INTERNATIONAL NETWORK SERVICES
8-K, 1999-05-13
COMPUTER PROGRAMMING SERVICES
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<PAGE>
 
================================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
 
                                  FORM 8-K

 
                               CURRENT REPORT
 
                     Pursuant to Section 13 or 15(d) of
                     the Securities Exchange Act of 1934
 
                                May 11, 1999
                  -----------------------------------------
              Date of Report (date of earliest event reported)


                       International Network Services
           ------------------------------------------------------
           (Exact name of Registrant as specified in its charter)
 

      Delaware                         000-21131                  77-0289509
- ------------------------------------------------------------------------------
(State or other jurisdiction of  (Commission File Number)   (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                                                                            
                            1213 Innsbruck Drive
                        Sunnyvale, California  94089
          --------------------------------------------------------
                  (Address of principal executive offices)
                                        
 
      Registrant's telephone number, including area code:  (408) 542-0100
 
                                      N/A
           ---------------------------------------------------------
         (Former name or former address, if changed since last report)

================================================================================
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Item 5.  Other Events

     On May 11, 1999, International Network Services issued the press release
attached hereto as Exhibit 99.1, which is incorporated herein by reference.

Item 7.  Financial Statements and Exhibits

         (c)  Exhibits.

                99.1    Press Release dated May 11, 1999.
<PAGE>
 
                                  SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                    International Network Services

Dated: May 11, 1999                 By:    /s/ Kevin J. Laughlin
                                       ---------------------------------
                                       Kevin J. Laughlin
                                       Vice President, Finance and 
                                        Chief Financial Officer
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                               INDEX TO EXHIBITS
                               -----------------


 Exhibit
 Number      Description of Document
 ------      -----------------------

   99.1      Press Release dated May 11, 1999.

<PAGE>
 
                                                                    EXHIBIT 99.1
CONTACT:
- ---------
Ann Candelario
INS Investor Relations
(408) 542-0151
ann [email protected]
- ----------------------


            International Network Services No Longer Intends to File
         Registration Statement for Follow-On Offering of Common Stock

SUNNYVALE, CA - May 11, 1999 - International Network Services (NASDAQ: INSS), 
today announced that it no longer intends to file a registration statement with
the Securities and Exchange Commission in connection with a proposed follow-on
public offering of common stock due to a reduced interest by selling
stockholders to participate in the offering. About INS:

International Network Services (INS) is a global provider of network consulting 
and software solutions. INS provides professional services for the full life 
cycle of a network, including planning, design, implementation, operations and 
optimization, and maintains expertise in the most complex network technologies 
and multi-vendor environments. Through its INSoft Division, INS offers industry 
leading software solutions for managing and optimizing application-ready 
networks. As of March 31, 1999, INS had 2,002 employees and provided service 
from 42 locations. INS' headquarters are located at 1213 Innsbruck Drive, 
Sunnyvale, CA 94089. The INS Web site is located at http://www.ins.com. INS is a
public company, trading under the Nasdaq symbol INSS.


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