UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM 10-Q
                                   (Mark One)

[X]             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                  For the quarterly period ended March 31, 1998
                                       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 No. 0 - 20660
                             COMPUTER CONCEPTS CORP.
             (Exact name of registrant as specified in its charter)


             Delaware                                            11-2895590
   (State or other jurisdiction of                            (I.R.S. Employer
    incorporation or organization)                          Identification  No.)


    80 Orville Drive, Bohemia, N.Y.                                11716
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code             (516) 244-1500


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 
                              ---              ---
The number of shares of $.0001 par value stock  outstanding as of April 30, 1998
was: 14,614,772
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                                      INDEX




PART I -  FINANCIAL INFORMATION                                             Page

Condensed Consolidated Balance Sheets
as of March 31, 1998 and December 31, 1997                                    3

Condensed Consolidated Statements of Operations
and Comprehensive Income For the Three Months
Ended March 31, 1998 and 1997                                                 4

Condensed Consolidated Statements of Cash Flows
For the Three Months ended March 31, 1998 and 1997                            5

Notes to Condensed Consolidated Financial Statements                      6 - 11

Management's Discussion and Analysis of Financial
Condition and Results of Operations                                      12 - 15




PART II - OTHER INFORMATION

Item 1. Legal Proceedings                                                     16

Item 2. Changes in Securities                                                 16

Item 3. Defaults Upon Senior Securities                                       16

Item 4.  Submission of Matters to a Vote of Security Holders                  16

Item 5. Other Information                                                     16

Item 6. Exhibits and Reports on Form 8-K                                      16

Signatures                                                                    17
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                   as of March 31, 1998 and December 31, 1997
                        (in thousands, except share data)
<TABLE>
<CAPTION>

                                                                      March 31,     December 31,
                                ASSETS                                   1998          1997
                                                                         ----          ----   
                                                                      (Unaudited)
                                                                       ---------
<S>                                                                      <C>         <C>    
CURRENT ASSETS: Cash and cash equivalents                                $ 1,803     $   778
 Accounts receivable, net of allowance for doubtful accounts 
  of $235 and $252 in 1998 and 1997,  respectively                        15,453      17,866
 Advances to  officers                                                     1,196       1,070
 Prepaid expenses and other current assets                                 1,493       1,987
                                                                         -------     -------  
                                                                          19,945      21,701

INSTALLMENT ACCOUNTS RECEIVABLE, due after one year                        7,173       6,480

PROPERTY AND EQUIPMENT, net                                                2,106       2,069

SOFTWARE COSTS, net                                                        1,891       1,676

EXCESS OF COST OVER FAIR VALUE OF NET ASSETS ACQUIRED, net of
 accumulated amortization  of $2,684  and $2,477 in 1998 and 1997, 
 respectively                                                              4,666       4,611

OTHER ASSETS                                                                 650         707
                                                                        --------    --------
                                                                        $ 36,431    $ 37,244
                                                                        ========    ========
                  LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
 Accounts payable and accrued expenses                                   $ 5,434     $ 7,225
 Current portion of long- term debt                                          336         391
 Deferred revenue                                                         13,208      11,773
                                                                         -------     -------  
                                                                          18,978      19,389
DEFERRED REVENUE, earned after one year                                    8,396       7,947

LONG-TERM DEBT, net of current portion                                       190         241
                                                                          ------      ------ 

     Total liabilities                                                    27,564      27,577
                                                                          ------      ------ 

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
 Common stock, $.0001 par value; 150,000,000 authorized;
  13,600,077 shares in 1998 and 12,744,751 shares in 1997
  issued and outstanding                                                       1           1
 Additional paid-in capital                                               94,387      91,641
 Accumulated deficit                                                     (85,295)    (81,741)
 Foreign currency translation                                                (46)        (54)
 Unrealized loss on marketable securities                                   (180)       (180)
                                                                        --------    -------- 
     Total shareholders' equity                                            8,867       9,667
                                                                        --------    -------- 
                                                                        $ 36,431    $ 37,244
                                                                        ========    ========
<FN>
            See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
                                   (Unaudited)
                      For the Three Months Ended March 31,
                      (in thousands, except per share data)

<TABLE>
<CAPTION>


                                                                     1998          1997
                                                                     ----          ---- 
<S>                                                                <C>          <C>
REVENUES:
 Software licenses and support                                     $ 6,339      $ 5,014
 Professional services                                               1,285          837
                                                                   -------      -------
                                                                     7,624        5,851

COSTS AND EXPENSES:
 Cost of revenues - software licenses and support                    2,457        1,612
 Cost of revenues - professional services                            1,189          771
 Research and development                                              754          584
 Sales and marketing                                                 4,166        3,004
 General and administrative                                          1,978        1,765
 Amortization and depreciation                                         634          551
                                                                    ------      -------  
                                                                    11,178        8,287
                                                                    ------      -------

NET LOSS                                                           $(3,554)     $(2,436)
                                                                   =======      =======

OTHER COMPREHENSIVE INCOME:
 Foreign currency translation adjustments                                8          -
                                                                   -------      -------
COMPREHENSIVE INCOME                                               $(3,546)     $(2,436)
                                                                   =======      =======
BASIC AND DILUTED NET LOSS PER SHARE                               $ (0.27)     $ (0.24)
                                                                   =======      =======         

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                          13,111       10,168
                                                                   =======      =======
<FN>
            See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                      For the Three Months Ended March 31,
                                 (in thousands)
<TABLE>
<CAPTION>
                                                                           1998     1997
                                                                           ----     ----
<S>                                                                       <C>      <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

Cash flows from operating activities
    Net loss                                                             $ (3,554) $ (2,436)
Adjustments to reconcile net loss to net cash
  used in operating activities
    Depreciation and amortization:
     Software costs                                                          174        149
     Property and equipment                                                  255        213
     Excess of cost over  fair value of net assets acquired                  207        178
     Other                                                                     4          2
Provision for doubtful accounts                                               60        -
Common stock and options issued for services                                  89         40

Changes in operating assets and liabilities
  Accounts receivable                                                      2,353         36
  Installment accounts receivable, due after one year                       (693)      (529)
  Inventories                                                                -           (4)
  Prepaid expenses and other current assets                                  494        148
  Other assets                                                                53         93
  Accounts payable and accrued expenses                                   (1,291)      (322)
  Deferred revenue                                                         1,884        584
                                                                          ------     ------  
                 Net cash provided (used) by operating activities             35     (1,848)
                                                                          ------     ------ 
Cash flows from investing activities
  Capital  expenditures                                                     (292)      (464)
  Additional consideration for Softworks acquisition                        (262)      (161)
  Software development and technology purchases                             (389)       (96)
  Advances to officers, net                                                 (126)       (91)
                                                                          ------     ------ 
                 Net cash used in investing activities                    (1,068)      (812)
                                                                          ------     ------ 
Cashflows from financing  activities
  Net proceeds from sales of common stock and options                      2,157         18
  Repayments of long-term debt                                              (106)       (38)
                                                                          ------     ------ 
                 Net cash provided (used) by financing activities          2,051        (20)
                                                                          ------     ------ 
Effect of exchange rate changes on cash and cash equivalents                   8        -
                                                                          ------     ------
Net increase (decrease) in cash and cash equivalents                       1,025     (2,680)

Cash and cash equivalents, beginning of period                               778      5,675
                                                                          ------     ------ 
Cash and cash equivalents, end of period                                 $ 1,803    $ 2,995
                                                                         =======    =======
<FN>
        See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

               For the Three Months Ended March 31, 1998 and 1997

           1.  INTERIM FINANCIAL INFORMATION

The condensed consolidated balance sheet as of March 31, 1998, and the condensed
consolidated  statements of operations and cash flows for the three months ended
March 31, 1998, and 1997, have been prepared by the Company without audit. These
interim financial statements include all adjustments,  consisting only of normal
recurring accruals, which management considers necessary for a fair presentation
of the financial statements for the above periods. The results of operations for
the three months ended March 31, 1998, are not necessarily indicative of results
that may be expected for any other interim  periods or for the full year.  

These condensed  consolidated financial statements should be read in conjunction
with the consolidated  financial statements and notes thereto for the year ended
December 31, 1997.  The  accounting  policies  used in preparing  the  condensed
consolidated  financial  statements are consistent  with those  described in the
December 31, 1997,  consolidated  financial  statements,  except as described in
Notes 6 and 7.

           2.  BASIS OF PRESENTATION

Computer Concepts Corp. and subsidiaries (the "Company") design, develop, market
and support  information  delivery software  products,  including  end-user data
access tools for use in personal  computer and  client/server  environments  and
systems  management  software  products for  corporate  mainframe  data centers.
Additionally,   the   Company  has   recently   entered   into  the   technology
infrastructure   service  and  construction   business,   also  referred  to  as
"professional  services",  whereby for a fee the Company  assists in the design,
construction  and  installation of building  technology  systems.  The Company's
principal market is the United States. Overseas revenue is principally generated
from European subsidiaries and distributors.

The Company has incurred  consolidated  net losses of $3,554,000,  for the three
months ended March 31, 1998, and  cumulative  net losses of $85,295,000  through
March 31, 1998.  Further,  the Company has incurred  consolidated  net losses of
$12,385,000,  $18,953,000  and  $18,365,000  during the years ended December 31,
1997,  1996 and 1995,  respectively.  For the three month period ended March 31,
1998,  net cash provided from operating  activities was $35,000,  reflecting the
above net loss being offset by various non-cash items aggregating $1,289,000 and
a net change (cash provided by) operating  assets and liabilities of $2,300,000.
The Company's cash requirements were primarily  financed through sales of common
stock and exercises of stock options, along with cash generated from operations.

The Company does not  currently  maintain a credit  facility  with any financial
institution,  although the Company is actively  seeking to obtain an asset based
working capital line of credit.  The Company has continued to incur  significant
expenditures  with respect to the  development  and marketing of its d.b.Express
technology without generating any significant  revenue. As a result of continued
operating  losses,  the use of  significant  cash in operations  and the lack of
sufficient funds to execute its business plan, there is substantial  doubt about
the Company's  ability to continue as a going concern.  No adjustments have been
made with respect to the consolidated financial statements to record the results
of the ultimate outcome of this uncertainty.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

               For the Three Months Ended March 31, 1998 and 1997

   2.  BASIS OF PRESENTATION   (continued)

Management's plans to remain a going concern require additional  financing until
such time as the Company  achieves  positive cash flows from operations  through
the  continued  growth  of  its   wholly-owned   subsidiary,   Softworks,   Inc.
("Softworks")  and the  successful  exploitation  of the  Company's  d.b.Express
technology.  The Company's  current source of operating  revenue continues to be
primarily derived from Softworks.  The Company has incurred  significant  losses
(both cash and non-cash  expenses) as a result of the  development and marketing
of the  d.b.Express  technology.  Nevertheless,  management  believes  that  its
proprietary  d.b.Express  technology has significant  potential in several areas
and solves certain  significant  business issues in the  telecommunications  and
Internet related markets.  In order to realize the potential of this technology,
the Company is vigorously  continuing its efforts to enter into sales or license
agreements  of  its  d.b.Express   technology.   Management  believes  that  the
successful exploitation of its d.b.Express technology,  as well as the continued
growth of Softworks, will eventually enable the Company to achieve positive cash
flows from  operations  and reduce its  dependency on cash flows from  financing
activities.  In January,  1998, the Company consumated the sale of approximately
$1,978,000  (net of expenses of  approximately  $162,000) of  restricted  common
stock.  Until  sufficient cash flows are generated from  operations,  additional
financing is  anticipated  to be in the form of an asset based  working  capital
line of credit,  additional  equity or other debt  instruments.  There can be no
assurances that the Company will be able to obtain sufficient  financing or will
be  successful  in achieving  positive  cash flows from  operations  in order to
execute its business plan.

   3.   SHAREHOLDERS' EQUITY

a.  Common Stock Split
    ------------------
On March 18, 1998, the Board of Directors declared a reverse split at a ratio of
1 for 10 shares with a record date of March 27,  1998 and an  effective  date of
March 30,1998.  Par value and authorized shares will remain unchanged at $0.0001
and 150,000,000 shares respectively. All references to numbers of shares and per
share data have been restated for 1997 so as to reflect the reverse stock split.

b.  Sale of Common Stock
    --------------------

In January,  1998, the Company  consummated the sale of restricted stock under a
private  placement to   accredited  United  States  investors  under  Regulation
D.  Proceeds  from  this   sale  totaled   $1,978,000,   net   of    commissions
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
               For the Three Months Ended March 31, 1998 and 1997

   3.   SHAREHOLDERS' EQUITY (continued)

and fees of  approximately  $162,000.  A total of 496,232  shares were sold at a
price of $4.3125 per share. The closing bid price of the Company's common stock,
as stated on the NASDAQ  Small Cap Market did not exceed an average of $5.28 for
any five consecutive  trading days during the thirty days immediately  following
the effective date of the Registration  Statement  (effective  February 6, 1998,
see Note 4).  Accordingly,  under the  terms of this  transaction,  the  Company
issued approximately 280,000 additional shares in April, 1998.

Additionally,  167,500  options were  exercised at prices  ranging from $0.10 to
$2.50. Proceeds raised from these sales aggregated approximately $179,000.

c.  Transactions with consultants
    -----------------------------
During  October,  1997, the Company issued 114,765  restricted  shares of common
stock to HPS America,  Inc. ("HPS") for settlement of product  development costs
of  approximately  $600,000 owed to HPS and its  affiliates.  These shares had a
valuation  guarantee based on the Company's stock price during the first 30 days
immediately following the effective date of a registration statement (January 6,
1998).  The shares were sold at a value less than the guaranteed  amount and the
Company settled the shortfall with a cash payment of  approximately  $170,000 in
the first quarter of 1998.


   4.  COMMITMENTS AND CONTINGENCIES

a. Contingent Consideration
   ------------------------
In connection with the 1993 acquisition of Softworks, the Company is required to
make additional  payments to two of Softworks' former  shareholders,  based upon
certain  product  revenues for the years 1995 through  1998,  up to a maximum of
$1,000,000 each, for an aggregate maximum of $2,000,000. Through March 31, 1998,
the  Company  has  incurred  an  aggregate  liability  of  $1,864,000  (of which
$1,594,000 has been paid) to the  non-employee  former  shareholders,  which has
been treated as additional  consideration  in connection  with the  acquisition,
and,  accordingly,  included  in the  excess of cost over the fair  value of net
assets acquired,  as these individuals did not continue in the employment of the
Company subsequent to the acquisition.

b. Registration Statements/Restricted Securities
   ---------------------------------------------
During December 1997, the Company filed three  registration  statements:  (i) an
amended registration  statement on Form S-1 (No. 33-97560,  effective January 6,
1998) which amended a registration  statement  that was originally  effective on
August  9,  1996,  (ii) a  registration  statement  on Form S-8 (No.  333-42795,
effective upon filing, December 19, 1997), and (iii) a registration statement on
Form S-1 (No.  333-42919,  effective  January 6, 1998).  The primary  purpose of
these  registration  statements was to register  outstanding  restricted  common
stock and shares issuable upon exercise of outstanding options.

Additionally,  on January 22,  1998,  the  Company  filed  another  registration
statement on Form S-1 (No.  333-44683,  effective February 6, 1998). The primary
purpose of this registration  statement was to register shares issued in January
1998 pursuant to a private placement (Note 3).

Accordingly,  substantially  all  of  the  Company's  outstanding  common  stock
(including  shares  issuable  upon  exercise of  outstanding  options) have been
either  registered or are qualified for sale in the market  pursuant to Rule 144
of the Securities Act of 1933 as amended.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

               For the Three Months Ended March 31, 1998 and 1997

   4.  COMMITMENTS AND CONTINGENCIES (continued)

c. Legal Matters
   -------------
In July 1995, the Company and certain officers  received  notification that they
have been named as defendants in a class action claim in regard to announcements
and  statements  regarding  the Company's  business and  products.  Although the
Company continues to deny any wrongdoing,  in an effort to avoid further expense
and resolve the uncertainty of litigation,  in July 1997 the Company tentatively
agreed to a Stipulation and Agreement of Settlement ("Stipulation Agreement") of
this class action. In February,  1998, the Court entered a final order approving
the terms of the Stipulation  Agreement.  The Company agreed to deliver $500,000
of its common stock,  and in April 1998, the Company  delivered  119,850 shares.
Further,  the Company and its  insurance  carrier each paid  $350,000,  totaling
$700,000. Based upon the Stipulation Agreement, the Company recorded an $850,000
Unusual Charge to earnings in the quarter ended June 30, 1997.

In March  1995,  an action was  originally  commenced  against the Company and a
number of defendants.  In early 1997,  after a change in counsel,  the plaintiff
amended the  complaint  for a second  time,  now naming as  defendants  only the
Company and three of its officers.  The second  amended  complaint  alleges that
certain  third  parties,  unrelated  to the  Company,  transferred  certificates
representing  1,000,000  shares of the Company's  common stock to the plaintiff.
The  complaint  further  alleges that such shares were  endorsed in blank by the
third  parties  and  became  bearer  securities  which  were  negotiated  to the
plaintiff by physical  delivery.  The certificates had not been legally acquired
from the Company  and the  certificates  were  reported  to the  Securities  and
Exchange  Commission  by the  Company  as  stolen  certificates.  Plaintiff  has
requested  validation of the transfer of the certificates and is seeking damages
of an unspecified  amount,  consisting of alleged  diminution in market value of
the subject shares from 1994 through the date of any judgment in the plaintiff's
favor.  Discovery  was  substantially  completed in January  1998 and,  unless a
summary  judgment is granted to one side or the other,  this case is expected to
go to  trial  later  in 1998.  The  Company  and its  counsel  believe  that the
Company's position regarding the claim has substantial factual and legal support
and are  vigorously  defending  the  matter.  However,  the Company is unable to
predict the ultimate outcome of this claim and, accordingly, no adjustments have
been made in the consolidated  financial  statements for any potential losses or
potential issuance of common stock.

In 1995, Fletcher Capital Corp. filed a claim against the Company, its president
and several unrelated  parties,  regarding a claim for an unspecified  amount of
commissions  in the form of  options  from the  Company  and cash from the other
parties.  This matter was settled in February  1997 with the  issuance of 36,000
options  exercisable  at $3.50 per share,  $126,000  paid with 25,200  shares of
common stock (issued January 1998) and cash payments totaling $31,000.

   5.  RECLASSIFICATIONS

Certain reclassifications have been made to the condensed consolidated financial
statements  shown for the prior year in order to have it conform to the  current
year's classifications.

   6.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Statement of Position 97-2,  Software Revenue  Recognition,  which was issued to
provide further guidance on applying generally accepted accounting principles to
software transactions,  became effective for transactions entered into beginning
in 1998.  The SOP did not require any  changes to the  Company's  method for the
accounting of software transactions and therefore had no impact on the Company's
financial statements for the period ended March 31, 1998.

   7.  REPORTING OF COMPREHENSIVE INCOME

In January,  1998,  the Company began  accounting  for  comprehensive  income in
accordance with Statement of Financial  Accounting Standards No. 130 - Reporting
Comprehensive  Income.  Accordingly,   the  Company  displayed  other  items  of
comprehensive income in the accompanying  Condensed  Consolidated  Statements of
Operations and Comprehensive Income.

<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

               For the Three Months Ended March 31, 1998 and 1997

Business Description

Computer Concepts Corp. and subsidiaries (the "Company") design, develop, market
and support  information  delivery software  products,  including  end-user data
access tools for use in personal  computer and  client/server  environments  and
systems  management  software  products for  corporate  mainframe  data centers.
Additionally,   the   Company  has   recently   entered   into  the   technology
infrastructure   service  and  construction   business,   also  referred  to  as
"professional  services",  whereby for a fee the Company  assists in the design,
construction  and  installation of building  technology  systems.  The Company's
principal market is the United States. Overseas revenue is principally generated
from European subsidiaries and distributors.

The  Company  currently  consists  of three  operating  units or product  lines:
d.b.Express  , Softworks,  and the newly formed  "professional  services"  unit.
d.b.Express provides businesses with a simple, fast, low-cost method of finding,
organizing,  analyzing and using  information  contained in databases  through a
visually-based proprietary software tool. Softworks, provides systems management
software products that optimize  mainframe system  performance,  reduce hardware
expenditures,   and  enhance  the  reliability  and  availability  of  the  data
processing  environment.  During 1997, the Company  commenced  operations of the
"professional  services"  unit.  To spearhead the unit,  the Company  employs an
individual,  formerly with I.B.M., having expertise in this field and intends to
capitalize on his experience and competency in order to create a unique,  single
management  infrastructure  to support an  extensive  selection  of services and
vendors.  The  Company's new business line will offer  solutions,  support,  and
strategies  to  solve  various   business  crises  in  such  areas  as:  network
determinations,   help  desk  applications,   wiring/cabling,  LAN  connections,
moves/adds/changes, and project management. Additionally, this unit will oversee
new installations as well as offering on-site  component  repair.  The method of
revenue  recognition  will be  dependent  upon the type and  manner  of  service
provided.

Results of Operations

Three Months Ended March 31, 1998 Compared with March 31, 1997

Total  revenue for the quarter  ended March 31,  1998,  $7,624,000,  reflects an
increase of $1,773,00 as compared to  $5,851,000  for the same period last year.
Significant factors contributing to the growth include, among others,  increases
of $1,621,000 and $448,000 at Softworks and professional services, respectively.
The  sale of the net  assets  of  Maplinx  in 1997  creates  a loss of  revue of
$333,000 for the quarter. While there can be no assurances, the Company believes
that this revenue  growth  should  continue due in part to its planned  enhanced
product line,  expansion into additional markets,  and an increased sales force.

The cost of revenue and technical support increased $1,263,000 to $3,646,000 for
the period ended March 31, 1998,  from the prior quarter  amount of  $2,383,000.
Contributing  factors for this increase are  additional  costs  associated  with
professional  services of $418,000,  as well as additional costs at Softworks of
$791,000.  As a percentage  of software  licenses and support,  cost of revenues
increased 6.6 percentage points,  from 32.1% to 38.7%.  Increased staffing costs
necessary  to meet the future needs of the Company was the  contributing  factor
for this  increase.  The  increase in dollars in cost of revenue -  professional
services is consistent with the increase in its revenue.

Research and development  costs for the three month period ended March 31, 1998,
increased  approximately  $170,000 over the same period last year primarily as a
result of the  Company's  expanded  efforts  made  toward  the  development  of
additional  applications  for,  as  well as  enhancements  and  upgrades  to the
d.b.Express technology.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

               For the Three Months Ended March 31, 1998 and 1997

Results of Operations

Three Months Ended March 31, 1998 Compared with March 31, 1997   (Continued)

Sales and marketing  expenses  increased by  $1,162,000  to $4,166,000  from the
first quarter of the prior year amount of $3,004,000. The increase was primarily
due to costs at Softworks rising $1,159,000,  over the three month period in the
prior year. The additional  expenditures incurred were due to costs attributable
to the marketing of the Year 2000 suite of products,  the  SavanTechnology  line
and  additional  location and employee costs for new offices both in the U.S. as
well as overseas. Additionally, costs associated with d.b.Express increased from
the prior year by  $328,000.  The above  referenced  increases  were offset by a
decrease of $324,000 associated with the sale of Maplinx.

General and administrative  costs increased $213,000 to $1,978,000 for the three
months ended March 31, 1998,  when  compared to the three months ended March 31,
1997. The major factor  contributing  to the increase were  additional  costs at
Softworks of $218,000  which was the result of  increased  staffing and employee
related costs.


Financial Condition and Liquidity

The Company has incurred  consolidated  net losses of $3,554,000,  for the three
months ended March 31, 1998, and  cumulative  net losses of $85,295,000  through
March 31, 1998.  Further,  the Company has incurred  consolidated  net losses of
$12,385,000,  $18,953,000  and  $18,365,000  during the years ended December 31,
1997,  1996 and 1995,  respectively.  For the three month period ended March 31,
1998,  net cash provided from operating  activities was $35,000,  reflecting the
above net loss being offset by various non-cash items aggregating $1,289,000 and
a net change (cash provided by) operating  assets and liabilities of $2,300,000.
The Company's cash requirements were primarily  financed through sales of common
stock and exercises of stock options, along with cash generated from operations.

The Company does not  currently  maintain a credit  facility  with any financial
institution,  although the Company is actively  seeking to obtain an asset based
working capital line of credit.  The Company has continued to incur  significant
expenditures  with respect to the  development  and marketing of its d.b.Express
technology without generating any significant  revenue. As a result of continued
operating  losses,  the use of  significant  cash in operations  and the lack of
sufficient funds to execute its business plan, there is substantial  doubt about
the Company's  ability to continue as a going concern.  No adjustments have been
made with respect to the consolidated financial statements to record the results
of the ultimate outcome of this uncertainty.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

               For the Three Months Ended March 31, 1998 and 1997

Financial Condition and Liquidity (continued)

Management's plans to remain a going concern require additional  financing until
such time as the Company  achieves  positive cash flows from operations  through
the  continued  growth  of  its   wholly-owned   subsidiary,   Softworks,   Inc.
("Softworks")  and the  successful  exploitation  of the  Company's  d.b.Express
technology.  The Company's  current source of operating  revenue continues to be
primarily derived from Softworks.  The Company has incurred  significant  losses
(both cash and non-cash  expenses) as a result of the  development and marketing
of the  d.b.Express  technology.  Nevertheless,  management  believes  that  its
proprietary  d.b.Express  technology has significant  potential in several areas
and solves certain  significant  business issues in the  telecommunications  and
Internet related markets.  In order to realize the potential of this technology,
the Company is vigorously  continuing its efforts to enter into sales or license
agreements  of  its  d.b.Express   technology.   Management  believes  that  the
successful exploitation of its d.b.Express technology,  as well as the continued
growth of Softworks, will eventually enable the Company to achieve positive cash
flows from  operations  and reduce its  dependency on cash flows from  financing
activities.  In January,  1998, the Company consumated the sale of approximately
$1,978,000  (net of expenses of  approximately  $162,000) of  restricted  common
stock.  Until  sufficient cash flows are generated from  operations,  additional
financing is  anticipated  to be in the form of an asset based  working  capital
line of credit,  additional  equity or other debt  instruments.  There can be no
assurances that the Company will be able to obtain sufficient  financing or will
be  successful  in achieving  positive  cash flows from  operations  in order to
execute its business plan.

<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

               For the Three Months Ended March 31, 1998 and 1997

Financial Condition and Liquidity (continued)

Softworks  sells  perpetual and fixed term licenses for its mainframe  products,
for which extended  payment terms of three to five years may be offered.  In the
case of extended payment term agreements, the customer is contractually bound to
equal annual fixed payments.  The first year of post contract  customer support,
(PCS) is bundled  with  standard  license  agreements.  In the case of  extended
payment  term  agreements,  PCS is bundled for the length of the  payment  term.
Thereafter,  in both instances, the customer may purchase PCS annually. At March
31, 1998, the amount of such future  receivables  extending  beyond one year was
approximately  $7,173,000,  and is included in installment  accounts receivable,
due after one year and deferred revenues.

Safe Harbor Statement

Certain information  contained in this annual report,  particularly  information
regarding  future  economic  performance  and finances,  plans and objectives of
management,  is forward-looking.  In some cases,  information  regarding certain
important  factors that could cause actual results to differ materially from any
such  forward-looking   statement  appear  together  with  such  statement.  The
following  factors,  in addition  to other  possible  factors not listed,  could
affect the Company's actual results and cause such results to differ  materially
from those  expressed  in  forward-looking  statements.  These  factors  include
competition  within the computer  software  industry,  which  remains  extremely
intense,  both domestically and internationally,  with many competitors pursuing
price  discounting;  changes in  economic  conditions;  the  development  of new
technologies  and/or  changes in  operating  systems  which  could  obsolete  or
diminish the value of existing  technologies  and  products;  personnel  related
costs; legal claims; risks inherent to rolling out new software and new software
technologies;  the current lack of adequate financial resources to carry out the
Company's  current  business plan in regard to the d.b.Express  technology;  the
potential cash and non-cash costs of raising  additional capital or the possible
failure to raise necessary capital;  changes in accounting principles applicable
to the Company's activities and other factors set forth in the Company's filings
with the Securities and Exchange Commission.
<PAGE>


                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                           PART II - OTHER INFORMATION

               For the Three Months Ended March 31, 1998 and 1997


Item 1.  Legal Proceedings

See Note 4 to the condensed consolidated financial statements.

Item 2.  Changes in Securities
Not applicable.

Item 3.  Defaults Upon Senior Securities
Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders
Not applicable.

Item 5.  Other Information
Not applicable

Item 6. Exhibits and Reports on Form 8-K 
Not applicable.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                           PART II - OTHER INFORMATION

               For the Three Months Ended March 31, 1998 and 1997



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 CONCEPTS CORP.

/s/Daniel DelGiorno
--------------------
Daniel DelGiorno Sr.        Chief Executive Officer,      May 1, 1998
                            Director

/s/George Aronson
--------------------
George Aronson              Chief Financial Officer       May 1, 1998