POLICY MANAGEMENT SYSTEMS CORP
10-K/A, 1995-03-30
INSURANCE AGENTS, BROKERS & SERVICE
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<PAGE> 1


                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549


                                FORM 10-K/A

                    AMENDMENT TO APPLICATION OR REPORT


               Filed pursuant to Section  12, 13 or 15(d) of

                    THE SECURITIES EXCHANGE ACT OF 1934

                For the fiscal year ended December 31, 1993 

                   POLICY MANAGEMENT SYSTEMS CORPORATION
          (Exact name of registrant as specified in its charter)

                              AMENDMENT NO. 1

The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual
Report on Form 10-K for the fiscal year ended December 31, 1993
as set forth in the pages attached hereto:


List all such items, financial statements, exhibits or other
portions amended.
(1)  Item 14
(2)  Form 11-K (401(k) Retirement Savings Plan)


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



                          POLICY MANAGEMENT SYSTEMS CORPORATION
                                      (Registrant)


Date: March 29, 1995         By:  Timothy V. Williams
                                  Executive Vice President, Chief
                                  Financial Officer


<PAGE> 2
                                  PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
          FORM 8-K

Financial Statements and Schedules

     See Index to Consolidated Financial Statements and
Supplementary Data on Page 34.

Exhibits Filed

     Exhibits required to be filed with this Annual Report on Form
10-K or which have been incorporated herein by reference are listed
in the following Exhibit Index.

     Pursuant to Rule 15d-21 promulgated under the Securities
Exchange Act of 1934, the following annual report for the Company's
employee stock purchase plan is filed herewith:

     Form 11-K for the Company's 401(k) Retirement Savings Plan for
the year ended December 31, 1993.

Form 8-K

     The Company filed a report on Form 8-K, dated December 8, 1993
under Item 5.  Other events, relating to a letter issued to the
Company's stockholders, customers and employees, advising them of
recent developments in connection with the Company's audit and its
business.


<PAGE> 3

                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                                 FORM 11-K

                               ANNUAL REPORT

                     Pursuant to Section 15(d) of the
                      Securities Exchange Act of 1934


                For the Fiscal Year Ended December 31, 1993


                   POLICY MANAGEMENT SYSTEMS CORPORATION

                      401(k) RETIREMENT SAVINGS PLAN


             Issuer of securities held pursuant to the Plan is

               POLICY MANAGEMENT SYSTEMS CORPORATION
             One PMS Center, Blythewood, South Carolina 29016 



<PAGE> 4

                 Financial Statements and Exhibits

                                                                    Sequentially
                                                                      Numbered 
                                                                       Pages

Financial Statements of the Plan together with Notes and                  
Independent Public Accountants' Report for the years ended
December 31, 1993 and 1992.......................................      8-18

Schedule I - Assets Held for Investment..........................        20

Schedule II - Transactions or Series of Transactions In Excess of
5% Of The Current Value Of Plan Assets...........................        21

Consent of Independent Public Accountants dated March 15, 1995,
annexed hereto...................................................        22


<PAGE> 5

                                SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of
1934, Policy Management Systems Corporation 401(k) Retirement Savings
Plan Committee has duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.


                           POLICY MANAGEMENT SYSTEMS CORPORATION
                           401(k) Retirement Savings Plan




Date: March 30, 1995         By:  Timothy V. Williams   
                                  Executive Vice President, Chief
                                  Financial Officer



<PAGE> 1

                   POLICY MANAGEMENT SYSTEMS CORPORATION
                      401(k) RETIREMENT SAVINGS PLAN

              (formerly Policy Management Systems Corporation
                          401(k) Retirement Plan)

                           FINANCIAL STATEMENTS
                        AND SUPPLEMENTAL SCHEDULES


              for the years ended December 31, 1993 and 1992

                  With Report of Independent Accountants


<PAGE> 2

                   Policy Management Systems Corporation
                      401(k) Retirement Savings Plan

         INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES

                                __________

                                                            Page

Report of Independent Accountants                             1
 
Financial Statements:

     Statements of Net Assets Available for Plan 
       Benefits, with Fund Information as of
       December 31, 1993 and 1992                           2-3

     Statements of Changes in Net Assets Available for       
        Plan Benefits, with Fund Information for the 
        years ended December 31, 1993 and 1992              4-5

     Notes to Financial Statements                          6-11


Supplemental Schedules:

     Form 5500, Item 27(a) - Schedule of Assets Held 
         for Investment Purposes, December 31, 1993           12

     Form 5500, Item 27(d) - Schedule of Reportable         
        Transactions for the year ended December 31, 1993     13


<PAGE> 3

                     REPORT OF INDEPENDENT ACCOUNTANTS

To the Administrative Committee of                        
  Policy Management Systems Corporation               
  401(k) Retirement Savings Plan

     We have audited the accompanying statements of net assets
available for Plan benefits of the Policy Management Systems
Corporation 401(k) Retirement Savings Plan (formerly the Policy
Management Systems Corporation 401(k) Retirement Plan) (the "Plan)
as of December 31, 1993 and 1992, and the related statements of
changes in net assets available for Plan benefits for the years
then ended.  These financial statements are the responsibility of
the Plan's management.  Our responsibility is to express an opinion
on these financial statements based on our audits.

     We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits
provide a resonable basis for our opinion.

     In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets available
for Plan benefits of the Plan at December 31, 1993 and 1992, and
the changes in net assets available for Plan benefits for the years
then ended, in conformity with generally accepted accounting
principles.

     Our audit was made for the purpose of forming an opinion on
the basic financial statements taken as a whole.  The supplemental
schedules of assets held for investment purposes and reportable
transactions are presented for the purpose of additional analysis
and are not a required part of the basic financial statements but
are supplementary information required by the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974.  The Fund
Information in the statement of net assets available for Plan
benefits and the statement of changes in net assets available for
Plan benefits is presented for purposes of additional analysis
rather than to present the net assets available for Plan benefits
and changes in net assets available for Plan benefits of each fund. 
The supplemental schedules and Fund Information have been subjected
to the auditing procedures applied in our audit of the basic
financial statements and, in our opinion, are fairly stated in all
material respects, in relation to the basic financial statements
taken as a whole.

Atlanta, Georgia                        
November 22, 1994  




<PAGE> 4

<TABLE>
                                  POLICY MANAGEMENT SYSTEMS CORPORATION
                                      401(k) RETIREMENT SAVINGS PLAN
                STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
                                         as of December 31, 1993
       
<CAPTION>                            
                                        U.S.       Puritan    Magellan                 PMSC         Fixed
                            Loan      Government   Mutual      Mutual      Bond        Stock        Income    Forfeiture
                            Fund       Reserves     Fund        Fund       Fund        Fund          Fund      Account       Total  
<S>                       <C>        <C>         <C>         <C>         <C>       <C>            <C>          <C>       <C>
ASSETS

Investments, at current
 value:
  Short-term investments  $          $      260  $   50,195  $   63,926  $         $   233,378    $       69   $ 32,782  $   380,610
  Mutual Funds                        3,162,673   5,401,978   7,402,815                            1,001,555              16,969,021
  Bonds                                                                   101,725                                            101,725
  Common Stock                                                                       6,539,609                   70,229    6,609,838
         Total Investments            3,162,933   5,452,173   7,466,741   101,725    6,772,987     1,001,624    103,011   24,061,194
                                     
Receivables:
  Accrued interest &
   dividends                                          1,056                27,156          192           204                  28,608
  Transfers receivable                  677,661     (51,437)    (34,438)              (597,012)        5,226                       0
  Loans receivable         281,697                                                                                           281,697
  Employer contributions
   receivable                            45,691     (42,608)    (53,654)               277,507        (9,468)                217,468
  Employee contributions
   receivable                               215         303         382                    276            67                   1,243

         Total Receivables 281,697      723,567     (92,686)    (87,710)   27,156     (319,037)       (3,971)                529,016

Cash                                                                                       351             9         88          448

         Total Assets      281,697    3,886,500   5,359,487   7,379,031   128,881    6,454,301       997,662    103,099   24,590,658


LIABILITIES

Accounts payable                          4,093       1,974       3,120                   245            368                   9,800
Accrued forfeitures                        (108)                                      127,431                                127,323
Accrued loan disbursements                  406         841                                                                    1,247
         Total Liabilities                4,391       2,815       3,120               127,676            368                 138,370

Net assets available
   for plan benefits      $281,697   $3,882,109  $5,356,672  $7,375,911  $128,881  $6,326,625     $  997,294   $103,099  $24,452,288

<FN>

The accompanying notes are an integral part of these financial statements.

</TABLE>


<PAGE> 5

<TABLE>

             STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
                                      as of December 31, 1992
                                                                                           
                                    
<CAPTION>
                                                      U.S.      Puritan     Magellan                PMSC
                                          Loan      Government   Mutual      Mutual      Bond       Stock    
                                          Fund       Reserves     Fund        Fund       Fund       Fund      Total   
<S>                                   <C>        <C>         <C>         <C>         <C>       <C>            <C>
ASSETS

Investments, at current value:
  Short-term investments                         $   29,355  $       96  $       82            $   446,835    $   476,368
  Mutual Funds                                    4,222,440   3,653,006   5,345,807                            13,221,253
  Bonds                                                                              $124,750                     124,750
  Common Stock                                                                                  13,577,885     13,577,885
         Total Investments                        4,251,795   3,653,102   5,345,889   124,750   14,024,720     27,400,256
                                     
Receivables:
  Accrued interest & dividends                                                         21,379                      21,379
  Transfers receivable                               (6,033)     (2,624)    (19,191)      (79)      28,294            367
  Loans receivable                    $ 217,777       4,271      (2,414)     (1,731)                   (25)       217,878
  Employer contributions receivable                                                                126,054        126,054
  Employee contributions receivable                   5,249       4,526        (985)                28,815         37,605
         Total Receivables              217,777       3,487        (512)    (21,907)   21,300      183,138        403,283

Cash                                                     38          27          41                  1,242          1,348
Other Assets                                                                                         8,802          8,802

         Total Assets                   217,777   4,255,320   3,652,617   5,324,023   146,050   14,217,902     27,813,689


LIABILITIES

Accounts payable                                     12,095       3,767       1,911                126,801        144,574
Accrued forfeitures                                     328                                        573,498        573,826
         Total Liabilitie                            12,423       3,767       1,911                700,299        718,400

Net assets available
   for plan benefits                  $ 217,777  $4,242,897  $3,648,850  $5,322,112  $146,050  $13,517,603    $27,095,289

<FN>
The accompanying notes are an integral part of these financial statements.

</TABLE>

<PAGE> 6

<TABLE>

                                  POLICY MANAGEMENT SYSTEMS CORPORATION
                                     401 (k) RETIREMENT SAVINGS PLAN
               STATEMENT OF CHANGES IN NET ASSETS FOR PLAN BENEFITS, WITH FUND INFORMATION
                                   for the year ended December 31, 1993


<CAPTION>
                                         U.S.       Puritan    Magellan                PMSC         Fixed
                             Loan      Government   Mutual      Mutual      Bond       Stock        Income    Forfeiture
                             Fund       Reserves     Fund        Fund       Fund       Fund          Fund      Account       Total
<S>                       <C>        <C>         <C>         <C>         <C>        <C>           <C>        <C>        <C>    
Additions to net assets
   attributed to:
 Investment Income:                
   Net appreciation
    (depreciation) in market
    value                                        $  247,229  $  709,737  $   2,644  $(8,362,002)  $ (12,634) $ (58,616) $(7,473,642)
   Dividends and interest $          $   97,405     634,846     683,271      5,777        2,894      71,448        361    1,496,002
                                         97,405     882,075   1,393,008      8,421   (8,359,108)     58,814    (58,255)  (5,977,640)

 Cash Contributions:
   Employer                              63,050                                       2,065,361                           2,128,411
   Employee                             675,686   1,309,612   1,700,163               1,206,215     376,032               5,267,708
                                        738,736   1,309,612   1,700,163               3,271,576     376,032               7,396,119

 Transfers                             (463,631)    243,242      93,925                (557,903)    704,141    171,117      190,891
 Loan repayments            (87,040)      7,254      25,885      42,109                  20,248       5,131                  13,587
 Other additions                          1,148                                           2,806                               3,954
      Total Additions       (87,040)    380,912   2,460,814   3,229,205      8,421   (5,622,381)  1,144,118    112,862    1,626,911

Deductions (Additions) from net 
 assets attributed to:
   Distributions             33,290     680,371     667,257   1,051,582     25,669    1,249,912     125,790               3,833,871
   Forfeitures                              711         280         281                 194,605                             195,877
   Loan disbursements      (184,250)     28,031      37,009      52,225                  27,862      13,645                 (25,478)
   Other deductions                      32,587      48,446      71,318        (79)      96,218       7,389      9,763      265,642
      Total Deductions     (150,960)    741,700     752,992   1,175,406     25,590    1,568,597     146,824      9,763    4,269,912

Net increases (decreases)    63,920    (360,788)  1,707,822   2,053,799    (17,169)  (7,190,978)    997,294    103,099   (2,643,001)

Net assets available for plan
 benefits
    Beginning of year       217,777   4,242,897   3,648,850   5,322,112    146,050   13,517,603                          27,095,289
    End of year           $ 281,697  $3,882,109  $5,356,672  $7,375,911  $ 128,881  $ 6,326,625   $ 997,294  $ 103,099  $24,452,288

<FN>

The accompanying notes are an integral part of these financial statements.

</TABLE>


<PAGE> 7

<TABLE>

          STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
                                   for the year ended December 31, 1992

<CAPTION>
                                                    U.S.      Puritan    Magellan                 PMSC           
                                        Loan     Government   Mutual      Mutual       Bond       Stock          
                                        Fund      Reserves     Fund        Fund        Fund       Fund         Total    
<S>                                  <C>        <C>         <C>         <C>         <C>        <C>            <C>       
Additions to net assets attributed to:
 Investment Income:                
   Net appreciation (depreciation)
     in market value                                        $  114,693  $ (380,047) $   1,737  $ 2,386,358   $ 2,122,741
   Dividends and interest            $     208  $  157,712     323,080     722,213      5,334        1,689     1,210,236
                                           208     157,712     437,773     342,166      7,071    2,388,047     3,332,977

 Cash Contributions:
   Employer                                                                                      1,341,057     1,341,057
   Employee                                        977,344     998,004   1,497,506                 684,779     4,157,633
                                                   977,344     998,004   1,497,506               2,025,836     5,498,690

 Transfers from other plans                        156,629                             27,888    1,773,816     1,958,333
 Transfers                              67,045    (786,942)    161,439     269,470       (310)     359,865        70,567
 Loan related transfers                (56,651)     35,385      19,469      31,730                  12,163        42,096

      Total Additions                   10,602     540,128   1,616,685   2,140,872     34,649    6,559,727    10,902,663

Deductions (Additions) from net  
 assets attributed to:
   Distributions                        19,110   1,191,776     380,953     620,601     12,050      793,381     3,017,871
   Forfeitures                                      (7,139)       (418)     (1,045)      (300)     (17,642)      (26,544)
   Loan disbursements                  (94,169)     33,077      13,617      15,364                   3,436       (28,675)
   Other deductions                     13,788      32,888      17,655      28,570      1,740       55,536       150,177
      Total Deductions                 (61,271)  1,250,602     411,807     663,490     13,490      834,711     3,112,829

Net increases (decreases), before
 change in accounting principle         71,873    (710,474)  1,204,878   1,477,382     21,159    5,725,016     7,789,834
Cumulative effect of a change in
 accounting principle                              571,801      96,269     134,609      3,725      157,923       964,327
Net increases (decreases)               71,873    (138,673)  1,301,147   1,611,991     24,884    5,882,939     8,754,161

Net assets available for plan benefits
    Beginning of year                  145,904   4,381,570   2,347,703   3,710,121    121,166    7,634,664    18,341,128
    End of year                      $ 217,777  $4,242,897  $3,648,850  $5,322,112  $ 146,050  $13,517,603   $27,095,289

<FN>

The accompanying notes are an integral part of these financial statements.

</TABLE>



<PAGE> 8

                                   NOTES TO FINANCIAL STATEMENTS
                                              _______

1.   Establishment of Plan

     The Board of Directors of Policy Management Systems Corporation
     (the "Company") established the Policy Management Systems
     Corporation 401(k) Retirement Savings Plan (formerly the Policy
     Management Systems Corporation 401(k) Retirement Plan) (the "Plan")
     to provide a before-tax savings retirement program for all eligible
     employees of the Company. The Plan, which became effective on April
     1, 1990, replaced the retirement plan portion of the Stock Purchase
     Savings Program for Employees of Policy Management Systems
     Corporation. Also, the related retirement plans of Advanced System
     Application, Inc. (ASA) and Mandat Computer Corporation (MDC), both
     wholly-owned subsidiaries of the Company, were merged into the Plan
     effective January 1, 1991 and July 1, 1991, respectively. The Plan
     is subject to the requirements of the Employee Retirement Income
     Security Act of 1974 (ERISA).

     On December 31, 1992 the Stock Purchase Savings Program for
     Employees of Policy Management Systems Corporation was merged into
     the Plan and all the assets available to Participants were
     transferred into the Plan.  The Plan merger was recorded in the
     Statement of Changes in Net Assets Available for Plan Benefits by
     reflecting the transfer of assets of $1,958,333 from the Stock
     Purchase Savings Program for employees of Policy Management Systems
     Corporation as a single line item. 

2.   Plan Description

     General

     The following description of the Plan is provided for general
     information purposes only.  Participants should refer to the plan
     document for a more complete description of the Plan's provisions.

     Eligibility

     All employees of the Company and its participating affiliates, who
     are U.S. citizens or U.S. residents, who have attained the age of
     18, and who have completed any six-consecutive-month period of
     employment during which they have completed at least 500 Hours of
     Service are eligible to participate in the Plan. A Participant who
     chooses not to enroll in the Plan when they are first eligible may
     elect to participate at a later date, in accordance with the terms
     of the Plan.

<PAGE> 9

                              NOTES TO FINANCIAL STATEMENTS, Continued
                                              _______

2.   Plan Description, Continued:

     Contributions

     Prior to the merger of the Stock Purchase Savings Program into the
     Plan, Participants could make before-tax contributions through
     payroll deductions, in two percent increments, of up to 10% of
     their eligible earnings. In no event, however, could the before-tax
     contributions for a calendar year exceed the lesser of 10% of the
     Participant's eligible earnings or the dollar limit established by
     law.

     Subsequent to the merger of the Stock Purchase Savings Program into
     the Plan, Participants may make contributions through payroll
     deductions, in two percent increments, of up to 10% of their
     eligible earnings on either a before-tax basis or an after-tax
     basis ("Basic Before-Tax and After-Tax Contributions"), or a
     combination of both.  In addition, Participants may elect to make
     Additional Before-Tax or After-Tax Contributions of 2% or 4%. 
     Additional Contributions are not eligible for Employer Matching
     Contributions.  The Participant's combined Basic and Additional
     Before-Tax and After-Tax Contributions may not exceed 10% of a
     Participant's eligible earnings.

     Prior to the merger of the Stock Purchase Savings Program into the
     Plan, each calendar month the Company contributed a matching amount
     equal to 50% of a Participant's first 6% of contributions.
     Subsequent to the merger of the Stock Purchase Savings Program into
     the Plan, the Company will contribute a matching amount equal to
     50% of a Participant's first 6% of Basic Before-Tax Contributions
     or Basic After-Tax Contributions, but not both.  The Company will
     not match any Additional Before-Tax Contributions or any Additional
     After-Tax Contributions.  The Employer Matching Contribution is
     allocated to the Participant's account as of December 31 each year
     only if the Participant is actively employed on December 31 and has
     worked 1,000 or more hours during the Plan Year. Prior to October
     1993, the Employer Matching Contributions were invested by the
     Trustee in Policy Management Systems Corporation common stock.  By
     directive of the Administrative Committee of the Plan, Employer
     Matching Contributions made after October 1993 were, and continue
     to be, invested in the Fidelity Retirement Government Money Market
     Fund.

     Investment Elections

     Each Participant is required to submit an election form to the Plan
     Administrator designating the allocation of the Participant's
     contributions among the Plan's investment funds in multiples of 5%.

<PAGE> 10

                              NOTES TO FINANCIAL STATEMENTS, Continued
                                              _______

2.   Plan Description, Continued:

     In addition, Participants may change the investment of
     contributions and may move their vested balances among investment
     funds once each quarter effective at the beginning of each calendar
     quarter if they notify the Plan Administrator in writing at least
     30 days prior to the effective date of the change.

     In addition to the contributions specified above, Participants who
     receive a qualified distribution under section 401(a) of the
     Internal Revenue Code of 1986 as amended (the "Code"), from any
     other tax qualified plan, may have all or part of such distribution
     transferred into the Plan. Such rollover contributions are subject
     to tax regulations imposed by the Code.

     Vesting

     A Participant is always 100% vested in his or her Before-Tax
     Contribution Account, After-Tax Contribution Account and Rollover
     Account.  A Participant will become fully vested in his or her
     Employer Matching Contribution Account when the first of the
     following occurs:  the Participant obtains five years of Credited
     Service; the Participant reaches his or her Normal Retirement Date;
     the Participant becomes Permanently Disabled; or on the date of the
     Participant's death.

     Forfeiture Allocations

     All Participant forfeitures are used to reduce future Employer
     Matching Contributions to the Plan.

     Benefit Payments

     Prior to the merger of the Stock Purchase Savings Program into the
     Plan, the Plan required that a Participant's Before-Tax
     Contributions, Rollover Contributions and vested Employer Matching
     Contributions remain in the Plan until the Participant's death,
     permanent disability, legal retirement age or termination of
     employment, unless a withdrawal of such funds qualified as a
     "hardship" withdrawal or Qualified Domestic Relations Order (QDRO).
     Eligible Participants could, however, request a loan from their
     vested Before-Tax and Rollover Accounts. A Participant's After-Tax
     Contributions, if any, were available for inservice withdrawal. All
     distributions from the Plan were made in the form of cash and or
     securities as credited to a Participant's account.

     Subsequent to the merger of the Stock Purchase Savings Program into
     the Plan, the Participant's After-Tax Contributions may be

<PAGE> 11

                              NOTES TO FINANCIAL STATEMENTS, Continued
                                              _______

2.   Plan Description, Continued:

     withdrawn at any time upon written request of the Participant.  In
     addition, a Participant may withdraw all or any part of his or her
     vested Employer Contributions transferred to the Plan from the
     Stock Purchase Savings Program and the vested Employer Matching
     Contributions on his or her Basic After-Tax Contributions, but only
     to the extent that such contributions have been in the Plan or the
     Stock Purchase Savings Program for at least two full Plan Years
     after the Plan Year in which such contributions were made.

     Administrative Fees

     Administrative expenses of the Plan may be paid out of Plan assets
     if not paid by the Company.


3.   Significant Accounting Policies

     Basis of Accounting

     The accompanying financial statements have been prepared on the
     accrual basis in accordance with generally accepted accounting
     principles.

     Change in Accounting Method

     In accordance with guidance issued by the American Institute of
     Certified Public Accountants in 1993, the Plan has changed its
     method of accounting for distributions such that all amounts
     elected to be withdrawn and distributed from the Plan by
     participants are no longer recorded as a liability in the Statement
     of Net Assets Available for Plan Benefits.  The effect of the
     change was to increase the net assets available for plan benefits
     as of January 1, 1992 by $964,327. As of December 31, 1993 and
     1992, $7,118 and $15,909 have been allocated to accounts of persons
     who have withdrawn from participation in the earnings and
     operations of the Plan, but for which disbursement of those funds
     from the Plan has not yet been made. The following is a
     reconciliation to the amounts reported on Form 5500:

<PAGE> 12

                              NOTES TO FINANCIAL STATEMENTS, Continued
                                              _______

3.   Significant Accounting Policies, Continued:

         Net assets available for plan       1993               1992
           benefits as stated in the  
           financial statements         $24,452,288       $ 27,095,289 

         Less: Distributions payable         (7,118)          (15,909)

         Net assets available for plan
           benefits per Form 5500      $ 24,445,170      $ 27,079,380

     In addition, the report differs from the Form 5500 by the same
     amount for benefit payments on the Statement of Changes in Net
     Assets.

     Investments

     The Plan invests in open-ended funds managed by Fidelity
     Investments with the exception of the PMSC Stock and Forfeiture
     Fund.  Each fund is valued at quoted market prices to determine a
     current fund value. Investments in securities for which exchange
     quotations are readily available are valued at the last sale price,
     or, if no sale, at the closing bid price.  Debt securities are
     valued in the same manner or in some other manner, if, in the
     opinion of the Board of Trustees, such other manner would more
     accurately reflect the fair value of such debt securities. 
     Short-term investments are valued either at amortized cost or
     original cost plus accrued interest, both of which approximate
     market value.

     The Plan's investments, including the related party interest in
     Policy Management Systems Corporation common stock, are held by a
     bank-administered trust fund.  The Plan presents in the statement
     of changes in net assets available for plan benefits the net
     appreciation (depreciation) in the fair value of its investments
     which consists of the realized gains or losses and the unrealized
     appreciation (depreciation) on those investments.

     In 1993, the Plan added a Fixed Income Fund investment option.  The
     Plan also established a Forfeiture Account to hold forfeitures of
     employer contributions.  Additionally, by directive of the
     Administrative Committee of the Plan, the PMSC Stock Fund was
     closed for the investment of contributions made after October 1993.

4.   Tax Status

     The Plan is intended to be qualified under Sections 401(k) and
     401(a) of the Code. The Company intends to submit the plan for a 

<PAGE> 13

                              NOTES TO FINANCIAL STATEMENTS, Continued
                                              _______

4.   Tax Status, Continued:

     determination letter from the Internal Revenue Service in early
     1995. In the opinion of management, the Plan was designed and is
     operated in a manner that qualified it for tax-exempt status. 

5.   Termination of Plan

     The Company expects and intends to continue the Plan in force
     indefinitely, but has reserved the right to amend or terminate the
     Plan as necessary. If the Plan were to be terminated, Participants
     would become fully vested and all assets of the Plan would be
     distributed to the individual Participants based upon the vested
     balances in their individual account at date of termination.
     
6.   Subsequent Events

     On January 1, 1994, the Cybersaver 401(k) Plan for Employees of
     Cybertek Corporation (the "Cybersaver Plan") was merged into the
     Plan and all the assets available to Participants in the Cybersaver
     Plan were transferred into the Plan, increasing Plan assets by
     approximately $6,200,000.

<PAGE> 14

                                       SUPPLEMENTAL SCHEDULES

<PAGE> 15

<TABLE>

                               POLICY MANAGEMENT SYSTEMS CORPORATION
                                   401(k) RETIREMENT SAVINGS PLAN
                           FORM 5500, ITEM 27(a)-SCHEDULE OF ASSETS HELD 
                                      FOR INVESTMENT PURPOSES
                                         December 31, 1993
<CAPTION>
                                                                                    Current
Identity of Issue     Description of Investment                           Cost       Value
<S>                   <C>                                             <C>          <C>                           
Fidelity              3,162,673 units Fidelity Money Market Trust        
U.S. Government       Retirement Government Money Market Portfolio    $ 3,162,673  $ 3,162,673
Reserves
                      260 units Valiant General Fund #62                      260          260

Fidelity              342,983 units Fidelity Puritan Fund, Inc.         4,942,661    5,401,978
Puritan Fund            
                      50,195 units Dreyfus Cash Management Plus            50,195       50,195

Fidelity              104,486 units Fidelity Magellan Fund, Inc.        6,823,482    7,402,815
Magellan Fund 
                      63,553 units Dreyfus Cash Management Plus            63,553       63,553

                      373 units Valiant General Fund #62                      373          373

Series EE Bonds       204,350 units United States Savings Bonds,          101,725      101,725
Account               Series EE, 5.58% to 7.5%, maturing at
                      various dates through December 1, 2017

PMSC                  210,947 shares Policy Management Systems 
Stock Fund            Corporation Common Stock *                        9,191,655    6,539,343
                        
                      192,191 units Valiant General Fund #62              192,121      192,121

                      41,257 units Dreyfus Cash Management Plus            41,257       41,257 

                      152 shares The Seibels Bruce Group 
                      Incorporated Common Stock                             2,178          266

Fixed Income          96,026 units First Union Funds
Account               Fixed Income Portfolio Trust                      1,016,165    1,001,555

                      69 units Valiant General Fund #62                        69           69   

Forfeiture            32,782 units Valiant General Fund #62                32,782       32,782
Account
                      2,265 shares Policy Management Systems
                      Corporation Common Stock *                          128,506       70,229
                                                                      $28,749,655  $24,061,194
<FN>

*Indicates party-in-interest to the Plan. 

Note:
The Valiant General Fund #62 and Dreyfus Cash Management Plus represents funds held in a money market account
for the purpose of paying administrative expenses related to the purchasing and selling of investments.

</TABLE>

<PAGE> 16

<TABLE>

                               POLICY MANAGEMENT SYSTEMS CORPORATION
                                   401(k) RETIREMENT SAVINGS PLAN
                    FORM 5500, ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
                                FOR THE YEAR ENDED DECEMBER 31, 1993

<CAPTION>
                                                                                       Value of
Identity of                                                                            Asset on  
Party                                                         Selling      Cost of    Transaction    Net Gain 
Involved          Description of Assets                        Price        Asset         Date        (Loss)
<S>               <C>                                     <C>            <C>         <C>          <C>              
Fidelity U.S.     Sales:
Government        1,709,650 units Fidelity U.S. Government
Reserves            Reserves                              $1,709,650     $1,709,650  $1,709,650   $      -
Fund               

Fidelity          Purchases:
Puritan           1,594,574 units First Union Master
Fund                Reserve Trust                                -        1,594,574   1,594,574          -

                  136,475 units Fidelity Puritan Fund, Inc.      -        2,168,068   2,168,068          -

                  Sales: 
                  1,594,670 units First Union Master
                    Reserve Trust                          1,594,670      1,594,670   1,594,670          -

Fidelity          Purchases: 
Magellan          1,943,751 units First Union Master       
Fund                Reserve Trust                                -        1,943,751   1,943,751          -

                  34,834 units Fidelity Magellan Fund, Inc.      -        2,431,521   2,431,521          -

                  Sales:
                  1,943,833 units First Union Master
                    Reserve Trust                          1,943,833      1,943,833   1,943,833          -

PMSC Common       Purchases:
Stock Fund        77,194 units Policy Management Systems     
                    Corporation Common Stock*                    -        2,911,833   2,911,883          -

                  Sales:
                  1,465,446 units First Union Master
                    Reserve Trust                          1,465,446      1,465,446   1,465,446          -



* Indicates party-in-interest to the Plan.



</TABLE>

<PAGE> 1

               CONSENT OF INDEPENDENT ACCOUNTANTS




We consent to the incorporation by reference in the registration
statement of Policy Management Systems Corporation on Form S-8
(File No. 33-33848) of our report dated November 22, 1994, on our
audits of the financial statements of the Policy Management Systems
Corporation 401(k) Retirement Savings Plan as of December 31, 1993
and 1992, and for the years then ended, which report is included in
this Annual Report on Form 11-K.




Coopers & Lybrand
Atlanta, Georgia
March 15, 1995



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