<PAGE>

               UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM S-8

            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                      DIAMONDCLUSTER INTERNATIONAL, INC.
            (Exact name of registrant as specified in its charter)

                          DELAWARE                          36-4069408
             (State or other jurisdiction of            (IRS Employer
             incorporation or organization)             Identification No.)

                        SUITE 3000 JOHN HANCOCK CENTER
                            875 N. MICHIGAN AVENUE
                            CHICAGO, ILLINOIS 60611
                                (312) 255-5000
              (Address, including ZIP code, and telephone number,
                     including area code, of registrant's
                         principal executive offices)

                      DIAMONDCLUSTER INTERNATIONAL, INC.
                AMENDED AND RESTATED 1998 EQUITY INCENTIVE PLAN
                             (Full title of plan)

                                NANCY K. BELLIS
                 VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                      DIAMONDCLUSTER INTERNATIONAL, INC.
                        SUITE 3000 JOHN HANCOCK CENTER
                            875 N. MICHIGAN AVENUE
                            CHICAGO, ILLINOIS 60611
                                (312) 255-5000
(Name, address, including ZIP code, and telephone number, including area code,
                             of agent for service)

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
Title of Securities to be          Amount to be                               Proposed Maximum
Registered                          Registered          Proposed Maximum          Aggregate
                                                       Offering Price Per         Offering            Amount of
                                                            Share                  Price           Registration Fee
                                                            -----                  -----           ----------------
<S>                             <C>                    <C>                     <C>                  <C>
Class B Common Stock,
par value $.001 per share (1)    15,000,000 shares            $9.10 (3)          $136,500,000           $34,125

Class A Common Stock,
par value                                      (2)                  (2)
$.001 per share (2)
</TABLE>
<PAGE>

1.   Represents shares of Class B Common Stock, par value $.001 per share,
     issuable upon exercise of stock options or stock appreciation rights or
     granted pursuant to stock awards under the DiamondCluster International,
     Inc. Amended and Restated 1998 Equity Incentive Plan.

2.   This Registration Statement also covers the Shares of Class A Common Stock,
     par value $.001 per share, into which the Class B Common Stock may be
     converted and that may be issued in lieu of the Class B Common Stock to
     optionees who have ceased to be employees of the Registrant.

3.   Computed in accordance with Rule 457(h) under the Securities Act of 1933
     solely for the purpose of calculating the registration fee. Computation is
     based upon the average of the bid and ask prices of the Class A Common
     Stock of the Registrant into which the Class B Common Stock is convertible
     as reported on the Nasdaq National Market as of closing on October 2, 2001.

                                       2
<PAGE>

                                    PART I
               INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS

     The document(s) containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428(b)(1)
of the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated by reference into this Registration
Statement pursuant to Item 3 of Part II of this Registration Statements taken
together constitute a prospectus that meets the requirements of Section 10(a) of
the Securities Act.

                                    PART II

                          INFORMATION REQUIRED IN THE
                            REGISTRATION STATEMENT

Item 3. Incorporation of Certain Documents by Reference

     The following documents that have been filed with the Securities and
Exchange Commission (the "Commission") by DiamondCluster International, Inc.
(the "Company") are incorporated herein by reference:

     (a) The Company's Annual Report on Form 10-K for the fiscal year ended
March 31, 2001 (File No. 000-22125), containing audited financial statements for
the Company's latest fiscal year.

     (b) The Company's Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2001 (File No. 000-22125), containing unaudited financial
statement for the Company's most recent fiscal quarter.

     (c) All other reports filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since the end
of the fiscal year covered by the Annual Report on Form 10-K referenced above.

     (d) The description of the Company's Class A Common Stock, par value $.001
per share, which is contained in the registration statement on Form 8-A filed
with the Commission on February 10, 1997, under the Exchange Act, including any
subsequent amendment or any report filed for the purpose of updating such
description.

     (e) The description of the Company's Class B Common Stock, par value $.001
per share (together with the Company's Class A Common Stock, the "Common
Stock"), which is contained in the registration statement on Form 8-A filed with
the Commission on July 27, 2001, under the Exchange Act, including any
subsequent amendment or any report filed for the purpose of updating such
description.

     All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 or
15(d) of the Exchange Act after the date of this Registration Statement and
prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which deregisters all securities
then remaining unsold are deemed to be incorporated by reference into this
Registration Statement and to be a part hereof from the respective dates of
filing of such documents (such documents, and the documents enumerated above,
being hereinafter referred to as "Incorporated Documents").

     Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.


Item 5. Interests of Named Experts and Counsel.

     Nancy K. Bellis, Vice President, General Counsel and Secretary, owns 3,334
shares of Common Stock and has 88,727 options to purchase shares of Common
Stock.

                                       3
<PAGE>

Item 6. Indemnification of Directors and Officers

     The Registrant's By-laws require the Registrant to indemnify any person who
was or is a party or is threatened to be made a party to any threatened, pending
or completed proceeding by reason of the fact that he is or was a director or
officer of the Registrant or is or was serving at the request of the Registrant
as a director, officer, employee, fiduciary or agent of another corporation,
trust or other enterprise against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him in connection with such proceeding if he acted in good faith and in a
manner he reasonably believed to be in, or not opposed to, the best interests of
the Registrant, and, with respect to any such criminal proceeding, had no
reasonable cause to believe his conduct was unlawful. Such indemnification as to
expenses is mandatory to the extent the individual is successful on the merits
of the matter. Delaware law permits the Registrant to provide similar
indemnification to employees and agents who are not directors or officers. The
determination of whether an individual meets the applicable standard of conduct
may be made by the disinterested directors, independent legal counsel or the
stockholders. Delaware law also permits indemnification in connection with a
proceeding brought by or in the right of the Registrant to procure a judgment in
its favor. Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers, or persons controlling
the Registrant pursuant to the foregoing provisions, the Registrant has been
informed that in the opinion of the Commission such indemnification is against
public policy as expressed in that Act and is therefore unenforceable. The
Registrant maintains a directors and officers liability insurance policy.

Item 7. Exemption from Registration Claimed

        Not applicable.

Item 8. Exhibits

Exhibit Number   Description of Exhibit

4.1 (a)          Restated Certificate of Incorporation of the Company filed as
                 Exhibit 3.1 to the Company's Registration Statement on Form S-1
                 and any amendments thereto (filed with the Commission on
                 February 21, 1997 (File No. 333-17785) (the "Form S-1"), and
                 hereby incorporated by reference).

4.1 (b)          Form of Certificate of Amendment to Restated Certificate of
                 Incorporation of the Company (filed as Exhibit 3.1 (b) to the
                 Registration Statement on Form S-3 (File No. 333-30666) and
                 hereby incorporated by reference).

4.1 (c)          Form of Certificate of Amendment to Restated Certificate of
                 Incorporation of the Company (filed as Exhibit 3.1(c) to the
                 Company's Form 10-Q filed with the Commission on August 15,
                 2001 (File No. 000-22125) and hereby incorporated by
                 reference).

4.2              Amended and Restated By-laws of the Company (filed as Exhibit
                 3.2 to the Form S-1 and hereby incorporated by reference).

4.3              DiamondCluster International, Inc. Amended and Restated Equity
                 Incentive Plan.

4.4              Form of Stock Option Agreement for Non-Partners.

4.5              Form of Stock Option Agreement for Partners.

5.1              Opinion of the Company's Vice President, General Counsel and
                 Secretary as to the legality of the securities being
                 registered.

23.1             Consent of the Company's Vice President, General Counsel and
                 Secretary (included in its opinion filed as Exhibit 5.1).

                                       4
<PAGE>

23.2             Consent of KPMG LLP.

                                       5
<PAGE>

Item 9. Undertakings

         (a)   The undersigned Company 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 this 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 this Registration
Statement; and

         (iii) To include any material information with respect to the plan of
distribution not previously disclosed in this Registration Statement or any
material change to such information in this 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 Company
pursuant Section 13 or Section 15(d) of the Exchange Act that are incorporated
by reference in this Registration Statement.

         (2)   That, for purposes 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 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 Company hereby undertakes that, for purposes of determining
any liability under the Securities Act, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of 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 this 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 Company pursuant to the foregoing provisions, or otherwise, the Company
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 Company of expenses incurred or paid
by a director, officer or controlling person of the Company 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
Company 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.

                                       6
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, 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 Chicago, State of Illinois, on this 2nd day of
October, 2001.

                                   DIAMONDCLUSTER INTERNATIONAL, INC.

                                   By: /s/ Melvyn E. Bergstein
                                       -------------------------------------
                                   Melvyn E. Bergstein, Chairman and Chief
                                   Executive Officer

                               POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Melvyn E. Bergstein his true and lawful
attorney-in-fact and agent, with full power of substitution, for him and in his
name, place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto and all documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agent 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 he might or could do in
person, hereby ratifying and confirming all that each said attorney-in fact and
agent, or his or their 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 indicated on October 2, 2001.

       Signature                                  Title

/s/ Melvyn E. Bergstein             Chairman and Chief Executive Officer
----------------------
Melvyn E. Bergstein                 Executive Officer
                                    (Principal Executive Officer)

/s/ Karl E. Bupp                    Chief Financial Officer and Treasurer
----------------------
Karl E. Bupp-                       (Principal Financial and
                                    Accounting Officer)

/s/ ADAM J.  GUTSTEIN               President, North America and Director
----------------------
Adam J. Gutstein

/s/ JAVIER RUBIO                    President, Europe and Latin America and
----------------------
Javier Rubio                        Director

/s/ JOHN J. SVIOKLA                 Vice Chairman and Director
----------------------
John J. Sviokla

/s/ Edward R. Andersen              Director
----------------------
Edward R. Andersen

/s/ Donald R. Caldwell              Director
----------------------
Donald R. Caldwell

/s/ Alan Kay                        Director
----------------------
Alan Kay

                                       7
<PAGE>

/s/ John D. Loewenberg              Director
----------------------------
John D. Loewenberg

/s/ PEDRO NUENO                     Director
----------------------------
Pedro Nueno

/s/ Michael E. Mikolajczyk          Director
----------------------------
Michael E. Mikolajczyk

Christopher J. Moffitt              Director
----------------------------
Christopher J. Moffitt

/s/ ARNOLD R. WEBER                 Director
----------------------------
Arnold R. Weber

                                       8
<PAGE>

            INDEX TO EXHIBITS TO REGISTRATION STATEMENT ON FORM S-8

Exhibit Number      Description of Document                                Page

4.1                 Restated Certificate of Incorporation of the
                    Company filed as Exhibit 3.1 to the Company's
                    Registration Statement on Form S-1 and any
                    amendments thereto (filed with the Commission
                    on February 21, 1997 (File No. 333-17785) (the
                    "Form S-1"), and hereby incorporated by reference).

4.1 (b)             Form of Certificate of Amendment to Restated
                    Certificate of Incorporation of the Company
                    (filed as Exhibit 3.1 (b) to the Registration
                    Statement on Form S-3 (File No. 333-30666) and
                    hereby incorporated by reference).

4.1 (c)             Form of Certificate of Amendment to Restated
                    Certificate of Incorporation of the Company
                    (filed as Exhibit 3.1(c) to the Company's Form
                    10-Q filed with the Commission on August 15, 2001
                    (File No. 000-22125) and hereby incorporated by
                    reference).

4.2                 Amended and Restated By-laws of the Company
                    (filed as Exhibit 3.2 to the Form S-1 and hereby
                    incorporated by reference).

4.3                 DiamondCluster International, Inc. Amended and
                    Restated Equity Incentive Plan.

4.4                 Form of Stock Option Agreement for Non-Partners.

4.5                 Form of Stock Option Agreement for Partners.

5.1                 Opinion of the Company's Vice President, General
                    Counsel and Secretary as to the legality of the
                    securities being registered.

23.1                Consent of the Company's Vice President, General
                    Counsel and Secretary (included in its opinion
                    filed as Exhibit 5.1).

23.2                Consent of KPMG LLP.


                                       9
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM S-8

            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                      DIAMONDCLUSTER INTERNATIONAL, INC.
            (Exact name of registrant as specified in its charter)

                          DELAWARE                          36-4069408
             (State or other jurisdiction of            (IRS Employer
             incorporation or organization)             Identification No.)

                        SUITE 3000 JOHN HANCOCK CENTER
                            875 N. MICHIGAN AVENUE
                            CHICAGO, ILLINOIS 60611
                                (312) 255-5000
              (Address, including ZIP code, and telephone number,
                     including area code, of registrant's
                         principal executive offices)

                      DIAMONDCLUSTER INTERNATIONAL, INC.
                AMENDED AND RESTATED 1998 EQUITY INCENTIVE PLAN
                             (Full title of plan)

                                NANCY K. BELLIS
                 VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                      DIAMONDCLUSTER INTERNATIONAL, INC.
                        SUITE 3000 JOHN HANCOCK CENTER
                            875 N. MICHIGAN AVENUE
                            CHICAGO, ILLINOIS 60611
                                (312) 255-5000
(Name, address, including ZIP code, and telephone number, including area code,
                             of agent for service)

                        CALCULATION OF REGISTRATION FEE
Title of Securities to be          Amount to be                               Proposed Maximum
Registered                          Registered          Proposed Maximum          Aggregate
                                                       Offering Price Per         Offering            Amount of
                                                            Share                  Price           Registration Fee
                                                            -----                  -----           ----------------
Class B Common Stock,
par value $.001 per share (1)    15,000,000 shares            $9.10 (3)          $136,500,000           $34,125

Class A Common Stock,
par value                                      (2)                  (2)
$.001 per share (2)
1.   Represents shares of Class B Common Stock, par value $.001 per share,
     issuable upon exercise of stock options or stock appreciation rights or
     granted pursuant to stock awards under the DiamondCluster International,
     Inc. Amended and Restated 1998 Equity Incentive Plan.

2.   This Registration Statement also covers the Shares of Class A Common Stock,
     par value $.001 per share, into which the Class B Common Stock may be
     converted and that may be issued in lieu of the Class B Common Stock to
     optionees who have ceased to be employees of the Registrant.

3.   Computed in accordance with Rule 457(h) under the Securities Act of 1933
     solely for the purpose of calculating the registration fee. Computation is
     based upon the average of the bid and ask prices of the Class A Common
     Stock of the Registrant into which the Class B Common Stock is convertible
     as reported on the Nasdaq National Market as of closing on October 2, 2001.

                                       2
PART I
               INFORMATION REQUIRED IN SECTION 10(a) PROSPECTUS

     The document(s) containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428(b)(1)
of the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated by reference into this Registration
Statement pursuant to Item 3 of Part II of this Registration Statements taken
together constitute a prospectus that meets the requirements of Section 10(a) of
the Securities Act.

                                    PART II

                          INFORMATION REQUIRED IN THE
                            REGISTRATION STATEMENT

Item 3. Incorporation of Certain Documents by Reference

     The following documents that have been filed with the Securities and
Exchange Commission (the "Commission") by DiamondCluster International, Inc.
(the "Company") are incorporated herein by reference:

     (a) The Company's Annual Report on Form 10-K for the fiscal year ended
March 31, 2001 (File No. 000-22125), containing audited financial statements for
the Company's latest fiscal year.

     (b) The Company's Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2001 (File No. 000-22125), containing unaudited financial
statement for the Company's most recent fiscal quarter.

     (c) All other reports filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), since the end
of the fiscal year covered by the Annual Report on Form 10-K referenced above.

     (d) The description of the Company's Class A Common Stock, par value $.001
per share, which is contained in the registration statement on Form 8-A filed
with the Commission on February 10, 1997, under the Exchange Act, including any
subsequent amendment or any report filed for the purpose of updating such
description.

     (e) The description of the Company's Class B Common Stock, par value $.001
per share (together with the Company's Class A Common Stock, the "Common
Stock"), which is contained in the registration statement on Form 8-A filed with
the Commission on July 27, 2001, under the Exchange Act, including any
subsequent amendment or any report filed for the purpose of updating such
description.

     All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 or
15(d) of the Exchange Act after the date of this Registration Statement and
prior to the filing of a post-effective amendment which indicates that all
securities offered hereby have been sold or which deregisters all securities
then remaining unsold are deemed to be incorporated by reference into this
Registration Statement and to be a part hereof from the respective dates of
filing of such documents (such documents, and the documents enumerated above,
being hereinafter referred to as "Incorporated Documents").

     Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement. Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 5. Interests of Named Experts and Counsel.

     Nancy K. Bellis, Vice President, General Counsel and Secretary, owns 3,334
shares of Common Stock and has 88,727 options to purchase shares of Common
Stock.

                                       3
Item 6. Indemnification of Directors and Officers

     The Registrant's By-laws require the Registrant to indemnify any person who
was or is a party or is threatened to be made a party to any threatened, pending
or completed proceeding by reason of the fact that he is or was a director or
officer of the Registrant or is or was serving at the request of the Registrant
as a director, officer, employee, fiduciary or agent of another corporation,
trust or other enterprise against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by him in connection with such proceeding if he acted in good faith and in a
manner he reasonably believed to be in, or not opposed to, the best interests of
the Registrant, and, with respect to any such criminal proceeding, had no
reasonable cause to believe his conduct was unlawful. Such indemnification as to
expenses is mandatory to the extent the individual is successful on the merits
of the matter. Delaware law permits the Registrant to provide similar
indemnification to employees and agents who are not directors or officers. The
determination of whether an individual meets the applicable standard of conduct
may be made by the disinterested directors, independent legal counsel or the
stockholders. Delaware law also permits indemnification in connection with a
proceeding brought by or in the right of the Registrant to procure a judgment in
its favor. Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers, or persons controlling
the Registrant pursuant to the foregoing provisions, the Registrant has been
informed that in the opinion of the Commission such indemnification is against
public policy as expressed in that Act and is therefore unenforceable. The
Registrant maintains a directors and officers liability insurance policy.

Item 7. Exemption from Registration Claimed

        Not applicable.

Item 8. Exhibits

Exhibit Number   Description of Exhibit

4.1 (a)          Restated Certificate of Incorporation of the Company filed as
                 Exhibit 3.1 to the Company's Registration Statement on Form S-1
                 and any amendments thereto (filed with the Commission on
                 February 21, 1997 (File No. 333-17785) (the "Form S-1"), and
                 hereby incorporated by reference).

4.1 (b)          Form of Certificate of Amendment to Restated Certificate of
                 Incorporation of the Company (filed as Exhibit 3.1 (b) to the
                 Registration Statement on Form S-3 (File No. 333-30666) and
                 hereby incorporated by reference).

4.1 (c)          Form of Certificate of Amendment to Restated Certificate of
                 Incorporation of the Company (filed as Exhibit 3.1(c) to the
                 Company's Form 10-Q filed with the Commission on August 15,
                 2001 (File No. 000-22125) and hereby incorporated by
                 reference).

4.2              Amended and Restated By-laws of the Company (filed as Exhibit
                 3.2 to the Form S-1 and hereby incorporated by reference).

4.3              DiamondCluster International, Inc. Amended and Restated Equity
                 Incentive Plan.

4.4              Form of Stock Option Agreement for Non-Partners.

4.5              Form of Stock Option Agreement for Partners.

5.1              Opinion of the Company's Vice President, General Counsel and
                 Secretary as to the legality of the securities being
                 registered.

23.1             Consent of the Company's Vice President, General Counsel and
                 Secretary (included in its opinion filed as Exhibit 5.1).

                                       4
23.2             Consent of KPMG LLP.

                                       5
Item 9. Undertakings

         (a)   The undersigned Company 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 this 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 this Registration
Statement; and

         (iii) To include any material information with respect to the plan of
distribution not previously disclosed in this Registration Statement or any
material change to such information in this 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 Company
pursuant Section 13 or Section 15(d) of the Exchange Act that are incorporated
by reference in this Registration Statement.

         (2)   That, for purposes 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 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 Company hereby undertakes that, for purposes of determining
any liability under the Securities Act, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of 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 this 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 Company pursuant to the foregoing provisions, or otherwise, the Company
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 Company of expenses incurred or paid
by a director, officer or controlling person of the Company 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
Company 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.

                                       6
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, 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 Chicago, State of Illinois, on this 2nd day of
October, 2001.

                                   DIAMONDCLUSTER INTERNATIONAL, INC.

                                   By: /s/ Melvyn E. Bergstein
                                       -------------------------------------
                                   Melvyn E. Bergstein, Chairman and Chief
                                   Executive Officer

                               POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Melvyn E. Bergstein his true and lawful
attorney-in-fact and agent, with full power of substitution, for him and in his
name, place and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto and all documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agent 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 he might or could do in
person, hereby ratifying and confirming all that each said attorney-in fact and
agent, or his or their 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 indicated on October 2, 2001.

       Signature                                  Title

/s/ Melvyn E. Bergstein             Chairman and Chief Executive Officer
----------------------
Melvyn E. Bergstein                 Executive Officer
                                    (Principal Executive Officer)

/s/ Karl E. Bupp                    Chief Financial Officer and Treasurer
----------------------
Karl E. Bupp-                       (Principal Financial and
                                    Accounting Officer)

/s/ ADAM J.  GUTSTEIN               President, North America and Director
----------------------
Adam J. Gutstein

/s/ JAVIER RUBIO                    President, Europe and Latin America and
----------------------
Javier Rubio                        Director

/s/ JOHN J. SVIOKLA                 Vice Chairman and Director
----------------------
John J. Sviokla

/s/ Edward R. Andersen              Director
----------------------
Edward R. Andersen

/s/ Donald R. Caldwell              Director
----------------------
Donald R. Caldwell

/s/ Alan Kay                        Director
----------------------
Alan Kay

                                       7
/s/ John D. Loewenberg              Director
----------------------------
John D. Loewenberg

/s/ PEDRO NUENO                     Director
----------------------------
Pedro Nueno

/s/ Michael E. Mikolajczyk          Director
----------------------------
Michael E. Mikolajczyk

Christopher J. Moffitt              Director
----------------------------
Christopher J. Moffitt

/s/ ARNOLD R. WEBER                 Director
----------------------------
Arnold R. Weber

                                       8
INDEX TO EXHIBITS TO REGISTRATION STATEMENT ON FORM S-8

Exhibit Number      Description of Document                                Page

4.1                 Restated Certificate of Incorporation of the
                    Company filed as Exhibit 3.1 to the Company's
                    Registration Statement on Form S-1 and any
                    amendments thereto (filed with the Commission
                    on February 21, 1997 (File No. 333-17785) (the
                    "Form S-1"), and hereby incorporated by reference).

4.1 (b)             Form of Certificate of Amendment to Restated
                    Certificate of Incorporation of the Company
                    (filed as Exhibit 3.1 (b) to the Registration
                    Statement on Form S-3 (File No. 333-30666) and
                    hereby incorporated by reference).

4.1 (c)             Form of Certificate of Amendment to Restated
                    Certificate of Incorporation of the Company
                    (filed as Exhibit 3.1(c) to the Company's Form
                    10-Q filed with the Commission on August 15, 2001
                    (File No. 000-22125) and hereby incorporated by
                    reference).

4.2                 Amended and Restated By-laws of the Company
                    (filed as Exhibit 3.2 to the Form S-1 and hereby
                    incorporated by reference).

4.3                 DiamondCluster International, Inc. Amended and
                    Restated Equity Incentive Plan.

4.4                 Form of Stock Option Agreement for Non-Partners.

4.5                 Form of Stock Option Agreement for Partners.

5.1                 Opinion of the Company's Vice President, General
                    Counsel and Secretary as to the legality of the
                    securities being registered.

23.1                Consent of the Company's Vice President, General
                    Counsel and Secretary (included in its opinion
                    filed as Exhibit 5.1).

23.2                Consent of KPMG LLP.

                                       9