Registration No. 333-__________

    As filed with the Securities and Exchange Commission on August 22, 2001

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

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

                                CARECENTRIC, INC.
             (Exact Name of Registrant as Specified in Its Charter)

         Delaware                                       22-3209241
 (State or Other Jurisdiction            (I.R.S. Employer Identification Number)
of Incorporation or Organization)

                       2625 Cumberland Parkway, Suite 310
                             Atlanta, Georgia 30339
               (Address of Principal Executive Offices) (Zip Code)

                                CARECENTRIC, INC.
                       OMNIBUS EQUITY-BASED INCENTIVE PLAN
                            (Full Title of the Plan)
                               -------------------

                                 R. BRUCE DEWEY
                      President and Chief Executive Officer
                                CARECENTRIC, INC.
                       2625 Cumberland Parkway, Suite 310
                             Atlanta, Georgia 30339
                     (Name and Address of Agent for Service)

                                 (678) 264-4400
          (Telephone Number, Including Area code, of Agent for Service)

                          COPIES OF COMMUNICATIONS TO:

                               Robert F. Dow, Esq.
                            Arnall Golden Gregory LLP
                            2800 One Atlantic Center
                           1201 West Peachtree Street
                           Atlanta, Georgia 30309-3450
                                 (404) 873-8706

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
<S>                        <C>              <C>                     <C>                     <C>
========================== ================ ======================= ======================= =====================

Title of Securities to     Amount to be     Proposed Maximum        Proposed Maximum        Amount of
be Registered(1)           Registered       Offering Price Per      Aggregate Offering      Registration Fee (1)
                                            Share (3)               Price Per Share (3)
-------------------------- ---------------- ----------------------- ----------------------- ---------------------

Common Stock, par value      650,000(2)             $2.19                 $1,423,500                $356
per share $.001
========================== ================ ======================= ======================= =====================
</TABLE>

<PAGE>

(1)  This  Registration  Statement  also  covers such  indeterminable  number of
     additional  shares as may become issuable to prevent  dilution in the event
     of stock splits,  stock dividends or similar  transactions  pursuant to the
     terms of the  CareCentric,  Inc. Omnibus  Equity-based  Incentive Plan (the
     "Plan").

(2)  Representing  additional  shares  to be issued by  CareCentric,  Inc.  (the
     "Registrant") in connection with the Plan.

(3)  Estimated  solely for purposes of calculating the registration fee pursuant
     to Rule  457(h)(1)  under  the  Securities  Act of 1933,  as  amended  (the
     "Securities Act").


As  required by the  General  Instruction  to Item E for the use of the Form S-8
Registration  Statement under the Securities Act ("Form S-8"), this registration
of additional  shares under the Plan  incorporates  by reference the contents of
the original filing on Form S-8 of the Plan (File No. 333-51869).




                                       2
<PAGE>


Item 8. Exhibits

     The following items are filed as exhibits to this registration statement:


Exhibit
Number         Description
-------        -----------
5.1            Opinion of Arnall Golden Gregory LLP

23.1           Consent of Grant Thornton LLP

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




                                   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,  hereunto  duly
authorized,  in the City of  Atlanta,  State  of  Georgia,  on this  17th day of
August, 2001.


                               CARECENTRIC, INC.



                               By:     /s/ R. Bruce Dewey
                                  ---------------------------------------------
                                        R. Bruce Dewey
                                        President and Chief Executive Officer




                                       3
<PAGE>


                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below  constitutes and appoints R. Bruce Dewey,  Stephen M. Shea, and Ana McGary
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  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 each of said  attorneys-in-fact and agents 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 as to all intents and
purposes as he might or could do in person,  hereby ratifying and confirming all
that  each  of  said   attorneys-in-fact   and  agents,  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.

<TABLE>
<CAPTION>
<S>                                      <C>                                                    <C>

               Signature                                   Title                                     Date

                                         President, Chief Executive Officer and                 August 17, 2001
/s/ R. Bruce Dewey                       Director (principal executive officer)
----------------------------------------
R. Bruce Dewey

                                         Chief Financial Officer and Treasurer                  August 17, 2001
                                         (principal financial and accounting
/s/ Stephen M. Shea                      officer)
----------------------------------------
Stephen M. Shea

/s/ William J. Simione, Jr.              Executive Vice President and Director                  August 17, 2001
----------------------------------------
William J. Simione, Jr.

/s/ David O. Ellis                       Director                                               August 17, 2001
----------------------------------------
David O. Ellis

/s/ Winston R. Hindle, Jr.               Director                                               August 17, 2001
----------------------------------------
Winston R. Hindle, Jr.

/s/ Barrett C. O'Donnell                 Director                                               August 17, 2001
----------------------------------------
Barrett C. O'Donnell

/s/ John E. Reed                         Director                                               August 17, 2001
----------------------------------------
John E. Reed

/s/ Edward R. Wissing                    Director                                               August 17, 2001
----------------------------------------
Edward R. Wissing

</TABLE>


                                       4

<PAGE>


                                  EXHIBIT INDEX


Exhibit
Number         Description
-------        -----------
5.1            Opinion of Arnall Golden Gregory LLP

23.1           Consent of Grant Thornton LLP

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





                                       5


1086807v1
[{"type": "S-8", "sequence": "1", "filename": "carecentrics8801.txt", "description": "FORM S-8", "secsgml_size_bytes": 8797}]
{"company-data": {"conformed-name": "CARECENTRIC INC", "cik": "0000896157", "assigned-sic": "7372", "irs-number": "223209241", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-68132", "film-number": "1721171"}, "business-address": {"street1": "2625 CUMBERLAND PARK", "street2": "SUITE 310", "city": "ATLANTA", "state": "GA", "zip": "30339", "phone": "678-264-4400"}, "mail-address": {"street1": "2625 CUMBERLAND PARK", "street2": "SUITE 310", "city": "ATLANTA", "state": "GA", "zip": "30339"}, "former-company": [{"former-conformed-name": "INFOMED HOLDINGS INC", "date-changed": "19930122"}, {"former-conformed-name": "SIMIONE CENTRAL HOLDINGS INC", "date-changed": "19970127"}, {"former-conformed-name": "SIMONE CENTRAL HOLDINGS INC", "date-changed": "19970103"}]}
Registration No. 333-__________

    As filed with the Securities and Exchange Commission on August 22, 2001

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

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

                                CARECENTRIC, INC.
             (Exact Name of Registrant as Specified in Its Charter)

         Delaware                                       22-3209241
 (State or Other Jurisdiction            (I.R.S. Employer Identification Number)
of Incorporation or Organization)

                       2625 Cumberland Parkway, Suite 310
                             Atlanta, Georgia 30339
               (Address of Principal Executive Offices) (Zip Code)

                                CARECENTRIC, INC.
                       OMNIBUS EQUITY-BASED INCENTIVE PLAN
                            (Full Title of the Plan)
                               -------------------

                                 R. BRUCE DEWEY
                      President and Chief Executive Officer
                                CARECENTRIC, INC.
                       2625 Cumberland Parkway, Suite 310
                             Atlanta, Georgia 30339
                     (Name and Address of Agent for Service)

                                 (678) 264-4400
          (Telephone Number, Including Area code, of Agent for Service)

                          COPIES OF COMMUNICATIONS TO:

                               Robert F. Dow, Esq.
                            Arnall Golden Gregory LLP
                            2800 One Atlantic Center
                           1201 West Peachtree Street
                           Atlanta, Georgia 30309-3450
                                 (404) 873-8706

                         CALCULATION OF REGISTRATION FEE
========================== ================ ======================= ======================= =====================

Title of Securities to     Amount to be     Proposed Maximum        Proposed Maximum        Amount of
be Registered(1)           Registered       Offering Price Per      Aggregate Offering      Registration Fee (1)
                                            Share (3)               Price Per Share (3)
-------------------------- ---------------- ----------------------- ----------------------- ---------------------

Common Stock, par value      650,000(2)             $2.19                 $1,423,500                $356
per share $.001
========================== ================ ======================= ======================= =====================
(1)  This  Registration  Statement  also  covers such  indeterminable  number of
     additional  shares as may become issuable to prevent  dilution in the event
     of stock splits,  stock dividends or similar  transactions  pursuant to the
     terms of the  CareCentric,  Inc. Omnibus  Equity-based  Incentive Plan (the
     "Plan").

(2)  Representing  additional  shares  to be issued by  CareCentric,  Inc.  (the
     "Registrant") in connection with the Plan.

(3)  Estimated  solely for purposes of calculating the registration fee pursuant
     to Rule  457(h)(1)  under  the  Securities  Act of 1933,  as  amended  (the
     "Securities Act").

As  required by the  General  Instruction  to Item E for the use of the Form S-8
Registration  Statement under the Securities Act ("Form S-8"), this registration
of additional  shares under the Plan  incorporates  by reference the contents of
the original filing on Form S-8 of the Plan (File No. 333-51869).

                                       2
Item 8. Exhibits

     The following items are filed as exhibits to this registration statement:

Exhibit
Number         Description
-------        -----------
5.1            Opinion of Arnall Golden Gregory LLP

23.1           Consent of Grant Thornton LLP

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

                                   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,  hereunto  duly
authorized,  in the City of  Atlanta,  State  of  Georgia,  on this  17th day of
August, 2001.

                               CARECENTRIC, INC.

                               By:     /s/ R. Bruce Dewey
                                  ---------------------------------------------
                                        R. Bruce Dewey
                                        President and Chief Executive Officer

                                       3
POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose  signature  appears
below  constitutes and appoints R. Bruce Dewey,  Stephen M. Shea, and Ana McGary
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  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 each of said  attorneys-in-fact and agents 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 as to all intents and
purposes as he might or could do in person,  hereby ratifying and confirming all
that  each  of  said   attorneys-in-fact   and  agents,  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.
Signature                                   Title                                     Date

                                         President, Chief Executive Officer and                 August 17, 2001
/s/ R. Bruce Dewey                       Director (principal executive officer)
----------------------------------------
R. Bruce Dewey

                                         Chief Financial Officer and Treasurer                  August 17, 2001
                                         (principal financial and accounting
/s/ Stephen M. Shea                      officer)
----------------------------------------
Stephen M. Shea

/s/ William J. Simione, Jr.              Executive Vice President and Director                  August 17, 2001
----------------------------------------
William J. Simione, Jr.

/s/ David O. Ellis                       Director                                               August 17, 2001
----------------------------------------
David O. Ellis

/s/ Winston R. Hindle, Jr.               Director                                               August 17, 2001
----------------------------------------
Winston R. Hindle, Jr.

/s/ Barrett C. O'Donnell                 Director                                               August 17, 2001
----------------------------------------
Barrett C. O'Donnell

/s/ John E. Reed                         Director                                               August 17, 2001
----------------------------------------
John E. Reed

/s/ Edward R. Wissing                    Director                                               August 17, 2001
----------------------------------------
Edward R. Wissing
4
EXHIBIT INDEX

Exhibit
Number         Description
-------        -----------
5.1            Opinion of Arnall Golden Gregory LLP

23.1           Consent of Grant Thornton LLP

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

                                       5

1086807v1