<PAGE>   1


    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 1, 1999

                                                       REGISTRATION NO. 333-____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                             SILKNET SOFTWARE, INC.
             (Exact Name of Registrant as Specified in Its Charter)

            DELAWARE                                     02-0478949
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

                             SILKNET SOFTWARE, INC.
                            50 PHILLIPPE COTE STREET
                         MANCHESTER, NEW HAMPSHIRE 03101
               (Address of Principal Executive Offices) (Zip Code)

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

                           EMPLOYEE STOCK OPTION PLAN
                      1999 STOCK OPTION AND INCENTIVE PLAN
                  1999 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
                            (Full Title of the Plan)

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

                                  JAMES C. WOOD
                       PRESIDENT & CHIEF EXECUTIVE OFFICER
                             SILKNET SOFTWARE, INC.
                            50 PHILLIPPE COTE STREET
                         MANCHESTER, NEW HAMPSHIRE 03101
                     (Name and Address of Agent For Service)

                                 (603) 625-0070
          (Telephone Number, Including Area Code, of Agent For Service)

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

                                    Copy to:

                               John Hession, Esq.
                         TESTA, HURWITZ & THIBEAULT, LLP
                      Oliver Street Tower, 125 High Street
                           Boston, Massachusetts 02110
                                 (617) 248-7000

  IN ADDITION, PURSUANT TO RULE 416(c) 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 PLANS DESCRIBED HEREIN.

================================================================================




<PAGE>   2




                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
===========================================================================================================================

                                                                  PROPOSED           PROPOSED
                                                                  MAXIMUM             MAXIMUM
                                              AMOUNT TO BE     OFFERING PRICE        AGGREGATE              AMOUNT OF
TITLE OF SECURITIES TO BE REGISTERED           REGISTERED        PER SHARE         OFFERING PRICE       REGISTRATION FEE(3)
------------------------------------           ----------      --------------     ---------------       -------------------

<S>                                              <C>            <C>               <C>                       <C>
EMPLOYEE STOCK OPTION PLAN
Common Stock (Par Value $.01 Per Share)          487,775     $ 0.02     (1)       $      9,755.50           $     2.71
                                                 697,924     $ 1.00     (1)       $    697,924.00           $   194.02
                                                 623,763     $ 1.75     (1)       $  1,091,585.25           $   303.46
                                                  72,125     $ 5.50     (1)       $    396,687.50           $   110.28
                                                  12,625     $ 7.32     (1)       $     92,415.00           $    25.69
                                                  30,013     $11.00     (1)       $    330,143.00           $    91.78
                                                     500     $24.81     (1)       $     12,405.00           $     3.45
                                                   4,000     $25.50     (1)       $    102,000.00           $    28.36
                                                   2,500     $29.38     (1)       $     73,450.00           $    20.42
                                                   2,000     $33.00     (1)       $     66,000.00           $    18.35
                                                   3,500     $34.50     (1)       $    120,750.00           $    33.57
                                                   2,000     $34.81     (1)       $     69,620.00           $    19.35
                                                   3,000     $35.56     (1)       $    106,680.00           $    29.66
                                                   4,500     $41.56     (1)       $    187,020.00           $    51.99
                                                     250     $46.38     (1)       $     11,595.00           $     3.22
                                                 445,425     $82.34375  (2)       $ 36,677,964.84           $10,196.47

1999 STOCK OPTION AND INCENTIVE PLAN
Common Stock (Par Value $.01 Per Share)          150,000     $ 9.00     (1)       $  1,350,000.00           $   375.30
                                                  60,000     $11.00     (1)       $    660,000.00           $   183.48
                                                     250     $24.00     (1)       $      6,000.00           $     1.67
                                                   2,000     $25.00     (1)       $     50,000.00           $    13.90
                                                 257,275     $25.50     (1)       $  6,560,512.50           $ 1,823.82
                                                  21,000     $31.50     (1)       $    661,500.00           $   183.90
                                                  11,500     $32.20     (1)       $    370,300.00           $   102.94
                                                   2,000     $33.13     (1)       $     66,260.00           $    18.42
                                                     250     $33.88     (1)       $      8,470.00           $     2.35
                                                  15,500     $34.38     (1)       $    532,890.00           $   148.14
                                                   5,500     $34.63     (1)       $    190,465.00           $    52.95
                                                   3,000     $35.38     (1)       $    106,140.00           $    29.51
                                                   1,000     $35.75     (1)       $     35,750.00           $     9.94
                                                   1,500     $37.31     (1)       $     55,965.00           $    15.56
                                                   5,000     $37.63     (1)       $    188,150.00           $    52.31
                                                   3,500     $38.69     (1)       $    135,415.00           $    37.65
                                                   1,500     $38.94     (1)       $     58,410.00           $    16.24
                                                   1,000     $39.50     (1)       $     39,500.00           $    10.98
                                                  11,250     $40.50     (1)       $    455,625.00           $   126.66
                                                  17,250     $42.13     (1)       $    726,742.50           $   202.03
                                                  15,500     $44.88     (1)       $    695,640.00           $   193.39
                                                   6,500     $45.50     (1)       $    295,750.00           $    82.22
                                                   4,500     $46.13     (1)       $    207,585.00           $    57.71
                                                 186,500     $49.25     (1)       $  9,185,125.00           $ 2,553.46
                                                     500     $85.75     (1)       $     42,875.00           $    11.92
                                                 216,225     $82.34375  (2)       $ 17,804,777.34           $ 4,949.73
</TABLE>




                                       2


<PAGE>   3

<TABLE>
<S>                                            <C>              <C>               <C>                       <C>
1999 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
Common Stock (Par Value $.01 Per Share)           40,000        $15.00    (1)       $    600,000.00           $   166.80
                                                  10,000        $49.25    (1)       $    492,500.00           $   136.92
                                                 300,000        $82.34375 (2)       $ 24,703,125.00           $ 6,867.47
                                                 -------                            ---------------           ----------
TOTAL:                                         3,741,900                            $106,331,467.40           $29,560.15
</TABLE>

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

(1)     Such shares are issuable upon exercise of outstanding options with fixed
        exercise prices. Pursuant to Rule 457(h), the aggregate offering price
        and the fee have been computed upon the basis of the price at which the
        options may be exercised. The offering price per share set forth for
        such shares is the exercise price per share at which such options are
        exercisable.

(2)     The price of $82.34375 per share, which is the average of the high and
        low prices of the Common Stock of the Registrant reported on the Nasdaq
        National Market on October 29, 1999, is set forth solely for purposes of
        calculating the filing fee pursuant to Rule 457(c) and (h) and has been
        used for those shares without a fixed exercise price.

(3)     Calculated pursuant to Section 6(b) of the Securities Act of 1933, as
        amended (the "Act").




                                       3
<PAGE>   4



                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.  PLAN INFORMATION.

         The documents containing the information specified in this Item 1 will
be sent or given to employees, directors and others as specified by Rule
428(b)(1). In accordance with the rules and regulations of the Securities and
Exchange Commission (the "Commission") and the instructions to Form S-8, such
documents are not being filed with the Commission either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424.

ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

         The documents containing the information specified in this Item 2 will
be sent or given to employees, directors or others as specified by Rule
428(b)(1). In accordance with the rules and regulations of the Commission and
the instructions to Form S-8, such documents are not being filed with the
Commission either as part of this Registration Statement or as prospectuses or
prospectus supplements pursuant to Rule 424.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed by Silknet Software, Inc. (the "Company"
or the "Registrant") with the Commission pursuant to the Securities Exchange Act
of 1934, as amended (the "Exchange Act") are incorporated by reference in this
Registration Statement:

         (a)      The Registrant's Annual Report on Form 10-K for the fiscal
                  year ended June 30, 1999, filed pursuant to the Exchange Act,
                  which contain audited financial statements for the fiscal year
                  ended June 30, 1999.

         (b)      Registrant's Current Report on 8-K dated October 5, 1999 filed
                  pursuant to the Exchange Act.

         (c)      The section entitled "Description of Registrant's Securities
                  to be Registered" contained in the Registrant's Registration
                  Statement on Form 8-A, filed with the Commission pursuant to
                  Section 12(g) of the Exchange Act on March 3, 1999.

         All documents subsequently filed with the Commission by the Registrant
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 herein have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this Registration
Statement and to be a part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.



                                       4
<PAGE>   5


ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

         Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Delaware General Corporation Law and the Company's Certificate of
Incorporation and by-laws, as amended, provide for indemnification of the
Company's directors and officers for liabilities and expenses that they may
incur in such capacities. In general, directors and officers are indemnified
with respect to actions taken in good faith in a manner reasonably believed to
be in, or not opposed to, the best interests of the Company and, with respect to
any criminal action or proceeding, actions that the indemnitee had no reasonable
cause to believe were unlawful. Reference is made to the Company's Certificate
of Incorporation and by-laws filed as Exhibits 3.01 and 3.02, respectively, to
the Company's Registration Statement on Form S-1, as amended (SEC File
No. 333-73295) (the "S-1 Registration Statement") and incorporated herein by
reference.

         The Underwriting Agreement by and between the Company and Credit Suisse
First Boston Corporation, BancBoston Robertson Stephens, NationBanc Montgomery
Securities LLC and First Union Capital Markets Corp., as representatives of the
Underwriters named in Schedule A thereto, provides that the underwriters are
obligated, under certain circumstances, to indemnify directors, officers and
controlling persons of the Company against certain liabilities, including
liabilities under the Securities Act of 1933, as amended (the "Securities Act").
Reference is made to the form of Underwriting Agreement filed as Exhibit 1.01 to
the S-1 Registration Statement and incorporated herein by reference.

         In addition, the Company maintains directors and officers liability
insurance for the benefit of its directors and certain of its officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

Exhibit No.       Description of Exhibit
----------        ----------------------

4.1               Specimen Certificate for shares of the Registrant's Common
                  Stock (filed as Exhibit 4.01 to the S-1 Registration Statement
                  (SEC File 333-73295) and incorporated herein by reference).

4.2               Certificate of Incorporation of the Registrant (filed as
                  Exhibit 3.01 to the S-1 Registration Statement (SEC File
                  333-73295) and incorporated herein by reference).

4.3               By-Laws, as amended, of the Registrant (filed as Exhibit 3.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.4               Employee Stock Option Plan (filed as Exhibit 10.01 to the S-1
                  Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.5               1999 Stock Option and Incentive Plan (filed as Exhibit 10.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.6               1999 Non-Employee Director Stock Option Plan (filed as Exhibit
                  10.03 to the S-1 Registration Statement (SEC File No.
                  333-73295) and incorporated herein by reference).

5.1               Opinion of Testa, Hurwitz & Thibeault, LLP (filed herewith).



                                       5


<PAGE>   6

23.1              Consent of PricewaterhouseCoopers LLP (filed herewith).

23.2              Consent of Testa, Hurwitz & Thibeault, LLP (included in
                  Exhibit 5.1).

24.1              Power of Attorney (included as part of the signature page to
                  this Registration Statement).

ITEM 9.  UNDERTAKINGS.

         (a)      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. 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 percent
                           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, Form
                  S-9 or Form F-3, and the information required to be included
                  in a post-effective amendment by those paragraphs is contained
                  in periodic reports filed with or furnished to the Commission
                  by the Registrant pursuant to Section 13 or 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.

(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 in the registration statement shall be deemed
         to be a new



                                       6


<PAGE>   7

         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 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 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 Act
         and will be governed by the final adjudication of such issue.





                                       7

<PAGE>   8


                                   SIGNATURES

         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 Manchester, State of New Hampshire, on this 1st day
of November, 1999.

                                          SILKNET SOFTWARE, INC.

                                          By: /s/ James C. Wood
                                              -------------------------------
                                              James C. Wood
                                              President, Chief Executive Officer
                                              and Chairman of the Board

                        POWER OF ATTORNEY AND SIGNATURES

         We, the undersigned officers and directors of Silknet Software, Inc.,
hereby severally constitute and appoint James C. Wood and Patrick J. Scannell,
Jr., and each of them singly, our true and lawful attorneys, with full power to
them and each of them singly, to sign for us in our names in the capacities
indicated below, any amendments to this Registration Statement on Form S-8
(including post-effective amendments), and to file the same, with all exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, and generally to do all things in our names and on our
behalf in our capacities as officers and directors to enable Silknet Software,
Inc., to comply with the provisions of the Securities Act of 1933, as amended,
hereby ratifying and confirming our signatures as they may be signed by our said
attorneys, or any of them, to said Registration Statement and all amendments
thereto.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>
         Signature                  Title(s)                                    Date
         ---------                  --------                                    ----

<S>                                 <C>                                         <C>
/s/ James C. Wood                   President, Chief Executive Officer          November 1, 1999
------------------------------      and Chairman of the Board
James C. Wood                       (Principal Executive Officer)

/s/ Patrick J. Scannell, Jr.        Vice President, Chief Financial             November 1, 1999
------------------------------      Officer, Treasurer, and Secretary
Patrick J. Scannell, Jr.            (Principal Financial and Accounting
                                    Officer)

/s/ Stanley Fung                    Director                                    November 1, 1999
------------------------------
Stanley Fung

/s/ Guy Bradley                     Director                                    November 1, 1999
------------------------------
Guy Bradley

/s/ Joo Hock Chua                   Director                                    November 1, 1999
------------------------------
Joo Hock Chua

/s/ Andrew Goldfarb                 Director                                    November 1, 1999
------------------------------
Andrew Goldfarb

/s/ Glen L. Urban                   Director                                    November 1, 1999
------------------------------
Glen L. Urban
</TABLE>


                                       8

<PAGE>   9




                                  EXHIBIT INDEX


Exhibit No.       Description of Exhibit
-----------       ----------------------

4.1               Specimen Certificate for shares of the Registrant's Common
                  Stock (filed as Exhibit 4.01 to the S-1 Registration Statement
                  (SEC File 333-73295) and incorporated herein by reference).

4.2               Certificate of Incorporation of the Registrant (filed as
                  Exhibit 3.01 to the S-1 Registration Statement (SEC File
                  333-73295) and incorporated herein by reference).

4.3               By-Laws, as amended, of the Registrant (filed as Exhibit 3.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.4               Employee Stock Option Plan (filed as Exhibit 10.01 to the S-1
                  Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.5               1999 Stock Option and Incentive Plan (filed as Exhibit 10.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.6               1999 Non-Employee Director Stock Option Plan (filed as Exhibit
                  10.03 to the S-1 Registration Statement (SEC File No.
                  333-73295) and incorporated herein by reference).

5.1               Opinion of Testa, Hurwitz & Thibeault, LLP (filed herewith).

23.1              Consent of PricewaterhouseCoopers LLP (filed herewith).

23.2              Consent of Testa, Hurwitz & Thibeault, LLP (included in
                  Exhibit 5.1).

24.1              Power of Attorney (included as part of the signature page to
                  this Registration Statement).
[{"type": "S-8", "sequence": "1", "description": "SILKNET SOFTWARE, INC.", "secsgml_size_bytes": 28030}]
{"company-data": {"conformed-name": "SILKNET SOFTWARE INC", "cik": "0001079451", "assigned-sic": "7372", "irs-number": "020478949", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-90123", "film-number": "99739062"}, "business-address": {"street1": "50 PHILLIPPE COTE ST", "city": "MANCHESTER", "state": "NH", "zip": "03101", "phone": "6036250070"}, "mail-address": {"street1": "SILKNET SOFTWARE INC", "street2": "50 PHILLIPPE COTE ST", "city": "MANCHESTER", "state": "NH", "zip": "03101"}}
1

    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 1, 1999

                                                       REGISTRATION NO. 333-____

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                             SILKNET SOFTWARE, INC.
             (Exact Name of Registrant as Specified in Its Charter)

            DELAWARE                                     02-0478949
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

                             SILKNET SOFTWARE, INC.
                            50 PHILLIPPE COTE STREET
                         MANCHESTER, NEW HAMPSHIRE 03101
               (Address of Principal Executive Offices) (Zip Code)

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

                           EMPLOYEE STOCK OPTION PLAN
                      1999 STOCK OPTION AND INCENTIVE PLAN
                  1999 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
                            (Full Title of the Plan)

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

                                  JAMES C. WOOD
                       PRESIDENT & CHIEF EXECUTIVE OFFICER
                             SILKNET SOFTWARE, INC.
                            50 PHILLIPPE COTE STREET
                         MANCHESTER, NEW HAMPSHIRE 03101
                     (Name and Address of Agent For Service)

                                 (603) 625-0070
          (Telephone Number, Including Area Code, of Agent For Service)

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

                                    Copy to:

                               John Hession, Esq.
                         TESTA, HURWITZ & THIBEAULT, LLP
                      Oliver Street Tower, 125 High Street
                           Boston, Massachusetts 02110
                                 (617) 248-7000

  IN ADDITION, PURSUANT TO RULE 416(c) 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 PLANS DESCRIBED HEREIN.

================================================================================
2

                         CALCULATION OF REGISTRATION FEE
===========================================================================================================================

                                                                  PROPOSED           PROPOSED
                                                                  MAXIMUM             MAXIMUM
                                              AMOUNT TO BE     OFFERING PRICE        AGGREGATE              AMOUNT OF
TITLE OF SECURITIES TO BE REGISTERED           REGISTERED        PER SHARE         OFFERING PRICE       REGISTRATION FEE(3)
------------------------------------           ----------      --------------     ---------------       -------------------
EMPLOYEE STOCK OPTION PLAN
Common Stock (Par Value $.01 Per Share)          487,775     $ 0.02     (1)       $      9,755.50           $     2.71
                                                 697,924     $ 1.00     (1)       $    697,924.00           $   194.02
                                                 623,763     $ 1.75     (1)       $  1,091,585.25           $   303.46
                                                  72,125     $ 5.50     (1)       $    396,687.50           $   110.28
                                                  12,625     $ 7.32     (1)       $     92,415.00           $    25.69
                                                  30,013     $11.00     (1)       $    330,143.00           $    91.78
                                                     500     $24.81     (1)       $     12,405.00           $     3.45
                                                   4,000     $25.50     (1)       $    102,000.00           $    28.36
                                                   2,500     $29.38     (1)       $     73,450.00           $    20.42
                                                   2,000     $33.00     (1)       $     66,000.00           $    18.35
                                                   3,500     $34.50     (1)       $    120,750.00           $    33.57
                                                   2,000     $34.81     (1)       $     69,620.00           $    19.35
                                                   3,000     $35.56     (1)       $    106,680.00           $    29.66
                                                   4,500     $41.56     (1)       $    187,020.00           $    51.99
                                                     250     $46.38     (1)       $     11,595.00           $     3.22
                                                 445,425     $82.34375  (2)       $ 36,677,964.84           $10,196.47

1999 STOCK OPTION AND INCENTIVE PLAN
Common Stock (Par Value $.01 Per Share)          150,000     $ 9.00     (1)       $  1,350,000.00           $   375.30
                                                  60,000     $11.00     (1)       $    660,000.00           $   183.48
                                                     250     $24.00     (1)       $      6,000.00           $     1.67
                                                   2,000     $25.00     (1)       $     50,000.00           $    13.90
                                                 257,275     $25.50     (1)       $  6,560,512.50           $ 1,823.82
                                                  21,000     $31.50     (1)       $    661,500.00           $   183.90
                                                  11,500     $32.20     (1)       $    370,300.00           $   102.94
                                                   2,000     $33.13     (1)       $     66,260.00           $    18.42
                                                     250     $33.88     (1)       $      8,470.00           $     2.35
                                                  15,500     $34.38     (1)       $    532,890.00           $   148.14
                                                   5,500     $34.63     (1)       $    190,465.00           $    52.95
                                                   3,000     $35.38     (1)       $    106,140.00           $    29.51
                                                   1,000     $35.75     (1)       $     35,750.00           $     9.94
                                                   1,500     $37.31     (1)       $     55,965.00           $    15.56
                                                   5,000     $37.63     (1)       $    188,150.00           $    52.31
                                                   3,500     $38.69     (1)       $    135,415.00           $    37.65
                                                   1,500     $38.94     (1)       $     58,410.00           $    16.24
                                                   1,000     $39.50     (1)       $     39,500.00           $    10.98
                                                  11,250     $40.50     (1)       $    455,625.00           $   126.66
                                                  17,250     $42.13     (1)       $    726,742.50           $   202.03
                                                  15,500     $44.88     (1)       $    695,640.00           $   193.39
                                                   6,500     $45.50     (1)       $    295,750.00           $    82.22
                                                   4,500     $46.13     (1)       $    207,585.00           $    57.71
                                                 186,500     $49.25     (1)       $  9,185,125.00           $ 2,553.46
                                                     500     $85.75     (1)       $     42,875.00           $    11.92
                                                 216,225     $82.34375  (2)       $ 17,804,777.34           $ 4,949.73
2
3
1999 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
Common Stock (Par Value $.01 Per Share)           40,000        $15.00    (1)       $    600,000.00           $   166.80
                                                  10,000        $49.25    (1)       $    492,500.00           $   136.92
                                                 300,000        $82.34375 (2)       $ 24,703,125.00           $ 6,867.47
                                                 -------                            ---------------           ----------
TOTAL:                                         3,741,900                            $106,331,467.40           $29,560.15
------------------------------

(1)     Such shares are issuable upon exercise of outstanding options with fixed
        exercise prices. Pursuant to Rule 457(h), the aggregate offering price
        and the fee have been computed upon the basis of the price at which the
        options may be exercised. The offering price per share set forth for
        such shares is the exercise price per share at which such options are
        exercisable.

(2)     The price of $82.34375 per share, which is the average of the high and
        low prices of the Common Stock of the Registrant reported on the Nasdaq
        National Market on October 29, 1999, is set forth solely for purposes of
        calculating the filing fee pursuant to Rule 457(c) and (h) and has been
        used for those shares without a fixed exercise price.

(3)     Calculated pursuant to Section 6(b) of the Securities Act of 1933, as
        amended (the "Act").

                                       3
4

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

ITEM 1.  PLAN INFORMATION.

         The documents containing the information specified in this Item 1 will
be sent or given to employees, directors and others as specified by Rule
428(b)(1). In accordance with the rules and regulations of the Securities and
Exchange Commission (the "Commission") and the instructions to Form S-8, such
documents are not being filed with the Commission either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424.

ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

         The documents containing the information specified in this Item 2 will
be sent or given to employees, directors or others as specified by Rule
428(b)(1). In accordance with the rules and regulations of the Commission and
the instructions to Form S-8, such documents are not being filed with the
Commission either as part of this Registration Statement or as prospectuses or
prospectus supplements pursuant to Rule 424.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed by Silknet Software, Inc. (the "Company"
or the "Registrant") with the Commission pursuant to the Securities Exchange Act
of 1934, as amended (the "Exchange Act") are incorporated by reference in this
Registration Statement:

         (a)      The Registrant's Annual Report on Form 10-K for the fiscal
                  year ended June 30, 1999, filed pursuant to the Exchange Act,
                  which contain audited financial statements for the fiscal year
                  ended June 30, 1999.

         (b)      Registrant's Current Report on 8-K dated October 5, 1999 filed
                  pursuant to the Exchange Act.

         (c)      The section entitled "Description of Registrant's Securities
                  to be Registered" contained in the Registrant's Registration
                  Statement on Form 8-A, filed with the Commission pursuant to
                  Section 12(g) of the Exchange Act on March 3, 1999.

         All documents subsequently filed with the Commission by the Registrant
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 herein have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this Registration
Statement and to be a part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

                                       4
5

ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

         Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Delaware General Corporation Law and the Company's Certificate of
Incorporation and by-laws, as amended, provide for indemnification of the
Company's directors and officers for liabilities and expenses that they may
incur in such capacities. In general, directors and officers are indemnified
with respect to actions taken in good faith in a manner reasonably believed to
be in, or not opposed to, the best interests of the Company and, with respect to
any criminal action or proceeding, actions that the indemnitee had no reasonable
cause to believe were unlawful. Reference is made to the Company's Certificate
of Incorporation and by-laws filed as Exhibits 3.01 and 3.02, respectively, to
the Company's Registration Statement on Form S-1, as amended (SEC File
No. 333-73295) (the "S-1 Registration Statement") and incorporated herein by
reference.

         The Underwriting Agreement by and between the Company and Credit Suisse
First Boston Corporation, BancBoston Robertson Stephens, NationBanc Montgomery
Securities LLC and First Union Capital Markets Corp., as representatives of the
Underwriters named in Schedule A thereto, provides that the underwriters are
obligated, under certain circumstances, to indemnify directors, officers and
controlling persons of the Company against certain liabilities, including
liabilities under the Securities Act of 1933, as amended (the "Securities Act").
Reference is made to the form of Underwriting Agreement filed as Exhibit 1.01 to
the S-1 Registration Statement and incorporated herein by reference.

         In addition, the Company maintains directors and officers liability
insurance for the benefit of its directors and certain of its officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

Exhibit No.       Description of Exhibit
----------        ----------------------

4.1               Specimen Certificate for shares of the Registrant's Common
                  Stock (filed as Exhibit 4.01 to the S-1 Registration Statement
                  (SEC File 333-73295) and incorporated herein by reference).

4.2               Certificate of Incorporation of the Registrant (filed as
                  Exhibit 3.01 to the S-1 Registration Statement (SEC File
                  333-73295) and incorporated herein by reference).

4.3               By-Laws, as amended, of the Registrant (filed as Exhibit 3.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.4               Employee Stock Option Plan (filed as Exhibit 10.01 to the S-1
                  Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.5               1999 Stock Option and Incentive Plan (filed as Exhibit 10.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.6               1999 Non-Employee Director Stock Option Plan (filed as Exhibit
                  10.03 to the S-1 Registration Statement (SEC File No.
                  333-73295) and incorporated herein by reference).

5.1               Opinion of Testa, Hurwitz & Thibeault, LLP (filed herewith).

                                       5
6

23.1              Consent of PricewaterhouseCoopers LLP (filed herewith).

23.2              Consent of Testa, Hurwitz & Thibeault, LLP (included in
                  Exhibit 5.1).

24.1              Power of Attorney (included as part of the signature page to
                  this Registration Statement).

ITEM 9.  UNDERTAKINGS.

         (a)      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. 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 percent
                           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, Form
                  S-9 or Form F-3, and the information required to be included
                  in a post-effective amendment by those paragraphs is contained
                  in periodic reports filed with or furnished to the Commission
                  by the Registrant pursuant to Section 13 or 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.

(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 in the registration statement shall be deemed
         to be a new

                                       6
7

         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 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 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 Act
         and will be governed by the final adjudication of such issue.

                                       7
8

                                   SIGNATURES

         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 Manchester, State of New Hampshire, on this 1st day
of November, 1999.

                                          SILKNET SOFTWARE, INC.

                                          By: /s/ James C. Wood
                                              -------------------------------
                                              James C. Wood
                                              President, Chief Executive Officer
                                              and Chairman of the Board

                        POWER OF ATTORNEY AND SIGNATURES

         We, the undersigned officers and directors of Silknet Software, Inc.,
hereby severally constitute and appoint James C. Wood and Patrick J. Scannell,
Jr., and each of them singly, our true and lawful attorneys, with full power to
them and each of them singly, to sign for us in our names in the capacities
indicated below, any amendments to this Registration Statement on Form S-8
(including post-effective amendments), and to file the same, with all exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, and generally to do all things in our names and on our
behalf in our capacities as officers and directors to enable Silknet Software,
Inc., to comply with the provisions of the Securities Act of 1933, as amended,
hereby ratifying and confirming our signatures as they may be signed by our said
attorneys, or any of them, to said Registration Statement and all amendments
thereto.

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature                  Title(s)                                    Date
         ---------                  --------                                    ----
/s/ James C. Wood                   President, Chief Executive Officer          November 1, 1999
------------------------------      and Chairman of the Board
James C. Wood                       (Principal Executive Officer)

/s/ Patrick J. Scannell, Jr.        Vice President, Chief Financial             November 1, 1999
------------------------------      Officer, Treasurer, and Secretary
Patrick J. Scannell, Jr.            (Principal Financial and Accounting
                                    Officer)

/s/ Stanley Fung                    Director                                    November 1, 1999
------------------------------
Stanley Fung

/s/ Guy Bradley                     Director                                    November 1, 1999
------------------------------
Guy Bradley

/s/ Joo Hock Chua                   Director                                    November 1, 1999
------------------------------
Joo Hock Chua

/s/ Andrew Goldfarb                 Director                                    November 1, 1999
------------------------------
Andrew Goldfarb

/s/ Glen L. Urban                   Director                                    November 1, 1999
------------------------------
Glen L. Urban
8
9

                                  EXHIBIT INDEX

Exhibit No.       Description of Exhibit
-----------       ----------------------

4.1               Specimen Certificate for shares of the Registrant's Common
                  Stock (filed as Exhibit 4.01 to the S-1 Registration Statement
                  (SEC File 333-73295) and incorporated herein by reference).

4.2               Certificate of Incorporation of the Registrant (filed as
                  Exhibit 3.01 to the S-1 Registration Statement (SEC File
                  333-73295) and incorporated herein by reference).

4.3               By-Laws, as amended, of the Registrant (filed as Exhibit 3.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.4               Employee Stock Option Plan (filed as Exhibit 10.01 to the S-1
                  Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.5               1999 Stock Option and Incentive Plan (filed as Exhibit 10.02
                  to the S-1 Registration Statement (SEC File No. 333-73295) and
                  incorporated herein by reference).

4.6               1999 Non-Employee Director Stock Option Plan (filed as Exhibit
                  10.03 to the S-1 Registration Statement (SEC File No.
                  333-73295) and incorporated herein by reference).

5.1               Opinion of Testa, Hurwitz & Thibeault, LLP (filed herewith).

23.1              Consent of PricewaterhouseCoopers LLP (filed herewith).

23.2              Consent of Testa, Hurwitz & Thibeault, LLP (included in
                  Exhibit 5.1).

24.1              Power of Attorney (included as part of the signature page to
                  this Registration Statement).