<PAGE>
    As filed with the Securities and Exchange Commission on December 28, 2001
                                                           Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   ----------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                   ----------
                              THE BISYS GROUP, INC.
             (Exact name of Registrant as specified in its charter)

Delaware                                                  13-3532663
(State or Other Jurisdication of                          (I.R.S. Employer
Incorporation or Organization)                            Identification Number)

                                 90 Park Avenue
                            New York, New York 10016
               (Address of Principal Executive Offices) (Zip Code)

                                   ----------

                              THE BISYS GROUP, INC.
                        2001 EMPLOYEE STOCK PURCHASE PLAN
                        2002 EMPLOYEE STOCK PURCHASE PLAN
                            (Full Title of the Plan)

                                   ----------

                               KEVIN J. DELL, ESQ.
             Executive Vice President, General Counsel and Secretary
                              The BISYS Group, Inc.
                                 90 Park Avenue
                            New York, New York 10016
                     (Name and address of agent for service)

                                 (212) 907-6000
          (Telephone number, including area code, of Agent for Service)

                                   ----------
                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
                                                          Proposed maximum     Proposed maximum
                                                         offering price per   aggregate offering
        Title of securities             Amount to be          share (2)            price (2)           Amount of
         to be registered              registered (1)                                               registration fee
--------------------------------------------------------------------------------------------------------------------
<S>                                    <C>               <C>                  <C>                   <C>
Common Stock, $.02 par value               450,000               $ 63.39               $ 28,525,500        $ 6,818
(including Common Stock purchase           Shares
rights) (3)
</TABLE>

(1)      This Registration Statement covers 125,000 shares of Common Stock
         issuable pursuant to The BISYS Group, Inc. 2001 Employee Stock Purchase
         Plan ("2001 Plan") and 325,000 shares of Common Stock issuable pursuant
         to The BISYS Group, Inc. 2002 Employee Stock Purchase Plan ("2002
         Plan"). This Registration Statement also covers any additional shares
         of Common Stock which may become issuable under the 2001 Plan and the
         2002 Plan by reason of any stock dividend, stock split or similar
         transaction.

(2)      Calculated pursuant to Rule 457(c) and 457(h) based upon a price of
         $63.39 per share, which was the average of the high and low prices of
         the Common Stock reported on the Nasdaq National Market on December 26,
         2001.

(3)      Prior to the occurrence of certain events, purchase rights for Common
         Stock will not be evidenced separately from the Common Stock.
<PAGE>
                                EXPLANATORY NOTE

                  This Registration Statement has been prepared in accordance
with the requirements of Form S-8 to register 125,000 shares of the Registrant's
common stock, $.02 par value ("Common Stock"), issuable pursuant to the
Registrant's 2001 Employee Stock Purchase Plan and 325,000 shares of Common
Stock issuable pursuant to the Registrant's 2002 Employee Stock Purchase Plan
(collectively, the "Plans").

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

                  Pursuant to Rule 428(b)(1) under the Securities Act of 1933
(the "Act"), the documents containing the information specified in this Part I
will be sent or given to participants under the Plans. These documents, together
with the documents incorporated by reference herein pursuant to Item 3 of Part
II below, taken together, constitute a prospectus that meets the requirements of
Section 10(a) of the Act.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  There are hereby incorporated by reference herein the
following documents which have been filed with the Securities and Exchange
Commission (the "SEC"):

                  (a) the Registrant's Annual Report on Form 10-K for the fiscal
year ended June 30, 2001, filed with the SEC on September 28, 2001 (SEC File No.
0-19922).

                  (b) the Registrant's Quarterly Report on Form 10-Q for the
fiscal quarter ended September 30, 2001, filed with the SEC on November 13, 2001
(SEC File No. 0-19922); and

                  (c) the description of Common Stock and purchase rights for
shares of Common Stock attached to the Common Stock described in the
Registrant's registration statements on Form 8-A filed on March 10, 1992 and on
May 8, 1997 with the SEC pursuant to Section 12 of the Securities Exchange Act
of 1934, and any amendment or report filed for the purpose of updating those
descriptions.

                  All documents filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
hereto that indicates that all securities offered have been sold or that
deregisters all such securities then remaining unsold, shall be deemed to be
incorporated by reference herein and to be a part hereof from the date of filing
of such documents.

                  Any statement contained in a document 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 other subsequently filed document that also is incorporated or deemed to
be incorporated by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

                  Not applicable.
<PAGE>
ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

                  None.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                  The Registrant is organized under the laws of the State of
Delaware. Section 145 of the Delaware General Corporation Law permits a Delaware
corporation to indemnify any person who is a party (or is threatened to be made
a party) to any threatened, pending or completed action, suit or proceeding
whether civil, criminal, administrative or investigative (other than an action
by or in the right of the corporation) by reason of the fact that he or she 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 corporation or enterprise. A corporation may similarly
indemnify such person in the case of actions or suits brought by or in the right
of the corporation, except (unless otherwise ordered by the court) 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.

                  A corporation may indemnify such person 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 he acted in good faith and in a manner he 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 his conduct was unlawful. Any indemnification shall be made by the
corporation only as authorized in the specific case upon a determination that
indemnification is proper in the circumstances because the person has met the
aforesaid standard of conduct. Such determination shall be made (1) by a
majority vote of the directors who were not parties to the action, suit, or
proceeding, whether or not a quorum, or (2) if there are no such directors, or
if such directors so direct, by independent legal counsel in a written opinion,
or (3) by the stockholders. To the extent that a director, officer, employee or
agent of a corporation has been successful on the merits, or otherwise, in
defense of any action, suit or proceeding described above, or in defense of any
claim, issue or matter therein, such person shall be indemnified against
expenses (including attorneys' fees) actually and reasonably incurred in
connection therewith. The statute also provides that it is not exclusive of any
other rights to which those seeking indemnification may be entitled under any
by-laws, agreement, vote of stockholders or disinterested directors or
otherwise. The Registrant's By-Laws provide for the indemnification of its
directors and officers to the fullest extent permitted by law.

                  Section 102(b)(7) of the Delaware General Corporation Law
allows a Delaware corporation to limit or eliminate the personal liability of
directors to the corporation and its stockholders for monetary damages for
breach of fiduciary duty as a director. However, this provision excludes any
limitation on liability (1) for any breach of the director's duty of loyalty to
the corporation or its stockholders, (2) for acts or omissions not in good faith
or which involved intentional misconduct or a knowing violation of law, (3) for
intentional or negligent payment of unlawful dividends or stock purchases or
redemptions, or (4) for any transaction from which the director derived an
improper benefit. Moreover, while this provision provides directors with
protection against awards for monetary damages for breaches of their duty of
care, it does not eliminate such duty. Accordingly, this provision will have no
effect on the availability of equitable remedies such as an injunction or
rescission based on a director's breach of his or her duty of care. Finally,
this provision applies to an officer of a corporation only if he or she is a
director of such corporation and is acting in his or her capacity as director,
and does not apply to officers of the corporation who are not directors.

                  The Registrant's Certificate of Incorporation provides for the
limitation on liability permitted by Section 102(b)(7). The Registrant maintains
directors and officers' liability insurance.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

                                       3
<PAGE>
ITEM 8.  EXHIBITS.
<TABLE>
<CAPTION>
Exhibit
Number                                               Description
<S>               <C>
4.1*              Amended and Restated Certificate of Incorporation of The BISYS Group, Inc., as amended.

4.2               Amended and Restated By-laws of The BISYS Group, Inc. (incorporated by reference to Exhibit
                  3.2 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997,
                  Commission File No. 0-19922).

4.3               The BISYS Group, Inc. 2001 Employee Stock Purchase Plan (incorporated by reference to Exhibit
                  A to the Registrant's proxy statement for its 2000 Annual Meeting of Stockholders, filed with the
                  Securities and Exchange Commission on October 12, 2000).

4.4               The BISYS Group, Inc. 2002 Employee Stock Purchase Plan (incorporated by reference to Exhibit
                  B to the Registrant's proxy statement for its 2001 Annual Meeting of Stockholders, filed with the
                  Securities and Exchange Commission on October 19, 2001).

5*                Opinion of Drinker Biddle & Shanley LLP

23.1*             Consent of Drinker Biddle & Shanley LLP (included in Exhibit 5).

23.2*             Consent of PricewaterhouseCoopers LLP

24*               Powers of Attorney
</TABLE>

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

* 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:

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

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

                                       4
<PAGE>
                                    (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 or Form F-3 and
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in the
registration statement.

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

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

                  (b) The undersigned Registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new 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.

                  (h) Insofar as indemnification for liabilities arising under
the Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.


                                       5
<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 the Township of Little Falls, State of New Jersey, on the
27th day of December, 2001.

                                     THE BISYS GROUP, INC.


                                     By: /s/ Lynn J. Mangum
                                         ---------------------------------------
                                              Lynn J. Mangum
                                              Chairman of the Board and
                                              Chief Executive Officer

                  Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated:
<TABLE>
<CAPTION>
                 Signatures                              Title                                  Date
<S>                                              <C>                                      <C>
/s/ Lynn J. Mangum                               Director, Chairman of the                December 27, 2001
--------------------------------------           Board and Chief Executive
      Lynn J. Mangum                             Officer (principal executive
                                                 officer)

/s/ Andrew C. Corbin                             Senior Vice President and                December 27, 2001
-------------------------------------            Chief Financial Officer
    Andrew C. Corbin                             (principal accounting and
                                                 financial officer)

                 *                               Director                                 December 27, 2001
-------------------------------------
Denis A. Bovin

                 *                               Director                                 December 27, 2001
-------------------------------------
Robert J. Casale

                 *                               Director                                 December 27, 2001
-------------------------------------
Thomas A. Cooper

                 *                               Director                                 December 27, 2001
-------------------------------------
Jay W. DeDapper

                 *                               Director                                 December 27, 2001
-------------------------------------
John J. Lyons
</TABLE>

                                       6
<PAGE>
<TABLE>
<S>                                              <C>                                      <C>
                 *                               Director                                 December 27, 2001
-------------------------------------
Thomas E. McInerney

                 *                               Director                                 December 27, 2001
-------------------------------------
Joseph J. Melone
</TABLE>

* Lynn J. Mangum hereby signs this Registration Statement on Form S-8 on behalf
of each of the indicated persons for whom he is attorney-in-fact on December 27,
2001 pursuant to a power of attorney filed herewith.

                                        By:/s/ Lynn J. Mangum
                                           -------------------------------------
                                               Lynn J. Mangum
                                               Attorney-in-Fact


                                       7
<PAGE>
                                  EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                             DESCRIPTION
<S>                   <C>
4.1                   Amended and Restated Certificate of Incorporation of The BISYS
                      Group, Inc., as amended

5                     Opinion of Drinker Biddle & Shanley LLP

23.1                  Consent of Drinker Biddle & Shanley LLP (included in Exhibit 5)

23.2                  Consent of PricewaterhouseCoopers LLP

24                    Powers of Attorney
</TABLE>


                                       8
[{"type": "S-8", "sequence": "1", "filename": "y55966s-8.txt", "description": "THE BISYS GROUP INC.", "secsgml_size_bytes": 22591}]
{"company-data": {"conformed-name": "BISYS GROUP INC", "cik": "0000883587", "assigned-sic": "7389", "irs-number": "133532663", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-76068", "film-number": "1825165"}, "business-address": {"street1": "150 CLOVE ROAD", "city": "LITTLE FALLS", "state": "NJ", "zip": "07424", "phone": "2018128600"}, "mail-address": {"street1": "150 CLOVE ROAD", "city": "LITTLE FALLS", "state": "NJ", "zip": "07424"}}
As filed with the Securities and Exchange Commission on December 28, 2001
                                                           Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   ----------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                                   ----------
                              THE BISYS GROUP, INC.
             (Exact name of Registrant as specified in its charter)

Delaware                                                  13-3532663
(State or Other Jurisdication of                          (I.R.S. Employer
Incorporation or Organization)                            Identification Number)

                                 90 Park Avenue
                            New York, New York 10016
               (Address of Principal Executive Offices) (Zip Code)

                                   ----------

                              THE BISYS GROUP, INC.
                        2001 EMPLOYEE STOCK PURCHASE PLAN
                        2002 EMPLOYEE STOCK PURCHASE PLAN
                            (Full Title of the Plan)

                                   ----------

                               KEVIN J. DELL, ESQ.
             Executive Vice President, General Counsel and Secretary
                              The BISYS Group, Inc.
                                 90 Park Avenue
                            New York, New York 10016
                     (Name and address of agent for service)

                                 (212) 907-6000
          (Telephone number, including area code, of Agent for Service)

                                   ----------
                         CALCULATION OF REGISTRATION FEE
Proposed maximum     Proposed maximum
                                                         offering price per   aggregate offering
        Title of securities             Amount to be          share (2)            price (2)           Amount of
         to be registered              registered (1)                                               registration fee
--------------------------------------------------------------------------------------------------------------------
Common Stock, $.02 par value               450,000               $ 63.39               $ 28,525,500        $ 6,818
(including Common Stock purchase           Shares
rights) (3)
(1)      This Registration Statement covers 125,000 shares of Common Stock
         issuable pursuant to The BISYS Group, Inc. 2001 Employee Stock Purchase
         Plan ("2001 Plan") and 325,000 shares of Common Stock issuable pursuant
         to The BISYS Group, Inc. 2002 Employee Stock Purchase Plan ("2002
         Plan"). This Registration Statement also covers any additional shares
         of Common Stock which may become issuable under the 2001 Plan and the
         2002 Plan by reason of any stock dividend, stock split or similar
         transaction.

(2)      Calculated pursuant to Rule 457(c) and 457(h) based upon a price of
         $63.39 per share, which was the average of the high and low prices of
         the Common Stock reported on the Nasdaq National Market on December 26,
         2001.

(3)      Prior to the occurrence of certain events, purchase rights for Common
         Stock will not be evidenced separately from the Common Stock.
EXPLANATORY NOTE

                  This Registration Statement has been prepared in accordance
with the requirements of Form S-8 to register 125,000 shares of the Registrant's
common stock, $.02 par value ("Common Stock"), issuable pursuant to the
Registrant's 2001 Employee Stock Purchase Plan and 325,000 shares of Common
Stock issuable pursuant to the Registrant's 2002 Employee Stock Purchase Plan
(collectively, the "Plans").

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

                  Pursuant to Rule 428(b)(1) under the Securities Act of 1933
(the "Act"), the documents containing the information specified in this Part I
will be sent or given to participants under the Plans. These documents, together
with the documents incorporated by reference herein pursuant to Item 3 of Part
II below, taken together, constitute a prospectus that meets the requirements of
Section 10(a) of the Act.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  There are hereby incorporated by reference herein the
following documents which have been filed with the Securities and Exchange
Commission (the "SEC"):

                  (a) the Registrant's Annual Report on Form 10-K for the fiscal
year ended June 30, 2001, filed with the SEC on September 28, 2001 (SEC File No.
0-19922).

                  (b) the Registrant's Quarterly Report on Form 10-Q for the
fiscal quarter ended September 30, 2001, filed with the SEC on November 13, 2001
(SEC File No. 0-19922); and

                  (c) the description of Common Stock and purchase rights for
shares of Common Stock attached to the Common Stock described in the
Registrant's registration statements on Form 8-A filed on March 10, 1992 and on
May 8, 1997 with the SEC pursuant to Section 12 of the Securities Exchange Act
of 1934, and any amendment or report filed for the purpose of updating those
descriptions.

                  All documents filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
hereto that indicates that all securities offered have been sold or that
deregisters all such securities then remaining unsold, shall be deemed to be
incorporated by reference herein and to be a part hereof from the date of filing
of such documents.

                  Any statement contained in a document 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 other subsequently filed document that also is incorporated or deemed to
be incorporated by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

                  Not applicable.
ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

                  None.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                  The Registrant is organized under the laws of the State of
Delaware. Section 145 of the Delaware General Corporation Law permits a Delaware
corporation to indemnify any person who is a party (or is threatened to be made
a party) to any threatened, pending or completed action, suit or proceeding
whether civil, criminal, administrative or investigative (other than an action
by or in the right of the corporation) by reason of the fact that he or she 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 corporation or enterprise. A corporation may similarly
indemnify such person in the case of actions or suits brought by or in the right
of the corporation, except (unless otherwise ordered by the court) 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.

                  A corporation may indemnify such person 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 he acted in good faith and in a manner he 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 his conduct was unlawful. Any indemnification shall be made by the
corporation only as authorized in the specific case upon a determination that
indemnification is proper in the circumstances because the person has met the
aforesaid standard of conduct. Such determination shall be made (1) by a
majority vote of the directors who were not parties to the action, suit, or
proceeding, whether or not a quorum, or (2) if there are no such directors, or
if such directors so direct, by independent legal counsel in a written opinion,
or (3) by the stockholders. To the extent that a director, officer, employee or
agent of a corporation has been successful on the merits, or otherwise, in
defense of any action, suit or proceeding described above, or in defense of any
claim, issue or matter therein, such person shall be indemnified against
expenses (including attorneys' fees) actually and reasonably incurred in
connection therewith. The statute also provides that it is not exclusive of any
other rights to which those seeking indemnification may be entitled under any
by-laws, agreement, vote of stockholders or disinterested directors or
otherwise. The Registrant's By-Laws provide for the indemnification of its
directors and officers to the fullest extent permitted by law.

                  Section 102(b)(7) of the Delaware General Corporation Law
allows a Delaware corporation to limit or eliminate the personal liability of
directors to the corporation and its stockholders for monetary damages for
breach of fiduciary duty as a director. However, this provision excludes any
limitation on liability (1) for any breach of the director's duty of loyalty to
the corporation or its stockholders, (2) for acts or omissions not in good faith
or which involved intentional misconduct or a knowing violation of law, (3) for
intentional or negligent payment of unlawful dividends or stock purchases or
redemptions, or (4) for any transaction from which the director derived an
improper benefit. Moreover, while this provision provides directors with
protection against awards for monetary damages for breaches of their duty of
care, it does not eliminate such duty. Accordingly, this provision will have no
effect on the availability of equitable remedies such as an injunction or
rescission based on a director's breach of his or her duty of care. Finally,
this provision applies to an officer of a corporation only if he or she is a
director of such corporation and is acting in his or her capacity as director,
and does not apply to officers of the corporation who are not directors.

                  The Registrant's Certificate of Incorporation provides for the
limitation on liability permitted by Section 102(b)(7). The Registrant maintains
directors and officers' liability insurance.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

                                       3
ITEM 8.  EXHIBITS.
Exhibit
Number                                               Description
4.1*              Amended and Restated Certificate of Incorporation of The BISYS Group, Inc., as amended.

4.2               Amended and Restated By-laws of The BISYS Group, Inc. (incorporated by reference to Exhibit
                  3.2 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1997,
                  Commission File No. 0-19922).

4.3               The BISYS Group, Inc. 2001 Employee Stock Purchase Plan (incorporated by reference to Exhibit
                  A to the Registrant's proxy statement for its 2000 Annual Meeting of Stockholders, filed with the
                  Securities and Exchange Commission on October 12, 2000).

4.4               The BISYS Group, Inc. 2002 Employee Stock Purchase Plan (incorporated by reference to Exhibit
                  B to the Registrant's proxy statement for its 2001 Annual Meeting of Stockholders, filed with the
                  Securities and Exchange Commission on October 19, 2001).

5*                Opinion of Drinker Biddle & Shanley LLP

23.1*             Consent of Drinker Biddle & Shanley LLP (included in Exhibit 5).

23.2*             Consent of PricewaterhouseCoopers LLP

24*               Powers of Attorney
---------------------------

* 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:

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

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

                                       4
(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 or Form F-3 and
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the Registrant pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934 that are incorporated by reference in the
registration statement.

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

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

                  (b) The undersigned Registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new 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.

                  (h) Insofar as indemnification for liabilities arising under
the Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       5
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 Township of Little Falls, State of New Jersey, on the
27th day of December, 2001.

                                     THE BISYS GROUP, INC.

                                     By: /s/ Lynn J. Mangum
                                         ---------------------------------------
                                              Lynn J. Mangum
                                              Chairman of the Board and
                                              Chief Executive Officer

                  Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated:
Signatures                              Title                                  Date
/s/ Lynn J. Mangum                               Director, Chairman of the                December 27, 2001
--------------------------------------           Board and Chief Executive
      Lynn J. Mangum                             Officer (principal executive
                                                 officer)

/s/ Andrew C. Corbin                             Senior Vice President and                December 27, 2001
-------------------------------------            Chief Financial Officer
    Andrew C. Corbin                             (principal accounting and
                                                 financial officer)

                 *                               Director                                 December 27, 2001
-------------------------------------
Denis A. Bovin

                 *                               Director                                 December 27, 2001
-------------------------------------
Robert J. Casale

                 *                               Director                                 December 27, 2001
-------------------------------------
Thomas A. Cooper

                 *                               Director                                 December 27, 2001
-------------------------------------
Jay W. DeDapper

                 *                               Director                                 December 27, 2001
-------------------------------------
John J. Lyons
6
*                               Director                                 December 27, 2001
-------------------------------------
Thomas E. McInerney

                 *                               Director                                 December 27, 2001
-------------------------------------
Joseph J. Melone
* Lynn J. Mangum hereby signs this Registration Statement on Form S-8 on behalf
of each of the indicated persons for whom he is attorney-in-fact on December 27,
2001 pursuant to a power of attorney filed herewith.

                                        By:/s/ Lynn J. Mangum
                                           -------------------------------------
                                               Lynn J. Mangum
                                               Attorney-in-Fact

                                       7
EXHIBIT INDEX
EXHIBIT
NUMBER                                             DESCRIPTION
4.1                   Amended and Restated Certificate of Incorporation of The BISYS
                      Group, Inc., as amended

5                     Opinion of Drinker Biddle & Shanley LLP

23.1                  Consent of Drinker Biddle & Shanley LLP (included in Exhibit 5)

23.2                  Consent of PricewaterhouseCoopers LLP

24                    Powers of Attorney
8