S-8

             SECURITIES AND EXCHANGE COMMISSION
                Washington, D. C.  20549

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

           FAHNESTOCK VINER HOLDINGS INC.
  (Exact name of Issuer as Specified in its Charter)

Ontario, Canada                   98-0080034
(State or Other Jurisdiction of   (I.R.S. Employer 
Incorporation or Organization)    Identification No.)

P.O. Box 2015, Suite 1110
20 Eglinton Avenue West
Toronto, Ontario, Canada  M4R 1K8
(Address, including zip code, of registrant's principal executive office)

FAHNESTOCK VINER HOLDINGS INC.
1996 EQUITY INCENTIVE PLAN
(Full title of the plan)

Elaine K. Roberts
Fahnestock Viner Holdings Inc.
P.O. Box 2015, Suite 1110
20 Eglinton Avenue West
Toronto, Ontario, Canada M4R 1K8
Telephone (416) 322-1515
(Name, address and telephone number, including area code, of agent for service)

Calculation of Registration Fee

Title of Securities to be registered           Class A non-voting shares
Amount to be registered                        250,000
Proposed maximum offering price	per share (1)  $19.50
Proposed maximum aggregate offering price      $4,875,000
Amount of registration fee (1)                 $1,438.12

(1)  Estimated solely for the purpose of computing the registration 
fee pursuant to Rules 457(c) and (h) of the Securities Act of 
1933 on the basis of the last sale price of the Class A non-voting 
shares on May 18, 1998 on The New York Stock Exchange. 

EXPLANATORY NOTE 

This Registration Statement relates to additional shares of Class A 
non-voting shares (the "Class A Shares") of Fahnestock Viner 
Holdings Inc., an Ontario corporation (the "Company"), to be 
issued upon exercise of employee stock option agreements granted 
pursuant to the Company's 1996 Equity Incentive Plan, Amended 
and Restated as at January 7, 1997 together with Amendment No. 
1 dated March 25, 1997 and Amendment No. 2 dated February 23, 
1998 (the "Plan"). A registration statement describing  the 
Company's Class A non-voting shares was filed with the Securities 
and Exchange Commission on February 27, 1997 (no. 333-22485), 
and in accordance with General Instruction E to Form S-8, is 
hereby incorporated by reference and made a part hereof.

SIGNATURES

Pursuant to the requirements of the Securities  Act of 1933, as 
amended, the Company 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 
New York, State of New York, on this 26th day of May, 1998.

FAHNESTOCK VINER HOLDINGS INC.
(Registrant)

By: /s/ E. K. Roberts
      E. K. Roberts, 
      President, Treasurer,
      Chief Financial Officer

POWER OF ATTORNEY

Each person whose signature appears below hereby constitutes and 
appoints Elaine K. Roberts, his true and lawful attorney-in-fact and 
agent, with full power of substitution and resubstitution, for him 
and his name, place and stead, in any and all capacities, to sign any 
or all amendments or supplements 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-in-fact and agent full 
power and authority to do and perform each and every act and 
thing necessary or appropriate to be done with respect to this 
Registration Statement or any amendments or supplements hereto 
in the premises, as fully to all intents and purposes as he might or 
could do in person, hereby ratifying and confirming all that said 
attorney-in-fact and agent, or their 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 and on the dates indicated.

Signature              Title                                     Date  

/s/ A. G. Lowenthal    Chairman of the Board,                    May 26, 1998
A. G. Lowenthal        Chief Executive Officer,Director

/s/ E. K. Roberts      President, Treasurer,                     May 26, 1998
E. K. Roberts          Chief Financial Officer,Director

/s/A. W. Oughtred      Secretary, Director                       May 26, 1998
A. W. Oughtred

/s/J. L. Bitove        Director                                  May 26, 1998
J.L. Bitove

/s/R. Crystal          Director                                  May 26, 1998
R. Crystal

/s/K. W. McArthur      Director                                  May 26, 1998
K. W. McArthur

/s/B. Winberg          Director                                  May 26, 1998
B. Winberg

INDEX TO EXHIBITS

Exhibits designated by an asterisk have been heretofore filed by the 
Company pursuant to Section 13 or 15(d) of the Exchange Act and 
are hereby incorporated herein by reference to the pertinent prior 
filing.
							
Exhibit                                    Sequentially
No.    Description of Exhibit              Numbered Page

4(a)   Articles of Incorporation, as       *
       amended, of Fahnestock Viner
       Holdings Inc. (previously filed
       as an exhibit to Form 20-F for
       fiscal years ended December 31,
       1986 and 1988).

4(b)   By-Laws, as amended (previously	    *
       filed as an exhibit to Form 20-F
       for the fiscal year ended 
       December 31, 1987)

5      Opinion of Borden & Elliot		
       regarding the legality of any
       original issuance of common
       stock being registered.

23(a)  Consent of Coopers & Lybrand	

23(b)  Borden & Elliot
       (included in Exhibit 5)

24     Power of Attorney (included
       on the signature pages of
       the registration statement)

EX-5

[LEGEND] EXHIBITS 5 and 23(b) OPINION OF COUNSEL CONSENT OF COUNSEL

[Letterhead of Borden & Elliot]

May 25, 1998

Securities and Exchange Commission
450 Fifth Street N. W.
Judiciary Plaza
Washington, D. C.  20549
U. S. A.

Dear Sirs:

		Re: 	Fahnestock Viner Holdings Inc.
			Registration Statement on Form S-8

We have acted as Ontario counsel to Fahnestock Viner Holdings 
Inc., an Ontario corporation (the "Corporation"), in connection 
with the preparation and filing with the Securities and Exchange 
Commission of a Registration Statement on Form S-8 on May 26, 
1998 (the "Registration Statement"), registering an aggregate of  
250,000 Class A non-voting shares (the "Class A Shares") of the 
Corporation reserved for issuance under the Corporation's 1996 
Equity Incentive Plan, as amended (the "Plan"), subject to 
compliance with applicable United States and Ontario securities 
laws and the requirements of  The Toronto Stock Exchange.

We have examined such corporate records of the Corporation and 
other documents as we have deemed necessary and appropriate 
under the circumstances to furnish the following opinions:

1.  The Corporation is a corporation duly continued and 
validly existing under the laws of the Province of 
Ontario.

2.  When the 250,000 Class A Shares have been duly 
issued and when the Corporation has received the issue 
price for the 250,000 Class A Shares  in the manner 
contemplated by the Plan and the related option 
agreements,  the Class A Shares will be duly issued as 
fully paid and non-assessable shares.

We hereby consent to the filing of this letter as an exhibit to the 
Registration Statement and all amendments thereto and to the 
reference to our name under the heading "Interests of Named 
Experts and Counsel" in the Registration Statement on Form S-8 
of the Corporation filed with the Securities and Exchange 
Commission on February 27, 1997 in connection with the 
registration of 1,850,000 Class A non-voting shares reserved for 
issuance under the Corporation's 1996 Equity Incentive Plan.

Yours very  truly,
/s/ Borden & Elliot
Borden & Elliot

EX-23

[LEGEND] EXHIBIT 23(a) CONSENT OF INDEPENDENT AUDITORS

[Letterhead of Coopers & Lybrand]

May 25, 1998

Consent of Independent Auditors

We consent to the incorporation by reference in this Registration 
Statement on Form S-8 of Fahnestock Viner Holdings Inc. (the 
"Company") our report dated March 4, 1998 appearing in the 
Company's Annual Report on Form 10-K for the fiscal year ended 
December 31, 1997.

/s/ Coopers & Lybrand
Coopers & Lybrand

Toronto, Ontario

EX-23

[LEGEND] EXHIBIT 23(b)

THE CONSENT OF BORDEN & ELLIOT IS INCLUDED IN 
EXHIBIT 5 CONTAINED HEREIN