Registration No. 333-_________


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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                         ACI Telecentrics, Incorporated
             (Exact Name of Registrant as Specified in its Charter)

          Minnesota                                     41-1572571
      (State or Other Juris-                        (I.R.S. Employer
       diction of Incorporation                     Identification Number)
       or Organization)

                        3100 West Lake Street, Suite 300
                              Minneapolis, MN 55416
              (Address of Principal Executive Office and Zip Code)



                             1996 Stock Option Plan
                            (Full Title of the Plan)


                                 Steven A. Kahn
                         ACI Telecentrics, Incorporated
                        3100 West Lake Street, Suite 300
                              Minneapolis, MN 55416
                                 (612) 928-4766
 (Name, Address and Telephone Number, Including Area Code, of Agent for Service)

                                   Copies to:
                                John A. Satorius
                            Fredrikson & Byron, P.A.
                            1100 International Centre
                          Minneapolis, Minnesota 55402



                         CALCULATION OF REGISTRATION FEE
===============================================================================
<TABLE>
<CAPTION>
  <S>                          <C>                    <C>                        <C>                       <C>    
                                                                                   Proposed
                                                       Proposed Maximum               Maximum
  Title of Securities          Amount to be             Offering Price               Aggregate                Amount of
   to be Registered            Registered(1)             Per Share(2)            Offering Price(2)         Registration Fee
--------------------------------------------------------------------------------------------------------------------------------
  Options to Purchase
  Common Stock under
    the 1996 Stock
      Option Plan               Indefinite                  $ 0.00                    $ 0.00                    $ 0.00

     Common Stock
     issuable upon
  exercise of options
   granted under the
   1996 Stock Option
         Plan                 280,000 shares                $ 5.50                  $ 1,540,000                $ 466.67

        TOTAL:                                                                                                 $ 466.67
================================================================================================================================
</TABLE>
<PAGE>

(1)  In addition,  pursuant to Rule 416 under the Securities  Act of 1933,  this
     Registration  Statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the employee  benefit plan described  herein
     and any  additional  securities  which  may  become  issuable  pursuant  to
     anti-dilution provisions of the plan.

(2)  Estimated pursuant to Rule 457(h) solely for the purpose of calculating the
     registration  fee and based upon the  average of the high and low prices of
     the Registrant's Common Stock on December 3, 1996.

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

     The Registrant hereby incorporates by reference into this
Registration Statement the documents listed in (a) through (c) below:

     (a)  The Registrant's  latest annual report filed pursuant to Section 13(a)
          or 15(d) of the  Securities  Exchange  Act of 1934,  or either (I) the
          latest  prospectus  filed pursuant to Rule 424(b) under the Securities
          Act of  1933  that  contains  audited  financial  statements  for  the
          Registrant's  latest fiscal year for which such  statements  have been
          filed or (II) the  Registrant's  effective  registration  statement on
          Form 10 or 10-SB  filed  under  the  Securities  Exchange  Act of 1934
          containing  audited financial  statements for the Registrant's  latest
          fiscal year;

          (b)  All other reports filed pursuant to Section 13(a) or 15(d) of the
               Securities  Exchange Act of 1934 since the end of the fiscal year
               covered by the Registrant document referred to in (a) above;

          (c)  If the class of  securities  to be  offered is  registered  under
               Section  12  of  the   Securities   Exchange  Act  of  1934,  the
               description   of  such  class  of   securities   contained  in  a
               registration  statement  filed  under  such  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 Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which  deregisters all such securities then remaining  unsold,
shall be deemed to be incorporated by reference in this  Registration  Statement
and to be a part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

        Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

        Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Under Minnesota  corporate law, a corporation  shall,  unless prohibited or
limited by its Articles of  Incorporation  or Bylaws,  indemnify its  directors,
officers, employees and agents against judgments, penalties, fines, settlements,
expenses and disbursements  incurred by such person who was, or is threatened to
be, made a party to a proceeding by reason of the fact that the person is or was
a director,  officer,  employee or agent of the  corporation if generally,  with
respect to the acts or omissions of the person  complained of in the proceeding,
the person: (i) has not been indemnified by another organization with respect to
the same acts or omissions; (ii) acted in good faith, (iii) received no improper
personal benefit;  (iv) in the case of a criminal proceeding,  had no reasonable
cause to believe the conduct  was  unlawful;  and (v)  reasonably  believed  the
conduct  was  in  the  best  interests  of  the   corporation   or,  in  certain
circumstances,  reasonably believed that the conduct was not opposed to the best
interests of the  corporation.  Minnesota  corporate  law also  provides  that a
corporation  may purchase and  maintain  insurance on behalf of any  indemnified
party against any  liability  asserted  against such person,  whether or not the
corporation  would have been required to indemnify the person against  liability
under the provisions of Minnesota corporate law.
<PAGE>

     The  Company's  Articles  of  Incorporation  limit  the  liability  of  its
directors to the full extent  permitted by the  Minnesota  Business  Corporation
Act.  Specifically,  directors of the Company will not be personally  liable for
monetary  damages for breach of fiduciary duty as directors except liability for
(i) any breach of the duty of loyalty to the Company or its  shareholders,  (ii)
acts or omissions not in good faith or that involve intentional  misconduct or a
knowing  violation of law, (iii) dividends or other  distributions  of corporate
assets  that  are  in   contravention   of  certain   statutory  or  contractual
restrictions,  (iv) violations of certain  Minnesota  securities laws or (v) any
transaction from which the director derives an improper personal benefit.

Item 7.  Exemption from Registration Claimed.

       Not applicable.

Item 8.  Exhibits.

          5    Opinion and Consent of Fredrikson & Byron,  P.A.  relating to the
               legality of securities under the 1996 Stock Option Plan.

          23.1 Consent of Fredrikson & Byron,  P.A. -- included in their opinion
               filed as Exhibit 5.

          23.2 Consent of Deloitte & Touche LLP

          24   Power of Attorney from certain directors - included in signature
               page.

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,   represents  a  fundamental  change  in  the
               information set forth in the Registration Statement;

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

     Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
the 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  Securities  Exchange  Act of 1934 that are
incorporated by reference in the Registration Statement.
<PAGE>

          (2)  That,  for the purposes 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 Section
                         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.

                    (c)  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 final adjudication of such issue.


                                   SIGNATURES

     The Registrant. 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 Minneapolis and State of Minnesota,  on the 4th
day of December, 1996.

                               ACI Telecentrics, Incorporated
                               (the "Registrant")



                             By /s/ Rick N. Diamond
                                Rick N. Diamond, Chief Executive Officer
                                  and Secretary


     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.
<PAGE>

                               (Power of Attorney)

     Each of the  undersigned  constitutes and appoints Rick N. Diamond and Gary
B. Cohen his true and lawful attorney-in-fact and agent, each acting alone, with
full powers of substitution and  resubstitution,  for him and in his name, place
and  stead,  in any and  all  capacities,  to sign  the  Form  S-8  Registration
Statement of ACI Telecentrics, Incorporated relating to the Company's 1996 Stock
Option Plan and any or all amendments or  post-effective  amendments to the Form
S-8 Registration Statement, and to file the same, with all exhibits thereto, and
other  documents  in  connection  therewith,  with the  Securities  and Exchange
Commission,  granting unto said attorneys-in-fact and agents, each acting alone,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite and  necessary to be done in and about the  premises,  as fully to all
intents and  purposes  as the  undersigned  might or could do in person,  hereby
ratifying and confirming all that said attorneys-in-fact and agents, each acting
alone, or their  substitute or substitutes,  may lawfully do or cause to be done
by virtue hereof.


Signature                           Title                              Date



/s/ Rick N. Diamond            Director, Chief Executive      December 4, 1996
-------------------------      Officer and Secretary
Rick N. Diamond                            


/s/ Gary B. Cohen              Director and President         December 4, 1996
------------------------
Gary B. Cohen



/s/ Steven A. Kahn             Vice President and Chief       December 4, 1996
------------------------       Financial Officer
Steven A. Kahn                              


------------------------       Director                       December 4, 1996
Seymour Levy


/s/ Douglas W. Franchot        Director                       December 4, 1996
------------------------
Douglas W. Franchot


/s/ Phillip T. Levin           Director                       December 4, 1996
------------------------
Phillip T. Levin


/s/ James W. Lupient           Director                       December 4, 1996
------------------------
James W. Lupient


/s/ Thomas F. Madison          Director                       December 4, 1996
-------------------------
Thomas F. Madison

<PAGE>



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549






                         ACI Telecentrics, Incorporated



                         Form S-8 Registration Statement




                             E X H I B I T  I N D E X



Exhibit
Number            Exhibit Description

 5                Opinion and Consent of counsel re securities under the Plan
23.1              Consent of counsel (See Exhibit 5)
23.2              Consent of independent accountants
24                Power of attorney (included in signature page)
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 STOCK PURCHASE PLAN", "secsgml_size_bytes": 17521}]
{"company-data": {"conformed-name": "ACI TELECENTRICS INC", "cik": "0001020998", "assigned-sic": "7389", "irs-number": "411572571"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-17281", "film-number": "96676098"}, "business-address": {"street1": "3100 WEST LAKE ST", "street2": "STE 300", "city": "MINNEAPOLIS", "state": "MN", "zip": "55416", "phone": "6129284700"}, "mail-address": {"street1": "ACI TELECENTRICS INC", "street2": "3100 WEST LAKE ST STE 300", "city": "MINNEAPOLIS", "state": "MN", "zip": "55416"}}
Registration No. 333-_________

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                         ACI Telecentrics, Incorporated
             (Exact Name of Registrant as Specified in its Charter)

          Minnesota                                     41-1572571
      (State or Other Juris-                        (I.R.S. Employer
       diction of Incorporation                     Identification Number)
       or Organization)

                        3100 West Lake Street, Suite 300
                              Minneapolis, MN 55416
              (Address of Principal Executive Office and Zip Code)

                             1996 Stock Option Plan
                            (Full Title of the Plan)

                                 Steven A. Kahn
                         ACI Telecentrics, Incorporated
                        3100 West Lake Street, Suite 300
                              Minneapolis, MN 55416
                                 (612) 928-4766
 (Name, Address and Telephone Number, Including Area Code, of Agent for Service)

                                   Copies to:
                                John A. Satorius
                            Fredrikson & Byron, P.A.
                            1100 International Centre
                          Minneapolis, Minnesota 55402

                         CALCULATION OF REGISTRATION FEE
===============================================================================
Proposed
                                                       Proposed Maximum               Maximum
  Title of Securities          Amount to be             Offering Price               Aggregate                Amount of
   to be Registered            Registered(1)             Per Share(2)            Offering Price(2)         Registration Fee
--------------------------------------------------------------------------------------------------------------------------------
  Options to Purchase
  Common Stock under
    the 1996 Stock
      Option Plan               Indefinite                  $ 0.00                    $ 0.00                    $ 0.00

     Common Stock
     issuable upon
  exercise of options
   granted under the
   1996 Stock Option
         Plan                 280,000 shares                $ 5.50                  $ 1,540,000                $ 466.67

        TOTAL:                                                                                                 $ 466.67
================================================================================================================================
(1)  In addition,  pursuant to Rule 416 under the Securities  Act of 1933,  this
     Registration  Statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the employee  benefit plan described  herein
     and any  additional  securities  which  may  become  issuable  pursuant  to
     anti-dilution provisions of the plan.

(2)  Estimated pursuant to Rule 457(h) solely for the purpose of calculating the
     registration  fee and based upon the  average of the high and low prices of
     the Registrant's Common Stock on December 3, 1996.

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     The Registrant hereby incorporates by reference into this
Registration Statement the documents listed in (a) through (c) below:

     (a)  The Registrant's  latest annual report filed pursuant to Section 13(a)
          or 15(d) of the  Securities  Exchange  Act of 1934,  or either (I) the
          latest  prospectus  filed pursuant to Rule 424(b) under the Securities
          Act of  1933  that  contains  audited  financial  statements  for  the
          Registrant's  latest fiscal year for which such  statements  have been
          filed or (II) the  Registrant's  effective  registration  statement on
          Form 10 or 10-SB  filed  under  the  Securities  Exchange  Act of 1934
          containing  audited financial  statements for the Registrant's  latest
          fiscal year;

          (b)  All other reports filed pursuant to Section 13(a) or 15(d) of the
               Securities  Exchange Act of 1934 since the end of the fiscal year
               covered by the Registrant document referred to in (a) above;

          (c)  If the class of  securities  to be  offered is  registered  under
               Section  12  of  the   Securities   Exchange  Act  of  1934,  the
               description   of  such  class  of   securities   contained  in  a
               registration  statement  filed  under  such  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 Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which  deregisters all such securities then remaining  unsold,
shall be deemed to be incorporated by reference in this  Registration  Statement
and to be a part hereof from the date of filing of such documents.

Item 4.  Description of Securities.

        Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

        Not applicable.

Item 6.  Indemnification of Directors and Officers.

     Under Minnesota  corporate law, a corporation  shall,  unless prohibited or
limited by its Articles of  Incorporation  or Bylaws,  indemnify its  directors,
officers, employees and agents against judgments, penalties, fines, settlements,
expenses and disbursements  incurred by such person who was, or is threatened to
be, made a party to a proceeding by reason of the fact that the person is or was
a director,  officer,  employee or agent of the  corporation if generally,  with
respect to the acts or omissions of the person  complained of in the proceeding,
the person: (i) has not been indemnified by another organization with respect to
the same acts or omissions; (ii) acted in good faith, (iii) received no improper
personal benefit;  (iv) in the case of a criminal proceeding,  had no reasonable
cause to believe the conduct  was  unlawful;  and (v)  reasonably  believed  the
conduct  was  in  the  best  interests  of  the   corporation   or,  in  certain
circumstances,  reasonably believed that the conduct was not opposed to the best
interests of the  corporation.  Minnesota  corporate  law also  provides  that a
corporation  may purchase and  maintain  insurance on behalf of any  indemnified
party against any  liability  asserted  against such person,  whether or not the
corporation  would have been required to indemnify the person against  liability
under the provisions of Minnesota corporate law.
The  Company's  Articles  of  Incorporation  limit  the  liability  of  its
directors to the full extent  permitted by the  Minnesota  Business  Corporation
Act.  Specifically,  directors of the Company will not be personally  liable for
monetary  damages for breach of fiduciary duty as directors except liability for
(i) any breach of the duty of loyalty to the Company or its  shareholders,  (ii)
acts or omissions not in good faith or that involve intentional  misconduct or a
knowing  violation of law, (iii) dividends or other  distributions  of corporate
assets  that  are  in   contravention   of  certain   statutory  or  contractual
restrictions,  (iv) violations of certain  Minnesota  securities laws or (v) any
transaction from which the director derives an improper personal benefit.

Item 7.  Exemption from Registration Claimed.

       Not applicable.

Item 8.  Exhibits.

          5    Opinion and Consent of Fredrikson & Byron,  P.A.  relating to the
               legality of securities under the 1996 Stock Option Plan.

          23.1 Consent of Fredrikson & Byron,  P.A. -- included in their opinion
               filed as Exhibit 5.

          23.2 Consent of Deloitte & Touche LLP

          24   Power of Attorney from certain directors - included in signature
               page.

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,   represents  a  fundamental  change  in  the
               information set forth in the Registration Statement;

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

     Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
the 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  Securities  Exchange  Act of 1934 that are
incorporated by reference in the Registration Statement.
(2)  That,  for the purposes 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 Section
                         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.

                    (c)  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 final adjudication of such issue.

                                   SIGNATURES

     The Registrant. 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 Minneapolis and State of Minnesota,  on the 4th
day of December, 1996.

                               ACI Telecentrics, Incorporated
                               (the "Registrant")

                             By /s/ Rick N. Diamond
                                Rick N. Diamond, Chief Executive Officer
                                  and Secretary

     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.
(Power of Attorney)

     Each of the  undersigned  constitutes and appoints Rick N. Diamond and Gary
B. Cohen his true and lawful attorney-in-fact and agent, each acting alone, with
full powers of substitution and  resubstitution,  for him and in his name, place
and  stead,  in any and  all  capacities,  to sign  the  Form  S-8  Registration
Statement of ACI Telecentrics, Incorporated relating to the Company's 1996 Stock
Option Plan and any or all amendments or  post-effective  amendments to the Form
S-8 Registration Statement, and to file the same, with all exhibits thereto, and
other  documents  in  connection  therewith,  with the  Securities  and Exchange
Commission,  granting unto said attorneys-in-fact and agents, each acting alone,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite and  necessary to be done in and about the  premises,  as fully to all
intents and  purposes  as the  undersigned  might or could do in person,  hereby
ratifying and confirming all that said attorneys-in-fact and agents, each acting
alone, or their  substitute or substitutes,  may lawfully do or cause to be done
by virtue hereof.

Signature                           Title                              Date

/s/ Rick N. Diamond            Director, Chief Executive      December 4, 1996
-------------------------      Officer and Secretary
Rick N. Diamond                            

/s/ Gary B. Cohen              Director and President         December 4, 1996
------------------------
Gary B. Cohen

/s/ Steven A. Kahn             Vice President and Chief       December 4, 1996
------------------------       Financial Officer
Steven A. Kahn                              

------------------------       Director                       December 4, 1996
Seymour Levy

/s/ Douglas W. Franchot        Director                       December 4, 1996
------------------------
Douglas W. Franchot

/s/ Phillip T. Levin           Director                       December 4, 1996
------------------------
Phillip T. Levin

/s/ James W. Lupient           Director                       December 4, 1996
------------------------
James W. Lupient

/s/ Thomas F. Madison          Director                       December 4, 1996
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Thomas F. Madison
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                         ACI Telecentrics, Incorporated

                         Form S-8 Registration Statement

                             E X H I B I T  I N D E X

Exhibit
Number            Exhibit Description

 5                Opinion and Consent of counsel re securities under the Plan
23.1              Consent of counsel (See Exhibit 5)
23.2              Consent of independent accountants
24                Power of attorney (included in signature page)