GOVERNMENT TECHNOLOGY SERVICES INC
8-K, 1998-01-26
COMPUTERS & PERIPHERAL EQUIPMENT & SOFTWARE
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<PAGE>
                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  20549



                                 FORM  8-K

                              CURRENT REPORT

                      Pursuant to Section 13 or 15(d)
                  of the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported):   January 26, 1998
                                                  --------------------


                   GOVERNMENT TECHNOLOGY SERVICES, INC.
          -------------------------------------------------------
          (Exact name of registrant as specified in its charter)


        Delaware                     0-19394                 54-1248422
- ------------------------          ------------            -----------------
     (State or other               (Commission              (IRS Employer
     jurisdiction of                  File                 Identification
     incorporation)                  Number)                   Number)


 4100 Lafayette Center Drive, Chantilly, Virginia            20151-1200
- ----------------------------------------------------      -----------------
     (Address of principal executive offices)                (Zip Code)


Registrant's telephone number, including area code:         703-502-2000
                                                          -----------------

<PAGE>
Item 1.    Changes in Control of Registrant

     Not Applicable.

Item 2.    Acquisition or Disposition of Assets

     Not Applicable.

Item 3.    Bankruptcy or Receivership

     Not Applicable.

Item 4.    Changes in Registrant's Certifying Accountant

     Not Applicable.

Item 5.    Other Events
     
     On January 26, 1998, Government Technology Services, Inc. ("GTSI") and
BTG, Inc. ("BTG") issued a joint press release announcing that they had 
extended until February 16, 1998 their December 18, 1997 letter of intent
(subsequently amended on January 13, 1998), for the purchase by GTSI of
BTG's product sales division.  For additional information, please see the
attached press release.

Item 6.    Resignation of Registrant's Directors 

     Not Applicable.

Item 7.    Financial Statements and Exhibits 

     (c)  Exhibits

          99.1 Press release dated January 26, 1998

<PAGE>
                                SIGNATURES


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

Date:  January 26, 1998

                                 GOVERNMENT TECHNOLOGY SERVICES, INC.



                                 By:   /s/ M. DENDY YOUNG
                                     --------------------------------------
                                      M. Dendy Young
                                      President and Chief Executive Officer

<PAGE>
                             INDEX TO EXHIBITS
===========================================================================
  EXHIBIT |
  NUMBER  | DESCRIPTION
- ---------------------------------------------------------------------------
   99.1   | Press release dated January 26, 1998
===========================================================================


<PAGE>
                               Exhibit 99.1

[GTSI Logo]                            Government Technology Services, Inc.
4100 Lafayette Center Drive
Chantilly, VA  20151-1200
(703) 502-2000
www.gtsi.com


CONTACTS:

Fern Krauss                                       Theda Parrish
ESTN Communications                               BTG
(301)- 424-9140 or (703) 502-2054                 (703) 383-8145
[email protected]                              [email protected]
                                                  [email protected]


                   GTSI AND BTG EXTEND LETTER OF INTENT


CHANTILLY, VA (January 26, 1998) - Government Technology Services, Inc.
(GTSI)(Nasdaq:GTSI) and BTG, Inc. (Nasdaq:BTGI) today announced that they
entered into an extension of their original December 18, 1997 letter of
intent for the sale to GTSI of substantially all of the BTG division assets
responsible for reselling computer hardware, software, and integrated
systems to the Federal Government.  The letter of intent, originally due to
expire on January 31, 1998, has been extended until February 16, 1998.  The
parties currently plan for a closing the week of February 2, 1998.

     Dr. Edward Bersoff, President and CEO of BTG, commented, "Our
agreement to the extension re-affirms our commitment to this transaction." 

     Dendy Young, President and CEO of GTSI, stated, "We continue to work
expeditiously to close the transaction."  He emphasized that, "We are
focusing on the vital issue of successfully combining the workforces of
GTSI and the BTG division to create a stronger combined company."

     GTSI reported a net income of $1.9 million, or $0.27 per share, in the
third quarter of calendar 1997.  BTG reported a loss of $798,000, or $0.09
per share for its third quarter of fiscal 1997.  

     Except for historical information, all of the statements, including
the benefits of the transaction for both companies, expectations and
assumptions contained in the foregoing are "forward-looking statements"
(within the meaning of the Private Securities Litigation Reform Act of
1995) that involve a number of risks and uncertainties. It is

                                  -more-

<PAGE>
GTSI and BTG Extend Letter Of Intent                        Page -2-

possible that the assumptions made by management for purposes of such
statements may not materialize. Actual results may differ materially from
those projected or implied in any forward-looking statements.  In addition
to the above factors, other important factors that could cause actual
results to differ materially are those listed in the Company's most recent
report on Form 10-K and included from time to time in other documents filed
by the Company with the Securities and Exchange Commission.

About the Companies

BTG provides information technology services and products to government and
commercial clients.  The company specializes in systems engineering,
integration and network systems, internet/intranet/extranet access and
services.  The company is headquartered in Fairfax, Virginia. Additional
information on BTG is available on the Internet at www.btg.com by e-mail or
[email protected], or by calling 703-383-8000.
     GTSI is the largest dedicated government reseller providing
broad-based information technology solutions. The Company offers access to
over 100,000 information technology products from more than 2,000
manufacturers.  Headquartered in the Washington metropolitan area, GTSI
employs approximately 400 people and provides products and services to
Federal, state and local government customers worldwide. Founded in 1983,
GTSI has been ranked by Computer Reseller News as one of the top 10
resellers nationwide every year since 1993, when CRN began ranking
resellers. Further information may be obtained on the Internet at
www.gtsi.com. 

                                   -30-

GTSI is a registered service mark of Government Technology Services, Inc. 
All other trademarks and service marks are proprietary to their respective
owners.   



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