<PAGE>
 
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 31, 1997
                                                    REGISTRATION NO. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

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

                                   FORM S-8


                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933


                           PLATINUM technology, inc.
            (Exact name of registrant as specified in its charter)


          DELAWARE                                     36-3509662
(State or other jurisdiction of              (IRS Employer Identification
of incorporation or organization)                       Number)


   1815 SOUTH MEYERS ROAD, OAKBROOK TERRACE, ILLINOIS 60181, (630) 620-5000
          (Address of Principal Executive Offices including Zip Code)


                      VREAM, INC. 1995 STOCK OPTION PLAN
                             (Full title of plan)

                             ANDREW J. FILIPOWSKI
    1815 SOUTH MEYERS ROAD, OAKBROOK TERRACE, ILLINOIS 60181, (630) 620-5000
           (Name, address and telephone number of agent for service)


                                  COPIES TO:
                            MATTHEW S. BROWN, ESQ.
                              MARK D. WOOD, ESQ.
                             KATTEN MUCHIN & ZAVIS
                           525 W. MONROE, SUITE 1600
                            CHICAGO, IL  60661-3693
                          FAX NUMBER: (312) 902-1061

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

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>

========================================================================================================================
                                                              Proposed maximum    Proposed maximum
                                             Amount to be      offering price    aggregate offering        Amount of
Title of securities to be registered         registered(1)      per share              price           registration fee
------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>                    <C>              <C>                      <C>
Common Stock, $.001 par value (including
 preferred stock purchase rights)(2)       70,257 shares(2)       $0.28 (3)        $19,671.96 (3)           $6.00
========================================================================================================================
</TABLE>

-------------
(1) Includes an indeterminate number of shares of PLATINUM technology, inc.
    Common Stock that may be issuable by reason of stock splits, stock dividends
    or similar transactions.
(2) Represents shares issuable upon exercise of outstanding options under the
    VREAM, Inc. 1995 Stock Option Plan (the "Plan").
(3) The amounts are based upon the weighted average exercise price of the 70,257
    shares subject to outstanding options under the Plan and are used solely for
    purposes of calculating the registration fee pursuant to Rule 457 under the
    Securities Act of 1933.

================================================================================
<PAGE>
 
                                     PART I
                     INFORMATION REQUIRED IN THE PROSPECTUS

     The information called for in Part I of Form S-8 is currently included in
the prospectus for the VREAM, Inc. 1995 Stock Option Plan (the "Plan") and is
not being filed with or included in this Form S-8 in accordance with the rules
and regulations of the Securities and Exchange Commission (the "Commission").
 
     The Plan was assumed by PLATINUM technology, inc. (the "Company") pursuant
to the Agreement and Plan of Reorganization, dated December 3, 1996, by and
among the Company, VREAM ACQUISITION CORP., and VREAM, Inc. and certain of the
shareholders of VREAM, Inc. Options previously issued under the Plan converted
into options to purchase the Company's Common Stock, $.001 par value per share.
No additional options will be issued under the Plan.

                                      I-1
<PAGE>
 

                                    PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents have been filed by the Company with the Commission
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
are incorporated in this Registration Statement by reference:

     1.   The final prospectus, dated November 18, 1996, included in the
          Company's Registration Statement on Form S-3, Registration No. 333-
          15421, and filed with the Commission pursuant to Rule 424(b) under the
          Securities Act of 1933, as amended;

     2.   The Company's Annual Report on Form 10-K for the fiscal year ended
          December 31, 1995;

     3.   The Company's Quarterly Reports on Form 10-Q for the quarters ending
          March 31, 1996, June 30, 1996 and September 30, 1996;
 
     4.   The Company's Current Report on Form 8-K, as amended, dated February
          8, 1996;

     5.   The Company's Report on Form 10-C dated March 18, 1996;

     6.   The description of the Common Stock contained in the Company's
          Registration Statement on Form 8-A filed March 7, 1991 pursuant to
          Section 12 of the Exchange Act and all amendments thereto and reports
          filed for the purpose of updating such description; and

     7.   The description of the preferred stock purchase rights contained in
          the Company's Registration Statement on Form 8-A filed December 26,
          1995 pursuant to Section 12 of the Exchange Act and all amendments
          thereto and reports filed for the purpose of updating such
          description.

     In addition, all documents filed by the Company pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Exchange Act, subsequent to the date hereof and prior
to the filing of a post-effective amendment indicating that all securities
offered pursuant to this Registration Statement have been sold or deregistering
all such securities then remaining unsold, shall be deemed to be incorporated by
reference herein and to be part hereof from the date of filing of such
documents. Any statement contained in a 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 subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not Applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article Ten of the Company's Restated Certificate of Incorporation provides
that the Company shall indemnify its directors to the full extent permitted by
the Delaware General Corporation Law and may indemnify its officers to such
extent, except that the Company shall not be obligated to indemnify any such
person (i) with respect to proceedings, claims or actions initiated or brought
voluntarily by any such person and not by way of defense, or (ii) for any
amounts paid in settlement of an action

                                     II-1
<PAGE>
 

indemnified against by the Company without the prior written consent of the
Company. With the approval of its stockholders, the Company has entered into
indemnity agreements with each of its directors and certain of its officers.
These agreements may require the Company, among other things, to indemnify such
officers and directors against certain liabilities that may arise by reason of
their status or service as directors or officers, to advance expenses to them as
they are incurred, provided that they undertake to repay the amount advanced if
it is ultimately determined by a court that they are not entitled to
indemnification, and to obtain directors' and officers' liability insurance if
available on reasonable terms.

     In addition, Article Nine of the Company's Certificate of Incorporation
provides that a director of the Company shall not be personally liable to the
Company or its stockholders for monetary damages for breach of his or her
fiduciary duty as a director, except for liability (i) for any breach of the
director's duty of loyalty to the Company or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under Section 174 of the General Corporation Law of the
State of Delaware, or (iv) for any transaction from which the director derives
an improper personal benefit.

     Reference is made to Section 145 of the General Corporation Law of the
State of Delaware which provides for indemnification of directors and officers
in certain circumstances.

     The Company has purchased an insurance policy under which it is entitled to
be reimbursed for certain indemnity payments it is required or permitted to make
to its directors and officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

ITEM 8.  EXHIBITS.
 
     4.1  VREAM, Inc. 1995 Stock Option Plan (the "Plan").

     4.2  Form of Stock Option Agreement for the Plan.

     4.3  Conformed copy of Restated Certificate of Incorporation of the
          Company, as amended, incorporated by reference to Exhibit 3.1(d) to
          the Company's Registration Statement on Form S-1, Registration No. 
          333-07783.

     4.4  Bylaws of the Company, incorporated by reference to Exhibit 3.2 to the
          Company's Registration Statement on Form S-1, Registration No. 
          33-39233 (the "IPO S-1 Registration Statement").

     4.5  Specimen stock certificate representing Common Stock, incorporated by
          reference to Exhibit 4.1 to the IPO S-1 Registration Statement.

     4.6  Rights Agreement dated as of December 21, 1995, between the Company
          and Harris Trust and Savings Bank, incorporated by reference to
          Exhibit 1 to the Company's Registration Statement on Form 8-A, filed
          December 26, 1995.

     5    Opinion of counsel as to legality of shares of Common Stock being
          offered (including consent).

                                     II-2
<PAGE>
 

     15   Acknowledgment of Certified Public Accountants Regarding Independent
          Auditors' Review Reports.
          
     23.1 Consent of KPMG Peat Marwick LLP with respect to the Company's
          financial statements.
     
     23.2 Consent of Deloitte & Touche LLP with respect to the financial
          statements of Trinzic Corporation.
     
     23.3 Consent of Ernst & Young LLP with respect to the financial
          statements of Altai, Inc.
     
     23.4 Consent of Coopers & Lybrand L.L.P. with respect to the financial
          statements of Answer Systems, Inc.
     
     23.5 Consent of Arthur Andersen LLP with respect to the financial
          statements of Locus Computing Corporation.
     
     23.6 Consent of Arthur Andersen LLP with respect to the financial
          statements of Softool Corporation.
     
     23.7 Consent of KPMG Peat Marwick LLP with respect to the financial
          statements of Prodea Software Corporation.
     
     23.8 Consent of Katten Muchin & Zavis (included in their opinion filed as
          Exhibit 5 herein).
     
     24   Power of Attorney (included on the signature page of this Registration
          Statement).

ITEM 9.  UNDERTAKINGS.

     1.   The Company hereby undertakes:

          (a)  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
          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;

                                     II-3
<PAGE>
 

          provided, however, that paragraphs (a)(i) and (a)(ii) do not apply if
          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 Company pursuant to Section 13 or
          Section 15(d) of the Exchange Act that are incorporated by reference
          in the Registration Statement.

          (b) 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.

          (c) 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.

     2.   The Company hereby undertakes that, for the purpose of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Exchange Act that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

     3.   Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company and affiliated companies pursuant to the provisions
described in Item 6 above, or otherwise, the Company has been informed that in
the opinion of the Commission such indemnification is against public policy as
expressed in the Securities Act of 1933 and is therefore unenforceable. In the
event that a claim for indemnification against such liabilities (other than the
payment by the Company of expenses incurred or paid by a director, officer or
controlling person of the Company 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 Company will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act of 1933 and will be governed by the final adjudication of such issue.

                                     II-4
<PAGE>
 

                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Oakbrook Terrace, State of Illinois, on this 30th day
of January, 1997.

                                       PLATINUM technology, inc.
                             
                                       By: /s/ ANDREW J. FILIPOWSKI
                                           -------------------------------------
                                           Andrew J. Filipowski
                                           President and Chief Executive Officer



                               POWER OF ATTORNEY

     Each person whose signature appears below hereby constitutes and appoints
Andrew J. Filipowski, Michael P. Cullinane, Michael C. Wyatt and Matthew S.
Brown, and each of them, his true and lawful attorneys-in-fact and agents, with
full power of substitution, to sign on his behalf, individually and in each
capacity stated below, all amendments and post-effective amendments to this
Registration Statement on Form S-8 (including registration statements filed
pursuant to Rule 462(b) under the Securities Act of 1933, and all amendments
thereto) and to file the same, with all exhibits thereto and any other documents
in connection therewith, with the Securities and Exchange Commission under the
Securities Act of 1933, 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 and to all intents and
purposes as each might or could do in person, hereby ratifying and confirming
each act that said attorneys-in-fact and agents may lawfully do or cause to be
done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on January 30, 1997.

<TABLE>
<CAPTION>
        Signature                                  Title
-------------------------   ----------------------------------------------------
<S>                         <C>
/s/ ANDREW J. FILIPOWSKI    President, Chief Executive Officer (Principal
-------------------------   Executive Officer) and a Director
    Andrew J. Filipowski


/s/ MICHAEL P. CULLINANE    Executive Vice President, Chief Financial Officer
-------------------------   (Principal Financial and Accounting Officer) and a
    Michael P. Cullinane    Director


/s/ PAUL L. HUMENANSKY      Executive Vice President, Chief Operations Officer
-------------------------   and a Director
    Paul L. Humenansky


/s/ JAMES E. COWIE          Director
-------------------------
    James E. Cowie


/s/ STEVEN D. DEVICK        Director
-------------------------
    Steven D. Devick


/s/ GIAN FULGONI            Director
-------------------------
    Gian Fulgoni
</TABLE>

                                     II-5
<PAGE>
 
<TABLE>
<CAPTION>
 
 
                                                                                                      Sequential
  Exhibits                           Description                                                        Page No.
  --------    --------------------------------------------------------------------------------------  ----------          
 
    <C>       <S>                                                                                        <C>
     4.1      VREAM, Inc. Stock Option Plan (the "Plan").

     4.2      Form of Stock Option Agreement for the Plan.

     5        Opinion of counsel as to legality of shares of Common Stock being offered (including
              consent).

    15        Acknowledgment of Certified Public Accountants Regarding Independent Auditors' 
              Review Reports.

    23.1      Consent of KPMG Peat Marwick LLP with respect to the Company's financial
              statements.

    23.2      Consent of Deloitte & Touche LLP with respect to the financial statements of Trinzic
              Corporation.

    23.3      Consent of Ernst & Young LLP with respect to the financial statements of Altai, Inc.

    23.4      Consent of Coopers & Lybrand L.L.P. with respect to the financial statements of
              Answer Systems, Inc.

    23.5      Consent of Arthur Andersen LLP with respect to the financial statements of Locus
              Computing Corporation.

    23.6      Consent of Arthur Andersen LLP with respect to the financial statements of Softool
              Corporation.

    23.7      Consent of KPMG Peat Marwick LLP with respect to the financial statements of Prodea
              Software Corporation.

    23.8      Consent of Katten Muchin & Zavis (included in their opinion filed as Exhibit 5 herein).

    24        Power of Attorney (included on the signature page of this Registration Statement).
 
=================================================================================================================
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 21593}]
{"company-data": {"conformed-name": "PLATINUM TECHNOLOGY INC", "cik": "0000825703", "assigned-sic": "7372", "irs-number": "363509662", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-20897", "film-number": "97516044"}, "business-address": {"street1": "1815 S MEYERS RD", "city": "OAKBROOK TERRACE", "state": "IL", "zip": "60181", "phone": "6306205000"}, "mail-address": {"street1": "1815 S MEYERS RD", "city": "OAKBROOK TERRACE", "state": "IL", "zip": "60181"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 31, 1997
                                                    REGISTRATION NO. 333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

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

                                   FORM S-8

                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933

                           PLATINUM technology, inc.
            (Exact name of registrant as specified in its charter)

          DELAWARE                                     36-3509662
(State or other jurisdiction of              (IRS Employer Identification
of incorporation or organization)                       Number)

   1815 SOUTH MEYERS ROAD, OAKBROOK TERRACE, ILLINOIS 60181, (630) 620-5000
          (Address of Principal Executive Offices including Zip Code)

                      VREAM, INC. 1995 STOCK OPTION PLAN
                             (Full title of plan)

                             ANDREW J. FILIPOWSKI
    1815 SOUTH MEYERS ROAD, OAKBROOK TERRACE, ILLINOIS 60181, (630) 620-5000
           (Name, address and telephone number of agent for service)

                                  COPIES TO:
                            MATTHEW S. BROWN, ESQ.
                              MARK D. WOOD, ESQ.
                             KATTEN MUCHIN & ZAVIS
                           525 W. MONROE, SUITE 1600
                            CHICAGO, IL  60661-3693
                          FAX NUMBER: (312) 902-1061

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

                        CALCULATION OF REGISTRATION FEE
========================================================================================================================
                                                              Proposed maximum    Proposed maximum
                                             Amount to be      offering price    aggregate offering        Amount of
Title of securities to be registered         registered(1)      per share              price           registration fee
------------------------------------------------------------------------------------------------------------------------
Common Stock, $.001 par value (including
 preferred stock purchase rights)(2)       70,257 shares(2)       $0.28 (3)        $19,671.96 (3)           $6.00
========================================================================================================================
-------------
(1) Includes an indeterminate number of shares of PLATINUM technology, inc.
    Common Stock that may be issuable by reason of stock splits, stock dividends
    or similar transactions.
(2) Represents shares issuable upon exercise of outstanding options under the
    VREAM, Inc. 1995 Stock Option Plan (the "Plan").
(3) The amounts are based upon the weighted average exercise price of the 70,257
    shares subject to outstanding options under the Plan and are used solely for
    purposes of calculating the registration fee pursuant to Rule 457 under the
    Securities Act of 1933.

================================================================================
PART I
                     INFORMATION REQUIRED IN THE PROSPECTUS

     The information called for in Part I of Form S-8 is currently included in
the prospectus for the VREAM, Inc. 1995 Stock Option Plan (the "Plan") and is
not being filed with or included in this Form S-8 in accordance with the rules
and regulations of the Securities and Exchange Commission (the "Commission").
 
     The Plan was assumed by PLATINUM technology, inc. (the "Company") pursuant
to the Agreement and Plan of Reorganization, dated December 3, 1996, by and
among the Company, VREAM ACQUISITION CORP., and VREAM, Inc. and certain of the
shareholders of VREAM, Inc. Options previously issued under the Plan converted
into options to purchase the Company's Common Stock, $.001 par value per share.
No additional options will be issued under the Plan.

                                      I-1
PART II
              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents have been filed by the Company with the Commission
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and
are incorporated in this Registration Statement by reference:

     1.   The final prospectus, dated November 18, 1996, included in the
          Company's Registration Statement on Form S-3, Registration No. 333-
          15421, and filed with the Commission pursuant to Rule 424(b) under the
          Securities Act of 1933, as amended;

     2.   The Company's Annual Report on Form 10-K for the fiscal year ended
          December 31, 1995;

     3.   The Company's Quarterly Reports on Form 10-Q for the quarters ending
          March 31, 1996, June 30, 1996 and September 30, 1996;
 
     4.   The Company's Current Report on Form 8-K, as amended, dated February
          8, 1996;

     5.   The Company's Report on Form 10-C dated March 18, 1996;

     6.   The description of the Common Stock contained in the Company's
          Registration Statement on Form 8-A filed March 7, 1991 pursuant to
          Section 12 of the Exchange Act and all amendments thereto and reports
          filed for the purpose of updating such description; and

     7.   The description of the preferred stock purchase rights contained in
          the Company's Registration Statement on Form 8-A filed December 26,
          1995 pursuant to Section 12 of the Exchange Act and all amendments
          thereto and reports filed for the purpose of updating such
          description.

     In addition, all documents filed by the Company pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Exchange Act, subsequent to the date hereof and prior
to the filing of a post-effective amendment indicating that all securities
offered pursuant to this Registration Statement have been sold or deregistering
all such securities then remaining unsold, shall be deemed to be incorporated by
reference herein and to be part hereof from the date of filing of such
documents. Any statement contained in a 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 subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not Applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article Ten of the Company's Restated Certificate of Incorporation provides
that the Company shall indemnify its directors to the full extent permitted by
the Delaware General Corporation Law and may indemnify its officers to such
extent, except that the Company shall not be obligated to indemnify any such
person (i) with respect to proceedings, claims or actions initiated or brought
voluntarily by any such person and not by way of defense, or (ii) for any
amounts paid in settlement of an action

                                     II-1
indemnified against by the Company without the prior written consent of the
Company. With the approval of its stockholders, the Company has entered into
indemnity agreements with each of its directors and certain of its officers.
These agreements may require the Company, among other things, to indemnify such
officers and directors against certain liabilities that may arise by reason of
their status or service as directors or officers, to advance expenses to them as
they are incurred, provided that they undertake to repay the amount advanced if
it is ultimately determined by a court that they are not entitled to
indemnification, and to obtain directors' and officers' liability insurance if
available on reasonable terms.

     In addition, Article Nine of the Company's Certificate of Incorporation
provides that a director of the Company shall not be personally liable to the
Company or its stockholders for monetary damages for breach of his or her
fiduciary duty as a director, except for liability (i) for any breach of the
director's duty of loyalty to the Company or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under Section 174 of the General Corporation Law of the
State of Delaware, or (iv) for any transaction from which the director derives
an improper personal benefit.

     Reference is made to Section 145 of the General Corporation Law of the
State of Delaware which provides for indemnification of directors and officers
in certain circumstances.

     The Company has purchased an insurance policy under which it is entitled to
be reimbursed for certain indemnity payments it is required or permitted to make
to its directors and officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

ITEM 8.  EXHIBITS.
 
     4.1  VREAM, Inc. 1995 Stock Option Plan (the "Plan").

     4.2  Form of Stock Option Agreement for the Plan.

     4.3  Conformed copy of Restated Certificate of Incorporation of the
          Company, as amended, incorporated by reference to Exhibit 3.1(d) to
          the Company's Registration Statement on Form S-1, Registration No. 
          333-07783.

     4.4  Bylaws of the Company, incorporated by reference to Exhibit 3.2 to the
          Company's Registration Statement on Form S-1, Registration No. 
          33-39233 (the "IPO S-1 Registration Statement").

     4.5  Specimen stock certificate representing Common Stock, incorporated by
          reference to Exhibit 4.1 to the IPO S-1 Registration Statement.

     4.6  Rights Agreement dated as of December 21, 1995, between the Company
          and Harris Trust and Savings Bank, incorporated by reference to
          Exhibit 1 to the Company's Registration Statement on Form 8-A, filed
          December 26, 1995.

     5    Opinion of counsel as to legality of shares of Common Stock being
          offered (including consent).

                                     II-2
15   Acknowledgment of Certified Public Accountants Regarding Independent
          Auditors' Review Reports.
          
     23.1 Consent of KPMG Peat Marwick LLP with respect to the Company's
          financial statements.
     
     23.2 Consent of Deloitte & Touche LLP with respect to the financial
          statements of Trinzic Corporation.
     
     23.3 Consent of Ernst & Young LLP with respect to the financial
          statements of Altai, Inc.
     
     23.4 Consent of Coopers & Lybrand L.L.P. with respect to the financial
          statements of Answer Systems, Inc.
     
     23.5 Consent of Arthur Andersen LLP with respect to the financial
          statements of Locus Computing Corporation.
     
     23.6 Consent of Arthur Andersen LLP with respect to the financial
          statements of Softool Corporation.
     
     23.7 Consent of KPMG Peat Marwick LLP with respect to the financial
          statements of Prodea Software Corporation.
     
     23.8 Consent of Katten Muchin & Zavis (included in their opinion filed as
          Exhibit 5 herein).
     
     24   Power of Attorney (included on the signature page of this Registration
          Statement).

ITEM 9.  UNDERTAKINGS.

     1.   The Company hereby undertakes:

          (a)  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
          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;

                                     II-3
provided, however, that paragraphs (a)(i) and (a)(ii) do not apply if
          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 Company pursuant to Section 13 or
          Section 15(d) of the Exchange Act that are incorporated by reference
          in the Registration Statement.

          (b) 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.

          (c) 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.

     2.   The Company hereby undertakes that, for the purpose of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Exchange Act that is
incorporated by reference in the Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

     3.   Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company and affiliated companies pursuant to the provisions
described in Item 6 above, or otherwise, the Company has been informed that in
the opinion of the Commission such indemnification is against public policy as
expressed in the Securities Act of 1933 and is therefore unenforceable. In the
event that a claim for indemnification against such liabilities (other than the
payment by the Company of expenses incurred or paid by a director, officer or
controlling person of the Company 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 Company will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act of 1933 and will be governed by the final adjudication of such issue.

                                     II-4
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Oakbrook Terrace, State of Illinois, on this 30th day
of January, 1997.

                                       PLATINUM technology, inc.
                             
                                       By: /s/ ANDREW J. FILIPOWSKI
                                           -------------------------------------
                                           Andrew J. Filipowski
                                           President and Chief Executive Officer

                               POWER OF ATTORNEY

     Each person whose signature appears below hereby constitutes and appoints
Andrew J. Filipowski, Michael P. Cullinane, Michael C. Wyatt and Matthew S.
Brown, and each of them, his true and lawful attorneys-in-fact and agents, with
full power of substitution, to sign on his behalf, individually and in each
capacity stated below, all amendments and post-effective amendments to this
Registration Statement on Form S-8 (including registration statements filed
pursuant to Rule 462(b) under the Securities Act of 1933, and all amendments
thereto) and to file the same, with all exhibits thereto and any other documents
in connection therewith, with the Securities and Exchange Commission under the
Securities Act of 1933, 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 and to all intents and
purposes as each might or could do in person, hereby ratifying and confirming
each act that said attorneys-in-fact and agents may lawfully do or cause to be
done by virtue thereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on January 30, 1997.
Signature                                  Title
-------------------------   ----------------------------------------------------
/s/ ANDREW J. FILIPOWSKI    President, Chief Executive Officer (Principal
-------------------------   Executive Officer) and a Director
    Andrew J. Filipowski

/s/ MICHAEL P. CULLINANE    Executive Vice President, Chief Financial Officer
-------------------------   (Principal Financial and Accounting Officer) and a
    Michael P. Cullinane    Director

/s/ PAUL L. HUMENANSKY      Executive Vice President, Chief Operations Officer
-------------------------   and a Director
    Paul L. Humenansky

/s/ JAMES E. COWIE          Director
-------------------------
    James E. Cowie

/s/ STEVEN D. DEVICK        Director
-------------------------
    Steven D. Devick

/s/ GIAN FULGONI            Director
-------------------------
    Gian Fulgoni
II-5
Sequential
  Exhibits                           Description                                                        Page No.
  --------    --------------------------------------------------------------------------------------  ----------
4.1      VREAM, Inc. Stock Option Plan (the "Plan").

     4.2      Form of Stock Option Agreement for the Plan.

     5        Opinion of counsel as to legality of shares of Common Stock being offered (including
              consent).

    15        Acknowledgment of Certified Public Accountants Regarding Independent Auditors' 
              Review Reports.

    23.1      Consent of KPMG Peat Marwick LLP with respect to the Company's financial
              statements.

    23.2      Consent of Deloitte & Touche LLP with respect to the financial statements of Trinzic
              Corporation.

    23.3      Consent of Ernst & Young LLP with respect to the financial statements of Altai, Inc.

    23.4      Consent of Coopers & Lybrand L.L.P. with respect to the financial statements of
              Answer Systems, Inc.

    23.5      Consent of Arthur Andersen LLP with respect to the financial statements of Locus
              Computing Corporation.

    23.6      Consent of Arthur Andersen LLP with respect to the financial statements of Softool
              Corporation.

    23.7      Consent of KPMG Peat Marwick LLP with respect to the financial statements of Prodea
              Software Corporation.

    23.8      Consent of Katten Muchin & Zavis (included in their opinion filed as Exhibit 5 herein).

    24        Power of Attorney (included on the signature page of this Registration Statement).
 
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