<PAGE>
As filed with the Securities and Exchange Commission on March 25, 1999
File No. 33-14261
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
POST-EFFECTIVE AMENDMENT NO. 1
To
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
--------------------
SYSTEM SOFTWARE ASSOCIATES, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 36-3144515
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
500 WEST MADISON, 32ND FLOOR
CHICAGO, ILLINOIS 60606 (312) 258-6000
(Address, Including Zip Code, (Telephone Number, Including
of Principal Executive Offices) Area Code, of Principal Executive Offices)
--------------------
SYSTEM SOFTWARE ASSOCIATES, INC.
INCENTIVE STOCK OPTION PLAN
(Full Title of the Plan)
William Stuek
Chief Executive Officer
System Software Associates, Inc.
500 West Madison Street, 32nd Floor
Chicago, Illinois 60606
(Name and Address of Agent For Service)
(312) 258-6000
(Name, address, including zip code, telephone number, including area code, of
agent for service)
--------------------
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Page 1 of 4 pages
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This Post-Effective Amendment No. 1 is being filed to remove from
registration 222,238 shares of common stock, $.0033 par value per share, of
System Software Associates, Inc., which remain unsold at the termination of
the offering of such shares under the System Software Associates, Inc.
Incentive Stock Option Plan (the "Plan"). Such offering has been terminated
in connection with the merger of the Plan into the System Software
Associates, Inc. Long Term Incentive Plan.
Page 2 of 4 pages
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SIGNATURES
THE REGISTRANT. 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 Chicago, State of Illinois, on this
26th day of March, 1999.
SYSTEM SOFTWARE ASSOCIATES, INC.
By: /s/ William Stuek
------------------------------------
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in their
respective capacities on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
- -------------------------------------------------------------------------------
<S> <C> <C>
Chief Executive Officer and
Chairman of the Board of Directors
/s/ William M. Stuek (Principal Executive Officer) March 22, 1999
- -------------------------
William M. Stuek
Executive Vice President, Chief
Financial Officer and Director
(Principal Financial and Accounting
/s/ Lawrence Zimmerman Officer) March 22, 1999
- -------------------------
Lawrence Zimmerman
/s/ William N. Weaver, Jr. Director March 22, 1999
- --------------------------
William N. Weaver, Jr.
</TABLE>
Page 3 of 4 pages
<PAGE>
<TABLE>
<CAPTION>
Signature Title Date
- -------------------------------------------------------------------------------
<S> <C> <C>
/s/ Douglas Smith Director March 22, 1999
- -------------------------
Douglas Smith
/s/ Casey G. Cowell Director March 22, 1999
- -------------------------
Casey G. Cowell
/s/ Andrew J. Flipowski Director March 22, 1999
- -------------------------
Andrew J. Filipowski
</TABLE>
Page 4 of 4 pages
