1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15[D] OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended: September 30, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15[d] OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For transition period from __________ to ___________ Commission file number 0-20244 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: DATA RESEARCH ASSOCIATES, INC. 401[K] PROFIT SHARING PLAN B. Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: DATA RESEARCH ASSOCIATES, INC. 1276 North Warson Rd. St. Louis, Missouri 63132 2 REQUIRED INFORMATION Financial Statements: 4. In lieu of requirements of Items 1-3, audited statements and schedules prepared in accordance with the requirements of ERISA for the plan's fiscal years ended September 30, 1998 and 1997 are presented on pages 1 through 15. Exhibits: 23. Consent of Ernst & Young LLP, independent auditors 3 Financial Statements and Supplemental Schedules Data Research Associates, Inc. 401(k) Profit Sharing Plan Years ended September 30, 1998 and 1997 with Report of Independent Auditors 4 Data Research Associates, Inc. 401(k) Profit Sharing Plan Financial Statements and Supplemental Schedules Years ended September 30, 1998 and 1997 CONTENTS Report of Independent Auditors....................................... 1 Financial Statements Statements of Net Assets Available for Plan Benefits With Fund Information............................................. 2 Statements of Changes in Net Assets Available for Plan Benefits With Fund Information............................... 4 Notes to Financial Statements........................................ 6 Supplemental Schedules Line 27a - Schedule of Assets Held for Investment Purposes........... 12 Line 27d - Schedule of Reportable Transactions....................... 15 5 Report of Independent Auditors Plan Administrator Data Research Associates, Inc. 401(k) Profit Sharing Plan We have audited the accompanying statements of net assets available for plan benefits of Data Research Associates, Inc. 401(k) Profit Sharing Plan (the Plan) as of September 30, 1998 and 1997, and the related statements of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at September 30, 1998 and 1997, and the changes in its net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes as of September 30, 1998 and reportable transactions for the year then ended are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 and are not a required part of the basic financial statements. The fund information in the statements of net assets available for plan benefits and the statements of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. St. Louis, Missouri Ernst & Young LLP December 10, 1998 1 6 Data Research Associates, Inc. 401(k) Profit Sharing Plan Statements of Net Assets Available for Plan Benefits With Fund Information September 30, 1998 LARGE SMALL GUARANTEED CAPITAL CAPITAL BASIC INCOME BALANCED GROWTH GROWTH VALUE FUND FUND FUND FUND FUND ------------------------------------------------------------------------ ASSETS Investments at fair value: Money market funds $ 3,689 $ 61,258 $ 62,691 $ 6,667 $ 4,054 U.S. Treasury bills and notes - 345,497 - - - Mutual funds 429,756 - - 376,019 299,719 Common stocks - 842,972 1,153,806 - - Participant notes receivable - - - - - ------------------------------------------------------------------------ 433,445 1,249,727 1,216,497 382,686 303,773 Receivables: Employer's contribution 10,383 36,429 28,361 19,063 11,538 Participants' contribution 1,695 3,797 4,305 3,243 1,934 Interfund receivables/payables 148,152 (80,562) (61,946) 12,891 (5,546) ------------------------------------------------------------------------ 160,230 (40,336) (29,280) 35,197 7,926 ------------------------------------------------------------------------ Net assets available for plan benefits $593,675 $1,209,391 $1,187,217 $417,883 $311,699 ======================================================================== INTERNATIONAL EQUITY DRA STOCK INCOME FUND FUND FUND LOANS TOTAL ------------------------------------------------------------------------ ASSETS Investments at fair value: Money market funds $ 2,508 $ 1,434 $ 615 $ - $ 142,916 U.S. Treasury bills and notes - - - - 345,497 Mutual funds 167,510 - 38,131 - 1,311,135 Common stocks - 55,323 - - 2,052,101 Participant notes receivable - - - 30,194 30,194 ------------------------------------------------------------------------ 170,018 56,757 38,746 30,194 3,881,843 Receivables: Employer's contribution 9,046 796 1,855 - 117,471 Participants' contribution 1,177 453 232 - 16,836 Interfund receivables/payables (14,233) (51) 1,295 - - ------------------------------------------------------------------------ (4,010) 1,198 3,382 - 134,307 ======================================================================== Net assets available for plan benefits $166,008 $57,955 $42,128 $30,194 $4,016,150 ======================================================================== See accompanying notes. 2 7 Data Research Associates, Inc. 401(k) Profit Sharing Plan Statements of Net Assets Available for Plan Benefits With Fund Information (continued) September 30, 1997 LARGE SMALL GUARANTEED CAPITAL CAPITAL BASIC INCOME BALANCED GROWTH GROWTH VALUE FUND FUND FUND FUND FUND -------------------------------------------------------------------------- ASSETS Investments at fair value: Money market funds $ 2,530 $ 31,683 $ 50,248 $ 12,182 $ 2,006 U.S. Treasury bills and notes - 275,438 - - - Mutual funds 286,067 - - 345,216 238,214 Common stocks - 748,960 1,157,944 - - Participant notes receivable - - - - - -------------------------------------------------------------------------- 288,597 1,056,081 1,208,192 357,398 240,220 Receivables: Employer's contribution 5,637 34,399 25,594 16,491 13,862 Participants' contribution 1,487 3,620 3,733 2,939 1,988 Interfund receivables/payables 50 3,205 (960) (87) (10) -------------------------------------------------------------------------- 7,174 41,224 28,367 19,343 15,840 -------------------------------------------------------------------------- Net assets available for plan benefits $295,771 $1,097,305 $1,236,559 $376,741 $256,060 ========================================================================== INTERNATIONAL EQUITY DRA STOCK INCOME FUND FUND FUND LOANS TOTAL -------------------------------------------------------------------------- ASSETS Investments at fair value: Money market funds $ 1,361 $ 499 $ 1,636 $ - $ 102,145 U.S. Treasury bills and notes - - - - 275,438 Mutual funds 176,180 - 28,690 - 1,074,367 Common stocks - 55,290 - - 1,962,194 Participant notes receivable - - - 25,793 25,793 -------------------------------------------------------------------------- 177,541 55,789 30,326 25,793 3,439,937 Receivables: Employer's contribution 7,640 6,105 1,316 - 111,044 Participants' contribution 1,342 749 268 46 16,172 Interfund receivables/payables (23) 1,257 (3,386) (46) - -------------------------------------------------------------------------- 8,959 8,111 (1,802) - 127,216 -------------------------------------------------------------------------- Net assets available for plan benefits $186,500 $63,900 $28,524 $25,793 $3,567,153 ========================================================================== See accompanying notes. 3 8 Data Research Associates, Inc. 401(k) Profit Sharing Plan Statements of Changes in Net Assets Available for Plan Benefits With Fund Information Year ended September 30, 1998 LARGE SMALL GUARANTEED CAPITAL CAPITAL BASIC INCOME BALANCED GROWTH GROWTH VALUE FUND FUND FUND FUND FUND -------------------------------------------------------------------------- Additions: Investment income $ 21,674 $ 30,708 $ 17,946 $ 108,342 $ 16,339 Net appreciation (depreciation) in fair value of investments - 127,786 30,911 (159,218) (1,160) Contributions: Participants 39,449 118,338 130,718 75,477 53,911 Employer 12,939 45,275 31,925 25,246 13,545 -------------------------------------------------------------------------- 52,388 163,613 162,643 100,723 67,456 -------------------------------------------------------------------------- 74,062 322,107 211,500 49,847 82,635 Deductions: Benefits paid to participants 64,954 44,481 145,669 21,677 27,770 Interfund transfers 288,796 (165,540) (115,173) 12,972 774 -------------------------------------------------------------------------- Net increase (decrease) in net assets available for plan benefits 297,904 112,086 (49,342) 41,142 55,639 Net assets available for plan benefits at beginning of year 295,771 1,097,305 1,236,559 376,741 256,060 -------------------------------------------------------------------------- Net assets available for plan benefits at end of year $593,675 $1,209,391 $1,187,217 $ 417,883 $311,699 ========================================================================== INTERNATIONAL EQUITY DRA STOCK INCOME FUND FUND FUND LOANS TOTAL -------------------------------------------------------------------------- Additions: Investment income $ 32,717 $ 625 $ 1,855 $ 2,056 $ 232,262 Net appreciation (depreciation) in fair value of investments (86,055) (5,474) 645 - (92,565) Contributions: Participants 46,139 14,730 16,629 - 495,391 Employer 11,404 1,269 1,855 - 143,458 -------------------------------------------------------------------------- 57,543 15,999 18,484 - 638,849 -------------------------------------------------------------------------- 4,205 11,150 20,984 2,056 778,546 Deductions: Benefits paid to participants 10,725 14,273 - - 329,549 Interfund transfers (13,972) (2,822) (7,380) 2,345 - -------------------------------------------------------------------------- Net increase (decrease) in net assets available for plan benefits (20,492) (5,945) 13,604 4,401 448,997 Net assets available for plan benefits at beginning of year 186,500 63,900 28,524 25,793 3,567,153 -------------------------------------------------------------------------- Net assets available for plan benefits at end of year $166,008 $57,955 $42,128 $30,194 $4,016,150 ========================================================================== See accompanying notes. 4 9 Data Research Associates, Inc. 401(k) Profit Sharing Plan Statements of Changes in Net Assets Available for Plan Benefits With Fund Information (continued) Year ended September 30, 1997 LARGE SMALL GUARANTEED CAPITAL CAPITAL BASIC INCOME BALANCED GROWTH GROWTH VALUE FUND FUND FUND FUND FUND -------------------------------------------------------------------------- Additions: Investment income $ 15,589 $ 26,247 $ 11,129 $ 24,353 $ 8,703 Net appreciation in fair value of investments - 191,185 243,670 25,747 46,136 Contributions: Participants 36,812 101,838 95,141 66,723 48,452 Employer 14,448 43,796 31,278 24,472 17,366 -------------------------------------------------------------------------- 51,260 145,634 126,419 91,195 65,818 -------------------------------------------------------------------------- 66,849 363,066 381,218 141,295 120,657 Deductions: Benefits paid to participants 40,256 68,213 38,099 6,591 4,866 Interfund transfers (11,112) 21,522 (2,833) (9,949) (6,774) -------------------------------------------------------------------------- Net increase in net assets available for plan benefits 15,481 316,375 340,286 124,755 109,017 Net assets available for plan benefits at beginning of year 280,290 780,930 896,273 251,986 147,043 -------------------------------------------------------------------------- Net assets available for plan benefits at end of year $295,771 $1,097,305 $1,236,559 $376,741 $256,060 ========================================================================== INTERNATIONAL EQUITY DRA STOCK INCOME FUND FUND FUND LOANS TOTAL -------------------------------------------------------------------------- Additions: Investment income $ 5,371 $ 496 $ 552 $ 1,318 $ 93,758 Net appreciation in fair value of investments 13,033 263 482 - 520,516 Contributions: Participants 36,666 26,118 7,895 - 419,645 Employer 10,630 7,740 1,166 - 150,896 -------------------------------------------------------------------------- 47,296 33,858 9,061 - 570,541 -------------------------------------------------------------------------- 65,700 34,617 10,095 1,318 1,184,815 Deductions: Benefits paid to participants 6,116 2,366 - 6,467 172,974 Interfund transfers (14,498) (16,422) 18,429 21,637 - -------------------------------------------------------------------------- Net increase in net assets available for plan benefits 45,086 15,829 28,524 16,488 1,011,841 Net assets available for plan benefits at beginning of year 141,414 48,071 - 9,305 2,555,312 -------------------------------------------------------------------------- Net assets available for plan benefits at end of year $186,500 $ 63,900 $28,524 $25,793 $3,567,153 ========================================================================== See accompanying notes. 5 10 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements September 30, 1998 1. DESCRIPTION OF THE PLAN The following description of the Data Research Associates, Inc. 401(k) Profit Sharing Plan (the Plan) provides only general information. Participants should refer to the plan agreement for a more complete description of the Plan's provisions. GENERAL The Plan is a defined contribution plan covering all domestic full-time employees of Data Research Associates, Inc. (the Company) who have one month of service and are 21 years of age or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Administrative fees for the Plan are paid by the Company. CONTRIBUTIONS Each year, participants may contribute up to 15 percent of pretax annual compensation which is limited by the maximum amounts allowed under Internal Revenue Service regulations. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. The employer matching contributions equal 100 percent of each participant's elected contribution up to $1,500 and discretionary Company profit sharing contributions. There were no discretionary employer contributions during 1998 or 1997. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contribution and allocations of the Company's matching contributions and plan earnings. Allocations are based on participant account balances, as defined. Forfeited balances of terminated participants' nonvested accounts are used to reduce future Company contributions. 6 11 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) VESTING Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company contribution portion of their accounts plus actual earnings thereon is based on years of continuous service. A participant is 100 percent vested after five years of credited service. INVESTMENT OPTIONS Upon enrollment in the Plan, a participant may direct employer and employee contributions in 10 percent increments in any of the following eight options: - Guaranteed Income Fund - Funds are invested in the Merrill Lynch Retirement Preservation Trust. The Merrill Lynch Retirement Preservation Trust invests in U.S. Treasury notes and corporate bonds. - Balanced Fund - Funds are invested in common stocks, corporate bonds, and U.S. Treasury bills and notes selected by the fund manager at Rittenhouse Capital Management. - Large Capital Growth Fund - Funds are invested in common stocks selected by the fund managers at Roger Engemann & Associates, Inc. Roger Engemann & Associates, Inc.'s managers select primarily U.S. common stocks with market capitalization of $2 billion to $3 billion. - Small Capital Growth Fund - Funds are invested in Nicholas Applegate Core Growth Fund. The fund invests primarily in midsized U.S. common stocks. - Basic Value Fund - Funds are invested in Fidelity Advisor Growth Opportunities Fund, which consists of growth, cyclical, and value U.S. common stocks and lower-quality high-yielding bonds. - International Equity Fund - Funds are invested in Merrill Lynch International Equity Fund, which consists of common stocks of companies located in countries other than the U.S. - Data Research Associates, Inc. (DRA) Stock Fund - Funds are invested in common stock of Data Research Associates, Inc. 7 12 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) INVESTMENT OPTIONS (CONTINUED) - Income Fund - Funds are invested in Merrill Lynch Federal Securities Trust. The fund invests primarily in U.S. government and government agency securities, including Government National Mortgage Association mortgage-backed certificates and other mortgage-backed government securities. Participants may change their investment options quarterly. PARTICIPANT NOTES RECEIVABLE Participants may borrow from their fund accounts up to a maximum of $50,000 or 50 percent of their vested account balance. Loan terms extend up to five years or in excess of five years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at a reasonable rate determined by the administrator. Interest rates range from 6 percent to 9 percent. PAYMENT OF BENEFITS On termination of service, a participant may receive a lump-sum amount equal to the vested value of his or her account, or upon death, disability, or retirement, the participant may elect to receive annual installments over a period not to exceed the participant's lifetime, or the joint lifetime of the participant and the participant's spouse, or an annuity contract. 2. SUMMARY OF ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements of the Plan are presented on the accrual basis of accounting. INVESTMENT VALUATION AND INCOME RECOGNITION Investment securities held in the Plan's funds are stated at fair market value determined by Merrill Lynch from publicly quoted market prices. Participant notes receivable are valued at cost, which approximates fair market value. 8 13 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 2. SUMMARY OF ACCOUNTING POLICIES (CONTINUED) INVESTMENT VALUATION AND INCOME RECOGNITION (CONTINUED) Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. USE OF ESTIMATES The preparation of the financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. INVESTMENTS The fair values of individual investments that represent 5 percent or more of the Plan's net assets are as follows: SEPTEMBER 30 1998 1997 --------------------------------------------- Fidelity Advisor Growth Opportunities Fund $ 299,719 $238,214 Merrill Lynch Retirement Preservation Trust 429,756 286,067 Nicholas Applegate Core Growth Fund 376,019 345,216 4. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants will become 100 percent vested in their accounts. 9 14 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 5. INCOME TAX STATUS The Plan has received a favorable determination letter from the Internal Revenue Service ruling that it is a qualified plan pursuant to the appropriate section of the Internal Revenue Code (IRC) and, accordingly, the earnings of the underlying trust of the Plan are not subject to tax under present income tax law. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Plan's administrator believes that the Plan continues to qualify and to operate as designed. 6. WITHDRAWN PARTICIPANTS Amounts allocated to participants who have elected to withdraw from the Plan but have not yet been paid were $80,131 and $26,975 at September 30, 1998 and 1997, respectively. 7. YEAR 2000 ISSUE (UNAUDITED) The plan administrator has initiated formal communications with its significant service providers (plan custodian and plan specialists) to determine the extent to which the Plan's systems or operations are vulnerable to those parties' failure to remediate their systems that could be impacted by the so-called Y2K problem (the reliance in computer technologies on two digits rather than four digits to represent the calendar year - e.g., "98" for "1998"). It is generally believed that computer technologies that rely on two-digit dates, if not corrected, may produce inaccurate or unpredictable results or system failures in connection with the transition from 1999 to 2000, when dates will begin to have a lower two-digit number than dates in the prior century. In addition, the plan administrator has completed testing for its internal systems that impact the processing of employee benefits and believes that the internal systems are currently capable of accurately processing date data related to the change from 1999 to 2000. The Plan's service providers have indicated that they are presently taking steps to ensure that the Plan's systems and operations will also be capable of accurately processing date data related to that change. 10 15 Data Research Associates, Inc. 401(k) Profit Sharing Plan Notes to Financial Statements (continued) 8. EVENT (UNAUDITED) SUBSEQUENT TO THE DATE OF THE INDEPENDENT AUDITORS' REPORT Effective January 1, 1999, the Company adopted a defined contribution 401(k) plan that bears the same name as the Plan referred to herein and all of the former Plan's assets were transferred into the new plan. All other provisions of the new plan are substantially similar to that of the former Plan, except Merrill Lynch Trust Company will become the new plan's trustee. 11 16 Supplemental Schedules 17 Data Research Associates, Inc. 401(k) Profit Sharing Plan Line 27a - Schedule of Assets Held for Investment Purposes September 30, 1998 NUMBER OF SHARES OR DESCRIPTION UNITS COST MARKET - -------------------------------------------------------------------------------------------------------------- Money Market Funds: CMA Money Fund 139,348 $ 146,244 $ 142,916 -------------------------- 146,244 142,916 U.S. Treasury Bills and Notes: U.S. Treasury Note, interest at 6.375%, matures on August 15, 2002 90,000 90,273 96,300 U.S. Treasury Note, interest at 6.250%, matures on February 15, 2004 50,000 51,222 53,648 U.S. Treasury Note, interest at 6.500%, matures on May 15, 2005 70,000 70,233 78,498 U.S. Treasury Note, interest at 6.875%, matures on May 15, 2006 45,000 45,129 52,045 U.S. Treasury Note, interest at 5.500%, matures on February 15, 2008 60,000 60,201 65,006 -------------------------- 317,058 345,497 Mutual Funds: Fidelity Advisor Growth Opportunities Fund 6,895 247,041 299,719 Merrill Lynch International Securities Trust 3,859 28,208 38,131 Merrill Lynch International Equity Fund 22,729 201,376 167,510 Merrill Lynch Retirement Preservation Trust 429,756 429,756 429,756 Nicholas Applegate Core Growth Fund 26,801 278,661 376,019 -------------------------- 1,185,042 1,311,135 12 18 Data Research Associates, Inc. 401(k) Profit Sharing Plan Line 27a - Schedule of Assets Held for Investment Purposes (continued) NUMBER OF SHARES OR DESCRIPTION UNITS COST MARKET - -------------------------------------------------------------------------------------------------------------- Common Stocks: Abbott Labs 755 21,055 32,794 American Express Company 430 24,133 33,378 American International Group, Inc. 919 75,608 72,026 Automatic Data Processing 605 25,768 45,223 American Home Products 780 37,644 41,047 Best Foods 435 15,513 21,070 Carnival Corp. 1,210 16,312 38,492 Cendant 1,500 37,486 17,437 Cisco Systems, Inc. 540 13,401 33,378 Coca-Cola 1,028 64,969 59,238 Colgate Palmolive 950 31,956 63,250 Compaq Computer Corp. 800 28,017 25,300 Data Research Associates, Inc. 4,098 59,107 55,323 Dayton Hudson Corp. 590 24,225 21,092 Emerson Electric Co. 410 19,244 25,522 Federal Home Loan Mortgage 1,476 21,709 73,246 Federal National Mortgage Association 555 32,770 35,658 General Electric 1,090 37,038 86,722 Gillette Co. 1,932 49,960 73,899 Hewlett-Packard Co. 810 35,869 42,878 Home Depot, Inc. 1,280 29,892 50,560 Intel Corp. 1,035 55,929 88,750 Interpublic Group of Companies, Inc. 480 14,987 25,889 Johnson & Johnson 1,227 53,408 96,012 Lucent Technologies 330 24,642 22,852 MCI WorldCom 1,160 46,702 56,695 McDonald's Corp. 650 55,342 38,796 Medtronic Inc. 1,145 38,945 66,410 Merck & Co., Inc. 690 56,667 89,396 Microsoft 356 9,200 39,182 NationsBank Corp. 333 15,751 17,815 Norwest Corp. 687 24,295 24,732 Oracle 480 8,373 13,980 13 19 Data Research Associates, Inc. 401(k) Profit Sharing Plan Line 27a - Schedule of Assets Held for Investment Purposes (continued) NUMBER OF SHARES OR DESCRIPTION UNITS COST MARKET - -------------------------------------------------------------------------------------------------------------- Common Stocks (continued): Pepsico Inc. 2,052 63,948 60,404 Pfizer, Inc. 960 40,581 101,519 Philip Morris, Inc. 1,280 45,304 59,200 Procter & Gamble 495 24,628 35,206 Royal Dutch Petroleum 292 11,526 13,906 Schering Plough Corp. 495 15,828 51,325 State Street Corp. 230 15,841 12,549 Tellabs Inc. 520 27,195 20,702 Texas Instruments 540 22,826 28,620 United Technologies 290 26,869 22,166 Wal-Mart Stores 257 17,416 14,050 Walgreen Co. 300 13,547 13,218 Walt Disney Company 2,055 41,460 52,144 Wells Fargo & Co. 110 24,889 39,050 ------------------------ 1,497,775 2,052,101 Participant Notes Receivable, Interest From 5% to 7% 30,194 30,194 ------------------------ $3,176,313 $3,881,843 ======================== 14 20 Data Research Associates, Inc. 401(k) Profit Sharing Plan Line 27d - Schedule of Reportable Transactions Year ended September 30, 1998 PURCHASES SALES ---------------------------- ------------------------------------------------------ PURCHASE NUMBER OF SELLING COST OF NUMBER OF NET GAIN DESCRIPTION PRICE TRANSACTIONS PRICE ASSET TRANSACTIONS (LOSS) - -------------------------------------------------------------------------- ------------------------------------------------------ Category (iii) - A series of securities transactions in excess of 5% of the fair value of plan assets at the beginning of the year CMA Money Fund $1,434,279 315 $1,389,347 $1,389,347 141 $ - Note 1: There were no category (i), (ii), or (iv) reportable transactions during the year ended September 30, 1998. Note 2: Commissions and fees related to purchases and sales of investments are included in the cost of the investment or the proceeds from the sale and are not separately identified by the investment manager. 15 21 The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. DATA RESEARCH ASSOCIATES, INC 401(k) PROFIT SHARING PLAN 03/31/99 /s/Michael J. Mellinger ------------------------------ Date Michael J. Mellinger, as sole trustee