8-K

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UNITED STATES
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

Date of Report (Date of earliest event reported): May 3, 2005

CIBER, INC.
(Exact name of registrant as specified in its charter)

Delaware	0-23488	38-2046833
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
5251 DTC Parkway, Suite 1400, Greenwood Village, Colorado		80111
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (303) 220-0100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.01. Entry into a Material Definitive Agreement.

        By unanimous written consent adopted on May 3, 2005, and effective July 1, 2005, the board of directors of CIBER, Inc. (the "Company") changed certain components of Director Compensation, including the annual retainer fee, committee meeting fees, and committee chairpersons' fees. An updated Description of Director Compensation is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 5.03. Amendment to Bylaws.

        By unanimous written consent adopted on May 3, 2005, and effective immediately, the board of directors of the Company amended the Company's bylaws. Article VII, Section 1. Certificates and Article VII, Section 6. Transfer of Shares were replaced by Article VII, Section 1. Certificated and Uncertificated Shares and Article VII, Section 6. Transfer of Shares, respectively. The entire amendment is attached as Exhibit 99.2 to this Current Report on Form 8-K.

Item 9.01(c). Exhibits.

99.1

Description of Director Compensation.

99.2

Amendment to the Amended and Restated Bylaws of CIBER, Inc. as adopted May 3, 2005.

SIGNATURE

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

	CIBER, Inc.
Date: May 4, 2005	By:	/s/  DAVID G. DURHAM David G. Durham Chief Financial Officer, Senior Vice President and Treasurer

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 1.01. Entry into a Material Definitive Agreement.
Item 5.03. Amendment to Bylaws.
Item 9.01(c). Exhibits.

SIGNATURE

EX-99.1

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EXHIBIT 99.1

Description of Director Compensation

        All non-employee directors receive shares of CIBER Common Stock valued at approximately $2,500 for each Board and Annual Meeting attended and are paid a $25,000 annual retainer. Effective July 1, 2006, 50% to 100% of the annual retainer must be paid in stock, with the percentage to be set by the individual director on an annual basis. The Chairman of the Audit Committee, the Chairman of the Compensation Committee and the Chairman of the Nominating/Corporate Governance Committee each receive an additional retainer amount of $15,000, $10,000 and $5,000, respectively, due to the additional time needed to fulfill these responsibilities. The Audit Committee Chair compensation is unchanged from previous compensation arrangement. All directors are reimbursed for expenses incurred to attend meetings. The retainer was increased to its current annual level and a meeting fee of $1,500 per committee meeting attended (previously $1,000) was approved in May 2005, with an effective date of July 1, 2005. Non-employee directors received stock options for serving on the Board under the CIBER, Inc. 2004 Incentive Plan (the "Plan") approved by the Company's stockholders at the April 27, 2004 Annual Meeting. Employee directors receive no additional compensation for serving on the Board.

        The Plan provides that options for the Company's Common Stock are authorized for issuance to non-employee directors under the Plan. The Plan is administered by the Board. The Plan provides for an initial grant of options to purchase 20,000 shares of Common Stock to each non-employee director when that director takes office. Each option granted vests in equal annual installments over two years and expires ten years from the date of grant. In addition, after each year of service, each non-employee director receives the grant of an option to purchase 5,000 shares of Common Stock; such options vest fully one year after the date of grant.

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Description of Director Compensation

EX-99.2

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EXHIBIT 99.2

AMENDMENT TO
AMENDED AND RESTATED BYLAWS
OF CIBER, INC.

(Amendment adopted May 3, 2005)

1.

Article VII, Section 1 is hereby amended and restated in its entirety to read as follows:

Section 1. Certificated and Uncertificated Shares.

        Shares of the Corporation's stock may be certificated or uncertificated, as provided under Delaware law. All certificates of stock of the Corporation shall be numbered and shall be entered in the books of the Corporation as they are issued. They shall exhibit the holder's name and number of shares and shall be signed by the Chairman or a Vice Chairman or the President or a Vice President and by the Treasurer or an Assistant Treasurer or the Secretary or an Assistant Secretary. Any or all of the signatures on the certificate may be a facsimile.

2.

Article VII, Section 6 is hereby amended and restated in its entirety to read as follows:

Section 6. Transfer of Shares.

        Transfers of stock shall be made on the books of the Corporation only by the record holder of such stock, or by attorney lawfully constituted in writing, and, in the case of stock represented by a certificate, upon surrender of the certificate.

CERTIFICATE OF SECRETARY OF
CIBER, INC.

The undersigned certified:

        That the undersigned is the duly elected and acting Secretary of CIBER, Inc., a Delaware corporation; and

        That the foregoing Amendment to the Amended and Restated Bylaws of CIBER, Inc. was duly adopted by the Board of Directors of CIBER, Inc., effective on the 3^rd day of May, 2005.

/s/  MAC J. SLINGERLEND Mac J. Slingerlend
Secretary

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AMENDMENT TO AMENDED AND RESTATED BYLAWS OF CIBER, INC. (Amendment adopted May 3, 2005)