<PAGE>   1

    As filed with the Securities and Exchange Commission on November 7, 1995

                                                      Registration No. 33-
================================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

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

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

                                MAXSERV, INC.
           (Exact name of registrant as specified in its charter)

             Delaware                               74-2707626
(State or other jurisdiction of         (I.R.S. employer identification number)
 incorporation or organization)

                      8317 Cross Park Drive, Suite 350
                            Austin, Texas  78754
                  (Address of principal executive offices)

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

                    MaxServ, Inc. 1994 Stock Option Plan
                          (Full title of the Plan)

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

                             Charles F. Bayless
                      8317 Cross Park Drive, Suite 350
                            Austin, Texas  78754
                   (Name and address of agent for service)

                               (512) 834-8341
                   (Telephone number, including area code,
                            of agent for service)

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

<TABLE>
<CAPTION>
                       CALCULATION OF REGISTRATION FEE
=======================================================================================================
                                                   Proposed            Proposed
                                                   Maximum             Maximum
Title of                                           Offering            Aggregate           Amount of
Securities to           Amount to                  Price Per           Offering            Registration
be Registered           be Registered              Share               Price               Fee
- -------------------------------------------------------------------------------------------------------
<S>                     <C>                       <C>                 <C>                  <C>
Common Stock             1,000,000
$0.01 par value          shares(1)                 $3.5625(2)         $3,562,500(2)        $1,228.45
=======================================================================================================
</TABLE>

(1)      Issuable upon exercise of additional options available to be granted
         under the 1994 Stock Option Plan pursuant to an increase in the number
         of shares of Common Stock available for issuance under such Plan from
         500,000 to 1,500,000.

(2)      Estimated solely for the purpose of calculating the registration fee
         pursuant to Rule 457(h).  The offering price and registration fee are
         computed on the basis of the average of the highest closing bid and
         lowest closing asked prices of the Common Stock in the
         over-the-counter market, as quoted by the National Association of
         Securities Dealers Automated Quotation System on November 3, 1995.

===============================================================================
<PAGE>   2
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

                 The documents listed below are incorporated by reference in
this Registration Statement.  All documents subsequently filed by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934 prior to the filing of a post-effective amendment to this
Registration Statement that indicates that all Common Stock to which this
Registration Statement relates has been sold or that deregisters all Common
Stock to which this Registration Statement relates 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 such reports and documents.

                 Incorporated by reference herein at this time are:

                 (a)      The Registrant's annual report on Form 10-KSB for the
fiscal year ended May 31, 1995, and quarterly report on Form 10-QSB for the
fiscal quarter ended August 31, 1995.

                 (b)      The description of the Common Stock contained in the
Registrant's Registration Statement on Form 8-B under the Securities Act of
1934 (effective September 29, 1994), including any amendment or report filed
hereafter for the purpose of updating such description.

                 (c)      The Registrant's proxy statement dated September 15,
1995 for the annual meeting of shareholders held on October 19, 1995.

Item 4.  Description of Securities.
Item 5.  Interests of Named Experts and Counsel.
Item 6.  Indemnification of Directors and Officers.
Item 7.  Exemption from Registration Claimed.
                 The contents of the Registration Statement on Form S-8 (Reg.
No. 33-82096), in response to Items 4 through 7 thereof, are incorporated
herein by reference.

Item 8.  Exhibits.

<TABLE>
<CAPTION>
Exhibit No.               Description of Exhibit
- -----------               ----------------------
 <S>             <C>                                                
 3.1             Certificate of Incorporation  (1)

 3.2             Bylaws, as amended  (2)

 4.1             1994 Stock Option Plan, as amended (3)

 5               Opinion of Akin, Gump, Strauss, Hauer & Feld, L.L.P. (3)
</TABLE>





<PAGE>   3
<TABLE>
 <S>             <C>
 15              N/A

 23              Consent of Price Waterhouse  (3)

 24              Power of Attorney (filed as page II-4 of this Registration Statement)

 27              N/A

 28              N/A

 29              None
</TABLE>
- ---------------
(1)    Contained in exhibits to the Proxy Statement dated April 1,
       1994 for the special meeting of stockholders held on April 29,
       1994, as filed with the Securities and Exchange Commission on
       March 31, 1994.
(2)    Contained in exhibits to the Annual Report on Form 10-KSB for
       the fiscal year ended May 31, 1995, as filed with the
       Securities and Exchange Commission on August 29, 1995.
(3)    Filed herewith.

Item 9.  Undertakings.
         The contents of the Registration Statement on Form S-8 (Reg.
         No. 33-82096), in response to Item 9 thereof, are incorporated
         herein by reference.





                                     II-2
<PAGE>   4
                                   SIGNATURES

                 Pursuant to the requirements of the Securities Act of 1933, as
amended, 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 Austin, State of Texas
on October 30, 1995.


MAXSERV, INC.


BY:  CHARLES F. BAYLESS                                   
     -------------------------------------
     CHARLES F. BAYLESS
     PRESIDENT AND CHIEF EXECUTIVE OFFICER





                                     II-3
<PAGE>   5
                               POWER OF ATTORNEY

         Each person whose signature appears below authorized Charles F.
Bayless and Neil A. Johnson, and each of them, each of whom may act without
joinder of the other, to execute in the name of each person who is then an
officer or director of the Registrant, and to file any amendments to this
Registration Statement necessary or advisable to enable the Registrant to
comply with the Securities Act of 1933, as amended, and any rules, regulations
and requirements of the Commission, in respect thereof, in connection with the
registration of the securities which are the subject of this Registration
Statement, which amendments may make such changes in such Registration
Statement as such attorney may deem appropriate.

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

<TABLE>
<CAPTION>
Signature                                             Title                                    Date
- ---------                                             -----                                    ----
<S>                               <C>                                                       <C>
CHARLES F. BAYLESS                President, Chief Executive Officer                        October 30, 1995
- --------------------------        and Director (Principal Executive                                         
Charles F. Bayless                Officer)                                     
                                                                               
NEIL A. JOHNSON                   Senior Vice President, Finance                            October 30, 1995
- --------------------------        Treasurer and Secretary (Principal                                        
Neil A. Johnson                   Financial Officer)                           
                                                                               
JAMES F. LEARY                    Director                                                  October 31, 1995
- --------------------------                                                                                  
James F. Leary                                                                 
                                                                               
PATRICK A. RIVELLI                Director                                                  October 31, 1995
- --------------------------                                                                                  
Patrick A. Rivelli                                                             
                                                                               
NATHANIEL P. TURNER               Director                                                  October 27, 1995
- --------------------------                                                                                  
Nathaniel P. Turner                                                            
                                                                               
STEPHEN J. KEANE                  Director                                                  October 27, 1995
- --------------------------                                                                          
Stephen J. Keane                                                               
                                                                               
WILLIAM L. SALTER                 Director                                                  October 30, 1995
- --------------------------                                                                                  
William L. Salter                                                              
                                                                               
DANIEL A. MIHALOVICH              Director                                                  October 27, 1995
- --------------------------                                                                                  
Daniel A. Mihalovich                                                           
                                                                               
STEVEN A. MARTIN                  Director                                                  October 27, 1995
- --------------------------                                                                                  
Steven A. Martin                                                               
</TABLE>



                                     II-4
<PAGE>   6
                               INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT                                     
NUMBER                                 EXHIBIT      
- ------                                 -------      
 <S>             <C>
 3.1             Certificate of Incorporation  (1)

 3.2             Bylaws, as amended  (2)

 4.1             1994 Stock Option Plan, as amended (3)

 5               Opinion of Akin, Gump, Strauss, Hauer & Feld, L.L.P. (3)

 15              N/A

 23              Consent of Price Waterhouse  (3)

 24              Power of Attorney (filed as page II-4 of this Registration Statement)

 27              N/A

 28              N/A

 29              None
</TABLE>
- ---------------
(1)      Contained in exhibits to the Proxy Statement dated April 1,
         1994 for the special meeting of stockholders held on April 29,
         1994, as filed with the Securities and Exchange Commission on
         March 31, 1994.
(2)      Contained in exhibits to the Annual Report on Form 10-KSB for
         the fiscal year ended May 31, 1995, as filed with the
         Securities and Exchange Commission on August 29, 1995.
(3)      Filed herewith.





                                     II-5
[{"type": "S-8", "sequence": "1", "description": "MAXSERV, INC. FORM S-8", "secsgml_size_bytes": 13555}]
{"company-data": {"conformed-name": "MAXSERV INC", "cik": "0000720476", "assigned-sic": "7377", "irs-number": "742707626", "state-of-incorporation": "TX", "fiscal-year-end": "0531"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-64045", "film-number": "95587960"}, "business-address": {"street1": "8317 CROSS DR STE 350", "city": "AUSTIN", "state": "TX", "zip": "78754", "phone": "5128348341"}, "former-company": {"former-conformed-name": "PRIMEFAX INC", "date-changed": "19911230"}}
1

    As filed with the Securities and Exchange Commission on November 7, 1995

                                                      Registration No. 33-
================================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

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

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

                                MAXSERV, INC.
           (Exact name of registrant as specified in its charter)

             Delaware                               74-2707626
(State or other jurisdiction of         (I.R.S. employer identification number)
 incorporation or organization)

                      8317 Cross Park Drive, Suite 350
                            Austin, Texas  78754
                  (Address of principal executive offices)

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

                    MaxServ, Inc. 1994 Stock Option Plan
                          (Full title of the Plan)

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

                             Charles F. Bayless
                      8317 Cross Park Drive, Suite 350
                            Austin, Texas  78754
                   (Name and address of agent for service)

                               (512) 834-8341
                   (Telephone number, including area code,
                            of agent for service)

                              ----------------
CALCULATION OF REGISTRATION FEE
=======================================================================================================
                                                   Proposed            Proposed
                                                   Maximum             Maximum
Title of                                           Offering            Aggregate           Amount of
Securities to           Amount to                  Price Per           Offering            Registration
be Registered           be Registered              Share               Price               Fee
- -------------------------------------------------------------------------------------------------------
Common Stock             1,000,000
$0.01 par value          shares(1)                 $3.5625(2)         $3,562,500(2)        $1,228.45
=======================================================================================================
(1)      Issuable upon exercise of additional options available to be granted
         under the 1994 Stock Option Plan pursuant to an increase in the number
         of shares of Common Stock available for issuance under such Plan from
         500,000 to 1,500,000.

(2)      Estimated solely for the purpose of calculating the registration fee
         pursuant to Rule 457(h).  The offering price and registration fee are
         computed on the basis of the average of the highest closing bid and
         lowest closing asked prices of the Common Stock in the
         over-the-counter market, as quoted by the National Association of
         Securities Dealers Automated Quotation System on November 3, 1995.

===============================================================================
2
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

                 The documents listed below are incorporated by reference in
this Registration Statement.  All documents subsequently filed by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange Act of 1934 prior to the filing of a post-effective amendment to this
Registration Statement that indicates that all Common Stock to which this
Registration Statement relates has been sold or that deregisters all Common
Stock to which this Registration Statement relates 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 such reports and documents.

                 Incorporated by reference herein at this time are:

                 (a)      The Registrant's annual report on Form 10-KSB for the
fiscal year ended May 31, 1995, and quarterly report on Form 10-QSB for the
fiscal quarter ended August 31, 1995.

                 (b)      The description of the Common Stock contained in the
Registrant's Registration Statement on Form 8-B under the Securities Act of
1934 (effective September 29, 1994), including any amendment or report filed
hereafter for the purpose of updating such description.

                 (c)      The Registrant's proxy statement dated September 15,
1995 for the annual meeting of shareholders held on October 19, 1995.

Item 4.  Description of Securities.
Item 5.  Interests of Named Experts and Counsel.
Item 6.  Indemnification of Directors and Officers.
Item 7.  Exemption from Registration Claimed.
                 The contents of the Registration Statement on Form S-8 (Reg.
No. 33-82096), in response to Items 4 through 7 thereof, are incorporated
herein by reference.

Item 8.  Exhibits.
Exhibit No.               Description of Exhibit
- -----------               ----------------------
3.1             Certificate of Incorporation  (1)

 3.2             Bylaws, as amended  (2)

 4.1             1994 Stock Option Plan, as amended (3)

 5               Opinion of Akin, Gump, Strauss, Hauer & Feld, L.L.P. (3)
3
15              N/A

 23              Consent of Price Waterhouse  (3)

 24              Power of Attorney (filed as page II-4 of this Registration Statement)

 27              N/A

 28              N/A

 29              None
- ---------------
(1)    Contained in exhibits to the Proxy Statement dated April 1,
       1994 for the special meeting of stockholders held on April 29,
       1994, as filed with the Securities and Exchange Commission on
       March 31, 1994.
(2)    Contained in exhibits to the Annual Report on Form 10-KSB for
       the fiscal year ended May 31, 1995, as filed with the
       Securities and Exchange Commission on August 29, 1995.
(3)    Filed herewith.

Item 9.  Undertakings.
         The contents of the Registration Statement on Form S-8 (Reg.
         No. 33-82096), in response to Item 9 thereof, are incorporated
         herein by reference.

                                     II-2
4
                                   SIGNATURES

                 Pursuant to the requirements of the Securities Act of 1933, as
amended, 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 Austin, State of Texas
on October 30, 1995.

MAXSERV, INC.

BY:  CHARLES F. BAYLESS                                   
     -------------------------------------
     CHARLES F. BAYLESS
     PRESIDENT AND CHIEF EXECUTIVE OFFICER

                                     II-3
5
                               POWER OF ATTORNEY

         Each person whose signature appears below authorized Charles F.
Bayless and Neil A. Johnson, and each of them, each of whom may act without
joinder of the other, to execute in the name of each person who is then an
officer or director of the Registrant, and to file any amendments to this
Registration Statement necessary or advisable to enable the Registrant to
comply with the Securities Act of 1933, as amended, and any rules, regulations
and requirements of the Commission, in respect thereof, in connection with the
registration of the securities which are the subject of this Registration
Statement, which amendments may make such changes in such Registration
Statement as such attorney may deem appropriate.

                 Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.
Signature                                             Title                                    Date
- ---------                                             -----                                    ----
CHARLES F. BAYLESS                President, Chief Executive Officer                        October 30, 1995
- --------------------------        and Director (Principal Executive                                         
Charles F. Bayless                Officer)                                     
                                                                               
NEIL A. JOHNSON                   Senior Vice President, Finance                            October 30, 1995
- --------------------------        Treasurer and Secretary (Principal                                        
Neil A. Johnson                   Financial Officer)                           
                                                                               
JAMES F. LEARY                    Director                                                  October 31, 1995
- --------------------------                                                                                  
James F. Leary                                                                 
                                                                               
PATRICK A. RIVELLI                Director                                                  October 31, 1995
- --------------------------                                                                                  
Patrick A. Rivelli                                                             
                                                                               
NATHANIEL P. TURNER               Director                                                  October 27, 1995
- --------------------------                                                                                  
Nathaniel P. Turner                                                            
                                                                               
STEPHEN J. KEANE                  Director                                                  October 27, 1995
- --------------------------                                                                          
Stephen J. Keane                                                               
                                                                               
WILLIAM L. SALTER                 Director                                                  October 30, 1995
- --------------------------                                                                                  
William L. Salter                                                              
                                                                               
DANIEL A. MIHALOVICH              Director                                                  October 27, 1995
- --------------------------                                                                                  
Daniel A. Mihalovich                                                           
                                                                               
STEVEN A. MARTIN                  Director                                                  October 27, 1995
- --------------------------                                                                                  
Steven A. Martin
II-4
6
                               INDEX TO EXHIBITS
EXHIBIT                                     
NUMBER                                 EXHIBIT      
- ------                                 -------
3.1             Certificate of Incorporation  (1)

 3.2             Bylaws, as amended  (2)

 4.1             1994 Stock Option Plan, as amended (3)

 5               Opinion of Akin, Gump, Strauss, Hauer & Feld, L.L.P. (3)

 15              N/A

 23              Consent of Price Waterhouse  (3)

 24              Power of Attorney (filed as page II-4 of this Registration Statement)

 27              N/A

 28              N/A

 29              None
- ---------------
(1)      Contained in exhibits to the Proxy Statement dated April 1,
         1994 for the special meeting of stockholders held on April 29,
         1994, as filed with the Securities and Exchange Commission on
         March 31, 1994.
(2)      Contained in exhibits to the Annual Report on Form 10-KSB for
         the fiscal year ended May 31, 1995, as filed with the
         Securities and Exchange Commission on August 29, 1995.
(3)      Filed herewith.

                                     II-5