content: 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 1, 2001
                                                                  ---------------
  
  
  
                       DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
                       ----------------------------------------
               (Exact Name of Registrant as Specified in its Charter)
  
  
  
  
       Florida                         0-12516                    65-0624640
       -------                         -------                    ----------
  (State  or  Other            (Commission  File  Number)        (IRS  Employer
  Jurisdiction Incorporation)                                     Identification
                                                                    Number)
  
  
  
  
  
   615  Crescent  Executive  Court,  Fifth  Floor,  Lake  Mary,  FL  34210-2801
  
   ----------------------------------------------------------------------------
  (Address  of  Principal  Executive  Offices)                      (Zip  Code)
  
  
  
  
  Registrant's  telephone  number,  including  area code:   (407) 333-5300
                                                            --------------
  
                                     PAGE 1 OF 3
  <PAGE>
  
  ITEM  5.  OTHER  EVENTS.
  
       On  May  2,  2001,  the  Dynamic  Healthcare  Technologies, Inc., a Florida
  corporation (the "Company"), issued a press release announcing it's earnings for
  the  first  quarter  ended  March 31, 2001.  The press release also reports that
  Paul  S.  Glover stepped down from his position as Vice President of Finance and
  that  Brian  Greco  was  appointed  to  fill  the  vacancy  created thereby.  In
  addition, the press release provides information regarding the Company's meeting
  with  analysts  which  will  be  telecast  on the world wide web on May 3, 2001.
  
       A  copy  of  the  press  release  is attached hereto as Exhibit 99.1 and is
  incorporated  herein  by  reference.
  
  
  ITEM  7.  FINANCIAL  STATEMENTS  AND  EXHIBITS.
  
  (a)     Not  Applicable
  
  (b)     Not  Applicable
  
  (c)     Exhibits  required  by  Item  601  of  Regulation  S-K
  
  EXHIBIT  NO.  DESCRIPTION
  -----------   -----------
  99.1          Press  release, issued May 2, 2001, regarding first quarter 2001
                 earnings, the  resignation  and appointment of Vice President of
                 Finance,  and  analyst  meeting.
  
         [Rest of Page Intentionally Blank.  Signatures on following Page.]
  
  
                                     PAGE 2 OF 3
  <PAGE>
  
                                      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  hereunto  duly  authorized.
  
                              DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
  Date:  May  2,  2001        By:   /s/  Brian  Greco
                                   ------------------
                                     Brian  Greco
                                     Vice President  of  Finance  and
                                     Secretary
  
  
                                     PAGE 3 OF 3
  <PAGE>
  
  
                                    EXHIBIT INDEX
                                    -------------
  
  EXHIBIT  NO.    DESCRIPTION
  ------------   -----------
  99.1           Press release, issued  May 2, 2001, regarding first quarter 2001
                 earnings,  the  vacancy  and  appointment  of  Vice  President of
                 Finance,  and  analyst  meeting.
  
  
  <PAGE>
  
  
  
  
  
  
  
                                    EXHIBIT 99.1
                                    ------------
  
  
  
  
  
  
  
  
  <PAGE>
  
  
  Contact:     Dynamic  Healthcare  Technologies  Inc.
               Christopher  Assif  (investors)
               Chief  Executive  Officer
               cassif@dht.com
               --------------
  
               Chris  Willard  (media)
               Director  of  Marketing
               cwillard@dht.com
               ----------------
               800  832  3020
  
  
         DYNAMIC REPORTS FIRST QUARTER 2001 RESULTS AND OPERATIONAL CHANGES
  
  Lake  Mary,  Florida  -  MAY  2,  2001  -  Dynamic Healthcare Technologies, Inc.
  (Nasdaq:  DHTI)  today  announced  results for the first quarter ended March 31,
  2001.  For  the quarter, the Company reported revenues of $6.2 million and a net
  loss  of  $(809,186)  or  $(.04)  per common share, compared to revenues of $6.6
  million  and  net  loss  of  $(349,539)  or $(.02) per common share for the same
  period  one  year  ago.
  
  The  first  quarter  2001  operating loss included non-cash charges for software
  amortization of $310,933, depreciation of $315,646, and goodwill amortization of
  $102,388  for  a  total $728,967.  In addition, the Company reduced new software
  development  that  is  capitalized  by  $475,246  during first quarter 2001 when
  compared with the same period a year ago, as the Company moves toward delivering
  its  new software to client sites.  The non-cash charges together with increased
  collection  activities resulted in positive cash flow from operations during the
  first quarter of 2001.  The first quarter of 2001 represents the Company's tenth
  consecutive  quarter  of  generating  positive  cash  flow  from  operations.
  
  The  Company  also  announced  several  organizational  changes.  Brian  Greco,
  formerly  the  company's controller and a four-year veteran of Dynamic's finance
  operation,  has  been  promoted to the position of Vice President, Finance.  Mr.
  Greco  also becomes the Corporation's Secretary.  Mr. Greco replaces Paul Glover
  who  previously served in this position for the Company.  Also announced was the
  elimination and reallocation of selected middle level management and duplicative
  staff  positions  in the Company.  As fewer than ten of the eliminated positions
  across  the  Company's products were directly involved in the delivery of client
  service,  the  Company does not expect any material affect in either its ability
  to  deliver  service  or  generate  revenues.  Also,  the  Company is seeking to
  sublease  approximately  30,000  square  feet of excess office space in Florida.
  As  a  result  of these changes, the Company will take a restructuring charge in
  the  second quarter of this year.  Operational benefits of these changes will be
  accretive  in  the  third  quarter  of  this  year.
                                       (more)
  
  <PAGE>
  
  DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.  REPORTS FIRST QUARTER 2001 RESULTS AND
  OPERATIONAL  CHANGES
   PAGE  TWO
  
  Christopher Assif, CEO of Dynamic, commented: "During the first quarter, we made
  significant  progress  in  engaging  with  clients  to present our suite of lab,
  radiology,  pathology  and  Internet  products  and  services.  In parallel with
  increased selling efforts, we reviewed and further streamlined our operations in
  early  second quarter to ensure we have experienced people allocated properly to
  meet  client  demand  while delivering consistent, high quality service. Today's
  operational  announcements  are  what we believe the final acts in repositioning
  the  company,  its  products  and  its  people  to  seize  the  ever-increasing
  opportunities  available  to  us."
  
  As  previously  announced, the Company will host a conference call at 10:00 a.m.
  (EST)  on Thursday, May 3, 2001, to discuss these results.  The call will be led
  by  Dynamic's  Chief Executive Officer, Christopher Assif.  Interested investors
  can  access  the call via a webcast through the Company's web site, www.dht.com,
  or  via  the  StreetEvents  web  site,  www.streetevents.com.  Replays  will  be
  available  on  these  web  sites  through  May 21, 2001. Investors interested in
  participating  in the live conference call may dial 415 228 4669 and provide the
  passcode  "DHTI"  five  minutes  prior  to  the  start  of  the  call.
  
  About  Dynamic
  Dynamic  Healthcare  Technologies  makes diagnostic medicine digital through its
  clinical  and  diagnostic  workflow  solutions  for  pathology,  laboratory, and
  radiology  services  in  hospitals,  clinics, and ambulatory care settings.  The
  company's  systems  are  installed  in more than 640 client locations, including
  half  of the nation's "Best Hospitals" and 40% of the "Best Hospitals" in cancer
  treatment  as  reported  in  US  News  and  World  Reports magazine.  Dynamic is
  expanding  its  reach  even  deeper into the care process through Internet-based
  clinical  connectivity  and  application  service provider capabilities marketed
  under  the  name  CoMed.
  
                                         ###
  
  This  press release contains forward looking statements that involve a number of
  risks and uncertainties, including, but not limited to, certain areas beyond the
  Company's  control  with  respect  to  future  business  events  and other risks
  detailed  from  time  to  time  in the Company's filings with the Securities and
  Exchange  Commission.
  
                                   -tables follow-
  <PAGE>
  
  DYNAMIC HEALTHCARE TECHNOLOGIES, INC. REPORTS FIRST QUARTER 2001 RESULTS AND
  OPERATIONAL CHANGES
  PAGE THREE
  
  
                                          SELECTED  FINANCIAL  DATA
                                     DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
                                     CONDENSED  STATEMENTS  OF  OPERATIONS
  <TABLE>
  <CAPTION>
                                                                    THREE MONTHS ENDED
                                                             MARCH 31, 2000      MARCH 31, 2001
                                                          --------------------  ----------------
                                                              (UNAUDITED)         (UNAUDITED)
  <S>                                                     <C>                   <C>
  Operating revenues:
      Computer system equipment sales and support                     417,996   $       328,432
      Application software licenses                                 1,509,683         1,499,177
      Software support                                              2,900,117         2,902,332
      Services and other                                            1,754,282         1,478,216
                                                          --------------------  ----------------
                 Total operating revenues                           6,582,078         6,208,157
                                                          --------------------  ----------------
  Costs and expenses:
      Cost of products sold                                           526,289           541,003
      Software amortization                                           580,021           310,933
      Client services expense                                       2,586,425         2,498,456
      Software development costs                                    1,227,012         1,058,814
      Sales and marketing                                           1,085,825         1,436,950
      General and administrative                                      911,384         1,149,614
                                                                            -                 -
                                                          --------------------  ----------------
                 Total costs and expenses                           6,916,956         6,995,770
                                                          --------------------  ----------------
  Operating income (loss)                                            (334,878)         (787,613)
                                                          --------------------  ----------------
  Other income (expense):
        Interest expense and financing costs                          (40,810)          (69,735)
        Interest income and other                                      26,259            48,162
        Gain/(Loss) on disposal of fixed assets                          (110)               -*
                                                          --------------------  ----------------
                 Total other income (expense)                         (14,661)          (21,573)
                                                          --------------------  ----------------
  Earnings (loss) before income taxes                                (349,539)         (809,186)
  Income taxes                                                              -                 -
                                                          --------------------  ----------------
  Net earnings (loss)                                     $          (349,539)  $      (809,186)
                                                          ====================  ================
  
  Net earnings (loss) available for common shareholders   $          (389,539)  $      (849,186)
                                                          ====================  ================
  
  Weighted average number of common shares outstanding             18,859,357        19,423,662
                                                          ====================  ================
  
  Weighted average number of common and potential
    common shares outstanding assuming full dilution               18,859,357        19,423,662
                                                          ====================  ================
  
  Earnings (loss) per common share basic and diluted      $             (0.02)  $         (0.04)
                                                          ====================  ================
  </TABLE>
  <TABLE>
  <CAPTION>
                                                     CONDENSED  BALANCE  SHEET
                                                DECEMBER 31, 2000    MARCH 31, 2001
                                               -------------------  ----------------
                                                                      (UNAUDITED)
  <S>                                          <C>                  <C>
  ASSETS
  Current assets:
      Cash and cash equivalents                $        3,197,743   $     1,003,595
      Accounts receivable, net                          5,309,700         4,521,735
      Unbilled receivables                              3,633,931         3,642,924
      Contracts receivable - current                      329,255           306,327
      Other current assets                                848,652           653,223
                                               -------------------  ----------------
          Total current assets                         13,319,281        10,127,804
  Property and equipment, net                           3,507,870         3,403,704
  Capitalized software development costs, net           4,093,560         3,827,551
  Goodwill, net                                           847,934           746,047
  Contracts receivable - non-current                      713,052           650,404
  Other assets                                             22,872            10,641
                                               -------------------  ----------------
                                               $       22,504,569   $    18,766,151
                                               ===================  ================
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
      Accounts payable and accrued expenses    $        3,061,461   $     3,025,973
      Deferred revenue                                  5,929,122         5,828,470
      Advance billings                                  1,197,266         1,428,429
      Line of credit                                    2,875,000                 0
      Deferred lease incentives                           190,230           190,230
      Other current liabilities                           380,335           343,871
                                               -------------------  ----------------
          Total current liabilities                    13,633,414        10,816,973
  Deferred lease incentives - non-current                 602,403           554,846
  Other                                                   639,740           574,360
                                               -------------------  ----------------
          Total liabilities                            14,875,557        11,946,179
                                               -------------------  ----------------
  
  Shareholders' equity:
     Series C preferred stock                           1,811,327         1,811,327
     Common stock                                         193,482           194,281
     Warrants                                               3,000             3,000
     Additional paid-in capital                        45,701,122        45,700,469
     Deficit                                          (39,837,199)      (40,646,385)
                                               -------------------  ----------------
     Less: notes receivable from officer                 (242,720)         (242,720)
                                               -------------------  ----------------
          Total shareholders' equity                    7,629,012         6,819,972
                                               -------------------  ----------------
                                               $       22,504,569   $    18,766,151
                                               ===================  ================
  <FN>
  
  
  The financial data should be read in conjunction with the disclosures contained in
  the  Company's  Form  10-K for  the  year  ended  December  31,  2000
  </TABLE>
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 17747}]
metadata_filer: {"company-data": {"conformed-name": "DYNAMIC HEALTHCARE TECHNOLOGIES INC", "cik": "0000720481", "assigned-sic": "7373", "irs-number": "470643468", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12039", "film-number": "1620506"}, "business-address": {"street1": "615 CRESCENT EXECUTIVE COURT FIFTH FL", "city": "LAKE MARY", "state": "FL", "zip": "32751", "phone": "4073335300"}, "mail-address": {"street1": "615 CRESCENT EXECUTIVE COURT", "street2": "5TH FLOOR", "city": "LAKE MARY", "state": "FL", "zip": "32746"}, "former-company": {"former-conformed-name": "TERRANO CORP", "date-changed": "19920703"}}
text: 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 1, 2001
                                                                  ---------------
  
                       DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
                       ----------------------------------------
               (Exact Name of Registrant as Specified in its Charter)
  
       Florida                         0-12516                    65-0624640
       -------                         -------                    ----------
  (State  or  Other            (Commission  File  Number)        (IRS  Employer
  Jurisdiction Incorporation)                                     Identification
                                                                    Number)
  
   615  Crescent  Executive  Court,  Fifth  Floor,  Lake  Mary,  FL  34210-2801
  
   ----------------------------------------------------------------------------
  (Address  of  Principal  Executive  Offices)                      (Zip  Code)
  
  Registrant's  telephone  number,  including  area code:   (407) 333-5300
                                                            --------------
  
                                     PAGE 1 OF 3
  ITEM  5.  OTHER  EVENTS.
  
       On  May  2,  2001,  the  Dynamic  Healthcare  Technologies, Inc., a Florida
  corporation (the "Company"), issued a press release announcing it's earnings for
  the  first  quarter  ended  March 31, 2001.  The press release also reports that
  Paul  S.  Glover stepped down from his position as Vice President of Finance and
  that  Brian  Greco  was  appointed  to  fill  the  vacancy  created thereby.  In
  addition, the press release provides information regarding the Company's meeting
  with  analysts  which  will  be  telecast  on the world wide web on May 3, 2001.
  
       A  copy  of  the  press  release  is attached hereto as Exhibit 99.1 and is
  incorporated  herein  by  reference.
  
  ITEM  7.  FINANCIAL  STATEMENTS  AND  EXHIBITS.
  
  (a)     Not  Applicable
  
  (b)     Not  Applicable
  
  (c)     Exhibits  required  by  Item  601  of  Regulation  S-K
  
  EXHIBIT  NO.  DESCRIPTION
  -----------   -----------
  99.1          Press  release, issued May 2, 2001, regarding first quarter 2001
                 earnings, the  resignation  and appointment of Vice President of
                 Finance,  and  analyst  meeting.
  
         [Rest of Page Intentionally Blank.  Signatures on following Page.]
  
                                     PAGE 2 OF 3
  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  hereunto  duly  authorized.
  
                              DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
  Date:  May  2,  2001        By:   /s/  Brian  Greco
                                   ------------------
                                     Brian  Greco
                                     Vice President  of  Finance  and
                                     Secretary
  
                                     PAGE 3 OF 3
  EXHIBIT INDEX
                                    -------------
  
  EXHIBIT  NO.    DESCRIPTION
  ------------   -----------
  99.1           Press release, issued  May 2, 2001, regarding first quarter 2001
                 earnings,  the  vacancy  and  appointment  of  Vice  President of
                 Finance,  and  analyst  meeting.
  EXHIBIT 99.1
                                    ------------
  Contact:     Dynamic  Healthcare  Technologies  Inc.
               Christopher  Assif  (investors)
               Chief  Executive  Officer
               cassif@dht.com
               --------------
  
               Chris  Willard  (media)
               Director  of  Marketing
               cwillard@dht.com
               ----------------
               800  832  3020
  
         DYNAMIC REPORTS FIRST QUARTER 2001 RESULTS AND OPERATIONAL CHANGES
  
  Lake  Mary,  Florida  -  MAY  2,  2001  -  Dynamic Healthcare Technologies, Inc.
  (Nasdaq:  DHTI)  today  announced  results for the first quarter ended March 31,
  2001.  For  the quarter, the Company reported revenues of $6.2 million and a net
  loss  of  $(809,186)  or  $(.04)  per common share, compared to revenues of $6.6
  million  and  net  loss  of  $(349,539)  or $(.02) per common share for the same
  period  one  year  ago.
  
  The  first  quarter  2001  operating loss included non-cash charges for software
  amortization of $310,933, depreciation of $315,646, and goodwill amortization of
  $102,388  for  a  total $728,967.  In addition, the Company reduced new software
  development  that  is  capitalized  by  $475,246  during first quarter 2001 when
  compared with the same period a year ago, as the Company moves toward delivering
  its  new software to client sites.  The non-cash charges together with increased
  collection  activities resulted in positive cash flow from operations during the
  first quarter of 2001.  The first quarter of 2001 represents the Company's tenth
  consecutive  quarter  of  generating  positive  cash  flow  from  operations.
  
  The  Company  also  announced  several  organizational  changes.  Brian  Greco,
  formerly  the  company's controller and a four-year veteran of Dynamic's finance
  operation,  has  been  promoted to the position of Vice President, Finance.  Mr.
  Greco  also becomes the Corporation's Secretary.  Mr. Greco replaces Paul Glover
  who  previously served in this position for the Company.  Also announced was the
  elimination and reallocation of selected middle level management and duplicative
  staff  positions  in the Company.  As fewer than ten of the eliminated positions
  across  the  Company's products were directly involved in the delivery of client
  service,  the  Company does not expect any material affect in either its ability
  to  deliver  service  or  generate  revenues.  Also,  the  Company is seeking to
  sublease  approximately  30,000  square  feet of excess office space in Florida.
  As  a  result  of these changes, the Company will take a restructuring charge in
  the  second quarter of this year.  Operational benefits of these changes will be
  accretive  in  the  third  quarter  of  this  year.
                                       (more)
  DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.  REPORTS FIRST QUARTER 2001 RESULTS AND
  OPERATIONAL  CHANGES
   PAGE  TWO
  
  Christopher Assif, CEO of Dynamic, commented: "During the first quarter, we made
  significant  progress  in  engaging  with  clients  to present our suite of lab,
  radiology,  pathology  and  Internet  products  and  services.  In parallel with
  increased selling efforts, we reviewed and further streamlined our operations in
  early  second quarter to ensure we have experienced people allocated properly to
  meet  client  demand  while delivering consistent, high quality service. Today's
  operational  announcements  are  what we believe the final acts in repositioning
  the  company,  its  products  and  its  people  to  seize  the  ever-increasing
  opportunities  available  to  us."
  
  As  previously  announced, the Company will host a conference call at 10:00 a.m.
  (EST)  on Thursday, May 3, 2001, to discuss these results.  The call will be led
  by  Dynamic's  Chief Executive Officer, Christopher Assif.  Interested investors
  can  access  the call via a webcast through the Company's web site, www.dht.com,
  or  via  the  StreetEvents  web  site,  www.streetevents.com.  Replays  will  be
  available  on  these  web  sites  through  May 21, 2001. Investors interested in
  participating  in the live conference call may dial 415 228 4669 and provide the
  passcode  "DHTI"  five  minutes  prior  to  the  start  of  the  call.
  
  About  Dynamic
  Dynamic  Healthcare  Technologies  makes diagnostic medicine digital through its
  clinical  and  diagnostic  workflow  solutions  for  pathology,  laboratory, and
  radiology  services  in  hospitals,  clinics, and ambulatory care settings.  The
  company's  systems  are  installed  in more than 640 client locations, including
  half  of the nation's "Best Hospitals" and 40% of the "Best Hospitals" in cancer
  treatment  as  reported  in  US  News  and  World  Reports magazine.  Dynamic is
  expanding  its  reach  even  deeper into the care process through Internet-based
  clinical  connectivity  and  application  service provider capabilities marketed
  under  the  name  CoMed.
  
                                         ###
  
  This  press release contains forward looking statements that involve a number of
  risks and uncertainties, including, but not limited to, certain areas beyond the
  Company's  control  with  respect  to  future  business  events  and other risks
  detailed  from  time  to  time  in the Company's filings with the Securities and
  Exchange  Commission.
  
                                   -tables follow-
  DYNAMIC HEALTHCARE TECHNOLOGIES, INC. REPORTS FIRST QUARTER 2001 RESULTS AND
  OPERATIONAL CHANGES
  PAGE THREE
  
                                          SELECTED  FINANCIAL  DATA
                                     DYNAMIC  HEALTHCARE  TECHNOLOGIES,  INC.
                                     CONDENSED  STATEMENTS  OF  OPERATIONS
  THREE MONTHS ENDED
                                                             MARCH 31, 2000      MARCH 31, 2001
                                                          --------------------  ----------------
                                                              (UNAUDITED)         (UNAUDITED)
  Operating revenues:
      Computer system equipment sales and support                     417,996   $       328,432
      Application software licenses                                 1,509,683         1,499,177
      Software support                                              2,900,117         2,902,332
      Services and other                                            1,754,282         1,478,216
                                                          --------------------  ----------------
                 Total operating revenues                           6,582,078         6,208,157
                                                          --------------------  ----------------
  Costs and expenses:
      Cost of products sold                                           526,289           541,003
      Software amortization                                           580,021           310,933
      Client services expense                                       2,586,425         2,498,456
      Software development costs                                    1,227,012         1,058,814
      Sales and marketing                                           1,085,825         1,436,950
      General and administrative                                      911,384         1,149,614
                                                                            -                 -
                                                          --------------------  ----------------
                 Total costs and expenses                           6,916,956         6,995,770
                                                          --------------------  ----------------
  Operating income (loss)                                            (334,878)         (787,613)
                                                          --------------------  ----------------
  Other income (expense):
        Interest expense and financing costs                          (40,810)          (69,735)
        Interest income and other                                      26,259            48,162
        Gain/(Loss) on disposal of fixed assets                          (110)               -*
                                                          --------------------  ----------------
                 Total other income (expense)                         (14,661)          (21,573)
                                                          --------------------  ----------------
  Earnings (loss) before income taxes                                (349,539)         (809,186)
  Income taxes                                                              -                 -
                                                          --------------------  ----------------
  Net earnings (loss)                                     $          (349,539)  $      (809,186)
                                                          ====================  ================
  
  Net earnings (loss) available for common shareholders   $          (389,539)  $      (849,186)
                                                          ====================  ================
  
  Weighted average number of common shares outstanding             18,859,357        19,423,662
                                                          ====================  ================
  
  Weighted average number of common and potential
    common shares outstanding assuming full dilution               18,859,357        19,423,662
                                                          ====================  ================
  
  Earnings (loss) per common share basic and diluted      $             (0.02)  $         (0.04)
                                                          ====================  ================
  CONDENSED  BALANCE  SHEET
                                                DECEMBER 31, 2000    MARCH 31, 2001
                                               -------------------  ----------------
                                                                      (UNAUDITED)
  ASSETS
  Current assets:
      Cash and cash equivalents                $        3,197,743   $     1,003,595
      Accounts receivable, net                          5,309,700         4,521,735
      Unbilled receivables                              3,633,931         3,642,924
      Contracts receivable - current                      329,255           306,327
      Other current assets                                848,652           653,223
                                               -------------------  ----------------
          Total current assets                         13,319,281        10,127,804
  Property and equipment, net                           3,507,870         3,403,704
  Capitalized software development costs, net           4,093,560         3,827,551
  Goodwill, net                                           847,934           746,047
  Contracts receivable - non-current                      713,052           650,404
  Other assets                                             22,872            10,641
                                               -------------------  ----------------
                                               $       22,504,569   $    18,766,151
                                               ===================  ================
  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities:
      Accounts payable and accrued expenses    $        3,061,461   $     3,025,973
      Deferred revenue                                  5,929,122         5,828,470
      Advance billings                                  1,197,266         1,428,429
      Line of credit                                    2,875,000                 0
      Deferred lease incentives                           190,230           190,230
      Other current liabilities                           380,335           343,871
                                               -------------------  ----------------
          Total current liabilities                    13,633,414        10,816,973
  Deferred lease incentives - non-current                 602,403           554,846
  Other                                                   639,740           574,360
                                               -------------------  ----------------
          Total liabilities                            14,875,557        11,946,179
                                               -------------------  ----------------
  
  Shareholders' equity:
     Series C preferred stock                           1,811,327         1,811,327
     Common stock                                         193,482           194,281
     Warrants                                               3,000             3,000
     Additional paid-in capital                        45,701,122        45,700,469
     Deficit                                          (39,837,199)      (40,646,385)
                                               -------------------  ----------------
     Less: notes receivable from officer                 (242,720)         (242,720)
                                               -------------------  ----------------
          Total shareholders' equity                    7,629,012         6,819,972
                                               -------------------  ----------------
                                               $       22,504,569   $    18,766,151
                                               ===================  ================
  The financial data should be read in conjunction with the disclosures contained in
  the  Company's  Form  10-K for  the  year  ended  December  31,  2000