content: <PAGE>   1
  AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 23, 2000
                                                             Registration No. 333-
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
                              -------------------------
                                      FORM S-8
                            REGISTRATION STATEMENT UNDER
                             THE SECURITIES ACT OF 1933
  
  
  
                                  IMAX CORPORATION
               (Exact name of registrant as specified in its charter)
  
           CANADA                                      98-0140269
           (State or other jurisdiction of             (I.R.S. Employer
           incorporation or organization)              Identification No.)
  
                                 2525 Speakman Drive
                            Mississauga, Ontario L5K 1B1
                                       Canada
                      (Address of Principal Executive Offices)
  
                   EMPLOYMENT AGREEMENTS WITH CERTAIN INDIVIDUALS
  
                              (Full title of the plan)
  
                              ------------------------
  
                                  IMAX U.S.A. INC.
                           110 E. 59th STREET, SUITE 2100
                                NEW YORK, N.Y. 10022
                       (Name and address of agent for service)
  
                                   (212) 664-1666
            (Telephone number, including area code, of agent for service)
  
                           CALCULATION OF REGISTRATION FEE
  
  <TABLE>
  <CAPTION>
            TITLE OF SECURITIES             AMOUNT TO BE     PROPOSED MAXIMUM     PROPOSED MAXIMUM      AMOUNT OF
             TO BE REGISTERED                REGISTERED       OFFERING PRICE         AGGREGATE       REGISTRATION FEE
                                                               PER SHARE(1)        OFFERING PRICE
  
  <S>                                         <C>               <C>                  <C>                 <C>
  Common Shares (no par value)                100,000            US$24.50            US$2,450,000       US$646.80
  </TABLE>
  
  
   (1)      The offering price of the 100,000 shares registered hereunder of
            $24.03125 per share has been estimated solely for the purpose of
            determining the registration fee pursuant to Rules 457(c) and 457(h)
            of the Securities Act of 1933, as amended (the "Securities Act"), on
            the basis of the average of the high and low prices of Imax
            Corporation Common Stock, no par value, reported on the Nasdaq
            National Market on February 15, 2000.
  
  
  
  
  
  <PAGE>   2
  
  
  
                                          2
  
  
                    This Registration Statement on Form S-8 (the "Registration
  Statement") registers 100,000 shares of common stock, no par value (the "Common
  Stock") of Imax Corporation (the "Registrant"). In connection with the
  Registrant's acquisition of Digital Projection International, plc on September
  3, 1999, the Registrant and Digital Projection Limited entered into employment
  agreements with each of Brian Critchley, Michael Levi, David Green, Dermot
  Quinn, Michael Blackburn, and Tim Cronin (collectively, the "Employment
  Agreements"). The Employment Agreements are substantially similar, and each
  Employment Agreement provides for a grant of restricted Common Stock at no cost
  to the employee. A form of Employment Agreement is filed as Exhibit 4.2 to this
  Registration Statement.
  
  
  
  <PAGE>   3
  
                                         3
  
                                       PART I
  
                INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
  
  
  Item 1:  Plan Information.*
  
  Item 2:  Registrant Information and Employee Plan Annual Information. *
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  ---------
  *        Information required by Part I to be contained in the Section 10(a)
           prospectus is omitted from this Registration Statement in accordance
           with Rule 428 under the Securities Act of 1933, as amended (the
           "Securities Act"), and the "Note" to Part I of Form S-8.
  
  
  
  <PAGE>   4
  
                                         4
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  Item 3:  Incorporation of Documents by Reference.
  
           The following documents that have been filed with the Securities and
  Exchange Commission (the "Commission") by Imax Corporation (the "Registrant")
  are incorporated by reference in this Registration Statement:
  
           (a)      The Registrant's annual report on Form 10-K for the fiscal
                    year ended December 31, 1998;
  
           (b)      All other reports filed pursuant to Section 13(a) or 15(d)
                    of the Securities and Exchange Act of 1934, as amended (the
                    "Exchange Act"), since the end of the fiscal year covered by
                    the Annual Report on Form 10-K referred to in clause (a)
                    above, including the Registrant's Quarterly Reports on
                    Form 10-Q for the periods ended March 31, 1999, June 30, 1999
                    and September 30, 1999, the Registrant's Current Reports on
                    Form 8-K dated September 17, 1999 and on Form 8-K/A dated
                    November 16, 1999 and the Registrant's Management Proxy
                    Circular and Proxy Statement dated May 5, 1999; and
  
           (c)      The description of the Registrant's Common Shares contained in
                    the Registrant's Registration Statement on Form 20-F/A No. 2
                    filed with the Commission on June 7, 1994, including any
                    amendment or report filed for the purposes of updating such
                    description.
  
           In addition, all documents subsequently filed by the Registrant
  pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, as amended,
  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 by reference herein and to
  be a part hereof from the date of filing or furnishing of such documents.
  
           Any statement contained herein or in any document incorporated or
  deemed to be incorporated by reference herein shall be deemed to be modified or
  superseded for purposes of this Registration Statement to the extent that a
  statement contained herein or in any other subsequently filed document which
  also is or is deemed to be incorporated by reference herein modifies or
  supersedes such statement. Any statement so modified or superseded shall not be
  deemed, except as so modified or superceded, to constitute part of this
  Registration Statement.
  
  
  <PAGE>   5
                                         5
  
  Item 4:  Description of Securities.
  
           Not applicable.
  
  
  Item 5:  Interests of Named Experts and Counsel.
  
           Not applicable.
  
  
  Item 6:  Indemnification of Directors and Officers.
  
           Section 124 of the Canada Business Corporations Act ("CBCA") and
  Section 7 of the Registrant's General By-Law No. 1 provide for the
  indemnification of directors and officers of the Registrant. Under these
  provisions, the Registrant shall indemnify a director or officer of the
  Registrant (or a former director or officer) against all costs, charges and
  expenses, including amounts paid to settle an action or satisfy a judgment,
  reasonably incurred by such director or officer in respect of any civil,
  criminal or administrative action or proceeding (other than in respect of an
  action by or on behalf of the Registrant to procure a judgment in its favor) to
  which such director or officer (or a former director or officer) is made a party
  by reason of his position with the Registrant, if he or she fulfils the
  following two conditions: (a) he or she acted honestly and in good faith with a
  view to the best interests of the Registrant and (b) in the case of a criminal
  or administrative action or proceeding that is enforced by a monetary penalty,
  he or she had reasonable grounds for believing that his or her conduct was
  lawful. In respect of an action by or on behalf of the Registrant to procure a
  judgment in its favor, the Registrant with the approval of a court may indemnify
  a director or officer of the Registrant (or a former director or officer)
  against all costs, charges and expenses reasonably incurred by him or her in
  connection with such action if he or she fulfils the conditions set out in the
  clauses (a) and (b) of the previous sentence. Notwithstanding the foregoing, a
  director or officer of the Registrant (or a former director or officer) is
  entitled to indemnification from the Registrant in respect of all costs, charges
  and expenses incurred by him or her in connection with the defense of any civil
  criminal or administrative action or proceeding to which he or she is made a
  party by reason of his or her position with the Registrant if he or she was
  substantially successful on the merits in his or her defense of the action or
  proceeding and he or she fulfills the conditions in clauses (a) and (b) of the
  second sentence in this paragraph.
  
           Section 7.4 of the Registrant's By-Law No. 1 also provides that so long
  as the directors and officers act honestly and in good faith, to the extent
  permitted by law, the Registrant will indemnify the directors and officers from
  any liability incurred for: (i) acts or neglects of other directors and
  officers; (ii) loss, damage, or expense due to insufficiency or deficiency of
  title of property acquired by the Registrant, due to investment of the
  Registrant's assets in insufficient or deficient securities, due to acts of
  those holding the Registrant's assets, or from any other dealings with any
  assets belonging to the Registrant; or (iii) any other loss, damage, or
  misfortune which may happen in the execution of the officers' or directors'
  respective duties.
  
  
  
  <PAGE>   6
  
                                         6
  
           The Registrant maintains directors' and officers' liability insurance
  with an aggregate policy limit of U.S. $70 million subject to a deductible of
  U.S. $100,000 for each claim other than U.S. securities law claims and U.S.
  $500,000 in respect of U.S. securities law claims.
  
  Item 7:  Exemption from Registration Claimed.
  
                    Not applicable.
  
  Item 8:  Exhibits.
  
           The following exhibits are filed as part of this Registration
  Statement:
  
                    4.1      Articles of Incorporation of Imax Corporation
                             (incorporated by reference to Exhibit 3.1 to the
                             Registrant's Registration Statement on Form F-1 (File
                             No. 33-77536)).
  
                    4.2      Form of Employment Agreement.
  
                    5        Opinion of McCarthy Tetrault, counsel to the
                             Registrant, as to the validity of the securities
                             registered hereby.
  
                    23.1     Consent of PricewaterhouseCoopers LLP, independent
                             certified accountants of the Registrant.
  
                    23.2     Consent of McCarthy Tetrault, counsel to the
                             Registrant.
  
                    24       Powers of Attorney (contained on the signature pages
                             of this Registration Statement).
  
  Item 9:  Undertakings.
  
                (a) The 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 this Registration
                             Statement (or the most recent post-effective
                             amendment thereof) which, individually or in this
                             aggregate, represent a fundamental change in the
                             information set forth in this Registration Statement.
                             Notwithstanding the foregoing, any increase or
  
  
  
  <PAGE>   7
  
  
                                         7
  
                             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 this Registration Statement or any
                             material change to such information in the
                             Registration Statement.
  
                    (2) That, for the purpose of determining any liability under
                    the Securities Act, each such post-effective amendment shall
                    be deemed to be a new registration statement relating to the
                    securities offered therein, and the offering of such
                    securities at that time shall be deemed to be the initial bona
                    fide offering thereof; and
  
                    (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 Registrant hereby undertakes that, for purposes of
                determining liability under the Securities Act, each filing of the
                Registrant's annual report on Form 10-K pursuant to Section 13(a)
                or Section 15(d) of the Exchange Act (and each filing of an
                employee benefit plan annual report pursuant to Section 15(d) of
                the Exchange Act) that is incorporated by reference in this
                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.
  
                (c) Insofar as indemnification for liabilities arising under the
                Securities Act may be permitted to directors, officers and
                controlling persons of the Registrant pursuant to the foregoing
                provisions, or otherwise, the Registrant has been advised that in
                the opinion of the Commission such indemnification is against
                public policy as expressed in the Securities Act and is,
                therefore, unenforceable. In the event that a claim for
                indemnification against such liabilities (other than the payment
                by the Registrant of expenses incurred or paid by a director,
                officer, or controlling person of the Registrant in the successful
                defense of any action, suit or proceeding) is asserted by such
                director, officer or controlling person in connection with the
                securities being registered, the Registrant will, unless in the
                opinion of its counsel the matter has been settled by controlling
                precedent, submit to a court of appropriate jurisdiction the
                question whether such indemnification by it is against public
                policy as expressed in the Securities Act and will be governed by
                the final adjudication of such issue.
  
  
  <PAGE>   8
  
                                         8
  
  
  
  
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act, 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 New York, State of New York, on this 17th day of
  February, 2000.
  
                                IMAX CORPORATION
  
  
                                By:               /s/ Bradley J. Wechsler
                                         --------------------------------
                                         Name:    Bradley J. Wechsler
                                         Title:   Co-Chairman of the Company
                                                  Co-Chief Executive Officer and
                                                  Director
  
  
  
  
  
  <PAGE>   9
                                         9
  
  
  
                                  POWER OF ATTORNEY
  
           Each of the undersigned whose signatures appears below hereby
  constitutes and appoints Bradley J. Wechsler and Richard L. Gelfond, either of
  whom may act individually, as his or her lawful attorneys-in-fact and agents,
  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) and supplements to this
  Registration Statement, and to file the same, with all exhibits thereto, and
  other documents in connection therewith, with the Commission, granting unto said
  attorneys-in-fact and agents full power and authority to do and perform each and
  every act and thing requisite and necessary to be done in and about the
  premises, as fully to all intents and purposes as he/she might or could do in
  person, hereby ratifying and confirming all that said attorneys-in-fact and
  agents or their substitute or substitutes may lawfully do or cause to be done by
  virtue thereof.
  
           Pursuant to the requirements of the Securities Act, this Registration
  Statement has been signed by the following persons in the capacities and on the
  date indicated.
  
  
      Signature                      Title                             Date
  
  /s/ Bradley J. Wechsler    Co-Chairman of the Company,       February 17, 2000
  -----------------------
      Bradley J. Wechsler    Co-Chief Executive Officer
                             and Director
                             (Principal Executive Officer)
  
  
  /s/ Richard L. Gelfond     Co-Chairman of the Company,       February 17, 2000
  -----------------------
      Richard L. Gelfond     Co-Chief Executive Officer
                             and Director
                             (Principal Executive Officer)
  
  
  /s/ Michael J. Biondi      Director                          February 17, 2000
  -----------------------
      Michael J. Biondi
  
  
                             Director
  -----------------------
    Kenneth G. Copland
  
  
                             Director
  -----------------------
     J. Trevor Eyton
  
  
  /s/ Garth M. Girvan        Director                         February 17, 2000
  -----------------------
      Garth M. Girvan
  
  
  
  
  
  <PAGE>   10
  
  
                                         10
  
  
  
  /s/ G. Edmund King         Director                          February 17, 2000
  -----------------------
      G. Edmund King
  
  /s/ Murray B. Koffler      Director                          February 17, 2000
  -----------------------
      Murray B. Koffler
  
  /s/ Sam Reisman            Director                          February 17, 2000
  -----------------------
      Sam Reisman
  
  /s/ Marc A. Utay           Director                          February 17, 2000
  -----------------------
      Marc A. Utay
  
  /s/ W. Townsend Ziebold    Director                          February 17, 2000
  -----------------------
      W. Townsend Ziebold
  
  /s/ John M. Davison        Chief Operating Officer           February 17, 2000
  -----------------------    and Chief Financial Officer
      John M. Davison        (Principal Financial Officer)
  
  
  
  /s/ Mark J. Thornley       Vice President Finance            February 17, 2000
  -----------------------    (Principal Accounting Officer)
      Mark J. Thornley
  
  
  
  
  
  
  
  <PAGE>   11
  
  
                                         11
  
  
                              AUTHORIZED REPRESENTATIVE
  
       Pursuant to the requirements of Section 6(a) of the Securities Act this
  Registration Statement has been signed on behalf by the undersigned, solely in
  their capacity as the duly authorized representatives of Imax Corporation in the
  United States, in the City of New York, New York, U.S.A. on February 17, 2000.
  
  
  
                                        IMAX U.S.A. Inc.
  
  
  
                                        By:               /s/ Bradley J. Wechsler
                                                 --------------------------------
                                                 Name:    Bradley J. Wechsler
                                                 Title:   President
  
  
  
                                        By:               /s/ John M. Davison
                                                 ----------------------------
                                                 Name:    John M. Davison
                                                 Title:   Vice President, Finance
  
  
  <PAGE>   12
  
                                         12
  
  
  
  
                                    EXHIBIT INDEX
  
  
  
  EXHIBIT NO.    DESCRIPTION OF DOCUMENT                                PAGE NO.
  
  4.1            Articles of Incorporation of Imax Corporation.
                 (incorporated by reference to Exhibit 3.1 to
                 the Registrant's Registration Statement on
                 Form F-1 (File No. 33-77536)).
  
  4.2            Form of Employment Agreement.
  
  5              Opinion of McCarthy Tetrault, counsel to the
                 Registrant, as to the validity of the
                 securities registered hereby.
  
  23.1           Consent of PricewaterhouseCoopers LLP,
                 independent certified accountants of the Registrant.
  
  23.2           Consent of McCarthy Tetrault, counsel to
                 the Registrant.
  
  24             Powers of Attorney (contained on the signature
                 pages of this Registration Statement).
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text: 1
  AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 23, 2000
                                                             Registration No. 333-
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
                              -------------------------
                                      FORM S-8
                            REGISTRATION STATEMENT UNDER
                             THE SECURITIES ACT OF 1933
  
                                  IMAX CORPORATION
               (Exact name of registrant as specified in its charter)
  
           CANADA                                      98-0140269
           (State or other jurisdiction of             (I.R.S. Employer
           incorporation or organization)              Identification No.)
  
                                 2525 Speakman Drive
                            Mississauga, Ontario L5K 1B1
                                       Canada
                      (Address of Principal Executive Offices)
  
                   EMPLOYMENT AGREEMENTS WITH CERTAIN INDIVIDUALS
  
                              (Full title of the plan)
  
                              ------------------------
  
                                  IMAX U.S.A. INC.
                           110 E. 59th STREET, SUITE 2100
                                NEW YORK, N.Y. 10022
                       (Name and address of agent for service)
  
                                   (212) 664-1666
            (Telephone number, including area code, of agent for service)
  
                           CALCULATION OF REGISTRATION FEE
  TITLE OF SECURITIES             AMOUNT TO BE     PROPOSED MAXIMUM     PROPOSED MAXIMUM      AMOUNT OF
             TO BE REGISTERED                REGISTERED       OFFERING PRICE         AGGREGATE       REGISTRATION FEE
                                                               PER SHARE(1)        OFFERING PRICE
  Common Shares (no par value)                100,000            US$24.50            US$2,450,000       US$646.80
  (1)      The offering price of the 100,000 shares registered hereunder of
            $24.03125 per share has been estimated solely for the purpose of
            determining the registration fee pursuant to Rules 457(c) and 457(h)
            of the Securities Act of 1933, as amended (the "Securities Act"), on
            the basis of the average of the high and low prices of Imax
            Corporation Common Stock, no par value, reported on the Nasdaq
            National Market on February 15, 2000.
  2
  
                                          2
  
                    This Registration Statement on Form S-8 (the "Registration
  Statement") registers 100,000 shares of common stock, no par value (the "Common
  Stock") of Imax Corporation (the "Registrant"). In connection with the
  Registrant's acquisition of Digital Projection International, plc on September
  3, 1999, the Registrant and Digital Projection Limited entered into employment
  agreements with each of Brian Critchley, Michael Levi, David Green, Dermot
  Quinn, Michael Blackburn, and Tim Cronin (collectively, the "Employment
  Agreements"). The Employment Agreements are substantially similar, and each
  Employment Agreement provides for a grant of restricted Common Stock at no cost
  to the employee. A form of Employment Agreement is filed as Exhibit 4.2 to this
  Registration Statement.
  3
  
                                         3
  
                                       PART I
  
                INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
  
  Item 1:  Plan Information.*
  
  Item 2:  Registrant Information and Employee Plan Annual Information. *
  
  ---------
  *        Information required by Part I to be contained in the Section 10(a)
           prospectus is omitted from this Registration Statement in accordance
           with Rule 428 under the Securities Act of 1933, as amended (the
           "Securities Act"), and the "Note" to Part I of Form S-8.
  4
  
                                         4
  
                                       PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  Item 3:  Incorporation of Documents by Reference.
  
           The following documents that have been filed with the Securities and
  Exchange Commission (the "Commission") by Imax Corporation (the "Registrant")
  are incorporated by reference in this Registration Statement:
  
           (a)      The Registrant's annual report on Form 10-K for the fiscal
                    year ended December 31, 1998;
  
           (b)      All other reports filed pursuant to Section 13(a) or 15(d)
                    of the Securities and Exchange Act of 1934, as amended (the
                    "Exchange Act"), since the end of the fiscal year covered by
                    the Annual Report on Form 10-K referred to in clause (a)
                    above, including the Registrant's Quarterly Reports on
                    Form 10-Q for the periods ended March 31, 1999, June 30, 1999
                    and September 30, 1999, the Registrant's Current Reports on
                    Form 8-K dated September 17, 1999 and on Form 8-K/A dated
                    November 16, 1999 and the Registrant's Management Proxy
                    Circular and Proxy Statement dated May 5, 1999; and
  
           (c)      The description of the Registrant's Common Shares contained in
                    the Registrant's Registration Statement on Form 20-F/A No. 2
                    filed with the Commission on June 7, 1994, including any
                    amendment or report filed for the purposes of updating such
                    description.
  
           In addition, all documents subsequently filed by the Registrant
  pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, as amended,
  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 by reference herein and to
  be a part hereof from the date of filing or furnishing of such documents.
  
           Any statement contained herein or in any document incorporated or
  deemed to be incorporated by reference herein shall be deemed to be modified or
  superseded for purposes of this Registration Statement to the extent that a
  statement contained herein or in any other subsequently filed document which
  also is or is deemed to be incorporated by reference herein modifies or
  supersedes such statement. Any statement so modified or superseded shall not be
  deemed, except as so modified or superceded, to constitute part of this
  Registration Statement.
  5
                                         5
  
  Item 4:  Description of Securities.
  
           Not applicable.
  
  Item 5:  Interests of Named Experts and Counsel.
  
           Not applicable.
  
  Item 6:  Indemnification of Directors and Officers.
  
           Section 124 of the Canada Business Corporations Act ("CBCA") and
  Section 7 of the Registrant's General By-Law No. 1 provide for the
  indemnification of directors and officers of the Registrant. Under these
  provisions, the Registrant shall indemnify a director or officer of the
  Registrant (or a former director or officer) against all costs, charges and
  expenses, including amounts paid to settle an action or satisfy a judgment,
  reasonably incurred by such director or officer in respect of any civil,
  criminal or administrative action or proceeding (other than in respect of an
  action by or on behalf of the Registrant to procure a judgment in its favor) to
  which such director or officer (or a former director or officer) is made a party
  by reason of his position with the Registrant, if he or she fulfils the
  following two conditions: (a) he or she acted honestly and in good faith with a
  view to the best interests of the Registrant and (b) in the case of a criminal
  or administrative action or proceeding that is enforced by a monetary penalty,
  he or she had reasonable grounds for believing that his or her conduct was
  lawful. In respect of an action by or on behalf of the Registrant to procure a
  judgment in its favor, the Registrant with the approval of a court may indemnify
  a director or officer of the Registrant (or a former director or officer)
  against all costs, charges and expenses reasonably incurred by him or her in
  connection with such action if he or she fulfils the conditions set out in the
  clauses (a) and (b) of the previous sentence. Notwithstanding the foregoing, a
  director or officer of the Registrant (or a former director or officer) is
  entitled to indemnification from the Registrant in respect of all costs, charges
  and expenses incurred by him or her in connection with the defense of any civil
  criminal or administrative action or proceeding to which he or she is made a
  party by reason of his or her position with the Registrant if he or she was
  substantially successful on the merits in his or her defense of the action or
  proceeding and he or she fulfills the conditions in clauses (a) and (b) of the
  second sentence in this paragraph.
  
           Section 7.4 of the Registrant's By-Law No. 1 also provides that so long
  as the directors and officers act honestly and in good faith, to the extent
  permitted by law, the Registrant will indemnify the directors and officers from
  any liability incurred for: (i) acts or neglects of other directors and
  officers; (ii) loss, damage, or expense due to insufficiency or deficiency of
  title of property acquired by the Registrant, due to investment of the
  Registrant's assets in insufficient or deficient securities, due to acts of
  those holding the Registrant's assets, or from any other dealings with any
  assets belonging to the Registrant; or (iii) any other loss, damage, or
  misfortune which may happen in the execution of the officers' or directors'
  respective duties.
  6
  
                                         6
  
           The Registrant maintains directors' and officers' liability insurance
  with an aggregate policy limit of U.S. $70 million subject to a deductible of
  U.S. $100,000 for each claim other than U.S. securities law claims and U.S.
  $500,000 in respect of U.S. securities law claims.
  
  Item 7:  Exemption from Registration Claimed.
  
                    Not applicable.
  
  Item 8:  Exhibits.
  
           The following exhibits are filed as part of this Registration
  Statement:
  
                    4.1      Articles of Incorporation of Imax Corporation
                             (incorporated by reference to Exhibit 3.1 to the
                             Registrant's Registration Statement on Form F-1 (File
                             No. 33-77536)).
  
                    4.2      Form of Employment Agreement.
  
                    5        Opinion of McCarthy Tetrault, counsel to the
                             Registrant, as to the validity of the securities
                             registered hereby.
  
                    23.1     Consent of PricewaterhouseCoopers LLP, independent
                             certified accountants of the Registrant.
  
                    23.2     Consent of McCarthy Tetrault, counsel to the
                             Registrant.
  
                    24       Powers of Attorney (contained on the signature pages
                             of this Registration Statement).
  
  Item 9:  Undertakings.
  
                (a) The 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 this Registration
                             Statement (or the most recent post-effective
                             amendment thereof) which, individually or in this
                             aggregate, represent a fundamental change in the
                             information set forth in this Registration Statement.
                             Notwithstanding the foregoing, any increase or
  7
  
                                         7
  
                             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 this Registration Statement or any
                             material change to such information in the
                             Registration Statement.
  
                    (2) That, for the purpose of determining any liability under
                    the Securities Act, each such post-effective amendment shall
                    be deemed to be a new registration statement relating to the
                    securities offered therein, and the offering of such
                    securities at that time shall be deemed to be the initial bona
                    fide offering thereof; and
  
                    (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 Registrant hereby undertakes that, for purposes of
                determining liability under the Securities Act, each filing of the
                Registrant's annual report on Form 10-K pursuant to Section 13(a)
                or Section 15(d) of the Exchange Act (and each filing of an
                employee benefit plan annual report pursuant to Section 15(d) of
                the Exchange Act) that is incorporated by reference in this
                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.
  
                (c) Insofar as indemnification for liabilities arising under the
                Securities Act may be permitted to directors, officers and
                controlling persons of the Registrant pursuant to the foregoing
                provisions, or otherwise, the Registrant has been advised that in
                the opinion of the Commission such indemnification is against
                public policy as expressed in the Securities Act and is,
                therefore, unenforceable. In the event that a claim for
                indemnification against such liabilities (other than the payment
                by the Registrant of expenses incurred or paid by a director,
                officer, or controlling person of the Registrant in the successful
                defense of any action, suit or proceeding) is asserted by such
                director, officer or controlling person in connection with the
                securities being registered, the Registrant will, unless in the
                opinion of its counsel the matter has been settled by controlling
                precedent, submit to a court of appropriate jurisdiction the
                question whether such indemnification by it is against public
                policy as expressed in the Securities Act and will be governed by
                the final adjudication of such issue.
  8
  
                                         8
  
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act, 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 New York, State of New York, on this 17th day of
  February, 2000.
  
                                IMAX CORPORATION
  
                                By:               /s/ Bradley J. Wechsler
                                         --------------------------------
                                         Name:    Bradley J. Wechsler
                                         Title:   Co-Chairman of the Company
                                                  Co-Chief Executive Officer and
                                                  Director
  9
                                         9
  
                                  POWER OF ATTORNEY
  
           Each of the undersigned whose signatures appears below hereby
  constitutes and appoints Bradley J. Wechsler and Richard L. Gelfond, either of
  whom may act individually, as his or her lawful attorneys-in-fact and agents,
  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) and supplements to this
  Registration Statement, and to file the same, with all exhibits thereto, and
  other documents in connection therewith, with the Commission, granting unto said
  attorneys-in-fact and agents full power and authority to do and perform each and
  every act and thing requisite and necessary to be done in and about the
  premises, as fully to all intents and purposes as he/she might or could do in
  person, hereby ratifying and confirming all that said attorneys-in-fact and
  agents or their substitute or substitutes may lawfully do or cause to be done by
  virtue thereof.
  
           Pursuant to the requirements of the Securities Act, this Registration
  Statement has been signed by the following persons in the capacities and on the
  date indicated.
  
      Signature                      Title                             Date
  
  /s/ Bradley J. Wechsler    Co-Chairman of the Company,       February 17, 2000
  -----------------------
      Bradley J. Wechsler    Co-Chief Executive Officer
                             and Director
                             (Principal Executive Officer)
  
  /s/ Richard L. Gelfond     Co-Chairman of the Company,       February 17, 2000
  -----------------------
      Richard L. Gelfond     Co-Chief Executive Officer
                             and Director
                             (Principal Executive Officer)
  
  /s/ Michael J. Biondi      Director                          February 17, 2000
  -----------------------
      Michael J. Biondi
  
                             Director
  -----------------------
    Kenneth G. Copland
  
                             Director
  -----------------------
     J. Trevor Eyton
  
  /s/ Garth M. Girvan        Director                         February 17, 2000
  -----------------------
      Garth M. Girvan
  10
  
                                         10
  
  /s/ G. Edmund King         Director                          February 17, 2000
  -----------------------
      G. Edmund King
  
  /s/ Murray B. Koffler      Director                          February 17, 2000
  -----------------------
      Murray B. Koffler
  
  /s/ Sam Reisman            Director                          February 17, 2000
  -----------------------
      Sam Reisman
  
  /s/ Marc A. Utay           Director                          February 17, 2000
  -----------------------
      Marc A. Utay
  
  /s/ W. Townsend Ziebold    Director                          February 17, 2000
  -----------------------
      W. Townsend Ziebold
  
  /s/ John M. Davison        Chief Operating Officer           February 17, 2000
  -----------------------    and Chief Financial Officer
      John M. Davison        (Principal Financial Officer)
  
  /s/ Mark J. Thornley       Vice President Finance            February 17, 2000
  -----------------------    (Principal Accounting Officer)
      Mark J. Thornley
  11
  
                                         11
  
                              AUTHORIZED REPRESENTATIVE
  
       Pursuant to the requirements of Section 6(a) of the Securities Act this
  Registration Statement has been signed on behalf by the undersigned, solely in
  their capacity as the duly authorized representatives of Imax Corporation in the
  United States, in the City of New York, New York, U.S.A. on February 17, 2000.
  
                                        IMAX U.S.A. Inc.
  
                                        By:               /s/ Bradley J. Wechsler
                                                 --------------------------------
                                                 Name:    Bradley J. Wechsler
                                                 Title:   President
  
                                        By:               /s/ John M. Davison
                                                 ----------------------------
                                                 Name:    John M. Davison
                                                 Title:   Vice President, Finance
  12
  
                                         12
  
                                    EXHIBIT INDEX
  
  EXHIBIT NO.    DESCRIPTION OF DOCUMENT                                PAGE NO.
  
  4.1            Articles of Incorporation of Imax Corporation.
                 (incorporated by reference to Exhibit 3.1 to
                 the Registrant's Registration Statement on
                 Form F-1 (File No. 33-77536)).
  
  4.2            Form of Employment Agreement.
  
  5              Opinion of McCarthy Tetrault, counsel to the
                 Registrant, as to the validity of the
                 securities registered hereby.
  
  23.1           Consent of PricewaterhouseCoopers LLP,
                 independent certified accountants of the Registrant.
  
  23.2           Consent of McCarthy Tetrault, counsel to
                 the Registrant.
  
  24             Powers of Attorney (contained on the signature
                 pages of this Registration Statement).