<PAGE>   1
 As filed with the Securities and Exchange Commission on October 14, 1997
                                                     Registration No. 333-______
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                         -------------------------------

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

                       AMERICAN BUSINESS INFORMATION, INC.
               (Exact name of issuer as specified in its charter)


           DELAWARE                                    47-0751545
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                             5711 SOUTH 86TH CIRCLE
                              OMAHA, NEBRASKA 68127
                    (Address of principal executive offices)

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

                       AMERICAN BUSINESS INFORMATION, INC.
                             1992 STOCK OPTION PLAN

                       AMERICAN BUSINESS INFORMATION, INC.
                      1997 CLASS A COMMON STOCK OPTION PLAN

                            (Full title of the plans)
                         -------------------------------

                                 STEVEN PURCELL
                             CHIEF FINANCIAL OFFICER
                       AMERICAN BUSINESS INFORMATION, INC.
                             5711 SOUTH 86TH CIRCLE
                              OMAHA, NEBRASKA 68127
                                 (402) 593-4500
            (Name, address and telephone number of agent for service)
                         -------------------------------

                                    Copy to:
                             Francis S. Currie, Esq.
                           Martin A. Wellington, Esq.
                     Wilson Sonsini Goodrich & Rosati, P.C.
                               650 Page Mill Road
                           Palo Alto, California 94304
                         -------------------------------

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


<PAGE>   2

                         CALCULATION OF REGISTRATION FEE


<TABLE>
<CAPTION>
                                                             Proposed Maximum   Proposed Maximum
                                              Amount to be    Offering Price        Aggregate         Amount of
      Title of Securities to be Registered     Registered      Per Share(1)     Offering Price(1)  Registration Fee
------------------------------------------   ----------------------------------------------------------------------
<S>                                            <C>                <C>              <C>                  <C>     
1992 Stock Option Plan(2)

     Class A Common Stock                      3,193,025          $ 12.00          $ 38,316,300         $ 11,650
     Class B Common Stock                      1,868,500          $ 11.88          $ 22,197,780          $ 6,750

1997 Class A Common Stock Option
Plan(3)
                                               2,000,000          $ 12.00          $ 24,000,000          $ 7,300
     Class A Common Stock
Total                                          7,061,525           --              $ 84,514,080         $ 25,700
                                              ==========         ========          ============         ========
</TABLE>

(1)  Estimated in accordance with Rule 457(h) solely for the purpose of
     computing the amount of the registration fee based on the prices of the
     Company's Class A Common Stock and Class B Common Stock as reported on the
     Nasdaq National Market on October 10, 1997.

(2)  On October 3, 1997, the Company reclassified its existing Common Stock
     as Class B Common Stock, authorized a new class of common stock designated
     Class A Common Stock (together the "Reclassification"), and declared a
     dividend of one share of Class A Common Stock for every share of Class B
     Common Stock outstanding as of that date (the "Stock Dividend"). Pursuant
     to the Reclassification, the Stock Dividend, and the terms of the Company's
     1992 Stock Option Plan, options to purchase Common Stock that were
     outstanding prior the Reclassification and the Stock Dividend, became
     options to purchase both, but not either, one share of Class A Common Stock
     and one share of Class B Common Stock. Pursuant to the Company's
     correspondence with the Nasdaq National Market, the Company has agreed not
     to issue any further options to purchase Class B Common Stock after the
     Reclassification and the Stock Dividend without Nasdaq consent. Of the
     shares of Class B Common Stock issuable pursuant to the exercise of
     currently outstanding options, 1,900,000 shares were previously registered
     on Registration Statements on Form S-8 ( Files No. 33-59256 and 33-91194).
     The Company is hereby registering 1,868,500 shares of Class B Common Stock
     subject to presently outstanding options, which shares have not yet been
     registered. In addition, the Company is registering hereby 3,193,025 shares
     of Class A Common Stock which became issuable upon exercise of currently
     outstanding options under the 1992 Stock Option Plan by virtue of the
     Reclassification and the Stock Dividend.

(3)  The Board of Directors and the stockholders of the Company have approved
     the reservation of 2,000,000 shares of the Company's Class A Common Stock
     for issuance under the Company's 1997 Class A Common Stock Option Plan.



<PAGE>   3

                      AMERICAN BUSINESS INFORMATION, INC.
                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.    Incorporation of Documents by Reference.

           There are hereby incorporated by reference in this Registration
Statement the following documents and information heretofore filed with the
Securities and Exchange Commission (the "Commission"):

                 (a) The Registrant's Annual Report on Form 10-K for the year
ended December 31, 1996, as amended, filed with the Commission.

                 (b) The Registrant's Quarterly Report on Form 10-Q for the
three months ended March 31, 1997, as amended, the Registrant's Quarterly Report
on Form 10-Q for the three months ended June 30, 1997, the Registrant's Current
Report on Form 8-K dated February 28, 1997, as amended, the Company's Current
Report on Form 8-K dated August 5, 1997, the Registrant's Current Report on Form
8-K dated September 8, 1997 and the Company's Current Report on Form 8-K dated
October 3, 1997, as amended, filed with the Commission.

                 (c) The description of the Registrant's Common Stock contained
in the Registration Statement on Form S-3 (File No. 333-36669) filed by the
Registrant with the Commission on September 29, 1997, and any amendment or
report filed hereafter for the purpose of updating such description.

                 The Registrant's Registration Statement on Form 8-A, dated
October 19, 1991, as amended, the Registrant's Registration Statement on Form
8-A file August 6, 1997, as amended, the Registrant's Registration Statement on
Form 8-A filed October 3, 1997 and the Registrant's Registration Statement on
Form 8-A filed October 3, 1997, filed with the Commission are hereby 
incorporated by reference. 

                 The Registrant hereby incorporates by reference in this
Registration Statement the contents of the Registrant's Registration Statements
on Form S-8 (Registration Nos. 33-59256 and 33-91194).

                 All documents filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to the filing of this
Registration Statement, and 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 the Registration Statement and to be part hereof from the date of
filing of such documents.

Item 4.    Description of Securities.

           Not applicable.

Item 5.    Interests of Named Experts and Counsel.

           Not applicable.



                                      II-1

<PAGE>   4

Item 6.    Indemnification of Directors and Officers.

           Section 145 of the Delaware General Corporation Law authorizes a
court to award, or a corporation's Board of Directors to grant, indemnity to
directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Securities Act of 1933,
as amended. The Registrant's Certificate of Incorporation, as amended, and
Bylaws provide for indemnification of its officers, directors, employees and
other agents to the maximum extent permitted by the Delaware Law. In addition,
the Registrant has entered into Indemnification Agreements with its officers and
directors, the form of which is attached hereto as Exhibit 99.1

Item 7.    Exemption from Registration Claims.

           Not applicable.

Item 8.    Exhibits


<TABLE>
<CAPTION>
     Exhibit
     Number     Description
   -----------  --------------------------------------------------------------------------------

<S>  <C>        <C>                                        
     4.1        American Business Information, Inc. 1992 Stock Option Plan, as amended to date.

     4.2        American Business Information 1997 Class A Common Stock Option Plan

     5.1        Opinion of Wilson Sonsini Goodrich & Rosati, P.C. with respect to the securities
                being registered

     23.1       Consent of Coopers & Lybrand L.L.P., Independent Auditors

     23.2       Consent of Counsel (contained in Exhibit 5.1)

     24.1       Power of Attorney (see page II-4)

     99.1       Form of Indemnification Agreement is incorporated herein by
                reference to Exhibit 10.15 of the Company's Registration
                Statement on Form S-1, (File No. 33-51352) filed with the
                Securities and Exchange Commission on August 28, 1992.
</TABLE>

Item 9.    Undertakings

           (a) Rule 415 Offering. The undersigned registrant hereby undertakes:

                 (1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                       (i) To include any prospectus required by section
10(a)(3) of the Securities Act of 1933;

                       (ii) To reflect in the prospectus any facts or events
arising after the effective date of the registration statement (or the most
recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in the
registration statement. Notwithstanding the foregoing, any increase or decrease
in volume of securities offered (if the total dollar value of securities offered
would not exceed that which was registered) and any deviation from the low or
high end of the estimated maximum offering range may be reflected in the form of
prospectus filed with the Commission pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, if, in the aggregate, the changes in volume
and price represent no more than a 20% change in the maximum



                                      II-2

<PAGE>   5

aggregate offering price set forth in the "Calculation of Registration Fee"
table in the effective registration statement;

                       (iii) To include any material information with respect to
the plan of distribution not previously disclosed in the registration statement
or any material change to such information in the registration statement;

           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not
apply if the registration statement is on Form S-3 or 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 section 15(d) of the Exchange Act that are incorporated by
reference in the registration statement.

                 (2) That, for the purpose of determining any liability under
the Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

                 (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

           (b) The undersigned Registrant hereby undertakes that, for purposes
of determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to section 13(a) or section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to 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 an initial bona
fide offering thereof.

           (c) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the Delaware General Corporations Law, the
Certificate of Incorporation of the Registrant, the Bylaws of the Registrant,
Indemnification Agreements entered into between the Registrant and its officers
and directors, 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 Securities Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such liabilities (other than
the payment by the Registrant of expenses incurred or paid by a director,
officer or controlling person of the Registrant in the successful defense of any
action, suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the Registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue.



                                      II-3

<PAGE>   6

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Omaha, State of Nebraska, on October 8, 1997.

                                       AMERICAN BUSINESS INFORMATION, INC.


                                       By: /s/ Steven Purcell
                                          --------------------------------------
                                          Steven Purcell
                                          Chief Financial Officer and Secretary


                                POWER OF ATTORNEY

     KNOW ALL THESE PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Scott Dahnke and Steven Purcell and each
of them, jointly and severally, his attorneys-in-fact, each with full power of
substitution, for him in any and all capacities, to sign any and all amendments
to this Registration Statement on Form S-8 and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, hereby ratifying and conforming all that each said
attorneys-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 dates indicated:


Date:  October 10, 1997      /s/ Vinod Gupta
                             ---------------------------------------------------
                             Vinod Gupta, Chairman of the Board

Date:  October 8, 1997       /s/ Scott Dahnke
                             ---------------------------------------------------
                             Scott Dahnke, Chief Executive Officer and Director

Date:  October 8, 1997       /s/ Steven Purcell
                             ---------------------------------------------------
                             Steven Purcell, Chief Financial Officer
                             and Secretary (principal financial
                             officer and principal accounting officer)

Date:  October 8, 1997       /s/ Jon H. Wellman
                             ---------------------------------------------------
                             Jon H. Wellman, Director

Date:  October 8, 1997       /s/ Jon D. Hoffmaster
                             ---------------------------------------------------
                             Jon D. Hoffmaster, Director

Date:  October 9, 1997       /s/ Gautam Gupta
                             ---------------------------------------------------
                             Gautam Gupta, Director

Date:  October 8, 1997       /s/ Elliot S. Kaplan
                             ---------------------------------------------------
                             Elliot S. Kaplan, Director



                                      II-4

<PAGE>   7

Date:  October 8, 1997       /s/ Harold Andersen
                             ---------------------------------------------------
                             Harold Andersen, Director

Date:  October 8, 1997       /s/ George J. Kubat
                             ---------------------------------------------------
                             George J. Kubat, Director

Date:  October 8, 1997       /s/ Paul A. Goldner
                             ---------------------------------------------------
                             Paul A. Goldner, Director

Date:  October 9, 1997       /s/ George F. Haddix
                             ---------------------------------------------------
                             George F. Haddix, Director



                                      II-5

<PAGE>   8

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
     Exhibit
     Number     Description
   -----------  --------------------------------------------------------------------------------

<S>  <C>        <C>                                        
     4.1        American Business Information, Inc. 1992 Stock Option Plan, as amended to date.

     4.2        American Business Information 1997 Class A Common Stock Option Plan

     5.1        Opinion of Wilson Sonsini Goodrich & Rosati, P.C. with respect to the securities
                being registered

     23.1       Consent of Coopers & Lybrand L.L.P., Independent Auditors

     23.2       Consent of Counsel (contained in Exhibit 5.1)

     24.1       Power of Attorney (see page II-4)

     99.1       Form of Indemnification Agreement is incorporated herein by
                reference to Exhibit 10.15 of the Company's Registration
                Statement on Form S-1, (File No. 33-51352) filed with the
                Securities and Exchange Commission on August 28, 1992.
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20336}]
{"company-data": {"conformed-name": "AMERICAN BUSINESS INFORMATION INC /DE", "cik": "0000879437", "assigned-sic": "7331", "irs-number": "470751545", "state-of-incorporation": "NE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-37865", "film-number": "97695481"}, "business-address": {"street1": "5711 S 86TH CIRCLE", "city": "OMAHA", "state": "NE", "zip": "68127", "phone": "4025934500"}, "mail-address": {"street1": "5711 SOUTH 86TH CIRCLE", "city": "OMAHA", "state": "NE", "zip": "68127"}}
1
 As filed with the Securities and Exchange Commission on October 14, 1997
                                                     Registration No. 333-______
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                         -------------------------------

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

                       AMERICAN BUSINESS INFORMATION, INC.
               (Exact name of issuer as specified in its charter)

           DELAWARE                                    47-0751545
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                             5711 SOUTH 86TH CIRCLE
                              OMAHA, NEBRASKA 68127
                    (Address of principal executive offices)

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

                       AMERICAN BUSINESS INFORMATION, INC.
                             1992 STOCK OPTION PLAN

                       AMERICAN BUSINESS INFORMATION, INC.
                      1997 CLASS A COMMON STOCK OPTION PLAN

                            (Full title of the plans)
                         -------------------------------

                                 STEVEN PURCELL
                             CHIEF FINANCIAL OFFICER
                       AMERICAN BUSINESS INFORMATION, INC.
                             5711 SOUTH 86TH CIRCLE
                              OMAHA, NEBRASKA 68127
                                 (402) 593-4500
            (Name, address and telephone number of agent for service)
                         -------------------------------

                                    Copy to:
                             Francis S. Currie, Esq.
                           Martin A. Wellington, Esq.
                     Wilson Sonsini Goodrich & Rosati, P.C.
                               650 Page Mill Road
                           Palo Alto, California 94304
                         -------------------------------

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

                         CALCULATION OF REGISTRATION FEE
Proposed Maximum   Proposed Maximum
                                              Amount to be    Offering Price        Aggregate         Amount of
      Title of Securities to be Registered     Registered      Per Share(1)     Offering Price(1)  Registration Fee
------------------------------------------   ----------------------------------------------------------------------
1992 Stock Option Plan(2)

     Class A Common Stock                      3,193,025          $ 12.00          $ 38,316,300         $ 11,650
     Class B Common Stock                      1,868,500          $ 11.88          $ 22,197,780          $ 6,750

1997 Class A Common Stock Option
Plan(3)
                                               2,000,000          $ 12.00          $ 24,000,000          $ 7,300
     Class A Common Stock
Total                                          7,061,525           --              $ 84,514,080         $ 25,700
                                              ==========         ========          ============         ========
(1)  Estimated in accordance with Rule 457(h) solely for the purpose of
     computing the amount of the registration fee based on the prices of the
     Company's Class A Common Stock and Class B Common Stock as reported on the
     Nasdaq National Market on October 10, 1997.

(2)  On October 3, 1997, the Company reclassified its existing Common Stock
     as Class B Common Stock, authorized a new class of common stock designated
     Class A Common Stock (together the "Reclassification"), and declared a
     dividend of one share of Class A Common Stock for every share of Class B
     Common Stock outstanding as of that date (the "Stock Dividend"). Pursuant
     to the Reclassification, the Stock Dividend, and the terms of the Company's
     1992 Stock Option Plan, options to purchase Common Stock that were
     outstanding prior the Reclassification and the Stock Dividend, became
     options to purchase both, but not either, one share of Class A Common Stock
     and one share of Class B Common Stock. Pursuant to the Company's
     correspondence with the Nasdaq National Market, the Company has agreed not
     to issue any further options to purchase Class B Common Stock after the
     Reclassification and the Stock Dividend without Nasdaq consent. Of the
     shares of Class B Common Stock issuable pursuant to the exercise of
     currently outstanding options, 1,900,000 shares were previously registered
     on Registration Statements on Form S-8 ( Files No. 33-59256 and 33-91194).
     The Company is hereby registering 1,868,500 shares of Class B Common Stock
     subject to presently outstanding options, which shares have not yet been
     registered. In addition, the Company is registering hereby 3,193,025 shares
     of Class A Common Stock which became issuable upon exercise of currently
     outstanding options under the 1992 Stock Option Plan by virtue of the
     Reclassification and the Stock Dividend.

(3)  The Board of Directors and the stockholders of the Company have approved
     the reservation of 2,000,000 shares of the Company's Class A Common Stock
     for issuance under the Company's 1997 Class A Common Stock Option Plan.
3

                      AMERICAN BUSINESS INFORMATION, INC.
                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.    Incorporation of Documents by Reference.

           There are hereby incorporated by reference in this Registration
Statement the following documents and information heretofore filed with the
Securities and Exchange Commission (the "Commission"):

                 (a) The Registrant's Annual Report on Form 10-K for the year
ended December 31, 1996, as amended, filed with the Commission.

                 (b) The Registrant's Quarterly Report on Form 10-Q for the
three months ended March 31, 1997, as amended, the Registrant's Quarterly Report
on Form 10-Q for the three months ended June 30, 1997, the Registrant's Current
Report on Form 8-K dated February 28, 1997, as amended, the Company's Current
Report on Form 8-K dated August 5, 1997, the Registrant's Current Report on Form
8-K dated September 8, 1997 and the Company's Current Report on Form 8-K dated
October 3, 1997, as amended, filed with the Commission.

                 (c) The description of the Registrant's Common Stock contained
in the Registration Statement on Form S-3 (File No. 333-36669) filed by the
Registrant with the Commission on September 29, 1997, and any amendment or
report filed hereafter for the purpose of updating such description.

                 The Registrant's Registration Statement on Form 8-A, dated
October 19, 1991, as amended, the Registrant's Registration Statement on Form
8-A file August 6, 1997, as amended, the Registrant's Registration Statement on
Form 8-A filed October 3, 1997 and the Registrant's Registration Statement on
Form 8-A filed October 3, 1997, filed with the Commission are hereby 
incorporated by reference. 

                 The Registrant hereby incorporates by reference in this
Registration Statement the contents of the Registrant's Registration Statements
on Form S-8 (Registration Nos. 33-59256 and 33-91194).

                 All documents filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act subsequent to the filing of this
Registration Statement, and 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 the Registration Statement and to be part hereof from the date of
filing of such documents.

Item 4.    Description of Securities.

           Not applicable.

Item 5.    Interests of Named Experts and Counsel.

           Not applicable.

                                      II-1
4

Item 6.    Indemnification of Directors and Officers.

           Section 145 of the Delaware General Corporation Law authorizes a
court to award, or a corporation's Board of Directors to grant, indemnity to
directors and officers in terms sufficiently broad to permit such
indemnification under certain circumstances for liabilities (including
reimbursement for expenses incurred) arising under the Securities Act of 1933,
as amended. The Registrant's Certificate of Incorporation, as amended, and
Bylaws provide for indemnification of its officers, directors, employees and
other agents to the maximum extent permitted by the Delaware Law. In addition,
the Registrant has entered into Indemnification Agreements with its officers and
directors, the form of which is attached hereto as Exhibit 99.1

Item 7.    Exemption from Registration Claims.

           Not applicable.

Item 8.    Exhibits
Exhibit
     Number     Description
   -----------  --------------------------------------------------------------------------------
4.1        American Business Information, Inc. 1992 Stock Option Plan, as amended to date.

     4.2        American Business Information 1997 Class A Common Stock Option Plan

     5.1        Opinion of Wilson Sonsini Goodrich & Rosati, P.C. with respect to the securities
                being registered

     23.1       Consent of Coopers & Lybrand L.L.P., Independent Auditors

     23.2       Consent of Counsel (contained in Exhibit 5.1)

     24.1       Power of Attorney (see page II-4)

     99.1       Form of Indemnification Agreement is incorporated herein by
                reference to Exhibit 10.15 of the Company's Registration
                Statement on Form S-1, (File No. 33-51352) filed with the
                Securities and Exchange Commission on August 28, 1992.
Item 9.    Undertakings

           (a) Rule 415 Offering. The undersigned registrant hereby undertakes:

                 (1) To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                       (i) To include any prospectus required by section
10(a)(3) of the Securities Act of 1933;

                       (ii) To reflect in the prospectus any facts or events
arising after the effective date of the registration statement (or the most
recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in the
registration statement. Notwithstanding the foregoing, any increase or decrease
in volume of securities offered (if the total dollar value of securities offered
would not exceed that which was registered) and any deviation from the low or
high end of the estimated maximum offering range may be reflected in the form of
prospectus filed with the Commission pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, if, in the aggregate, the changes in volume
and price represent no more than a 20% change in the maximum

                                      II-2
5

aggregate offering price set forth in the "Calculation of Registration Fee"
table in the effective registration statement;

                       (iii) To include any material information with respect to
the plan of distribution not previously disclosed in the registration statement
or any material change to such information in the registration statement;

           provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not
apply if the registration statement is on Form S-3 or 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 section 15(d) of the Exchange Act that are incorporated by
reference in the registration statement.

                 (2) That, for the purpose of determining any liability under
the Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

                 (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

           (b) The undersigned Registrant hereby undertakes that, for purposes
of determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to section 13(a) or section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to 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 an initial bona
fide offering thereof.

           (c) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the Delaware General Corporations Law, the
Certificate of Incorporation of the Registrant, the Bylaws of the Registrant,
Indemnification Agreements entered into between the Registrant and its officers
and directors, 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 Securities Act and is, therefore, unenforceable. In
the event that a claim for indemnification against such liabilities (other than
the payment by the Registrant of expenses incurred or paid by a director,
officer or controlling person of the Registrant in the successful defense of any
action, suit or proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the Registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue.

                                      II-3
6

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Omaha, State of Nebraska, on October 8, 1997.

                                       AMERICAN BUSINESS INFORMATION, INC.

                                       By: /s/ Steven Purcell
                                          --------------------------------------
                                          Steven Purcell
                                          Chief Financial Officer and Secretary

                                POWER OF ATTORNEY

     KNOW ALL THESE PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Scott Dahnke and Steven Purcell and each
of them, jointly and severally, his attorneys-in-fact, each with full power of
substitution, for him in any and all capacities, to sign any and all amendments
to this Registration Statement on Form S-8 and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, hereby ratifying and conforming all that each said
attorneys-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 dates indicated:

Date:  October 10, 1997      /s/ Vinod Gupta
                             ---------------------------------------------------
                             Vinod Gupta, Chairman of the Board

Date:  October 8, 1997       /s/ Scott Dahnke
                             ---------------------------------------------------
                             Scott Dahnke, Chief Executive Officer and Director

Date:  October 8, 1997       /s/ Steven Purcell
                             ---------------------------------------------------
                             Steven Purcell, Chief Financial Officer
                             and Secretary (principal financial
                             officer and principal accounting officer)

Date:  October 8, 1997       /s/ Jon H. Wellman
                             ---------------------------------------------------
                             Jon H. Wellman, Director

Date:  October 8, 1997       /s/ Jon D. Hoffmaster
                             ---------------------------------------------------
                             Jon D. Hoffmaster, Director

Date:  October 9, 1997       /s/ Gautam Gupta
                             ---------------------------------------------------
                             Gautam Gupta, Director

Date:  October 8, 1997       /s/ Elliot S. Kaplan
                             ---------------------------------------------------
                             Elliot S. Kaplan, Director

                                      II-4
7

Date:  October 8, 1997       /s/ Harold Andersen
                             ---------------------------------------------------
                             Harold Andersen, Director

Date:  October 8, 1997       /s/ George J. Kubat
                             ---------------------------------------------------
                             George J. Kubat, Director

Date:  October 8, 1997       /s/ Paul A. Goldner
                             ---------------------------------------------------
                             Paul A. Goldner, Director

Date:  October 9, 1997       /s/ George F. Haddix
                             ---------------------------------------------------
                             George F. Haddix, Director

                                      II-5
8

                                  EXHIBIT INDEX
Exhibit
     Number     Description
   -----------  --------------------------------------------------------------------------------
4.1        American Business Information, Inc. 1992 Stock Option Plan, as amended to date.

     4.2        American Business Information 1997 Class A Common Stock Option Plan

     5.1        Opinion of Wilson Sonsini Goodrich & Rosati, P.C. with respect to the securities
                being registered

     23.1       Consent of Coopers & Lybrand L.L.P., Independent Auditors

     23.2       Consent of Counsel (contained in Exhibit 5.1)

     24.1       Power of Attorney (see page II-4)

     99.1       Form of Indemnification Agreement is incorporated herein by
                reference to Exhibit 10.15 of the Company's Registration
                Statement on Form S-1, (File No. 33-51352) filed with the
                Securities and Exchange Commission on August 28, 1992.