As filed with the Securities and Exchange Commission on August 1, 1996

                           Registration No. 333-______

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under
                           The Securities Act of 1933

                        VISTA INFORMATION SOLUTIONS, INC.
             (Exact name of registrant as specified in its charter)

                                    MINNESOTA
                          (State or other jurisdiction
                        of incorporation or organization)

                                   41-1293754
                                (I.R.S. Employer
                               Identification No.)

                            5060 SHOREHAM PLACE, #300
                                  SAN DIEGO, CA
                    (Address of Principal Executive Offices)

                                      92122
                                   (Zip Code)

                             1993 STOCK OPTION PLAN

                                       AND

                            1995 STOCK INCENTIVE PLAN
                            (Full title of the plans)

                               E. STEVEN HAMILTON
                        VISTA INFORMATION SOLUTIONS, INC.

                            5060 SHOREHAM PLACE, #300
                               SAN DIEGO, CA 92122

                     (Name and address of agent for service)

                                 (619) 450-6100

                          (Telephone number, including
                        area code, of agent for service)

        APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
           IMMEDIATELY UPON THE FILING OF THIS REGISTRATION STATEMENT

<TABLE>
<CAPTION>
                                              CALCULATION OF REGISTRATION FEE

================================================================================================================================
                                                         PROPOSED MAXIMUM          PROPOSED MAXIMUM

TITLE OF SECURITIES TO BE         AMOUNT TO BE          OFFERING PRICE PER        AGGREGATE OFFERING           AMOUNT OF
        REGISTERED               REGISTERED(1)               SHARE(2)                  PRICE(2)             REGISTRATION FEE

- --------------------------------------------------------------------------------------------------------------------------------
<S>                             <C>                             <C>                       <C>                      <C>
Common Stock, par
value $.01 per share            4,435,563 shares                 $1.09                    $4,834,763.67            $1,670.00
================================================================================================================================

</TABLE>

(1)  In addition, pursuant to Rule 416 under the Securities Act of 1933, as
     amended, this Registration Statement includes an indeterminate number of
     additional shares as may be issuable as a result of anti-dilution
     provisions described herein.

(2)  Estimated solely for the purpose of calculating the amount of the
     registration fee and calculated as follows: (i) with respect to options to
     purchase shares previously granted under the Plans, on the basis of the
     weighted average exercise price of such option grants and (ii) with respect
     to options and incentive awards granted and to be granted under the Plans,
     on the basis of the average between the bid and asked prices of the
     Registrant's Common Stock on July 30, 1996 on the Nasdaq Small-Cap Market.




                                     PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the "Commission") by VISTA Information Solutions, Inc. (the "Company") are
incorporated by reference in this Registration Statement: (1) the Company's
Annual Report on Form 10-K for the year ended December 31, 1995, as amended on
April 29, 1996 and June 28, 1996; (2) the Company's Quarterly Report on Form
10-QSB for the period ended March 31, 1996; (3) all other reports filed by the
Company pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), since December 31, 1995; and (4) the
description of the Company's Common Stock contained in its Registration
Statement on Form 10, including any amendments or reports filed for the purpose
of updating such description.

     All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
which indicates that all shares of Common Stock offered pursuant to this
Registration Statement have been sold or that deregisters all shares of Common
Stock 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.

     The balance sheets of VISTA Information Solutions, Inc. as of December 31,
1995 and 1994 and the statements of operations, changes in stockholders' equity
(deficit) and cash flows for the twelve month period ended December 31, 1995 and
1994, the six month period ended December 31, 1993 and the twelve month period
ended June 30, 1993, are all incorporated herein in reliance on the report of
McGladrey & Pullen, LLP, independent auditors. The separate balance sheet of
VISTA Environmental Information, Inc. as of December 31, 1994 and the statements
of operations, changes in stockholders' equity and cash flows for each of the
three years in the period ended December 31, 1994, are all incorporated herein
in reliance on the report of Deloitte & Touche LLP, independent accountants. All
of such financial statements are included herein and incorporated by reference
in reliance on the reports of such firms given upon their authority as experts
in accounting and auditing. To the extent that McGladrey & Pullen, LLP audits
and reports on the financial statements of VISTA Information Solutions, Inc.
issued at future dates, and consents to the use of their reports thereon, such
financial statements also will be incorporated by reference in the Registration
Statement in reliance upon their reports and said authority.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not applicable -- the Company's Common Stock has been registered under
Section 12 of the Exchange Act as described in Item 3 of this Part II.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article 6 of the Company's Restated Articles of Incorporation limits the
liability of its directors to the fullest extent permitted by the Minnesota
Business Corporation Act (the "MBCA"). Specifically, directors of the Company
will not be personally liable for monetary damages for breach of fiduciary duty
as directors, except liability for (i) any breach of the duty of loyalty to the
Company or its shareholders, (ii) acts or omissions not in good faith or that
involve intentional misconduct or a knowing violation of law, (iii) dividends or
other distributions of corporate assets that are in contravention of certain
statutory or contractual restrictions, (iv) violations of certain Minnesota
securities laws, or (v) any transaction from which the director derives an
improper personal benefit. Liability under federal securities law is not limited
by the Restated Articles.

     Section 6.1 of the Company's Restated Bylaws provide that directors,
officers, committee members and other persons and agents, past or present, of
the Company, shall be indemnified by the Company to the fullest extent permitted
by the MBCA.

     The MBCA requires that the Company indemnify any director, officer or
employee made or threatened to be made a party to a proceeding, by reason of the
former or present official capacity of the person, against judgments, penalties,
fines, settlements and reasonable expenses incurred in connection with the
proceeding if certain statutory standards are met. "Proceeding" means a
threatened, pending or completed civil, criminal, administrative, arbitration or
investigative proceeding, including a derivative action in the name of the
Company. Reference is made to the detailed terms of the Minnesota
indemnification statute (Minn. Stat. ss. 302A.521) for a complete statement of
such indemnification rights. The Company's Restated Articles of Incorporation
also require the Company to provide indemnification to the fullest extent of the
Minnesota indemnification statute.

     Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers or persons controlling the Company
pursuant to the foregoing provisions, the Company is aware that in the opinion
of the Commission such indemnification is against public policy as expressed in
the Securities Act and is, therefore, unenforceable. The Company has obtained
Directors and Officers insurance covering $2,000,000 for each loss with a
self-insured retention of $75,000 for each wrongful act and $5,000 per assured
subject to a maximum of $10,000 for all insureds.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     No securities are to be reoffered or resold pursuant to this Registration
Statement.

ITEM 8.  EXHIBITS.

4.1*     Restated Articles of Incorporation, as amended to date.

4.2**    Restated By-Laws of the Company, as amended to date.

4.3***   Warrant Agreement.

4.4^     Certificate of Designation of the Rights and Preferences of the
         Company's Series B Convertible Preferred Stock.

4.5^^    Certificate of Designation of the Rights and Preferences of the
         Company's Series C Convertible Preferred Stock.

4.6^^    Certificate of Designation of the Rights and Preferences of the
         Company's Series D Convertible Preferred Stock.

5.1+     Opinion and Consent of Oppenheimer Wolff & Donnelly.

23.1+    Consent of McGladrey & Pullen, LLP.

23.2+    Consent of Deloitte & Touche, LLP.

23.3+    Consent of Oppenheimer Wolff & Donnelly (See Exhibit 5.1).

24.1     Power of Attorney (See Signature Page).

99.1+    1993 Stock Option Plan.

99.2+    1995 Stock Incentive Plan.



*        Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form SB-2, as amended on Form S-3, filed October 29, 1995.

**       Incorporated by reference to the exhibits to the Company's Form 10-KSB
         for the fiscal year ending June 30, 1993 (File No. 0-20312).

***      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form 10 (File No. 0-20312).

^        Incorporated by reference to the exhibits to the Company's Form 10-QSB
         for the quarter ended September 30, 1993 (File No. 0-20312).

^^       Incorporated by reference to the exhibits to the Company's Form 8-K
         filed March 7, 1995 (File No. 0-20312).

+        Filed electronically.

ITEM 9.  UNDERTAKINGS.

(a)      The undersigned registrant hereby undertakes:

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

                  (i)      To include any prospectus required by Section
                           10(a)(3) of the Securities Act 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, represents 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) do not
         apply if 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)      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)      Insofar as indemnification for liabilities arising under the Securities
         Act of 1933 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 requirements 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 has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of San Diego, State of California, on July 22, 1996.

                        VISTA INFORMATION SOLUTIONS, INC.

                        By: /s/ Thomas R. Gay
                                Thomas R. Gay
                                Chief Executive Officer


                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Thomas R. Gay and E. Steven Hamilton and
each or any one of them, his true and lawful attorneys-in-fact and agents, each
acting alone, with full powers of substitution and resubstitution, 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 all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, each acting alone, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the premises, as fully to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, 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 has been signed by the following persons on July 22, 1996
in the capacities indicated.

Signature                         Title

/s/ Thomas R. Gay                 President, Chief Executive Officer
Thomas R. Gay                     (principal executive officer) and Direcotr

/s/ E. Steven Hamilton            Chief Financial Officer (principal financial 
E. Steven Hamilton                officer)

/s/ Brian Conn                    Controller (principal accounting officer)
Brian Conn

/s/ Martin F. Kahn                Chairman of the Board
Martin F. Kahn

/s/ James E. Hovis                Director
James E. Hovis

/s/ Robert J. Moeller             Director
Robert J. Moeller

/s/ Jay D. Seid                   Director
Jay D. Seid

/s/ Patrick A. Rivelli            Director
Patrick A. Rivelli



                                INDEX TO EXHIBITS

Exhibit
Number Description                                                      Location
- ------ ------------                                                     --------

4.1    Restated Articles of Incorporation, as amended to date..............(1)

4.2    Restated By-Laws of the Company, as amended to date.................(2)

4.3    Warrant Agreement...................................................(3)

4.4    Certificate of Designation of the Rights and Preferences of
       the Company's Series B Convertible Preferred Stock..................(4)

4.5    Certificate of Designation of the Rights and Preferences of
       the Company's Series C Convertible Preferred Stock..................(5)

4.6    Certificate of Designation of the Rights and Preferences of
       the Company's Series D Convertible Preferred Stock..................(5)

5.1    Opinion and Consent of Oppenheimer Wolff & Donnelly.................(6)

23.1   Consent of McGladrey & Pullen, LLP..................................(6)

23.2   Consent of Deloitte & Touche, LLP...................................(6)

23.3   Consent of Oppenheimer Wolff & Donnelly (See Exhibit 5.1)...........(6)

24.1   Power of Attorney (See Signature Page)..............................(6)

99.1   1993 Stock Option Plan..............................................(6)

99.2   1995 Stock Incentive Plan...........................................(6)



(1)      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form SB-2, as amended on Form S-3, filed October 29, 1995.

(2)      Incorporated by reference to the exhibits to the Company's Form 10-KSB
         for the fiscal year ending June 30, 1993 (File No. 0-20312).

(3)      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form 10 (File No. 0-20312).

(4)      Incorporated by reference to the exhibits to the Company's Form 10-QSB
         for the quarter ended September 30, 1993 (File No. 0-20312).

(5)      Incorporated by reference to the exhibits to the Company's Form 8-K
         filed March 7, 1995 (File No. 0-20312).

(6)      Filed electronically herewith.
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 21597}]
{"company-data": {"conformed-name": "VISTA INFORMATION SOLUTIONS INC", "cik": "0000888793", "assigned-sic": "7389", "irs-number": "411293754", "state-of-incorporation": "MN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-09417", "film-number": "96602705"}, "business-address": {"street1": "5060 SHOREHAM PL. #300", "city": "SAN DIEGO", "state": "CA", "zip": "92122", "phone": "6129340900"}, "mail-address": {"street1": "5060 SHOREHAM PLACE", "street2": "STE 300", "city": "SAN DIEGO", "state": "CA", "zip": "92122"}}
As filed with the Securities and Exchange Commission on August 1, 1996

                           Registration No. 333-______

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT

                                      Under
                           The Securities Act of 1933

                        VISTA INFORMATION SOLUTIONS, INC.
             (Exact name of registrant as specified in its charter)

                                    MINNESOTA
                          (State or other jurisdiction
                        of incorporation or organization)

                                   41-1293754
                                (I.R.S. Employer
                               Identification No.)

                            5060 SHOREHAM PLACE, #300
                                  SAN DIEGO, CA
                    (Address of Principal Executive Offices)

                                      92122
                                   (Zip Code)

                             1993 STOCK OPTION PLAN

                                       AND

                            1995 STOCK INCENTIVE PLAN
                            (Full title of the plans)

                               E. STEVEN HAMILTON
                        VISTA INFORMATION SOLUTIONS, INC.

                            5060 SHOREHAM PLACE, #300
                               SAN DIEGO, CA 92122

                     (Name and address of agent for service)

                                 (619) 450-6100

                          (Telephone number, including
                        area code, of agent for service)

        APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
           IMMEDIATELY UPON THE FILING OF THIS REGISTRATION STATEMENT
CALCULATION OF REGISTRATION FEE

================================================================================================================================
                                                         PROPOSED MAXIMUM          PROPOSED MAXIMUM

TITLE OF SECURITIES TO BE         AMOUNT TO BE          OFFERING PRICE PER        AGGREGATE OFFERING           AMOUNT OF
        REGISTERED               REGISTERED(1)               SHARE(2)                  PRICE(2)             REGISTRATION FEE

- --------------------------------------------------------------------------------------------------------------------------------
Common Stock, par
value $.01 per share            4,435,563 shares                 $1.09                    $4,834,763.67            $1,670.00
================================================================================================================================
(1)  In addition, pursuant to Rule 416 under the Securities Act of 1933, as
     amended, this Registration Statement includes an indeterminate number of
     additional shares as may be issuable as a result of anti-dilution
     provisions described herein.

(2)  Estimated solely for the purpose of calculating the amount of the
     registration fee and calculated as follows: (i) with respect to options to
     purchase shares previously granted under the Plans, on the basis of the
     weighted average exercise price of such option grants and (ii) with respect
     to options and incentive awards granted and to be granted under the Plans,
     on the basis of the average between the bid and asked prices of the
     Registrant's Common Stock on July 30, 1996 on the Nasdaq Small-Cap Market.

                                     PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the "Commission") by VISTA Information Solutions, Inc. (the "Company") are
incorporated by reference in this Registration Statement: (1) the Company's
Annual Report on Form 10-K for the year ended December 31, 1995, as amended on
April 29, 1996 and June 28, 1996; (2) the Company's Quarterly Report on Form
10-QSB for the period ended March 31, 1996; (3) all other reports filed by the
Company pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), since December 31, 1995; and (4) the
description of the Company's Common Stock contained in its Registration
Statement on Form 10, including any amendments or reports filed for the purpose
of updating such description.

     All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this
Registration Statement and prior to the filing of a post-effective amendment
which indicates that all shares of Common Stock offered pursuant to this
Registration Statement have been sold or that deregisters all shares of Common
Stock 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.

     The balance sheets of VISTA Information Solutions, Inc. as of December 31,
1995 and 1994 and the statements of operations, changes in stockholders' equity
(deficit) and cash flows for the twelve month period ended December 31, 1995 and
1994, the six month period ended December 31, 1993 and the twelve month period
ended June 30, 1993, are all incorporated herein in reliance on the report of
McGladrey & Pullen, LLP, independent auditors. The separate balance sheet of
VISTA Environmental Information, Inc. as of December 31, 1994 and the statements
of operations, changes in stockholders' equity and cash flows for each of the
three years in the period ended December 31, 1994, are all incorporated herein
in reliance on the report of Deloitte & Touche LLP, independent accountants. All
of such financial statements are included herein and incorporated by reference
in reliance on the reports of such firms given upon their authority as experts
in accounting and auditing. To the extent that McGladrey & Pullen, LLP audits
and reports on the financial statements of VISTA Information Solutions, Inc.
issued at future dates, and consents to the use of their reports thereon, such
financial statements also will be incorporated by reference in the Registration
Statement in reliance upon their reports and said authority.

ITEM 4.  DESCRIPTION OF SECURITIES.

     Not applicable -- the Company's Common Stock has been registered under
Section 12 of the Exchange Act as described in Item 3 of this Part II.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article 6 of the Company's Restated Articles of Incorporation limits the
liability of its directors to the fullest extent permitted by the Minnesota
Business Corporation Act (the "MBCA"). Specifically, directors of the Company
will not be personally liable for monetary damages for breach of fiduciary duty
as directors, except liability for (i) any breach of the duty of loyalty to the
Company or its shareholders, (ii) acts or omissions not in good faith or that
involve intentional misconduct or a knowing violation of law, (iii) dividends or
other distributions of corporate assets that are in contravention of certain
statutory or contractual restrictions, (iv) violations of certain Minnesota
securities laws, or (v) any transaction from which the director derives an
improper personal benefit. Liability under federal securities law is not limited
by the Restated Articles.

     Section 6.1 of the Company's Restated Bylaws provide that directors,
officers, committee members and other persons and agents, past or present, of
the Company, shall be indemnified by the Company to the fullest extent permitted
by the MBCA.

     The MBCA requires that the Company indemnify any director, officer or
employee made or threatened to be made a party to a proceeding, by reason of the
former or present official capacity of the person, against judgments, penalties,
fines, settlements and reasonable expenses incurred in connection with the
proceeding if certain statutory standards are met. "Proceeding" means a
threatened, pending or completed civil, criminal, administrative, arbitration or
investigative proceeding, including a derivative action in the name of the
Company. Reference is made to the detailed terms of the Minnesota
indemnification statute (Minn. Stat. ss. 302A.521) for a complete statement of
such indemnification rights. The Company's Restated Articles of Incorporation
also require the Company to provide indemnification to the fullest extent of the
Minnesota indemnification statute.

     Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers or persons controlling the Company
pursuant to the foregoing provisions, the Company is aware that in the opinion
of the Commission such indemnification is against public policy as expressed in
the Securities Act and is, therefore, unenforceable. The Company has obtained
Directors and Officers insurance covering $2,000,000 for each loss with a
self-insured retention of $75,000 for each wrongful act and $5,000 per assured
subject to a maximum of $10,000 for all insureds.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

     No securities are to be reoffered or resold pursuant to this Registration
Statement.

ITEM 8.  EXHIBITS.

4.1*     Restated Articles of Incorporation, as amended to date.

4.2**    Restated By-Laws of the Company, as amended to date.

4.3***   Warrant Agreement.

4.4^     Certificate of Designation of the Rights and Preferences of the
         Company's Series B Convertible Preferred Stock.

4.5^^    Certificate of Designation of the Rights and Preferences of the
         Company's Series C Convertible Preferred Stock.

4.6^^    Certificate of Designation of the Rights and Preferences of the
         Company's Series D Convertible Preferred Stock.

5.1+     Opinion and Consent of Oppenheimer Wolff & Donnelly.

23.1+    Consent of McGladrey & Pullen, LLP.

23.2+    Consent of Deloitte & Touche, LLP.

23.3+    Consent of Oppenheimer Wolff & Donnelly (See Exhibit 5.1).

24.1     Power of Attorney (See Signature Page).

99.1+    1993 Stock Option Plan.

99.2+    1995 Stock Incentive Plan.

*        Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form SB-2, as amended on Form S-3, filed October 29, 1995.

**       Incorporated by reference to the exhibits to the Company's Form 10-KSB
         for the fiscal year ending June 30, 1993 (File No. 0-20312).

***      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form 10 (File No. 0-20312).

^        Incorporated by reference to the exhibits to the Company's Form 10-QSB
         for the quarter ended September 30, 1993 (File No. 0-20312).

^^       Incorporated by reference to the exhibits to the Company's Form 8-K
         filed March 7, 1995 (File No. 0-20312).

+        Filed electronically.

ITEM 9.  UNDERTAKINGS.

(a)      The undersigned registrant hereby undertakes:

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

                  (i)      To include any prospectus required by Section
                           10(a)(3) of the Securities Act 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, represents 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) do not
         apply if 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)      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)      Insofar as indemnification for liabilities arising under the Securities
         Act of 1933 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 requirements 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 has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of San Diego, State of California, on July 22, 1996.

                        VISTA INFORMATION SOLUTIONS, INC.

                        By: /s/ Thomas R. Gay
                                Thomas R. Gay
                                Chief Executive Officer

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Thomas R. Gay and E. Steven Hamilton and
each or any one of them, his true and lawful attorneys-in-fact and agents, each
acting alone, with full powers of substitution and resubstitution, 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 all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, each acting alone, full power and authority
to do and perform each and every act and thing requisite or necessary to be done
in and about the premises, as fully to all intents and purposes as he might or
could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, 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 has been signed by the following persons on July 22, 1996
in the capacities indicated.

Signature                         Title

/s/ Thomas R. Gay                 President, Chief Executive Officer
Thomas R. Gay                     (principal executive officer) and Direcotr

/s/ E. Steven Hamilton            Chief Financial Officer (principal financial 
E. Steven Hamilton                officer)

/s/ Brian Conn                    Controller (principal accounting officer)
Brian Conn

/s/ Martin F. Kahn                Chairman of the Board
Martin F. Kahn

/s/ James E. Hovis                Director
James E. Hovis

/s/ Robert J. Moeller             Director
Robert J. Moeller

/s/ Jay D. Seid                   Director
Jay D. Seid

/s/ Patrick A. Rivelli            Director
Patrick A. Rivelli

                                INDEX TO EXHIBITS

Exhibit
Number Description                                                      Location
- ------ ------------                                                     --------

4.1    Restated Articles of Incorporation, as amended to date..............(1)

4.2    Restated By-Laws of the Company, as amended to date.................(2)

4.3    Warrant Agreement...................................................(3)

4.4    Certificate of Designation of the Rights and Preferences of
       the Company's Series B Convertible Preferred Stock..................(4)

4.5    Certificate of Designation of the Rights and Preferences of
       the Company's Series C Convertible Preferred Stock..................(5)

4.6    Certificate of Designation of the Rights and Preferences of
       the Company's Series D Convertible Preferred Stock..................(5)

5.1    Opinion and Consent of Oppenheimer Wolff & Donnelly.................(6)

23.1   Consent of McGladrey & Pullen, LLP..................................(6)

23.2   Consent of Deloitte & Touche, LLP...................................(6)

23.3   Consent of Oppenheimer Wolff & Donnelly (See Exhibit 5.1)...........(6)

24.1   Power of Attorney (See Signature Page)..............................(6)

99.1   1993 Stock Option Plan..............................................(6)

99.2   1995 Stock Incentive Plan...........................................(6)

(1)      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form SB-2, as amended on Form S-3, filed October 29, 1995.

(2)      Incorporated by reference to the exhibits to the Company's Form 10-KSB
         for the fiscal year ending June 30, 1993 (File No. 0-20312).

(3)      Incorporated by reference to the exhibits to the Company's Registration
         Statement on Form 10 (File No. 0-20312).

(4)      Incorporated by reference to the exhibits to the Company's Form 10-QSB
         for the quarter ended September 30, 1993 (File No. 0-20312).

(5)      Incorporated by reference to the exhibits to the Company's Form 8-K
         filed March 7, 1995 (File No. 0-20312).

(6)      Filed electronically herewith.