TMS INC /OK/
10QSB/A, 2000-11-13
PREPACKAGED SOFTWARE
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              U.S.SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549

                     FORM 10-QSB/A

(Mark One)

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarterly period ended:      February 29, 2000

[ ]  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  0-18250

                         TMS, Inc.
     (Exact name of small business issuer as specified in its charter)

     OKLAHOMA                            91-1098155
(State or other jurisdiction of    (I.R.S. Employer Identification Number)
incorporation or organization)

                      206 West Sixth Street
                       Post Office Box 1358
                    Stillwater, Oklahoma  74076
               (Address of principal executive offices)
        Issuer's telephone number, including area code: (405) 377-0880

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 (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 [ ]

State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest
practicable date:

Title of Each Class                       Outstanding at February 29, 2000
Common stock, par value $.05 per share            13,234,659

Transitional Small Business Disclosure Format (check one):
Yes []  No [X]

<PAGE>


SIGNATURES


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


TMS, Inc.


Date: ____________________       /s/ Deborah D. Mosier
                                 ---------------------
                                 Deborah D. Mosier, President

Date: ____________________       /s/ Kent E. Warkentin
                                 ---------------------
                                 Kent E. Warkentin, Controller


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