Registration No. 333-_____

    As filed with the Securities and Exchange Commission on December 30, 1998
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                             OBJECTSOFT CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                      Delaware                             22-3091075
           (State or Other Jurisdiction of              (I.R.S. Employer
           Incorporation or Organization)               Identification No.)

Continental Plaza III, 433 Hackensack Avenue
           Hackensack, New Jersey                                   07601
  (Address of Principal Executive Offices)                       (Zip Code)


                             1996 STOCK OPTION PLAN
                            (Full Title of the Plan)

                                David E.Y. Sarna
                             ObjectSoft Corporation
                  Continental Plaza III, 433 Hackensack Avenue
                          Hackensack, New Jersey 07601
                     (Name and Address of Agent for Service)

                                 (201) 343-2100
          (Telephone Number, Including Area Code, of Agent for Service)

                                 With a copy to:

                              Melvin Weinberg, Esq.
                       Parker Chapin Flattau & Klimpl, LLP
                           1211 Avenue of the Americas
                               New York, NY 10036
                                 (212) 704-6000

Approximate  date of commencement of proposed sale to public:  From time to time
after the effective date of this registration statement.
<TABLE>
<CAPTION>

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

                                                Proposed Maximum                                                    
    Title of Securities         Amount to        Offering Price         Proposed Maximum           Amount of
      to be Registered        be Registered        per Share        Aggregate Offering Price    Registration Fee
-------------------------------------------------------------------------------------------------------------------
Common Stock, par value                          
<S>                        <C>                <C>                      <C>                     <C>     
$.0001 per share............750,000 shares (2)   $0.765625 (1)            $574,218.75             $159.64 
===================================================================================================================
</TABLE>
(1)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant to Rule 457(c) and (h);  based on the  average  ($.765625)  of the
     high  ($0.875)  and low  ($0.65625)  prices on the Nasdaq  SmallCap  Market
     on December 23, 1998.
(2)  Represents  750,000  shares of common stock,  of the  registrant, par value
     $0.0001 per share, available under the Registrant's 1996 Stock Option Plan,
     as amended  (the  "Plan").  Pursuant  to Rule  416(b),  there shall also be
     deemed   covered   hereby  all   additional   securities   resulting   from
     anti-dilution adjustments under the Plan.
--------------------------------------------------------------------------------
<PAGE>



                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference

         The following  documents  heretofore  filed by the registrant  with the
Securities and Exchange  Commission (File No. 1-10751) pursuant to Section 13(a)
of the Securities  Exchange Act of 1934 (the "1934 Act") are incorporated herein
by reference:

         (a) The  registrant's  Annual Report on Form 10-KSB for the fiscal year
ended  December 31, 1997,  as amended.

         (b) The  registrant's  Quarterly Reports on Form  10-QSB for the fiscal
quarters ended March 31, 1998, June 30, 1998 and  September 30, 1998.

         (c) The description of the  registrant's  Common Stock contained in the
registrant's  Registration  Statement  on Form 8-A filed on  October  16,  1996,
including  any  amendment  or report  filed for the  purpose  of  updating  such
descriptions.

         All documents subsequently filed by the Company or the Plan pursuant to
Section  13(a),  13(c),  14 or 15(d) of the 1934 Act,  prior to the  filing of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of the filing of such documents. Any statement contained in
a document  incorporated or deemed to be incorporated  herein by reference shall
be deemed  to be  modified  or  superseded  for  purposes  of this  Registration
Statement  to the  extent  that a  statement  contained  herein  or in any other
subsequently  filed  document which also is or is deemed to be  incorporated  by
reference herein modifies or supersedes such statement.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         Not applicable.

Item 6.  Indemnification of Directors and Officers

         Section 145 ("Section 145") of the General Corporation Law of the State
of Delaware ("DGCL") provides, in general, that a corporation incorporated under
the laws of the State of Delaware,  such as the  registrant,  may  indemnify any
person  who  was or is a  party  or is  threatened  to be  made a  party  to any
threatened,  pending or  completed  action,  suit or  proceeding  (other  than a
derivative  action by or in the right of the  corporation) by reason of the fact
that  such  person  is or was a  director,  officer,  employee  or  agent of the
corporation,  or is or was  serving  at the  request  of  the  corporation  as a
director,  officer,  employee or agent of another  enterprise,  against expenses
(including  attorneys'  fees),  judgments,  fines and amounts paid in settlement
actually and reasonably  incurred by such person in connection with such action,
suit or  proceeding  if such  person  acted in good  faith and in a manner  such
person reasonably  believed to be in or not opposed to the best interests of the
corporation,  and,  with respect to any criminal  action or  proceeding,  had no
reasonable cause to believe such person's conduct was unlawful. In the case of a
derivative action, a Delaware  corporation may indemnify any such person against
expenses  (including  attorneys' fees) actually and reasonably  incurred by such
person in  connection  with the defense or  settlement of such action or suit if
such person acted in good faith and in a manner

                                       -2-

<PAGE>



such person reasonably believed to be in or not opposed to the best interests of
the corporation,  except that no indemnification shall be made in respect of any
claim,  issue or matter as to which such person  shall have been  adjudged to be
liable  to the  corporation  unless  and only to the  extent  that the  Court of
Chancery  of the State of  Delaware  or any other court in which such action was
brought  determines  such person is fairly and reasonably  entitled to indemnity
for such expenses.

          The Ninth Article of the Company's  Certificate of  Incorporation,  as
amended,  provides that the Company shall indemnify all persons whom the Company
shall have power to indemnify under Section 145 to the fullest extent  permitted
by such Section.  In addition,  Article Eight of the  Company's  Certificate  of
Incorporation  provides,  in general,  that no director of the Company  shall be
personally  liable to the Company or its  stockholders  for monetary damages for
breach of 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 DGCL (which  provides
that, under certain circumstances, directors may be jointly and severally liable
for willful or negligent violations of the DGCL provisions regarding the payment
of dividends or stock  repurchases or redemptions),  or (iv) for any transaction
from which the director derived an improper personal benefit.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.  Exhibits

Exhibit
Number            Description
-------           -----------

   4.1            Certificate  of Incorporation of  the Company. Incorporated by
                  reference  to  Exhibit 3.1(a)  to  the  Company's Registration
                  Statement on Form SB-2 (File No. 333-10519).
   4.2            Form  of  Amendment to  Certificate of  Incorporation  of  the
                  Company,  filed with the Secretary of State of Delaware.
                  Incorporated by reference to Exhibit 3.1(b) to  the  Company's
                  Amendment  No. 1 to the Registration  Statement  on  Form SB-2
                  (File No.  333-10519)   
   4.3  (1)       Certificate  of  Designation of Series C Convertible Preferred
                  Stock.
   4.4            Amended and Restated Bylaws of the Company. Incorporated by 
                  reference to Exhibit 3.2(b) to the Company's Amendment No. 1 
                  Registration Statement on Form SB-2 (File No. 333-10519) 
   5.1  (1)       Opinion  of  Parker  Chapin  Flattau  &  Klimpl, LLP as to the
                  legality of the Common Stock being offered, and consent.
   23.1 (1)       Consent  of  Parker  Chapin  Flattau & Klimpl, LLP ( included
                  in Exhibit 5.1 hereto).
   23.2 (1)       Consent of Richard A. Eisner & Company LLP. 
   24.1           Power of Attorney (See page 5 of this Registration Statement).
   99.1           Registrant's 1996 Stock Option Plan, as amended. Incorporated 
                  by reference to Exhibit 10.3 (b) to the 
                  Company's Post Effective Amendment No. 2  to Registration 
                  Statement on Form SB-2 (File No. 333-10519).

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

    (1)          Filed herewith

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:

-----------

                                       -3-

<PAGE>



                  (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;

                  (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-8, and the information required to
be included in a  post-effective  amendment by those  paragraphs is contained in
periodic reports filed 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.

         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  that is  incorporated  by  reference  in this
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities  offered herein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         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  provisions  described  under Item 6 above,  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.

                                       -4-

<PAGE>



                                   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 Hackensack, New Jersey, on this 30th day of December , 1998.

                                            OBJECTSOFT CORPORATION

                                            By:  /s/ David E. Y. Sarna
                                                --------------------------------
                                                David E. Y. Sarna, Chairman



                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears  below  constitutes  and appoints  David E. Y. Sarna his true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all  amendments to this  Registration  Statement  (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,  hereby
ratifying and  confirming  all that said  attorney-in-fact  or his substitute or
substitutes may do or cause to be done by virtue hereof.

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

<TABLE>
<CAPTION>

                Signature                            Title                               Date
                ---------                            -----                               ----

<S>                                     <C>                                     <C>                       
         /s/ David E. Y. Sarna              Chairman of the Board of Directors      December 30, 1998            
         ------------------------------     and Secretary (Co-Principal Executive           
         David E. Y. Sarna                  Officer and Principal Financial Officer)    
                                            


         /s/ George J. Febish               President, Treasurer and Director       December 30, 1998  
         ------------------------------     (Co-Principal Executive Officer and                         
         George J. Febish                   Principal Accounting Officer)  
                                            
         /s/ Daniel E. Ryan                 Director                                December 30, 1998 
         ------------------------------       
         Daniel E. Ryan

</TABLE>


                                       -5-
<PAGE>


                                 EXHIBIT INDEX

Exhibit
Number            Description
-------           -----------

   4.1            Certificate  of Incorporation of  the Company. Incorporated by
                  reference  to  Exhibit 3.1(a)  to  the  Company's Registration
                  Statement on Form SB-2 (File No. 333-10519).
   4.2            Form  of  Amendment to  Certificate of  Incorporation  of  the
                  Company,  filed with the Secretary of State of Delaware.
                  Incorporated by reference to Exhibit 3.1(b) to  the  Company's
                  Amendment  No. 1 to the Registration  Statement  on  Form SB-2
                  (File No.  333-10519)   
   4.3  (1)       Certificate  of  Designation of Series C Convertible Preferred
                  Stock.
   4.4            Amended and Restated Bylaws of the Company. Incorporated by 
                  reference to Exhibit 3.2(b) to the Company's Amendment No. 1 
                  Registration Statement on Form SB-2 (File No. 333-10519) 
   5.1  (1)       Opinion  of  Parker  Chapin  Flattau  &  Klimpl, LLP as to the
                  legality of the Common Stock being offered, and consent.
   23.1 (1)       Consent  of  Parker  Chapin  Flattau & Klimpl, LLP ( included
                  in Exhibit 5.1 hereto).
   23.2 (1)       Consent of Richard A. Eisner & Company LLP. 
   24.1           Power of Attorney (See page 5 of this Registration Statement).
   99.1           Registrant's 1996 Stock Option Plan, as amended. Incorporated 
                  by reference to Exhibit 10.3 (b) to the 
                  Company's Post Effective Amendment No. 2  to Registration 
                  Statement on Form SB-2 (File No. 333-10519).

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

    (1)          Filed herewith


                                      -6-
[{"type": "S-8", "sequence": "1", "description": "OBJECTSOFT CORPORATION FORM S-8", "secsgml_size_bytes": 19392}]
{"company-data": {"conformed-name": "OBJECTSOFT CORP", "cik": "0000896145", "assigned-sic": "7373", "irs-number": "223091075", "state-of-incorporation": "DE"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-69985", "film-number": "98778885"}, "business-address": {"street1": "CONTINENTAL PLAZA III", "street2": "433 HACKENSACK", "city": "HACKENSACK", "state": "NJ", "zip": "07601", "phone": "2013439100"}, "mail-address": {"street1": "CONTINENTAL PLAZA III", "street2": "433 HACKENSACK", "city": "HACKENSACK", "state": "NJ", "zip": "07601"}}
Registration No. 333-_____

    As filed with the Securities and Exchange Commission on December 30, 1998
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                             OBJECTSOFT CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                      Delaware                             22-3091075
           (State or Other Jurisdiction of              (I.R.S. Employer
           Incorporation or Organization)               Identification No.)

Continental Plaza III, 433 Hackensack Avenue
           Hackensack, New Jersey                                   07601
  (Address of Principal Executive Offices)                       (Zip Code)

                             1996 STOCK OPTION PLAN
                            (Full Title of the Plan)

                                David E.Y. Sarna
                             ObjectSoft Corporation
                  Continental Plaza III, 433 Hackensack Avenue
                          Hackensack, New Jersey 07601
                     (Name and Address of Agent for Service)

                                 (201) 343-2100
          (Telephone Number, Including Area Code, of Agent for Service)

                                 With a copy to:

                              Melvin Weinberg, Esq.
                       Parker Chapin Flattau & Klimpl, LLP
                           1211 Avenue of the Americas
                               New York, NY 10036
                                 (212) 704-6000

Approximate  date of commencement of proposed sale to public:  From time to time
after the effective date of this registration statement.
CALCULATION OF REGISTRATION FEE
===================================================================================================================

                                                Proposed Maximum                                                    
    Title of Securities         Amount to        Offering Price         Proposed Maximum           Amount of
      to be Registered        be Registered        per Share        Aggregate Offering Price    Registration Fee
-------------------------------------------------------------------------------------------------------------------
Common Stock, par value
$.0001 per share............750,000 shares (2)   $0.765625 (1)            $574,218.75             $159.64 
===================================================================================================================
(1)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant to Rule 457(c) and (h);  based on the  average  ($.765625)  of the
     high  ($0.875)  and low  ($0.65625)  prices on the Nasdaq  SmallCap  Market
     on December 23, 1998.
(2)  Represents  750,000  shares of common stock,  of the  registrant, par value
     $0.0001 per share, available under the Registrant's 1996 Stock Option Plan,
     as amended  (the  "Plan").  Pursuant  to Rule  416(b),  there shall also be
     deemed   covered   hereby  all   additional   securities   resulting   from
     anti-dilution adjustments under the Plan.
--------------------------------------------------------------------------------
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The following  documents  heretofore  filed by the registrant  with the
Securities and Exchange  Commission (File No. 1-10751) pursuant to Section 13(a)
of the Securities  Exchange Act of 1934 (the "1934 Act") are incorporated herein
by reference:

         (a) The  registrant's  Annual Report on Form 10-KSB for the fiscal year
ended  December 31, 1997,  as amended.

         (b) The  registrant's  Quarterly Reports on Form  10-QSB for the fiscal
quarters ended March 31, 1998, June 30, 1998 and  September 30, 1998.

         (c) The description of the  registrant's  Common Stock contained in the
registrant's  Registration  Statement  on Form 8-A filed on  October  16,  1996,
including  any  amendment  or report  filed for the  purpose  of  updating  such
descriptions.

         All documents subsequently filed by the Company or the Plan pursuant to
Section  13(a),  13(c),  14 or 15(d) of the 1934 Act,  prior to the  filing of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold,  shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of the filing of such documents. Any statement contained in
a document  incorporated or deemed to be incorporated  herein by reference shall
be deemed  to be  modified  or  superseded  for  purposes  of this  Registration
Statement  to the  extent  that a  statement  contained  herein  or in any other
subsequently  filed  document which also is or is deemed to be  incorporated  by
reference herein modifies or supersedes such statement.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         Not applicable.

Item 6.  Indemnification of Directors and Officers

         Section 145 ("Section 145") of the General Corporation Law of the State
of Delaware ("DGCL") provides, in general, that a corporation incorporated under
the laws of the State of Delaware,  such as the  registrant,  may  indemnify any
person  who  was or is a  party  or is  threatened  to be  made a  party  to any
threatened,  pending or  completed  action,  suit or  proceeding  (other  than a
derivative  action by or in the right of the  corporation) by reason of the fact
that  such  person  is or was a  director,  officer,  employee  or  agent of the
corporation,  or is or was  serving  at the  request  of  the  corporation  as a
director,  officer,  employee or agent of another  enterprise,  against expenses
(including  attorneys'  fees),  judgments,  fines and amounts paid in settlement
actually and reasonably  incurred by such person in connection with such action,
suit or  proceeding  if such  person  acted in good  faith and in a manner  such
person reasonably  believed to be in or not opposed to the best interests of the
corporation,  and,  with respect to any criminal  action or  proceeding,  had no
reasonable cause to believe such person's conduct was unlawful. In the case of a
derivative action, a Delaware  corporation may indemnify any such person against
expenses  (including  attorneys' fees) actually and reasonably  incurred by such
person in  connection  with the defense or  settlement of such action or suit if
such person acted in good faith and in a manner

                                       -2-
such person reasonably believed to be in or not opposed to the best interests of
the corporation,  except that no indemnification shall be made in respect of any
claim,  issue or matter as to which such person  shall have been  adjudged to be
liable  to the  corporation  unless  and only to the  extent  that the  Court of
Chancery  of the State of  Delaware  or any other court in which such action was
brought  determines  such person is fairly and reasonably  entitled to indemnity
for such expenses.

          The Ninth Article of the Company's  Certificate of  Incorporation,  as
amended,  provides that the Company shall indemnify all persons whom the Company
shall have power to indemnify under Section 145 to the fullest extent  permitted
by such Section.  In addition,  Article Eight of the  Company's  Certificate  of
Incorporation  provides,  in general,  that no director of the Company  shall be
personally  liable to the Company or its  stockholders  for monetary damages for
breach of 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 DGCL (which  provides
that, under certain circumstances, directors may be jointly and severally liable
for willful or negligent violations of the DGCL provisions regarding the payment
of dividends or stock  repurchases or redemptions),  or (iv) for any transaction
from which the director derived an improper personal benefit.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.  Exhibits

Exhibit
Number            Description
-------           -----------

   4.1            Certificate  of Incorporation of  the Company. Incorporated by
                  reference  to  Exhibit 3.1(a)  to  the  Company's Registration
                  Statement on Form SB-2 (File No. 333-10519).
   4.2            Form  of  Amendment to  Certificate of  Incorporation  of  the
                  Company,  filed with the Secretary of State of Delaware.
                  Incorporated by reference to Exhibit 3.1(b) to  the  Company's
                  Amendment  No. 1 to the Registration  Statement  on  Form SB-2
                  (File No.  333-10519)   
   4.3  (1)       Certificate  of  Designation of Series C Convertible Preferred
                  Stock.
   4.4            Amended and Restated Bylaws of the Company. Incorporated by 
                  reference to Exhibit 3.2(b) to the Company's Amendment No. 1 
                  Registration Statement on Form SB-2 (File No. 333-10519) 
   5.1  (1)       Opinion  of  Parker  Chapin  Flattau  &  Klimpl, LLP as to the
                  legality of the Common Stock being offered, and consent.
   23.1 (1)       Consent  of  Parker  Chapin  Flattau & Klimpl, LLP ( included
                  in Exhibit 5.1 hereto).
   23.2 (1)       Consent of Richard A. Eisner & Company LLP. 
   24.1           Power of Attorney (See page 5 of this Registration Statement).
   99.1           Registrant's 1996 Stock Option Plan, as amended. Incorporated 
                  by reference to Exhibit 10.3 (b) to the 
                  Company's Post Effective Amendment No. 2  to Registration 
                  Statement on Form SB-2 (File No. 333-10519).

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

    (1)          Filed herewith

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:

-----------

                                       -3-
(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;

                  (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-8, and the information required to
be included in a  post-effective  amendment by those  paragraphs is contained in
periodic reports filed 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.

         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  that is  incorporated  by  reference  in this
registration  statement  shall  be  deemed  to be a new  registration  statement
relating to the securities  offered herein,  and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         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  provisions  described  under Item 6 above,  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.

                                       -4-
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 Hackensack, New Jersey, on this 30th day of December , 1998.

                                            OBJECTSOFT CORPORATION

                                            By:  /s/ David E. Y. Sarna
                                                --------------------------------
                                                David E. Y. Sarna, Chairman

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears  below  constitutes  and appoints  David E. Y. Sarna his true and lawful
attorney-in-fact  and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign any
and all  amendments to this  Registration  Statement  (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,  hereby
ratifying and  confirming  all that said  attorney-in-fact  or his substitute or
substitutes may do or cause to be done by virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has  been  signed  by  the  following  persons  in  the
capacities and on the date indicated.
Signature                            Title                               Date
                ---------                            -----                               ----
/s/ David E. Y. Sarna              Chairman of the Board of Directors      December 30, 1998            
         ------------------------------     and Secretary (Co-Principal Executive           
         David E. Y. Sarna                  Officer and Principal Financial Officer)    
                                            

         /s/ George J. Febish               President, Treasurer and Director       December 30, 1998  
         ------------------------------     (Co-Principal Executive Officer and                         
         George J. Febish                   Principal Accounting Officer)  
                                            
         /s/ Daniel E. Ryan                 Director                                December 30, 1998 
         ------------------------------       
         Daniel E. Ryan
-5-
EXHIBIT INDEX

Exhibit
Number            Description
-------           -----------

   4.1            Certificate  of Incorporation of  the Company. Incorporated by
                  reference  to  Exhibit 3.1(a)  to  the  Company's Registration
                  Statement on Form SB-2 (File No. 333-10519).
   4.2            Form  of  Amendment to  Certificate of  Incorporation  of  the
                  Company,  filed with the Secretary of State of Delaware.
                  Incorporated by reference to Exhibit 3.1(b) to  the  Company's
                  Amendment  No. 1 to the Registration  Statement  on  Form SB-2
                  (File No.  333-10519)   
   4.3  (1)       Certificate  of  Designation of Series C Convertible Preferred
                  Stock.
   4.4            Amended and Restated Bylaws of the Company. Incorporated by 
                  reference to Exhibit 3.2(b) to the Company's Amendment No. 1 
                  Registration Statement on Form SB-2 (File No. 333-10519) 
   5.1  (1)       Opinion  of  Parker  Chapin  Flattau  &  Klimpl, LLP as to the
                  legality of the Common Stock being offered, and consent.
   23.1 (1)       Consent  of  Parker  Chapin  Flattau & Klimpl, LLP ( included
                  in Exhibit 5.1 hereto).
   23.2 (1)       Consent of Richard A. Eisner & Company LLP. 
   24.1           Power of Attorney (See page 5 of this Registration Statement).
   99.1           Registrant's 1996 Stock Option Plan, as amended. Incorporated 
                  by reference to Exhibit 10.3 (b) to the 
                  Company's Post Effective Amendment No. 2  to Registration 
                  Statement on Form SB-2 (File No. 333-10519).

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

    (1)          Filed herewith

                                      -6-