SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended August 31, 1998 or [ ] Transition report pursuant to section 13 of 15(d) of the Securities Exchange Act of 1934 for the transition period from ________ to ________ Commission file number: 0-25104 CONTINENTAL INFORMATION SYSTEMS CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 16-0956508 - -------------------------------------------------------------------------------- (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 45 Broadway Atrium, Suite 1105, New York, New York 10006 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (212) 771-1000 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) 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 [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ X ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: As of September 30, 1998, the registrant has 6,939,060 shares of common stock, par value $.01 per share, outstanding. CONTINENTAL INFORMATION SYSTEMS CORPORATION AND ITS SUBSIDIARIES TABLE OF CONTENTS PART I. FINANCIAL INFORMATION: Item 1. Financial Statements Consolidated Balance Sheets - August 31, 1998 and May 31, 1998 Consolidated Statements of Operations - for the three months ended August 31, 1998 and 1997 Consolidated Statements of Cash Flows - for the three months ended August 31, 1998 and 1997 Notes to Consolidated Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations PART II. OTHER INFORMATION: Item 1. Legal Proceedings Item 6. Exhibits and Reports on Form 8-K SIGNATURES PART I - FINANCIAL INFORMATION Item 1. Financial Statements Continental Information Systems Corporation and its Subsidiaries In Thousands (Except Number of Shares) - -------------------------------------------------------------------------------- CONSOLIDATED BALANCE SHEETS (Unaudited) August 31, May 31, 1998 1998 -------- -------- Assets: Cash and cash equivalents $ 1,663 $ 3,211 Accounts receivable, net 928 636 Notes receivable 8,795 6,870 Investment in mortgage participation notes 772 1,522 Inventory 1,973 3,755 Net investment in direct financing leases 4,516 4,658 Rental equipment, net 16,819 18,118 Furniture, fixtures and equipment, net 389 398 Other assets 624 620 Deferred tax assets 5,414 5,414 -------- -------- Total assets $ 41,893 $ 45,202 ======== ======== Liabilities and Shareholders' Equity: Liabilities: Accounts payable and other liabilities $ 2,180 $ 2,377 Discounted lease rental borrowings 2,350 2,594 Note payable to institution - secured 2,494 4,429 Net liabilities of discontinued operations (Note 2) 586 866 Deferred lease revenue 5,213 5,976 -------- -------- Total liabilities 12,823 16,242 -------- -------- Shareholders' Equity: Common stock, $.01 par value; authorized 20,000,000 shares, issued 7,101,668 shares 71 71 Additional paid-in capital 35,129 35,129 Accumulated deficit (5,724) (5,834) -------- -------- 29,476 29,366 Treasury stock, at cost; 162,608 shares (406) (406) -------- -------- Total shareholders' equity 29,070 28,960 -------- -------- Total liabilities and shareholders' equity $ 41,893 $ 45,202 ======== ======== The accompanying notes are an integral part of these financial statements. Continental Information Systems Corporation and its Subsidiaries In Thousands (Except per Share Data) - -------------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) For the Three Months Ended August 31, ------------------- 1998 1997 ------- ------- Revenues: Equipment sales $ 3,098 $ 3,436 Equipment rentals 1,871 969 Income from direct financing leases 206 187 Gain from sale of equipment subject to lease -- 78 Interest, fees and other income 503 516 ------- ------- 5,678 5,186 ------- ------- Costs and Expenses: Cost of sales 2,696 2,712 Depreciation of rental equipment 1,421 480 Interest expense 164 177 Other operating expenses 300 304 Selling, general and administrative expense 920 1,149 ------- ------- 5,501 4,822 ------- ------- Income from continuing operations before income taxes 177 364 Provision for income tax 67 138 ------- ------- Income from continuing operations 110 226 Loss from discontinued operations, net of tax benefit (Note 2) -- (127) ------- ------- Net Income $ 110 $ 99 ======= ======= Basic and diluted net income (loss) per share (Note 1): Income from continuing operations $ .02 $ .03 Income (loss) from discontinued operations -- (.02) ------- ------- Net Income $ .02 $ .01 ======= ======= Weighted average number of shares of common stock outstanding 6,939 7,016 ======= ======= The accompanying notes are an integral part of these financial statements. Continental Information Systems Corporation and its Subsidiaries (In Thousands) - -------------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the Three Months Ended August 31, -------------------- 1998 1997 ------- ------- Cash flows from operating activities: Net income $ 110 $ 99 Less: Net loss from discontinued operations -- (127) ------- ------- Income from continuing operations 110 226 ------- ------- Adjustments to reconcile net income from continuing operations to net cash provided by operating activities: Proceeds from sale of equipment subject to lease -- 850 Gain from sale of equipment subject to lease -- (78) Proceeds from sale of other leased equipment 12 39 Amortization of unearned income (206) (187) Collections of rentals on direct financing leases 551 546 Depreciation and amortization expense 1,444 575 Effect on cash flows of changes in: Accounts receivable (292) (817) Notes receivable (1,925) 1,428 Inventory 1,782 2,002 Other assets (4) (396) Accounts payable and other liabilities (197) 631 Deferred lease revenue (763) 14 Deferred tax assets -- 61 Other (100) 77 ------- ------- 302 4,745 ------- ------- Net cash provided by continuing operations 412 4,971 Net cash used in discontinued operations (280) (688) ------- ------- Net cash provided by operations 132 4,283 ------- ------- Cash flows from investing activities: Purchase of rental equipment (337) (8,699) Purchase of property and equipment (14) (5) Proceeds from investment in mortgage participation notes 850 -- ------- ------- Net cash provided by (used in) investing activities 499 (8,704) ------- ------- Continental Information Systems Corporation and its Subsidiaries (In Thousands) - -------------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (continued) For the Three Months Ended August 31, -------------------- 1998 1997 ------- ------- Cash flows from financing activities: Proceeds from lease, bank and institution financings 1,900 969 Payments on lease, bank and institution financings (4,079) (805) Purchase of treasury stock -- (236) ------- ------- Net cash used in financing activities (2,179) (72) ------- ------- Net decrease in cash and cash equivalents (1,548) (4,493) Cash and cash equivalents at beginning of period 3,211 8,968 ------- ------- Cash and cash equivalents at end of period $ 1,663 $ 4,475 ======= ======= The accompanying notes are an integral part of these financial statements Continental Information Systems Corporation and its Subsidiaries Notes to the Consolidated Financial Statements - -------------------------------------------------------------------------------- 1. Basis of Presentation The accompanying unaudited financial statements of Continental Information Systems Corporation and its subsidiaries (the "Company") contain all adjustments which are, in the opinion of management, necessary for a fair statement of results for the interim periods presented. While certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted, the Company believes that the disclosures herein are adequate to make the information not misleading. The results of operations for the three months ended August 31, 1998, are not necessarily indicative of the results for the full year. These statements should be read in conjunction with the consolidated financial statements and notes thereto included, for the fiscal year ended May 31, 1998, appearing in the Company's Form 10-K. 2. Discontinued Operations On May 29, 1998, the Company announced its decision to discontinue and liquidate its LaserAccess laser printing business. The Company recorded a provision of $4,955,000 in the quarter ended May 31, 1998, relative to the disposal of LaserAccess' assets, including the write-off of goodwill, in the amount of $3,258,000, and other charges related to the discontinuance of the business unit. The Company is currently engaged in litigation with the former owners and executives of its discontinued LaserAccess business. In March 1998, the Company prepaid remaining amounts due to the former owners and exercised a right to set-off approximately $1.1 million against amounts due on promissory notes in connection with the purchase of LaserAccess. The Company has also terminated these individuals under their employment agreements. On April 7, 1998, the former owners filed suit in Superior Court of California, County of San Diego, seeking to recover damages allegedly arising from the Company's set-off of amounts due. Additionally, the former owners are seeking to recover approximately $733,000 in damages arising from the Company's termination of their employment contracts. The complaint, as amended, seeks damages for various other claims, including defamation. The Company has asserted crossclaims and intends to vigorously contest these actions. The Consolidated Statements of Operations for all periods presented have been reclassified to report the results of discontinued operations separately from continuing operations. A summary of the results of discontinued operations follows (in thousands): Continental Information Systems Corporation and its Subsidiaries Notes to the Consolidated Financial Statements - -------------------------------------------------------------------------------- For the Three Months Ended August 31, --------------------- 1998 1997 ------- ------- Revenues $ -- $ 1,236 Costs and expenses -- 1,440 ------- ------- Loss from discontinued operations -- (204) Income tax benefit -- (77) ------- ------- Net loss from discontinued operations $ -- $ (127) ======= ======= The Consolidated Balance Sheets as of August 31, 1998 and May 31, 1998 have been reclassified to report the net assets of discontinued operations separately from the assets and liabilities of continuing operations. A summary of the assets and liabilities of discontinued operations follows (in thousands): August 31, 1998 May 31, 1998 --------------- ------------ Assets: Cash and cash equivalents $ 61 $ 19 Accounts receivable, net 310 198 Inventory 256 779 Furniture, fixtures and equipment, net -- 12 Other assets -- 58 ------- ------- Total assets 627 1,066 ------- ------- Liabilities: Accounts payable and accruals 1,213 1,504 Note payable -- 428 ------- ------- Total liabilities 1,213 1,932 ------- ------- Net Assets (Liabilities) of Discontinued Operations $ (586) $ (866) ======= ======= Continental Information Systems Corporation and its Subsidiaries Notes to the Consolidated Financial Statements - -------------------------------------------------------------------------------- 3. Net Income Per Share In fiscal 1998, the Company adopted Financial Accounting Standard No. 128 (SFAS 128), Earnings Per Share. SFAS 128 specified new standards for computing and disclosing net income per share. Basic and diluted net income per share for the three months ended August 31, 1998 and 1997, was computed based on the weighted average number of shares of common stock outstanding during the periods. As of August 31, 1998, the Company had outstanding options to purchase 369,674 shares of common stock (See Note 5). The potential dilution of these options is immaterial in the computation of diluted net income per share. 4. Reclassifications Certain prior period balances in the financial statements have been reclassified to conform to the current period financial statement presentation. 5. Stock Option Plan In 1995, the Board of Directors adopted and the stockholders approved the Continental Information Systems Corporation 1995 Stock Compensation Plan (the "1995 Plan"). The 1995 Plan provides for the issuance of options covering up to 1,000,000 shares of common stock and stock grants of up to 500,000 shares of common stock to non-employee directors of the Company and, in the discretion of the Board of Directors, employees of and independent contractors and consultants to the Company. Continental Information Systems Corporation and its Subsidiaries Notes to the Consolidated Financial Statements - -------------------------------------------------------------------------------- A summary of the status of the 1995 Plan as of August 31, 1998 and changes since inception is presented below: Weighted Average Number of Exercise Price Options Per Option ------- ---------- Outstanding at May 31, 1995 (none exercisable) 15,000 $ 3.50 Granted 9,000 $ 2.50 Exercised -- $ -- Forfeited/expired (9,000) $ 3.50 ------- Outstanding at May 31, 1996 (6,000 exercisable) 15,000 $ 2.90 Granted 319,000 $ 1.97 Exercised (16,667) $ 1.97 Forfeited/expired (33,333) $ 1.97 -------- Outstanding at May 31, 1997 (188,337 exercisable) 284,000 $ 2.02 Granted 190,674 $ 2.38 Exercised (70,001) $ 1.97 Forfeited/expired (38,331) $ 1.97 -------- Outstanding at May 31, 1998 (234,002 exercisable) 366,342 $ 2.22 Granted 10,000 $ 1.95 Forfeited/expired (6,668) $ 1.97 -------- Outstanding at August 31, 1998 (227,334 exercisable) 369,674 $ 2.22 ======== Continental Information Systems Corporation and its Subsidiaries - -------------------------------------------------------------------------------- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Introduction The following discussion and analysis of the financial condition and results of operations of the Company should be read in conjunction with the consolidated financial statements and the notes thereto for the fiscal year ended May 31, 1998, appearing in the Company's Form 10-K. All statements contained herein that are not historical facts, including but not limited to, statements regarding anticipated future capital requirements and the Company's future business plans, are based on current expectations. These statements are forward looking in nature and involve a number of risks and uncertainties. Actual results may differ materially. Among the factors that could cause actual results to differ materially are those set forth below and the other risk factors described from time to time in the Company's reports filed with the SEC. The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. Results of Operations Comparison of the Three Months Ended August 31, 1998 and 1997 Continuing Operations Revenues Total revenues increased 9.5% to $5.7 million for the three months ended August 31, 1998 from $5.2 million for the comparable fiscal quarter in 1997. Within this revenue category, equipment sales decreased 9.8% to $3.1 million for the three months ended August 31, 1998 from $3.4 million for the comparable fiscal quarter in 1997. This decrease is principally due to the results of operations of the Telecommunications Business Unit included in the financial results for the first quarter of the prior fiscal year, and subsequently sold on August 31, 1997. Equipment rentals and income from direct financing leases increased 79.7% to $2.1 million for the quarter ended August 31, 1998 from $1.2 million for the comparable fiscal quarter in 1997. This increase is the cumulative effect of lease streams coming on-line, as a result of the Company acquiring approximately $24 million in additional rental equipment in the prior fiscal year. Interest, fees and other income decreased slightly to $503,000 for the three months ended August 31, 1998 from $516,000 for the comparable fiscal quarter in 1997. This decrease principally reflects a decline in management fees received from income funds. Continental Information Systems Corporation and its Subsidiaries - -------------------------------------------------------------------------------- Costs and Expenses Costs and expenses increased 14.1% to $5.5 million for the three months ended August 31, 1998 from $4.8 million for the comparable fiscal quarter in 1997. Within this category, cost of sales, as a percentage of equipment sales, for the three months ended August 31, 1998 and 1997, was 87.0% and 78.9%, respectively. This variance is directly related to the results of operations of the Air Group Business Unit and reflect the competitive conditions in the used aircraft/engines marketplace. Revenues and earnings from the aircraft business are likely to continue to vary quarter-to-quarter, based on a number of factors, including the volume of transactions. Depreciation of rental equipment increased to $1.4 million for the quarter ended August 31, 1998 from $.5 million for the comparable fiscal quarter in 1997. This increase is directly related to the aforementioned acquisition of approximately $24 million in additional rental equipment in the prior fiscal year. Interest expense decreased 7.3% to $164,000 for the quarter ended August 31, 1998 from $177,000 for the comparable fiscal quarter in 1997. Additionally, other operating expenses decreased slightly to $300,000 for the three months ended August 31, 1998 from $304,000 for the comparable fiscal period in 1997. Selling, general and administrative expenses decreased 19.9% to $.9 million for the three months ended August 31, 1998 from $1.1 million for the comparable fiscal period in 1997. This decrease is principally due to cost containment efforts and staff reductions between the periods. Income Taxes For the quarter ended August 31, 1998, a provision for deferred income tax expense on income from continuing operations was recorded, at an effective tax rate of 38%, in the amount of $67,000. For the quarter ended August 31, 1997, a provision for deferred income tax expense on income from continuing operations was recorded, at an effective rate of 38%, in the amount of $138,000. Additionally, in this prior year fiscal quarter, a provision for deferred income tax benefit on loss from discontinued operations was recorded, at an effective tax rate of 38%, in the amount of $77,000. Discontinued Operations On May 29, 1998, the Company announced its decision to discontinue and liquidate its LaserAccess laser printing business. The Company recorded a provision of $4,955,000 in the quarter ended May 31, 1998, relative to the disposal of LaserAccess' assets, including the write-off of goodwill, in the amount of $3,258,000, and other charges related to the discontinuance of the business unit. See "PART II, Item 1. Legal Proceedings" for a discussion of litigation related to Laser Access. Continental Information Systems Corporation and its Subsidiaries - -------------------------------------------------------------------------------- A summary of the results of discontinued operations follows (in thousands): For the Three Months Ended August 31, -------------------------- 1998 1997 ------- ------- Revenues $ -- $ 1,236 Costs and expenses -- 1,440 ------- ------- Loss from discontinued operations -- (204) Income tax benefit -- (77) ------- ------- Net loss from discontinued operations $ -- $ (127) ======= ======= Liquidity and Capital Resources Net cash from operations for the three months ended August 31, 1998 was $132,000 as compared to $4.3 million for the comparable period in 1997. This decrease was primarily due to a $1.9 million increase in notes receivable in the current quarter compared to a $1.4 million decrease in notes receivable for the comparable period in 1997. Most of the net increase in notes receivable during the current quarter represents a $2.2 million investment in a joint venture between the Company's wholly-owned subsidiary, CIS Air Corporation ("CIS Air") and JetAir Capital, Inc., a privately-owned aviation leasing and parts sales company located in San Francisco, California. The joint venture has acquired the McDonnell Douglas DC-10 spare parts inventory of Phillipine Airlines. The Company purchased $337,000 of additional rental equipment for lease transactions during the three months ended August 31, 1998 as compared to $8.7 million for the comparable period in 1997. The Company's investment in rental equipment varies from quarter to quarter, based on a number of factors, including current market conditions and the availability of adequate credit facilities, and the decline in equipment purchases during the current quarter resulted from these factors. The Company received proceeds of $850,000 from its investment in mortgage participation notes during the three months ended August 31, 1998. Proceeds from lease, bank and institution financings for the three months ended August 31, 1998 and 1997 were $1.9 million and $.9 million, respectively, while payments on these financings were $4.1 million and $.8 million for the respective 1998 and 1997 periods. The significant increase in payments in the current quarter resulted from a $1.9 million pay-down of CIS Air's secured revolving loan facility (the "CIS Air Loan Facility"). Amounts available under the CIS Air Loan Facility vary depending on the value of equipment and inventory securing the loans, and CIS Air was required to pay down the CIS Air Loan due to significant inventory sales during the current quarter. Continental Information Systems Corporation and its Subsidiaries - -------------------------------------------------------------------------------- As of August 31, 1998, the Company had $1.7 million in cash and cash equivalents, as compared to $4.5 million at August 31, 1997. In September 1998, the Company received cash proceeds from the payoff of a $3.6 million note receivable owed to CIS Air. The Company expects that operations will generate sufficient cash to meets its operating expenses and current obligations for the foreseeable future. The Company finances certain equipment leases by assigning the rentals to various lending institutions at a fixed rate on a recourse and non-recourse basis, and the Company has, in the past, also utilized various credit facilities, including bank lines of credit to fund its operating activities. The Company is currently in negotiations with a commercial bank to establish a $3 million "warehouse" line of credit. The loan agreement for the line of credit is expected to contain various covenants, including limitations on incurring additional liens and encumbrances and prohibiting certain transactions with affiliates or subsidiaries. Additionaly, the Company has established the CIS Air Loan Facility with a financing institution to provide lease and inventory financing for aircraft engines for its operating subsidiary CIS Air, in the amount of $10,000,000. The facility has a three-year term and permits borrowing equal to a percentage of the appraised value of the aircraft engines financed. Substantially all of the assets of CIS Air are pledged as collateral for the loan. At August 31, 1998, $2,494,000 of this facility was being utilized. The CIS Air Loan Facility bears interest at prime plus 1/4% and expires in December 2000. To expand its operations, the Company may in the future issue debt or equity securities. Year 2000 As the year 2000 approaches, a critical issue has emerged for all companies, including the Company, with respect to whether application software programs and operating systems utilized by a company and the companies with which it does business can accommodate this date value. In brief, many existing application software products in the marketplace were designed only to accommodate a two-digit date position which represents the year (e.g., "95" is stored on the system and represents the year 1995). As a result, the year 1999 (i.e., "99") could be the maximum date value these systems will be able to process accurately. The Company has, for several months, been engaged in a review of the software and information systems it uses in an effort to determine whether it or its operations may be materially adversely affected by this so-called "Year 2000" conversion. As a result of that review, the Company upgraded and replaced its hardware systems with systems that are Year 2000 compliant. In addition, the Company has engaged a vendor to provide new lease billing software and has identified another vendor to replace its accounting software. The Company expects that this software will be installed by the middle of 1999. The Company has inquired of, and generally obtained the assurances of, the providers of such software with respect to its being Year 2000 compliant. Based on its review the Company does not presently believe that Year 2000 compliance issues with respect to its software and systems will cause any material disruptions, malfunctions or failures of its business. However, no assurances can be given that such review uncovered every potential adverse effect of the Year 2000 conversion in connection with any of such software or systems. Continental Information Systems Corporation and its Subsidiaries - -------------------------------------------------------------------------------- With respect to assets other than its computer hardware and software systems, the Company is aware that some of the equipment it leases may have embedded technology that is not Year 2000 compliant. Under the terms of the leases, however, the Company is not responsible for the maintenance and repair of this equipment, and the leases are non-cancelable. Failure to achieve Year 2000 compliance may materially adversely affect the residual value of such equipment. No assurance can be given that such decrease in residual value would not have a material adverse effect on the Company's business or results of operations. The Company has only recently begun a review of whether the software and systems of the vendors, financing sources, customers, equipment manufacturers or distributors or other parties with which it deals may, as a result of the Year 2000 conversion, have a materially adverse effect on the Company or its operations. Accordingly, it is too early for the Company to be able to predict whether such software and systems of such parties may have such effect. As part of this review, the Company will attempt to obtain assurances from each of such parties, whose dealings with the Company are material to the Company or its operations, that such party does not and will not utilize software or systems that may interfere with the Company, or are or will be important to the operations of such party, that may cause problems to such party or the Company as a result of the Year 2000 conversion. However, no assurances can be given that the Company will be able to obtain the information from such parties necessary for the Company to determine whether it may be materially adversely affected by the software or systems of such parties. The Company currently believes that its systems will be Year 2000 compliant during 1999 and therefore has not developed a contingency plan. Nevertheless, the Company will maintain an ongoing effort to recognize and evaluate potential exposure relating to the Year 2000 conversion arising from its use of software supplied by other parties or its dealings with other parties. The total cost to the Company of these Year 2000 compliance activities has not been, and is not anticipated to be, material to its financial position or results of operations in any given year. PART II - OTHER INFORMATION Item 1. Legal Proceedings The Company is currently engaged in litigation with the former owners and executives of its discontinued LaserAccess business. In March 1998, the Company prepaid remaining amounts due to the former owners and exercised a right to set-off approximately $1.1 million against amounts due on promissory notes in connection with the purchase of LaserAccess. The Company has also terminated these individuals under their employment agreements. On April 7, 1998, the former owners filed suit in Superior Court of California, County of San Diego, seeking to recover damages allegedly arising from the Company's set-off of amounts due. Additionally, the former owners are seeking to recover approximately $733,000 in damages arising from the Company's termination of their employment contracts. The complaint, as amended, seeks damages for various other claims, including defamation. The Company has asserted crossclaims and intends to vigorously contest these actions. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27.1 Financial Data Schedule (b) Reports on Form 8-K - No reports on Form 8-K were filed by the Company during the quarter ended August 31, 1998. 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. CONTINENTAL INFORMATION SYSTEMS CORPORATION Date: October 9, 1998 By: /s/ Michael L. Rosen -------------------- Michael L. Rosen President, Chief Executive Officer and Director Date: October 9, 1998 By: /s/ Jonah M. Meer ----------------- Jonah M. Meer Senior Vice President, Chief Operating Officer and Chief Financial Officer