As filed with the Securities and Exchange Commission on June 9, 1998
                                                    Registration No. 333-
  ---------------------------------------------------------------------------

                      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. 1995 Stock Option Plan
                 --------------------------------------------
                             (Full title of plans)

                             James A. Ungerleider
                     President and Chief Executive Officer
                             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
 Securities      to be      Proposed Maximum       Aggregate        Amount of
   to be       registered    Offering Price     Offering Price    Registration
 Registered        (1)       Per Share (2)           (2)               Fee
 -----------------------------------------------------------------------------
 Common Stock,  1,140,580      $4.4065             $5,025,966        $1,482.66
 $.03 par value    shares
 Common Stock,    574,606                                                (3)
 $.03 par value    shares(3)

(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 4, 1998 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.

(3) The shares were previously registered under the Registrant's  Registration
Statement  on Form S-8  (File  No.  33-60197)  filed on June 13,  1995 and the
amount of the  registration  fee paid therewith and attributable to the shares
included hereunder pursuant to Rule 429(b) is $343.96.


<PAGE>

      Pursuant  to General  Instruction  E to Form S-8,  the  contents  of the
Registration  Statement on Form S-8 (File No.  33-60197)  of Infodata  Systems
Inc. (the "Company"),  as filed by the Company with the Commission on June 13,
1995 and  relating to the  Company's  1995 Stock  Option Plan (the "Plan") and
certain  other  plans,   are  hereby   incorporated  by  reference  into  this
Registration  Statement  on Form S-8.  Furthermore,  pursuant to that  General
Instruction,  filed herewith is (i) the legal opinion and accountants' consent
required to be filed  pursuant to Item 8 of Form S-8; (ii) the signature  page
for this Form S-8; and (iii) an updated copy of the Plan,  filed as an exhibit
to  this  Form  S-8,  reflecting  the  amendments  to  the  Plan  approved  by
shareholders  of the  Company at the Annual  Meeting of  Shareholders  held on
November 5, 1997 (authorizing an additional 500,000 shares of Common Stock for
issuance under the Plan) and May 28, 1998  (permitting the issuance of options
with durations of up to 10 years and authorizing an additional  500,000 shares
of Common Stock for issuance under the Plan).

Item 8.  EXHIBITS.

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

 4              Infodata Systems Inc. 1995 Stock Option Plan, as amended.

 5              Legal opinion, dated June 9, 1998, 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.)


                                       2

<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 City of Fairfax,  Commonwealth of Virginia,
on this 8th day of June, 1998.

                                                   INFODATA SYSTEMS INC.

                                                   By: JAMES A. UNGERLEIDER
                                                       -----------------------
                                                       James A. Ungerleider
                                                       President and Chief
                                                        Executive Officer


                               POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints JAMES A. UNGERLEIDER and CHRISTOPHER P. DETTMAR
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
     ---------                     -----                    ----

 JAMES A. UNGERLEIDER     President, Chief Executive      June 8, 1998
 ----------------------   Officer and Director
 James A. Ungerleider     (Principal Executive
                          Officer)

 CHRISTOPHER P. DETTMAR   Chief Financial Officer         June 8, 1998
 ----------------------   (Principal Financial and
 Christopher P. Dettmar   Accounting Officer)


                                       3

<PAGE>
                          Director
 ----------------------
 Richard T. Bueschel


 ALAN S. FISHER           Director                        June 5, 1998
 ----------------------
 Alan S. Fisher


 LAURENCE C. GLAZER       Director                        June 8, 1998
 ----------------------
 Laurence C. Glazer


 HARRY KAPLOWITZ          Director                        June 8, 1998
 ----------------------
 Harry Kaplowitz


                          Director
 ----------------------
 Robert M. Leopold


 ISAAC M. POLLAK          Director                        June 8, 1998
 ----------------------
 Isaac M. Pollak


 MILLARD H. PRYOR, JR.    Director                        June 8, 1998
 ----------------------
 Millard H. Pryor, Jr.


 RICHARD M. TWOREK        Executive Vice President        June 8, 1998
 ----------------------   and Director
 Richard M. Tworek


                                       4

<PAGE>

                                 EXHIBIT INDEX

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

 4              Infodata Systems Inc. 1995 Stock Option Plan, as amended.

 5              Legal opinion, dated May 28, 1998, 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.)


                                       5
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 9791}]
{"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": "333-56351", "film-number": "98644356"}, "business-address": {"street1": "12150 MONUMENT DR STE 400", "city": "FAIRFAX", "state": "VA", "zip": "22033", "phone": "7039345202"}, "mail-address": {"street1": "12150 MONUMENT DR STE 400", "city": "FAIRFAX", "state": "VA", "zip": "22033"}}
As filed with the Securities and Exchange Commission on June 9, 1998
                                                    Registration No. 333-
  ---------------------------------------------------------------------------

                      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. 1995 Stock Option Plan
                 --------------------------------------------
                             (Full title of plans)

                             James A. Ungerleider
                     President and Chief Executive Officer
                             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
 Securities      to be      Proposed Maximum       Aggregate        Amount of
   to be       registered    Offering Price     Offering Price    Registration
 Registered        (1)       Per Share (2)           (2)               Fee
 -----------------------------------------------------------------------------
 Common Stock,  1,140,580      $4.4065             $5,025,966        $1,482.66
 $.03 par value    shares
 Common Stock,    574,606                                                (3)
 $.03 par value    shares(3)

(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 4, 1998 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.

(3) The shares were previously registered under the Registrant's  Registration
Statement  on Form S-8  (File  No.  33-60197)  filed on June 13,  1995 and the
amount of the  registration  fee paid therewith and attributable to the shares
included hereunder pursuant to Rule 429(b) is $343.96.
Pursuant  to General  Instruction  E to Form S-8,  the  contents  of the
Registration  Statement on Form S-8 (File No.  33-60197)  of Infodata  Systems
Inc. (the "Company"),  as filed by the Company with the Commission on June 13,
1995 and  relating to the  Company's  1995 Stock  Option Plan (the "Plan") and
certain  other  plans,   are  hereby   incorporated  by  reference  into  this
Registration  Statement  on Form S-8.  Furthermore,  pursuant to that  General
Instruction,  filed herewith is (i) the legal opinion and accountants' consent
required to be filed  pursuant to Item 8 of Form S-8; (ii) the signature  page
for this Form S-8; and (iii) an updated copy of the Plan,  filed as an exhibit
to  this  Form  S-8,  reflecting  the  amendments  to  the  Plan  approved  by
shareholders  of the  Company at the Annual  Meeting of  Shareholders  held on
November 5, 1997 (authorizing an additional 500,000 shares of Common Stock for
issuance under the Plan) and May 28, 1998  (permitting the issuance of options
with durations of up to 10 years and authorizing an additional  500,000 shares
of Common Stock for issuance under the Plan).

Item 8.  EXHIBITS.

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

 4              Infodata Systems Inc. 1995 Stock Option Plan, as amended.

 5              Legal opinion, dated June 9, 1998, 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.)

                                       2
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 City of Fairfax,  Commonwealth of Virginia,
on this 8th day of June, 1998.

                                                   INFODATA SYSTEMS INC.

                                                   By: JAMES A. UNGERLEIDER
                                                       -----------------------
                                                       James A. Ungerleider
                                                       President and Chief
                                                        Executive Officer

                               POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints JAMES A. UNGERLEIDER and CHRISTOPHER P. DETTMAR
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
     ---------                     -----                    ----

 JAMES A. UNGERLEIDER     President, Chief Executive      June 8, 1998
 ----------------------   Officer and Director
 James A. Ungerleider     (Principal Executive
                          Officer)

 CHRISTOPHER P. DETTMAR   Chief Financial Officer         June 8, 1998
 ----------------------   (Principal Financial and
 Christopher P. Dettmar   Accounting Officer)

                                       3
Director
 ----------------------
 Richard T. Bueschel

 ALAN S. FISHER           Director                        June 5, 1998
 ----------------------
 Alan S. Fisher

 LAURENCE C. GLAZER       Director                        June 8, 1998
 ----------------------
 Laurence C. Glazer

 HARRY KAPLOWITZ          Director                        June 8, 1998
 ----------------------
 Harry Kaplowitz

                          Director
 ----------------------
 Robert M. Leopold

 ISAAC M. POLLAK          Director                        June 8, 1998
 ----------------------
 Isaac M. Pollak

 MILLARD H. PRYOR, JR.    Director                        June 8, 1998
 ----------------------
 Millard H. Pryor, Jr.

 RICHARD M. TWOREK        Executive Vice President        June 8, 1998
 ----------------------   and Director
 Richard M. Tworek

                                       4
EXHIBIT INDEX

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

 4              Infodata Systems Inc. 1995 Stock Option Plan, as amended.

 5              Legal opinion, dated May 28, 1998, 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.)

                                       5