INTEGRAL SYSTEMS INC /MD/
10QSB, 1997-08-14
COMPUTER INTEGRATED SYSTEMS DESIGN
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INTEGRAL SYSTEMS, INC.
10-QSB
FOR QUARTER ENDING
JUNE 30, 199

                SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, DC   20549
                          FORM 10-QSB
(mark one)
   X   	Quarterly report pursuant to Section 13 or 15 (d) of the 
Securities Exchange Act of 1934

For the quarterly period ended June 30, 1997 or

_____	Transition report pursuant to Section 13 or 15 (d) of the 
Securities Exchange Act of 1934

For the transition period from  		 to  		

Commission file number		0-18603


				INTEGRAL SYSTEMS, INC.					
(Exact name of registrant as specified in its chapter)

  Maryland                           52-1267968			
(State or other jurisdiction of	    (I.R.S. Employer
incorporation or organization)       Identification No.)


5000 Philadelphia Way, Suite A, Lanham, MD      20706		
(Address of principal executive offices)       (Zip Code)
	

Registrant's telephone number, including area code (301)731- 4233			

(Former name, address and fiscal year, if changed since last report)

Indicate by checkmark 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		


As of June 30, 1997 the aggregate market value of the Common Stock of 
the Registrant (based upon the average bid and ask prices of the Common 
Stock as reported by the market makers) held by non-affiliates of the 
Registrant was $24,990,935.

Registrant had 953,046 shares of common stock outstanding as of June 30, 
1997.

                       INTEGRAL SYSTEMS, INC.
                          TABLE OF CONTENTS
<TABLE>
<S>                                                  <C>

                                                     Page No.
Part I   Financial Information:

Item 1.  Financial Statements

Balance Sheets - June 30, 1997, September 30, 1996       1

Statements of Operations Nine Months and Three Months 
    Ended June 30, 1997 and June 30, 1996....            3

Statement of Cash Flow Nine Months Ended June 30, 1997
   and June 30, 1996                                     4

Statement of Stockholders' Equity Nine Months
   Ended June 30, 1997                                   5

Notes to Financial Statements                            6

Item 2.  Management's Discussion
         and Analysis of Financial Condition
         and Results of Operations                       8


Part II   Other Information:

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


PART I.  FINANCIAL INFORMATION					
					
Item 1.  Financial Statements					

</TABLE>
<PAGE> 					

                  INTEGRAL SYSTEMS, INC. AND SUBSIDIARIES					
                       CONSOLIDATED BALANCE SHEETS					
                    June 30, 1997 and September 30, 1996					
					
					
					
<TABLE>
<S>                                      <C>              <C>					
ASSETS                                   June 30,	        September 30,		
                                           1997	               1996		
CURRENT ASSETS		 			
 Cash                                    $517,870            $1,369,915 		
 Accounts Receivable                    7,976,262             4,874,086 		
 Prepaid Expenses                         407,079                59,956 		
 Deferred Income Taxes                     73,913                73,913 		
TOTAL CURRENT ASSETS                    8,975,124             6,377,870 		
					
FIXED ASSETS		 			
					
 Electronic Equipment                   1,019,754               728,956 		
 Furniture & Fixtures                      56,545                54,898 		
 Leasehold Improvements                    11,364                11,364 		
 Software Purchases                       149,640                50,659 		
SUBTOTAL                                1,237,303               845,877 		
					
 Less:  Accum. Deprec.                    510,195               446,769 		
					
TOTAL FIXED ASSETS                        727,108               399,108 		
		 			
OTHER ASSETS		 			
 Software Development Costs             1,405,120             1,295,514 		
  Deposits                                 10,142                 7,182 		
TOTAL OTHER ASSETS                      1,415,262             1,302,696 		
		 			
TOTAL ASSETS                          $11,117,494            $8,079,674 		
					
					
                       See Notes to Finanacial Statements	
</TABLE>
<PAGE>				

                   INTEGRAL SYSTEMS, INC. AND SUBSIDIARIES					
                          CONSOLIDATED BALANCE SHEETS					
                     June 30, 1997 and September 30, 1996					
					
			 		
					
<TABLE>
<S>                                  <C>              <C>					
LIABILITIES & STOCKHOLDERS' EQUITY					
                                     June 30,         September 30,		
                                       1997               1996		
					
CURRENT LIABILITIES					
 Accounts Payable                    $2,122,534	        $786,701 		
 Accrued Expenses                     1,427,752        1,157,356 		
 Billings in Excess of Cost           1,048,720          128,925 		
 Income Taxes Payable                   120,100           48,060 		
					
TOTAL CURRENT LIABILITIES             4,719,106        2,121,042 		
		 			
LONG TERM LIABILITIES		 			
		 			
STOCKHOLDERS' EQUITY		 			
 Common Stock, $.01 par value, 				
 2,000,000 shares authorized, and				
 953,046 and 952,533 shares issued				
 and outstanding at June 30, 1997				
 and September 30, 1996, respectively     9,530            9,525 		
 Additional Paid-in Capital             835,462          825,311 		
 Retained Earnings                    5,553,396        5,123,796 		
					 
TOTAL STOCKHOLDERS' EQUITY            6,398,388        5,958,632 		 
		 			 
TOTAL LIABILITIES &                 $11,117,494       $8,079,674 		
STOCKHOLDERS' EQUITY		 			
					

                       See Notes to Financial Statements					

</TABLE>
<PAGE>					
                     INTEGRAL SYSTEMS, INC. AND SUBSIDIARIES					
                       CONSOLIDATED STATEMENTS OF OPERATIONS					
<TABLE>
<S>                           <C>          <C>         <C>        <C>					
					
                               Nine Months Ended      Three Months Ended	
                                   June 30,                June 30, 	
                                 1997         1996         1997      1996
	 	 			
Revenue                       $14,175,577  $7,268,974  $4,907,617 $2,336,178 
		 	 		
Cost of Revenue		 	 		
 Direct Labor                   3,293,562   2,573,825   1,187,122    904,632 
 Overhead Costs                 2,354,863   1,874,685     845,371    618,074 
 Travel and Other Direct Costs    561,740     244,051     315,447     64,850 
 Direct Equipment& Subcontracts 5,093,314     663,071   1,441,197    321,558 
Total Cost of Revenue          11,303,478   5,355,632   3,789,136  1,909,114 
		 	 		
Gross Margin                    2,872,099   1,913,342   1,118,481    427,064 
			 		
Selling, General & 
   Administrative               1,657,284   1,365,606     716,519    468,715 
Product Amortization              495,000     374,012     165,000    119,734 
Bad Debt Expense                        0     120,000           0    120,000 
	 	 	 		
Income (Loss) From Operations     719,815      53,724     236,962   (281,385)
					
Other Income (Expense)		 	 		
 Interest Income                   36,699      51,535      12,121     19,786 
 Interest Expense                  (7,594)        (47)     (1,498)       (16)
 Miscellaneous, net               (74,245)    (51,262)    (21,507)    (4,558)
Total Other Income (Expense)      (45,140)        226     (10,884)    15,212 
					
Income (Loss) Before Income Taxes 674,675      53,950     226,078   (266,173)
		 	 		
Provision for Income Taxes        245,075     	20,800      79,575   (102,800)
		 	 		
Net Income (Loss)                $429,600     $33,150    $146,503  ($163,373)
		 	 		
Weighted Average Number of Common					
Shares Outstanding During Period  952,764     947,072     952,913    949,033 
					
Earnings (loss) per share           $0.45       $0.04       $0.15     ($0.17)

                           See Notes to Financial Statements
</TABLE>
<PAGE>

                       INTEGRAL SYSTEMS, INC.						
                CONSOLIDATED STATEMENTS OF CASH FLOWS						
						
<TABLE>
<S>                                    <C>               <C>
						
                                      For the Nine Months Ended	
                                                June 30,	
                                          1997            1996
Cash flows from operating activities:						
						
Net income                              $429,600         $33,150 
						
Adjustments to reconcile net income to						
net cash provided by operating activities:						
Depreciation and amortization           712,525         515,283 
 (Increase) decrease in:					
  Accounts receivable                 (3,102,176)       (188,852)
  Prepaid expenses                      (347,123)         26,869 
  Income tax receivable                        0        (123,685)
 (Decrease) increase in:					
  Accounts payable                     1,335,833          10,680 
  Accrued expenses                       270,396          (5,761)
  Billings in excess of cost             919,795        (401,159)
  Income taxes payable                    72,040        (108,481)
Total adjustments                       (138,710)       (275,106)
						
Net cash provided (used) by operations   290,890        (241,956)
						
Cash flow from investing activities:						
 Acquisition of fixed assets            (545,525)       (262,949)
 Increase in software development costs (604,606)       (341,160)
 Increase in other assets                 (2,960)         (7,182)
						
Net cash provided (used) in 
   investing activities               (1,153,091)       (611,291)
						
Cash flow from financing activities:						
 Proceeds from issuance of common stock   10,156         122,760 
						
Net cash provided by financing activities 10,156         122,760 
						
Net increase (decrease) in cash         (852,045)       (730,487)
						
Cash - beginning of year               1,369,915       2,125,553 
						
Cash - end of period                    $517,870      $1,395,066 

                       See Notes to Financial Statements

</TABLE>
<PAGE>					
                        INTEGRAL SYSTEMS, INC.					
                  STATEMENT OF STOCKHOLDERS' EQUITY					
                      FOR THE NINE MONTHS ENDED					
                            JUNE 30, 1997					
<TABLE>
<S>                         <C>      <C>     <C>        <C>        <C>
				
                            Number           Additional
                              of     Common	  Paid-in	  Retained	
                            Shares    Stock	  Capital	  Earnings	    Total
					
Balance September 30, 1996	 952,533  $9,525  $825,311 	$5,123,796 	$5,958,632 
					
Exercise of Stock Options       513       5    10,151           -      10,156 
					
Net income                       -        -        -      429,600    	429,600 
					
Balance June 30, 1997	      953,046 	$9,530 	$835,462 	$5,553,396 	$6,398,388 
</TABLE>
<PAGE>

                           INTEGRAL SYSTEMS, INC.
                        NOTES TO FINANCIAL STATEMENTS

1.	Basis of Presentation

The interim financial statements include the accounts of Integral 
Systems, Inc. (ISI or the Company) and its two wholly-owned subsidiaries, 
Integral Marketing, Inc. (IMI) and InterSys, Inc. (INTSYS).  In 
the opinion of management, the financial statements reflect all 
adjustments consisting only of normal recurring accruals necessary 
for a fair presentation of results for such periods.  The 
financial statements, which are condensed and do not include all 
disclosures included in the annual financial statements, should be 
read in conjunction with the consolidated financial statements of 
the Company for the fiscal year ended September 30, 1996.  The 
results of operations for any interim period are not necessarily 
indicative of results for the full year.

Certain accounts in the prior period financial statements have 
been reclassified for comparative purposes to conform with the 
presentation in the current year financial statements.

During the quarter ended March 31, 1997, the Company changed an 
accounting policy in order to be more conservation in the recognition of
commission revenues earned by IMI.  Specifically, effective January 1, 1997,
the Company recorded commission revenues at the time orders are shipped;
prior to  January 1, 1997, the Company recognized commission revenues at the 
time the orders were received.

The effect of this change was to reduce revenue by approximately 
$440,000 and gross profit by approximately $220,000 for the nine 
months ended June 30, 1997, and to reduce revenue by approximately 
$340,000 and gross profit by approximately $170,000 for the three 
months ended June 30, 1997, as compared to the levels of revenue and 
gross profit that would have been recorded if the Company had continued
to record commission revenues at the time of order receipt.

2.	Accounts Receivable

Accounts receivable at June 30, 1997 and September 30, 1996 
consist of the following:
<TABLE>
<S>               <C>               <c.
                June 30, 1997    Sept. 30, 1996



Billed            $4,465,142        $2,766,042
Unbilled           3,499,390         2,083,844
Other                 21,730            24,200
Subtotal           7,986,262         4,874,086
Less: Reserve        -10,000                 0
Total             $7,976,262        $4,874,086
</TABLE>

The Company uses the direct write-off method for bad debts.
The Company's accounts receivable consist of amounts due on prime 
contracts and subcontracts with the U.S. Government and contracts 
with various private organizations.  Unbilled accounts receivable 
consist principally of amounts that are billed in the month 
following the incurrence of cost or when milestones are delivered 
under fixed price contracts.  All unbilled receivables are 
expected to be billed and collected within one year.

3.	Line-of-Credit

The Company has a line of credit agreement with a local bank for 
$2,000,000.  Borrowing under the line of credit bears interest at 
the bank's lending rate plus one-quarter of one percentage point 
per annum. Any accrued interest is payable monthly.  There were no 
amounts outstanding under the line at either June 30, 1997 or 
September 30, 1996.

4.  	Subsequent Event

On June 4, 1997, the Company's shareholders approved an increase in the 
Company's authorized shares from 2,000,000 to 10,000,000.  In addition,
the Company's shareholders approved a 3 for 1 stock split for shareholders
of record as of July 1, 1997.  As a result of the split, the Company 
had 2,859,138 shares issued and outstanding as of July 15, 1997.


Item 2.	Management's Discussion and Analysis of Financial Condition
and Results of Operation

          COMPARISON OF THE NINE MONTHS ENDED JUNE 30, 1997
              TO THE NINE MONTHS ENDED JUNE 30, 1996

The  components of the Company's income statement as a percentage of 
revenue are depicted in the following table for the nine months ended 
June 30, 1997 and June 30, 1996:

<TABLE>
<S>                   <C>     <C>         <C>        <C>
                              % of                    % of
                      1997   Revenue      1996       Revenue
                     (000's              (000's
                     omitted)            omitted)

Revenue              $14,176   100.0      $7,269      100.0

Expenses
 Cost of Revenue      11,304    79.7       5,355       73.7
 SG&A                  1,657    11.7       1,366       18.8
 Prod. Amortization      495     3.5         374        5.1
 Bad Debt Expense          -       -         120        1.7
 Other                    45      .3           -          -
 Income Taxes            245     1.7          21         .3

Total Expenses        13,746    97.0       7,236       99.5

Net Income          $    430     3.0     $    33         .5
Revenue
</TABLE>

The Company sells its products and services to both the Federal 
Government and to commercial and international organizations.  The 
Company defines commercial contracts as any business opportunity that 
includes, as all or part of the sale, any of its commercial off the 
shelf (COTS) software products.  The Company presently sells three 
proprietary COTS products, namely EPOCH, OASYS, and DRS.  

The Company through its wholly owned subsidiary, Integral Marketing, 
Inc. (IMI), earns commissions by representing a number electronic 
product manufacturers in Maryland, Virginia and the District of 
Columbia.  The Company classifies IMI revenues as commercial revenues.

During the nine months ended June 30, 1997, consolidated revenue 
increased by over 95% compared to the nine months ended June 30, 1996, 
climbing from $7.3 million to $14.2 million.  Although the results of 
operations for an interim period are not necessairly indicative of the
results for the entire year, management notes that.  The Company's 
revenue total for the 1st nine months of fiscal year 1997,  
exceeds the $11.2 million revenue total posted for fiscal year 1996 in 
its entirety.

During the nine months ended June 30, 1997, the Company derived 
approximately 38% of its consolidated revenue from commercial 
opportunities compared to 47% of such revenue during the comparable 
period last fiscal year.  Despite the decrease in the 
percentage of overall revenue accounted for by commercial revenues, commercial 
revenues actually increased in absolute dollar terms, rising from $3.4 
million during the 1st nine months of fiscal year 1996 to $5.4 million 
during the 1st nine months of fiscal year 1997; an increase in excess of 
57%.

Gross Margin

Although management believes that the distinctions between Government 
revenue and commercial revenue are important in understanding the 
financial dynamics of its business, management believes that it is also 
important to analyze the types of revenue the Company has earned.  
Specifically, the Company essentially derives revenues from the following 
sources:
 
  Software licenses
  Engineering services
  Equipment and subcontract pass throughs
  IMI Commission revenues

Each of the above revenue types has different gross margin 
characteristics.  Generally license revenues have the greatest gross 
margins, as the Company believes that this revenue type has virtually no 
marginal cost associated with it. By contrast, equipment and subcontract 
pass throughs have the least gross margin rates associated with them, as 
the Company generally does not mark these items up by more than 15%.

Service margins for the Company typically range between 20% and 30% of 
revenue, but can be less depending on specific contract pricing and/or 
contract overruns.  Margins for IMI vary considerably depending on sales 
volume achieved.

Although in many instances margins on given contracts are bundled 
together as part of an overall price and are therefore subject to 
estimated allocation, the Company believes that the table below fairly 
and accurately portrays the Company's revenue and gross margin results 
for the nine months ended June 30, 1997 and June 30, 1996.

<TABLE>
<S>            <C>      <C>       <C>       <C>      <C>     <C>
                         1997                         1996
               Revenue  Margin    % Margin  Revenue  Margin  % Margin 
               (000's    (000's              (000's  (000's
               omitted) omitted)            omitted) omitted)

Licenses        $ 997    $  997     100.0    $  523   $  523    100.0
Services        7,233     1,327      18.3     5,605    1,253     22.4
Equip. & 
Subcontracts    5,538       416       7.5       789       59      7.5
IMI               408       132      32.4       352       78     22.2

Totals         $14,176   $2,872      20.3    $7,269   $1,913     26.3
</TABLE>
Overall, the Company experienced a decrease in gross margin percentage 
between the periods being compared, falling from 26.3% to 20.3%.  The 
reasons for the decrease are essentially twofold.  First, over 39% 
of the Company's fiscal year 1997 revenues were derived from low margin 
equipment and subcontract pass throughs, compared to less than 11% of 
such revenues last fiscal year.  Most of the increase is attributable to 
a material Government contract the Company received during the 2nd half 
of fiscal year 1996 (i.e., the IPACS Contract with the National Oceanic and 
Atmospheric Administration [NOAA], a copy of which was filed as an 
exhibit to the Company's 1996 Annual Report on Form 10-KSB).  In fact 
over 2/3 of the Company's equipment and subcontract pass through revenue 
for fiscal year 1997 was derived from this one contract alone.

Furthermore, on the Company's commercial side of the business, service 
margins were lower than the prior fiscal year due to operating losses on 
two relatively new contracts.  The Company considers such  losses to be 
in effect "loss leaders", as both contracts were priced to gain entrance 
to certain markets, which the Company believes it has since effectively 
achieved.  In particular, the Company believes that were it not for work 
performed under the loss contracts referred to above, its current 
material contract with Skynet (formerly issued by AT&T Corporation) as 
well as its recent multiple sales of its Low Earth Orbiter Terminal 
(LEO-T) may not have been awarded.

In addition to the above, margins in the Company's IMI operation were 
negatively impacted due to an accounting policy change implemented 
during the second quarter of fiscal year 1997, (see Note 1 of the Notes 
to Financial Statements herein).  Specifically, the Company now 
recognizes IMI revenue at the time that orders are shipped rather 
than at the time orders are received.  This change adversely affected 
IMI commission revenue by approximately $440,000 and gross margin by 
approximately $220,000 for the nine months ended June 30, 1997 when 
compared with the amounts that IMI would have recognized if it had 
continued to record commission revenues at the time of order receipt.

Operating Expenses

SG&A increased by approximately $290,000 between the periods compared as 
the Company continues to build an operating infrastructure to support 
its commercial business.  Bid and proposal expenses for the Company's 
Government operation were also significantly higher in the current 
period compared to last fiscal year  As a percentage of revenue, 
however, SG&A accounted for only 11.7% of revenue in the current period 
compared to 18.8% last fiscal year.

Product amortization increased by approximately $120,000 between the 
current period and the comparable period in fiscal year 1996, reflecting 
the Company's expanding software development amortization base.  Product 
amortization now only pertains to the Company's EPOCH and OASYS products 
as amortization for all other products was fully recognized in fiscal 
year 1996.

Fiscal year 1996 expenses included a $120,000 provision for bad debt 
expense which did not recur in fiscal year 1997.

General

During the nine months ended June 30, 1997, the Company recorded its 
highest revenue total in its history for any nine month period.  
Although the results of operations for an interim period are not necessairly
indicative of the results for the entire year, management notes that.
Net income for the first nine months of fiscal year 1997 
was greater than the net income posted for fiscal year 1996 in its 
entirety, ($430,000 vs. $323,000) 


                COMPARISON OF THE THREE MONTHS ENDED JUNE 30, 1997
                     TO THE THREE MONTHS ENDED JUNE 30, 1996

The components of the Company's income statement as a percentage of 
revenue are depicted in the following table for the three months ended 
June 30, 1997 and June 30, 1996:

<TABLE>
<S>               <C>            <C>       <C>           <C>        
                                  % of                    % of
                      1997       Revenue      1996       Revenue
                 (000's omitted)         (000's omitted)

Revenue              $4,908       100.0       $2,336      100.0

Expenses
  Cost of  Revenue    3,789        77.2        1,909       81.7
  SG&A                  716        14.6          468       20.0
  Prod. Amortization    165         3.4          120        5.1
  Bad Debt Expense        -           -          120        5.1
  Other                  11          .2          -15        -.6
  Income Taxes           80         1.6         -103       -4.4

Total Expenses        4,761        97.0        2,499      107.0

Net Income           $  147         3.0       $ -163       -7.0

Revenue
</TABLE>

The Company sells its products and services to both the Federal 
Government and to commercial and international organizations.  The 
Company defines commercial contracts as any business opportunity that 
includes, as all or part of the sale, any of its commercial off the 
shelf (COTS) software products.  The Company presently sells three 
proprietary COTS products, namely EPOCH, OASYS, and DRS.  

The Company through its wholly owned subsidiary, Integral Marketing, 
Inc. (IMI), earns commissions by representing a number electronic 
product manufacturers in Maryland, Virginia and the District of 
Columbia.  The Company classifies IMI revenues as commercial revenues.

During the three months ended June 30, 1997, consolidated revenue 
increased by over 110% compared to the three months ended June 30, 1996, 
climbing from $2.3 million to $4.9 million.  In fact the 3rd quarter 
revenue total posted for fiscal year 1997 is the highest such figure in 
the Company's history.

During the three months ended June 30, 1997, the Company derived 
approximately 40% of its consolidated revenue from commercial 
opportunities compared to 49% of such revenue during the comparable 
period last fiscal year.  Despite the decrease, in the percentage of 
overall revenue accounted for by commerical revenues, commercial 
revenues actually increased in absolute dollar terms, rising from $1.1 
million during the 3rd quarter of fiscal year 1996 to $2.0 million 
during the 3rd quarter of fiscal year 1997, an increase in excess of 
70%.


Gross Margin

Although management believes that the distinctions between Government 
revenue and commercial revenue are important in understanding the 
financial dynamics of its business, management beleives that it is also
important to  analyze the types of revenue the Company has earned.  
Specifically, the Company essentially derives revenues from the following 
sources:
 
  Software licenses
  Engineering services
  Equipment and subcontract pass throughs
  IMI Commission revenues

Each of the above revenue types has different gross margin 
characteristics.  Generally license revenues have the greatest gross 
margins, as the Company believes that this revenue type has virtually no 
marginal cost associated with it. By contrast, equipment and subcontract 
pass throughs have the least gross margin rates associated with them, as 
the Company generally does not mark these items up by more than 15%.

Service margins for the Company typically range between 20% and 30% of 
revenue, but can be less depending on specific contract pricing and/or 
contract overruns. Margins for IMI vary considerably depending on sales 
volume achieved.

Although in many instances, margins on given contracts are bundled 
together as part of an overall price and are therefore subject to 
estimated allocation, the Company believes that the table below fairly 
and accurately portrays the Company's revenue and gross margin results 
for the three months ended June 30, 1997 and June 30, 1996.

<TABLE>
<S>               <C>       <C>    <C>      <C>      <C>    <C>

                            1997                      1996
                  Revenue   Margin % Margin Revenue  Margin % Margin 
                  (000's   (000's            (000's  (000's
                 omitted) omitted)          omitted) omitted

Licenses         $  457  $  457     100.0     $  18   $ 18  100.0
Services          2,677     464      17.3     1,830    352   19.2
Equip. & 
  Subcontracts    1,585      125      7.9       372     28    7.5
IMI                 189       72     38.1       116     29   25.0

Totals           $4,908   $1,118     22.8    $2,336 $  427   18.3

</TABLE>

The Company's gross margin percentage increased from 18.3% in the 3rd 
quarter of fiscal year 1996 to 22.8% in the 3rd quarter of fiscal year 
1997.  As shown in the table, margins for the 3rd quarter of fiscal year 
1996 were impacted due to the relatively low amount of high margin 
license revenue.  

On the other hand, gross margins for the 3rd quarter of fiscal year 1997 
were adversely affected by the large percentage of low margin equipment 
and subcontract revenue in the revenue mix.  Specifically in excess of 
32% of the Company's current period revenues were derived from equipment 
and subcontractor pass throughs compared to less than 16% of such 
revenue during the 3rd quarter of fiscal year 1996.  Most of the 
increase is attributable to a material Government contract the Company 
received during the secon half of fiscal year 1996 (i.e., the IPACS Contract 
with the National Oceanic and Atmospheric Administration [NOAA], a copy 
of which was filed as an exhibit to the Company's 1996 Annual Report on 
Form 10-KSB).  In fact over 2/3 of the Company's equipment and 
subcontract pass through revenue for the 3rd quarter of fiscal year 1997 
was derived from this one contract alone.

On the Company's commercial side of the business, service margins during the 
third quarter were lower than in the same period during  the prior fiscal 
year due to downward profit estimates on certain long term contracts.  

In addition to the above, margins in the Company's IMI operation were 
negatively impacted due to an accounting policy change implemented 
during the second quarter of fiscal year 1997, (see Note 1 of the Notes 
to Financial Statements herein).  Specifically, the Company now 
recognizes IMI revenue at the time that orders are shipped rather 
than at the time orders are received.  This change adversely affected 
IMI commission revenue by approximately $340,000 and gross margin by 
approximately $170,000 for the three months ended June 30, 1997 when 
compared with the amounts that IMI would have recognized if it had 
continued to record commission revenues at the time of order receipt.

Operating Expenses

SG&A increased by approximately $250,000 between the periods compared as 
the Company continues to build an operating infrastructure to support 
its commercial business.  Bid and proposal expenses for the Company's 
Government operation were also significantly higher in the current 
period compared to last fiscal year.  As a percentage of revenue, 
however, SG&A accounted for only 14.6% of revenue in the current period 
compared to 20.0% in the comparable period of last fiscal year.

Product amortization increased by approximately $45,000 between the 
current quarter and the 3rd quarter in fiscal year 1996, reflecting the 
Company's expanding software development amortization base.  Product 
amortization now only pertains to the Company's EPOCH and OASYS products 
as amortization for all other products was fully recognized in fiscal 
year 1996.

Fiscal year 1996 expenses included a $120,000 provision for bad debt 
expense which did not recur in fiscal year 1997.

General

During the three months ended June 30, 1997, the Company recorded its 
highest revenue total for any fiscal quarter in its history.  From a 
profitability standpoint, the Company was able to avoid certain non-
recurring expenses from the third quarter last fiscal year and to remain 
profitable in the current period, despite the Company's relatively 
high expenditures for SG&A.

                Liquidity and Capital Resources

The Company has been profitable on an annual basis since inception and 
has been able to generate adequate cash flow from operations to fund its 
operating and capital expenses.  To supplement operating cash flows, the 
Company has access to a line of credit facility in the amount of $2.0 
million which was unused at June 30, 1997. (See Note 3 of the Notes to 
Financial Statements).  

During the 1st nine months of fiscal year 1997, the Company generated 
approximately $290,000 of cash from operating activities and used 
approximately $1,150,000 for investing activities, including 
approximately $605,000 for newly capitalized software development costs.

As a result of its current cash reserves, its unused line of credit, its 
current profitability and management's internal budgeting and planning, 
the Company believes it will have adequate cash resources to meet its 
obligations for the foreseeable future.  The Company may from time to 
time avail itself of its line of credit facility to finance its current 
rate of growth and the related build up of accounts receivable.

In terms of capital purchases, historically the Company has funded such 
items through operating cash flow or capital lease.  The Company 
currently has no plans for major capital purchases in the ensuing twelve 
month period, although the Company plans to continue to invest in the 
continued development and improvement of its principal software 
products, EPOCH and OASYS.

PART II.  OTHER INFORMATION

6.  	Exhibits and Reports on Form 8-K

a.  Exhibits

   	None

b.  Reports on Form 8-K

    A Form 8-K was filed on July 1, 1997 announcing the 
    consummation of a 3-for-1 stock split to all shareholders of 
    record as of that date.



                            SIGNATURES

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

                               		INTEGRAL SYSTEMS, INC.
                                      (Registrant)



Date:		August 14, 1997                By:       /s/			
                                          Thomas L. Gough
                                          President & Chief Operating 
                                          Officer




Date:		August 14, 1997                By:       /s/			
                                          Elaine M. Parfitt
                                          Vice President & Chief 
                                          Financial Officer




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<MULTIPLIER> 1,000
       
<S>                             <C>
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<FISCAL-YEAR-END>                          SEP-30-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                         517,870
<SECURITIES>                                   480,992
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<DEPRECIATION>                                 510,195
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                            9,530
                                          0
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<F2>includes PP&E @ $1,237,303 +S/W dev. costs @ $1,405,120 + Misc. deposits @
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