ARI NETWORK SERVICES INC /WI
424B3, 1997-12-11
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
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PROSPECTUS SUPPLEMENT NO. 2                  File No.  333-31295
(To Prospectus dated August 6, 1997)         Filed pursuant to
                                             Rule 424(b)(3) and
                                             Rule 424(c)

              ARI NETWORK SERVICES, INC.
                           
                     Common Stock
                           
     This Prospectus Supplement updates and supplements
the Prospectus dated August 6, 1997, which was filed
with the Securities and Exchange Commission in
connection with the Company's registration statement on
Form S-2, Registration No. 333-31295.
     
     On November 19, 1997, the Company consummated a
one-for-four reverse stock split.  As a result, the
Prospectus relates to a post-split total of 500,000
shares of Common Stock.  From August 6, 1997, through
the date of this Prospectus Supplement, the Company
sold 387,500 shares of Common Stock covered by the
Registration Statement at $4.00 per share (as adjusted
for the reverse stock split), including 150,000 shares
purchased by WITECH Corporation and an aggregate of
25,000 shares purchased by directors and executive
officers of the Company.
     
     On November 19, 1997, the Company reported
operating results for the quarter ending October 31,
1997, as set forth below:
     
                                   Three Months
                                      Ended
                              October 31,   October 31,
                                 1997          1996
                        (In thousands, except per share data) 
                                          
         Revenues             $ 2,023   $ 1,683
         Net loss             $  (593)  $(1,149)
                                     
         Loss per share         (0.16)    (0.33)
           (as adjusted                  
           for the reverse 
           stock split)
     
   The date of this Prospectus Supplement is December 11, 1997.



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