As filed with the Securities and Exchange Commission on June 27, 1997
                                                     Registration No. 33-60197
 -----------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8

                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933

                             Infodata Systems Inc.
   ------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

             Virginia                              16-0954695
   ---------------------------------     ----------------------------------
   (State or other jurisdiction of         (IRS Employer Identification
    incorporation or organization)                    Number)

        12150 Monument Drive, Suite 400, Fairfax, Virginia  22033
   ------------------------------------------------------------------------
       (Address of Principal Executive Offices including Zip Code)

            Infodata Systems Inc. 1997 Employee Stock Purchase Plan
   ------------------------------------------------------------------------
                             (Full title of plan)

                                Harry Kaplowitz
                                   President
                             Infodata Systems Inc.
                        12150 Monument Drive, Suite 400
                            Fairfax, Virginia 22033
                                (703) 934-5205
   ------------------------------------------------------------------------
           (Name, address and telephone number of agent for service)

                                  Copies to:

                             Arthur H. Bill, Esq.
                        Freedman, Levy, Kroll & Simonds
                   1050 Connecticut Avenue, N.W. (Suite 825)
                            Washington, D.C. 20036

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
 -------------------------------------------------------------------------------------------
 Title of          Amount         Proposed Maximum       Proposed Maximum       Amount of
 Securities        to be          Offering Price         Aggregate Offering     Registration
 to be             registered     Per Share (2)          Offering Price (2)     Fee
 Registered        (1)
 -------------------------------------------------------------------------------------------
<S>                 <C>              <C>                      <C>                 <C>
 Common Stock,      200,000          $7.563                   $1,512,500          $458.33
  $.03 par          shares
   value
 -------------------------------------------------------------------------------------------
<FN>

(1) Plus an  indeterminate  number  of  shares  of  Common  Stock  that may be
issuable by reason of stock splits, stock dividends or similar transactions in
accordance with Rule 416 under the Securities Act of 1933.

(2) The  amounts are based upon the average of the high and low prices for the
Common  Stock as reported on the NASDAQ  SmallCap  Market on June 24, 1997 and
are used solely for the purpose of calculating the  registration  fee pursuant
to paragraphs (c) and (h)(1) of Rule 457 under the Securities Act of 1933.
</FN>
</TABLE>
<PAGE>

                                    PART I

                      INFORMATION REQUIRED IN PROSPECTUS

     The information  called for in Part I of Form S-8 is not being filed with
or included in this Form S-8 (by  incorporation  by reference or otherwise) in
accordance  with the rules and  regulations  of the  Securities  and  Exchange
Commission (the "SEC").


                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents  previously  filed by Infodata Systems Inc. (the
"Company")  (SEC File No.  0-10416)  with the SEC  pursuant to the  Securities
Exchange  Act  of  1934  (the  "Exchange   Act")  are   incorporated  in  this
Registration Statement by reference and deemed to be a part hereof:

     1. The Company's Annual Report on Form 10-KSB for the year ended December
31, 1996.

     2. The  Company's  Quarterly  Report on Form 10-QSB for the quarter ended
March 31, 1997.

     3. The  description  of the Company's  Common  Stock,  par value $.03 per
share (the "Common Stock"),  contained in the Company's Registration Statement
on Form 10, as filed with the SEC on April 30, 1982, under the Exchange Act.

     In  addition,  all  documents  filed by the Company  pursuant to Sections
13(a),  13(c),  14 and  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 such securities then remaining  unsold,  shall be deemed to be
incorporated  in this  Registration  Statement by  reference  and to be a part
hereof from the date of filing of such documents;  provided, however, that the
documents  enumerated  above or subsequently  filed by the Company pursuant to
Sections  13(a),  13(c),  14 and 15(d) of the Exchange Act in each year during
which the offering made by this  Registration  Statement is in effect prior to
the filing with the SEC of the Company's Annual Report on Form 10-KSB covering
such year shall not be deemed  incorporated by reference in this  Registration
Statement  and shall not be a part  hereof  from and after the  filing of such
Annual Report on Form 10-KSB.

     Any  statement  contained  in a  document  incorporated  or  deemed to be
incorporated by reference  herein 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  subsequently  filed  document which also is or is
deemed to be  incorporated  by reference  herein  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.

     The Company  hereby  undertakes to provide  without charge to each person
who has received a copy of the prospectus to which this


                                       2

<PAGE>

Registration  Statement relates,  upon the written or oral request of any such
person,  a  copy  of any  or  all  the  documents  that  have  been  or may be
incorporated  by  reference  into  this  Registration  Statement,  other  than
exhibits to such documents  (unless such exhibits are incorporated  therein by
reference).

Item 4.    DESCRIPTION OF SECURITIES.

     Not Applicable.

Item 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not Applicable.

Item 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article  10  ("Article  10") of  Chapter  9 of Title  13.1 of the Code of
Virginia (the  "Virginia  Code")  provides a Virginia  corporation  with broad
powers to indemnify  its officers and  directors in certain  circumstances  so
long as the  officer or director  (i)  conducted  himself in good faith,  (ii)
reasonably  believed that his conduct was in the best  interests,  or at least
not  opposed  to the best  interests,  of the  corporation  and  (iii)  had no
reasonable cause to believe that his conduct was unlawful;  provided, however,
that no  indemnification  shall be  available  in the  event  of or limit  the
liability of a director or officer for (i) any  proceeding  by or in the right
of the corporation in which the director or officer was adjudged liable to the
corporation;  (ii) any transactions from which the director or officer derived
an improper personal  benefit;  (iii) his willful  misconduct;  (iv) a knowing
violation  of the  criminal  law or of any  federal or state  securities  law,
including,  without  limitation,  any claim of  unlawful  insider  trading  or
manipulation  of the  market  for any  security;  or (v)  unlawful  payment of
dividends or other unlawful distributions.

     As  permitted  under  Article 10 of the Virginia  Code,  Article 9 of the
Company's Articles of Incorporation provides that:

           The directors and officers of the  Corporation  shall not be liable
     for  any  damages  in any  proceeding  brought  by or in the  name of the
     Corporation or its shareholders unless the director or officer engaged in
     willful  misconduct or a knowing  violation of the criminal law or of any
     federal or state securities law, including, without limitation, any claim
     of  unlawful  insider  trading  or  manipulation  of the  market  for any
     security.

Item 7.    EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

Item 8.    EXHIBITS.

<TABLE>
<CAPTION>
 EXHIBIT
 NUMBER    DESCRIPTION
 --------  -----------
<S>        <C>
4(a)       Infodata Systems Inc. 1997 Employee Stock Purchase Plan.

5          Legal  opinion,  dated June 27, 1997,  of Freedman,  Levy,  Kroll &
           Simonds, counsel to the Company, as to the legality of


                                       3

<PAGE>

           shares offered.

23(a)      Consent of Arthur Andersen LLP.

23(b)      Consent of Freedman, Levy, Kroll & Simonds.  (Included in Exhibit 5
           hereto.)

24         Power of Attorney. (Included on signature page of this Registration
           Statement.)
</TABLE>

Item 9.    UNDERTAKINGS.

     1.    The Company hereby undertakes:

           (a) 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;

                 (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)(i) and (a)(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 to
Section 13 or Section  15(d) of the  Securities  Exchange Act of 1934 that are
incorporated by reference in the Registration Statement.

           (b) 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.

           (c) 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.

     2. The Company hereby undertakes that, for the purpose of determining any
liability  under the  Securities  Act of 1933,  each  filing of the  Company's
annual report  pursuant to Section  13(a) or 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.


                                      4

<PAGE>

     3.  Insofar  as  indemnification   for  liabilities   arising  under  the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company  has been  informed  that in the  opinion of the  Securities  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
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.


                                       5

<PAGE>

                                  SIGNATURES

     Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  the
Registrant  certifies that it has reasonable  grounds to believe that it meets
all 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 County of Fairfax, Commonwealth of Virginia,
on this 26th day of June, 1997.

                                                    INFODATA SYSTEMS INC.

                                                    By: /s/HARRY KAPLOWITZ
                                                        ------------------
                                                        Harry Kaplowitz
                                                        President


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

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose signature appears
below  constitutes and appoints HARRY KAPLOWITZ and CURTIS D. CARLSON his true
and lawful  attorneys-in-fact  and agents, each acting alone, with full powers
of  substitution,  for him and in his name,  place and  stead,  in any and all
capacities,   to  sign  any  or  all  amendments   (including   post-effective
amendments)  to this  Registration  Statement,  and to  file  the  same,  with
exhibits thereto, and other documents in connection  therewith,  with the SEC,
granting unto said attorneys-in-fact and agents, each acting alone, full power
and  authority  to do and perform to all  intents and  purposes as he might or
could  do  in  person,   hereby   ratifying  and   confirming  all  that  said
attorneys-in-fact  and  agents,  each  acting  alone,  or  his  substitute  or
substitutes, may lawfully do or cause to be done by virtue thereof.

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

<TABLE>
<CAPTION>
        SIGNATURE                 TITLE                    DATE
        ---------                 -----                    ----
<S>                               <C>                      <C>
  _________________________       Chairman of the Board
   Richard T. Bueschel



  /s/HARRY KAPLOWITZ              President and Director   June 26, 1997
  -------------------------       (Principal Executive
   Harry Kaplowitz                 Officer)




  /s/LAURENCE C. GLAZER           Director                 June 26, 1997
  -------------------------
   Laurence C. Glazer



  /s/ROBERT M. LEOPOLD            Director                 June 26, 1997
  -------------------------
   Robert M. Leopold


                                       6

<PAGE>

  _________________________       Director
   Isaac M. Pollak



  _________________________       Director
   Millard H. Pryor, Jr.



  /s/RICHARD M. TWOREK            Director                 June 26, 1997
  -------------------------
   Richard M. Tworek



  /s/CHRISTOPHER P. DETTMAR       Chief Financial          June 26, 1997
  -------------------------       Officer, (Principal
   Christopher P. Dettmar         Financial and
                                  Accounting Officer)
</TABLE>


                                      7

<PAGE>

                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
 EXHIBIT
 NUMBER    DESCRIPTION
 --------  -----------
<S>        <C>

4(a)       Infodata Systems Inc. 1997 Employee Stock Purchase Plan.

5          Legal  opinion,  dated June 27, 1997,  of Freedman,  Levy,  Kroll &
           Simonds,  counsel  to the  Company,  as to the  legality  of shares
           offered.

23(a)      Consent of Arthur Andersen LLP.

23(b)      Consent of Freedman, Levy, Kroll & Simonds.  (Included in Exhibit 5
           hereto.)

24         Power of Attorney. (Included on signature page of this Registration
           Statement.)
</TABLE>
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 17501}]
{"company-data": {"conformed-name": "INFODATA SYSTEMS INC", "cik": "0000050420", "assigned-sic": "7372", "irs-number": "160954695", "state-of-incorporation": "NY", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-30143", "film-number": "97630999"}, "business-address": {"street1": "12150 MONUMENT DR STE 400", "city": "FAIRFAX", "state": "VA", "zip": "22033", "phone": "7039345205"}, "mail-address": {"street1": "12150 MONUMENT DR STE 400", "city": "FAIRFAX", "state": "VA", "zip": "22033"}}
As filed with the Securities and Exchange Commission on June 27, 1997
                                                     Registration No. 33-60197
 -----------------------------------------------------------------------------

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8

                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933

                             Infodata Systems Inc.
   ------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

             Virginia                              16-0954695
   ---------------------------------     ----------------------------------
   (State or other jurisdiction of         (IRS Employer Identification
    incorporation or organization)                    Number)

        12150 Monument Drive, Suite 400, Fairfax, Virginia  22033
   ------------------------------------------------------------------------
       (Address of Principal Executive Offices including Zip Code)

            Infodata Systems Inc. 1997 Employee Stock Purchase Plan
   ------------------------------------------------------------------------
                             (Full title of plan)

                                Harry Kaplowitz
                                   President
                             Infodata Systems Inc.
                        12150 Monument Drive, Suite 400
                            Fairfax, Virginia 22033
                                (703) 934-5205
   ------------------------------------------------------------------------
           (Name, address and telephone number of agent for service)

                                  Copies to:

                             Arthur H. Bill, Esq.
                        Freedman, Levy, Kroll & Simonds
                   1050 Connecticut Avenue, N.W. (Suite 825)
                            Washington, D.C. 20036

                        CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------
 Title of          Amount         Proposed Maximum       Proposed Maximum       Amount of
 Securities        to be          Offering Price         Aggregate Offering     Registration
 to be             registered     Per Share (2)          Offering Price (2)     Fee
 Registered        (1)
 -------------------------------------------------------------------------------------------
Common Stock,      200,000          $7.563                   $1,512,500          $458.33
  $.03 par          shares
   value
 -------------------------------------------------------------------------------------------
(1) Plus an  indeterminate  number  of  shares  of  Common  Stock  that may be
issuable by reason of stock splits, stock dividends or similar transactions in
accordance with Rule 416 under the Securities Act of 1933.

(2) The  amounts are based upon the average of the high and low prices for the
Common  Stock as reported on the NASDAQ  SmallCap  Market on June 24, 1997 and
are used solely for the purpose of calculating the  registration  fee pursuant
to paragraphs (c) and (h)(1) of Rule 457 under the Securities Act of 1933.
PART I

                      INFORMATION REQUIRED IN PROSPECTUS

     The information  called for in Part I of Form S-8 is not being filed with
or included in this Form S-8 (by  incorporation  by reference or otherwise) in
accordance  with the rules and  regulations  of the  Securities  and  Exchange
Commission (the "SEC").

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following  documents  previously  filed by Infodata Systems Inc. (the
"Company")  (SEC File No.  0-10416)  with the SEC  pursuant to the  Securities
Exchange  Act  of  1934  (the  "Exchange   Act")  are   incorporated  in  this
Registration Statement by reference and deemed to be a part hereof:

     1. The Company's Annual Report on Form 10-KSB for the year ended December
31, 1996.

     2. The  Company's  Quarterly  Report on Form 10-QSB for the quarter ended
March 31, 1997.

     3. The  description  of the Company's  Common  Stock,  par value $.03 per
share (the "Common Stock"),  contained in the Company's Registration Statement
on Form 10, as filed with the SEC on April 30, 1982, under the Exchange Act.

     In  addition,  all  documents  filed by the Company  pursuant to Sections
13(a),  13(c),  14 and  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 such securities then remaining  unsold,  shall be deemed to be
incorporated  in this  Registration  Statement by  reference  and to be a part
hereof from the date of filing of such documents;  provided, however, that the
documents  enumerated  above or subsequently  filed by the Company pursuant to
Sections  13(a),  13(c),  14 and 15(d) of the Exchange Act in each year during
which the offering made by this  Registration  Statement is in effect prior to
the filing with the SEC of the Company's Annual Report on Form 10-KSB covering
such year shall not be deemed  incorporated by reference in this  Registration
Statement  and shall not be a part  hereof  from and after the  filing of such
Annual Report on Form 10-KSB.

     Any  statement  contained  in a  document  incorporated  or  deemed to be
incorporated by reference  herein 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  subsequently  filed  document which also is or is
deemed to be  incorporated  by reference  herein  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.

     The Company  hereby  undertakes to provide  without charge to each person
who has received a copy of the prospectus to which this

                                       2
Registration  Statement relates,  upon the written or oral request of any such
person,  a  copy  of any  or  all  the  documents  that  have  been  or may be
incorporated  by  reference  into  this  Registration  Statement,  other  than
exhibits to such documents  (unless such exhibits are incorporated  therein by
reference).

Item 4.    DESCRIPTION OF SECURITIES.

     Not Applicable.

Item 5.    INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not Applicable.

Item 6.    INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article  10  ("Article  10") of  Chapter  9 of Title  13.1 of the Code of
Virginia (the  "Virginia  Code")  provides a Virginia  corporation  with broad
powers to indemnify  its officers and  directors in certain  circumstances  so
long as the  officer or director  (i)  conducted  himself in good faith,  (ii)
reasonably  believed that his conduct was in the best  interests,  or at least
not  opposed  to the best  interests,  of the  corporation  and  (iii)  had no
reasonable cause to believe that his conduct was unlawful;  provided, however,
that no  indemnification  shall be  available  in the  event  of or limit  the
liability of a director or officer for (i) any  proceeding  by or in the right
of the corporation in which the director or officer was adjudged liable to the
corporation;  (ii) any transactions from which the director or officer derived
an improper personal  benefit;  (iii) his willful  misconduct;  (iv) a knowing
violation  of the  criminal  law or of any  federal or state  securities  law,
including,  without  limitation,  any claim of  unlawful  insider  trading  or
manipulation  of the  market  for any  security;  or (v)  unlawful  payment of
dividends or other unlawful distributions.

     As  permitted  under  Article 10 of the Virginia  Code,  Article 9 of the
Company's Articles of Incorporation provides that:

           The directors and officers of the  Corporation  shall not be liable
     for  any  damages  in any  proceeding  brought  by or in the  name of the
     Corporation or its shareholders unless the director or officer engaged in
     willful  misconduct or a knowing  violation of the criminal law or of any
     federal or state securities law, including, without limitation, any claim
     of  unlawful  insider  trading  or  manipulation  of the  market  for any
     security.

Item 7.    EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.

Item 8.    EXHIBITS.
EXHIBIT
 NUMBER    DESCRIPTION
 --------  -----------
4(a)       Infodata Systems Inc. 1997 Employee Stock Purchase Plan.

5          Legal  opinion,  dated June 27, 1997,  of Freedman,  Levy,  Kroll &
           Simonds, counsel to the Company, as to the legality of

                                       3
shares offered.

23(a)      Consent of Arthur Andersen LLP.

23(b)      Consent of Freedman, Levy, Kroll & Simonds.  (Included in Exhibit 5
           hereto.)

24         Power of Attorney. (Included on signature page of this Registration
           Statement.)
Item 9.    UNDERTAKINGS.

     1.    The Company hereby undertakes:

           (a) 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;

                 (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)(i) and (a)(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 to
Section 13 or Section  15(d) of the  Securities  Exchange Act of 1934 that are
incorporated by reference in the Registration Statement.

           (b) 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.

           (c) 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.

     2. The Company hereby undertakes that, for the purpose of determining any
liability  under the  Securities  Act of 1933,  each  filing of the  Company's
annual report  pursuant to Section  13(a) or 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.

                                      4
3.  Insofar  as  indemnification   for  liabilities   arising  under  the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company  has been  informed  that in the  opinion of the  Securities  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
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.

                                       5
SIGNATURES

     Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  the
Registrant  certifies that it has reasonable  grounds to believe that it meets
all 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 County of Fairfax, Commonwealth of Virginia,
on this 26th day of June, 1997.

                                                    INFODATA SYSTEMS INC.

                                                    By: /s/HARRY KAPLOWITZ
                                                        ------------------
                                                        Harry Kaplowitz
                                                        President

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

     KNOW ALL MEN BY THESE PRESENTS,  that each person whose signature appears
below  constitutes and appoints HARRY KAPLOWITZ and CURTIS D. CARLSON his true
and lawful  attorneys-in-fact  and agents, each acting alone, with full powers
of  substitution,  for him and in his name,  place and  stead,  in any and all
capacities,   to  sign  any  or  all  amendments   (including   post-effective
amendments)  to this  Registration  Statement,  and to  file  the  same,  with
exhibits thereto, and other documents in connection  therewith,  with the SEC,
granting unto said attorneys-in-fact and agents, each acting alone, full power
and  authority  to do and perform to all  intents and  purposes as he might or
could  do  in  person,   hereby   ratifying  and   confirming  all  that  said
attorneys-in-fact  and  agents,  each  acting  alone,  or  his  substitute  or
substitutes, may lawfully do or cause to be done by virtue thereof.

     Pursuant  to  the  requirements  of the  Securities  Act  of  1933,  this
Registration  Statement  or  amendment  thereto has been  signed  below by the
following persons in the capacities and on the dates indicated:
SIGNATURE                 TITLE                    DATE
        ---------                 -----                    ----
_________________________       Chairman of the Board
   Richard T. Bueschel

  /s/HARRY KAPLOWITZ              President and Director   June 26, 1997
  -------------------------       (Principal Executive
   Harry Kaplowitz                 Officer)

  /s/LAURENCE C. GLAZER           Director                 June 26, 1997
  -------------------------
   Laurence C. Glazer

  /s/ROBERT M. LEOPOLD            Director                 June 26, 1997
  -------------------------
   Robert M. Leopold

                                       6
_________________________       Director
   Isaac M. Pollak

  _________________________       Director
   Millard H. Pryor, Jr.

  /s/RICHARD M. TWOREK            Director                 June 26, 1997
  -------------------------
   Richard M. Tworek

  /s/CHRISTOPHER P. DETTMAR       Chief Financial          June 26, 1997
  -------------------------       Officer, (Principal
   Christopher P. Dettmar         Financial and
                                  Accounting Officer)
7
EXHIBIT INDEX
EXHIBIT
 NUMBER    DESCRIPTION
 --------  -----------
4(a)       Infodata Systems Inc. 1997 Employee Stock Purchase Plan.

5          Legal  opinion,  dated June 27, 1997,  of Freedman,  Levy,  Kroll &
           Simonds,  counsel  to the  Company,  as to the  legality  of shares
           offered.

23(a)      Consent of Arthur Andersen LLP.

23(b)      Consent of Freedman, Levy, Kroll & Simonds.  (Included in Exhibit 5
           hereto.)

24         Power of Attorney. (Included on signature page of this Registration
           Statement.)