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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-A


                       FOR REGISTRATION OF CERTAIN CLASSES
                OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                              CHECKFREE CORPORATION
             (Exact name of registrant as specified in its charter)


            DELAWARE                                   31-1013521
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

                           4411 East Jones Bridge Road
                               Norcross, GA 33092



Securities to be registered pursuant to Section 12(b) of the Act:

    Title of each Class              Name of each Exchange on which
    to be so registered              each class is to be registered

    Preferred Stock Purchase Rights   NASDAQ National Market

If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box. [ ]

If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]

Securities to be registered pursuant to Section 12(g) of the Act:      None

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Item 1.           Description of Registrant's Securities to be Registered.
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         On January 31, 1997 the Board of Directors of CheckFree Corporation
(the "Company") authorized and declared a dividend of one preferred stock
purchase right (a "Right") for each share of common stock, par value $.01 per
share, of the Company (the "Common Shares"). The dividend is payable on February
14, 1997 (the "Record Date") to the holders of record of Common Shares as of the
close of business on such date.

         The following is a brief description of the Rights. It is intended to
provide a general description only and is subject to the detailed terms and
conditions of a Rights Agreement (the "Rights Agreement") dated as of January
31, 1997, by and between the Company and KeyCorp Shareholder Services, Inc. as
Rights Agent (the "Rights Agent").

         1.       Common Share Certificates Representing Rights

         Until the Distribution Date (as defined in Section 2 below), (a) the
Rights shall not be exercisable, (b) the Rights shall be attached to and trade
only together with the Common Shares and (c) the stock certificates representing
Common Shares shall also represent the Rights attached to such Common Shares.
Common Share certificates issued after the Record Date and prior to the
Distribution Date shall contain a notation incorporating the Rights Agreement by
reference.

         2.       Distribution Date

         The "Distribution Date" is the earliest of (a) the tenth business day
following the date of the first public announcement that any person (other than
the Company or certain related entities, and with certain additional exceptions)
has become the beneficial owner of 15% or more of the then outstanding Common
Shares (such person is a "15% Stockholder" and the date of such public
announcement is the "15% Ownership Date"), (b) the tenth business day (or such
later day as shall be designated by the Board of Directors) following the date
of the commencement of, or the announcement of an intention to make, a tender
offer or exchange offer, the consummation of which would cause any person to
become a 15% Stockholder or (c) the first date, on or after the 15% Ownership
Date, upon which the Company is acquired in a merger or other business
combination in which the Company is not the surviving corporation or in which
the outstanding Common Shares are changed into or exchanged for stock or assets
of another person, or upon which 50% or more of the Company's consolidated
assets or earning power are sold (other than in transactions in the ordinary
course of business). In calculating the percentage of outstanding Common Shares
that are beneficially owned by any person, such person shall be deemed to
beneficially own any Common Shares issuable upon the exercise, exchange or
conversion of any options, warrants or other securities beneficially owned by
such person; provided, however, that such Common Shares issuable upon such
exercise shall not be deemed outstanding for the purpose of calculating the
percentage of Common Shares that are beneficially owned by any other person.
Notwithstanding the foregoing, no person shall be deemed a "15% Stockholder"
until such person becomes the beneficial owner of a percentage of the then
outstanding Common Shares that is at least 1% more than the percentage of the
outstanding Common Shares beneficially owned by such person on January 31, 1997.
In


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addition, if, after January 31, 1997, any person becomes the beneficial owner of
at least 15% of the then outstanding Common Shares as a result of any increase
in the number of Common Shares issuable upon the exercise, exchange or
conversion of outstanding securities, or any decrease in the number of
outstanding Common Shares resulting from any stock repurchase plan or self
tender offer of the Company, then such person shall not be deemed a "15%
Stockholder" until such person thereafter acquires beneficial ownership of, in
the aggregate, a number of additional Common Shares equal to 1% or more of the
then outstanding Common Shares.

         Upon the close of business on the Distribution Date, the Rights shall
separate from the Common Shares, Right certificates shall be issued and the
Rights shall become exercisable to purchase Preferred Shares as described in
Section 5 below.


         3.   Issuance of Right Certificates

         As soon as practicable following the Distribution Date, separate
certificates representing only Rights shall be mailed to the holders of record
of Common Shares as of the close of business on the Distribution Date, and such
separate Right certificates alone shall represent such Rights from and after the
Distribution Date.

         4.   Expiration of Rights

         The Rights shall expire on January 31, 2007 unless earlier redeemed
or exchanged, unless the Distribution Date has previously occurred and the
Rights have separated from the Common Shares, in which case the Rights will
remain outstanding for ten years.

         5.   Exercise of Rights

         Unless the Rights have expired or been redeemed or exchanged, they may
be exercised, at the option of the holders, pursuant to paragraphs (a), (b) or
(c) below. No Right may be exercised more than once or pursuant to more than one
of such paragraphs. From and after the first event of the type described in
paragraphs (b) or (c) below, each Right that is beneficially owned by a 15%
Stockholder or that was attached to a Common Share that is subject to an option
beneficially owned by a 15% Stockholder shall be void.

                  (a)      Right to Purchase Preferred Shares.

                           From and after the close of business on the
         Distribution Date, each Right (other than a Right that has become void)
         shall be exercisable to purchase one one-hundredth of a share of Series
         A Junior Participating Cumulative Preferred Stock, par value $.01 per
         share, of the Company (the "Preferred Shares"), at an exercise price of
         $95 (Ninety-five dollars) (the "Exercise Price"). Prior to the
         Distribution Date, the Company may substitute for all or any portion of
         the Preferred Shares that would otherwise be issuable upon exercise of
         the Rights, cash, assets or other securities having the same aggregate
         value as such Preferred Shares. The Preferred Shares are nonredeemable
         and, unless otherwise provided


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         in connection with the creation of a subsequent series of preferred
         stock, are subordinate to any other series of the Company's preferred
         stock, whether issued before or after the issuance of the Preferred
         Shares. The Preferred Shares may not be issued except upon the exercise
         of Rights. The holder of a Preferred Share is entitled to receive when,
         as and if declared, the greater of (i) a preferential annual dividend
         of $1.00 per Preferred Share ($.01 per one one-hundredth of a Preferred
         Share); or (ii) cash and non-cash dividends in an amount equal to 100
         times the dividends declared on each Common Share. In the event of
         liquidation, the holders of Preferred Shares shall be entitled to
         receive a liquidation payment in an amount equal to the greater of (1)
         $1.00 per Preferred Share ($.01 per one one-hundredth of a Preferred
         Share), plus all accrued and unpaid dividends and distributions on the
         Preferred Shares, or (2) an amount equal to 100 times the aggregate
         amount to be distributed per Common Share. Each Preferred Share has 100
         votes, voting together with the Common Shares. In the event of any
         merger, consolidation or other transaction in which Common Shares are
         exchanged, the holder of a Preferred Share shall be entitled to receive
         100 times the amount received per Common Share. The rights of the
         Preferred Shares as to dividends, voting and liquidation preferences
         are protected by antidilution provisions. It is anticipated that the
         value of one one-hundredth of a Preferred Share should approximate the
         value of one Common Share; or (ii) cash and non-cash dividends in an
         amount equal to 100 times the dividends declared on each Common Share.

                  (b) Right to Purchase Common Shares of the Company.

                           From and after the close of business on the tenth
         business day following the 15% Ownership Date, each Right (other than a
         Right that has become void) shall be exercisable to purchase, at the
         Exercise Price (initially $95), Common Shares with a market value equal
         to two times the Exercise Price. If the Company does not have
         sufficient Common Shares available for all Rights to be exercised, the
         Company shall substitute for all or any portion of the Common Shares
         that would otherwise be issuable upon the exercise of the Rights, cash,
         assets or other securities having the same aggregate value as such
         Common Shares.

                  (c) Right to Purchase Common Stock of a Successor Corporation.

                           If, on or after the 15% Ownership Date, (i) the
         Company is acquired in a merger or other business combination in which
         the Company is not the surviving corporation, (ii) the Company is the
         surviving corporation in a merger or other business combination in
         which all or part of the outstanding Common Shares are changed into or
         exchanged for stock or assets of another person or (iii) 50% or more of
         the Company's consolidated assets or earning power are sold (other than
         in transactions in the ordinary course of business), then each Right
         (other than a Right that has become void) shall thereafter be
         exercisable to purchase, at the Exercise Price (initially $95), shares
         of common stock of the surviving corporation or purchaser,
         respectively, with an aggregate market value equal to two times the
         Exercise Price.



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         6.       Adjustments to Prevent Dilution

         The Exercise Price, the number of outstanding Rights and the number of
Preferred Shares or Common Shares issuable upon exercise of the Rights are
subject to adjustment from time to time as set forth in the Rights Agreement in
order to prevent dilution. With certain exceptions, no adjustment in the
Exercise Price shall be required until cumulative adjustments require an
adjustment of at least 1%.


         7.       Cash Paid Instead of Issuing Fractional Securities

         No fractional securities shall be issued upon exercise of a Right
(other than fractions of Preferred Shares that are integral multiples of one
one-hundredth of a Preferred Share and that may, at the election of the Company,
be evidenced by depositary receipts) and in lieu thereof, an adjustment in cash
shall be made based on the market price of such securities on the last trading
date prior to the date of exercise.

         8.       Redemption

         At any time prior to the earlier of (a) the tenth business day (or such
later day as shall be designated by the Board of Directors) following the date
of the commencement of, or the announcement of an intention to make, a tender
offer or exchange offer, the consummation of which would cause any person to
become a 15% Stockholder, (b) the tenth business day after the 15% Ownership
Date or (c) the first event of the type giving rise to exercise rights under
Section 5(c) above, the Board of Directors may, at its option, direct the
Company to redeem the Rights in whole, but not in part, at a price of $0.001 per
Right (the "Redemption Price"), and the Company shall so redeem the Rights;
provided, however, that any redemption after there is a 15% Stockholder shall
also require the approval of a majority of those directors of the Company who
were directors prior to such date. Immediately upon such action by the Board of
Directors (the date of such action is the "Redemption Date"), the right to
exercise Rights shall terminate and the only right of the holders of Rights
thereafter shall be to receive the Redemption Price.

         9.       Exchange

         At any time after the 15% Ownership Date and prior to the first date
thereafter upon which a 15% Stockholder shall be the beneficial owner of 50% or
more of the outstanding Common Shares, the Board of Directors may, at its
option, direct the Company to exchange all, but not less than all, of the then
outstanding Rights for Common Shares at an exchange ratio per Right equal to one
Common Share per Right on such Date (the "Exchange Ratio"), and the Company
shall so exchange the Rights. Immediately upon such action by the Board of
Directors, the right to exercise Rights shall terminate and the only right of
the holders of Rights thereafter shall be to receive a number of Common Shares
equal to the Exchange Ratio.



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         10.      No Stockholder Rights Prior to Exercise

         Until a Right is exercised, the holder thereof, as such, shall have no
rights as a stockholder of the Company (other than rights resulting from such
holder's ownership of Common Shares), including, without limitation, the right
to vote or to receive dividends.

         11.      Amendment of Rights Agreement

         The Board of Directors may, from time to time, without the approval of
any holder of Rights, direct the Company and the Rights Agent to supplement or
amend any provision of the Rights Agreement in any manner, whether or not such
supplement or amendment is adverse to any holder of Rights, and the Company and
the Rights Agent shall so supplement or amend such provision; provided, however,
that from and after the earliest of (a) the tenth business day (or such later
day as shall be designated by the Board of Directors) following the date of the
commencement of, or the announcement of an intention to make, a tender offer or
exchange offer, the consummation of which would cause any person to become a 15%
Stockholder, (b) the 15% Ownership Date, (c) the first event of the type giving
rise to exercise rights under Section 5(c) above, or (d) the Redemption Date,
the Rights Agreement shall not be supplemented or amended in any manner that
would materially and adversely affect any holder of outstanding Rights other
than a 15% Stockholder; and provided further that from and after the first date
upon which there shall exist a 15% Stockholder, the Rights Agreement shall not
be supplemented or amended in any manner without the approval of a majority of
the Company's directors who were directors prior to such date.





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Item 2.   Exhibits
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         The Rights Agreement dated as of January 31, 1997, by and between the
Company and KeyCorp Shareholder Services, Inc., as Rights Agent, and which
includes as Exhibit A thereto the form of Certificate of Designations of Series
A Junior Participating Cumulative Preferred Stock, as Exhibit B thereto the form
of Right Certificate and as Exhibit C thereto the Summary of Rights, previously
filed as exhibit 5.1 to the Current Report on Form 8-K (file number 0-26802) is
incorporated herein by reference.


                                    SIGNATURE

         Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the registrant has duly caused this registration statement
to be signed by on its behalf by the undersigned, thereto duly authorized.

                                                 CHECKFREE CORPORATION



                                                      /s/ Peter J. Kight
                                                 -------------------------------
                                                 By:  Peter J. Kight
                                                 Chairman of the Board, 
                                                 President and Chief Executive 
                                                 Officer

Dated:  February 4, 1997



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                                  EXHIBIT INDEX

EXHIBIT NO.


         4.1 Rights Agreement dated as of January 31, 1997 by and between the
Company and KeyCorp Shareholder Services, Inc., as Rights Agent, and which
includes as Exhibit A thereto the form of Certificate of Designations of Series
A Junior Participating Cumulative Preferred Stock, as Exhibit B thereto the form
of Right Certificate and as Exhibit C thereto the Summary of Rights, previously
filed as exhibit 5.1 to the Current Report on Form 8-K (file number 0-26802) is
incorporated herein by reference.