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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K/A
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
FOR THE FISCAL YEAR ENDED APRIL 30, 1998
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 0-12456
AMERICAN SOFTWARE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
GEORGIA 470 EAST PACES FERRY ROAD, N.E.
ATLANTA, GEORGIA
(STATE OR OTHER JURISDICTION OF (ADDRESS OF PRINCIPAL EXECUTIVE
INCORPORATION OR ORGANIZATION) OFFICES)
58-1098795 30305
(IRS EMPLOYER IDENTIFICATION NO.) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (404) 261-4381
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
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TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
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None None
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SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
CLASS A COMMON SHARES, $.10 PAR VALUE
(TITLE OF CLASS)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [X] No [_]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]
At July 10, 1998, 17,907,817 Class A Common Shares and 4,797,289 Class B
Common Shares of the registrant were outstanding. The aggregate market value
(based upon the closing price of Class A Common Shares as quoted on the NASDAQ
National Market System at July 10, 1998) of the Class A shares held by
nonaffiliates was approximately $123 million.
DOCUMENTS INCORPORATED BY REFERENCE; LOCATION IN FORM 10-K
1. 1998 Proxy Statement into Part III.
2. Form S-1 Registration Statement No. 2-81444 into Part IV.
3. Form S-8 Registration Statement No. 33-55214 into Part IV.
4. Form 10-K's for fiscal years ended April 30, 1990 and 1995 into Part IV.
5. Form 10-Q's for the quarters ended January 31, 1990, October 31, 1990,
July 31, 1997 and October 31, 1997 into Part IV.
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SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934, THE REGISTRANT HAS DULY CAUSED THIS AMENDED REPORT TO BE
SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED.
AMERICAN SOFTWARE, INC.
/s/ James C. Edenfield
By___________________________________
JAMES C. EDENFIELD
President, Chief Executive
Officer, Treasurer and Director
Date: July 29, 1998
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE
REGISTRANT AND IN THE CAPACITIES AND ON THE DATES INDICATED.
SIGNATURES TITLE DATE
/s/ James C. Edenfield President, Chief July 28, 1998
- ------------------------------------- Executive Officer,
JAMES C. EDENFIELD Treasurer and
Director
/s/ Thomas L. Newberry Chairman of the July 28, 1998
- ------------------------------------- Board of Directors
THOMAS L. NEWBERRY
/s/ David H. Gambrell Director July 28, 1998
- -------------------------------------
DAVID H. GAMBRELL
/s/ Thomas R. Williams Director July 28, 1998
- -------------------------------------
THOMAS R. WILLIAMS
/s/ Vincent C. Klinges Principal Accounting July 28, 1998
- ------------------------------------- Officer and Acting
VINCENT C. KLINGES Principal Financial
Officer
47
