As filed with the Securities and Exchange Commission on December 22, 1998
                                                      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)

                               Thrift Savings Plan
                             -----------------------
                            (Full title of the plan)

                                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>
<CAPTION>

                         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 (2)      price (2)          fee
----------             ----------       ------------     ---------           ---
<S>                  <C>                <C>              <C>               <C>


Common Stock,
par value
$1.00 per share      1,000,000  (1)     $56.0625         $56,062,500.00    $ 15,585.38
</TABLE>
                                                                     
(1)    Represents the shares of common stock issuable by the registrant
       under the above-referenced plan.

(2)    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 $56.0625, the average of the high and low sale
       prices of the registrant's common stock on Nasdaq on December 16, 1998.


       In addition, pursuant to Rule 416 under the Securities Act of 1933, this
       Registration Statement also covers an indeterminate amount of interests
       to be offered or sold pursuant to the employee benefit plan described
       herein. Pursuant to Rule 457(h)(2), no separate registration fee is due.





                                       2

<PAGE>



PROSPECTUS


                          WILMINGTON TRUST CORPORATION
                          ----------------------------

                        1,000,000 SHARES OF COMMON STOCK
                        --------------------------------


      This prospectus cover the issuance to employees of the registrant,
Wilmington Trust Corporation (the "Corporation"), or its subsidiaries of up to
1,000,000 shares of the registrant's common stock pursuant to our Thrift Savings
Plan (the "Plan").

      This  Registration   Statement   incorporates by   reference  Registration
Statement No. 33-43675 the registrant filed with the SEC on October 31, 1991.





                                       3
<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, 1997;

2.    Annual Report on Form 11-K and Form 11-K/A for the year ended December 31,
      1997;

3.    Quarterly Reports on Form 10-Q for the quarters ended March 31, 1998, June
      30, 1998 and September 30, 1998;

4.    Current Report on Form 8-K dated April 24, 1998;

5.    The Registration Statement on Form 8-A filed on December 1, 1998;

6.    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

7.    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 Prospectus 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
Prospectus is deemed to be modified or superseded for purposes of this
Prospectus to the extent that a statement contained in this Prospectus or in the
Registration Statement or in any other document subsequently filed that also is
or is deemed to be incorporated by reference in this Prospectus modifies or
supersedes that statement. Any statement so modified or superseded is not
deemed, except as so modified or superseded, to constitute a part of this
Prospectus.

Item 4.           Description of Securities
                  -------------------------

                  Not applicable.




                                       4
<PAGE>





Item 5.           Interests of Named Experts and Counsel.
                  ---------------------------------------

      The Plan's compliance with ERISA has been passed upon by Michael A.
DiGregorio, Esquire, Wilmington, Delaware.  Mr. DiGregorio is an officer and
employee of Wilmington Trust Company, all of whose stock is owned by the
registrant, and an officer of other subsidiaries of the registrant.

Item 6.           Indemnification of Directors and Officers.
                  ------------------------------------------
     
      Our Restated Certificate of Incorporation provides that a director will
not be liable to the Corporation 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 Plan's compliance with ERISA
                                                                        

23.1        Consent of Michael A. DiGregorio, 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 
            page of this registration statement)




                                       5
<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.



                                       6

<PAGE>


            (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.

            (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 approximate 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.




                                       7
<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 December 17, 1998.


                                    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.



                                       8
<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)      December 17, 1998



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

                                    (Date)      December 17, 1998



                                    /s/ David R. Gibson
                                    ------------------------------
                                    David R. Gibson
                                    Senior Vice President, Chief
                                    Financial Officer and member of Thrift
                                    Savings Plan Committee
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



                                       9

<PAGE>


                                    /s/ Richard R. Collins
                                    ------------------------------
                                    Richard R. Collins
                                    Director

                                    (Date)      December 17, 1998



                                    /s/ Charles S. Crompton, Jr.
                                    ------------------------------
                                    Charles S. Crompton, Jr.
                                    Director

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



                                    /s/ Edward B. Dupont
                                    ------------------------------
                                    Edward B. DuPont
                                    Director

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



                                       10
<PAGE>




                                    /s/ Robert C. Forney
                                    ------------------------------
                                    Robert C. Forney
                                    Director

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998


                                    /s/ Hugh E. Miller
                                    ------------------------------
                                    /s/ Hugh E. Miller
                                    Hugh E. Miller
                                    Director

                                    (Date)      December 17, 1998



                                    /s/ Stacey J. Mobley
                                    ------------------------------
                                    Stacey J. Mobley
                                    Director

                                    (Date)      December 17, 1998




                                       11
<PAGE>




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


                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998



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

                                    (Date)      December 17, 1998






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

                                    (Date)      December 17, 1998





                                       12
<PAGE>



                                   SIGNATURES


The Plan
--------

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
following additional individuals who administer the Thrift Savings Plan have
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 December 17, 1998.






                                    /s/ Robert J. Christian             (SEAL)
                                    ----------------------------                
                                    Robert J. Christian




                                    /s/ Howard K. Cohen                 (SEAL)
                                    ----------------------------                
                                    Howard K. Cohen




                                    /s/ Thomas P. Collins               (SEAL)
                                    ----------------------------               
                                    Thomas P. Collins




                                    /s/ Michael A. Digregorio           (SEAL)
                                    ----------------------------           
                                    Michael A. DiGregorio




                                    /s/ William J. Farrell, II          (SEAL)
                                    ----------------------------          
                                    William J. Farrell, II




                                       13
<PAGE>



                                    /s/ Joseph M. Jacobs, Jr.           (SEAL)
                                    ----------------------------           
                                    Joseph M. Jacobs, Jr.




                                    /s/ P.M. Snyder, Jr.                (SEAL)
                                    ----------------------------                
                                    P. M. Snyder, Jr.




                                    /s/ Kermit B. Wooden                (SEAL)
                                    ----------------------------
                                    Kermit B. Wooden





                                       14

<PAGE>




                                  EXHIBIT INDEX
                                  -------------


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


5           Opinion of counsel as to Plan's compliance with ERISA

23.1        Consent of Michael A. DiGregorio, 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 page of this registration statement)







                                       15
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 26932}]
{"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": "333-69479", "film-number": "98773875"}, "business-address": {"street1": "RODNEY SQUARE NORTH", "street2": "1100 NORTH MARKET ST", "city": "WILMINGTON", "state": "DE", "zip": "19890", "phone": "3026511000"}}
As filed with the Securities and Exchange Commission on December 22, 1998
                                                      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)

                               Thrift Savings Plan
                             -----------------------
                            (Full title of the plan)

                                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 (2)      price (2)          fee
----------             ----------       ------------     ---------           ---
Common Stock,
par value
$1.00 per share      1,000,000  (1)     $56.0625         $56,062,500.00    $ 15,585.38
(1)    Represents the shares of common stock issuable by the registrant
       under the above-referenced plan.

(2)    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 $56.0625, the average of the high and low sale
       prices of the registrant's common stock on Nasdaq on December 16, 1998.

       In addition, pursuant to Rule 416 under the Securities Act of 1933, this
       Registration Statement also covers an indeterminate amount of interests
       to be offered or sold pursuant to the employee benefit plan described
       herein. Pursuant to Rule 457(h)(2), no separate registration fee is due.

                                       2
PROSPECTUS

                          WILMINGTON TRUST CORPORATION
                          ----------------------------

                        1,000,000 SHARES OF COMMON STOCK
                        --------------------------------

      This prospectus cover the issuance to employees of the registrant,
Wilmington Trust Corporation (the "Corporation"), or its subsidiaries of up to
1,000,000 shares of the registrant's common stock pursuant to our Thrift Savings
Plan (the "Plan").

      This  Registration   Statement   incorporates by   reference  Registration
Statement No. 33-43675 the registrant filed with the SEC on October 31, 1991.

                                       3
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, 1997;

2.    Annual Report on Form 11-K and Form 11-K/A for the year ended December 31,
      1997;

3.    Quarterly Reports on Form 10-Q for the quarters ended March 31, 1998, June
      30, 1998 and September 30, 1998;

4.    Current Report on Form 8-K dated April 24, 1998;

5.    The Registration Statement on Form 8-A filed on December 1, 1998;

6.    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

7.    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 Prospectus 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
Prospectus is deemed to be modified or superseded for purposes of this
Prospectus to the extent that a statement contained in this Prospectus or in the
Registration Statement or in any other document subsequently filed that also is
or is deemed to be incorporated by reference in this Prospectus modifies or
supersedes that statement. Any statement so modified or superseded is not
deemed, except as so modified or superseded, to constitute a part of this
Prospectus.

Item 4.           Description of Securities
                  -------------------------

                  Not applicable.

                                       4
Item 5.           Interests of Named Experts and Counsel.
                  ---------------------------------------

      The Plan's compliance with ERISA has been passed upon by Michael A.
DiGregorio, Esquire, Wilmington, Delaware.  Mr. DiGregorio is an officer and
employee of Wilmington Trust Company, all of whose stock is owned by the
registrant, and an officer of other subsidiaries of the registrant.

Item 6.           Indemnification of Directors and Officers.
                  ------------------------------------------
     
      Our Restated Certificate of Incorporation provides that a director will
not be liable to the Corporation 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 Plan's compliance with ERISA
                                                                        

23.1        Consent of Michael A. DiGregorio, 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 
            page of this registration statement)

                                       5
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.

                                       6
(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.

            (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 approximate 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.

                                       7
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 December 17, 1998.

                                    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.

                                       8
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)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                    /s/ David R. Gibson
                                    ------------------------------
                                    David R. Gibson
                                    Senior Vice President, Chief
                                    Financial Officer and member of Thrift
                                    Savings Plan Committee
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                       9
/s/ Richard R. Collins
                                    ------------------------------
                                    Richard R. Collins
                                    Director

                                    (Date)      December 17, 1998

                                    /s/ Charles S. Crompton, Jr.
                                    ------------------------------
                                    Charles S. Crompton, Jr.
                                    Director

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                    /s/ Edward B. Dupont
                                    ------------------------------
                                    Edward B. DuPont
                                    Director

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                       10
/s/ Robert C. Forney
                                    ------------------------------
                                    Robert C. Forney
                                    Director

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                    /s/ Hugh E. Miller
                                    ------------------------------
                                    /s/ Hugh E. Miller
                                    Hugh E. Miller
                                    Director

                                    (Date)      December 17, 1998

                                    /s/ Stacey J. Mobley
                                    ------------------------------
                                    Stacey J. Mobley
                                    Director

                                    (Date)      December 17, 1998

                                       11
/s/ Leonard W. Quill
                                    ------------------------------
                                    Leonard W. Quill
                                    Director

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

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

                                    (Date)      December 17, 1998

                                       12
SIGNATURES

The Plan
--------

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
following additional individuals who administer the Thrift Savings Plan have
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 December 17, 1998.

                                    /s/ Robert J. Christian             (SEAL)
                                    ----------------------------                
                                    Robert J. Christian

                                    /s/ Howard K. Cohen                 (SEAL)
                                    ----------------------------                
                                    Howard K. Cohen

                                    /s/ Thomas P. Collins               (SEAL)
                                    ----------------------------               
                                    Thomas P. Collins

                                    /s/ Michael A. Digregorio           (SEAL)
                                    ----------------------------           
                                    Michael A. DiGregorio

                                    /s/ William J. Farrell, II          (SEAL)
                                    ----------------------------          
                                    William J. Farrell, II

                                       13
/s/ Joseph M. Jacobs, Jr.           (SEAL)
                                    ----------------------------           
                                    Joseph M. Jacobs, Jr.

                                    /s/ P.M. Snyder, Jr.                (SEAL)
                                    ----------------------------                
                                    P. M. Snyder, Jr.

                                    /s/ Kermit B. Wooden                (SEAL)
                                    ----------------------------
                                    Kermit B. Wooden

                                       14
EXHIBIT INDEX
                                  -------------

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

5           Opinion of counsel as to Plan's compliance with ERISA

23.1        Consent of Michael A. DiGregorio, 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 page of this registration statement)

                                       15