1 Form 10-C REPORT BY ISSUER OR SECURITIES QUOTED ON NASDAQ INTERDEALER QUOTATION SYSTEM FILED PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13a-17 OR 15d-17 THEREUNDER IMRS INC. - - - -------------------------------------------------------------------------------- (Exact name of issuer as specified in charter) 777 Long Ridge Road, Stamford, Connecticut 06902 - - - -------------------------------------------------------------------------------- (Addresss of principal executive offices) Issuer's telephone number, including area code: (203) 321-3500 I. CHANGE IN NUMBER OF SHARES OUTSTANDING Indicate any change (increase or decrease) of 5% or more in the number of shares outstanding: 1. Title of security: Common Stock, $.01 par value per share 2. Number of shares outstanding before the change: 7,223,301 3. Number of shares outstanding after the change: 7,734,741 4. Effective date of change: November 29, 1994 5. Method of change: 511,440 shares to be issued to the former shareholders of Pillar Corporation in connection with the merger of Pillar Corporation and a wholly-owned subsidiary of the Issuer which closed on November 29, 1994. II. CHANGE IN NAME OF ISSUER 1. Name prior to change: Not Applicable 2. Name after change: Not Applicable 3. Effective date of charter amendment changing name: Not Applicable 4. Date of shareholder approval of change, if required: Not Applicable Date: December 5, 1994 Lucy Rae Ricciardi Chief Financial Officer LUCY RAE RICCIARDI ----------------------------- (Officer's signature & title)