------
                                             Stacey J. Mobley
                                             Director and Member of Wilmington
                                             Trust's Compensation Committee

                                             (Date) May 20, 1999

                                      -10-
/s/ Leonard W. Quill
                                             -----------------------------------
                                             Leonard W. Quill
                                             Director

                                             (Date) May 20, 1999

                                             /s/ David P. Roselle
                                             -----------------------------------
                                             David P. Roselle
                                             Director

                                             (Date)  May 20, 1999

                                             /s/ H. Rodney Sharp, III
                                             -----------------------------------
                                             H. Rodney Sharp, III
                                             Director

                                             (Date) May 20, 1999

                                             /s/ Thomas P. Sweeney
                                             -----------------------------------
                                             Thomas P. Sweeney
                                             Director

                                             (Date) May 20, 1999

                                             /s/ Mary Jornlin Theisen
                                             -----------------------------------
                                             Mary Jornlin Theisen
                                             Director

                                             (Date) May 20, 1999

                                      -11-
/s/ Robert W. Tunnell, Jr.
                                             -----------------------------------
                                             Robert W. Tunnell, Jr.
                                             Director

                                             (Date) May 20, 1999

                                      -12-
EXHIBIT INDEX

Exhibit
Number    Exhibit
------    -------

5         Opinion of counsel as to legality of registrant's common stock

23.1      Consent of Gerard A. Chamberlain, Esquire
          (included in Exhibit 5 hereto)

23.2      Consent of Ernst & Young LLP

24        Power of Attorney of Directors and Officers (included on the signature
          pages of this registration statement)

                                      -13-