REGISTRATION NO. 333-

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

                               IMNET SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                              39-1730068
(State or other jurisdiction                (I.R.S. Employer
of incorporation or organization)           Identification No.)

       3015 Windward Plaza, Windward Fairways II, Alpharetta Georgia 30202
               (Address of Principal Executive Offices) (Zip Code)

                 IMNET SYSTEMS, INC. KEY EMPLOYEE STOCK OPTIONS
                            (Full title of the plan)

                             Kenneth D. Rardin, CEO
                               IMNET Systems, Inc.
                               3015 Windward Plaza
                              Windward Fairways II
                            Alpharetta, Georgia 30202
                     (Name and address of agent for service)

                                 (770) 521-5600
          (Telephone number, including area code, of agent for service)

                                    Copy to:
                          T. Clark Fitzgerald III, Esq.
                             Arnall Golden & Gregory
                            2800 One Atlantic Center
                           1201 West Peachtree Street
                           Atlanta, Georgia 30309-3450
                                 (404) 873-8500

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------
                                                               Proposed
                                             Proposed          maximum           Amount of
     Title of securities  Amount to be   maximum offering     aggregate         registration
       to be registered    registered     price per share   offering price         fee*
-------------------------------------------------------------------------------------------------------
<S>                      <C>                  <C>           <C>                  <C>      
        Common Stock,    648,000 Shares       $22.50        $14,580,000.00       $4,418.18
        $.01 par value
-------------------------------------------------------------------------------------------------------
</TABLE>

*   Calculated  pursuant to Rules  457(c) and 457(h),  based upon the average of
    the high and low prices reported for the Common Stock on January 3, 1997 for
    the shares.

390049.2

<PAGE>




                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

         The  following   documents  are   incorporated   by  reference  in  the
Registration Statement:

         (a) The Registrant's Annual Report on Form 10-K, as amended, filed with
respect to the Registrant's fiscal year ended June 30, 1996.

         (b) The  Quarterly  Report  on Form  10-Q  filed  with  respect  to the
Registrant's quarterly period ended September 30, 1996.

         (c) The Current  Report on Form 8-K, as amended,  dated  September  30,
1996, filed October 15, 1996 (relating to the merger with Hunter  International,
Inc.)

         (d)  The  description  of  the  Registrant's   Common  Stock,  as  such
description is set forth in the Registrant's  registration statement filed under
Section 12 of the  Securities  Exchange  Act of 1934  effected by filing of Form
8-A. This  description was set forth in Registrant's  prospectus  dated July 20,
1995 pursuant to Rule 424(b) as part of Registrant's Registration Statement (No.
33-92130) on Form S-1.

         (e) 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 to this registration statement
which indicates that all of the shares of Common Stock offered have been sold or
which deregisters all of such 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.  Any statement  contained in a
document  incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this registration  statement
to the extent that a  statement  contained  herein or in any other  subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies  or  supersedes  such  statement.  Any such  statement  so  modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this registration statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         Not applicable.


390049.2


                                       -2-

<PAGE>



ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The  Bylaws  of the  Registrant,  as  amended,  provide  for  mandatory
indemnification  rights,  subject  to  limited  exceptions,  to any  officer  or
director of the Registrant who by reason of the fact that he or she is or was an
officer or director of the Registrant,  is involved in a legal proceeding of any
nature. The Registrant has also entered into indemnification agreements pursuant
to which it has agreed,  among other  things,  to  indemnify  its  officers  and
directors to the fullest extent permitted by the General  Corporation Law of the
State of Delaware (the "Delaware Code").

         The Registrant is a corporation  organized  under the laws of the State
of Delaware.  Section 145 of the Delaware Code authorizes indemnification when a
person is made a party to any  proceeding by reason of the fact that such person
is or was a  director,  officer,  employee  or agent of the  corporation  or was
serving as a director,  officer, employee or agent of another enterprise, at the
request  of the  corporation,  and if such  person  acted in good faith and in a
manner  reasonably  believed  by him or her to be in or not  opposed to the best
interests of the  corporation.  With respect to any  criminal  proceeding,  such
person must have had no reasonable  cause to believe that his or her conduct was
unlawful.  If it is  determined  that the  conduct of such  person  meets  these
standards,  he or she may be indemnified for expenses  incurred and amounts paid
in  such  proceeding  if  actually  and  reasonably  incurred  by  him or her in
connection  therewith.  If such a  proceeding  is brought by or on behalf of the
corporation  (i.e., a derivative suit),  such person may be indemnified  against
expenses  actually and reasonably  incurred if he or she acted in good faith and
in a manner  reasonably  believed by him or her to be in, or not opposed to, the
best interests of the corporation.  There can be no indemnification with respect
to  any  matter  as to  which  such  person  is  adjudged  to be  liable  to the
corporation; however, a court may, even in such case, allow such indemnification
to such person for such expenses as the court deems proper. Where such person is
successful  in any such  proceeding,  he or she is  entitled  to be  indemnified
against  expenses  actually and reasonably  incurred by him or her. In all other
cases,  indemnification is made by the corporation upon determination by it that
indemnification  of such  person  is  proper  because  such  person  has met the
applicable standard of conduct.

         Article Eight of the Registrant's  Amended and Restated  Certificate of
Incorporation  provides that the  Registrant's  directors will not be personally
liable to the Registrant or its stockholders for monetary damages resulting from
breaches of their  fiduciary duty as directors  except for liability (a) for any
breach of their duty of loyalty to the Registrant or its  stockholders,  (b) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing  violation of law, (c) under  Section 174 of the  Delaware  Code,  which
makes directors liable for unlawful  dividends or unlawful stock  repurchases or
redemptions  or (d) for  transactions  from which  directors  derive an improper
personal benefit.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.


390049.2


                                       -3-

<PAGE>



ITEM 8.  EXHIBITS.

Exhibit No.                Exhibit

3.2.2          Amended  and  Restated   Certificate  of   Incorporation  of  the
               Registrant  (hereby  incorporated  herein by reference to Exhibit
               3.2.2 filed with Registrant's  Registration Statement on Form S-1
               (File No. 33-92130) which became effective on July 20, 1995)

3.3.1          Amended   and   Restated   Bylaws  of  the   Registrant   (hereby
               incorporated  herein by  reference  to Exhibit  3.3.1  filed with
               Registrant's  Annual  Report on Form 10-K (File No.  0-26306) for
               the year ended June 30, 1996)

5*             Opinion of Arnall Golden & Gregory regarding legality

10.5           IMNET  Systems,  Inc. 1993 Employee  Stock Option and Rights Plan
               (hereby  incorporated  herein by  reference to Exhibit 10.5 filed
               with  Registrant's  Registration  Statement on Form S-1 (File No.
               33-92130) which became effective on July 20, 1995)

10.5.1*        Amendments to IMNET Systems,  Inc. 1993 Employee Stock Option and
               Rights Plan adopted September 9, 1996

10.5.2*        Forms of Key Employee Stock Options

23.1*          Consent of Arnall Golden & Gregory (included as part of Exhibit 5
               hereto)

23.2*          Consent of KPMG Peat Marwick LLP

24.1*          Power of Attorney (included as part of the signature page hereto)

*        Included with this filing.

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

390049.2


                                       -4-

<PAGE>



               amendment  thereof)  which,  individually  or  in  the aggregate,
               represent a fundamental  change in the  information  set forth in
               the registration statement;

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

                    Provided,  however,  that paragraph (a)(1)(i) and (a)(1)(ii)
               shall 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 purpose of determining  any liability  under
the Securities Act of 1933, each such  post-effective  amendment shall be deemed
to be a new registration  statement  relating to the securities offered therein,
and the  offering  of such  securities  at that  time  shall be deemed to be the
initial bona fide offering thereof.

                  (3)  To  remove  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  provisions  described in Item 6, 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
proceedings)  is asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

390049.2


                                       -5-

<PAGE>



                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Atlanta, State of Georgia on December 31, 1996.

                          IMNET SYSTEMS, INC.

                          By: /s/ Kenneth D. Rardin
                             ------------------------------------
                              Kenneth D. Rardin, Chairman of the
                              Board and Chief Executive Officer


         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below  constitutes and appoints Kenneth D. Rardin,  James A. Gilbert and
Raymond L. Brown and each of them,  his true and  lawful  attorneys-in-fact  and
agents, with full power of substitution and  resubstitution,  for him and in his
name,  place,  and  stead,  in any  and  all  capacities,  to  sign  any and all
amendments (including post-effective amendments) to this 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, and each of them, 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 he might or could do in person,  hereby ratifying
and confirming all that said  attorneys-in-fact  and agents,  or any of them, or
their or his substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

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

PRINCIPAL EXECUTIVE, FINANCIAL & ACCOUNTING OFFICERS AND DIRECTORS:
<TABLE>
<CAPTION>

             Name                                          Title                                   Date
             ----                                          -----                                   ----

<S>                                             <C>                                            <C>    

    /s/  Kenneth D. Rardin                      Chairman of the Board, Chief                   December 31, 1996
------------------------------------
         Kenneth D. Rardin                      Executive Officer and Director
                                                (Principal Executive Officer)

    /s/  Raymond L. Brown                       Chief Financial Officer (Principal             December 31, 1996
------------------------------------
         Raymond L. Brown                       Financial and Accounting Officer)

    /s/  James A. Gilbert                       President, Chief Operating                     December 31, 1996
------------------------------------
         James A. Gilbert                       Officer and Director

    /s/  Daniel P. Howell                       Director                                       December 31, 1996
------------------------------------
         Daniel P. Howell

    /s/  James A. Gordon                        Director                                       December 31, 1996
------------------------------------       
         James A. Gordon

</TABLE>


390049.2


                                       -6-

<PAGE>



                       EXHIBITS TO REGISTRATION STATEMENT

                                   ON FORM S-8

                               IMNET SYSTEMS, INC.

390049.2

<PAGE>



                                  EXHIBIT INDEX

Exhibit No.                                          Description


3.2.2          Amended  and  Restated   Certificate  of   Incorporation  of  the
               Registrant  (hereby  incorporated  herein by reference to Exhibit
               3.2.2 filed with Registrant's  Registration Statement on Form S-1
               (File No. 33-92130) which became effective on July 20, 1995)

3.3.1          Amended   and   Restated   Bylaws  of  the   Registrant   (hereby
               incorporated  herein by  reference  to Exhibit  3.3.1  filed with
               Registrant's  Annual  Report on Form 10-K (File No.  0-26306) for
               the year ended June 30, 1996)

5*             Opinion of Arnall Golden & Gregory regarding legality

10.5           IMNET  Systems,  Inc. 1993 Employee  Stock Option and Rights Plan
               (hereby  incorporated  herein by  reference to Exhibit 10.5 filed
               with  Registrant's  Registration  Statement on Form S-1 (File No.
               33-92130) which became effective on July 20, 1995)

10.5.1*        Amendments to IMNET Systems,  Inc. 1993 Employee Stock Option and
               Rights Plan adopted September 9, 1996

10.5.2*        Forms of Key Employee Stock Options

23.1*          Consent of Arnall Golden & Gregory (included as part of Exhibit 5
               hereto)

23.2*          Consent of KPMG Peat Marwick LLP

24.1*          Power of Attorney (included as part of the signature page hereto)


*     Included with this filing.



390049.2
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 19669}]
{"company-data": {"conformed-name": "IMNET SYSTEMS INC", "cik": "0000893329", "assigned-sic": "7373", "irs-number": "391730068", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-19429", "film-number": "97502837"}, "business-address": {"street1": "8601 DUNWOODY PLACE STE 420", "city": "ATLANTA", "state": "GA", "zip": "30350", "phone": "7709982200"}, "mail-address": {"street2": "8601 DUNWOODY PLACE SUITE 420", "city": "ATLANTA", "state": "GA", "zip": "30350"}}
REGISTRATION NO. 333-

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

                               IMNET SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                              39-1730068
(State or other jurisdiction                (I.R.S. Employer
of incorporation or organization)           Identification No.)

       3015 Windward Plaza, Windward Fairways II, Alpharetta Georgia 30202
               (Address of Principal Executive Offices) (Zip Code)

                 IMNET SYSTEMS, INC. KEY EMPLOYEE STOCK OPTIONS
                            (Full title of the plan)

                             Kenneth D. Rardin, CEO
                               IMNET Systems, Inc.
                               3015 Windward Plaza
                              Windward Fairways II
                            Alpharetta, Georgia 30202
                     (Name and address of agent for service)

                                 (770) 521-5600
          (Telephone number, including area code, of agent for service)

                                    Copy to:
                          T. Clark Fitzgerald III, Esq.
                             Arnall Golden & Gregory
                            2800 One Atlantic Center
                           1201 West Peachtree Street
                           Atlanta, Georgia 30309-3450
                                 (404) 873-8500

                         CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------------
                                                               Proposed
                                             Proposed          maximum           Amount of
     Title of securities  Amount to be   maximum offering     aggregate         registration
       to be registered    registered     price per share   offering price         fee*
-------------------------------------------------------------------------------------------------------
Common Stock,    648,000 Shares       $22.50        $14,580,000.00       $4,418.18
        $.01 par value
-------------------------------------------------------------------------------------------------------
*   Calculated  pursuant to Rules  457(c) and 457(h),  based upon the average of
    the high and low prices reported for the Common Stock on January 3, 1997 for
    the shares.

390049.2
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

         The  following   documents  are   incorporated   by  reference  in  the
Registration Statement:

         (a) The Registrant's Annual Report on Form 10-K, as amended, filed with
respect to the Registrant's fiscal year ended June 30, 1996.

         (b) The  Quarterly  Report  on Form  10-Q  filed  with  respect  to the
Registrant's quarterly period ended September 30, 1996.

         (c) The Current  Report on Form 8-K, as amended,  dated  September  30,
1996, filed October 15, 1996 (relating to the merger with Hunter  International,
Inc.)

         (d)  The  description  of  the  Registrant's   Common  Stock,  as  such
description is set forth in the Registrant's  registration statement filed under
Section 12 of the  Securities  Exchange  Act of 1934  effected by filing of Form
8-A. This  description was set forth in Registrant's  prospectus  dated July 20,
1995 pursuant to Rule 424(b) as part of Registrant's Registration Statement (No.
33-92130) on Form S-1.

         (e) 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 to this registration statement
which indicates that all of the shares of Common Stock offered have been sold or
which deregisters all of such 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.  Any statement  contained in a
document  incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this registration  statement
to the extent that a  statement  contained  herein or in any other  subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies  or  supersedes  such  statement.  Any such  statement  so  modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this registration statement.

ITEM 4.  DESCRIPTION OF SECURITIES

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         Not applicable.

390049.2

                                       -2-
ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The  Bylaws  of the  Registrant,  as  amended,  provide  for  mandatory
indemnification  rights,  subject  to  limited  exceptions,  to any  officer  or
director of the Registrant who by reason of the fact that he or she is or was an
officer or director of the Registrant,  is involved in a legal proceeding of any
nature. The Registrant has also entered into indemnification agreements pursuant
to which it has agreed,  among other  things,  to  indemnify  its  officers  and
directors to the fullest extent permitted by the General  Corporation Law of the
State of Delaware (the "Delaware Code").

         The Registrant is a corporation  organized  under the laws of the State
of Delaware.  Section 145 of the Delaware Code authorizes indemnification when a
person is made a party to any  proceeding by reason of the fact that such person
is or was a  director,  officer,  employee  or agent of the  corporation  or was
serving as a director,  officer, employee or agent of another enterprise, at the
request  of the  corporation,  and if such  person  acted in good faith and in a
manner  reasonably  believed  by him or her to be in or not  opposed to the best
interests of the  corporation.  With respect to any  criminal  proceeding,  such
person must have had no reasonable  cause to believe that his or her conduct was
unlawful.  If it is  determined  that the  conduct of such  person  meets  these
standards,  he or she may be indemnified for expenses  incurred and amounts paid
in  such  proceeding  if  actually  and  reasonably  incurred  by  him or her in
connection  therewith.  If such a  proceeding  is brought by or on behalf of the
corporation  (i.e., a derivative suit),  such person may be indemnified  against
expenses  actually and reasonably  incurred if he or she acted in good faith and
in a manner  reasonably  believed by him or her to be in, or not opposed to, the
best interests of the corporation.  There can be no indemnification with respect
to  any  matter  as to  which  such  person  is  adjudged  to be  liable  to the
corporation; however, a court may, even in such case, allow such indemnification
to such person for such expenses as the court deems proper. Where such person is
successful  in any such  proceeding,  he or she is  entitled  to be  indemnified
against  expenses  actually and reasonably  incurred by him or her. In all other
cases,  indemnification is made by the corporation upon determination by it that
indemnification  of such  person  is  proper  because  such  person  has met the
applicable standard of conduct.

         Article Eight of the Registrant's  Amended and Restated  Certificate of
Incorporation  provides that the  Registrant's  directors will not be personally
liable to the Registrant or its stockholders for monetary damages resulting from
breaches of their  fiduciary duty as directors  except for liability (a) for any
breach of their duty of loyalty to the Registrant or its  stockholders,  (b) for
acts or omissions not in good faith or which involve intentional misconduct or a
knowing  violation of law, (c) under  Section 174 of the  Delaware  Code,  which
makes directors liable for unlawful  dividends or unlawful stock  repurchases or
redemptions  or (d) for  transactions  from which  directors  derive an improper
personal benefit.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

390049.2

                                       -3-
ITEM 8.  EXHIBITS.

Exhibit No.                Exhibit

3.2.2          Amended  and  Restated   Certificate  of   Incorporation  of  the
               Registrant  (hereby  incorporated  herein by reference to Exhibit
               3.2.2 filed with Registrant's  Registration Statement on Form S-1
               (File No. 33-92130) which became effective on July 20, 1995)

3.3.1          Amended   and   Restated   Bylaws  of  the   Registrant   (hereby
               incorporated  herein by  reference  to Exhibit  3.3.1  filed with
               Registrant's  Annual  Report on Form 10-K (File No.  0-26306) for
               the year ended June 30, 1996)

5*             Opinion of Arnall Golden & Gregory regarding legality

10.5           IMNET  Systems,  Inc. 1993 Employee  Stock Option and Rights Plan
               (hereby  incorporated  herein by  reference to Exhibit 10.5 filed
               with  Registrant's  Registration  Statement on Form S-1 (File No.
               33-92130) which became effective on July 20, 1995)

10.5.1*        Amendments to IMNET Systems,  Inc. 1993 Employee Stock Option and
               Rights Plan adopted September 9, 1996

10.5.2*        Forms of Key Employee Stock Options

23.1*          Consent of Arnall Golden & Gregory (included as part of Exhibit 5
               hereto)

23.2*          Consent of KPMG Peat Marwick LLP

24.1*          Power of Attorney (included as part of the signature page hereto)

*        Included with this filing.

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

390049.2

                                       -4-
amendment  thereof)  which,  individually  or  in  the aggregate,
               represent a fundamental  change in the  information  set forth in
               the registration statement;

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

                    Provided,  however,  that paragraph (a)(1)(i) and (a)(1)(ii)
               shall 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 purpose of determining  any liability  under
the Securities Act of 1933, each such  post-effective  amendment shall be deemed
to be a new registration  statement  relating to the securities offered therein,
and the  offering  of such  securities  at that  time  shall be deemed to be the
initial bona fide offering thereof.

                  (3)  To  remove  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  provisions  described in Item 6, 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
proceedings)  is asserted by such  director,  officer or  controlling  person in
connection with the securities being registered,  the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit  to a  court  of  appropriate  jurisdiction  the  question  whether  such
indemnification  by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

390049.2

                                       -5-
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in the City of Atlanta, State of Georgia on December 31, 1996.

                          IMNET SYSTEMS, INC.

                          By: /s/ Kenneth D. Rardin
                             ------------------------------------
                              Kenneth D. Rardin, Chairman of the
                              Board and Chief Executive Officer

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below  constitutes and appoints Kenneth D. Rardin,  James A. Gilbert and
Raymond L. Brown and each of them,  his true and  lawful  attorneys-in-fact  and
agents, with full power of substitution and  resubstitution,  for him and in his
name,  place,  and  stead,  in any  and  all  capacities,  to  sign  any and all
amendments (including post-effective amendments) to this 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, and each of them, 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 he might or could do in person,  hereby ratifying
and confirming all that said  attorneys-in-fact  and agents,  or any of them, or
their or his substitute or  substitutes,  may lawfully do or cause to be done by
virtue hereof.

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

PRINCIPAL EXECUTIVE, FINANCIAL & ACCOUNTING OFFICERS AND DIRECTORS:
Name                                          Title                                   Date
             ----                                          -----                                   ----
/s/  Kenneth D. Rardin                      Chairman of the Board, Chief                   December 31, 1996
------------------------------------
         Kenneth D. Rardin                      Executive Officer and Director
                                                (Principal Executive Officer)

    /s/  Raymond L. Brown                       Chief Financial Officer (Principal             December 31, 1996
------------------------------------
         Raymond L. Brown                       Financial and Accounting Officer)

    /s/  James A. Gilbert                       President, Chief Operating                     December 31, 1996
------------------------------------
         James A. Gilbert                       Officer and Director

    /s/  Daniel P. Howell                       Director                                       December 31, 1996
------------------------------------
         Daniel P. Howell

    /s/  James A. Gordon                        Director                                       December 31, 1996
------------------------------------       
         James A. Gordon
390049.2

                                       -6-
EXHIBITS TO REGISTRATION STATEMENT

                                   ON FORM S-8

                               IMNET SYSTEMS, INC.

390049.2
EXHIBIT INDEX

Exhibit No.                                          Description

3.2.2          Amended  and  Restated   Certificate  of   Incorporation  of  the
               Registrant  (hereby  incorporated  herein by reference to Exhibit
               3.2.2 filed with Registrant's  Registration Statement on Form S-1
               (File No. 33-92130) which became effective on July 20, 1995)

3.3.1          Amended   and   Restated   Bylaws  of  the   Registrant   (hereby
               incorporated  herein by  reference  to Exhibit  3.3.1  filed with
               Registrant's  Annual  Report on Form 10-K (File No.  0-26306) for
               the year ended June 30, 1996)

5*             Opinion of Arnall Golden & Gregory regarding legality

10.5           IMNET  Systems,  Inc. 1993 Employee  Stock Option and Rights Plan
               (hereby  incorporated  herein by  reference to Exhibit 10.5 filed
               with  Registrant's  Registration  Statement on Form S-1 (File No.
               33-92130) which became effective on July 20, 1995)

10.5.1*        Amendments to IMNET Systems,  Inc. 1993 Employee Stock Option and
               Rights Plan adopted September 9, 1996

10.5.2*        Forms of Key Employee Stock Options

23.1*          Consent of Arnall Golden & Gregory (included as part of Exhibit 5
               hereto)

23.2*          Consent of KPMG Peat Marwick LLP

24.1*          Power of Attorney (included as part of the signature page hereto)

*     Included with this filing.

390049.2