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 Employee Stock Purchase 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 Employee            Indefinite                  $ 0.00                    $ 0.00                    $ 0.00
  Stock Purchase Plan

     Common Stock
     issuable upon
  exercise of options
   granted under the
  1996 Employee Stock
     Purchase Plan            100,000 shares                $ 5.50                   $ 550,000                 $ 166.67

        TOTAL:                                                                                                 $ 166.67
</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 Employee  Stock  Purchase
               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.


<PAGE>

          (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
Employee  Stock  Purchase  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             December 4, 1996
---------------------------     Chief 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 EMPLOYEE STOCK PURCHASE PLAN", "secsgml_size_bytes": 17465}]
{"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": "333-17283", "film-number": "96676118"}, "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 Employee Stock Purchase 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 Employee            Indefinite                  $ 0.00                    $ 0.00                    $ 0.00
  Stock Purchase Plan

     Common Stock
     issuable upon
  exercise of options
   granted under the
  1996 Employee Stock
     Purchase Plan            100,000 shares                $ 5.50                   $ 550,000                 $ 166.67

        TOTAL:                                                                                                 $ 166.67
===============================================================================
(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 Employee  Stock  Purchase
               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
Employee  Stock  Purchase  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             December 4, 1996
---------------------------     Chief 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
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)