SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                                  FISERV, INC.

             (Exact name of Registrant as specified in its charter)

                WISCONSIN                             39-1506125
      (State or other jurisdiction of     (IRS Employer Identification Number)
        incorporation or organization)

                                255 FISERV DRIVE
                           BROOKFIELD, WISCONSIN 53045
                                 (262) 879-5000

          (Address, including zip code, and telephone number, including
             area code, of Registrant's principal executive office)

                           FISERV, INC. EMPLOYEE STOCK
                                  PURCHASE PLAN
                              (Full title of plan)
                                KENNETH R. JENSEN
                         SENIOR EXECUTIVE VICE PRESIDENT
                                  FISERV, INC.
                                255 FISERV DRIVE
                           BROOKFIELD, WISCONSIN 53045
                            TELEPHONE: (262) 879-5000

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


<TABLE>
<CAPTION>

                              CALCULATION OF REGISTRATION FEE


                                         Proposed          Proposed
                                         Maximum           Maximum
Title of                                 Offering          Aggregate          Amount of
Securities to         Amount to be       Price Per         Offering           Registration
BE REGISTERED (1)     REGISTERED (2)     SHARE (3)         PRICE (3)          FEE
-------------         -----------        ------            ------             ---
<S>                   <C>                <C>               <C>                <C>
Common Stock,         800,000            $30.125           $24,100,000        $6,699.80
$.01 par value        shares
--------------        -----------        ----------        -----------        ---------

</TABLE>

(1)  Pursuant to  Instruction  F of Form S-8 and Rule  416(c),  there are hereby
     registered  an  indeterminate  amount of interests  in the  Employee  Stock
     Purchase Plan. Pursuant to Rule 457(h)(2), no separate fee is required with
     respect to the interests in the Employee Stock Purchase Plan.

(2)  The number of shares of Common  Stock to be  registered  may be adjusted in
     accordance  with the  provisions of the Plan in the event that,  during the
     period  the Plan is in  effect,  the  number of shares of Common  Stock are
     increased or decreased or changed into or exchanged for a different  number
     or kind of  shares  of stock or other  securities  of the  Company  through
     reorganization,  merger or  consolidation,  recapitalization,  stock split,
     split-up, combination,  exchange of shares, declaration of any Common Stock
     dividends  or  similar  events  without  receipt  of  consideration  by the
     Company.  Accordingly,  this Registration  Statement covers, in addition to
     the number of shares of Common Stock stated above, an indeterminate  number
     of shares  which by reason of any such  events may be issued in  accordance
     with the provisions of the Plan.

(3)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant  to Rule 457 under the  Securities  Act of 1933 and based upon the
     average of the high and low sales prices for the Common  Shares as reported
     on the Nasdaq National Market System on October 25, 1999.

<PAGE>

                                     PART II

               Information Required in the Registration Statement

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     Fiserv,  Inc.  ("Fiserv" or the  "Company") and the Fiserv,  Inc.  Employee
Stock  Purchase  Plan (the  "Plan")  hereby  incorporate  by  reference  in this
Registration  Statement  the following  documents  that have been filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  The  Company's  Annual  Report on Form 10-K for the fiscal  year ended
          December 31, 1998 as filed pursuant to Section 13(a) of the Securities
          Exchange Act of 1934 (the "Exchange Act");

     (b)  All other  reports  filed by the Company  pursuant to Section 13(a) or
          15(d) of the  Exchange Act since the end of the fiscal year covered by
          the annual report referred to in (a) above; and

     (c)  The  description  of  the  Company's  common  stock  contained  in the
          Company's  registration  statement  filed  with the  Commission  under
          Section 12 of the  Exchange  Act,  including  any  amendment or report
          filed for the purpose of updating that description.

     All  documents  subsequently  filed by the  Company  and the Plan  with the
     Commission  pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange
     Act, prior to the filing of a post-effective amendment to this Registration
     Statement  which  indicates that all  securities  offered have been sold or
     which deregisters all securities then remaining unsold,  shall be deemed to
     be  incorporated  by reference in this  Registration  Statement and to be a
     part hereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES

     Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Certain legal matters in connection  with the securities  registered  under
this  Registration  Statement  will be passed upon by Charles W. Sprague,  Esq.,
Executive  Vice  President,  General  Counsel and Secretary of the Company.  Mr.
Sprague  beneficially  owns 80,090 shares of Fiserv  Common Stock,  which number
includes vested but unexercised stock options.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

     In  general,  the  Wisconsin  Business  Corporation  Law  provides  that  a
corporation shall indemnify  directors and officers for all reasonable  expenses
incurred  in  connection  with the  successful  defense  of  actions  arising in
connection with their service as directors and officers of the  corporation.  In
other cases, the Wisconsin statute provides that the corporation shall indemnify
a director or officer against  liability unless the director or officer breached
or failed to perform a duty owed to the  corporation  and such breach or failure
meets  certain  specified  criteria  constituting,   in  general,  some  act  of
misconduct. In addition, the corporation may reimburse a director or officer for
his  expenses  in  defending  against  actions  as they  are  incurred  upon the
director's or officer's written request  accompanied by a written affirmation of
his good faith  belief that he has not  breached or failed to perform his duties
to the corporation and a written  undertaking to repay amounts advanced if it is
ultimately  determined that  indemnification is not required under the Wisconsin
Business  Corporation Law. A court of law may order that the corporation provide
indemnification to a director or officer if the court finds that the director or
officer is entitled  thereto  under the  applicable  statutory  provision  or is
fairly  and   reasonably   entitled   thereto  in  view  of  all  the   relevant
circumstances,  whether  or not  such  indemnification  is  required  under  the
applicable statutory provision.

     The  Wisconsin  Business   Corporation  Law  specifies  various  procedures
pursuant  to  which  a  director  or  officer   may   establish   his  right  to
indemnification.

     Provided that it is not determined by or on behalf of the corporation  that
the  director  or  officer  breached  or  failed  to  perform a duty owed to the
corporation  and  such  breach  or  failure  meets  certain  specified  criteria
constituting,  in general,  some act of misconduct,  a Wisconsin corporation may
provide additional rights to indemnification under its articles of incorporation
or by-laws, by written agreement,  by resolution of its board of directors or by
a vote of the holders of a majority of its outstanding shares.

     The  Registrant's  By-laws provide for  indemnification  and advancement of
expenses  of  directors  and  officers  to the  fullest  extent  provided by the
Wisconsin  Business Law. This  provision is not exclusive of any other rights to
indemnification  or the  advancement  of expenses to which a director or officer
may be entitled under any written  agreement,  resolution of directors,  vote of
shareholders, by law or otherwise.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

     Inapplicable.

ITEM 8. EXHIBITS

     The following exhibits are filed with this registration statement:

Exhibit
NUMBER                              DESCRIPTION
------                              -----------

4.1               Fiserv, Inc. Employee Stock Purchase Plan

5.1               Opinion and consent of Charles W.  Sprague,  Esq.,Executive
                  Vice  President,  General  Counsel and  Secretary of the
                  Registrant as to the legality of the Common Stock being
                  Registered

23.1              Consent of Deloitte & Touche LLP, Independent  Auditors

23.2              Consent of PricewaterhouseCoopers LLP, Independent Auditors

23.3              Consent of Charles W. Sprague, Esq. is contained in his
                  opinion filed as Exhibit 5.1 to this Registration Statement

24                Powers of Attorney of Leslie M. Muma,  Donald F. Dillon,
                  George D. Dalton,  Thomas P. Gerrity,  L. William  Seidman,
                  Gerald J. Levy and Thekla R. Shackelford.



ITEM 9. UNDERTAKINGS

     (A)  RULE 415 OFFERING

The undersigned registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
made, a post-effective amendment to this registration statement:

             (i) To include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933;

            (ii) To reflect in the prospectus any facts or events  arising after
          the effective date of the  registration  statement (or the most recent
          post-effective  amendment  thereof)  which,  individually  or  in  the
          aggregate, represent a fundamental change in the information set forth
          in the  registration  statement.  Notwithstanding  the foregoing,  any
          increase  or decrease  in volume of  securities  offered (if the total
          dollar  value of  securities  offered  would not exceed that which was
          registered)  and  any  deviation  from  the  low  or  high  end of the
          estimated  maximum  offering  range  may be  reflected  in the form of
          prospectus  filed with the  Commission  pursuant to Rule 424(b) if, in
          the aggregate,  the changes in volume and price represent no more than
          a 20% change in the maximum aggregate  offering price set forth in the
          "Calculation of Registration Fee" table in the effective  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) of this section
do not apply if the registration statement is on Form S-3, Form S-8 or Form F-3,
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
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement.

          (2) That, for  the  purpose  of  determining  any  liability under the
Securities Act of 1933,  each  such  post-effective  amendment  shall  be deemed
to be a new registration statement relating to the securities  offered  therein,
and  the  offering  of such securities at  that  time  shall be deemed to be the
initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective amendment
any of the securities  being  registered  which remain unsold at the termination
of the offering.

     (B) INCORPORATING SUBSEQUENT EXCHANGE ACT DOCUMENTS BY REFERENCE

The undersigned  registrant  hereby undertakes that, for purposes of determining
any liability under the Securities Act of 1933, each filing of the  registrant's
annual  report  pursuant  to Section  13(a) or Section  15(d) of the  Securities
Exchange Act of 1934 (and, where applicable,  each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the  registration  statement shall be
deemed to be a new  registration  statement  relating to the securities  offered
therein,  and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

     (C)  INDEMNIFICATION  FOR  LIABILITIES  ARISING UNDER THE SECURITIES ACT OF
          1933

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 (the "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  Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore,  unenforceable. In the event that a claim for indemnification
against such  liabilities  (other than the payment by the registrant of expenses
incurred or paid by a director,  officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

<PAGE>

                                   SIGNATURES

Pursuant  to the  requirement  of the  Securities  Act of 1933,  the  Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and had  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized in the City of Brookfield, State of Wisconsin on October 25, 1999.

                                             FISERV, INC.

                                             BY:  /S/KENNETH R. JENSEN
                                                  -----------------------------
                                                  Kenneth R. Jensen
                                                  Senior Executive Vice
                                                  President and Treasurer


Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated:

<TABLE>
<CAPTION>


<S>                                     <C>                                          <C>

         *                              Vice Chairman, Chief Executive Officer,       October 25, 1999
------------------------                President and Director
(Leslie M. Muma)                        (Principal Executive Officer)


/S/KENNETH R. JENSEN                    Senior Executive Vice President,              October 25, 1999
------------------------                Treasurer and Director (Principal
(Kenneth R. Jensen)                     Financial and Accounting Officer)


         *                               Vice Chairman and Director                   October 25, 1999
------------------------
(Donald F. Dillon)


         *                               Chairman of the Board and Director           October 25, 1999
------------------------
(George D. Dalton)


         *                               Director                                     October 25, 1999
------------------------
(Thomas P. Gerrity)

         *                               Director                                     October 25, 1999
------------------------
(Gerald J. Levy)

         *                               Director                                     October 25, 1999
------------------------
(L. William Seidman)

         *                               Director                                     October 25, 1999
------------------------
(Thekla R. Shackelford)

</TABLE>


*BY:  /S/KENNETH R. JENSEN
-----------------------------
(Kenneth R. Jensen, individually and as
attorney-in-fact for the persons indicated)

THE PLAN.  Pursuant to the  Securities Act of 1933,  the Fiserv,  Inc.  Employee
Stock Purchase Plan Committee,  which administers the Plan, has duly caused this
registration  statement  to be signed on  behalf  of the  Plan,  thereunto  duly
authorized in the City of Brookfield, State of Wisconsin, on October 25, 1999.

                  FISERV, INC. EMPLOYEE STOCK PURCHASE PLAN COMMITTEE

                  BY:      /S/JACK P. BUCALO
                           -----------------
                  Name:    Jack P. Bucalo
                  Title:   Member of the Fiserv, Inc. Employee Stock
                           Purchase Plan Committee


<PAGE>

              EXHIBIT INDEX

     Exhibit
     NUMBER         DESCRIPTION
     ------         -----------

     4.1            Fiserv, Inc. Employee Stock Purchase Plan

     5.1            Opinion and consent of Charles W. Sprague, Esq.,
                    Executive Vice President, General Counsel
                    and Secretary of the Registrant as to the
                    legality of the Common Stock being Registered


    23.1            Consent of Deloitte & Touche LLP, Independent  Auditors

    23.2            Consent of PricewaterhouseCoopers LLP, Independent Auditors

    23.3            Consent of Charles W. Sprague, Esq. is  contained in his
                    opinion filed as Exhibit 5.1 to this Registration Statement

    24              Powers of  Attorney  of Leslie M.  Muma, Donald F. Dillon,
                    George D.  Dalton,  Thomas P. Gerrity, L. William Seidman,
                    Gerald J. Levy and Thekla R. Shackelford.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19029}]
{"company-data": {"conformed-name": "FISERV INC", "cik": "0000798354", "assigned-sic": "7374", "irs-number": "391506125", "state-of-incorporation": "WI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-89957", "film-number": "99737502"}, "business-address": {"street1": "255 FISERV DR", "street2": "PO BOX 979", "city": "BROOKFIELD", "state": "WI", "zip": "53045", "phone": "4148795000"}, "mail-address": {"street1": "255 FISERV DRIVE", "city": "BROOKFIELD", "state": "WI", "zip": "53045"}}
SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                                  FISERV, INC.

             (Exact name of Registrant as specified in its charter)

                WISCONSIN                             39-1506125
      (State or other jurisdiction of     (IRS Employer Identification Number)
        incorporation or organization)

                                255 FISERV DRIVE
                           BROOKFIELD, WISCONSIN 53045
                                 (262) 879-5000

          (Address, including zip code, and telephone number, including
             area code, of Registrant's principal executive office)

                           FISERV, INC. EMPLOYEE STOCK
                                  PURCHASE PLAN
                              (Full title of plan)
                                KENNETH R. JENSEN
                         SENIOR EXECUTIVE VICE PRESIDENT
                                  FISERV, INC.
                                255 FISERV DRIVE
                           BROOKFIELD, WISCONSIN 53045
                            TELEPHONE: (262) 879-5000

            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)
CALCULATION OF REGISTRATION FEE

                                         Proposed          Proposed
                                         Maximum           Maximum
Title of                                 Offering          Aggregate          Amount of
Securities to         Amount to be       Price Per         Offering           Registration
BE REGISTERED (1)     REGISTERED (2)     SHARE (3)         PRICE (3)          FEE
-------------         -----------        ------            ------             ---
Common Stock,         800,000            $30.125           $24,100,000        $6,699.80
$.01 par value        shares
--------------        -----------        ----------        -----------        ---------
(1)  Pursuant to  Instruction  F of Form S-8 and Rule  416(c),  there are hereby
     registered  an  indeterminate  amount of interests  in the  Employee  Stock
     Purchase Plan. Pursuant to Rule 457(h)(2), no separate fee is required with
     respect to the interests in the Employee Stock Purchase Plan.

(2)  The number of shares of Common  Stock to be  registered  may be adjusted in
     accordance  with the  provisions of the Plan in the event that,  during the
     period  the Plan is in  effect,  the  number of shares of Common  Stock are
     increased or decreased or changed into or exchanged for a different  number
     or kind of  shares  of stock or other  securities  of the  Company  through
     reorganization,  merger or  consolidation,  recapitalization,  stock split,
     split-up, combination,  exchange of shares, declaration of any Common Stock
     dividends  or  similar  events  without  receipt  of  consideration  by the
     Company.  Accordingly,  this Registration  Statement covers, in addition to
     the number of shares of Common Stock stated above, an indeterminate  number
     of shares  which by reason of any such  events may be issued in  accordance
     with the provisions of the Plan.

(3)  Estimated  solely  for the  purpose of  calculating  the  registration  fee
     pursuant  to Rule 457 under the  Securities  Act of 1933 and based upon the
     average of the high and low sales prices for the Common  Shares as reported
     on the Nasdaq National Market System on October 25, 1999.
PART II

               Information Required in the Registration Statement

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     Fiserv,  Inc.  ("Fiserv" or the  "Company") and the Fiserv,  Inc.  Employee
Stock  Purchase  Plan (the  "Plan")  hereby  incorporate  by  reference  in this
Registration  Statement  the following  documents  that have been filed with the
Securities and Exchange Commission (the "Commission"):

     (a)  The  Company's  Annual  Report on Form 10-K for the fiscal  year ended
          December 31, 1998 as filed pursuant to Section 13(a) of the Securities
          Exchange Act of 1934 (the "Exchange Act");

     (b)  All other  reports  filed by the Company  pursuant to Section 13(a) or
          15(d) of the  Exchange Act since the end of the fiscal year covered by
          the annual report referred to in (a) above; and

     (c)  The  description  of  the  Company's  common  stock  contained  in the
          Company's  registration  statement  filed  with the  Commission  under
          Section 12 of the  Exchange  Act,  including  any  amendment or report
          filed for the purpose of updating that description.

     All  documents  subsequently  filed by the  Company  and the Plan  with the
     Commission  pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange
     Act, prior to the filing of a post-effective amendment to this Registration
     Statement  which  indicates that all  securities  offered have been sold or
     which deregisters all securities then remaining unsold,  shall be deemed to
     be  incorporated  by reference in this  Registration  Statement and to be a
     part hereof from the date of filing of such documents.

ITEM 4. DESCRIPTION OF SECURITIES

     Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Certain legal matters in connection  with the securities  registered  under
this  Registration  Statement  will be passed upon by Charles W. Sprague,  Esq.,
Executive  Vice  President,  General  Counsel and Secretary of the Company.  Mr.
Sprague  beneficially  owns 80,090 shares of Fiserv  Common Stock,  which number
includes vested but unexercised stock options.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

     In  general,  the  Wisconsin  Business  Corporation  Law  provides  that  a
corporation shall indemnify  directors and officers for all reasonable  expenses
incurred  in  connection  with the  successful  defense  of  actions  arising in
connection with their service as directors and officers of the  corporation.  In
other cases, the Wisconsin statute provides that the corporation shall indemnify
a director or officer against  liability unless the director or officer breached
or failed to perform a duty owed to the  corporation  and such breach or failure
meets  certain  specified  criteria  constituting,   in  general,  some  act  of
misconduct. In addition, the corporation may reimburse a director or officer for
his  expenses  in  defending  against  actions  as they  are  incurred  upon the
director's or officer's written request  accompanied by a written affirmation of
his good faith  belief that he has not  breached or failed to perform his duties
to the corporation and a written  undertaking to repay amounts advanced if it is
ultimately  determined that  indemnification is not required under the Wisconsin
Business  Corporation Law. A court of law may order that the corporation provide
indemnification to a director or officer if the court finds that the director or
officer is entitled  thereto  under the  applicable  statutory  provision  or is
fairly  and   reasonably   entitled   thereto  in  view  of  all  the   relevant
circumstances,  whether  or not  such  indemnification  is  required  under  the
applicable statutory provision.

     The  Wisconsin  Business   Corporation  Law  specifies  various  procedures
pursuant  to  which  a  director  or  officer   may   establish   his  right  to
indemnification.

     Provided that it is not determined by or on behalf of the corporation  that
the  director  or  officer  breached  or  failed  to  perform a duty owed to the
corporation  and  such  breach  or  failure  meets  certain  specified  criteria
constituting,  in general,  some act of misconduct,  a Wisconsin corporation may
provide additional rights to indemnification under its articles of incorporation
or by-laws, by written agreement,  by resolution of its board of directors or by
a vote of the holders of a majority of its outstanding shares.

     The  Registrant's  By-laws provide for  indemnification  and advancement of
expenses  of  directors  and  officers  to the  fullest  extent  provided by the
Wisconsin  Business Law. This  provision is not exclusive of any other rights to
indemnification  or the  advancement  of expenses to which a director or officer
may be entitled under any written  agreement,  resolution of directors,  vote of
shareholders, by law or otherwise.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

     Inapplicable.

ITEM 8. EXHIBITS

     The following exhibits are filed with this registration statement:

Exhibit
NUMBER                              DESCRIPTION
------                              -----------

4.1               Fiserv, Inc. Employee Stock Purchase Plan

5.1               Opinion and consent of Charles W.  Sprague,  Esq.,Executive
                  Vice  President,  General  Counsel and  Secretary of the
                  Registrant as to the legality of the Common Stock being
                  Registered

23.1              Consent of Deloitte & Touche LLP, Independent  Auditors

23.2              Consent of PricewaterhouseCoopers LLP, Independent Auditors

23.3              Consent of Charles W. Sprague, Esq. is contained in his
                  opinion filed as Exhibit 5.1 to this Registration Statement

24                Powers of Attorney of Leslie M. Muma,  Donald F. Dillon,
                  George D. Dalton,  Thomas P. Gerrity,  L. William  Seidman,
                  Gerald J. Levy and Thekla R. Shackelford.

ITEM 9. UNDERTAKINGS

     (A)  RULE 415 OFFERING

The undersigned registrant hereby undertakes:

          (1) To file,  during  any  period  in which  offers or sales are being
made, a post-effective amendment to this registration statement:

             (i) To include any prospectus required by Section 10(a)(3) of the
           Securities Act of 1933;

            (ii) To reflect in the prospectus any facts or events  arising after
          the effective date of the  registration  statement (or the most recent
          post-effective  amendment  thereof)  which,  individually  or  in  the
          aggregate, represent a fundamental change in the information set forth
          in the  registration  statement.  Notwithstanding  the foregoing,  any
          increase  or decrease  in volume of  securities  offered (if the total
          dollar  value of  securities  offered  would not exceed that which was
          registered)  and  any  deviation  from  the  low  or  high  end of the
          estimated  maximum  offering  range  may be  reflected  in the form of
          prospectus  filed with the  Commission  pursuant to Rule 424(b) if, in
          the aggregate,  the changes in volume and price represent no more than
          a 20% change in the maximum aggregate  offering price set forth in the
          "Calculation of Registration Fee" table in the effective  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) of this section
do not apply if the registration statement is on Form S-3, Form S-8 or Form F-3,
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
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  in the
registration statement.

          (2) That, for  the  purpose  of  determining  any  liability under the
Securities Act of 1933,  each  such  post-effective  amendment  shall  be deemed
to be a new registration statement relating to the securities  offered  therein,
and  the  offering  of such securities at  that  time  shall be deemed to be the
initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective amendment
any of the securities  being  registered  which remain unsold at the termination
of the offering.

     (B) INCORPORATING SUBSEQUENT EXCHANGE ACT DOCUMENTS BY REFERENCE

The undersigned  registrant  hereby undertakes that, for purposes of determining
any liability under the Securities Act of 1933, each filing of the  registrant's
annual  report  pursuant  to Section  13(a) or Section  15(d) of the  Securities
Exchange Act of 1934 (and, where applicable,  each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the  registration  statement shall be
deemed to be a new  registration  statement  relating to the securities  offered
therein,  and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

     (C)  INDEMNIFICATION  FOR  LIABILITIES  ARISING UNDER THE SECURITIES ACT OF
          1933

Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 (the "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  Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore,  unenforceable. In the event that a claim for indemnification
against such  liabilities  (other than the payment by the registrant of expenses
incurred or paid by a director,  officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.
SIGNATURES

Pursuant  to the  requirement  of the  Securities  Act of 1933,  the  Registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and had  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized in the City of Brookfield, State of Wisconsin on October 25, 1999.

                                             FISERV, INC.

                                             BY:  /S/KENNETH R. JENSEN
                                                  -----------------------------
                                                  Kenneth R. Jensen
                                                  Senior Executive Vice
                                                  President and Treasurer

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated:
*                              Vice Chairman, Chief Executive Officer,       October 25, 1999
------------------------                President and Director
(Leslie M. Muma)                        (Principal Executive Officer)

/S/KENNETH R. JENSEN                    Senior Executive Vice President,              October 25, 1999
------------------------                Treasurer and Director (Principal
(Kenneth R. Jensen)                     Financial and Accounting Officer)

         *                               Vice Chairman and Director                   October 25, 1999
------------------------
(Donald F. Dillon)

         *                               Chairman of the Board and Director           October 25, 1999
------------------------
(George D. Dalton)

         *                               Director                                     October 25, 1999
------------------------
(Thomas P. Gerrity)

         *                               Director                                     October 25, 1999
------------------------
(Gerald J. Levy)

         *                               Director                                     October 25, 1999
------------------------
(L. William Seidman)

         *                               Director                                     October 25, 1999
------------------------
(Thekla R. Shackelford)
*BY:  /S/KENNETH R. JENSEN
-----------------------------
(Kenneth R. Jensen, individually and as
attorney-in-fact for the persons indicated)

THE PLAN.  Pursuant to the  Securities Act of 1933,  the Fiserv,  Inc.  Employee
Stock Purchase Plan Committee,  which administers the Plan, has duly caused this
registration  statement  to be signed on  behalf  of the  Plan,  thereunto  duly
authorized in the City of Brookfield, State of Wisconsin, on October 25, 1999.

                  FISERV, INC. EMPLOYEE STOCK PURCHASE PLAN COMMITTEE

                  BY:      /S/JACK P. BUCALO
                           -----------------
                  Name:    Jack P. Bucalo
                  Title:   Member of the Fiserv, Inc. Employee Stock
                           Purchase Plan Committee
EXHIBIT INDEX

     Exhibit
     NUMBER         DESCRIPTION
     ------         -----------

     4.1            Fiserv, Inc. Employee Stock Purchase Plan

     5.1            Opinion and consent of Charles W. Sprague, Esq.,
                    Executive Vice President, General Counsel
                    and Secretary of the Registrant as to the
                    legality of the Common Stock being Registered

    23.1            Consent of Deloitte & Touche LLP, Independent  Auditors

    23.2            Consent of PricewaterhouseCoopers LLP, Independent Auditors

    23.3            Consent of Charles W. Sprague, Esq. is  contained in his
                    opinion filed as Exhibit 5.1 to this Registration Statement

    24              Powers of  Attorney  of Leslie M.  Muma, Donald F. Dillon,
                    George D.  Dalton,  Thomas P. Gerrity, L. William Seidman,
                    Gerald J. Levy and Thekla R. Shackelford.