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, 1999
                                   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 May 13, 1999
was: 20,420,839.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES

                                      INDEX




PART I -  FINANCIAL INFORMATION                                            Page

Condensed Consolidated Balance Sheets
as of March 31, 1999 and December 31, 1998                                  3

Condensed Consolidated Statements of Operations
and Comprehensive Income For the 
Three Months Ended March 31, 1999 and 1998                                  4

Condensed Consolidated Statements of Cash Flows                                
For the Three Months ended March 31, 1999 and 1998                          5

Notes to Condensed Consolidated Financial Statements                      6 - 11

Management's Discussion and Analysis of Financial                               
Condition and Results of Operations                                      12 - 14




                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings                                                 15

Item 2. Changes in Securities                                             15

Item 3. Defaults Upon Senior Securities                                   15

Item 4.  Submission of Matters to a Vote of Security Holders              15  

Item 5. Other Information                                                 15

Item 6. Exhibits and Reports on Form 8-K                                  15

Signatures                                                                16
<PAGE>


                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                   as of March 31, 1999 and December 31, 1998
                        (in thousands, except share data)

<TABLE>
<CAPTION>
                                                              March 31 December 31,

                    ASSETS                                      1999      1998
                                                                ----      ---- 
                                                             (Unaudited)
                                                              ---------



<S>                                                            <C>       <C>    
CURRENT ASSETS:
 Cash and cash equivalents                                     $13,272   $ 8,176
 Accounts receivable, net of allowance for doubtful accounts
   of $1,601 and $1,350 in 1999 and 1998,  respectively         12,623    27,412
 Installment receivables                                        18,440    16,406
 Inventories                                                       419       419
 Deferred tax assets, current                                     -          306
 Advances to  officers                                             542       895
 Prepaid expenses and other current assets                       6,785    10,128
                                                               -------   -------  
                                                                52,081    63,742 

Installment accounts receivable, due after one year              7,759     7,908   
Property and equipment, net                                      3,893     3,564
Software costs, net                                              4,936     5,594
Excess of cost over fair value of net assets acquired, net of
 accumulated amortization  of $4,908  and $4,239 in 1999 and 
 1998, respectively                                              7,765     8,610
Deferred tax assets, noncurrent                                    500       484
Other assets                                                     1,631     2,000
                                                               -------   -------
                                                               $78,565   $91,902
                                                               =======   =======  
                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
 Accounts payable and accrued expenses                         $ 7,203   $11,428
 Current portion of long- term debt                              2,080     6,117
 Income taxes payable                                              164     2,207
 Deferred installment revenue                                    7,317     7,314
 Deferred maintenance revenue                                    8,016     9,107
                                                               -------   -------  
                                                                24,780    36,173

Deferred installment revenue, earned after one year              4,617     7,883
Deferred maintenance revenue, earned after one year              6,912     3,924
Long-term debt, net of current portion                           2,401     1,403
                                                               -------   -------  

        Total liabilities                                       38,710    49,383
                                                               -------   -------  

Minority interest                                                9,353     8,503

Commitments and contingencies

Shareholders' equity:
 Common stock, $.0001 par value; 150,000,000 
  authorized; 20,420,839 shares in 1999 and 19,324,839
  shares in 1998 issued and outstanding                              2         2
Additional paid-in capital                                     108,349   106,515
Accumulated deficit                                            (77,545)  (72,194)
Accumulated other comprehensive loss                              (304)     (307)
                                                               -------   -------  
     Total shareholders' equity                                 30,502    34,016
                                                               -------   -------  
                                                              $ 78,565  $ 91,902
                                                              ========  ========
<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>

                                                               1999       1998
                                                               ----       ----  

<S>                                                           <C>        <C>   
Revenue:
 Software licenses, net                                       $ 6,730    $ 3,760      
 Maintenance                                                    3,539      2,562
 Professional services                                          3,699      1,302 
                                                              -------    -------  
                                                               13,968      7,624

Cost of revenue:
 Software licenses                                                373        492
 Maintenance                                                      625        409
 Professional services                                          3,166      1,314
                                                              -------    -------                         
                                                                4,164      2,215
                                                              -------    -------  
Gross margin                                                    9,804      5,409
                                                              -------    -------  
Operating expenses
 Research and development                                       4,069      2,172
 Sales and marketing                                            8,385      4,206 
 General and administrative                                     2,915      2,249
 Amortization and depreciation                                  1,684        567
                                                              -------    -------  
                                                               17,053      9,194
                                                              -------    -------  
Operating loss                                                 (7,249)    (3,785)

Other income (expense)
 Gain on partial disposition of subsidiary                      2,031       -
 Interest income (expense), net                                   (12)        25
 Minority interest in earnings of subsidiary                      (46)      -    
                                                              -------    -------  
Loss before (benefit from) provision for income taxes          (5,276)    (3,760)
Benefit from (provision for) income taxes                         (75)       206
                                                              -------    -------  

Net loss                                                      $(5,351)   $(3,554)
                                                              =======    =======

Other comprehensive income:
 Foreign currency translation adjustments                           3          8

Comprehensive income (loss)                                   $(5,348)   $(3,546)
                                                              =======    =======

Basic and diluted net loss per share                          $ (0.27)   $ (0.27)
                                                              =======    =======

Weighted average common shares outstanding                     20,089     13,111
                                                              =======    =======
<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>
                                                                          1999        1998
                                                                          ----        ----
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

<S>                                                                     <C>         <C>    
Cash flows from operating activities
  Net loss                                                              $ (5,351)   $ (3,554)
Adjustments to reconcile net loss to net cash
 used in operating activities
  Depreciation and amortization:
    Software costs                                                           792         174
    Property and equipment                                                   416         255
    Excess of cost over fair value of net assets acquired                    669         207
    Other                                                                      1           4
Minority interest in net income of subsidiary                                 46        -
Provision for doubtful accounts                                              114          60  
Common stock and options issued for services                               1,744          89 
Softworks common stock exchanged for services                                634        -
Gain on partial disposition of subsidiary                                 (2,031)       -   

Changes in operating assets and liabilities
  Accounts receivable                                                     12,641       2,353
    Installment accounts receivable, due after one year                      149        (693)  
    Inventories                                                             -           -
    Prepaid expenses and other current assets                              5,511         494
    Other assets                                                             369          53
    Accounts payable and accrued expenses                                 (4,239)     (1,291)
    Current income taxes                                                  (2,043)       -
    Deferred income taxes                                                    290        -
    Deferred revenue                                                      (1,366)      1,884
                                                                        --------    --------   
                  Net cash provided (used) by operating activities         8,346          35
                                                                        --------    --------   
Cash flows from investing activities
  Capital  expenditures                                                     (745)       (292)
  Additional consideration for Softworks acquisition                        -           (262)
  Cash received from sale of limited license (see Note 7)                    400        -
  Software development and technology purchases                             (222)       (389)
  Repayment of (advances to) officers, net                                   353        (126)
                                                                        --------    --------   
                  Net cash used in investing activities                     (214)     (1,069)
                                                                        --------    --------   
Cash flows from financing activities
  Net proceeds from sales of common stock and options                      -           2,157
  Proceeds from long-term debt                                             2,021       -
  Repayments of long-term debt                                            (5,060)       (106)
                                                                        --------    --------   
                  Net cash provided (used) by financing activities        (3,039)      2,051
                                                                        --------    --------   
Effect of exchange rate changes on cash and cash equivalents                   3           8
                                                                        --------    --------  
Net increase in cash and cash equivalents                                  5,096       1,025

Cash and cash equivalents, beginning of period                             8,176         778
                                                                        --------    --------   
Cash and cash equivalents, end of period                                $ 13,272     $ 1,803
                                                                        ========    ========
<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, 1999 and 1998

1. Interim Financial Information

The condensed consolidated balance sheet as of March 31, 1999, and the condensed
consolidated  statements of operations and cash flows for the three months ended
March 31, 1999, and 1998, 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, 1999, 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, 1998.  The  accounting  policies  used in preparing  the  condensed
consolidated  financial  statements are consistent  with those  described in the
December 31, 1998, consolidated financial statements.

2 The Company

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.
Through its Softworks  subsidiary,  the Company  develops,  markets and supports
systems management  software products for corporate  mainframe data centers.  In
1997,  the  Company  created a business  unit,  "professional  services" , which
primarily  resells  computer  hardware and for a fee, will assist in the design,
construction  and installation of technology  systems.  The Company makes use of
its proprietary data access technology,  d.b.Express in its d.b.Express Internet
Information  Server,  which is an Internet database providing Internet access to
detail  telephone  records.  Data can be visually  presented using the Company's
patented data visualization technology.  Additionally, in June,1998, the Company
completed an  acquisition  of software (and related sales and marketing  rights)
which is  designed  to provide  non  computer  literate  owners  (e.g.  parents,
guardians,   schools,   etc)  the  ability  to  identify   threats  as  well  as
objectionable  material  which  may be viewed  by users of the  computer  on the
Internet (e.g. children).

3. Shareholders' Equity

During the three month  period  ended  March 31,  1999,  the Company  issued the
following restricted common stock:

     i. As part of a bonus  incentive  compensation  plan,  the  Company  issued
     470,500 shares to several  non-executive  employees for which it recorded a
     non cash charge to earnings, of $826,000;

     ii. issued  510,500 shares of its common stock to various  consultants  for
     which it recorded a non cash charge to earnings of $910,000;

     iii. In lieu of cash, the Company, issued 115,000 shares for an acquisition
     of a  technology  license.  The Company  recorded  amortization  expense of
     $8,000 during the three month period ending March 31, 1999.


4. Legal matters

In July 1995, the Company  received notice of an action alleging the Company had
not used its best efforts to register  warrants to purchase 50,000 shares of the
Company's  common  stock  within 30 days  from  written  notice to the  Company,
pursuant to a financial consulting agreement. The Company has maintained that it
has always used its best efforts to cause the  registration of those warrants to
occur.   However,  to  avoid  the  expense  and  resolve  the  uncertainties  of
litigation, the matter was settled by including 38,500 warrants in the Company's
then pending registration  statement,  with the balance of 11,500 warrants being
canceled.  The  registration  statement  became  effective  on August  9,  1996.
Although the Company  believes this matter has been resolved,  releases have not
yet been exchanged,  nor has a stipulation of dismissal been filed.  The Company
is unable to predict  the  ultimate  outcome of this suit and,  accordingly,  no
adjustment  has  been  made in the  consolidated  financial  statements  for any
potential losses.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)
               For the Three Months Ended March 31, 1999 and 1998

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 has been substantially completed and, unless a summary judgment
is granted to one side or the other,  this case is expected to go to trial.  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.

During  February 1999, the Company and certain  officers  received  notification
that they had been named as defendants in a class action alleging  violations of
certain  securities  laws  with  respect  to  the  content  of  certain  Company
announcements.  The Company and its counsel 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.


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.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)
               For the Three Months Ended March 31, 1999 and 1998

6. Segment information

The Financial  Accounting  Standards Board issued Statement No. 131 "Disclosures
about Segments of an Enterprise and Related Information," which became effective
for the Company in 1998 and has been implemented for all periods presented.  The
Company and its subsidiaries operate in two separate business segments, computer
software  and  professional  services.  The  computer  software  segment,  which
operates both  domestically  and  internationally,  is primarily  engaged in the
design,  development,  marketing and support of  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.  International  operations  include  foreign
subsidiaries located in the United Kingdom,  France, Brazil,  Australia,  Spain,
Italy and Germany and several international distributors primarily in Europe and
Asia.  The  professional  services  segment,  which  operates  domestically,  is
primarily engaged in the reselling of computer  hardware,  design,  construction
and  installation  of technology  systems,  as well as marketing the d.b.Express
Internet  Information  Server,  also  referred to as a "server  farm".  

<TABLE>
<CAPTION>
Business information
                                                            Three Months Ended
                                                            ------------------
                                                                 March 31,
                                                                ---------
   (In Thousands $)                                          1999         1998
                                                             ----         ----
<S>                                                        <C>           <C>   
Revenue                                                     
  Computer Software                                        $10,269        $6,322
  Professional Services                                      3,699         1,302
                                                           -------        ------ 
     Total                                                 $13,968        $7,624
                                                           =======        ====== 
Operating Income (loss)            
  Computer Software                                        $(7,598)      $(3,715)
  Professional Services                                        349           (70)
                                                           -------        ------ 
     Total                                                 $(7,249)      $(3,785)
                                                           =======        ====== 
</TABLE>
<TABLE>
<CAPTION>
                                                       At March 31,  At December 31,
                                                           1999           1998
                                                        ------------  --------------
<S>                                                        <C>           <C>    
Identifiable Assets           
  Computer Software                                        $73,651       $76,950
  Professional Services                                      4,914        14,952
                                                           -------       ------- 
     Total                                                 $78,565       $91,902
                                                           =======       ======= 
</TABLE>
In classifying  business  information  into segments,  the Company  specifically
identifies  revenue,  expenses  and  identifiable  assets  of  the  professional
services segment; items not specifically identified are included in the computer
software segment.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)
               For the Three Months Ended March 31, 1999 and 1998
<TABLE>
<CAPTION>
Geographical information:
                                                             Three Months Ended
                                                             ------------------
                                                                  March 31,    
                                                                  ---------                           
   (In Thousands $)                                          1999          1998                    
                                                             ----          ---- 
<S>                                                        <C>           <C>    
Revenue:

 United States                                              $10,743      $ 6,318

 International                                                3,225        1,306
                                                           --------      -------  
   Total                                                   $ 13,968      $ 7,624
                                                           ========      =======  

Operating Income/(loss):

 United States                                             $ (8,448)     $(3,196)

 International                                                1,199         (589)
                                                           --------      -------  
   Total                                                   $ (7,249)     $(3,785) 
                                                           ========      =======  
</TABLE>
<TABLE>
<CAPTION>
                                                        At March 31, At December 31,
                                                           1999           1998
                                                        ------------ --------------
<S>                                                         <C>          <C>   
Identifiable Assets:

 United States                                              $67,106      $82,377

 International                                               11,459        9,525
                                                           --------      -------  

   Total                                                    $78,565      $91,902
                                                           ========      =======  
</TABLE>


Major customer

For the three months  ended March  31,1999,  the Company had one major  customer
with revenue of $2,911,000 (20.8% of total revenue).  This amount is included in
the Professional Services and Domestic categories.

7. Internet Tracking & Security Ventures, LLC

On June 30, 1998, pursuant to an Asset Purchase and Sale Agreement,  the Company
acquired  certain  software and related sales and marketing rights from Internet
Tracking & Security Ventures,  LLC ("ITSV") in exchange for 1,900,000 restricted
shares of the Company's common stock and 1,000,000  restricted  shares of common
stock of the Company's  then wholly owned  subsidiary,  Softworks.  The acquired
software  program,  known as "Computer  Cop," is designed to inform non computer
literate parents,  guardians and alike,  what materials,  or possible threats to
the safety and well being their  children or others have been accessing over the
internet, such as objectionable web sites, text, pictures,  screens,  electronic
mail,  etc. The  Agreement  also  includes the rights to the use of Richard "Bo"
Dietl's name in conjunction  with the promotion and  endorsement of the software
as well as  appearances  by Mr. Dietl in support of the software in regional and
national  marketing  campaigns.  Orders for the  initial  version of the product
began shipping during the fourth quarter,  1998. 

The  acquisition  has been valued at an aggregate of  $12,210,000  determined as
follows:  1,900,000  restricted  shares  of the  Company  have  been  valued  at
$5,700,000 and the 1,000,000  restricted  shares of Softworks' common stock have
been valued at  $6,510,000  (based upon the ultimate net proceeds to the selling
shareholders in Softworks' initial public offering which became effective August
4, 1998). The $12,210,000 purchase price has been allocated to the fair value of
the assets  acquired at June 30, 1998,  based upon a written  valuation  from an
independent investment banking firm. Accordingly,  $2,700,000 has been allocated
to "Software costs", $4,150,000 has been recorded as "Prepaid expenses and other
current  assets" and  $5,360,000  has been recorded as "Excess of cost over fair
value of net assets acquired".  
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)
               For the Three Months Ended March 31, 1999 and 1998


In March,  1999,  the Company sold certain  rights to license  ComputerCOP  to a
marketing company (Bo-Tel, Inc.) for $400,000. The license rights are limited to
granting a specified original  equipment  manufacturer of personal computers the
right to embed the  software in its  computers  for sale to the general  public.
Bo-Tel,  Inc.  is an  affiliate  of ITSV,  and  accordingly,  this sale has been
accounted for as a reduction of the cost of the assets  acquired from ITSV.  The
software  costs  will be  amortized  using the  greater  of the ratio of current
revenue to the total  projected  revenue for the  software or the  straight-line
method using an estimated useful life of 30 months. The prepaid expenses will be
expensed as the related services are performed  (including,  but not limited to,
appearances,  promotion and endorsement).  The excess of cost over fair value of
net assets  acquired,  which primarily  relate to the use of the name "Bo Dietl"
will be amortized using the straight-line  method over 36 months.  However, as a
product that the Company has only recently commenced marketing, it is reasonably
possible that the estimates of anticipated  future gross revenue,  the remaining
economic life of the product, or both will be reduced  significantly in the near
term  due to  the  unpredictability  of  the  product's  market  acceptance  and
competitive pressures (including technological  obsolescence).  As a result, the
carrying  amount of the assets acquired from ITSV  (approximately  $7,300,000 at
March 31, 1999) may be reduced materially in the near term.

8. GAIN ON PARTIAL DISPOSITION OF SUBSIDIARY

Prior to June 30, 1998,  Softworks was a wholly owned  subsidiary of the Company
with 14,083,000 shares of common stock outstanding. On August 4, 1998, Softworks
completed a public  offering of 4,200,000  shares of its common stock at a price
of $7.00 per share (less  underwriting  fees and commissions of $0.49 per share)
as follows:  1,700,000 shares of common stock were sold by Softworks;  1,000,000
shares  were  sold  by ITSV  and  1,500,000  shares  were  sold by the  Company.
Additionally,  in the third  quarter of 1998,  options to acquire  approximately
3,600,000  restricted shares of Softworks common stock were granted to Softworks
officers and key  employees.  All options are  exercisable at the initial public
offering  price of $7.00 per  share.  On May 4, 1999,  Softworks  filed Form S-8
covering  the  registration  of the  common  stock  issuable  pursuant  to these
options.  Softworks  common stock is traded on the NASDAQ  National Market under
the symbol "SWRX." In addition to the public offering  discussed above, in 1998,
the Company sold 1,000,000  shares of Softworks  common stock for $5,000,000 and
exchanged   1,877,700   shares  of  Softworks  common  stock  to  employees  and
consultants for services rendered or to be rendered.  As a result of the various
transactions  described above, the Company's ownership interest in Softworks was
reduced  from 100% to 54.5% as of  December  31,  1998.  In January,  1999,  the
Company,  through the exchange of 687,600  restricted shares of Softworks common
stock,  further reduced its ownership  interest from 54.5% to 50.2% or 8,017,700
shares of Softworks common stock at March 31, 1999 as follows:

1.   The Company issued as 1999 bonus incentive compensation, 298,000 restricted
     shares of Softworks common stock to two executives,  vesting 25% on January
     1,  1999,  25% on April 1, 1999,  25% on July 1, 1999 and 25% on  September
     1,1999.  These shares would fully vest in the event of the  acquisition  of
     Softworks, or the Company by any third party. Accordingly, the Company will
     record a non cash charge to operations of $269,250 each quarter.

2.   The Company  issued  389,600  restricted  shares of  Softworks,  as well as
     80,000 contract options to acquire  restricted  shares of Softworks' common
     stock  owned by the  Company,  exercisable  at $1.00 per  share and  expire
     December 31, 1999 to various  consultants.  The related  contracts  are for
     services  to  be  performed   over  time  frames  ranging  from  twelve  to
     twenty-four  months. The $1,774,000 value of the shares and options will be
     charged to operations over the terms of the related contracts.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)
               For the Three Months Ended March 31, 1999 and 1998

As a result of the January, 1999 transactions,  the Company recognized a gain of
$2,031,000,  representing the difference between the fair value of the Softworks
common  stock  exchanged,  and  the  related  carrying  value  of the  Company's
investment in Softworks.

In April,  1999,  certain stock options  previously  granted by Softworks to its
employees and consultants  were exercised,  which had the effect of reducing the
Company's ownership interest in Softworks from 50.2% to 49.7%. Accordingly,  the
financial  results of  Softworks  are not expected to be  consolidated  with the
Company  commencing  with the quarter  ending June 30, 1999.  The  following pro
forma  consolidated  balance  sheets and  statements of  operations  present the
Company's results with Softworks  accounted for on the equity method (i.e. as an
unconsolidated subsidiary):
<TABLE>
<CAPTION>
                                                        March 31, 1999                December 31, 1998 
                                                -------------------------------- ---------------------------
                                                        (in thousands)                 (in thousands)       
                                                         Pro-forma                       Pro-forma              
                                                Actual Adjustments  Pro-forma   Actual Adjustments Pro-forma 
                                                ------ -----------  ---------   ------ ----------- ---------
<S>                                             <C>      <C>          <C>      <C>       <C>        <C>
ASSETS                                                                                          

Current assets                                  $52,081  $(35,225)   $16,856   $63,742   $(38,282)  $25,460 
                                                                                                
Long-term receivables                             7,759    (7,759)      -        7,908     (7,908)     -   
Property plant and equipment, net                 3,893    (2,698)     1,195     3,564     (2,499)    1,065 
Software costs, net                               4,937    (2,732)     2,205     5,594     (3,039)    2,555 
Goodwill, net                                     7,765    (3,921)     3,844     8,610     (4,143)    4,467 
Other assets                                      2,130    (2,061)        69     2,484     (2,384)      100 
Investment in subsidiary, equity method            -        9,331      9,331      -        10,086    10,086 
                                                -------   -------     ------    ------    -------    ------
                                                $78,565  $(45,065)   $33,500   $91,902   $(48,169)  $43,733 
                                                =======  ========    =======   =======   ========   =======
LIABILITIES AND SHAREHOLDERS' EQUITY                                                                                            
                                                                                                
Current liabilities                             $24,780  $(21,814)   $ 2,966   $36,173   $(26,501)  $ 9,672 
                                                                                                
   Deferred revenue                              11,529   (11,497)        32    11,807    (11,764)       43 
   Long term debt                                 2,401    (2,401)      -        1,403     (1,401)        2 
                                                -------   -------     ------    ------    -------    ------
              Total liabilities                  38,710   (35,712)     2,998    49,383    (39,666)    9,717 
                                                                                                
Minority interest                                 9,353    (9,353)      -        8,503     (8,503)     -   
                                                                                                
Shareholders' equity                             30,502      -        30,502    34,016       -       34,016 
                                                -------   -------     ------    ------    -------    ------   
                                                $78,565  $(45,065)   $33,500   $91,902   $(48,169)  $43,733 
                                                =======  ========    =======   =======   ========    ======
</TABLE>
<TABLE>
<CAPTION>
                                               For the three months ended March 31, 1999  For the three months ended March 31, 1998
                                               -----------------------------------------  -----------------------------------------
                                                              (in thousands)                            (in thousands) 
                                                                Pro-forma                                 Pro-forma              
                                                  Actual       Adjustments    Pro-forma       Actual      Adjustments  Pro-forma
                                                  ------       -----------    ---------       ------      -----------  ---------  
<S>                                              <C>          <C>              <C>           <C>           <C>          <C>    
Revenue                                          $13,968      $(10,258)        $ 3,710       $ 7,624       $(6,596)     $1,028 

 
Cost of Revenue                                    4,164          (764)          3,400         2,215         (964)       1,251 
                                                 -------       -------         -------       -------       -------      ------
Gross margin                                       9,804        (9,494)            310         5,409       (5,632)        (223)
                                                 -------       -------         -------       -------       -------      ------
Total Operating Expenses                          17,053        (9,342)          7,711         9,194       (6,681)       2,513 
                                                 -------       -------         -------       -------       -------      ------
  Operating (loss) income                         (7,249)         (152)         (7,401)       (3,785)       1,049       (2,736)


Other income (expense)                                                                                          
  Gain on partial disposition of subsidiary        2,031          -              2,031          -            -            -   
  Interest (expense) income, net"                    (12)         -                (12)           25         -            25 
  Minority interest expense                          (46)           46              -           -            -            -   
  Income (loss) from subsidiary                     -               46              46          -            (843)        (843)
                                                 -------       -------         -------       -------       -------      ------
Loss before provision (benefit) for income taxes  (5,276)          (60)         (5,336)       (3,760)         206       (3,554)

Provision (benefit) for income taxes                 (75)           60             (15)          206         (206)        -   
                                                 -------       -------         -------       -------       -------      ------
Net loss                                         $(5,351)          $(0)        $(5,351)      $(3,554)      $ -         $(3,554)
                                                 =======       =======         =======       =======       =======      ====== 
</TABLE>
<PAGE>
Additionally,  on May 3, 1999,  Softworks filed Form S-1 with the Securities and
Exchange Commission  announcing the offering of 3.5 million shares of its common
stock.  Of the  shares  being  offered,  one  million  shares  are being sold by
Softworks, 800,000 shares are being sold by the Company and 1,700,000 shares are
being sold by other existing shareholders. In conjunction with the offering, the
Company  issued  200,000  contract  options  to  acquire  restricted  shares  of
Softworks  common  stock owned by the Company,  exercisable  at $1.00 per share,
which vest only upon successful completion of this offering.

9. Income Taxes

The Company  accounts for income taxes under  Statement of Financial  Accounting
Standards No. 109, "Accounting for Income Taxes" ("SFAS 109"). SFAS 109 requires
the   determination  of  deferred  tax  assets  and  liabilities  based  on  the
differences  between the financial  statement and income tax bases of assets and
liabilities,  using enacted tax rates SFAS No.109 requires that the net deferred
tax asset be  adjusted  by a  valuation  allowance,  if,  based on the weight of
available  evidence,  it is more likely than not that some portion or all of the
net deferred tax asset will not be realized.

Through August 4,1998,  the results of the Company's U.S.  operations  conducted
through  its   SOFTWORKS   subsidiary   have  been  included  in  the  Company's
consolidated Federal income tax returns. However, separate provisions for income
taxes have been determined for SOFTWORKS' wholly owned foreign subsidiaries that
are not eligible to be included in the U.S.  Federal  income tax  returns.  As a
result of the initial public offering of SOFTWORKS,  the Company's  ownership of
SOFTWORKS  was  reduced  below 80% and  SOFTWORKS  is no longer  eligible  to be
included  in the  Company's  consolidated  Federal  income  tax  returns.  

It is expected  that the Company  will  utilize a portion of its  available  net
operating  loss  carryforwards  to  substantially   reduce  the  taxable  income
resulting from the gain on partial disposition of SOFTWORKS.

10. Management's plans

Prior to 1998, the Company incurred substantial consolidated net losses and used
substantial  amounts  of cash in  operating  activities,  which  were  primarily
financed through private placements of common stock and convertible  debentures.
During 1998, and 1999, the Company continued to use substantial  amounts of cash
in its operations,  however,  cash requirements were primarily  financed through
Softworks  initial  public  offering and  additional  sales of Softworks  common
stock.  Management's strategic plan is focused on becoming a preeminent provider
of  innovative  software  products  and  services  which are, and continue to be
designed and developed to:

          a- break down barriers between people and data;                  
          b- exploit the Company's patented technologies;                 
          c- capitalize on the internet marketplace. 

Additionally, the Company's plan is to further develop its professional services
unit through increased staffing and expanded services.

The Company is currently focusing on four general product categories:

     1. The continued marketing of the d.b.Express  Internet  Information Server
     Services;

     2. Continue to exploit the d.b.Express  technology  through the development
     of new vertical markets;

     3. Continue to develop its Professional Services division; and

     4.  Capitalize  on the growth of the Internet and parents'  need to monitor
     their children's activities through the sale of Computer Cop.

While management  believes that its plan will ultimately  enable them to achieve
positive cash flows from  operations,  until such time,  additional  cash may be
necessary  to  implement  such  plan.  Although  there  can  be  no  assurances,
management has several  alternative sources to fund the development of its plan,
including  additional debt and equity  financing (if  necessary),  or additional
sales of its investment in Softworks  common stock,  which,  as a consequence of
Softworks initial public offering,  became a readily marketable asset. (See Note
8)
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998

Forward-Looking Statements.  
--------------------------
All statements  other than  statements of historical  fact included in this Form
10-Q including,  without limitation,  statements under, "Management's Discussion
and Analysis of Financial  Condition  and Results of  Operations"  regarding the
company's financial position,  business strategy and the plans and objectives of
management for future operations, are forward-looking  statements.  When used in
this Form 10-Q, words such as  "anticipate,"  "believe,"  "estimate,"  "expect,"
"intend"  and  similar  expressions,  as  they  relate  to  the  Company  or its
management, identify forward-looking statements. Such forward-looking statements
are based on the  beliefs of  management,  as well as  assumptions  made by, and
information  currently available to, the Company's'  management.  Actual results
could  differ  materially  from  those   contemplated  by  the   forward-looking
statements  as a  result  of  certain  factors  including  but not  limited  to,
fluctuations in future operating results, technological changes or difficulties,
management of future growth, expansion of international operations,  the risk of
errors or failures in the Company's software products, dependence on proprietary
technology,  competitive factors, risks associated with potential  acquisitions,
and the ability to recruit  personnel,  the  dependence on key  personnel.  Such
statements reflect the current views of management with respect to future events
and are subject to these and other risks, uncertainties and assumptions relating
to the operations,  results of operations,  growth strategy and liquidity of the
Company. All subsequent written and oral forward-looking statements attributable
to the Company or persons acting on its behalf are expressly  qualified in their
entirety by this paragraph.

Overview
--------
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.
Through its Softworks  subsidiary,  the Company  develops,  markets and supports
systems management  software products for corporate  mainframe data centers.  In
1997,  the  Company  created a business  unit,  "professional  services" , which
primarily  resells  computer  hardware and for a fee, will assist in the design,
construction  and installation of technology  systems.  The Company makes use of
its proprietary data access technology,  d.b.Express in its d.b.Express Internet
Information  Server,  which is an Internet database providing Internet access to
detail  telephone  records.  Data can be visually  presented using the Company's
patented data visualization technology.  Additionally, in June,1998, the Company
completed an  acquisition  of software (and related sales and marketing  rights)
which is  designed  to provide  non  computer  literate  owners  (e.g.  parents,
guardians,   schools,   etc)  the  ability  to  identify   threats  as  well  as
objectionable  material  which  may be viewed  by users of the  computer  on the
Internet (e.g. children). 

The  Company  currently  consists  of four  operating  units or  product  lines:
d.b.Express Internet information Server,  professional services,  Softworks, the
fourth being the software  technology  and related sales and  marketing  rights,
acquired in June, 1998.  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.  The  professional
services  unit will offer  solutions,  support and  strategies  to solve various
business crises in such areas as:  selection and reselling of hardware,  network
determination,   help  desk  applications,   wiring/cabling,   LAN  connections,
moves/adds/changes,  and  project  management.  Additionally,  this  unit  could
oversee new  installations as well as offering  on-site  component  repair.  The
newly  acquired  software is designed to provide non  computer  literate  owners
(e.g. parents) the ability to identify threats as well as objectionable material
which may be viewed by users of the computer on the internet  (e.g.  children) .
Orders for the initial  version of the product began shipping  during the fourth
quarter,  1998.  The method of revenue  recognition  for each unit, is dependent
upon the type and manner of service  provided and or the terms of product sales.
As described above in note 8, in April,1999, the Company's ownership interest in
Softworks was reduced to 49.7%,  due to the exercise of Softworks stock options.
Accordingly,  the  financial  results  of  Softworks  are  not  expected  to  be
consolidated with the Company commencing with the quarter ending June 30, 1999.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998


Results of Operations
---------------------
Total  revenue for the quarter  ended March 31, 1999,  $13,968,000,  reflects an
increase of  $6,344,000,  or 83% when compared to $7,624,000 for the same period
last year. A significant factor contributing to this growth was software license
revenue increasing 79% or $2,970,000. The introduction of new products, services
and  enhancements  as  well  as  an  expanding  global  sales  force  are  major
contributors to the growth.  Additionally,  revenue  generated  during the three
months ended March 31, 1999, from professional  services increased $2,397,000 to
$3,699,000  when  compared to  $1,302,000  for the three  months ended March 31,
1998.

The cost of revenue - software  licenses,  as a percentage  of software  license
revenue,  decreased from 13% of software  license  revenue for the quarter ended
March 31, 1998, to 6% for the quarter ended March 31, 1999. The cost of revenue-
software licenses consists primarily of royalties paid to Company developers and
to third  parties.  Cost of revenue -  maintenance,  for the three month  period
ended March 31, 1999, as a percent of maintenance revenue increased 2 percentage
points to 18% from 16% when  compared to the three  months ended March 31, 1998.
The increase is primarily  attributable to additional payroll and related costs.
Cost of revenue -  professional  services,  stated as a percent of  professional
services revenue,  for the three months ended March 31, 1999 was 86%, a decrease
of 15% as compared to the three months  period  ended  September  30, 1998.  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, 1999,
increased approximately $1,897,000 over the same period last year. This increase
was  primarily  a result of the  Company's  expanded  efforts  made  toward  the
development  of  additional   enhancements   and  upgrades  to  the  d.b.Express
technology  and of an  increase in  personnel  necessary  to support  Softworks'
research and  development  efforts.  

Sales and marketing expenses increased by $4,179,000 to $8,385,000 for the three
months ended March 31, 1999 when  compared to  $4,206,000  incurred for the same
period in 1998. The increase was primarily due to increased  commission expenses
resulting  from  increased  sales,  and  increased  personnel  costs  due to the
expanded sales  organization.  While sales and marketing  costs have risen,  the
Company  believes the increases are necessary in order to maintain,  and in some
instances gain market  presence.  The Company  anticipates a continued growth in
spending to continue for the remainder of 1999, due to additional  personnel and
related  costs  associated  with the  planned  growth and  pursuit of new market
opportunities. 

General and administrative  costs increased $666,000 to $2,915,000 for the three
months ended March 31, 1999,  when  compared to the three months ended March 31,
1998.  Major factors  contributing to the increase are expanded  staffing levels
which the Company believes necessary in order to support its growth. However, as
a percentage of total revenue,  general and administrative  costs decreased from
29% for the three  months ended March 31, 1998 to 21% for the three month period
ended March 31, 1999. 

Amortization  and  depreciation  increased by  $1,117,000  from $567,000 for the
three  months  ended March 31, 1998,  to  $1,684,000  for the three months ended
March 31,  1999.  This  increase is due to  primarily  to increases in purchased
software and goodwill. 

Gain on partial disposition of subsidiary - see Note 8.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998

Financial Condition and Liquidity
---------------------------------
The Company has reported a net loss of  $5,351,000  (of which $93,000 net income
was  attributable  to Softworks)  for the three months ended March 31, 1999. For
the years ended December 31, 1998,  1997, 1996, the Company had consolidated net
income  of  $9,547,000,   and   consolidated   net  losses  of  $12,385,000  and
$18,953,000,  respectively. As a result of the partial disposition of Softworks,
the Company recognized a gain of approximately $2,031,000 during the three month
period ended March 31, 1999 (see Note 8). For the three month period ended March
31, 1999,  net cash provided by operating  activities  was  $8,346,000 (of which
$75,000 was attributable to Softworks), consisting of: a net change in operating
assets  and  liabilities  of  $11,312,000,  (of  which  $1,044,000  net  use was
attributable  to  Softworks'   operations),   various   non-cash  charges  which
aggregated $4,416,000,  (of which $1,026,000 was attributable to Softworks), the
$2,031,000  gain referred to above,  offset by the net loss.  

Prior to 1998, the Company incurred substantial consolidated net losses and used
substantial  amounts  of cash in  operating  activities,  which  were  primarily
financed through private placements of common stock and convertible  debentures.
During 1998, and 1999, the Company continued to use substantial  amounts of cash
in its operations,  however,  cash requirements were primarily  financed through
Softworks  initial  public  offering and  additional  sales of Softworks  common
stock.  At,  March 31, 1999,  and  December  31,  1998,  the Company had working
capital of $27,301,000  (unaudited) and  $27,569,000,respectively.  Management's
strategic  plan is  focused on  becoming a  preeminent  provider  of  innovative
software  products  and  services  which are,  and  continue to be designed  and
developed  to: 

a- break down  barriers  between  people and data; 

b- exploit the Company's patented technologies;

c- capitalize  on the internet  marketplace.

Additionally, the Company's plan is to further develop its professional services
unit through increased staffing and expanded services.  

The Company is currently focusing on four general product categories:

1.   The continued  marketing of the  d.b.Express  Internet  Information  Server
     Services;

2.   Continue to exploit the d.b.Express  technology  through the development of
     new vertical markets;

3.   Continue to develop its Professional Services division; and

4.   Capitalize on the growth of the Internet and parents' need to monitor their
     children's activities through the sale of Computer Cop.

While management  believes that its plan will ultimately  enable them to achieve
positive cash flows from  operations,  until such time,  additional  cash may be
necessary  to  implement  such  plan.  Although  there  can  be  no  assurances,
management has several  alternative sources to fund the development of its plan,
including  additional debt and equity  financing (if  necessary),  or additional
sales of its investment in Softworks  common stock,  which,  as a consequence of
Softworks initial public offering,  became a readily  marketable asset. At March
31, 1999, the Company owned 8,017,700 shares of Softworks common stock (see Note
8). 

Net cash used in  investing  activities  of  $214,000  was  attributable  to the
acquisition of additional  property and equipment of $745,000,  the  development
and / or purchase of software technologies of $222,000,  offset by the repayment
of Officers  Loans of $353,000 and $400,000  received from the sale of a limited
license (see Note7).
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998


During  November,  1998, the parent Company entered into an Accounts  Receivable
Purchase  Agreement,  whereby  the  Company  from  time to time  may,  on a full
recourse basis, assign some of their accounts receivable.  Upon specific invoice
approval,  an advance of 85% of the  underlying  receivable  is  provided to the
Company.   The  remaining  balance  (15%),   less  an   administrative   fee  of
approximately 1/2% plus interest at the rate of 1 1/2% per month, is paid to the
Company once the customer has paid. This agreement  expires in November 1999. At
March 31,  1999,  there  were no  receivables  assigned  nor any  amount due the
lender.


YEAR 2000 ISSUES

Background.  Some computers,  software,  and other equipment include programming
code in which calendar year data is abbreviated to only two digits.  As a result
of this design decision,  some of these systems could fail to operate or fail to
produce correct  results if "00" is interpreted to mean 1900,  rather than 2000.
These problems are widely  expected to increase in frequency and severity as the
year 2000  approaches,  and are commonly  referred to as the  "Millenium  Bug"or
"Year 2000 Problem".

Assessment.  The Year 2000 Problem could affect computers,  software,  and other
equipment used, operated, or maintained by the Company. Accordingly, the Company
is  reviewing  its  internal  computer  programs  and systems to ensure that the
programs and systems will be Year 2000 compliant. The Company presently believes
that its  computer  systems  will be Year  2000  compliant  in a timely  manner.
However,  while  the  estimated  cost of these  efforts  is not  expected  to be
material to the Company's overall financial  position,  or any year's results of
operations, there can be no assurance to this effect.


The Softworks  subsidiary has obtained  certification of its processes to assess
Year 2000  Problems  from the  Information  Technology  Association  of  America
(ITAA).  Because the  Company's  business  involves  software  development,  the
Company has not sought further  verification or validation by independent  third
parties of its  corrections of Year 2000 Problems.  However,  the Company's Year
2000  project team is  reviewing  the  Company's  project  plans and  monitoring
progress against those plans.

Software  Sold to  Consumers.  The Company  believes  that it has  substantially
identified  and  resolved  all  potential  Year  2000  Problems  with any of the
software  products it develops and markets.  However,  management  also believes
that it is not possible to determine with complete  certainty that all Year 2000
Problems  affecting the  Company's  software  products  have been  identified or
corrected due to complexity of these  products and the fact that these  products
interact with other third party vendor products and operate on computer  systems
which are not under the Company's control.

Internal   Infrastructure.   The  Company   believes  that  it  has   identified
substantially  all of the major computers,  software  applications,  and related
equipment used in connection with its internal operations that must be modified,
upgraded,  or replaced to minimize the  possibility of a material  disruption to
its business. The Company has commenced the process of modifying, upgrading, and
replacing  major systems that have been  identified as adversely  affected,  and
expects to complete this process before the end of June, 1999.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998

Systems Other than Information  Technology Systems. In addition to computers and
related systems, the operation of office and facilities  equipment,  such as fax
machines,  photocopiers,  telephone switches,  security systems,  elevators, and
other common  devices may be affected by the Year 2000  Problem.  The Company is
currently assessing the potential effect of, and costs of remediating,  the Year
2000 Problem on its office and facilities equipment and expects to complete such
assessment by the June, 1999.

The Company  estimates the total cost to the Company of completing  any required
modifications, upgrades, or replacements of these internal systems will not have
a material  adverse  effect on the Company's  business or results of operations.
This estimate is being  monitored and will be revised as additional  information
becomes available.

Suppliers.  The Company has initiated  communications,  including surveys,  with
third party  suppliers of the major  computers,  software,  and other  equipment
used,  operated,  or  maintained  by the Company to identify  and, to the extent
possible,  to resolve  issues  involving  the Year 2000  Problem.  However,  the
Company  has  limited or no control  over  responses  to its  inquiries  and the
actions  of these  third  party  suppliers.  Thus,  while the  Company  does not
anticipate any significant  Year 2000 Problems with these systems,  there can be
no  assurance  that these  suppliers  will resolve any or all of their Year 2000
Problems with these systems  before the  occurrence of a material  disruption to
the business of the Company or any of its customers.  Any failure of these third
parties to resolve  Year 2000  problems  with their  systems in a timely  manner
could  have a  material  adverse  effect on the  Company's  business,  financial
condition, and results of operation.

Most Likely Consequences of Year 2000 Problems.  The Company expects to identify
and resolve all Year 2000 Problems that could  materially  adversely  affect its
business  operations.  However,  management  believes that it is not possible to
determine  with complete  certainty  that all Year 2000  Problems  affecting the
Company have been  identified or corrected.  The number of devices that could be
affected and the  interactions  among these devices are simply too numerous.  In
addition,  one cannot  accurately  predict how many Year 2000  Problem-  related
failures  will occur or the severity,  duration,  or financial  consequences  of
these perhaps  inevitable  failures.  As a result,  management  expects that the
Company could likely suffer the following

A.   a significant  number of operational  inconveniences and inefficiencies for
     the  Company  and its  customers  that  may  divert  management's  time and
     attention  and  financial and human  resources  from its ordinary  business
     activities; and

B.   a lesser number of serious  system  failures  that may require  significant
     efforts by the Company or its  customers to prevent or  alleviate  material
     business disruptions.

C.   the  inability to determine  with any degree of  certainty,  the changes if
     any, in buying habits of its current and  potential  customers due to their
     concerns over Year 2000 issues.

Contingency Plans. The Company is currently  developing  contingency plans to be
implemented  as part of its efforts to identify and correct  Year 2000  Problems
affecting its internal systems.  The Company expects to complete its contingency
plans by the end of June 1999.  Depending on the systems  affected,  these plans
could include accelerated  replacement of affected equipment or software,  short
to medium-term  use of backup  equipment and software,  increased work hours for
Company  personnel  or use of contract  personnel  to correct on an  accelerated
schedule any Year 2000 Problems that arise or to provide manual  workarounds for
information  systems,  and  similar  approaches.  If the  Company is required to
implement  any of these  contingency  plans,  it could have a  material  adverse
effect on the Company's financial condition and results of operations.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                        FINANCIAL CONDITION AND LIQUIDITY

               For the Three Months Ended March 31, 1999 and 1998



Disclaimer.   The  discussion  of  the  Company's   efforts,   and  management's
expectations,  relating to Year 2000 compliance are forward-looking  statements.
The  Company's  ability  to  achieve  Year  2000  compliance  and the  level  of
incremental costs associated  therewith,  could be adversely  impacted by, among
other things,  the availability  and cost of programming and testing  resources,
vendors' ability to modify  proprietary  software,  and  unanticipated  problems
identified in the ongoing compliance review.
<PAGE>
                    COMPUTER CONCEPTS CORP. AND SUBSIDIARIES
                           PART II - OTHER INFORMATION
               For the Three Months Ended March 31, 1999 and 1998

Item 1.  Legal Proceedings
Not applicable.

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, 1999 and 1998



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, Jr.
Daniel DelGiorno Jr.         President, C.E.O. Treasurer,           May 14, 1999
--------------------         Director


/s/ George Aronson
George Aronson               Chief Financial Officer                May 14, 1999
--------------