content: SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C.  20549
  
  
                            FORM 8-K
  
  
  
                        CURRENT REPORT
             Pursuant to section 13 of 15(d) of the Securities 
                      Exchange Act of 1934
  
  
            Date of Report (Date of earliest event reported): 
                         February 23, 1999
  
  
  
                     Network Six, Inc.
     (Exact name of registrant as specified in its charter)
  
                 Commission File No. 0-21038
  
      Rhode Island                         05-036-6090       
  (State or other jurisdiction of       (I.R.S. Employer
                                        Identification No.)
    incorporation or organization)
  
  
           475 Kilvert Street, Warwick, Rhode Island  02886
    (Address of principal executive offices, including zip code)
  
                        (401) 732-9000
        (Registrant's telephone number, including area code)
  
  Item 5. Other Events
  
             The February 23, 1999 Press Release of the Registrant 
  attached hereto as EXHIBIT 99 is incorporated herein by reference.
  
  Item 7 (c)    Exhibits
  
  99   Press Release, dated February 23,1999, of Network Six, Inc.
  
  SIGNATURES
  
              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.
  
                                 Network Six, Inc.
                              -----------------------
                                 (Registrant)
  
  Date:  February 24, 1999         By: /s/ Dorothy M. Cipolla
                                          Dorothy M. Cipolla
                                        Chief Financial Officer 
  Network Six, Inc.
  Current Report on Form 8-K
  Dated February 23, 1999
  
  Exhibit Index
  
  Exhibit
     No.                                        Exhibits
  
  99 Press Release dated February 23, 1999
                                               EXHIBIT 99
  
  
  NETWORK SIX REPORTS 161% INCREASE 
  IN ANNUAL NET INCOME
  
  Kenneth C. Kirsch, President and CEO
  Or
  Dorothy M. Cipolla, CFO and Treasurer
  February 23, 1999
  
  
  Warwick, RI: Network Six, Inc. reported net income of $1,061,006, or 
  $.96 per share, for the calendar year ending December 31, 1998, up 
  161%, or $654,056, from the previous year's net income of $406,950, or 
  $.25 per share.  Revenues for the year were $10,399,980, down 9.3%, or 
  $1,060,457, from the previous year's total of $11,460,437.
  
  Kenneth C. Kirsch, President and CEO commented, "We are pleased with 
  our 1998 financial performance.  Gross profit, as a percentage of 
  contract revenue earned, improved to 38%, compared to 25% a year ago 
  when we subcontracted a large portion of our Maine child welfare 
  contract to a third-party.  Net income, as a percentage of contract 
  revenue earned, improved to 10% from 3.6% a year earlier.  Although 
  revenues dropped somewhat from the previous year, we believe that we 
  are well-positioned to capture additional business.  In this regard, we 
  intend to pursue new business in the government sector, particularly in 
  health and human services, where we enjoy an excellent national 
  reputation, as well as in higher education information technology 
  consulting, network services and selected private sector 
  opportunities."
  
  Dorothy M. Cipolla, CFO and Treasurer added, "We are in a stronger 
  position financially than we were a year ago and continue to operate 
  the Company on cash flows from operations.  The fourth quarter of 1998 
  marks our seventh consecutive quarter of profitability."
                 **********************                      
  
  Network Six is a full service systems integrator, providing information 
  technology solutions that enable its customers to become more effective 
  and efficient.  Network Six's services include strategic planning, 
  management consulting, network design, network and application 
  implementation, training, outsourcing, maintenance and support.  Network 
  Six's stock is traded on the NASDAQ SmallCap Market under the symbol 
  NWSS.  Its website is http://www.networksix.com.
  
  This report contains forward-looking statements reflecting the Company's 
  expectations or beliefs concerning future events that could materially 
  affect Company performance in the future.  All forward-looking 
  statements are subject to the risks and uncertainties inherent with 
  predictions and forecasts.  Please refer to the company's forthcoming 
  10K for December 31, 1998 or 10Q's for March 31, June 30, 1998 or 
  September 30, 1998 for more discussion and information.
  
  
  
  The following is a recap of Network Six's operating results and balance 
  sheet:
  
  
  
  
               Network Six, Inc.
               Balance Sheets
         December 31, 1998 and 1997
  
  
  Assets                                        1998           1997
                                               -----           ----
  Current assets:
       Cash                     $           1,442,035 $       1,291,924
       Contract receivables, less allowance for
            doubtful accounts of $69,175 in 1998
            and $50,000 in 1997             1,966,788         2,011,379
       Costs and estimated earnings in excess
            of billings on contracts        1,220,253         1,388,515
       Other assets                           112,433           244,257
                                            ---------         ---------
            Total current assets            4,741,509         4,936,075
                                            ---------         ---------
  
  Property and equipment
       Computers and equipment                590,527           506,484
       Furniture and fixtures                 163,532           167,558
       Leasehold improvements                  20,191            20,191
                                             --------          --------
                                              774,250           694,233
  Less: accum. depreciation and amortization  602,033           627,146
                                             --------          --------
            Net property and equipment        172,217            67,087
  
  Deferred taxes                               37,097           391,475
  
  Contract receivables and costs in excess
       of billings on Hawaii contract       3,459,382         3,459,382
  Other assets                                290,577           438,084
                                            ---------         ---------
                                          $ 8,700,782       $ 9,292,103
                                           ==========        ==========
  
  
  
  
                  Network Six, Inc.
  
              Balance Sheets, continued
              December 31, 1998 and 1997
  
  Liabilities and Stockholders' Equity                  1998       1997
                                                     --------   --------
  Current liabilities:
       Notes payable to bank                      $        - $ 1,160,000
       Current installment of obligations under 
          capital leases                               89,483     82,690
       Accounts payable                                58,456    188,377
       Accrued salaries and benefits                  579,320    449,133
       Accrued subcontractor expense                   24,950  1,352,393
       Note payable - short term                      291,997    163,871
       Other accrued expenses                         320,982    342,465
       Billings in excess of costs and estimated
          earnings on contracts                       341,572    155,754
       Income taxes payable                           771,631     13,338
       Deferred taxes                                  50,926    545,869
       Preferred stock dividends payable              795,992    460,068
                                                    ---------   --------
          Total current liabilities                 3,325,309  4,913,958
                                                    ---------  ---------
  
  Obligations under capital leases, excluding 
          current installments                         38,090    104,003
  Note payable - long term                            952,017    742,239
  Hawaii Payable                                      576,483    576,483
                                                    ---------  ---------
            Total Liabilities                       4,891,899  6,336,683
                                                    ---------  ---------
  Stockholders' equity:    Series A convertible 
         Preferred stock, $3.50 par value        
         Authorized 857,142.85 shares;
         issued and outstanding 714,285.71 shares
         in 1997 and 1996; liquidation of $3.50
         per share plus unpaid and accumulated
         dividends                                 2,235,674  2,235,674
       Common stock, $.10 par value. Authorized
          4,000,000 shares; issued 764,663 shares
          in 1998 and 734,294 in 1997                  76,466     73,429
  Additional paid-on capital                        1,796,284  1,670,939
  Retained earnings (accumulated deficit)            (299,541)(1,024,622)
                                                    --------- ----------
            Total stockholders' equity              3,808,883  2,955,420
            Total Liabilities & Stockholder's 
                  Equity                          $ 8,700,782 $9,292,103
                                                   ==========  =========
  
  
  
  
  
  
  
  
           Network Six, Inc.
  
       Statements of Operations
  Years ended December 31, 1998, 1997 and 1996
  
  
                                        1998         1997         1996
                                     ----------  -----------  -----------
  
  Contract revenue earned         $ 10,399,979 $ 11,460,437 $   7,344,380
  Cost of revenue earned             6,418,678    8,620,097     7,359,649
                                   -----------  -----------  ------------
       Gross profit (loss)           3,981,301    2,840,340      (15,269)
  
  Selling, general & administrative
       Expenses                      2,260,418    2,071,294     2,240,073
  Restructuring                              -            -     (119,436)
                                     ---------    ---------  ------------
       Income (loss) from operations 1,720,883      769,046   (2,135,906)
  
  Other deductions (income)
       Interest expense                125,314      266,030       435,925
       Interest earned                 (78,437)     (31,934)     (38,463)
                                     ---------      --------   ----------
          Income (loss) before
              Income taxes           1,674,006      534,950   (2,533,368)
  
  Income taxes                         613,000      128,000     (775,023)
                                     ---------    ---------   -----------
  
  Net income (loss)              $   1,061,006 $    406,950 $ (1,758,345)
                                   ===========     =========  ===========
  
  Net income (loss)  per share:
  Basic                          $        0.96 $       0.25 $      (2.71)
                                  ============  ===========  ============
  Diluted                        $        0.96 $       0.25 $      (2.71)
                                  ============  ===========  ============
  
  Shares used in computing net income per share:
  Basic                                758,547      729,927       719,317
                                  ============  ===========  ============
  Diluted                              758,547      729,927       719,317
                                  ============  ===========  ============
  
  Preferred dividends declared  $      335,924 $    225,308 $     187,500
                                 =============  ===========  ============
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metadata_filer: {"company-data": {"conformed-name": "NETWORK SIX INC", "cik": "0000726714", "assigned-sic": "7373", "irs-number": "050366090", "state-of-incorporation": "RI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-21038", "film-number": "99548232"}, "business-address": {"street1": "475 KILVERT ST", "city": "WARWICK", "state": "RI", "zip": "02886", "phone": "4017329000"}, "mail-address": {"street1": "475 KILVERT STREET", "city": "WARWICK", "state": "RI", "zip": "02886"}}
text: SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C.  20549
  
                            FORM 8-K
  
                        CURRENT REPORT
             Pursuant to section 13 of 15(d) of the Securities 
                      Exchange Act of 1934
  
            Date of Report (Date of earliest event reported): 
                         February 23, 1999
  
                     Network Six, Inc.
     (Exact name of registrant as specified in its charter)
  
                 Commission File No. 0-21038
  
      Rhode Island                         05-036-6090       
  (State or other jurisdiction of       (I.R.S. Employer
                                        Identification No.)
    incorporation or organization)
  
           475 Kilvert Street, Warwick, Rhode Island  02886
    (Address of principal executive offices, including zip code)
  
                        (401) 732-9000
        (Registrant's telephone number, including area code)
  
  Item 5. Other Events
  
             The February 23, 1999 Press Release of the Registrant 
  attached hereto as EXHIBIT 99 is incorporated herein by reference.
  
  Item 7 (c)    Exhibits
  
  99   Press Release, dated February 23,1999, of Network Six, Inc.
  
  SIGNATURES
  
              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.
  
                                 Network Six, Inc.
                              -----------------------
                                 (Registrant)
  
  Date:  February 24, 1999         By: /s/ Dorothy M. Cipolla
                                          Dorothy M. Cipolla
                                        Chief Financial Officer 
  Network Six, Inc.
  Current Report on Form 8-K
  Dated February 23, 1999
  
  Exhibit Index
  
  Exhibit
     No.                                        Exhibits
  
  99 Press Release dated February 23, 1999
                                               EXHIBIT 99
  
  NETWORK SIX REPORTS 161% INCREASE 
  IN ANNUAL NET INCOME
  
  Kenneth C. Kirsch, President and CEO
  Or
  Dorothy M. Cipolla, CFO and Treasurer
  February 23, 1999
  
  Warwick, RI: Network Six, Inc. reported net income of $1,061,006, or 
  $.96 per share, for the calendar year ending December 31, 1998, up 
  161%, or $654,056, from the previous year's net income of $406,950, or 
  $.25 per share.  Revenues for the year were $10,399,980, down 9.3%, or 
  $1,060,457, from the previous year's total of $11,460,437.
  
  Kenneth C. Kirsch, President and CEO commented, "We are pleased with 
  our 1998 financial performance.  Gross profit, as a percentage of 
  contract revenue earned, improved to 38%, compared to 25% a year ago 
  when we subcontracted a large portion of our Maine child welfare 
  contract to a third-party.  Net income, as a percentage of contract 
  revenue earned, improved to 10% from 3.6% a year earlier.  Although 
  revenues dropped somewhat from the previous year, we believe that we 
  are well-positioned to capture additional business.  In this regard, we 
  intend to pursue new business in the government sector, particularly in 
  health and human services, where we enjoy an excellent national 
  reputation, as well as in higher education information technology 
  consulting, network services and selected private sector 
  opportunities."
  
  Dorothy M. Cipolla, CFO and Treasurer added, "We are in a stronger 
  position financially than we were a year ago and continue to operate 
  the Company on cash flows from operations.  The fourth quarter of 1998 
  marks our seventh consecutive quarter of profitability."
                 **********************                      
  
  Network Six is a full service systems integrator, providing information 
  technology solutions that enable its customers to become more effective 
  and efficient.  Network Six's services include strategic planning, 
  management consulting, network design, network and application 
  implementation, training, outsourcing, maintenance and support.  Network 
  Six's stock is traded on the NASDAQ SmallCap Market under the symbol 
  NWSS.  Its website is http://www.networksix.com.
  
  This report contains forward-looking statements reflecting the Company's 
  expectations or beliefs concerning future events that could materially 
  affect Company performance in the future.  All forward-looking 
  statements are subject to the risks and uncertainties inherent with 
  predictions and forecasts.  Please refer to the company's forthcoming 
  10K for December 31, 1998 or 10Q's for March 31, June 30, 1998 or 
  September 30, 1998 for more discussion and information.
  
  The following is a recap of Network Six's operating results and balance 
  sheet:
  
               Network Six, Inc.
               Balance Sheets
         December 31, 1998 and 1997
  
  Assets                                        1998           1997
                                               -----           ----
  Current assets:
       Cash                     $           1,442,035 $       1,291,924
       Contract receivables, less allowance for
            doubtful accounts of $69,175 in 1998
            and $50,000 in 1997             1,966,788         2,011,379
       Costs and estimated earnings in excess
            of billings on contracts        1,220,253         1,388,515
       Other assets                           112,433           244,257
                                            ---------         ---------
            Total current assets            4,741,509         4,936,075
                                            ---------         ---------
  
  Property and equipment
       Computers and equipment                590,527           506,484
       Furniture and fixtures                 163,532           167,558
       Leasehold improvements                  20,191            20,191
                                             --------          --------
                                              774,250           694,233
  Less: accum. depreciation and amortization  602,033           627,146
                                             --------          --------
            Net property and equipment        172,217            67,087
  
  Deferred taxes                               37,097           391,475
  
  Contract receivables and costs in excess
       of billings on Hawaii contract       3,459,382         3,459,382
  Other assets                                290,577           438,084
                                            ---------         ---------
                                          $ 8,700,782       $ 9,292,103
                                           ==========        ==========
  
                  Network Six, Inc.
  
              Balance Sheets, continued
              December 31, 1998 and 1997
  
  Liabilities and Stockholders' Equity                  1998       1997
                                                     --------   --------
  Current liabilities:
       Notes payable to bank                      $        - $ 1,160,000
       Current installment of obligations under 
          capital leases                               89,483     82,690
       Accounts payable                                58,456    188,377
       Accrued salaries and benefits                  579,320    449,133
       Accrued subcontractor expense                   24,950  1,352,393
       Note payable - short term                      291,997    163,871
       Other accrued expenses                         320,982    342,465
       Billings in excess of costs and estimated
          earnings on contracts                       341,572    155,754
       Income taxes payable                           771,631     13,338
       Deferred taxes                                  50,926    545,869
       Preferred stock dividends payable              795,992    460,068
                                                    ---------   --------
          Total current liabilities                 3,325,309  4,913,958
                                                    ---------  ---------
  
  Obligations under capital leases, excluding 
          current installments                         38,090    104,003
  Note payable - long term                            952,017    742,239
  Hawaii Payable                                      576,483    576,483
                                                    ---------  ---------
            Total Liabilities                       4,891,899  6,336,683
                                                    ---------  ---------
  Stockholders' equity:    Series A convertible 
         Preferred stock, $3.50 par value        
         Authorized 857,142.85 shares;
         issued and outstanding 714,285.71 shares
         in 1997 and 1996; liquidation of $3.50
         per share plus unpaid and accumulated
         dividends                                 2,235,674  2,235,674
       Common stock, $.10 par value. Authorized
          4,000,000 shares; issued 764,663 shares
          in 1998 and 734,294 in 1997                  76,466     73,429
  Additional paid-on capital                        1,796,284  1,670,939
  Retained earnings (accumulated deficit)            (299,541)(1,024,622)
                                                    --------- ----------
            Total stockholders' equity              3,808,883  2,955,420
            Total Liabilities & Stockholder's 
                  Equity                          $ 8,700,782 $9,292,103
                                                   ==========  =========
  
           Network Six, Inc.
  
       Statements of Operations
  Years ended December 31, 1998, 1997 and 1996
  
                                        1998         1997         1996
                                     ----------  -----------  -----------
  
  Contract revenue earned         $ 10,399,979 $ 11,460,437 $   7,344,380
  Cost of revenue earned             6,418,678    8,620,097     7,359,649
                                   -----------  -----------  ------------
       Gross profit (loss)           3,981,301    2,840,340      (15,269)
  
  Selling, general & administrative
       Expenses                      2,260,418    2,071,294     2,240,073
  Restructuring                              -            -     (119,436)
                                     ---------    ---------  ------------
       Income (loss) from operations 1,720,883      769,046   (2,135,906)
  
  Other deductions (income)
       Interest expense                125,314      266,030       435,925
       Interest earned                 (78,437)     (31,934)     (38,463)
                                     ---------      --------   ----------
          Income (loss) before
              Income taxes           1,674,006      534,950   (2,533,368)
  
  Income taxes                         613,000      128,000     (775,023)
                                     ---------    ---------   -----------
  
  Net income (loss)              $   1,061,006 $    406,950 $ (1,758,345)
                                   ===========     =========  ===========
  
  Net income (loss)  per share:
  Basic                          $        0.96 $       0.25 $      (2.71)
                                  ============  ===========  ============
  Diluted                        $        0.96 $       0.25 $      (2.71)
                                  ============  ===========  ============
  
  Shares used in computing net income per share:
  Basic                                758,547      729,927       719,317
                                  ============  ===========  ============
  Diluted                              758,547      729,927       719,317
                                  ============  ===========  ============
  
  Preferred dividends declared  $      335,924 $    225,308 $     187,500
                                 =============  ===========  ============