<PAGE>
 
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 26, 1997

                                                     REGISTRATION NO. 333-______
                                                                               
--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                     INFORMATION MANAGEMENT RESOURCES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

<TABLE>
<CAPTION> 
<S>                                       <C>
         FLORIDA                                59-2911475
(State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)           Identification Number)
 
</TABLE>

                          26750 U.S. HIGHWAY 19 NORTH
                                   SUITE 500
                           CLEARWATER, FLORIDA 34621
                                 (813) 797-7080
    (Address of registrant's principal executive offices, including zip code
                   and telephone number, including area code)
                          ___________________________


                     INFORMATION MANAGEMENT RESOURCES, INC.
                        1996 DIRECTORS STOCK OPTION PLAN
                              STOCK INCENTIVE PLAN
                                      AND
                          EMPLOYEE STOCK PURCHASE PLAN
                             (Full title of Plans)

<TABLE>
<S>                                       <C>
 
            SATISH K. SANAN                           COPY TO:
        CHIEF EXECUTIVE OFFICER               OBY T. BREWER III, ESQ.
 INFORMATION MANAGEMENT RESOURCES, INC.   MORRIS, MANNING & MARTIN, L.L.P.
      26750 U.S. HIGHWAY 19 NORTH          1600 ATLANTA FINANCIAL CENTER
               SUITE 500                     3343 PEACHTREE ROAD, N.E.
       CLEARWATER, FLORIDA 34621               ATLANTA, GEORGIA 30326
             (813) 797-7080                        (404) 233-7000
(Name, address, including zip code, and
 telephone number, including area code,
 of agent for service)
</TABLE>
                          ___________________________

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
                                            Proposed           Proposed
                              Amount to     Maximum            Maximum
 Title of Securities to be       be         Offering           Aggregate   
 Registered                  Registered     Price Per          Offering       Amount of         
                                 (1)        Share (2)          Price (2)    Registration Fee (2) 
------------------------------------------------------------------------------------------------
<S>                             <C>          <C>                <C>               <C>
COMMON STOCK, $.10 PAR       5,795,980      $12.88           $12,588,299.10       $3,814.63
 VALUE PER SHARE              SHARES
------------------------------------------------------------------------------------------------
</TABLE>
_________________
(1)  Represents 150,000 shares of Common Stock to be issued and sold by
     Registrant under the Information Management Resources, Inc. 1996 Directors
     Stock Option Plan (the "Directors Stock Option Plan"), 5,445,980 shares of
     Common Stock to be issued and sold by Registrant under the Information
     Management Resources, Inc. Stock Incentive Plan (the "Stock Incentive
     Plan") and 200,000 shares of Common Stock to be issued and sold by
     Registrant under the Information Management Resources, Inc. Employee Stock
     Purchase Plan (the "Stock Purchase Plan") (the Directors Stock Option Plan,
     the Stock Option Plan and the Stock Purchase Plan are collectively referred
     to herein as the "Plans").

(2)  The aggregate offering price for 5,222,064 shares of Common Stock issued or
     to be issued upon the exercise of outstanding options under the Plans is
     $5,199,130.60. The offering price for the remaining 573,916 shares is
     estimated pursuant to Rule 457(h) of the Securities Act of 1933, as
     amended, solely for the purpose of calculating the registration fee and is
     based upon the average of the high and low sales prices of the Registrant's
     Common Stock as reported by the Nasdaq National Market on March 20, 1997, a
     date within 5 business days prior to the filing of this Registration
     Statement. The chart below details the calculations of the registration
     fee:
<PAGE>
 
<TABLE>
<CAPTION>
 
             TYPE OF SHARES                   NUMBER OF SHARES        AGGREGATE OFFERING PRICE
----------------------------------------      ----------------        ------------------------
<S>                                       <C>               <C>
 
Shares issuable pursuant to outstanding
 options granted under the Directors                30,000            $   360,000.00
 Stock Option Plan
 
 
Shares issuable pursuant to outstanding
 options granted under the Stock                 5,159,130            $ 4,447,216.00
 Incentive Plan
 
 
Shares issuable pursuant to the Stock               32,934            $   391,914.60
 Purchase Plan                              --------------------------------------------
 
                 SUBTOTAL:                       5,222,064            $ 5,199,130.60
 
Shares reserved pursuant to the                 
 Directors Stock Option Plan                       120,000            $ 1,545,000 
 
Shares reserved pursuant to the Stock              286,850            $ 3,693,193.75
 Incentive Plan
 
Shares reserved pursuant to the Stock              167,066            $ 2,150,974.75
 Purchase Plan                              ---------------------------------------------   
 
                 TOTAL:                          5,795,980            $12,588,299.10
 
</TABLE>
================================================================================
       EXHIBIT INDEX APPEARS ON PAGE 7 OF 8 SEQUENTIALLY NUMBERED PAGES.

                                       2
<PAGE>
 
                                     PART I


              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS


   The documents containing the information specified in Part I will be sent or
given to employees and/or directors of Information Management Resources, Inc.
(the "Company") as specified by Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act"). In accordance with the instructions of Part I of
Form S-8, such documents will not be filed with the Securities and Exchange
Commission (the "Commission") either as part of this Registration Statement or
as prospectuses or prospectus supplements pursuant to Rule 424 of the Securities
Act. These documents and the documents incorporated by reference pursuant to
Item 3 of Part II of this Registration Statement, taken together, constitute the
prospectus as required by Section 10(a) of the Securities Act.

                                  PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


   ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

   The following documents filed with the Securities and Exchange Commission
(the "Commission") are incorporated herein by reference:

   (a) The Company's latest annual report filed pursuant to Section 13(a) or
       15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
       Act"), or either (i) the latest prospectus filed pursuant to Rule 424(b)
       under the Securities Act that contains audited financial statements for
       the Company's latest fiscal year for which such statements have been
       filed, or (ii) the Company's effective Registration Statement on Form 10
       filed under the Exchange Act containing audited financial statements for
       the Company's latest fiscal year.

   (b) All other reports filed pursuant to Section 13(a) or 15(b) of the
       Exchange Act since the end of the fiscal year covered by the Company's
       document referred to in (1) above.

   (c) The description of the Company's Common Stock contained in the Company's
       Registration Statement on Form 8-A filed with the Commission pursuant to
       Section 12 of the Exchange Act.

       All documents subsequently filed by the Company pursuant to Sections
       13(a), 13(c), 14, and 15(d) of the Exchange Act, prior to the filing of a
       post-effective amendment indicating that all securities offered under the
       Plans have been sold or deregistering all securities then remaining
       unsold thereunder, shall be deemed to be incorporated herein by reference
       and shall be deemed to be a part hereof from the date of filing thereof.

       Any statement contained in any document incorporated or deemed to be
       incorporated by reference into the Prospectus shall be deemed to be
       modified or superseded for purposes thereof to the extent that a
       statement contained therein or in any other subsequently filed document
       that is also incorporated or deemed to be incorporated therein by
       reference modifies or supersedes such statement.  Any such statement so
       modified or superseded shall now be deemed, accepted so modified or
       superseded, to constitute a part of this Registration Statement.

   ITEM 4.    DESCRIPTION OF SECURITIES.

   A description of the Company's Common Stock is incorporated by reference
under Item 3.

   ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

   Legal matters in connection with the shares of Common Stock offered hereby
were passed upon by Morris, Manning & Martin, L.L.P., Atlanta, Georgia. Members
of Morris, Manning & Martin, L.L.P. hold an aggregate of 12,641 shares of Common
Stock.

                                       3
<PAGE>
 
ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

       The Company's Amended and Restated Articles of Incorporation and Restated
Bylaws provide that the liability of the directors for monetary damages shall be
limited to the fullest extent permissible under Florida law. This limitation of
liability does not affect the availability of injunctive relief or other
equitable remedies.

       The Company's Bylaws provide that the Company will indemnify its
directors and officers to the fullest extent possible under Florida law. These
indemnification provisions require the Company to indemnify such persons against
certain liabilities and expenses to which they may become subject by reason of
their service as a director or officer of the Company of any of its affiliated
enterprises. In addition, the Company has entered into indemnification
agreements with each of its directors providing indemnification to the fullest
extent permitted by applicable law and also setting forth certain procedures,
including the advancement of expenses, that apply in the event of a claim for
indemnification.

 
ITEM 8.    EXHIBITS.

       The following exhibits are filed with or incorporated by reference into
this Registration Statement pursuant to Item 601 of Regulation S-K:
<TABLE>
<CAPTION>
 
 
Exhibit No.                Description
-----------  ----------------------------------------
<C>          <S>
   4.1       Amended and Restated Articles of Incorporation of Information
             Management Resources, Inc. (Incorporated by reference to Exhibit
             3.1 to the Company's Registration Statement on Form S-1,
             Registration Number 333-12037)
   4.2       Restated Bylaws of Information Management Resources, Inc.
             (Incorporated by reference to Exhibit 3.2 to the Company's
             Registration Statement on Form S-1, Registration Number 333-12037)
   5.1       Opinion of Morris, Manning & Martin, L.L.P. as to the legality of
             the securities being registered
   23.1      Consent of Coopers & Lybrand L.L.P .
   23.2      Consent of Arthur Andersen & Associates
   23.3      Consent of Morris, Manning & Martin, L.L.P. (included in
             Exhibit 5.1)
   24.1      Power of Attorney (included on signature page)
</TABLE>

                                       4
<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;

                       (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, 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 paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the registration statement is on Form S-3 or Form S-8, and the
      information required to be included in a post-effective amendment by those
      paragraphs is contained in periodic reports filed with or furnished to the
      Commission by the Registrant pursuant to Section 13 or Section 15(d) of
      the Exchange Act that are incorporated by reference in the Registration
      Statement.

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

          (3) To remove from the 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, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (the "Exchange Act") (and, where applicable,
each filing of an employee benefit plan's annual report pursuant to Section
15(d) of the Exchange Act) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

      (c) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                       5
<PAGE>
 
                                   SIGNATURES
                                   ----------

          Pursuant to the requirements of the Securities Act, the undersigned
       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 Clearwater, State
       of Florida, on this the 19th day of March, 1997.

                                     INFORMATION MANAGEMENT RESOURCES, INC.


                                     By:  /s/ Satish K. Sanan
                                       -------------------
                                       Satish K. Sanan
                                       President and Chief Executive Officer

                                       6
<PAGE>
 
                               POWER OF ATTORNEY
                               -----------------


            KNOW ALL MEN BY THESE PRESENTS, that each person whose signatures
       appears below constitutes and appoints Satish K. Sanan and/or Dilip
       Patel, Esq., jointly and severally, as his true and lawful attorneys-in-
       fact and agent, with full power of substitution and resubstitution, for
       him and in his name, place and stead, in any and all capacities, to sign
       a Registration Statement relating to the registration of shares of common
       stock on Form S-8 and to sign any and all amendments (including post
       effective amendments) to the Registration Statement, and to file the
       same, with all exhibits thereto and other documents in connection
       therewith, with the 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 required or necessary to be done in and about the
       premises, as fully to all intents and purposes 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, could lawfully do
       or cause to be done by virtue hereof.

            Pursuant to the requirements of the Securities Act, this
       Registration Statement has been signed below by the following persons in
       the capacities and on the date indicated.
<TABLE> 
<CAPTION>      

        <S>                     <C>                                         <C> 
       /s/ Satish K. Sanan           President and Chief Executive Officer     March 19, 1997
       -------------------                                                      
       Satish K. Sanan               (Principal Executive Officer) and
                                     Director

       /s/ Jeffery S. Slowgrove      Treasurer; Director                       March 19, 1997
       ------------------------                                             
       Jeffery S. Slowgrove


       /s/ Kasi V. Sridharan         Vice President - Finance                  March 19, 1997
       ---------------------                                                   
       Kasi V. Sridharan             (Principal Accounting Officer)


       /s/ Michael J. Dean           Chief Financial Officer                   March 19, 1997
       -------------------                                                 
       Michael J. Dean               (Principal Financial Officer)


       /s/ Philip Shipperlee          Managing Director, IMR-U.K.;             March 19, 1997
       ---------------------                                                    
       Philip Shipperlee              Director


       /s/ Charles C. Luthin          Director                                 March 19, 1997
       ---------------------                                       
       Charles C. Luthin


       /s/ Vincent Addonisio          Director                                 March 19, 1997
       ---------------------                                      
       Vincent Addonisio

</TABLE> 
 
                                       7
<PAGE>
 
                                 EXHIBIT INDEX


            The following exhibits are filed with or incorporated by reference
       into this Registration Statement pursuant to Item 601 of Regulation S-K:
<TABLE>
<CAPTION>
 
Exhibit No.                Description                 Sequential Page Number
-----------  ----------------------------------------  ----------------------
<C>          <S>                                       <C>
  4.1        Amended and Restated Articles of
             Incorporation of Information Management
             Resources, Inc. (Incorporated by
             reference to Exhibit 3.1 to the
             Company's Registration Statement on                 
             Form S-1, Registration Number 333-12037)..............N/A
 
 
 
 
  4.2        Restated Bylaws of Information
             Management Resources, Inc.
             (Incorporated by reference to Exhibit
             3.2 to the Company's Registration                     
             Statement on Form S-1, Registration
             Number 333-12037).....................................N/A
 
 
 
  5.1        Opinion of Morris, Manning & Martin,
             L.L.P.   as to the legality of the                     
             securities being registered........................... 8
 
  23.1       Consent of Coopers & Lybrand,  L.L.P.................. 9

  23.2       Consent of Arthur Andersen & Associates...............10

  23.3       Consent of Morris, Manning & Martin,                 
             L.L.P. (included in Exhibit 5.1).....................N/A

  24.1       Power of Attorney (included on
             signature page)......................................N/A
 
</TABLE>

                                       8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 22695}]
{"company-data": {"conformed-name": "INFORMATION MANAGEMENT RESOURCES INC", "cik": "0001021772", "assigned-sic": "7371", "irs-number": "592911475", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-24027", "film-number": "97564206"}, "business-address": {"street1": "26750 U.S. HIGHWAY 19 NORTH, SUITE 500", "city": "CLEARWATER", "state": "FL", "zip": "34621", "phone": "8137977080"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 26, 1997

                                                     REGISTRATION NO. 333-______
                                                                               
--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                     INFORMATION MANAGEMENT RESOURCES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA                                59-2911475
(State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)           Identification Number)
26750 U.S. HIGHWAY 19 NORTH
                                   SUITE 500
                           CLEARWATER, FLORIDA 34621
                                 (813) 797-7080
    (Address of registrant's principal executive offices, including zip code
                   and telephone number, including area code)
                          ___________________________

                     INFORMATION MANAGEMENT RESOURCES, INC.
                        1996 DIRECTORS STOCK OPTION PLAN
                              STOCK INCENTIVE PLAN
                                      AND
                          EMPLOYEE STOCK PURCHASE PLAN
                             (Full title of Plans)
SATISH K. SANAN                           COPY TO:
        CHIEF EXECUTIVE OFFICER               OBY T. BREWER III, ESQ.
 INFORMATION MANAGEMENT RESOURCES, INC.   MORRIS, MANNING & MARTIN, L.L.P.
      26750 U.S. HIGHWAY 19 NORTH          1600 ATLANTA FINANCIAL CENTER
               SUITE 500                     3343 PEACHTREE ROAD, N.E.
       CLEARWATER, FLORIDA 34621               ATLANTA, GEORGIA 30326
             (813) 797-7080                        (404) 233-7000
(Name, address, including zip code, and
 telephone number, including area code,
 of agent for service)
___________________________

                        CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------
                                            Proposed           Proposed
                              Amount to     Maximum            Maximum
 Title of Securities to be       be         Offering           Aggregate   
 Registered                  Registered     Price Per          Offering       Amount of         
                                 (1)        Share (2)          Price (2)    Registration Fee (2) 
------------------------------------------------------------------------------------------------
COMMON STOCK, $.10 PAR       5,795,980      $12.88           $12,588,299.10       $3,814.63
 VALUE PER SHARE              SHARES
------------------------------------------------------------------------------------------------
_________________
(1)  Represents 150,000 shares of Common Stock to be issued and sold by
     Registrant under the Information Management Resources, Inc. 1996 Directors
     Stock Option Plan (the "Directors Stock Option Plan"), 5,445,980 shares of
     Common Stock to be issued and sold by Registrant under the Information
     Management Resources, Inc. Stock Incentive Plan (the "Stock Incentive
     Plan") and 200,000 shares of Common Stock to be issued and sold by
     Registrant under the Information Management Resources, Inc. Employee Stock
     Purchase Plan (the "Stock Purchase Plan") (the Directors Stock Option Plan,
     the Stock Option Plan and the Stock Purchase Plan are collectively referred
     to herein as the "Plans").

(2)  The aggregate offering price for 5,222,064 shares of Common Stock issued or
     to be issued upon the exercise of outstanding options under the Plans is
     $5,199,130.60. The offering price for the remaining 573,916 shares is
     estimated pursuant to Rule 457(h) of the Securities Act of 1933, as
     amended, solely for the purpose of calculating the registration fee and is
     based upon the average of the high and low sales prices of the Registrant's
     Common Stock as reported by the Nasdaq National Market on March 20, 1997, a
     date within 5 business days prior to the filing of this Registration
     Statement. The chart below details the calculations of the registration
     fee:
TYPE OF SHARES                   NUMBER OF SHARES        AGGREGATE OFFERING PRICE
----------------------------------------      ----------------        ------------------------
Shares issuable pursuant to outstanding
 options granted under the Directors                30,000            $   360,000.00
 Stock Option Plan
 
 
Shares issuable pursuant to outstanding
 options granted under the Stock                 5,159,130            $ 4,447,216.00
 Incentive Plan
 
 
Shares issuable pursuant to the Stock               32,934            $   391,914.60
 Purchase Plan                              --------------------------------------------
 
                 SUBTOTAL:                       5,222,064            $ 5,199,130.60
 
Shares reserved pursuant to the                 
 Directors Stock Option Plan                       120,000            $ 1,545,000 
 
Shares reserved pursuant to the Stock              286,850            $ 3,693,193.75
 Incentive Plan
 
Shares reserved pursuant to the Stock              167,066            $ 2,150,974.75
 Purchase Plan                              ---------------------------------------------   
 
                 TOTAL:                          5,795,980            $12,588,299.10
================================================================================
       EXHIBIT INDEX APPEARS ON PAGE 7 OF 8 SEQUENTIALLY NUMBERED PAGES.

                                       2
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

   The documents containing the information specified in Part I will be sent or
given to employees and/or directors of Information Management Resources, Inc.
(the "Company") as specified by Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act"). In accordance with the instructions of Part I of
Form S-8, such documents will not be filed with the Securities and Exchange
Commission (the "Commission") either as part of this Registration Statement or
as prospectuses or prospectus supplements pursuant to Rule 424 of the Securities
Act. These documents and the documents incorporated by reference pursuant to
Item 3 of Part II of this Registration Statement, taken together, constitute the
prospectus as required by Section 10(a) of the Securities Act.

                                  PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

   ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

   The following documents filed with the Securities and Exchange Commission
(the "Commission") are incorporated herein by reference:

   (a) The Company's latest annual report filed pursuant to Section 13(a) or
       15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
       Act"), or either (i) the latest prospectus filed pursuant to Rule 424(b)
       under the Securities Act that contains audited financial statements for
       the Company's latest fiscal year for which such statements have been
       filed, or (ii) the Company's effective Registration Statement on Form 10
       filed under the Exchange Act containing audited financial statements for
       the Company's latest fiscal year.

   (b) All other reports filed pursuant to Section 13(a) or 15(b) of the
       Exchange Act since the end of the fiscal year covered by the Company's
       document referred to in (1) above.

   (c) The description of the Company's Common Stock contained in the Company's
       Registration Statement on Form 8-A filed with the Commission pursuant to
       Section 12 of the Exchange Act.

       All documents subsequently filed by the Company pursuant to Sections
       13(a), 13(c), 14, and 15(d) of the Exchange Act, prior to the filing of a
       post-effective amendment indicating that all securities offered under the
       Plans have been sold or deregistering all securities then remaining
       unsold thereunder, shall be deemed to be incorporated herein by reference
       and shall be deemed to be a part hereof from the date of filing thereof.

       Any statement contained in any document incorporated or deemed to be
       incorporated by reference into the Prospectus shall be deemed to be
       modified or superseded for purposes thereof to the extent that a
       statement contained therein or in any other subsequently filed document
       that is also incorporated or deemed to be incorporated therein by
       reference modifies or supersedes such statement.  Any such statement so
       modified or superseded shall now be deemed, accepted so modified or
       superseded, to constitute a part of this Registration Statement.

   ITEM 4.    DESCRIPTION OF SECURITIES.

   A description of the Company's Common Stock is incorporated by reference
under Item 3.

   ITEM 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

   Legal matters in connection with the shares of Common Stock offered hereby
were passed upon by Morris, Manning & Martin, L.L.P., Atlanta, Georgia. Members
of Morris, Manning & Martin, L.L.P. hold an aggregate of 12,641 shares of Common
Stock.

                                       3
ITEM 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

       The Company's Amended and Restated Articles of Incorporation and Restated
Bylaws provide that the liability of the directors for monetary damages shall be
limited to the fullest extent permissible under Florida law. This limitation of
liability does not affect the availability of injunctive relief or other
equitable remedies.

       The Company's Bylaws provide that the Company will indemnify its
directors and officers to the fullest extent possible under Florida law. These
indemnification provisions require the Company to indemnify such persons against
certain liabilities and expenses to which they may become subject by reason of
their service as a director or officer of the Company of any of its affiliated
enterprises. In addition, the Company has entered into indemnification
agreements with each of its directors providing indemnification to the fullest
extent permitted by applicable law and also setting forth certain procedures,
including the advancement of expenses, that apply in the event of a claim for
indemnification.

 
ITEM 8.    EXHIBITS.

       The following exhibits are filed with or incorporated by reference into
this Registration Statement pursuant to Item 601 of Regulation S-K:
Exhibit No.                Description
-----------  ----------------------------------------
4.1       Amended and Restated Articles of Incorporation of Information
             Management Resources, Inc. (Incorporated by reference to Exhibit
             3.1 to the Company's Registration Statement on Form S-1,
             Registration Number 333-12037)
   4.2       Restated Bylaws of Information Management Resources, Inc.
             (Incorporated by reference to Exhibit 3.2 to the Company's
             Registration Statement on Form S-1, Registration Number 333-12037)
   5.1       Opinion of Morris, Manning & Martin, L.L.P. as to the legality of
             the securities being registered
   23.1      Consent of Coopers & Lybrand L.L.P .
   23.2      Consent of Arthur Andersen & Associates
   23.3      Consent of Morris, Manning & Martin, L.L.P. (included in
             Exhibit 5.1)
   24.1      Power of Attorney (included on signature page)
4
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;

                       (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, 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 paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
      if the registration statement is on Form S-3 or Form S-8, and the
      information required to be included in a post-effective amendment by those
      paragraphs is contained in periodic reports filed with or furnished to the
      Commission by the Registrant pursuant to Section 13 or Section 15(d) of
      the Exchange Act that are incorporated by reference in the Registration
      Statement.

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

          (3) To remove from the 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, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (the "Exchange Act") (and, where applicable,
each filing of an employee benefit plan's annual report pursuant to Section
15(d) of the Exchange Act) that is incorporated by reference in the registration
statement shall be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

      (c) Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                       5
SIGNATURES
                                   ----------

          Pursuant to the requirements of the Securities Act, the undersigned
       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 Clearwater, State
       of Florida, on this the 19th day of March, 1997.

                                     INFORMATION MANAGEMENT RESOURCES, INC.

                                     By:  /s/ Satish K. Sanan
                                       -------------------
                                       Satish K. Sanan
                                       President and Chief Executive Officer

                                       6
POWER OF ATTORNEY
                               -----------------

            KNOW ALL MEN BY THESE PRESENTS, that each person whose signatures
       appears below constitutes and appoints Satish K. Sanan and/or Dilip
       Patel, Esq., jointly and severally, as his true and lawful attorneys-in-
       fact and agent, with full power of substitution and resubstitution, for
       him and in his name, place and stead, in any and all capacities, to sign
       a Registration Statement relating to the registration of shares of common
       stock on Form S-8 and to sign any and all amendments (including post
       effective amendments) to the Registration Statement, and to file the
       same, with all exhibits thereto and other documents in connection
       therewith, with the 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 required or necessary to be done in and about the
       premises, as fully to all intents and purposes 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, could lawfully do
       or cause to be done by virtue hereof.

            Pursuant to the requirements of the Securities Act, this
       Registration Statement has been signed below by the following persons in
       the capacities and on the date indicated.
/s/ Satish K. Sanan           President and Chief Executive Officer     March 19, 1997
       -------------------                                                      
       Satish K. Sanan               (Principal Executive Officer) and
                                     Director

       /s/ Jeffery S. Slowgrove      Treasurer; Director                       March 19, 1997
       ------------------------                                             
       Jeffery S. Slowgrove

       /s/ Kasi V. Sridharan         Vice President - Finance                  March 19, 1997
       ---------------------                                                   
       Kasi V. Sridharan             (Principal Accounting Officer)

       /s/ Michael J. Dean           Chief Financial Officer                   March 19, 1997
       -------------------                                                 
       Michael J. Dean               (Principal Financial Officer)

       /s/ Philip Shipperlee          Managing Director, IMR-U.K.;             March 19, 1997
       ---------------------                                                    
       Philip Shipperlee              Director

       /s/ Charles C. Luthin          Director                                 March 19, 1997
       ---------------------                                       
       Charles C. Luthin

       /s/ Vincent Addonisio          Director                                 March 19, 1997
       ---------------------                                      
       Vincent Addonisio
7
EXHIBIT INDEX

            The following exhibits are filed with or incorporated by reference
       into this Registration Statement pursuant to Item 601 of Regulation S-K:
Exhibit No.                Description                 Sequential Page Number
-----------  ----------------------------------------  ----------------------
4.1        Amended and Restated Articles of
             Incorporation of Information Management
             Resources, Inc. (Incorporated by
             reference to Exhibit 3.1 to the
             Company's Registration Statement on                 
             Form S-1, Registration Number 333-12037)..............N/A
 
 
 
 
  4.2        Restated Bylaws of Information
             Management Resources, Inc.
             (Incorporated by reference to Exhibit
             3.2 to the Company's Registration                     
             Statement on Form S-1, Registration
             Number 333-12037).....................................N/A
 
 
 
  5.1        Opinion of Morris, Manning & Martin,
             L.L.P.   as to the legality of the                     
             securities being registered........................... 8
 
  23.1       Consent of Coopers & Lybrand,  L.L.P.................. 9

  23.2       Consent of Arthur Andersen & Associates...............10

  23.3       Consent of Morris, Manning & Martin,                 
             L.L.P. (included in Exhibit 5.1).....................N/A

  24.1       Power of Attorney (included on
             signature page)......................................N/A
8