INFODATA SYSTEMS INC
10QSB, 1995-05-15
PREPACKAGED SOFTWARE
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<PAGE>     
     ============================================================
                                   
                  SECURITIES AND EXCHANGE COMMISSION
                                   
                        Washington, D.C.  20549
                                   
                                                     
                                   
                                   
                              FORM 10-QSB
                                   
            [X] QUARTERLY REPORT UNDER SECTION 13 or 15(d)
                OF THE SECURITIES EXCHANGE ACT of 1934
                                   
                 For the Quarter Ended March 31, 1995
                                   
            [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
                          OF THE EXCHANGE ACT
                                   
                                   
                                0-10416
                       (Commission File Number)
                                   
                                                     
                                   
                         INFODATA SYSTEMS INC.
   (Exact name of small business issuer as specified in its charter)
                                   
       12150 Monument Drive, Suite 400, Fairfax, Virginia 22033
         (Address of registrant's principal executive office)
                                   
                            (703) 934-5205
                    (Registrant's telephone number)
                                   
                  New York                   16-0954695
         (State of Incorporation)         (I.R.S. Employer
                                          Identification No.)
                                                 
  
                                
  Check whether the issuer (1) filed all reports required to be filed by
  Section 13 or 15(d) of the Exchange Act during the past 12 months and (2)
  has been subject to such filing requirements for the past 90 days.        
   X  Yes     No
  ---      ---

  The number of shares of common stock outstanding as of May 10, 1995, was
  604,874.
  
  Transitional Small Business Disclosure Format;    Yes    X  No
                                                 ---      ---

                               Page 1 of 15
     ============================================================
<PAGE>
                  INFODATA SYSTEMS INC. AND SUBSIDIARIES
                                   
                                   INDEX


                                                                    Page(s)

PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements (Unaudited)

          Condensed Consolidated Statements of Operations
              Three Months Ended March 31, 1995 and 1994                  3

          Condensed Consolidated Balance Sheets                
              March 31, 1995 and December 31, 1994                      4-5

          Condensed Consolidated Statements of Cash Flows      
              Three Months Ended March 31, 1995 and 1994                  6

          Notes to Condensed Consolidated Financial Statements 
              March 31, 1995 and 1994                                  7-10


Item 2.   Management's Discussion and Analysis                        11-13



PART II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                               14
     (a)  Exhibits

     (b)  Reports on Form 8-K


SIGNATURES                                                               15

                               Page 2 of 15
<PAGE>

PART I.  FINANCIAL INFORMATION
ITEM 1.
<TABLE>
                  INFODATA SYSTEMS INC. AND SUBSIDIARIES
              Condensed Consolidated Statements of Operations
               (Amounts In Thousands, Except Per Share Data)
                               (Unaudited)
<CAPTION>
                                                     Three Months Ended
                                                          March 31,      
                                                     1995          1994  
                                                    ------        ------
<S>                                                 <C>           <C>
Revenues                                            $1,713        $1,791 
                                                                
Cost of revenues                                     1,123         1,123 
                                                     -----         -----

Gross profit                                           590           668 
                                                     -----         -----
Operating expenses:
  Research & development                                69            49 
  Selling, general and administrative                  541           512 
                                                     -----         -----
                                                       610           561 
                                                     -----         -----
Operating income (loss)                                (20)          107 

Interest income                                         31             6 
Interest expense                                        (7)          (11)
                                                     -----         -----
Income before income taxes                               4           102 

Provision for income taxes                              --             2 
                                                     -----         -----
Net income                                          $    4        $  100 
                                                     =====         =====

Per share data (primary and fully diluted):
  Net income (loss) per common share                $ (.04)       $ 0.12 
                                                     =====         =====
<FN>
The accompanying notes are an integral part of these consolidated statements.
</FN>
</TABLE>
                               Page 3 of 15
<PAGE>
<TABLE>
                  INFODATA SYSTEMS INC. AND SUBSIDIARIES
                   Condensed Consolidated Balance Sheets
                          (Amounts In Thousands)
                                (Unaudited)
<CAPTION>
                                                  March 31,    December 31,
                                                     1995          1994    
                                                  ---------    ------------
<S>                                               <C>          <C> 
Assets

Current Assets
 Cash and cash equivalents                          $2,221        $1,695 
 Short term investments                                 80            80 
 Accounts receivable, net of
  allowance of $30                                     810         1,437 
 Prepaid royalties                                     113           141 
 Other current assets                                  158           140 
                                                    ------        ------
Total current assets                                 3,382         3,493 
                                                    ------        ------
Property and equipment, at cost:
 Furniture and equipment                             1,889         1,870 
 Leasehold improvements                                 31            31 
 Less accumulated depreciation and
  amortization                                      (1,448)       (1,380)
                                                    ------        ------
                                                       472           521 

Software development costs, net of accumulated
 amortization of $1,747 and $1,634                     389           499 
                                                    ------        ------

Total assets                                        $4,243        $4,513 
                                                    ======        ======

<FN>
The accompanying notes are an integral part of these consolidated balance 
sheets.
</FN>
</TABLE>
                               Page 4 of 15
<PAGE>
<TABLE>
                    INFODATA SYSTEMS INC. AND SUBSIDIARIES
                     Condensed Consolidated Balance Sheets
                           (Amounts in Thousands)
                                 (Unaudited)
<CAPTION>
                                                  March 31,    December 31,
                                                     1995          1994    
                                                  ---------    ------------
<S>                                               <C>          <C> 
Liabilities and shareholders' equity

Current liabilities:
 Current portion of capital lease obligations       $  150        $  159 
 Current portion of note payable                        31            37 
 Accounts payable                                      192           241 
 Accrued expenses                                      560           689 
 Deferred revenue                                    1,578         1,589 
 Current portion of deferred rent                       33            33 
                                                     -----         -----
Total current liabilities                            2,544         2,748 
                                                     -----         -----
Capital lease obligations                              121           151 
Note payable                                            61            69 
Deferred rent                                           76            84 
                                                     -----         -----
Total liabilities                                    2,802         3,052 
                                                     -----         -----
Shareholders' equity:
 Preferred stock                                       134           134 
 Common stock                                           18            18 
 Additional paid in capital                          7,795         7,789 
 Treasury stock                                         (2)           (2)
 Accumulated deficit                                (6,504)       (6,478)
                                                     -----         -----
Total shareholders' equity                           1,441         1,461 
                                                     -----         -----
Total liabilities and shareholders' equity          $4,243        $4,513 
                                                     =====         =====

<FN>
The accompanying notes are an integral part of these consolidated balance
sheets.
</FN>
</TABLE>
                               Page 5 of 15
<PAGE>
<TABLE>
                   INFODATA SYSTEMS INC. AND SUBSIDIARIES
              Condensed Consolidated Statements of Cash Flows
                          (Amounts in Thousands)
                                (Unaudited)
<CAPTION>
                                                     Three Months Ended
                                                          March 31,      
                                                     1995          1994  
                                                    ------        ------
<S>                                                 <C>           <C>
Cash flows from operating activities
   Net income                                       $    4        $  100 
   Adjustments to reconcile net income to
   net cash provided by operating activities:
   Depreciation and amortization                       181           170 
   Changes in operating assets and liabilities:
     Accounts receivable                               627          (288)
     Other current assets                               10             3 
     Accounts payable                                  (49)          (61)
     Accrued expenses                                 (129)            2 
     Deferred revenue                                  (11)          354 
     Deferred rent                                      (8)           (8)
                                                     -----         -----
Net cash provided by operating activities              625           272 
                                                     -----         -----
Cash flows from investing activities
   Software development costs capitalized               (3)          (32)
   Purchases of property and equipment, net            (19)           (4)
                                                     -----         -----
Net cash used in investing activities                  (22)          (36)
                                                     -----         -----
Cash flows from financing activities
   Payments on capital lease obligations               (39)          (79)
   Proceeds from capital lease obligations              --            60 
   Payments on note payable                            (14)          (12)
   Dividends                                           (30)           -- 
   Proceeds from issuance of common stock                6            -- 
                                                     -----         -----
Net cash used in financing activities                  (77)          (31)
                                                     -----         -----
Net increase in cash and cash equivalents              526           205 

Cash and cash equivalents at beginning of period     1,695           866 
                                                     -----         -----
Cash and cash equivalents at end of period          $2,221        $1,071 
                                                     =====         =====
Supplemental disclosure of cash flow information:
   Cash paid for interest                           $    7        $   11 
   Cash paid for income taxes                       $    9        $    2 

<FN>
The accompanying notes are an integral part of these consolidated statements.
</FN>
</TABLE>
                               Page 6 of 15
<PAGE>          
                   INFODATA SYSTEMS INC. AND SUBSIDIARIES
            Notes to Condensed Consolidated Financial Statements
                                (Unaudited)

NOTE A -- BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-QSB
and Item 310(b) of Regulation S-B. Accordingly, they do not include all of 
the information and footnotes required by generally accepted accounting 
principles for complete financial statements. In the opinion of management,
all adjustments  (consisting of normal recurring accruals)  considered 
necessary for a fair presentation have been included. Operating results for
the three month period ended March 31, 1995, are not necessarily indicative 
of the results for the year ending December 31, 1995. For further information,
refer to the consolidated financial statements and footnotes thereto included
in the Company's annual report on Form 10-KSB for the year ended December 31,
1994.

NOTE B -- ACCOUNTING POLICIES

Cash Equivalents and Short Term Investments
- - - - -------------------------------------------
All highly liquid investments with an original maturity of 180 days or less 
at time of purchase are considered to be cash equivalents. At March 31, 1995
and December 31, 1994, the Company had included in short term investments 
certificates of deposits totalling $80,000 which were restricted pursuant to 
certain capital lease obligations.

Effective January 1, 1994, the Company adopted Statement of Financial 
Accounting Standards No. 115, "Accounting for Certain Investments in Debt and
Equity Securities." The adoption of this statement did not have an effect on 
the Company's financial position or results of operations.

Reclassification
- - - - ----------------
Certain 1994 expenses have been reclassified to conform to the 1995 
presentation for comparison purposes.

NOTE C -- SOFTWARE DEVELOPMENT COSTS

Capitalization of software development costs begins upon the establishment 
of technological feasibility. Capitalization ceases when the products are
available for general release to customers. The establishment of technolog-
ical feasibility and the continuing assessment of recoverability of capital-
ized software development costs requires considerable judgment by management
with respect to certain external factors, including,  but not limited to,
anticipated future gross revenue, estimated economic life and changes in 
software and hardware technologies.

Amortization expense is determined on an individual basis and is
computed as the greater of the amount calculated on a revenue basis
or straight-line basis over the economic life of the product,

                               Page 7 of 15
<PAGE>
                   INFODATA SYSTEMS INC. AND SUBSIDIARIES
      Notes to Condensed Consolidated Financial Statements (continued)
                                (Unaudited)

generally three to five years.  Amortization of software development costs
is included in cost of revenues in the accompanying condensed consolidated 
statements of operations.

The following summarizes the costs capitalized and related charges for
amortization during 1995 and 1994 in the accompanying financial statements.
<TABLE>
<CAPTION>
                                   Three Months Ended
                                        March 31,       
                                   1995          1994
                                 -------       -------
    <S>                        <C>           <C>
    Costs capitalized          $   3,000     $  32,000
    Amortization                (113,000)     (106,000)
                                 -------       -------
    Net cost amortized         $(110,000)    $ (74,000)
                                 =======      ========
</TABLE>
NOTE D -- INCOME TAXES

At March 31, 1995, the Company had approximately $5,594,000 in net operating
loss carryforwards for income tax reporting purposes.  The operating loss
carryforwards expire in varying amounts from 1998 through 2008.  In addition,
at March 31, 1995, the Company had $141,000 in research and development tax 
credit carryforwards expiring in 1996 and 1997, and $66,000 in investment tax
credit carryforwards expiring in 1995 through 2000.

The significant components of net deferred tax (liabilities) assets are as
follows at March 31, 1995 and December 31, 1994.
<TABLE>
<CAPTION>
                                                   March 31,   December 31,
                                                     1995          1994    
                                                  ---------     ---------
<S>                                              <C>           <C>  
Deferred tax liabilities:
  Net software development costs                 $ (148,000)   $ (189,000)
                                                  ---------     ---------
Deferred tax assets:
  Net operating loss carryforward                 2,124,000     2,129,000 
  Investment tax credit and research and
     development tax credit carryforwards           207,000       207,000 
  Other                                              54,000        92,000 
                                                  ---------     ---------
Total deferred tax assets                         2,385,000     2,428,000 
                                                  ---------     ---------
Net deferred tax assets before
  valuation allowance                             2,237,000     2,239,000 
Valuation allowance                              (2,237,000)   (2,239,000)
                                                  ---------     ---------
Net deferred tax assets                          $       --    $       -- 
                                                  =========     =========
</TABLE>
                               Page 8 of 15
<PAGE>
                   INFODATA SYSTEMS INC. AND SUBSIDIARIES
      Notes to Condensed Consolidated Financial Statements (continued)
                                (Unaudited)

Under the provisions of SFAS No. 109, "Accounting for Income Taxes," the tax
effect of the net operating loss and investment tax credit carryforwards,
together with net temporary differences, represents a net deferred tax asset
against which management has fully reserved due to the uncertainty of future
taxable income.  The carryforwards will be realized for financial reporting
purposes when utilized to offset future taxable income.

NOTE E -- REVERSE COMMON STOCK SPLIT

On April 15, 1994, the Company's shareholders authorized the Board of
Directors to effect a one for three reverse stock split of the Company's
common stock.  Such action resulted in an increase in the par value of the
common stock from $0.01 to $0.03 per common share.  The reverse stock split
became effective April 27, 1994, and reduced the Company's common stock
outstanding from 1,807,961 shares to 602,374 shares.  The reverse stock split
impacted each then existing issued share of common stock, as well as any then
existing common stock issuable upon the conversion of outstanding convertible
preferred stock and the exercise of outstanding common stock options and
common stock warrants.  

NOTE F -- NET INCOME (LOSS) PER COMMON SHARE

For the three months ended March 31, 1995 and 1994, the net income (loss) per
common share was based upon the weighted average number of common shares
outstanding of 605,000 and 602,000, respectively.  Net income for the three
months ended March 31, 1995 and 1994, has been decreased for preferred stock
dividends of $30,000 to arrive at net income (loss) available to common
shareholders.  For purposes of the calculation of primary net income (loss)
per common share for each period, no common stock equivalents were recognized
as their inclusion was either immaterial or anti-dilutive.  The calculation
of fully diluted net income (loss) per common share for the three months 
ended March 31, 1995 and 1994 which assumes the conversion of the preferred 
stock and resultant elimination of preferred stock dividends was anti-
dilutive when compared to primary net income (loss) per share.

NOTE G -- CONVERTIBLE PREFERRED STOCK

Dividends on preferred stock are paid upon declaration by the Board of  
Directors.  Cash dividends of $30,000 ($0.225 per preferred share) were 
declared in the first quarter of 1995.  No cash dividends were paid for any 
quarterly period beginning with the fourth quarter of 1992 and ending with 
the second quarter of 1994; therefore, dividend arrearage on cumulative
preferred stock as of March 31, 1995, totalled $210,000 ($1.58 per preferred 
share).   

                               Page 9 of 15
<PAGE>
                   INFODATA SYSTEMS INC. AND SUBSIDIARIES
      Notes to Condensed Consolidated Financial Statements (continued)
                                (Unaudited)

NOTE H -- LINE OF CREDIT

In February, 1995, the Company entered into a working capital line of 
credit with Crestar Bank. This loan facility provides the Company with a 
$500,000 line of credit.  Advances on the facility are based on eligible  
billed accounts receivable less than 90 days in age. The facility expires in
April, 1996, and is contingent upon the Company meeting certain financial 
covenants.  During the three months ended March 31, 1995, the Company made 
no borrowings under this line of credit.

                               Page 10 of 15
<PAGE>

ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS

Overview
- - - - --------
Infodata Systems Inc. (the "Company") has historically provided mainframe-
based software products and services which help business, government, and
educational institutions to automate collections of documents consisting of
large amounts of text.  In the last several years, advances in computer 
technology have resulted in a shift to a distributed computing environment in 
which numerous databases or individual "server" computers can be accessed by
multiple "clients" such as workstations, personal computers or terminals. To 
address the developing client/server technologies, the Company now provides 
complete Electronic Document Management System (EDMS) solutions through the 
sale of software solutions using third party products.

The Company offers what it believes are the best EDMS solutions in different
computing environments including client/server, mainframe and hybrid
combinations.  The EDMS solution sale involves planning and implementation
services which integrate multiple technologies such as workflow, management
of electronically created documents, search and text retrieval, imaging and
other document technologies.  As the Company integrates solutions into the 
customer's business operations, it offers consulting and training to 
familiarize the customer's personnel with the technology. The Company 
provides follow on consulting for third party products from PC DOCS Inc.,
Lotus Development Corporation, Folio Corporation, Open Text Corporation and 
Verity, Inc.

The Company has established and continues to establish alliances with UNIX 
and PC based client/server providers as well as those companies offering 
related technologies which the Company remarkets as a turnkey system or in 
conjunction with consulting services provided by the Company's professional  
consulting staff.  The Company has a software laboratory in its facility 
which is used to test and research new EDMS products to assure connectivity 
with other EDMS components and across various computing platforms and 
networking systems. 

A major portion of the Company's activities to date are attributable to
INQUIRE(Registered Trademark)/Text, a proprietary computer software product,
which operates on IBM (or compatible) mainframe computers under all of the 
large IBM operating systems - MVS with both TSO and CICS, and VM with CMS. 
ViewScapes(Registered Trademark), the Company's graphical user interface which
operates in conjunction with INQUIRE/Text, operates on IBM or compatible PC's.
Using INQUIRE/Text, customers access such online document applications as 
regulations and standards, policies and procedures, business intelligence,
records management, contracts, patents and trademarks, legislative bill  
tracking, health management, environmental safety, and litigation support.
The Company continues to enhance and support INQUIRE/Text to assure customer
satisfaction, as a significant portion of the Company's revenues are derived
from maintenance of its INQUIRE/Text product. 


                              Page 11 of 15
<PAGE> 
Results of Operations
- - - - ---------------------
Revenues for the three months ended March 31, 1995, totalled $1,713,000, a
decrease of $78,000 (4.4%) as compared to revenues for the three months 
ended March 31, 1994.  Total INQUIRE/Text-based revenue sources declined 
$218,000 (13.5%) for the three months ended March 31, 1995, as compared to  
the three months ended March 31, 1994. INQUIRE/Text product revenues and 
maintenance revenues declined $187,000 (78.9%) and $107,000 (13.2%), 
respectively, for the three months ended March 31, 1995, as compared to the 
same period in 1994. These declines were partially offset by an increase in
INQUIRE/Text consulting service revenues of $76,000 (13.4%) for the three 
months ended March 31, 1995, as compared to the same period in 1994.

Overall, client/server (non-mainframe related) based revenues increased 
$140,000 (79.8%) for the three months ended March 31, 1995, as compared to 
the same period in 1994. Client/server based revenues grew from 9.8% of total
revenues to 18.4% of total revenues for the three months ended March 31, 1994 
and 1995, respectively.  Reflecting the Company's expanded partnerships with 
third party software vendors, client/server product revenues increased 
$87,000 for the three months ended March 31, 1995, compared to the same  
period in 1994. Increased client/server consulting services resulted in 
$53,000 (31.0%) of additional revenues for the three months ended March 31, 
1995, as compared to the three months ended March 31, 1994.

Gross margin (gross profit as a percentage of revenue) declined 2.9% for the
three months ended March 31, 1995, as compared to the same period in 1994, 
from 37.3% to 34.4%.  The reduction in gross margin is due to the decrease in
1995 sales of the Company's proprietary INQUIRE/Text product, partially offset
by: 1) increases in 1995 revenues from the sale of third party client/server 
software products; 2) reduced 1995 staffing levels; and 3) the Company's  
decision in September, 1994 to outsource its mainframe related data processing
services to a third party provider.

In accordance with SFAS No. 86, certain expenditures associated with the
enhancement of existing software products to create new products and 
enhancements to existing products are capitalized and then amortized over  
three to five years. Costs capitalized during the three months ended March 
31, 1995 were $3,000, a decrease of $29,000 (90.6%) from the same period in
1994. The decrease is due to the completion of Release G of INQUIRE/Text in 
late 1994; subsequent activities during the first quarter of 1995 have been 
directed toward training in client/server related technologies. As a result,
research and development expenses increased $20,000 (40.8%) for the three 
months ended March 31, 1995, as compared to the same period in 1994.

Selling, general and administrative expenses for the three month period ended
March 31, 1995, increased by $29,000 (5.7%) as compared to the three month 
period ended March 31, 1994.  Due to the shifting emphasis of the Company's 
focus toward complete EDMS solutions, sales and marketing efforts were 
expanded during the three months ended March 31, 1995, to provide increased 
exposure of the Company's products and services to its potential customer 
base.  Participation in trade shows as well as additional sales and marketing
staff resulted in an increase in selling expenses of $76,000 (42.7%) for the
three months ended March 31, 1995, as compared to the three months ended 
March 31, 1994.  Corporate expense decreased $47,000 (14.0%) for the same
respective periods due to a one time accrual during the three months ended
March 31, 1994 of expenses relating to the lease termination of the Company's
Montvale, New Jersey branch office.

                              Page 12 of 15
<PAGE>

As a result of the above, an operating loss of $20,000 was incurred for the 
three months ended March 31, 1995, compared to operating income of $107,000 
in the prior year's comparable quarter. Interest income increased from $6,000
for the three month period ended March 31, 1994, to $31,000 for the three 
month period ended March 31, 1995, due to an increase in cash balances 
available for investment which yielded higher returns.  Interest expense for
the three months ended March 31, 1995, declined by $4,000 as compared to the
same period in 1994. 

As a result of the above, the Company reported a net income of $4,000 for the
three months ended March 31, 1995, as compared to net income of $100,000 for 
the three months ended March 31, 1994.  Net loss per common share (after 
preferred stock dividends) for the three months ended March 31, 1995 was 
$0.04.  Net income per common share (after preferred stock dividends) for the
three months ended March 31, 1994 was $0.12 (see Note F to the Condensed 
Consolidated Financial Statements contained elsewhere in this report).

Effective January 1, 1994, the Company adopted SFAS No. 109, "Accounting for 
Income Taxes." Accordingly, deferred tax assets are to be recognized currently
to the extent the Company concludes, more likely than not, that future income
will be available for realization of the deferred tax assets.  At March 31,
1995, the Company has net deferred tax assets of $2,237,000, for which 
management has fully reserved.

Liquidity and Capital Resources
- - - - -------------------------------
As of March 31, 1995, the Company had $2,301,000 in cash and short term
investments compared to $1,775,000 in cash and short term investments as of
December 31, 1994 (see Note B to the Condensed Consolidated Financial 
Statements contained elsewhere in this report).

At March 31, 1995, the Company had working capital of $838,000, as compared
to working capital of $745,000 at December 31, 1994. During the first quarter
of 1995, the Company purchased approximately $19,000 of property and 
equipment, none of which was financed through capital lease transactions.

In February 1995, the Company entered into a working capital line of credit
with Crestar Bank. This loan facility provides the Company with a $500,000
line of credit bearing an interest rate which varies from prime plus 1/4% to
prime plus 1 1/4% based on the ratio of total liabilities to tangible net 
worth and expires in April, 1996.  During the three months ended March 31,
1995, the Company made no borrowings under this line of credit (see Note H to 
the Condensed Consolidated Financial Statements contained elsewhere in this 
report).

Net cash flow from all activities for the three months ended March 31, 1995,
was sufficient to fund the operations of the business. Based upon expectations
of future revenues from the Company's existing products and services, 
management believes that available and projected resources will be sufficient 
to meet its working capital requirements for the foreseeable future.

                              Page 13 of 15
<PAGE>

PART II.  OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

    Exhibit Number     Description
    --------------     -----------
          11           Computation of net income (loss) per common share
          27           Financial Data Schedule

(b) Reports on Form 8-K

          No reports on Form 8-K were filed during the three months ended 
          March 31, 1995.
                                

                              Page 14 of 15
<PAGE>

                                 SIGNATURES


In accordance with the requirements of the Exchange Act, the registrant 
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.


                           INFODATA SYSTEMS INC.
                               (Registrant)


Date:  May 10, 1995     By:  HARRY KAPLOWITZ                    
                             ---------------
                             Harry Kaplowitz 
                             President



Date:  May 10, 1995     By:  DAVID A. KARISH                    
                             ---------------
                             David A. Karish
                             Senior Vice President and
                               Secretary/Treasurer


                              Page 15 of 15

<PAGE>                                                           
                                                                 Exhibit 11
<TABLE>
              Net Income (Loss) Per Common Share Outstanding
                        
<CAPTION>                        
                                          For the Three Months Ended
                                                   March 31,        
                                              1995          1994
                                             -------       -------
<S>                                         <C>           <C>
Net income                                  $  3,969      $100,073

Less:  Preferred stock dividends             (30,038)      (30,038)
                                             -------        ------
Net income (loss) applicable to common
     shares                                 $(26,069)     $ 70,035
                                              ======        ======

Weighted average number of common shares
     outstanding                             604,541       602,374


Net income (loss) per common share          $   (.04)     $   0.12
                                              ======        ======
<FN>
Note:  With regard to the calculation of primary net loss per common share 
       for the three months ended March 31, 1995, inclusion of common stock
       equivalents is anti-dilutive.  With regard to the calculation of 
       primary net income per common share for the three months ended March 
       31, 1994, inclusion of common stock equivalents is immaterial.

       With regard to fully diluted net income per common share for the three
       months ended March 31, 1995 and 1994, assumption of the conversion of
       the preferred stock and the resultant elimination of the preferred 
       stock dividends is anti-dilutive when compared to primary net income 
       (loss) per common share.
</FN>
</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the 
Condensed Consolidated Balance Sheets (Unaudited) at March 31, 1995,  and
the Condensed Consolidated Statement of Operations (Unaudited) for the Three 
Months Ended March 31, 1995, and the Accompanying Notes, and is qualified 
in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                           2,221
<SECURITIES>                                        80
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