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 JUNE 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 July 31,  1997 there were  13,502,389  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 June 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



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

Current assets:
  Cash and cash equivalents                $       8,521,560          14,201,624
  Accounts receivable, net                        11,230,303           9,375,005
  Revenue earned in excess of billings             2,009,371           1,485,205
  Investments                                      5,500,085           4,895,482
  Other receivables                                  219,100              81,516
  Notes receivable                                   382,608             465,250
  Refundable income taxes                          1,862,021              -
  Other current assets                               557,236             136,381
                                             ---------------    ----------------
             Total current assets                 30,282,284          30,640,463
                                             ---------------    ----------------

Property and equipment:
  Land                                             2,562,000           2,107,000
  Buildings and improvements                       7,115,811           3,309,151
  Computers and software                           3,101,960           2,656,423
  Office furniture and equipment                   2,121,043           1,435,101
  Vehicles                                           357,012             331,435
                                             ---------------    ----------------
                                                  15,257,826           9,839,110
  Less accumulated depreciation                    2,559,907           2,248,972
                                             ---------------    ----------------
           Net property and equipment             12,697,919           7,590,138

Other assets:
  Intangible assets, net of accumulated
      amortization of $639,584 and $310,280        3,749,181           2,628,664
  Land held for investment, at cost                  424,065             424,065
  Investments                                      6,012,181           5,542,369
  Notes receivable, less current portion             889,267           1,135,092
  Other                                              380,865             409,699
                                             ---------------    ----------------
           Total other assets                     11,455,559          10,139,889
                                             ---------------    ----------------

           Total assets                    $      54,435,762          48,370,490
                                             ===============    ================

                                                                 (continued)



                                       3
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                     Consolidated Balance Sheets, continued




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

Liabilities and Shareholders' Equity

Current liabilities:
  Notes payable                            $           -                 864,411
  Accounts payable                                    73,741             282,275
  Accrued expenses                                 3,438,959           2,824,711
  Unearned revenue                                   409,940             330,291
  Income taxes payable                                 -                 312,249
  Deferred income taxes                              118,635                -
                                             ---------------    ----------------
           Total current liabilities               4,041,275           4,613,937
                                             ---------------    ----------------

Long-term liabilities:
  Notes payable                                       42,169             114,814
  Deferred income taxes                              267,115             385,774
                                             ---------------    ----------------
           Total long term liabilities               309,284             500,588
                                             ---------------    ----------------

Shareholders' equity:
  Common stock, $.01 par value; 40,000,000
      shares authorized, 13,485,658 and 
      12,997,101 shares issued and outstanding 
      in 1997 and 1996                               134,857             129,971
  Preferred stock, $.01 par value; 5,000,000 
      shares authorized, no shares issued and 
      outstanding in 1997 and 1996                      -                   -
  Paid-in capital                                 32,916,066          30,290,455
  Retained earnings                               16,957,991          12,785,285
  Unrealized gain on investments, net of
      income tax                                      76,289              50,254
                                              --------------    ----------------
      Total shareholders' equity                  50,085,203          43,255,965
                                              --------------    ----------------

      Total liabilities and 
          shareholders'equity              $      54,435,762          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 Six Month
                                                     Period Ended June 30,             Period Ended June 30,
                                                      1997               1996            1997            1996
                                                                      (restated)                      (restated)
<S>                                           <C>                 <C>              <C>            <C>    
Revenue                                        $    17,544,512        13,821,834       33,773,666     26,894,844
Direct costs                                        10,685,869         8,498,865       20,733,668     16,451,808
                                                 -------------    --------------    -------------  -------------
     Gross profit                                    6,858,643         5,322,969       13,039,998     10,443,036

Selling, general and administrative
     expenses                                        3,619,503         3,134,129        7,030,414      6,319,330
                                                 -------------    --------------    -------------  -------------
              Income from operations                 3,239,140         2,188,840        6,009,584      4,123,706

Other income (expense):
     Investment and other income                       446,882           398,538          793,565        781,662
     Interest expense                                   (2,631)          (34,014)         (10,443)       (65,832)
                                                 -------------    --------------    -------------  -------------
                                                       444,251           364,524          783,122        715,830
                                                 -------------    --------------    -------------  -------------

     Income before income taxes                      3,683,391         2,553,364        6,792,706      4,839,536

Provision for income taxes                           1,433,000           959,000        2,620,000      1,779,000
                                                 -------------    --------------    -------------  -------------
Net income                                     $     2,250,391         1,594,364        4,172,706      3,060,536
                                                 =============    ==============    =============  =============

Pro forma information (note 2):
     Net income as reported                    $     2,250,391         1,594,364        4,172,706      3,060,536
     Pro forma charge (credit) in lieu of
         income taxes                                   -                 34,516           -             132,669
                                                 -------------    --------------    -------------  -------------
Pro forma net income                           $     2,250,391         1,559,848        4,172,706      2,927,867
                                                 =============    ==============    =============  =============
Pro forma net income per share                 $           .15               .10              .28            .20
                                                 =============    ==============    =============  =============

Weighted average number of common
     and common equivalent shares
     outstanding                                    15,179,948        15,047,876       15,155,555     14,969,474




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

                                       5
<PAGE>



                       COMPUTER MANAGEMENT SCIENCES, INC.

                      Consolidated Statements of Cash Flows
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                  For The Six Months
                                                                                     Ended June 30,
                                                                                1997                 1996
                                                                                ----                 ----
                                                                                                  (restated)
<S>                                                                     <C>                    <C> 
Cash flow from operating activities:
     Net income                                                          $     4,172,706           3,060,536
     Adjustments to reconcile net income to
         net cash provided by operating activities:
              Depreciation and amortization                                      669,827             338,100
              Net gain on disposition of property and equipment                  (61,051)               (600)
              Deferred income (benefit) tax                                      (16,273)             43,308
              Pooling adjustment to conform fiscal year-ends                      -                   41,227
     Change in assets and liabilities:
         Increase in accounts and other receivables                           (2,441,765)         (3,138,956)
         (Increase) decrease in other current assets                            (435,167)             23,249
         Decrease (increase) in other assets                                     274,659             (23,228)
         Increase in accounts payable and accrued expense                        405,714             358,833
         Increase (decrease) in unearned revenue                                  79,649            (314,701)
         Increase (decrease) in income taxes payable                             258,355            (128,861)
                                                                           -------------       --------------

              Net cash provided by operating activities                        2,906,654             258,907
                                                                           -------------       -------------

Cash flow from investing activities:
     Purchases of property and equipment                                      (5,494,974)           (637,238)
     Proceeds from the sale of property and equipment                            107,900                 600
     Purchase of investments, net                                             (1,032,131)         (9,169,537)
     Increase in intangible assets                                            (1,450,000)           (225,163)
     Decrease (increase) in notes receivable                                       7,359            (275,000)
                                                                           -------------       -------------

              Net cash used in investing activities                           (7,861,846)        (10,306,338)
                                                                           -------------       -------------

Cash flow from financing activities:
     Repayment of notes payable                                                 (937,056)           (748,790)
     Proceeds from issuance of common stock                                      212,184             150,804
                                                                           -------------       -------------

              Net cash used in financing activities                             (724,872)           (597,986)
                                                                           -------------       -------------

              Net decrease in cash and cash equivalents                       (5,680,064)        (10,645,417)

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

Cash and cash equivalents at end of period                               $     8,521,560         19,436,2480
                                                                           =============       =============


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
net sales for the period indicated:
<TABLE>
<CAPTION>

                                                  Percentage of Total Revenue
                                           Three Months Ended         Six Months Ended
                                                June 30,                  June 30,

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

   Revenue                                 100.0%        100.0%       100.0%       100.0%
   Direct Costs                             60.9%         61.5%        61.4%        61.2%
   Gross Profit                             39.1%         38.5%        38.6%        38.8%
   Selling, general, and administrative
        expenses                            20.6%         22.7%        20.8%        23.5%
   Income from operations                   18.5%         15.8%        17.8%        15.3%
   Other income, net                         2.5%          2.6%         2.3%         2.7%
   Income before income taxes               21.0%         18.5%        20.1%        18.0%
   Provision for income taxes                8.2%          6.9%         7.8%         6.6%
   Net income                               12.8%         11.5%        12.4%        11.4%
   Pro forma net income                     12.8%         11.3%        12.4%        10.9%

</TABLE>

                                       9
<PAGE>







                       COMPUTER MANAGEMENT SCIENCES, INC.

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


Revenue:

    Revenue for the second quarter ended June 30, 1997 was $17,544,512,  a 26.9%
    increase over revenue of $13,821,834 recorded in the second quarter of 1996.
    Revenue  for the six months  ended June 30,  1997  increased  $6,878,822  to
    $33,773,666, reflecting a 25.6% improvement over the comparable 1996 period.
    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 492 in the second
    quarter  of 1996  to 580  for the  current  period,  an 18%  increase.  Also
    contributing  to the  increase in revenue was a slight  change in the mix of
    services  delivered  by the  Company.  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 slower
    rate as result  of one less  billing  day in the  first  six  months of 1997
    versus 1996 due to the timing of holidays. The Company will recoup this lost
    day during the fourth quarter of 1997.

Gross Profit:

    Gross  profit in the second  quarter of 1997 was  $6,858,643,  a  $1,535,674
    improvement  over the second  quarter  of 1996.  For the  current  six month
    period,  gross profit increased 24.9% to $13,039,998 compared to $10,443,036
    for the same period in 1996.  Expressed  as a percentage  of revenue,  gross
    profit  was  39.1% for the 1997  second  quarter  versus  38.5% for the 1996
    second  quarter.  This increase in the gross profit  percentage is primarily
    due to an  additional  billing day which was recouped from the first quarter
    and a change in the mix of services  delivered,  as discussed  above,  which
    resulted in an increase in average hourly billing rates of  approximately 6%
    during  the  current  quarter.  Year to  date,  however,  the  gross  profit
    percentage  for the current  period is slightly below that of the prior year
    due to one less billing day as discussed above. 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  $3,619,503 for the
    second  quarter of 1997, an increase of $485,374 over the second  quarter of
    1996.  Expressed  as  a  percentage  of  revenue,  however,  S,G&A  expenses
    decreased  from  22.7% in the  second  quarter  1996 to 20.6% for the second
    quarter 1997. For the current six month period,  S,G&A expenses decreased as
    a percentage of revenue to 20.8% from 23.5% 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 third and fourth  quarter of 1997 and the
    January 1997 pooling with Miaco is fully assimilated.

Net Income and Pro Forma Net Income:

       Net income  increased 44.3% to $2,250,391 for the second quarter of 1997,
       compared to pro forma net income of $1,559,848  for the second quarter of
       1996.  This  translates  into second  quarter 1997  earnings per share of
       $0.15 versus $0.10 in 1996, which exceeded analysts'  consensus estimates
       of $0.14 for the current quarter.  For the current six month period,  net
       income was  $4,172,706,  an  increase  of  $1,244,839  over pro forma net
       income for the comparable 1996 period. This improved performance for both
       the  second  quarter  and six  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
       

                                       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, continued:

     higher yield  investments.  For the second  quarter and six month period of
     1997, the effective tax rate was 38.9% and 38.6% versus 37.6% and 36.8% for
     the comparable 1996 period.  The significant  increase in the effective tax
     rate is 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 12.8% and 12.4% for the quarter and six month period ended June
     30,  1997,  respectively,  versus  11.3% and 10.9% for the same  periods in
     1996.

                                       11
<PAGE>





                       COMPUTER MANAGEMENT SCIENCES, INC.

                         Liquidity and Capital Resources



       During the six months ended June 30, 1997, cash decreased  $5,680,064 and
       working capital increased $214,483. 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  $8.4  million  at June 30,  1997.  In an  effort to
       increase the return on investments, the Company acquired investments with
       maturities  extending  beyond  ninety  days  during the current six month
       period.  By the end of the second  quarter,  $5,500,085  was  invested in
       current  securities and $6,012,181 was invested in various  corporate and
       governmental bonds with maturities exceeding one year.

       Accounts receivable  increased  $1,855,298 during the first six months of
       1997.  The number  days of sales  outstanding  as of June 30, 1997 was 60
       days, which is the same as the number of days of sales outstanding at the
       end  of  1996.  Therefore,  the  increase  in  accounts  receivable  is a
       reflection of increased sales volume experienced during the period.

       During the current six month period, the Company spent approximately $5.5
       million for capital  expenditures.  Of these capital  expenditures,  $4.3
       million was spent for property,  buildings and  improvements to house the
       Greenville,  Denver and  Charlotte  SOCs,  and $1.1 million was spent for
       computer   equipment,   software  and  furniture  for  the   Tallahassee,
       Greenville and Charlotte SOCs.

       The  Company  maintains  a  $750,000  revolving  credit  facility  with a
       commercial bank,  permitting  advances equal to the lesser of $750,000 or
       75% of "qualified  accounts" (defined as trade accounts  receivables less
       than 90 days old, which  approximated  $9.9 million as of June 30, 1997).
       The credit  facility has been inactive  during 1997.  During August 1997,
       the Company  obtained a $4 million line of credit to replace the existing
       credit  facility.  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 Company
       assumed certain debt obligations totaling $937,056 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 - None

Item 3 - Defaults Upon Senior Securities - None

Item 4 - Submission of Matter to a Vote of Security Holders -

         An annual meeting of the  shareholders  of the Company was held on June
         6, 1997, at which two Class II directors were nominated for election by
         management. The result of the vote was as follows:
<TABLE>

        <S>                        <C>                <C>           <C>            <C>               <C>    
                                                         Votes          Votes                         Broker Non-
                                     Votes For          Against       Withheld       Abstentions         Votes

         Anthony V. Weight          11,267,265            -0-          27,307            -0-              -0-

         Perry E. Esping            11,273,703            -0-          20,869            -0-              -0-
</TABLE>

         In addition,  the Board of Directors of the Company  proposed  that the
         Company's  Amended and Restated Articles of Incorporation be amended to
         increase the  authorized  capital stock of the Company from  20,000,000
         shares of common stock,  $0.01 par value per share (Common Stock),  and
         5,000,000  shares  of  preferred  stock,  $0.01  par  value  per  share
         (Preferred  Stock),  to 40,000,000 shares of Common Stock and 5,000,000
         shares of Preferred Stock. The result of the vote was as follows:

<TABLE>
                 <S>                 <C>                <C>                 <C>               <C>    
                                        Votes               Votes                               Broker Non-
                    Votes For          Against            Withheld           Abstentions           Votes

                   10,615,927          375,569               -0-               28,750             274,326
</TABLE>

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 six months
           ended June 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:  August 13, 1997                /s/ Anthony Colaluca
                                      --------------------
                                      Anthony Colaluca
                                      Vice President and Chief Financial Officer

                                       14