<PAGE>
 
     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 10, 1997
                                                 REGISTRATION NO. 333-
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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





                            IDX SYSTEMS CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        VERMONT                                          03-0222230
--------------------------------------------------------------------------------
(State or other jurisdiction of              (I.R.S.Employer Identification No.)
incorporation or organization)

1400 SHELBURNE ROAD, P.O. BOX 1070, SOUTH BURLINGTON, VERMONT       05403
--------------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip code)


   PHAMIS, INC. AMENDED AND RESTATED 1983 COMBINED NONQUALIFIED AND INCENTIVE
                               STOCK OPTION PLAN
    PHAMIS, INC. 1993 COMBINED INCENTIVE AND NONQUALIFIED STOCK OPTION PLAN
                        AS AMENDED THROUGH MAY 14, 1996
            PHAMIS, INC. 1994 NONEMPLOYEE DIRECTOR STOCK OPTION PLAN
                       AS AMENDED THROUGH JANUARY 1, 1996
            PHAMIS, INC. SALARY SAVINGS AND DEFERRAL PLAN AND TRUST
                      AS AMENDED THROUGH FEBRUARY 22, 1996
                       PHAMIS, INC. CAIN OPTION AGREEMENT
--------------------------------------------------------------------------------
                           (Full title of the plans)



                               RICHARD E. TARRANT
                PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
                            IDX SYSTEMS CORPORATION
       1400 SHELBURNE ROAD, P.O. BOX 1070, SOUTH BURLINGTON, VERMONT 05403
--------------------------------------------------------------------------------
                    (Name and address of agent for service)

                                 (802) 862-1022
--------------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)


                                    Copy to:
                                    ------- 

       ROBERT W. BAKER, JR.                           PETER B. TARR
     IDX SYSTEMS CORPORATION                        HALE AND DORR LLP
       1400 SHELBURNE ROAD                           60 STATE STREET
        P.O. BOX 1070                           BOSTON, MASSACHUSETTS 02109
    SOUTH BURLINGTON, VT 05403                       (617) 526-6000
       (802) 862-1022

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
===============================================================================================
                                                           PROPOSED    PROPOSED
                TITLE OF                                   MAXIMUM     MAXIMUM
               SECURITIES                     AMOUNT       OFFERING   AGGREGATE     AMOUNT OF
                 TO BE                        TO BE       PRICE PER    OFFERING   REGISTRATION
               REGISTERED                 REGISTERED (#)  SHARE ($)   PRICE ($)      FEE ($)
-----------------------------------------------------------------------------------------------
<S>                                       <C>             <C>        <C>           <C>
PHAMIS, INC. AMENDED AND RESTATED           13,200           5.27        69,564.00      21.08                   
1983 COMBINED NONQUALIFIED AND              23,355           5.75       134,291.25      40.69
INCENTIVE STOCK OPTION PLAN(1)(2)           75,495           5.82       439,280.90     133.15
                                            45,723           6.58       300,857.34      91.17  
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                   500           5.75         2,875.00        .87 
1993 COMBINED INCENTIVE AND                 65,747           6.58       432,615.26     131.10   
NONQUALIFIED STOCK OPTION PLAN AS           39,000           6.27       244,530.00      74.10 
AMENDED THROUGH MAY 14, 1996(1)(2)           3,000          12.33        36,990.00      11.21
                                             1,500          17.30        25,950.00       7.86 
                                            69,000          20.73     1,430,370.00     433.45
                                             4,500          21.75        97,875.00      29.66
                                             1,500          22.60        33,900.00      10.27
                                             1,000          22.95        22,950.00       6.95
                                             5,000          23.12       115,600.00      35.03
                                            64,417          23.19     1,493,830.23     452.68
                                             1,500          24.49        36,735.00      11.13
                                               500          24.66        12,330.00       3.74
                                             1,000          25.63        25,630.00       7.77
                                           115,715          26.03     3,012,061.45     912.75
                                             2,000          26.63        53,260.00      16.14
                                             2,500          27.25        68,125.00      20.64
                                               500          28.68        14,340.00       4.35
                                             2,000          28.92        57,840.00      17.53
                                             1,000          30.68        30,680.00       9.30
                                             4,166          32.55       135,603.30      41.09
                                            53,000          32.88     1,742,640.00     528.07
                                            16,500          37.62       620,730.00     188.10
                                             1,000          38.88        38,880.00      11.78
                                               250          39.11         9,777.50       2.96 
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                 2,000          16.44        32,880.00       9.96  
1994 NONEMPLOYEE DIRECTOR STOCK OPTION       3,000          25.52        76,560.00      23.20    
PLAN AS AMENDED THROUGH JANUARY 1,
1996(1)(2)                                   3,000          26.18        78,540.00      23.80 
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.
SALARY SAVINGS AND DEFERRAL PLAN AND       240,000        $ 33.578   $8,058,720.00  $2,442.03  
TRUST AS AMENDED THROUGH FEBRUARY 22,
1996(1)(3)
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                 3,000           5.82        17,460.00       5.29  
CAIN OPTION AGREEMENT(1)(2)
----------------------------------------------------------------------------------------------- 
TOTAL                                      865,568                   19,004,371.23   5,758.91
===============================================================================================
</TABLE>

(1)  Pursuant to the Agreement and Plan of Merger (the "Agreement") dated as of
     March 25, 1997 by and among the Registrant, Penguin Acquisition
     Corporation, a Washington corporation and wholly-owned subsidiary of the
     Registrant, and PHAMIS, Inc., a Washington corporation ("PHAMIS"), the
     Registrant effectively assumed all of the outstanding options to purchase
     common stock, $.0025 par value per share, of PHAMIS ("PHAMIS Common Stock")
     under the  PHAMIS' Amended and Restated 1983 Combined Nonqualified and
     Incentive Stock Option Plan, 1993 Combined Incentive and Nonqualified Stock
     Option Plan as amended through May 14, 1996, 1994 Nonemployee Director
     Stock Option Plan as amended through January 1, 1996 and Stock Option
     Agreement dated August 20, 1990 with Michael Cain.  In addition, all shares
     of PHAMIS Common Stock held in PHAMIS' Salary Savings and Deferral Plan and
     Trust as amended through February 22, 1996 were converted into shares of
     the Registrant's Common Stock as set forth in the Agreement.

(2)  All such shares are issuable upon exercise of outstanding options with
     fixed exercise prices.  Pursuant to Rule 457(h)(1) under the Securities Act
     of 1933, the aggregate offering price and the fee have been computed upon
     the basis of the price at which the options may be exercised.

(3)  Price estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(c) and (h) under the Securities Act of 1933, and based
     on the average of the high and low prices of the Registrant's Common Stock
     on July 9, as quoted on the Nasdaq National Market.


                                EXPLANATORY NOTE

     This Registration Statement has been prepared in accordance with the
requirements of Form S-8 which relate to the Registrant's Common Stock offered
pursuant to the: (1) PHAMIS, Inc. Amended and Restated 1983 Combined
Nonqualified and Incentive Stock Option Plan; (2) PHAMIS, Inc. 1993 Combined
Incentive and Nonqualified Stock Option Plan as amended through May 14, 1996;
(3) PHAMIS, Inc. 1994 Nonemployee Director Stock Option Plan as amended through
January 1, 1996; (4) PHAMIS, Inc. Salary Savings and Deferral Plan and Trust as
amended through February 22, 1996; and (5) PHAMIS, Inc. Stock Option Agreement
dated August 20, 1990 with Michael Cain.
<PAGE>

 
         PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

          The information required by Part I of Form S-8 is included in
documents sent or given to participants in the:  (1) PHAMIS, Inc. Amended and
Restated 1983 Combined Nonqualified and Incentive Stock Option Plan; (2) PHAMIS,
Inc. 1993 Combined Incentive and Nonqualified Stock Option Plan as amended
through May 14, 1996; (3) PHAMIS, Inc. 1994 Nonemployee Director Stock Option
Plan as amended through January 1, 1996; (4) PHAMIS, Inc. Salary Savings and
Deferral Plan and Trust as amended through February 22, 1996 (the "Plans"); and
(5) PHAMIS, Inc. Stock Option Agreement dated August 20, 1990 with Michael Cain
(the "Agreement") of IDX Systems Corporation, a Vermont corporation (the
"Registrant"), pursuant to Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act").

                                      I-1

<PAGE>
 
          PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference
         ---------------------------------------

          The Registrant is subject to the informational and reporting
requirements of Sections 13(a), 14 and 15(d) of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and in accordance therewith files
reports, proxy statements and other information with the Securities and Exchange
Commission (the "Commission").  The following documents, which are on file with
the Commission, are incorporated in this Registration Statement by reference:

          (a) The Registrant's latest annual report filed pursuant to Section
13(a) or 15(d) of the Exchange Act or the Registrant's latest prospectus filed
pursuant to Rule 424(b) under the Securities Act, that contains audited
financial statements for the Registrant's latest fiscal year for which such
statements have been filed.

          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the Registrant document
referred to in (a) above.

          (c) The description of the Common Stock, $.01 par value per share
("Common Stock"), which is contained in the Registrant's Registration Statement
on Form 8-A filed on September 19, 1995 pursuant to Section 12(g) of the
Exchange Act, including any amendment or report filed for the purpose of
updating such description.

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

Item 4.  Description of Securities
         -------------------------

          Not applicable.

Item 5.  Interests of Named Experts and Counsel
         --------------------------------------

          General Counsel to the Registrant, Robert W. Baker, Jr., holds 1,069
shares of the Registrant's Common Stock and options to acquire, in the
aggregate, 46,371 shares of the Registrant's Common Stock.

Item 6.  Indemnification of Directors and Officers
         -----------------------------------------

          Sections 8.50 through 8.58 of the Vermont Business Corporation Act
contain provisions governing the indemnification of corporate directors and
officers.  In general, the statute permits a corporation to indemnify any person
who was or is a party to 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 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
entity, against expenses (including attorney's fees), judgments, fines and
amounts paid in settlement actually and reasonably incurred by him 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.  With respect to any criminal action or proceeding, the indemnified
individual must 

                                      II-1
<PAGE>
 
have had no reasonable cause to believe his conduct was unlawful. With respect
to action or suits by or in the right of the corporation, such indemnification
is limited to expenses (including attorney's fees) actually and reasonably
incurred by such person in connection with the defense or settlement of such
action or suit. Indemnification is not permitted with respect to any claim,
issue or matter as to which such person has been adjudged to be liable to the
corporation unless and only to the extent that the court in which such action or
suit was brought determines upon application that, despite the adjudication of
liability but in view of all the circumstances of the case, such person is
fairly and reasonably entitled to indemnity for such expenses which the court
shall deem proper. Additionally, a corporation is required to indemnify its
directors and officers against expenses to the extent that such directors or
officers have been successful on the merits or otherwise in defense of any
action, suit or proceeding referred to above or in defense of any claim, issue
or matter therein.

          Indemnification can be made by a corporation only upon a determination
made in the manner prescribed by the statute that indemnification is proper in
the circumstances because the party seeking indemnification has met the
applicable standard of conduct as set forth in the Vermont Business Corporation
Act.  That statutory indemnification is not deemed to be exclusive of any other
rights to which those seeking indemnification may be entitled under any bylaw,
agreement, vote of shareholders or disinterested directors, or otherwise.  A
corporation also has the power to purchase and maintain insurance on behalf of
any person covering any liability incurred by such person in his capacity as a
director, officer, employee or agent of the corporation, or arising out of his
status as such, whether or not the corporation would have the power to indemnify
him against such liability.  The indemnification provided by the Vermont
Business Corporation Act, unless otherwise provided when authorized or ratified,
continues as to a person who has ceased to be a director, officer, employee or
agent and inures to the benefit of the heirs, executors and administrators of
such a person.

          The Registrant's By-Laws generally allow indemnification of officers
and directors to the fullest extent permitted by law.

          The Registrant has obtained directors' and officers' liability
insurance coverage from Genesis Insurance Co.  The policy covers up to
$2,000,000 for each claim during each policy year, and up to $25,000 of
corporate reimbursement.

          Pursuant to Section 4.15 of the Agreement and Plan of Merger dated as
of March 25, 1997 (the "Merger Agreement") with Penguin Acquisition Corporation,
a Washington corporation and wholly-owned subsidiary of IDX, and PHAMIS, Inc., a
Washington corporation, the Registrant, for a period of three years after the
effective time of the Merger, has agreed that any of PHAMIS, Inc.'s directors
and officers who subsequently become directors or officers of the Registrant
shall be covered by the directors' and officers' liability insurance, if any,
applicable to the then current directors and officers of the Registrant.

          The Registrant has entered into a Tax Indemnification Agreement with
certain persons that were shareholders of the Registrant while it was an S
corporation (the "Existing Shareholders") that provides for, among other things,
the indemnification of the Registrant by such shareholders for any federal and
state income taxes (including interest) incurred by the Registrant if for any
reason the Registrant is deemed to be treated as a C corporation during any
period which it reported its taxable income as an S corporation.  The Tax
Indemnification Agreement further provides for the cross-indemnification of the
Registrant and of each Existing Shareholder for any losses or liabilities with
respect to certain additional taxes (including interest and, in the case of
Existing Shareholders, penalties) resulting from the Registrant's operations
during the period in which it was an S corporation.

                                      II-2
<PAGE>
 
          The Amended and Restated Consulting/Employment Agreement between the
Registrant and Dr. Tufo provides that the Registrant will indemnify Dr. Tufo
against all costs and expenses, reasonably incurred by him in connection with
any action, suit or other proceeding, to which he is a party in his capacity as
a director, officer, shareholder, consultant, or employee of the Registrant,
except for expenses and costs incurred because of Dr. Tufo's gross negligence or
willful misconduct.

Item 7.  Exemption from Registration Claimed
         -----------------------------------

          Not applicable.

Item 8.  Exhibits
         --------

          The Exhibit Index immediately preceding the exhibits is attached
hereto and incorporated herein by reference.

Item 9.  Undertakings
         ------------

          (a) The undersigned Registrant hereby undertakes:

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

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

              B.    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; and

              C.    To include any material information with respect to the plan
                    of distribution not previously disclosed in the Registration
                    Statement of any material change to such information in the
                    Registration Statement;

              provided, however that paragraphs (A) and (B) 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.

              (ii) That, for the purpose of determining any liability under the
Securities Act, 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.

              (iii)  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 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

                                      II-3
<PAGE>
 
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 the 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 provisions described under "Item 6 -
Indemnification of Directors and Officers" above, or otherwise, the Registrant
has been advised that in the opinion of the 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-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 the City of South Burlington, State of Vermont, on July 10, 1997.

                         IDX SYSTEMS CORPORATION

                         By: /s/ Richard E. Tarrant
                             ----------------------------------
                             Richard E. Tarrant
                             President and Chief Executive Officer

                               POWER OF ATTORNEY

     We, the undersigned officers and directors of IDX Systems Corporation,
hereby severally constitute and appoint Richard E. Tarrant, John A. Kane, Robert
W. Baker, Jr., Esq. and Peter B. Tarr, Esq., and each of them singly, our true
and lawful attorneys with full power to them, to sign for us and in our names,
in the capacities indicated below, the Registration Statement filed herewith,
and any and all amendments to said Registration Statement and generally to do
all such things in our names and behalf in our capacities as officers and
directors to enable IDX Systems Corporation to comply with the Securities Act of
1933, as amended, and all requirements of the Securities and Exchange
Commission, hereby ratifying and confirming our signatures as they may be signed
by our said attorneys, or any of them, to said Registration Statement and any
and all amendments thereto.

     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.

    Signature                 Title (Capacity)                      Date
    ---------                 ----------------                      ----
 
/s/ Richard E. Tarrant     President, Chief Executive          July 10, 1997
-----------------------    Officer and Director
Richard E. Tarrant         (Principal Executive
                           Officer)
 
/s/ John A. Kane           Vice President, Finance and         July 10, 1997
-----------------------    Administration, Chief Financial
John A. Kane               Officer and Treasurer (Principal
                           Financial Officer and Principal
                           Accounting Officer)
 
/s/ Robert H. Hoehl        Director                            July 10, 1997
-----------------------
Robert H. Hoehl


/s/ Paul L. Egerman        Director                            July 10, 1997
-----------------------                                    
Paul L. Egerman
 
 
/s/ Henry M. Tufo, M.D.    Director                            July 10, 1997
-----------------------
Henry M. Tufo, M.D.
 

                                      II-5
<PAGE>
 
/s/ Stuart H. Altman       Director                            July 10, 1997
-----------------------
Stuart H. Altman, Ph.D.

 
/s/ Steven M. Lash         Director                            July 10, 1997
------------------------
Steven M. Lash

 
/s/ Frank T. Sample        Director                            July 10, 1997
------------------------
Frank T. Sample

 
/s/ Malcolm A. Gleser      Director                            July 10, 1997
------------------------
Malcolm A. Gleser, M.D., Ph.D.

                                      II-6
<PAGE>
 
                               INDEX TO EXHIBITS
<TABLE>
<CAPTION>
 
 
Exhibit
Number                    Exhibit                          Page
-------                   -------                          ----
<S>        <C>                                             <C>
 
 4.1       PHAMIS, Inc. Amended and Restated 1983
           Combined Nonqualified and Incentive
           Stock Option Plan
 
 4.2       PHAMIS, Inc. 1993 Combined Incentive
           and Nonqualified Stock Option
           Plan as amended through May 14,1996

 4.3       PHAMIS, Inc. 1994 Nonemployee Director
           Stock Option Plan as amended through 
           January 1, 1996

 4.4       PHAMIS, Inc. Salary Savings and Deferral 
           Plan and Trust as amended through 
           February 22, 1996

 4.5       PHAMIS, Inc. Stock Option Agreement dated
           August 20, 1990 with Mr. Michael Cain

*4.6       Second Amended and Restated Articles of
           Incorporation of the Registrant

*4.7       Second Amended and Restated By-Laws
           of the Registrant

*4.8       Specimen Certificate of Common Stock
           of the Registrant

 5.1       Opinion of Robert W. Baker, Jr., Esq.,
           General Counsel to the Registrant

23.1       Consent of Robert W. Baker, Jr., Esq.
           (included in Exhibit 5.1)

23.2       Consent of Ernst & Young LLP

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

</TABLE> 
 
---------------
*    Previously filed with the Commission as an Exhibit to the Registrant's
     Registration Statement on Form S-1, File No. 33-97104, which was originally
     filed with the Commission September 19, 1995 and is incorporated herein by
     reference.

                                      II-7
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 29137}]
{"company-data": {"conformed-name": "IDX SYSTEMS CORP", "cik": "0001001185", "assigned-sic": "7373", "irs-number": "030222230", "state-of-incorporation": "VT", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-31045", "film-number": "97639098"}, "business-address": {"street1": "1400 SHELBURNE RD", "street2": "PO BOX 1070", "city": "SOUTH BURLINGTON", "state": "VT", "zip": "05403", "phone": "8028621022"}, "mail-address": {"street1": "1400 SHELBURNE RD", "street2": "PO BOX 1070", "city": "SOUTH BURLINGTON", "state": "VT", "zip": "05403"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 10, 1997
                                                 REGISTRATION NO. 333-
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                            IDX SYSTEMS CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

        VERMONT                                          03-0222230
--------------------------------------------------------------------------------
(State or other jurisdiction of              (I.R.S.Employer Identification No.)
incorporation or organization)

1400 SHELBURNE ROAD, P.O. BOX 1070, SOUTH BURLINGTON, VERMONT       05403
--------------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip code)

   PHAMIS, INC. AMENDED AND RESTATED 1983 COMBINED NONQUALIFIED AND INCENTIVE
                               STOCK OPTION PLAN
    PHAMIS, INC. 1993 COMBINED INCENTIVE AND NONQUALIFIED STOCK OPTION PLAN
                        AS AMENDED THROUGH MAY 14, 1996
            PHAMIS, INC. 1994 NONEMPLOYEE DIRECTOR STOCK OPTION PLAN
                       AS AMENDED THROUGH JANUARY 1, 1996
            PHAMIS, INC. SALARY SAVINGS AND DEFERRAL PLAN AND TRUST
                      AS AMENDED THROUGH FEBRUARY 22, 1996
                       PHAMIS, INC. CAIN OPTION AGREEMENT
--------------------------------------------------------------------------------
                           (Full title of the plans)

                               RICHARD E. TARRANT
                PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
                            IDX SYSTEMS CORPORATION
       1400 SHELBURNE ROAD, P.O. BOX 1070, SOUTH BURLINGTON, VERMONT 05403
--------------------------------------------------------------------------------
                    (Name and address of agent for service)

                                 (802) 862-1022
--------------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)

                                    Copy to:
                                    ------- 

       ROBERT W. BAKER, JR.                           PETER B. TARR
     IDX SYSTEMS CORPORATION                        HALE AND DORR LLP
       1400 SHELBURNE ROAD                           60 STATE STREET
        P.O. BOX 1070                           BOSTON, MASSACHUSETTS 02109
    SOUTH BURLINGTON, VT 05403                       (617) 526-6000
       (802) 862-1022

                        CALCULATION OF REGISTRATION FEE
===============================================================================================
                                                           PROPOSED    PROPOSED
                TITLE OF                                   MAXIMUM     MAXIMUM
               SECURITIES                     AMOUNT       OFFERING   AGGREGATE     AMOUNT OF
                 TO BE                        TO BE       PRICE PER    OFFERING   REGISTRATION
               REGISTERED                 REGISTERED (#)  SHARE ($)   PRICE ($)      FEE ($)
-----------------------------------------------------------------------------------------------
PHAMIS, INC. AMENDED AND RESTATED           13,200           5.27        69,564.00      21.08                   
1983 COMBINED NONQUALIFIED AND              23,355           5.75       134,291.25      40.69
INCENTIVE STOCK OPTION PLAN(1)(2)           75,495           5.82       439,280.90     133.15
                                            45,723           6.58       300,857.34      91.17  
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                   500           5.75         2,875.00        .87 
1993 COMBINED INCENTIVE AND                 65,747           6.58       432,615.26     131.10   
NONQUALIFIED STOCK OPTION PLAN AS           39,000           6.27       244,530.00      74.10 
AMENDED THROUGH MAY 14, 1996(1)(2)           3,000          12.33        36,990.00      11.21
                                             1,500          17.30        25,950.00       7.86 
                                            69,000          20.73     1,430,370.00     433.45
                                             4,500          21.75        97,875.00      29.66
                                             1,500          22.60        33,900.00      10.27
                                             1,000          22.95        22,950.00       6.95
                                             5,000          23.12       115,600.00      35.03
                                            64,417          23.19     1,493,830.23     452.68
                                             1,500          24.49        36,735.00      11.13
                                               500          24.66        12,330.00       3.74
                                             1,000          25.63        25,630.00       7.77
                                           115,715          26.03     3,012,061.45     912.75
                                             2,000          26.63        53,260.00      16.14
                                             2,500          27.25        68,125.00      20.64
                                               500          28.68        14,340.00       4.35
                                             2,000          28.92        57,840.00      17.53
                                             1,000          30.68        30,680.00       9.30
                                             4,166          32.55       135,603.30      41.09
                                            53,000          32.88     1,742,640.00     528.07
                                            16,500          37.62       620,730.00     188.10
                                             1,000          38.88        38,880.00      11.78
                                               250          39.11         9,777.50       2.96 
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                 2,000          16.44        32,880.00       9.96  
1994 NONEMPLOYEE DIRECTOR STOCK OPTION       3,000          25.52        76,560.00      23.20    
PLAN AS AMENDED THROUGH JANUARY 1,
1996(1)(2)                                   3,000          26.18        78,540.00      23.80 
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.
SALARY SAVINGS AND DEFERRAL PLAN AND       240,000        $ 33.578   $8,058,720.00  $2,442.03  
TRUST AS AMENDED THROUGH FEBRUARY 22,
1996(1)(3)
----------------------------------------------------------------------------------------------- 
PHAMIS, INC.                                 3,000           5.82        17,460.00       5.29  
CAIN OPTION AGREEMENT(1)(2)
----------------------------------------------------------------------------------------------- 
TOTAL                                      865,568                   19,004,371.23   5,758.91
===============================================================================================
(1)  Pursuant to the Agreement and Plan of Merger (the "Agreement") dated as of
     March 25, 1997 by and among the Registrant, Penguin Acquisition
     Corporation, a Washington corporation and wholly-owned subsidiary of the
     Registrant, and PHAMIS, Inc., a Washington corporation ("PHAMIS"), the
     Registrant effectively assumed all of the outstanding options to purchase
     common stock, $.0025 par value per share, of PHAMIS ("PHAMIS Common Stock")
     under the  PHAMIS' Amended and Restated 1983 Combined Nonqualified and
     Incentive Stock Option Plan, 1993 Combined Incentive and Nonqualified Stock
     Option Plan as amended through May 14, 1996, 1994 Nonemployee Director
     Stock Option Plan as amended through January 1, 1996 and Stock Option
     Agreement dated August 20, 1990 with Michael Cain.  In addition, all shares
     of PHAMIS Common Stock held in PHAMIS' Salary Savings and Deferral Plan and
     Trust as amended through February 22, 1996 were converted into shares of
     the Registrant's Common Stock as set forth in the Agreement.

(2)  All such shares are issuable upon exercise of outstanding options with
     fixed exercise prices.  Pursuant to Rule 457(h)(1) under the Securities Act
     of 1933, the aggregate offering price and the fee have been computed upon
     the basis of the price at which the options may be exercised.

(3)  Price estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(c) and (h) under the Securities Act of 1933, and based
     on the average of the high and low prices of the Registrant's Common Stock
     on July 9, as quoted on the Nasdaq National Market.

                                EXPLANATORY NOTE

     This Registration Statement has been prepared in accordance with the
requirements of Form S-8 which relate to the Registrant's Common Stock offered
pursuant to the: (1) PHAMIS, Inc. Amended and Restated 1983 Combined
Nonqualified and Incentive Stock Option Plan; (2) PHAMIS, Inc. 1993 Combined
Incentive and Nonqualified Stock Option Plan as amended through May 14, 1996;
(3) PHAMIS, Inc. 1994 Nonemployee Director Stock Option Plan as amended through
January 1, 1996; (4) PHAMIS, Inc. Salary Savings and Deferral Plan and Trust as
amended through February 22, 1996; and (5) PHAMIS, Inc. Stock Option Agreement
dated August 20, 1990 with Michael Cain.
PART I.  INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

          The information required by Part I of Form S-8 is included in
documents sent or given to participants in the:  (1) PHAMIS, Inc. Amended and
Restated 1983 Combined Nonqualified and Incentive Stock Option Plan; (2) PHAMIS,
Inc. 1993 Combined Incentive and Nonqualified Stock Option Plan as amended
through May 14, 1996; (3) PHAMIS, Inc. 1994 Nonemployee Director Stock Option
Plan as amended through January 1, 1996; (4) PHAMIS, Inc. Salary Savings and
Deferral Plan and Trust as amended through February 22, 1996 (the "Plans"); and
(5) PHAMIS, Inc. Stock Option Agreement dated August 20, 1990 with Michael Cain
(the "Agreement") of IDX Systems Corporation, a Vermont corporation (the
"Registrant"), pursuant to Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act").

                                      I-1
PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference
         ---------------------------------------

          The Registrant is subject to the informational and reporting
requirements of Sections 13(a), 14 and 15(d) of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and in accordance therewith files
reports, proxy statements and other information with the Securities and Exchange
Commission (the "Commission").  The following documents, which are on file with
the Commission, are incorporated in this Registration Statement by reference:

          (a) The Registrant's latest annual report filed pursuant to Section
13(a) or 15(d) of the Exchange Act or the Registrant's latest prospectus filed
pursuant to Rule 424(b) under the Securities Act, that contains audited
financial statements for the Registrant's latest fiscal year for which such
statements have been filed.

          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the Registrant document
referred to in (a) above.

          (c) The description of the Common Stock, $.01 par value per share
("Common Stock"), which is contained in the Registrant's Registration Statement
on Form 8-A filed on September 19, 1995 pursuant to Section 12(g) of the
Exchange Act, including any amendment or report filed for the purpose of
updating such description.

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

Item 4.  Description of Securities
         -------------------------

          Not applicable.

Item 5.  Interests of Named Experts and Counsel
         --------------------------------------

          General Counsel to the Registrant, Robert W. Baker, Jr., holds 1,069
shares of the Registrant's Common Stock and options to acquire, in the
aggregate, 46,371 shares of the Registrant's Common Stock.

Item 6.  Indemnification of Directors and Officers
         -----------------------------------------

          Sections 8.50 through 8.58 of the Vermont Business Corporation Act
contain provisions governing the indemnification of corporate directors and
officers.  In general, the statute permits a corporation to indemnify any person
who was or is a party to 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 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
entity, against expenses (including attorney's fees), judgments, fines and
amounts paid in settlement actually and reasonably incurred by him 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.  With respect to any criminal action or proceeding, the indemnified
individual must 

                                      II-1
have had no reasonable cause to believe his conduct was unlawful. With respect
to action or suits by or in the right of the corporation, such indemnification
is limited to expenses (including attorney's fees) actually and reasonably
incurred by such person in connection with the defense or settlement of such
action or suit. Indemnification is not permitted with respect to any claim,
issue or matter as to which such person has been adjudged to be liable to the
corporation unless and only to the extent that the court in which such action or
suit was brought determines upon application that, despite the adjudication of
liability but in view of all the circumstances of the case, such person is
fairly and reasonably entitled to indemnity for such expenses which the court
shall deem proper. Additionally, a corporation is required to indemnify its
directors and officers against expenses to the extent that such directors or
officers have been successful on the merits or otherwise in defense of any
action, suit or proceeding referred to above or in defense of any claim, issue
or matter therein.

          Indemnification can be made by a corporation only upon a determination
made in the manner prescribed by the statute that indemnification is proper in
the circumstances because the party seeking indemnification has met the
applicable standard of conduct as set forth in the Vermont Business Corporation
Act.  That statutory indemnification is not deemed to be exclusive of any other
rights to which those seeking indemnification may be entitled under any bylaw,
agreement, vote of shareholders or disinterested directors, or otherwise.  A
corporation also has the power to purchase and maintain insurance on behalf of
any person covering any liability incurred by such person in his capacity as a
director, officer, employee or agent of the corporation, or arising out of his
status as such, whether or not the corporation would have the power to indemnify
him against such liability.  The indemnification provided by the Vermont
Business Corporation Act, unless otherwise provided when authorized or ratified,
continues as to a person who has ceased to be a director, officer, employee or
agent and inures to the benefit of the heirs, executors and administrators of
such a person.

          The Registrant's By-Laws generally allow indemnification of officers
and directors to the fullest extent permitted by law.

          The Registrant has obtained directors' and officers' liability
insurance coverage from Genesis Insurance Co.  The policy covers up to
$2,000,000 for each claim during each policy year, and up to $25,000 of
corporate reimbursement.

          Pursuant to Section 4.15 of the Agreement and Plan of Merger dated as
of March 25, 1997 (the "Merger Agreement") with Penguin Acquisition Corporation,
a Washington corporation and wholly-owned subsidiary of IDX, and PHAMIS, Inc., a
Washington corporation, the Registrant, for a period of three years after the
effective time of the Merger, has agreed that any of PHAMIS, Inc.'s directors
and officers who subsequently become directors or officers of the Registrant
shall be covered by the directors' and officers' liability insurance, if any,
applicable to the then current directors and officers of the Registrant.

          The Registrant has entered into a Tax Indemnification Agreement with
certain persons that were shareholders of the Registrant while it was an S
corporation (the "Existing Shareholders") that provides for, among other things,
the indemnification of the Registrant by such shareholders for any federal and
state income taxes (including interest) incurred by the Registrant if for any
reason the Registrant is deemed to be treated as a C corporation during any
period which it reported its taxable income as an S corporation.  The Tax
Indemnification Agreement further provides for the cross-indemnification of the
Registrant and of each Existing Shareholder for any losses or liabilities with
respect to certain additional taxes (including interest and, in the case of
Existing Shareholders, penalties) resulting from the Registrant's operations
during the period in which it was an S corporation.

                                      II-2
The Amended and Restated Consulting/Employment Agreement between the
Registrant and Dr. Tufo provides that the Registrant will indemnify Dr. Tufo
against all costs and expenses, reasonably incurred by him in connection with
any action, suit or other proceeding, to which he is a party in his capacity as
a director, officer, shareholder, consultant, or employee of the Registrant,
except for expenses and costs incurred because of Dr. Tufo's gross negligence or
willful misconduct.

Item 7.  Exemption from Registration Claimed
         -----------------------------------

          Not applicable.

Item 8.  Exhibits
         --------

          The Exhibit Index immediately preceding the exhibits is attached
hereto and incorporated herein by reference.

Item 9.  Undertakings
         ------------

          (a) The undersigned Registrant hereby undertakes:

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

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

              B.    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; and

              C.    To include any material information with respect to the plan
                    of distribution not previously disclosed in the Registration
                    Statement of any material change to such information in the
                    Registration Statement;

              provided, however that paragraphs (A) and (B) 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.

              (ii) That, for the purpose of determining any liability under the
Securities Act, 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.

              (iii)  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 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

                                      II-3
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 the 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 provisions described under "Item 6 -
Indemnification of Directors and Officers" above, or otherwise, the Registrant
has been advised that in the opinion of the 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-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 the City of South Burlington, State of Vermont, on July 10, 1997.

                         IDX SYSTEMS CORPORATION

                         By: /s/ Richard E. Tarrant
                             ----------------------------------
                             Richard E. Tarrant
                             President and Chief Executive Officer

                               POWER OF ATTORNEY

     We, the undersigned officers and directors of IDX Systems Corporation,
hereby severally constitute and appoint Richard E. Tarrant, John A. Kane, Robert
W. Baker, Jr., Esq. and Peter B. Tarr, Esq., and each of them singly, our true
and lawful attorneys with full power to them, to sign for us and in our names,
in the capacities indicated below, the Registration Statement filed herewith,
and any and all amendments to said Registration Statement and generally to do
all such things in our names and behalf in our capacities as officers and
directors to enable IDX Systems Corporation to comply with the Securities Act of
1933, as amended, and all requirements of the Securities and Exchange
Commission, hereby ratifying and confirming our signatures as they may be signed
by our said attorneys, or any of them, to said Registration Statement and any
and all amendments thereto.

     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.

    Signature                 Title (Capacity)                      Date
    ---------                 ----------------                      ----
 
/s/ Richard E. Tarrant     President, Chief Executive          July 10, 1997
-----------------------    Officer and Director
Richard E. Tarrant         (Principal Executive
                           Officer)
 
/s/ John A. Kane           Vice President, Finance and         July 10, 1997
-----------------------    Administration, Chief Financial
John A. Kane               Officer and Treasurer (Principal
                           Financial Officer and Principal
                           Accounting Officer)
 
/s/ Robert H. Hoehl        Director                            July 10, 1997
-----------------------
Robert H. Hoehl

/s/ Paul L. Egerman        Director                            July 10, 1997
-----------------------                                    
Paul L. Egerman
 
 
/s/ Henry M. Tufo, M.D.    Director                            July 10, 1997
-----------------------
Henry M. Tufo, M.D.
 

                                      II-5
/s/ Stuart H. Altman       Director                            July 10, 1997
-----------------------
Stuart H. Altman, Ph.D.

 
/s/ Steven M. Lash         Director                            July 10, 1997
------------------------
Steven M. Lash

 
/s/ Frank T. Sample        Director                            July 10, 1997
------------------------
Frank T. Sample

 
/s/ Malcolm A. Gleser      Director                            July 10, 1997
------------------------
Malcolm A. Gleser, M.D., Ph.D.

                                      II-6
INDEX TO EXHIBITS
Exhibit
Number                    Exhibit                          Page
-------                   -------                          ----
4.1       PHAMIS, Inc. Amended and Restated 1983
           Combined Nonqualified and Incentive
           Stock Option Plan
 
 4.2       PHAMIS, Inc. 1993 Combined Incentive
           and Nonqualified Stock Option
           Plan as amended through May 14,1996

 4.3       PHAMIS, Inc. 1994 Nonemployee Director
           Stock Option Plan as amended through 
           January 1, 1996

 4.4       PHAMIS, Inc. Salary Savings and Deferral 
           Plan and Trust as amended through 
           February 22, 1996

 4.5       PHAMIS, Inc. Stock Option Agreement dated
           August 20, 1990 with Mr. Michael Cain

*4.6       Second Amended and Restated Articles of
           Incorporation of the Registrant

*4.7       Second Amended and Restated By-Laws
           of the Registrant

*4.8       Specimen Certificate of Common Stock
           of the Registrant

 5.1       Opinion of Robert W. Baker, Jr., Esq.,
           General Counsel to the Registrant

23.1       Consent of Robert W. Baker, Jr., Esq.
           (included in Exhibit 5.1)

23.2       Consent of Ernst & Young LLP

24.1       Power of Attorney (included on the
           signature page of this Registration
           Statement)
---------------
*    Previously filed with the Commission as an Exhibit to the Registrant's
     Registration Statement on Form S-1, File No. 33-97104, which was originally
     filed with the Commission September 19, 1995 and is incorporated herein by
     reference.

                                      II-7