<PAGE>
  As filed with the Securities and Exchange Commission on June 19, 1996
                                                            File No. 333-


                  SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549

                       ______________________

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



                            Hub Group, Inc.
        (Exact Name of Registrant as Specified in its Charter)

    Delaware                                            36-4007085
(State or Other Jurisdiction                         (I.R.S. Employer
of Incorporation or Organization)                   Identification No.)
            

377 East Butterfield Road, Suite 700
        Lombard, Illinois                                60148
(Address of Principal Executive Offices)               (Zip Code)


               Hub Group, Inc. 1996 Long-Term Incentive Plan
                         (Full Title of the Plan)


                            Mark A. Yeager
                            Hub Group, Inc.
                377 East Butterfield Road, Suite 700
                       Lombard, Illinois 60148
               (Name and Address of Agent For Service)

                            (708) 271-3600
     (Telephone Number, Including Area Code, of Agent For Service)
                          ______________________

<PAGE>
<TABLE>
<CAPTION>

                                      CALCULATION OF REGISTRATION FEE
=====================================================================================================
                                                       Proposed        Proposed
                                                       Maximum         Maximum
Title of Securities to be        Amount to be          Offering Price  Aggregate       Amount of
     Registered                  Registered            Per Share(1)    Offering Price  Registration
                                                                                       Fee
<S>                              <C>                  <C>              <C>             <C> 

- ------------------------------------------------------------------------------------------------------
Common Stock, par value
  $.01 per share...............  362,500 Shares(1)    $14.0000         $5,075,000.00   $1,750.00
- -------------------------------------------------------------------------------------------------------
Common Stock, par value
  $.01 per share...............   87,500 Shares(2)    $20.3125         $1,777,343.75   $612.88
- -------------------------------------------------------------------------------------------------------
Total..........................  450,000 Shares                                      $2,362.88
=======================================================================================================
<FN>
(1)     Pursuant to Rule 457(h)(1), computed on the basis of the price at which the options may be
        exercised.
(2)     Pursuant to Rule 457(h)(1), computed on the basis of the average of the high and low sales 
        prices on June 13, 1996.

</TABLE>

<PAGE>


                                  PART II


                          INFORMATION REQUIRED IN
                         THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents, which have heretofore been filed by Hub Group,
Inc., a Delaware  corporation (the "Company"),  with the Securities and Exchange
Commission (the "Commission")  pursuant to the Securities  Exchange Act of 1934,
as amended (the "Exchange Act"), File No. 0-27754, are incorporated by reference
herein and shall be deemed to be a part hereof:

         (a)      Prospectus dated March 13, 1996 filed with the Commission 
                  under Rule 424(b)(4);

         (b)      The description of Common Stock included in the Company's
                  Registration Statement on Form 8-A filed with the Commission
                  on February 13, 1996;

         (c)      Quarterly Report on Form 10-Q for the Quarter ended March 31,
                  1996; and

         (d)      Form 8-K filed with the Commission on May 17, 1996.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange  Act, prior to the filing  of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated herein by reference and shall be deemed a part hereof from
the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         (a) The Delaware General Corporation Law ("GCL") (Section 145) gives
Delaware corporations broad powers to indemnify their present and  former
directors and officers and those of affiliated corporations against expenses
incurred in the defense of any lawsuit to which they are made parties by reason
of being or having been such directors  or officers,  subject  to  specified
conditions and exclusions, gives a director or officer who successfully defends
an action the right to be so indemnified, and authorizes the Registrant to buy
directors' and officers' liability insurance.  Such indemnification is not
exclusive of any other rights to which those indemnified may be entitled under
any by-laws, agreement, vote of stockholders or otherwise.

         (b)  Article  Eleventh  of the Certificate of Incorporation of the
Registrant permits, and Article VI of the ByLaws of the Registrant provides for,
indemnification  of  directors,  officers,  employees  and agents to the fullest
extent permitted by law.

         (c) In  accordance  with Section  102(b)(7)  of the  Delaware  GCL, the
Registrant's  Certificate of Incorporation  provides that directors shall not be
liable for monetary damages for breaches of their fiduciary duty as directors
except to the extent such  exemption  from liability or limitation thereof
is not  permitted  under the  Delaware  GCL as the same exists or may be
amended.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         See Index to Exhibits which is incorporated herein by reference.

Item 9.  Undertakings.

         The undersigned registrant hereby undertakes:

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

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

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

                  Provided, however, that paragraphs (1)(i) and (1)(ii) do not
                  apply if the 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
                  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.

         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.

         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  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         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  provisions  of the  registrant's  articles of
incorporation  or by-laws 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  Securities  Act of 1933  and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as  expressed in the  Securities  Act of 1933 and will be governed by the
final adjudication of such issue.

<PAGE>
                                     SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this  Registration  Statement to be signed on its
behalf by the undersigned,  thereunto duly  authorized,  in the City of Lombard,
Illinois, on June 18, 1996.

                                                     HUB GROUP, INC.


                                                     By /s/ David P. Yeager
                                                        ---------------------
                                                        David P. Yeager
                                                        Chief Executive Officer
                                                         and Vice Chairman

<PAGE>
                                   POWER OF ATTORNEY

         Each person  whose  signature  appears  below  hereby  constitutes  and
appoints  David P.  Yeager,  Mark A.  Yeager,  William L.  Crowder and Thomas L.
Hardin and each of them, the true and lawful attorneys-in-fact and agents of the
undersigned, with full power of substitution and resubstitution,  for and in the
name, place and stead of the undersigned, 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, and hereby
grants to such  attorneys-in-fact  and agents,  and each of them, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done,  as fully to all intents and  purposes as the  undersigned  might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorneys-in-fact  and agents,  or any of them,  or their or his  substitute  or
substitutes, may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this  Registration  Statement  has been signed by the  following  persons in the
capacities indicated on June 18, 1996.

                                                                               
                                                           Title
                                                           -----

/s/ David P. Yeager                                  Vice-chairman, 
                    David P. Yeager                  Chief Executive Officer 
                                                     and Director

/s/ William L. Crowder                               Vice President--Finance 
                    William L. Crowder               and Chief Financial Officer
                                                     (Principal Financial and
                                                     Accounting Officer)

/s/ Phillip C. Yeager                                Chairman and Director
                     Phillip C. Yeager

/s/ Thomas L. Hardin                                 President, Chief Operating
                     Thomas L. Hardin                Officer and Director

/s/ Charles R. Reaves                                Director
                     Charles R. Reaves

/s/ Martin P. Slark                                  Director
                      Martin P. Slark

/s/ Gary D. Eppen                                    Director
                       Gary D. Eppen

<PAGE>
                                     EXHIBIT INDEX

Exhibit                                                        Sequential
Number        Description of Exhibit                           Page Number
- -------       -----------------------                          ------------

4.1           Restated Certificate of Incorporation 
              (incorporated by reference to Exhibits
              3.1 and 3.3 to Registration Statement on 
              Form S-1, Registration Statement 
              No. 33-90210)

4.2           By-Laws (incorporated by reference to 
              Exhibit 3.2 to Registration Statement
              on Form S-1, Registration Statement 
              No. 33-90210)

4.3           Hub Group, Inc. 1996 Long-Term Incentive
              Plan....................................


5.1           Opinion of Mayer, Brown & Platt.........


23.1          Consent of Mayer, Brown & Platt 
              (included in Exhibit 5.1)

23.2          Consent of Arthur Andersen LLP..........


24.1          Powers of Attorney (included on the signature page 
              of the registration statement)
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 15568}]
{"company-data": {"conformed-name": "HUB GROUP INC", "cik": "0000940942", "assigned-sic": "4731", "irs-number": "364007085", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-06327", "film-number": "96583175"}, "business-address": {"street1": "377 E BUTTERFIELD RD", "street2": "STE 700", "city": "LOMBARD", "state": "IL", "zip": "60148", "phone": "7089645800"}, "mail-address": {"street1": "377 EAST BUTTERFIELD RD", "street2": "SUITE 700", "city": "LOMBARD", "state": "IL", "zip": "60148"}}
As filed with the Securities and Exchange Commission on June 19, 1996
                                                            File No. 333-

                  SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549

                       ______________________

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

                            Hub Group, Inc.
        (Exact Name of Registrant as Specified in its Charter)

    Delaware                                            36-4007085
(State or Other Jurisdiction                         (I.R.S. Employer
of Incorporation or Organization)                   Identification No.)
            

377 East Butterfield Road, Suite 700
        Lombard, Illinois                                60148
(Address of Principal Executive Offices)               (Zip Code)

               Hub Group, Inc. 1996 Long-Term Incentive Plan
                         (Full Title of the Plan)

                            Mark A. Yeager
                            Hub Group, Inc.
                377 East Butterfield Road, Suite 700
                       Lombard, Illinois 60148
               (Name and Address of Agent For Service)

                            (708) 271-3600
     (Telephone Number, Including Area Code, of Agent For Service)
                          ______________________
CALCULATION OF REGISTRATION FEE
=====================================================================================================
                                                       Proposed        Proposed
                                                       Maximum         Maximum
Title of Securities to be        Amount to be          Offering Price  Aggregate       Amount of
     Registered                  Registered            Per Share(1)    Offering Price  Registration
                                                                                       Fee
- ------------------------------------------------------------------------------------------------------
Common Stock, par value
  $.01 per share...............  362,500 Shares(1)    $14.0000         $5,075,000.00   $1,750.00
- -------------------------------------------------------------------------------------------------------
Common Stock, par value
  $.01 per share...............   87,500 Shares(2)    $20.3125         $1,777,343.75   $612.88
- -------------------------------------------------------------------------------------------------------
Total..........................  450,000 Shares                                      $2,362.88
=======================================================================================================
(1)     Pursuant to Rule 457(h)(1), computed on the basis of the price at which the options may be
        exercised.
(2)     Pursuant to Rule 457(h)(1), computed on the basis of the average of the high and low sales 
        prices on June 13, 1996.
PART II

                          INFORMATION REQUIRED IN
                         THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents, which have heretofore been filed by Hub Group,
Inc., a Delaware  corporation (the "Company"),  with the Securities and Exchange
Commission (the "Commission")  pursuant to the Securities  Exchange Act of 1934,
as amended (the "Exchange Act"), File No. 0-27754, are incorporated by reference
herein and shall be deemed to be a part hereof:

         (a)      Prospectus dated March 13, 1996 filed with the Commission 
                  under Rule 424(b)(4);

         (b)      The description of Common Stock included in the Company's
                  Registration Statement on Form 8-A filed with the Commission
                  on February 13, 1996;

         (c)      Quarterly Report on Form 10-Q for the Quarter ended March 31,
                  1996; and

         (d)      Form 8-K filed with the Commission on May 17, 1996.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange  Act, prior to the filing  of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated herein by reference and shall be deemed a part hereof from
the date of filing of such documents.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         (a) The Delaware General Corporation Law ("GCL") (Section 145) gives
Delaware corporations broad powers to indemnify their present and  former
directors and officers and those of affiliated corporations against expenses
incurred in the defense of any lawsuit to which they are made parties by reason
of being or having been such directors  or officers,  subject  to  specified
conditions and exclusions, gives a director or officer who successfully defends
an action the right to be so indemnified, and authorizes the Registrant to buy
directors' and officers' liability insurance.  Such indemnification is not
exclusive of any other rights to which those indemnified may be entitled under
any by-laws, agreement, vote of stockholders or otherwise.

         (b)  Article  Eleventh  of the Certificate of Incorporation of the
Registrant permits, and Article VI of the ByLaws of the Registrant provides for,
indemnification  of  directors,  officers,  employees  and agents to the fullest
extent permitted by law.

         (c) In  accordance  with Section  102(b)(7)  of the  Delaware  GCL, the
Registrant's  Certificate of Incorporation  provides that directors shall not be
liable for monetary damages for breaches of their fiduciary duty as directors
except to the extent such  exemption  from liability or limitation thereof
is not  permitted  under the  Delaware  GCL as the same exists or may be
amended.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         See Index to Exhibits which is incorporated herein by reference.

Item 9.  Undertakings.

         The undersigned registrant hereby undertakes:

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

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

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

                  Provided, however, that paragraphs (1)(i) and (1)(ii) do not
                  apply if the 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
                  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.

         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.

         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  in the
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities offered therein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         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  provisions  of the  registrant's  articles of
incorporation  or by-laws 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  Securities  Act of 1933  and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as  expressed in the  Securities  Act of 1933 and will be governed by the
final adjudication of such issue.
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant has duly caused this  Registration  Statement to be signed on its
behalf by the undersigned,  thereunto duly  authorized,  in the City of Lombard,
Illinois, on June 18, 1996.

                                                     HUB GROUP, INC.

                                                     By /s/ David P. Yeager
                                                        ---------------------
                                                        David P. Yeager
                                                        Chief Executive Officer
                                                         and Vice Chairman
POWER OF ATTORNEY

         Each person  whose  signature  appears  below  hereby  constitutes  and
appoints  David P.  Yeager,  Mark A.  Yeager,  William L.  Crowder and Thomas L.
Hardin and each of them, the true and lawful attorneys-in-fact and agents of the
undersigned, with full power of substitution and resubstitution,  for and in the
name, place and stead of the undersigned, 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, and hereby
grants to such  attorneys-in-fact  and agents,  and each of them, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done,  as fully to all intents and  purposes as the  undersigned  might or
could  do  in  person,   hereby   ratifying   and   confirming   all  that  said
attorneys-in-fact  and agents,  or any of them,  or their or his  substitute  or
substitutes, may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this  Registration  Statement  has been signed by the  following  persons in the
capacities indicated on June 18, 1996.

                                                                               
                                                           Title
                                                           -----

/s/ David P. Yeager                                  Vice-chairman, 
                    David P. Yeager                  Chief Executive Officer 
                                                     and Director

/s/ William L. Crowder                               Vice President--Finance 
                    William L. Crowder               and Chief Financial Officer
                                                     (Principal Financial and
                                                     Accounting Officer)

/s/ Phillip C. Yeager                                Chairman and Director
                     Phillip C. Yeager

/s/ Thomas L. Hardin                                 President, Chief Operating
                     Thomas L. Hardin                Officer and Director

/s/ Charles R. Reaves                                Director
                     Charles R. Reaves

/s/ Martin P. Slark                                  Director
                      Martin P. Slark

/s/ Gary D. Eppen                                    Director
                       Gary D. Eppen
EXHIBIT INDEX

Exhibit                                                        Sequential
Number        Description of Exhibit                           Page Number
- -------       -----------------------                          ------------

4.1           Restated Certificate of Incorporation 
              (incorporated by reference to Exhibits
              3.1 and 3.3 to Registration Statement on 
              Form S-1, Registration Statement 
              No. 33-90210)

4.2           By-Laws (incorporated by reference to 
              Exhibit 3.2 to Registration Statement
              on Form S-1, Registration Statement 
              No. 33-90210)

4.3           Hub Group, Inc. 1996 Long-Term Incentive
              Plan....................................

5.1           Opinion of Mayer, Brown & Platt.........

23.1          Consent of Mayer, Brown & Platt 
              (included in Exhibit 5.1)

23.2          Consent of Arthur Andersen LLP..........

24.1          Powers of Attorney (included on the signature page 
              of the registration statement)