UNITED STATES
                       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 SEPTEMBER 30, 1997

                                       OR

             { } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the transition period from _______ to _______

                        Commission File Number: 000-26622

                       COMPUTER MANAGEMENT SCIENCES, INC.
             (Exact name of registrant as specified in its charter)


         FLORIDA                                       59-2264633
(State or other jurisdiction of         (I.R.S. Employer Identification Number)
 incorporation or organization)

8133 Baymeadows Way, Jacksonville, Florida                32256
(Address of principal executive offices)               (zip code)

                                (904) 737-8955
           (Registrant's telephone number, including area code)

                                      N/A
(Former name, former address and former fiscal year, if changed since last
 report)
                      -----------------------------------


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 ____

As of October 31, 1997 there were 14,442,990  shares of the Registrant's  common
stock, $0.01 par value, outstanding.





                                       
<PAGE>


  
                       COMPUTER MANAGEMENT SCIENCES, INC.

                               Index to Form 10-Q
                    For the Quarter Ended September 30, 1997





                                                                Page
                  PART I - FINANCIAL INFORMATION


Item 1     Financial Statements                                 

               Consolidated Balance Sheets                        3-4
               Consolidated Statements of Operations               5
               Consolidated Statements of Cash Flows               6
               Notes to Consolidated Financial Statements         7-8


Item 2     Management's Discussion and Analysis of Financial
           Condition and Results of Operations

               Results of Operations                              9-11
               Liquidity and Capital Resources                     12


                    PART II - OTHER INFORMATION


Items 1-6      Other Information                                   13

Signatures                                                         14





                                       2
<PAGE>




                       COMPUTER MANAGEMENT SCIENCES, INC.

                           Consolidated Balance Sheets




                                                 September 30,      December 31,
                                                    1997                 1996
                                                 (unaudited)          (restated)

Current assets:
     Cash and cash equivalents                $   11,733,165          14,201,624
     Accounts receivable, net                     11,328,914           9,375,005
     Revenue earned in excess of billings          1,898,495           1,485,205
     Investments                                   4,491,891           4,895,482
     Other receivables                               455,051              81,516
     Notes receivable                                264,014             465,250
     Refundable income taxes                         592,258              -
     Other current assets                            235,461             136,381
                                               -------------    ----------------
              Total current assets                30,999,249          30,640,463
                                               -------------    ----------------

Property and equipment:
     Land                                          2,562,000           2,107,000
     Buildings and improvements                    8,470,282           3,309,151
     Computers and software                        3,418,444           2,656,423
     Office furniture and equipment                2,158,512           1,435,101
     Vehicles                                        400,357             331,435
                                               -------------    ----------------
                                                  17,009,595           9,839,110
     Less accumulated depreciation                 2,840,017           2,248,972
                                               -------------    ----------------
              Net property and equipment          14,169,578           7,590,138

Other assets:
     Intangible assets, net of accumulated
         amortization of $755,909 and $310,280     3,632,856           2,628,664
     Land held for investment, at cost               424,065             424,065
     Investments                                   6,282,478           5,542,369
     Notes receivable, less current portion          889,267           1,135,092
     Other                                           767,555             409,699
                                               -------------    ----------------
              Total other assets                  11,996,221          10,139,889
                                               -------------    ----------------

              Total assets                    $   57,165,048          48,370,490
                                               =============    ================

                                                                   (continued)



                                       3
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                     Consolidated Balance Sheets, continued



                                              September 30,         December 31,
                                                   1997                  1996
                                                (unaudited)           (restated)

Liabilities and Shareholders' Equity

Current liabilities:
  Notes payable                                 $        -               864,411
  Accounts payable                                    128,555            282,275
  Accrued expenses                                  3,553,111          2,824,711
  Unearned revenue                                    213,870            330,291
  Income taxes payable                                   -               312,249
  Deferred income taxes                               110,032               -
                                                 ------------       ------------
           Total current liabilities                4,005,568          4,613,937
                                                 ------------       ------------

Long-term liabilities:
  Notes payable                                       38,950             114,814
  Deferred income taxes                              254,250             385,774
                                                 ------------       ------------
           Total long term liabilities               293,200             500,588
                                                 -------------      ------------

Shareholders' equity:
 Common stock, $.01 par value; 40,000,000
     shares authorized, 13,539,123 and
     12,997,101 shares issued and outstanding
     in 1997 and 1996                                135,391             129,971
 Preferred stock, $.01 par value; 5,000,000 shares
     authorized, no shares issued and outstanding
     in 1997 and 1996                                   -                   -
 Paid-in capital                                  33,196,605          30,290,455
 Retained earnings                                19,378,571          12,785,285
 Unrealized gain on investments, net of
     income tax                                      155,713              50,254
                                                 ------------       ------------
   Total shareholders' equity                     52,866,280          43,255,965
                                                 ------------       ------------

   Total liabilities and shareholders' equity $   57,165,048          48,370,490
                                               ===============    ==============







See accompanying notes to consolidated financial statements.



                                       4
<PAGE>




                       COMPUTER MANAGEMENT SCIENCES, INC.

                      Consolidated Statements of Operations
                                   (Unaudited)


<TABLE>
<CAPTION>

                                                      For the Three Month               For the Nine Month
                                                  Period Ended September 30,        Period Ended September 30,
                                                      1997              1996            1997             1996
                                                                     (restated)                       (restated)
<S>                                           <C>                 <C>               <C>             <C>        

Revenue                                        $    18,160,441        14,544,472       51,934,107     41,439,316
Direct costs                                        11,022,348         9,029,239       31,756,016     25,481,047
                                                 -------------    --------------    -------------  -------------
     Gross profit                                    7,138,093         5,515,233       20,178,091     15,958,269

Selling, general and administrative
     expenses                                        3,722,474         3,053,526       10,752,888      9,372,856
                                                 -------------    --------------    -------------  -------------
              Income from operations                 3,415,619         2,461,707        9,425,203      6,585,413

Other income (expense):
     Investment and other income                       470,626           328,919        1,264,193      1,110,581
     Interest expense                                     (665)          (26,537)         (11,110)       (92,369)
                                                 -------------    --------------    -------------  -------------
                                                       469,961           302,382        1,253,083      1,018,212
                                                 -------------    --------------    -------------  -------------

     Income before income taxes                      3,885,580         2,764,089       10,678,286      7,603,625

Provision for income taxes                           1,465,000         1,283,889        4,085,000      3,062,889
                                                 -------------    --------------    -------------  -------------
Net income                                     $     2,420,580         1,480,200        6,593,286      4,540,736
                                                 =============    ==============    =============  =============

Pro forma information (note 2):
     Net income as reported                    $     2,420,580         1,480,200        6,593,286      4,540,736
     Pro forma charge (credit) in lieu of
         income taxes                                   -               (246,876)          -            (114,207)
                                                 -------------    --------------    -------------  -------------
Pro forma net income                           $     2,420,580         1,727,076        6,593,286      4,654,943
                                                 =============    ==============    =============  =============
Pro forma net income per share                 $           .16               .11              .43            .31
                                                 =============    ==============    =============  =============

Weighted average number of common
     and common equivalent shares
     outstanding                                    15,232,018        15,052,838       15,181,042     14,997,262




See accompanying notes to consolidated financial statements.
</TABLE>



                                       5
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                      Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                              For The Nine Months
                                                                              Ended September 30,
                                                                           1997                1996
                                                                           ----                ----
                                                                                            (restated)
<S>                                                               <C>                    <C>    
Cash flow from operating activities:
     Net income                                                    $     6,593,286           4,540,736
     Adjustments to reconcile net income to
         net cash provided by operating activities:
              Depreciation and amortization                              1,049,860             616,492
              Net gain on disposition of property and equipment            (70,386)             (2,850)
              Deferred income (benefit) tax                                (86,224)            124,108
              Pooling adjustment to conform fiscal year-ends                -                   41,227
     Change in assets and liabilities:
         Increase in accounts and other receivables                     (2,740,734)         (3,729,081)
         (Increase) decrease in other current assets                      (113,392)             21,413
         Increase in other assets                                         (357,856)           (837,820)
         Increase in accounts payable and accrued expense                  574,680              31,069
         Decrease in unearned revenue                                     (116,421)           (354,621)
         Increase in income taxes payable                                1,609,578             119,210
                                                                     --------------      -------------

              Net cash provided by operating activities                  6,342,391             569,883
                                                                     -------------       -------------

Cash flow from investing activities:
     Purchases of property and equipment                                (7,230,541)         (4,197,666)
     Proceeds from the sale of property and equipment                      117,435               2,850
     Purchase of investments, net                                         (166,327)        (11,099,829)
     Increase in intangible assets                                      (1,450,000)         (2,526,780)
     Decrease (increase) in notes receivable                               447,061            (103,127)
                                                                     -------------       -------------

              Net cash used in investing activities                     (8,282,372)        (17,924,552)
                                                                     -------------       -------------

Cash flow from financing activities:
     Repayment of notes payable                                           (940,275)           (728,989)
     Proceeds from issuance of common stock                                411,797             212,846
                                                                     -------------       -------------

              Net cash used in financing activities                       (528,478)           (516,143)
                                                                     -------------       -------------

              Net decrease in cash and cash equivalents                 (2,468,459)        (17,870,812)

Cash and cash equivalents at beginning of period                        14,201,624          30,081,665
                                                                     -------------       -------------

Cash and cash equivalents at end of period                         $    11,733,165          12,210,853
                                                                     =============       =============


See accompanying notes to consolidated financial statements.
</TABLE>



                                       6
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                   Notes to Consolidated Financial Statements



(1)    Organization and Basis of Presentation

       Computer  Management  Sciences,  Inc. (the  Company),  provides  computer
       systems  and  information  technology  consulting,   project  management,
       systems analysis and design, and programming services to a broad range of
       industries and  software/hardware  platforms.  The Company's services are
       generally  an  outside   resource   supplementing  a  client's   internal
       information  technology (IT) capabilities,  and include various technical
       services,  such as technology support services, IT solutions services and
       strategic IT consulting.

       The interim financial  information included herein is unaudited.  Certain
       information and footnote  disclosures  normally included in the financial
       statements  have been  condensed  or  omitted  pursuant  to the rules and
       regulations of the Securities and Exchange Commission (SEC), although the
       Company  believes  that the  disclosures  made are  adequate  to make the
       information  presented not misleading.  These financial statements should
       be read in  conjunction  with the financial  statements and related notes
       contained in the Company's  annual report on Form 10-K filed with the SEC
       on March 31,  1997.  Other than as indicated  herein,  there have been no
       significant  changes from the financial data published in that report. In
       the  opinion of  management,  such  unaudited  information  reflects  all
       adjustments,   consisting   of  normal   recurring   accruals  and  other
       adjustments   necessary  for  a  fair   presentation   of  the  unaudited
       information.

       The results of operations  for such interim  periods are not  necessarily
       indicative of the results for the full year.

(2)    Business Combinations

       On January 17,  1997,  the Company  issued  584,080  shares of its common
       stock  in  exchange  for all of the  outstanding  common  stock  of Miaco
       Corporation  (Miaco),  a  computer  consulting  firm,  based  in  Denver,
       Colorado,   specializing   in  relational   database  and   client/server
       technologies.  Miaco also has an office in Washington, D.C. This business
       combination was accounted for as a pooling-of-interests  combination and,
       accordingly,  the Company's historical  consolidated financial statements
       have been  restated to include the accounts and results of  operations of
       Miaco. Prior to its acquisition by the Company, Miaco's fiscal year ended
       on March 31.  Miaco's  fiscal year end was  conformed  with the Company's
       December  31 year end during  1996.  Miaco will  continue to operate as a
       wholly-owned subsidiary of the Company.

       On April 30,  1996,  the  Company  issued  approximately  945,907  shares
       (adjusted  for  subsequent  stock splits) of its common stock in exchange
       for all of the outstanding common stock of Summit Computer Services, Inc.
       (SCS), a Charlotte,  North Carolina based computer  consulting  firm with
       concentrated  expertise  in  client/server   technology.   This  business
       combination  has  been  accounted  for  as  a  pooling-of-interests  and,
       accordingly,  the  consolidated  financial  statements  for  all  periods
       presented  have been  restated  to include  the  accounts  and results of
       operations  of SCS.  Prior to its  acquisition  by the  Company,  SCS had
       elected S  Corporation  status for federal and state income tax purposes.
       As an S Corporation,  SCS's tax liability was the  responsibility  of its
       stockholders. To reflect the earnings of SCS on an after tax basis, a pro
       forma  charge in lieu of income has been  included,  in the  accompanying
       consolidated  statements  of  operations,  for the periods  preceding the
       termination of S Corporation status.




                                       7
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

              Notes to Consolidated Financial Statements, continued




(3)    Newly Issued Accounting Pronouncement

       During  February 1997, the Financial  Accounting  Standards  Board issued
       Statement of Financial  Accounting Standard No. 128, (SFAS 128) "Earnings
       Per Share". SFAS 128 governs the computation, presentation and disclosure
       requirements for earnings per share (EPS) for entities with publicly held
       common stock.  SFAS 128 was issued to simplify the computation of EPS and
       replaces the Primary and Fully diluted EPS calculations  currently in use
       with  calculations  of Basic and Diluted EPS.  SFAS 128 is effective  for
       both interim and annual  financial  statements  ending after December 15,
       1997, and earlier application is not permitted. The Company will begin to
       calculate EPS in compliance with SFAS 128 for the fourth quarter and year
       ended  December  31,  1997.  After  adoption,  all prior  period EPS data
       presented  will be restated to conform to SFAS 128.  The Company does not
       believe that the adoption of SFAS 128 will materially  impact  historical
       or future EPS.






                                       8
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

         Management's Discussion and Analysis of Financial Condition and
                           Results of Operations


Forward Looking Statements

      This  Report  on Form  10-Q may  contain  certain  information  and  trend
statements that constitute  "forward-looking  statements"  within the meaning of
the  Private   Securities   Litigation  Reform  Act,  which  involve  risks  and
uncertainties.  Actual results may differ  materially from the results described
in the  forward-looking  statements.  When  used in  this  document,  the  words
"anticipate", "believe", "estimate", "expect", "intend", "project", "target" and
other  similar  expressions,  as they  relate to the  Company,  are  intended to
identify forward-looking  statements.  Such statements reflect the current views
of the Company with respect to future  events and are subject to certain  risks,
uncertainties  and  assumptions  that  include,  but are not limited to,  growth
through business  combinations and internal expansion,  the Company's ability to
attract   and  retain   qualified   consultants,   dependence   on   significant
relationships  and  the  absence  of  long-term  contracts,  project  risk,  the
Company's ability to effectively  manage a large and rapidly changing  business,
pricing and margin  pressures,  and competition.  Please refer to discussions of
these and other  factors in this Report and other Company forms on file with the
Securities  and  Exchange  Commission.  The  Company  disclaims  any  intent  or
obligation to update  publicly these  forward-looking  statements,  whether as a
result of new information, future events or otherwise.

      The following  discussion and analysis should be read in conjunction with,
and is  qualified in its entirety  by, the  consolidated  financial  statements,
including the notes  thereto,  and the Company's 1996 Annual Report on Form 10-K
on file with the Securities and Exchange  Commission.  Historical events are not
necessarily  indicative  of trends in operating  results for any future  period.
Reference  is also made to the  above  paragraph,  with  regard to the risks and
uncertainties associated with forward-looking statements.

Results of Operations

       The  information  in the following  table is presented as a percentage of
revenue for the period indicated:
<TABLE>
<CAPTION>
                                                          Percentage of Total Revenue
                                                 Three Months Ended         Nine Months Ended
                                                    September 30,             September 30,

                                                 1997          1996          1997         1996
                                                 ----          ----          ----         ----
         <S>                                     <C>           <C>          <C>          <C>

         Revenue                                 100.0%        100.0%       100.0%       100.0%
         Direct Costs                             60.7%         62.1%        61.1%        61.5%
         Gross Profit                             39.3%         37.9%        38.9%        38.5%
         Selling, general, and administrative
              expenses                            20.5%         21.0%        20.7%        22.6%
         Income from operations                   18.8%         16.9%        18.1%        15.9%
         Other income, net                         2.6%          2.1%         2.4%         2.5%
         Income before income taxes               21.4%         19.0%        20.6%        18.3%
         Provision for income taxes                8.1%          8.8%         7.9%         7.4%
         Net income                               13.3%         10.2%        12.7%        11.0%
         Pro forma net income                     13.3%         11.9%        12.7%        11.2%

</TABLE>




                                       9
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

          Management's Discussion and Analysis of Financial Condition and
                       Results of Operations, continued


Revenue:

    Revenue for the third quarter ended September 30, 1997 was $18.2 million,  a
    25% increase over revenue of $14.5 million  recorded in the third quarter of
    1996.  Revenue for the nine months ended  September 30, 1997 increased $10.5
    million to $51.9 million,  reflecting a 25% improvement  over the comparable
    1996 period.  Core consulting service revenue for the third quarter and year
    to date 1997  increased  29% and 30% to $17.8  million  and  $50.5  million,
    respectively,  over the comparable  1996 periods.  Core  consulting  service
    revenue for the third quarter and year to date 1997  comprised  greater than
    97% of total revenue. The increase in revenue during the current quarter was
    primarily  attributable  to an  increase  in  volume of  services  which was
    sustained by the growth in the average  billable  consultant  headcount from
    503 in the  third  quarter  of 1996 to 600 for  the  current  period,  a 19%
    increase.  Also  contributing to the increase in revenue was a slight change
    in the mix of services delivered by the Company,  which positively  impacted
    billing rates.  During the later part of 1996 and continuing  into 1997, the
    number  of  strategic  IT  solution  consulting  and  outsourcing/fixed  bid
    projects  undertaken by the Company has steadily  increased  and  positively
    impacted average hourly billing rates. The success of the Company's  Systems
    Outsourcing  Centers  (SOCs) have  contributed  to this change in the mix of
    services.  Year to date,  revenue  has grown at a rate  consistent  with the
    current  quarter as result of increased  consultant  headcount  and improved
    billing rates as discussed above.

Gross Profit:

    Gross profit in the third quarter of 1997 was $7.1  million,  a $1.6 million
    improvement  over the third  quarter  of 1996.  For the  current  nine month
    period,  gross  profit  increased  26% to $20.2  million  compared  to $16.0
    million for the same period in 1996.  Expressed as a percentage  of revenue,
    gross profit was 39.3% for the 1997 third quarter  versus 37.9% for the 1996
    second  quarter.  This increase in the gross profit  percentage is primarily
    due  to  increased  fixed  bid  revenue,  which  generally  results  in  the
    realization  of  stronger   margins  when  compared  to  time  and  material
    engagements.  Fixed bid revenue for the current  quarter  comprised  8.4% of
    total revenue as compared to 6.5% in the third  quarter of 1996.  The change
    in the  mix of  services  delivered,  as  discussed  above,  resulted  in an
    increase in average  hourly  billing  rates  during the  current  quarter of
    approximately  8% over the comparable 1996 quarter.  Year to date, the gross
    profit  percentage is just slightly above that of the comparable  period for
    the prior year due to one less billing day year to date 1997.  The increased
    dollar amount, in both the current quarter and year to date, is attributable
    to the increase in revenue.

S,G&A Expenses:

    Selling,  general and  administrative  expenses totaled $3.7 million for the
    third  quarter of 1997,  an increase of $669 thousand over the third quarter
    of 1996.  Expressed  as a percentage  of revenue,  however,  S,G&A  expenses
    decreased  from  21.0% in the  third  quarter  1996 to 20.5%  for the  third
    quarter 1997. For the current nine month period, S,G&A expenses decreased as
    a percentage of revenue to 20.7% from 22.6% for the comparable  1996 period.
    The  improved  percentage,  for both the  current  quarter and year to date,
    resulted from increased  volume and cost  containment of marketing and other
    fixed  expenses.  Management  believes that this percentage will continue to
    improve as the  Company  enters the fourth  quarter of 1997 and the  January
    1997 merger with Miaco is fully assimilated.




                                       10
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

        Management's Discussion and Analysis of Financial Condition and
                        Results of Operations, continued


Net Income and Pro Forma Net Income:

    Net income  increased  40.2% to $2.4 million for the third  quarter of 1997,
    compared to pro forma net income of $1.7  million  for the third  quarter of
    1996.  This  translates  into third quarter 1997 earnings per share of $0.16
    versus $0.11 in 1996, a 39% increase. For the current nine month period, net
    income was $6.6  million,  an  increase of $1.9  million  over pro forma net
    income for the comparable  1996 period.  This improved  performance for both
    the third  quarter and nine month period was a result of increased  revenue,
    improved  billing  rates  and  cost  containment  of  S,G&A  expenses.  Also
    contributing  to the  increase  was a slight  improvement  in  non-operating
    revenue  as a  result  of  deploying  the  capital  funds  in  higher  yield
    investments  and an increase in certain lease income.  For the third quarter
    and nine month period of 1997,  the  effective tax rate was 37.7% and 38.3%,
    respectively,  versus 37.5% and 38.8% for the comparable 1996 periods (given
    consideration to the pro forma  adjustments).  The pro forma tax adjustments
    are due to the business  combination with SCS, an S Corporation  acquired by
    the Company on April 30, 1996. The acquisition of SCS was accounted for as a
    pooling-of-interests.  As an S  Corporation,  SCS's  tax  liability  was the
    responsibility  of its  stockholders.  To reflect the  earnings of SCS on an
    after  tax  basis,  a pro  forma  charge  in lieu of  income  taxes has been
    included for the periods preceding the termination of S Corporation  status.
    On a comparable  basis,  pro forma net income  expressed as a percentage  of
    revenue  was 13.3% and 12.7% for the  quarter  and nine month  period  ended
    September  30,  1997,  respectively,  versus  11.9%  and  11.2% for the same
    periods in 1996.



                                       11
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                         Liquidity and Capital Resources



       During the nine months ended  September  30, 1997,  cash  decreased  $2.5
       million and working  capital  increased $967 thousand.  While a number of
       factors  contributed  to the decrease in cash, the main  components  were
       increases in  investments,  accounts  receivable,  intangible  assets and
       property  and  equipment,  as  discussed  below.  The increase in working
       capital is primarily due to current period income tax benefits  resulting
       from  nonqualified  stock  option  exercises  as well as  prepaid  profit
       sharing/ESOP contributions.

       As of  December  31,  1996,  $12.8  million  was  invested  in funds with
       original  maturity  of ninety  days or less and were  classified  as cash
       equivalents,  versus $6.6 million at September  30, 1997. In an effort to
       increase the return on investments, the Company acquired investments with
       maturities  extending  beyond  ninety days during the current  nine month
       period.  By the end of the third  quarter,  $4.5  million was invested in
       current  securities  and $6.3  was  invested  in  various  corporate  and
       governmental bonds with maturities exceeding one year.

       Accounts  receivable  increased $2.0 million during the first nine months
       of 1997.  The number days of sales  outstanding  as of September 30, 1997
       was  approximately  57 days  compared to  approximately  55 days of sales
       outstanding  at the end of 1996.  Therefore,  the  increase  in  accounts
       receivable   is  primarily  a  reflection   of  increased   sales  volume
       experienced during the period.

       During the current nine month  period,  the Company  spent  approximately
       $7.2 million for capital  expenditures.  Of these  capital  expenditures,
       $5.6 million was spent for property,  buildings and improvements to house
       the Greenville, Denver and Charlotte SOCs, and $1.5 million was spent for
       computer   equipment,   software  and  furniture  for  the   Tallahassee,
       Greenville and Charlotte SOCs.

       The Company maintains a $4 million line of credit with a commercial bank.
       The line of credit is  unsecured  (but with a negative  pledge on Company
       assets) and is contingent on meeting certain financial covenants measured
       on a quarterly  basis.  The Company is currently in compliance  with such
       covenants and  management  expects that the Company will continue to meet
       such covenants in future  periods.  The credit facility has been inactive
       during 1997. The Company assumed certain debt  obligations  totaling $940
       thousand in  connection  with its January  1997 merger with Miaco,  which
       were paid off during the first quarter of 1997.

       The Company  currently  anticipates  that its existing cash and operating
       cash flow are  sufficient to meet both the Company's  short and long-term
       working  capital  requirements  and to fund  its  expansion  through  the
       establishment of additional branch offices,  SOC locations,  and possible
       acquisitions.




                                       12
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                           Part II - Other Information

Item 1 -  Legal Proceedings - None

Item 2 - Changes in Securities and Use of Proceeds:

     (a)  Changes in Securities - None

     (b)  Use of Proceeds -

         In  accordance  with the  provision of Rule 463 (17 CFR  230.463),  the
         following is a report of the use of proceeds from the Company's initial
         public offering on September 27, 1995:

         (1)  The effective date of the Securities Act registration statement on
              Form S-1 was September 27, 1995, Commission file number 33-95544.
         (2)   The offering commenced on September 29, 1995.
         (3)   Not applicable.
         (4)  (i)  Not applicable.
              (ii)  The  managing   underwriters   for  the  offering  were  The
              Robinson-Humphrey  Company,  Inc. and Raymond  James & Associates,
              Inc. 
              (iii) The class of stock registered by the Company was Common
              Stock, par value $0.01 per share. 
              (iv) The Company  registered and sold 2,185,000 shares of Common 
              Stock at an aggregate offering price of $30,590,000.           
              (v) The actual direct or indirect payments to others in connection
              with the issuance and distribution  for the securities  registered
              was as follows:
                  Underwriters discounts and commissions -          $2,141,300
                  Other expenses -                                     457,626
                                                                    ----------
                  Total expenses -                                  $2,598,926
                                                                    ==========
              (vi) The net offering  proceeds to the Company after deducting the
              total  expenses in (4)(v)  above was  $27,991,074.  
              (vii) From the effective date of the registration statement
              through September 30, 1997, the Company used the net proceeds from
              the offering for (all of which were direct payments to others):
<TABLE>   
                  <S>                                                      <C>
                  Construction of plant, building and facilities             $1,502,030
                  Purchase and installation of machinery and equipment        2,729,179
                  Purchases of real estate                                    8,406,650
                  Acquisition of other businesses                             4,739,192
                  Repayment of indebtedness                                   1,030,467
                  Short term investment securities                            9,583,556
                                                                            -----------
                                                                            $27,991,074
                                                                            ===========
              (viii) Not applicable.
</TABLE>

Item 3 - Defaults Upon Senior Securities - None

Item 4 - Submission of Matter to a Vote of Security Holders - None

Item 5 - Other Information - None

Item 6 - Exhibits and Reports on Form 8-K

     (a)   Exhibits -

           Exhibit 27 -  Financial  Data  Schedule as of and for the nine months
           ended September 30, 1997, pursuant to Article 5 of Regulation S-X.

     (b)   Reports:  None


                                       13
<PAGE>

                       COMPUTER MANAGEMENT SCIENCES, INC.

                                   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.


                                              COMPUTER MANAGEMENT SCIENCES, INC.
                                                                    (Registrant)




Date:  November 13, 1997              /s/ Anthony Colaluca
                                      --------------------
                                      Anthony Colaluca
                                      Vice President and Chief Financial Officer



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