As filed with the Securities and Exchange Commission on October 29, 1999

                                                  Registration No.333-__________

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

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

                    BARRISTER INFORMATION SYSTEMS CORPORATION
             (Exact name of registrant as specified in its charter)

               DELAWARE                              16-1176561
     ----------------------------------------------------------------
     (State or other jurisdiction                 (I.R.S. Employer
            of incorporation)                     Identification No.)

             465 MAIN STREET, BUFFALO, NEW YORK 14203 (716) 845-5010
             -------------------------------------------------------
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)
                            ------------------------

                            1999 STOCK INCENTIVE PLAN

                            (Full title of the plan)
                             -----------------------

                              Mark C. Donadio, Esq.
                          Secretary and General Counsel
                    Barrister Information Systems Corporation
                                 465 Main Street
                             Buffalo, New York 14203
                                 (716) 845-5010

          (Name and address, including zip code, and telephone number,
                   including area code, of agent for service)
<TABLE>
<CAPTION>
                                            Calculation of Registration Fee
                                            -------------------------------

Title of securities to   Amount to be      Proposed maximum       Proposed maximum      Amount of
be registred(1)          registered (1)    offering price per     aggregate offering    registration fee
                                           share(2)               price(2)
----------------------   --------------    ------------------     ------------------    ----------------
<S>                      <C>               <C>                    <C>                   <C>
Common Stock, par        600,000 Shares    $1.625 - $1.66         $987,500              $274.53
value $.24 per share
======================   ==============    ==================     ==================    ================
</TABLE>

(1)  Pursuant  to  Rule   416(c),   this   Registration   Statement   covers  an
     indeterminate amount of common stock as may become issuable pursuant to the
     anti-dilution provisions of the Stock Incentive Plan ("Plan") .

(2)  Estimated  pursuant to Rule 457 solely for the purpose of  calculating  the
     registration  fee based on the average of the high and low  trading  prices
     for the Common Stock on the American Stock Exchange on October 28, 1999 for
     400,000 shares. The remaining 200,000 shares are issuable upon the exercise
     of  outstanding  options at an  exercise  price of $1.625 per share.  These
     options  have  been  granted   pursuant  to  the  Plan,  but  are  not  yet
     exercisable.
<PAGE>


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Information specified in Part I of Form S-8 (Items 1 and 2) will be sent or
given to Plan  participants  as specified by Rule 428(b)(1) under the Securities
Act of 1933, as amended (the "Securities Act").

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference

     Barrister   Information   Systems   Corporation   (the  "Company")   hereby
incorporates  by  reference  into  this  Registration  Statement  the  following
documents:

     (a) The  Company's  Annual Report on Form 10-K for the year ended March 31,
1999;

     (b) All other  reports  filed by the Company  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 referred to in (a)
above,  including  the Company's  Quarterly  Report on Form 10-Q for the quarter
ended June 30, 1999; and

     (c)  The  description  of  the  Company's  common  stock  contained  in the
Registration  Statement on Form 8-A, dated December 10, 1985 filed under Section
12 of the  Exchange  Act,  including  any  amendments  or reports  filed for the
purpose of updating such description.

     (d) In addition,  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 which indicates that the securities offered hereby
have been sold or which deregisters the securities offered hereby then remaining
unsold,  shall  also  be  deemed  to be  incorporated  by  reference  into  this
Registration  Statement  and to be a part  hereof  commencing  from  the date of
filing of such documents.

Item 4.   Description of Securities

     Not applicable.

Item 5.   Interests of Named Experts and Counsel

     Mark  C.  Donadio,  Esq.,  whose  opinion  appears  as an  exhibit  to this
     Registration  Statement,  serves as the  Company's  Secretary  and  General
     Counsel.

Item 6.   Indemnification of Directors and Officers

     The  Company's  By-laws  require the Company to  indemnify  and advance the
expenses of, any director,  officer or employee to the fullest extent  permitted
from  time to time by the  General  Corporation  Law of the  State  of  Delaware
("GCL").  The  Company's  By-laws also provide  that  indemnification  under the
By-laws  shall  not be  exclusive  of other  rights of  indemnification  of such
persons  when  authorized  by a resolution  of  shareholders,  a  resolution  of
directors, or an agreement providing for indemnification.

     The Company's Certificate of Incorporation limits the personal liability of
the Company's directors to the Company or any of its shareholders for any breach
of duty as a director to the fullest extent permitted by the GCL.

     Section 145 of the GCL permits Delaware corporations,  acting through their
board of directors, to extend broad protection to their directors, officers, and
other employees by way of indemnity and advancement of expenses. As permitted by
the GCL and as authorized by the  shareholders,  the  Company's  Certificate  of
Incorporation  provides that its directors will not be liable to the corporation
or its  shareholders  for  monetary  damages for breach of  fiduciary  duty as a
director  unless a judgment or other final  disposition  adverse to the director
establishes that (1) such director's actions constituted a breach of the duty of
loyalty  to the  Company  or its  stockholders;  (2)  such  director's  acts  or
omissions  were in bad  faith or  involved  intentional  misconduct  or  knowing
violation of law; or (3) such director derived an improper personal benefit;  or
(4)  the  acts of  such  director  violated  Section  174 of the GCL  (governing
distributions  to  shareholders).  Section 174 provides that,  unless a director
performs  the duties of a director  in good  faith,  and in the manner he or she
believed  to be in or not  opposed to the  Company's  best  interest  and,  with
respect to any criminal action or proceeding, had no reasonable cause to believe
his conduct was unlawful, the director may be liable for voting or concurring in
the following corporate actions; (a) the declaration of an illegal dividend; and
(b) a  corporation's  repurchase  of its own shares when the  repurchase  is not
authorized  by Delaware  law.  Section  145 of the GCL  permits the  purchase of
insurance to indemnify a corporation or its officers and directors to the extent
permitted. Generally, the GCL allows corporations to provide for indemnification
of directors,  officers, and employees except in those cases where a judgment or
other final adjudication  adverse to the indemnified party establishes the items
set forth in (1) through (4) above. The Company has also purchased insurance for
its  directors  and officers for certain  losses  arising from claims or charges
made against them in their capacities as directors and officers of the Company.

     Expenses  incurred  by an  officer  or  director  in  defending  a civil or
criminal action, suit or proceeding may be paid by the Company in advance of the
final  disposition  of  such  action,  suit or  proceeding  upon  receipt  of an
undertaking  by or on behalf of such director or officer to repay such amount if
it is ultimately  determined that he or she is not entitled to be indemnified by
the Company as authorized by the Company's  By-Laws.  Such expenses  incurred by
other  employees  and agents may be so paid upon such terms and  conditions,  if
any, as the Company's Board of Directors deems appropriate.

     The  indemnification  and  advancement of expenses  provided by, or granted
pursuant to, Article IV of the Company's  By-Laws is not deemed exclusive of any
other rights to which those seeking  indemnification  or advancement of expenses
may  be  entitled  under  any  By-law,   agreement,   vote  of  stockholders  or
disinterested directors or otherwise, both as to action in his official capacity
and as to action in another capacity while holding such office.

Item 7.  Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

          EXHIBIT NUMBER              DESCRIPTION
          --------------              -----------

               4.1             1999 Stock Incentive Plan (filed as of July 17,
                               1999 as Annex B to the Company's Proxy
                               Statement on Schedule 14A and incorporated
                               herein by reference)

               5.1             Opinion of Mark C. Donadio, Esq.

              24.1             Consent of KPMG LLP

              24.2             Consent of Mark C. Donadio, Esq. (included in
                               Exhibit 5.1)

<PAGE>
Item 9.  Undertakings

     A. The 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,
represents  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  (1)(i)  and  (1)(ii)  above  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
to Section 13 or Section 15(d) of the  Exchange  Act that  are  incorporated  by
reference in this 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  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 Exchange Act,  each filing of the  Company's  annual report
pursuant to Section 13(a) or 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 herein,  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  Securities  and  Exchange  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 of 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 is against public policy
as  expressed  in  the  Securities  Act  and  will  be  governed  by  the  final
adjudication of such issue.


<PAGE>
                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act, the Company  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 Buffalo, State of New York, on the 29th day of October, 1999.

                                      BARRISTER INFORMATION SYSTEMS CORPORATION

                                      BY: /s/ Richard P. Beyer
                                          --------------------------------------
                                          Richard P. Beyer,
                                          Vice-President and
                                          Chief Financial Officer


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

<TABLE>
<CAPTION>

       SIGNATURE                               TITLE                                     DATE
       ---------                               -----                                     ----
<S>                               <C>                                             <C>

/s/ Henry P. Semmelhack           President, Chief Executive Officer              October 29, 1999
---------------------------       and  Chairman of the Board of
Henry P. Semmelhack               Directors (Principal Executive Officer)

/s/ Richard P. Beyer              Vice President, Chief Financial Officer         October 29, 1999
---------------------------       and Director (Principal Financial and
Richard P. Beyer                  Accounting Officer)


---------------------------        Director                                       October __, 1999
Franklyn S. Barry, Jr.


---------------------------        Director                                       October __, 1999
Warren E. Emblidge, Jr.

/s/ Richard E. McPherson
---------------------------        Director                                       October 29, 1999
Richard E. McPherson

/s/ Jay S. Moeller
---------------------------        Director                                       October 29, 1999
Jay S. Moeller

/s/ James D. Morgan
---------------------------        Director                                       October 29, 1999
James  D. Morgan
</TABLE>

<PAGE>

                                            EXHIBIT INDEX
                                            -------------
<TABLE>
<CAPTION>

EXHIBIT NUMBER             DESCRIPTION                                                 PAGE NO.
--------------             -----------                                                 --------
<S>                        <C>                                                         <C>

   4.1                     1999 Stock Incentive Plan (filed as of July 17, 1999
                           as Annex B to the Company's Proxy Statement on
                           Schedule 14A and incorporated herein by reference.)

   5.1                     Opinion of Mark C. Donadio, Esq.

  24.1                     Consent of KPMG LLP

  24.2                     Consent of Mark C. Donadio, Esq.
                           (included in Exhibit 5.1)

</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 17491}]
{"company-data": {"conformed-name": "BARRISTER INFORMATION SYSTEMS CORP", "cik": "0000754128", "assigned-sic": "7373", "irs-number": "161176561", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-89947", "film-number": "99737450"}, "business-address": {"street1": "465 MAIN STREET", "city": "BUFFALO", "state": "NY", "zip": "14203", "phone": "7168455010"}, "mail-address": {"street1": "465 MAIN STREET", "city": "BUFFALO", "state": "NY", "zip": "14203"}}
As filed with the Securities and Exchange Commission on October 29, 1999

                                                  Registration No.333-__________

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

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

                    BARRISTER INFORMATION SYSTEMS CORPORATION
             (Exact name of registrant as specified in its charter)

               DELAWARE                              16-1176561
     ----------------------------------------------------------------
     (State or other jurisdiction                 (I.R.S. Employer
            of incorporation)                     Identification No.)

             465 MAIN STREET, BUFFALO, NEW YORK 14203 (716) 845-5010
             -------------------------------------------------------
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)
                            ------------------------

                            1999 STOCK INCENTIVE PLAN

                            (Full title of the plan)
                             -----------------------

                              Mark C. Donadio, Esq.
                          Secretary and General Counsel
                    Barrister Information Systems Corporation
                                 465 Main Street
                             Buffalo, New York 14203
                                 (716) 845-5010

          (Name and address, including zip code, and telephone number,
                   including area code, of agent for service)
Calculation of Registration Fee
                                            -------------------------------

Title of securities to   Amount to be      Proposed maximum       Proposed maximum      Amount of
be registred(1)          registered (1)    offering price per     aggregate offering    registration fee
                                           share(2)               price(2)
----------------------   --------------    ------------------     ------------------    ----------------
Common Stock, par        600,000 Shares    $1.625 - $1.66         $987,500              $274.53
value $.24 per share
======================   ==============    ==================     ==================    ================
(1)  Pursuant  to  Rule   416(c),   this   Registration   Statement   covers  an
     indeterminate amount of common stock as may become issuable pursuant to the
     anti-dilution provisions of the Stock Incentive Plan ("Plan") .

(2)  Estimated  pursuant to Rule 457 solely for the purpose of  calculating  the
     registration  fee based on the average of the high and low  trading  prices
     for the Common Stock on the American Stock Exchange on October 28, 1999 for
     400,000 shares. The remaining 200,000 shares are issuable upon the exercise
     of  outstanding  options at an  exercise  price of $1.625 per share.  These
     options  have  been  granted   pursuant  to  the  Plan,  but  are  not  yet
     exercisable.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Information specified in Part I of Form S-8 (Items 1 and 2) will be sent or
given to Plan  participants  as specified by Rule 428(b)(1) under the Securities
Act of 1933, as amended (the "Securities Act").

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.   Incorporation of Documents by Reference

     Barrister   Information   Systems   Corporation   (the  "Company")   hereby
incorporates  by  reference  into  this  Registration  Statement  the  following
documents:

     (a) The  Company's  Annual Report on Form 10-K for the year ended March 31,
1999;

     (b) All other  reports  filed by the Company  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 referred to in (a)
above,  including  the Company's  Quarterly  Report on Form 10-Q for the quarter
ended June 30, 1999; and

     (c)  The  description  of  the  Company's  common  stock  contained  in the
Registration  Statement on Form 8-A, dated December 10, 1985 filed under Section
12 of the  Exchange  Act,  including  any  amendments  or reports  filed for the
purpose of updating such description.

     (d) In addition,  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 which indicates that the securities offered hereby
have been sold or which deregisters the securities offered hereby then remaining
unsold,  shall  also  be  deemed  to be  incorporated  by  reference  into  this
Registration  Statement  and to be a part  hereof  commencing  from  the date of
filing of such documents.

Item 4.   Description of Securities

     Not applicable.

Item 5.   Interests of Named Experts and Counsel

     Mark  C.  Donadio,  Esq.,  whose  opinion  appears  as an  exhibit  to this
     Registration  Statement,  serves as the  Company's  Secretary  and  General
     Counsel.

Item 6.   Indemnification of Directors and Officers

     The  Company's  By-laws  require the Company to  indemnify  and advance the
expenses of, any director,  officer or employee to the fullest extent  permitted
from  time to time by the  General  Corporation  Law of the  State  of  Delaware
("GCL").  The  Company's  By-laws also provide  that  indemnification  under the
By-laws  shall  not be  exclusive  of other  rights of  indemnification  of such
persons  when  authorized  by a resolution  of  shareholders,  a  resolution  of
directors, or an agreement providing for indemnification.

     The Company's Certificate of Incorporation limits the personal liability of
the Company's directors to the Company or any of its shareholders for any breach
of duty as a director to the fullest extent permitted by the GCL.

     Section 145 of the GCL permits Delaware corporations,  acting through their
board of directors, to extend broad protection to their directors, officers, and
other employees by way of indemnity and advancement of expenses. As permitted by
the GCL and as authorized by the  shareholders,  the  Company's  Certificate  of
Incorporation  provides that its directors will not be liable to the corporation
or its  shareholders  for  monetary  damages for breach of  fiduciary  duty as a
director  unless a judgment or other final  disposition  adverse to the director
establishes that (1) such director's actions constituted a breach of the duty of
loyalty  to the  Company  or its  stockholders;  (2)  such  director's  acts  or
omissions  were in bad  faith or  involved  intentional  misconduct  or  knowing
violation of law; or (3) such director derived an improper personal benefit;  or
(4)  the  acts of  such  director  violated  Section  174 of the GCL  (governing
distributions  to  shareholders).  Section 174 provides that,  unless a director
performs  the duties of a director  in good  faith,  and in the manner he or she
believed  to be in or not  opposed to the  Company's  best  interest  and,  with
respect to any criminal action or proceeding, had no reasonable cause to believe
his conduct was unlawful, the director may be liable for voting or concurring in
the following corporate actions; (a) the declaration of an illegal dividend; and
(b) a  corporation's  repurchase  of its own shares when the  repurchase  is not
authorized  by Delaware  law.  Section  145 of the GCL  permits the  purchase of
insurance to indemnify a corporation or its officers and directors to the extent
permitted. Generally, the GCL allows corporations to provide for indemnification
of directors,  officers, and employees except in those cases where a judgment or
other final adjudication  adverse to the indemnified party establishes the items
set forth in (1) through (4) above. The Company has also purchased insurance for
its  directors  and officers for certain  losses  arising from claims or charges
made against them in their capacities as directors and officers of the Company.

     Expenses  incurred  by an  officer  or  director  in  defending  a civil or
criminal action, suit or proceeding may be paid by the Company in advance of the
final  disposition  of  such  action,  suit or  proceeding  upon  receipt  of an
undertaking  by or on behalf of such director or officer to repay such amount if
it is ultimately  determined that he or she is not entitled to be indemnified by
the Company as authorized by the Company's  By-Laws.  Such expenses  incurred by
other  employees  and agents may be so paid upon such terms and  conditions,  if
any, as the Company's Board of Directors deems appropriate.

     The  indemnification  and  advancement of expenses  provided by, or granted
pursuant to, Article IV of the Company's  By-Laws is not deemed exclusive of any
other rights to which those seeking  indemnification  or advancement of expenses
may  be  entitled  under  any  By-law,   agreement,   vote  of  stockholders  or
disinterested directors or otherwise, both as to action in his official capacity
and as to action in another capacity while holding such office.

Item 7.  Exemption from Registration Claimed

     Not applicable.

Item 8.   Exhibits

          EXHIBIT NUMBER              DESCRIPTION
          --------------              -----------

               4.1             1999 Stock Incentive Plan (filed as of July 17,
                               1999 as Annex B to the Company's Proxy
                               Statement on Schedule 14A and incorporated
                               herein by reference)

               5.1             Opinion of Mark C. Donadio, Esq.

              24.1             Consent of KPMG LLP

              24.2             Consent of Mark C. Donadio, Esq. (included in
                               Exhibit 5.1)
Item 9.  Undertakings

     A. The 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,
represents  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  (1)(i)  and  (1)(ii)  above  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
to Section 13 or Section 15(d) of the  Exchange  Act that  are  incorporated  by
reference in this 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  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 Exchange Act,  each filing of the  Company's  annual report
pursuant to Section 13(a) or 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 herein,  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  Securities  and  Exchange  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 of 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 is against public policy
as  expressed  in  the  Securities  Act  and  will  be  governed  by  the  final
adjudication of such issue.
SIGNATURES

     Pursuant to the  requirements of the Securities Act, the Company  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 Buffalo, State of New York, on the 29th day of October, 1999.

                                      BARRISTER INFORMATION SYSTEMS CORPORATION

                                      BY: /s/ Richard P. Beyer
                                          --------------------------------------
                                          Richard P. Beyer,
                                          Vice-President and
                                          Chief Financial Officer

     Pursuant to the requirements of the 1933 Act, as amended, this Registration
Statement has been signed by the following  persons in the capacities and on the
dates indicated.
SIGNATURE                               TITLE                                     DATE
       ---------                               -----                                     ----
/s/ Henry P. Semmelhack           President, Chief Executive Officer              October 29, 1999
---------------------------       and  Chairman of the Board of
Henry P. Semmelhack               Directors (Principal Executive Officer)

/s/ Richard P. Beyer              Vice President, Chief Financial Officer         October 29, 1999
---------------------------       and Director (Principal Financial and
Richard P. Beyer                  Accounting Officer)

---------------------------        Director                                       October __, 1999
Franklyn S. Barry, Jr.

---------------------------        Director                                       October __, 1999
Warren E. Emblidge, Jr.

/s/ Richard E. McPherson
---------------------------        Director                                       October 29, 1999
Richard E. McPherson

/s/ Jay S. Moeller
---------------------------        Director                                       October 29, 1999
Jay S. Moeller

/s/ James D. Morgan
---------------------------        Director                                       October 29, 1999
James  D. Morgan
EXHIBIT INDEX
                                            -------------
EXHIBIT NUMBER             DESCRIPTION                                                 PAGE NO.
--------------             -----------                                                 --------
4.1                     1999 Stock Incentive Plan (filed as of July 17, 1999
                           as Annex B to the Company's Proxy Statement on
                           Schedule 14A and incorporated herein by reference.)

   5.1                     Opinion of Mark C. Donadio, Esq.

  24.1                     Consent of KPMG LLP

  24.2                     Consent of Mark C. Donadio, Esq.
                           (included in Exhibit 5.1)