<PAGE>   1
                                                                      Exhibit 99




CINTECH
SOLUTIONS, INC.

Condensed Financial Statements for the
Three and Six-Months Ended December
31, 2000 and 1999 and Independent
Accountants' Report


<PAGE>   2

Deloitte & Touche LLP
250 East Fifth Street
P.O. Box 5340
Cincinnati, Ohio 45201-5340

Tel: (513) 784-7100
www.us.deloitte.com


                                                                       [DELOITTE
                                                                  & TOUCHE LOGO]

INDEPENDENT ACCOUNTANTS' REPORT

To the Directors of
  Cintech Solutions, Inc.

We have reviewed the accompanying condensed balance sheets of Cintech Solutions,
Inc. (the "Company") as of December 31, 2000 and 1999 and the related condensed
statements of income, stockholders' equity and cash flows for the three months
and six months then ended (all expressed in U.S. dollars). These financial
statements are the responsibility of the Company's management.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytic procedures to
financial data and of making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with auditing standards generally accepted in the United States of
America, the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an
opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to such condensed financial statements for them to be in conformity with
accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with auditing standards generally
accepted in the United States of America, the balance sheet of the Company as of
June 30, 2000, and the related statements of income, stockholders' equity, and
cash flows for the year then ended (not presented herein); and in our report
dated August 25, 2000, we expressed an unqualified opinion on those financial
statements. In our opinion, the information set forth in the accompanying
condensed balance sheet as of June 30, 2000 is fairly stated, in all material
respects, in relation to the balance sheet from which it has been derived.

/s/ Deloitte & Touche LLP

January 26, 2001

--------
DELOITTE
TOUCHE
TOHMATSU
--------

<PAGE>   3


<TABLE>
<CAPTION>

CINTECH SOLUTIONS, INC.

CONDENSED BALANCE SHEETS
DECEMBER 31, 2000, JUNE 30, 2000 AND DECEMBER 31, 1999
---------------------------------------------------------------------------------------------------
                                                     DECEMBER 31,                     DECEMBER 31,
ASSETS                                                  2000           June 30,          1999
                                                     (UNAUDITED)         2000         (UNAUDITED)
<S>                                             <C>                 <C>          <C>
CURRENT ASSETS:
  Cash and cash equivalents (Note 1)                 $ 4,507,954     $ 2,521,039     $ 1,317,733
  Marketable securities (Note 2)                       3,290,678       5,828,194       6,733,299
  Accounts receivable, trade - (Net of
    allowance of $76,023, $24,509 and
    $86,086 at December 31, 2000, June 30, 2000,
     and December 31, 1999, respectively) (Note 1)       944,055         869,435       1,024,001
  Inventory (Note 1)                                      24,767          45,969          42,872

  Prepaid expenses                                        69,052          31,131          30,518

  Refundable income taxes (Note 6)                                                        43,284
  Deferred income taxes (Note 6)                         544,183         584,067         420,829
                                                      ----------      ----------      ----------
           Total current assets                        9,380,689       9,879,835       9,612,536
                                                      ----------      ----------      ----------

FIXED ASSETS (Note 1):
  Equipment                                            1,240,990       1,178,783         886,279
  Furniture and fixtures                                 297,855         288,773         151,433
                                                      ----------      ----------      ----------
           Total                                       1,538,845       1,467,556       1,037,712
  Less accumulated depreciation                       (1,166,166)       (974,166)       (864,988)
                                                      ----------      ----------      ----------
           Total fixed assets - net                      372,679         493,390         172,724
                                                      ----------      ----------      ----------

SOFTWARE DEVELOPMENT
   COSTS-Net (Note 1)                                  1,560,678       1,250,148         763,341
                                                      ----------      ----------      ----------


TOTAL                                              $  11,314,046   $  11,623,373    $ 10,548,601
                                                   =============   =============    ============
</TABLE>


<TABLE>
<CAPTION>

CINTECH SOLUTIONS, INC.

CONDENSED BALANCE SHEETS
DECEMBER 31, 2000, JUNE 30, 2000 AND DECEMBER 31, 1999
-----------------------------------------------------------------------------------------
                                             DECEMBER 31,                    DECEMBER 31,
      LIABILITIES AND                             2000          June 30,          1999
     STOCKHOLDERS' EQUITY                     (UNAUDITED)        2000         (UNAUDITED)
  <S>                                        <C>              <C>           <C>
   CURRENT LIABILITIES:
     Accounts payable                           $ 174,573       $ 347,664       $ 268,518
     Accrued liabilities:
       Accrued wages and compensation             440,118         660,074         580,602
       Accrued income taxes                        52,636          75,678
       Warranty reserve                           106,949         126,323         137,240
       Other                                      206,733         171,558         164,716
     Deferred maintenance revenue (Note 1)        684,737         832,528       1,116,828
                                               ----------      ----------      ----------
              Total current liabilities         1,665,746       2,213,825       2,267,904
                                               ----------      ----------      ----------



    DEFERRED INCOME TAXES (Note 6)                145,767          83,822         145,490
                                                 --------         -------        -------

   STOCKHOLDERS' EQUITY (Notes 1, 4, 5):
     Common stock                               9,006,013       9,005,433       8,999,210
     Contributed capital                          675,757         675,757         675,757

     Treasury stock                                (2,290)         (2,290)         (2,290)
     Accumulated deficit                         (176,947)       (353,174)     (1,537,470)
                                               ----------      ----------    -----------
              Total stockholders' equity        9,502,533       9,325,726       8,135,207
                                               ----------      ----------      ---------






    TOTAL                                    $ 11,314,046    $ 11,623,373   $ 10,548,601
                                             =============   =============   ============
</TABLE>


See notes to condensed financial statements and independent accountants' report.

                                      -2-

<PAGE>   4

<TABLE>
<CAPTION>

CINTECH SOLUTIONS, INC.

CONDENSED STATEMENTS OF INCOME (UNAUDITED)
FOR THE THREE-MONTHS AND SIX-MONTHS ENDED DECEMBER 31, 2000 AND 1999
------------------------------------------------------------------------------------------------------------------
                                                          FOR THE THREE-MONTHS ENDED     FOR THE SIX-MONTHS ENDED
                                                                   DECEMBER 31,                 DECEMBER 31,
                                                          --------------------------  ----------------------------
                                                             2000           1999            2000           1999
<S>                                                        <C>            <C>            <C>            <C>
NET SALES (Note 1):
   Product sales                                           $2,104,288     $3,106,514     $4,128,071     $5,544,026
   Services and other sales                                   559,736        728,189      1,146,670      1,309,625
                                                           ----------     ----------     ----------     ----------
      Total net sales                                       2,664,024      3,834,703      5,274,741      6,853,651
                                                           ----------     ----------     ----------     ----------

COST OF PRODUCTS SOLD AND
SERVICES PROVIDED (Note 1):
   Cost of products sold                                      605,368        846,865      1,173,629      1,458,230
   Cost of services and other sales                           121,208        268,751        232,894        472,360
                                                           ----------     ----------     ----------     ----------
     Total cost of products sold and services provided        726,576      1,115,616      1,406,523      1,930,590
                                                           ----------     ----------     ----------     ----------

GROSS PROFIT                                                1,937,448      2,719,087      3,868,218      4,923,061

RESEARCH AND DEVELOPMENT                                      247,482        157,840        511,886        276,639

SELLING, GENERAL AND
  ADMINISTRATIVE (Notes 1, 3)                               1,665,711      1,530,837      3,333,529      2,779,865
                                                           ----------     ----------     ----------     ----------

INCOME FROM OPERATIONS                                         24,255      1,030,410         22,803      1,866,557

OTHER INCOME                                                  107,012         83,870        233,311        126,039
                                                           ----------     ----------     ----------     ----------

INCOME BEFORE INCOME TAX
PROVISION                                                     131,267      1,114,280        256,114      1,992,596

INCOME TAX PROVISION (Note 6)                                  41,205        286,547         79,887        464,748
                                                           ----------     ----------     ----------     ----------

NET INCOME                                                 $   90,062     $  827,733     $  176,227     $1,527,848
                                                           ==========     ==========     ==========     ==========

BASIC EARNINGS
  PER COMMON SHARE (Note 4)                                $     0.01     $     0.07     $     0.01     $     0.12
                                                           ==========     ==========     ==========     ==========

DILUTED EARNINGS
  PER COMMON SHARE (Note 4)                                $     0.01     $     0.06     $     0.01     $     0.12
                                                           ==========     ==========     ==========     ==========
</TABLE>

See notes to condensed financial statements and independent accountants' report.

                                      -3-

<PAGE>   5

<TABLE>
<CAPTION>

CINTECH SOLUTIONS, INC.

CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)
FOR THE SIX-MONTHS ENDED DECEMBER 31, 2000 AND 1999
-----------------------------------------------------------------------------------------------------------------------------------

                                                    COMMON                                                                TOTAL
                                                    STOCK            CONTRIBUTED      TREASURY       ACCUMULATED       STOCKHOLDERS'
                                                  NO PAR VALUE         CAPITAL          STOCK          DEFICIT           EQUITY

<S>                                                <C>                 <C>            <C>            <C>                 <C>
BALANCE AT JUNE 30, 1999                           $8,993,777          $675,757       $ (2,290)       $(3,065,318)        $6,601,926

STOCK OPTIONS EXERCISED (8,831 shares)                  5,433                                                                  5,433

NET INCOME                                                                                              1,527,848          1,527,848
                                                  -----------         ---------       --------        -----------         ----------

BALANCE AT DECEMBER 31, 1999                      $ 8,999,210          $675,757       $ (2,290)       $(1,537,470)        $8,135,207
                                                  ===========         =========       ========        ===========         ==========


BALANCE AT JUNE 30, 2000                          $ 9,005,433          $675,757       $ (2,290)       $  (353,174)        $9,325,726

STOCK OPTIONS EXERCISED (2,000 shares)                    580                                                                    580

NET INCOME                                                                                                176,227            176,227
                                                  -----------         ---------       --------        -----------         ----------


BALANCE AT DECEMBER 31, 2000                      $ 9,006,013          $675,757       $ (2,290)       $  (176,947)        $9,502,533
                                                  ===========         =========       ========        ===========         ==========
</TABLE>


See notes to condensed financial statements and independent accountants' report.



                                      -4-
<PAGE>   6

<TABLE>
<CAPTION>

CINTECH SOLUTIONS, INC.

CONDENSED STATEMENTS OF CASH FLOWS  (UNAUDITED)
FOR THE SIX-MONTHS ENDED DECEMBER 31, 2000 AND 1999
-----------------------------------------------------------------------------------------------
                                                                        2000           1999
<S>                                                                <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                       $   176,227      $ 1,527,848
                                                                   -----------      -----------
  Adjustments to reconcile net income to net cash (used in)
    provided by operating activities:
    Depreciation                                                       192,000           78,000
    Amortization of software development costs                         109,878          106,249
    Deferred income taxes                                              101,829          298,617
    Provision for doubtful accounts                                     51,514           35,485
    Changes in assets and liabilities:
      Increase in accounts receivable                                 (126,134)         (37,333)
      Decrease (increase) in inventory                                  21,202          (17,091)
      Increase in other assets                                         (37,921)         (43,630)
      Decrease in accounts payable                                    (173,091)          (1,916)
      Decrease in accrued expenses                                    (227,197)        (233,185)
      (Decrease) increase in deferred maintenance revenue             (147,791)         388,150
                                                                   -----------      -----------
           Total adjustments                                          (235,711)         573,346
                                                                   -----------      -----------
           Net cash (used in) provided by operating activities         (59,484)       2,101,194
                                                                   -----------      -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Maturities (purchase) of marketable securities                     2,537,516       (1,868,452)
  Purchase of fixed assets                                             (71,289)        (129,089)
  Expenditures for software development costs                         (420,408)        (291,434)
                                                                   -----------      -----------
           Net cash provided by (used in) investing activities       2,045,819       (2,288,975)
                                                                   -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES-
  Proceeds from exercise of stock options                                  580            5,433
                                                                   -----------      -----------

NET INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                                        1,986,915         (182,348)

CASH AND CASH EQUIVALENTS:
  Beginning of period                                                2,521,039        1,500,081
                                                                   -----------      -----------

  End of period                                                    $ 4,507,954      $ 1,317,733
                                                                   ===========      ===========

SUPPLEMENTAL CASH FLOW INFORMATION-Taxes paid                      $     1,100      $   267,755
                                                                   ===========      ===========
</TABLE>


See notes to condensed financial statements and independent accountants' report.

                                       -5-

<PAGE>   7


CINTECH SOLUTIONS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF JUNE 30, 2000 AND AS OF DECEMBER 31, 2000 AND 1999 AND FOR THE THREE-MONTH
AND SIX-MONTH PERIODS THEN ENDED (INFORMATION RELATED TO THE THREE AND
SIX-MONTHS ENDED DECEMBER 31, 2000 AND 1999 IS UNAUDITED)
--------------------------------------------------------------------------------

1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      NATURE OF BUSINESS - Cintech Solutions, Inc. (the "Company") develops and
      markets Internet technology solutions exclusively for small to mid-size
      entities within the Fortune 1000 and small businesses to manage and
      analyze interactions with their customers, partners, and associates for
      improved relationships and informed decisions. In concert with the
      Internet technology solutions, the Company also provides services, such as
      installation, training, project management, consulting and maintenance
      support.

      BASIS OF PRESENTATION - The condensed financial statements have been
      prepared in accordance with accounting principles generally accepted in
      the United States of America for interim financial information and with
      the instructions to Form 10-QSB and Rule 10-01 of Regulation S-X and are
      expressed in United States dollars. The differences in accounting
      principles generally accepted in the United States of America and Canada
      are described in Note 7. The information disclosed in the notes to the
      financial statements included in the Company's Annual Report on Form
      10-KSB for the year ended June 30, 2000 has not changed materially unless
      otherwise disclosed herein. Financial information as of June 30, 2000
      included in these financial statements has been derived from the audited
      financial statements included in that report. In management's opinion all
      adjustments (consisting of normal recurring accruals) necessary for a fair
      presentation of the interim periods have been made.

      Results of operations are not necessarily indicative of the results that
      may be expected for future interim periods or for the full year.

      USE OF ESTIMATES - The preparation of the financial statements in
      conformity with accounting principles generally accepted in the United
      States of America requires management to make estimates and assumptions
      that affect the reported amounts of assets and liabilities and disclosure
      of contingent assets and liabilities at the date of the financial
      statements and the reported amounts of revenues and expenses during the
      reporting period. Actual results could differ from those estimates.

      REVENUE - Generally, the Company records product and service revenue when
      the product is shipped and the service is provided. Also, the Company
      records an estimate of potential future returns of product sold at the
      time of sale.

      DEFERRED MAINTENANCE REVENUE - The Company sells product maintenance
      agreements which provide for no-cost upgrade of software. These agreements
      normally cover periods ranging from 1-5 years with revenue being
      recognized on a straight-line basis over the maintenance period.

      WARRANTY RESERVE - At the time of sale, the Company accrues for warranty
      costs relating to software replacement or on site support to be provided
      during the first twelve months following the sale. Costs associated with
      supporting product under warranty are charged to the reserve instead of
      current period cost. The reserve is adjusted periodically based upon
      actual experience.



                                      -6-

<PAGE>   8

      DEPRECIATION - Fixed assets are carried at cost. Depreciation is computed
      using an accelerated method over the following useful lives:

         Equipment                                       3-5 years
         Furniture and fixtures                          2-7 years

      INVENTORY - Inventories are valued at the lower of cost or market, with
      cost being computed using the first-in, first-out method. Inventories
      consist of:

<TABLE>
<CAPTION>

                                              DECEMBER 31,       JUNE 30,       DECEMBER 31,
                                                  2000             2000             1999

<S>                                             <C>              <C>              <C>
Literature and other documentation              $ 13,006         $ 40,318         $ 29,175
Computer hardware                                 16,991            9,068           27,378
Allowance for obsolete inventory                  (5,230)          (3,417)         (13,681)
                                                --------         --------         --------

Total inventory                                 $ 24,767         $ 45,969         $ 42,872
                                                ========         ========         ========
</TABLE>



      SIGNIFICANT CUSTOMERS - Most of the Company's sales are to distributors in
      the voice-centric call center solutions market. The Company had sales to
      major distributors, as follows:

<TABLE>
<CAPTION>

                          SALES FOR THE THREE-MONTHS ENDED DEC 31,     SALES FOR THE SIX-MONTHS ENDED DEC 31,
                              2000                 1999                  2000                 1999
                          -------------------- --------------------  -------------------  --------------------
                             Amount      %        Amount      %         Amount      %        Amount      %

<S>                         <C>            <C>  <C>             <C>    <C>           <C>    <C>          <C>
Distributor A               $1,904,218    72 %  $ 2,689,022    70 %    $3,735,490   71 %    $4,732,682    69 %
Distributor B                  250,678     9 %      483,807    13 %       391,069    7 %       840,332    12 %
                            ----------    ---   -----------   ----     ---------    ---     ----------   ----

Total                       $2,154,896    81 %  $ 3,172,829    83 %    $4,126,559   78 %    $5,573,014    81 %
                            ==========    ===   ===========   ====     ==========   ===     ==========   ====
</TABLE>


      The Company had gross accounts receivable from major distributors, each of
      which was in excess of 10% of the Company's total accounts receivable, as
      follows:

                                                    PERCENT OF
                                                      GROSS
                                                     ACCOUNTS
                                    DISTRIBUTORS    RECEIVABLE

December 31, 2000                         1             74 %
June 30, 2000                             1             74 %
December 31, 1999                         2             71 %


                                      -7-

<PAGE>   9


      INTERNATIONAL SALES - The Company had international sales as follows:

<TABLE>
<CAPTION>

                    SALES FOR THE THREE-MONTHS                       SALES FOR THE SIX-MONTHS
                        Ended December 31,                              Ended December 31,
              ----------------------------------------------  ----------------------------------------------
                   2000                    1999                    2000                    1999
              ----------------------  ----------------------  ----------------------  ----------------------
                  AMOUNT       %          AMOUNT       %          AMOUNT       %          AMOUNT       %

<S>               <C>         <C>        <C>          <C>         <C>         <C>         <C>         <C>
Canada            $15,945     1 %        $44,083      1 %         $91,076     2 %         $90,273     1 %
</TABLE>

      SOFTWARE DEVELOPMENT COSTS - Costs incurred internally for creation of the
      computer software product are charged to research and development expense
      when incurred until technological feasibility has been established for the
      product. Thereafter, until general release, all software production costs
      are capitalized and subsequently reported at the lower of amortized cost
      or net realizable value. The capitalized costs are amortized on a
      straight-line basis over the estimated economic life of the product.

      Costs capitalized were $172,326 and $164,185 and related amortization was
      $90,331 and $60,000 for the three-months ended December 31, 2000 and 1999,
      respectively. Costs capitalized were $420,408 and $291,434 and related
      amortization was $109,878 and $106,249 for the six-months ended December
      31, 2000 and 1999, respectively. The Company periodically evaluates the
      capitalized cost relative to potential sales and accelerates the write-off
      when appropriate.

      LICENSING FEE - The Company has agreements with distributors which require
      the payment of a license fee on certain software sales made by the
      distributors. This license fee is for the distribution of the Company's
      products. License fee expense was $396,625 and $683,452 for the
      three-months ended December 31, 2000 and 1999, respectively. License fee
      expense was $883,986 and $1,152,094 for the six-months ended December 31,
      2000 and 1999, respectively.

      FAIR VALUE OF FINANCIAL INSTRUMENTS - The carrying value of certain of the
      Company's financial instruments, such as cash, trade accounts receivable
      and trade accounts payable, approximate their fair values.

      ACCOUNTING PRONOUNCEMENTS - In 1999, the Securities and Exchange
      Commission issued Staff Accounting Bulletin No. 101, "Revenue Recognition
      in Financial Statements." The bulletin had no impact on the Company's
      financial statements.

      In 1998, the Financial Accounting Standards Board (FASB) issued Statement
      No. 133, "Accounting for Derivative Instruments and Hedging Activities."
      This statement, as amended, was adopted on July 1, 2000 and had no impact
      on the Company's reported financial position, results of operations or
      cash flows.

      CASH AND CASH EQUIVALENTS - For purposes of reporting cash flows, the
      Company considers all money market instruments to be cash equivalents.

      RECLASSIFICATION - Certain fiscal 2000 amounts have been reclassified in
      order to conform to fiscal 2001 presentation.



                                      -8-


<PAGE>   10

2.    MARKETABLE SECURITIES

      The Company maintains various investments in federal agency notes which
      are classified as held-to-maturity and are reported at amortized cost in
      accordance with FASB Statement No. 115 "Accounting for Certain Investments
      in Debt and Equity Securities". All items mature within one year. The cost
      and market value of the investments are summarized below:

<TABLE>
<CAPTION>

                                                                                                            NET
                                                                      AMORTIZED                         UNREALIZED
DESCRIPTION                                                             COST              MARKET        GAIN (LOSS)

<S>                                                                    <C>                <C>               <C>
December 31, 2000 - Federal Agency Notes                               $ 3,290,678        $ 3,295,080       $ 4,402
                                                                       ============       ============      =======
June 30, 2000 - Federal Agency Notes                                   $ 5,828,194        $ 5,831,140       $ 2,946
                                                                       ============       ============      =======
December 31, 1999 - Federal Agency Notes                               $ 6,733,299        $ 6,730,870       $(2,429)
                                                                       ============       ============      ========
</TABLE>

3.    OPERATING LEASES

      OPERATING LEASES - The Company leases its office facility in Norwood,
      Ohio. This operating lease, which began in March 1995 and expires in April
      2002, calls for escalating lease payments over the term of the lease. The
      Company records lease expense on a straight-line basis over the life of
      the lease.

      The annual minimum rent to be paid under the operating lease agreement for
      the facility in Norwood, Ohio is as follows:

Period Ending December 31:
  2001                                                         $233,816
  2002                                                           77,940

      Rent expense for the leased office space was $71,211 and $73,277 for the
      three-month periods ended December 31, 2000 and 1999. Rent expense for the
      leased office space was $156,601 and $146,553 for the six-month periods
      ended December 31, 2000 and 1999.

4.    CAPITAL STOCK AND INCOME PER SHARE

      The following schedule is a summary of the Company's shares of capital
stock.

<TABLE>
<CAPTION>

                                                                       COMMON                              IN
                                                   AUTHORIZED          ISSUED          OUTSTANDING      TREASURY

<S>                                                <C>               <C>               <C>               <C>
Balance at December 31, 2000                       15,000,000        12,325,328        12,323,328        2,000
                                                   ===========       ===========       ===========       =====

Balance at June 30, 2000                           15,000,000        12,323,328        12,321,328        2,000
                                                   ===========       ===========       ===========       =====

Balance at December 31, 1999                       15,000,000        12,312,016        12,310,016        2,000
                                                   ===========       ===========       ===========       =====
</TABLE>


                                      -9-
<PAGE>   11


      Income per common share was based on the weighted average number of common
      shares outstanding during each period.

      The Company's basic and diluted earnings per share were determined as
follows:

<TABLE>
<CAPTION>

                                       THREE-MONTHS ENDED                      THREE-MONTHS ENDED
                                        DECEMBER 31, 2000                       DECEMBER 31, 1999
                            --------------------------------------  --------------------------------------
                               INCOME        SHARES     PER SHARE      INCOME        SHARES     PER SHARE
                             (NUMERATOR)  (DENOMINATOR)  AMOUNT      (NUMERATOR)  (DENOMINATOR)  AMOUNT
<S>                              <C>         <C>           <C>          <C>          <C>           <C>
BASIC EPS

Income available to
  common stockholders            $ 90,062    12,323,328    $ 0.01       $ 827,733    12,305,712    $ 0.07

EFFECT OF DILUTIVE SECURITIES

Stock options                                  358,047                                 708,966
                                               --------                                -------

DILUTED EPS

Income available to
  common stockholders
  and assumed conversions       $ 90,062    12,681,375    $ 0.01       $ 827,733    13,014,678    $ 0.06
                                =========   ===========   =======      ==========   ===========   ======

                                       SIX-MONTHS ENDED                       SIX-MONTHS ENDED
                                       DECEMBER 31, 2000                      DECEMBER 31, 1999
                            --------------------------------------  --------------------------------------
                               INCOME        SHARES     PER SHARE      INCOME        SHARES     PER SHARE
                             (NUMERATOR)  (DENOMINATOR)  AMOUNT      (NUMERATOR)  (DENOMINATOR)  AMOUNT

BASIC EPS

Income available to
  common stockholders           $ 176,227    12,323,328    $ 0.01     $ 1,527,848    12,304,303    $ 0.12

EFFECT OF DILUTIVE SECURITIES

Stock options                                  543,286                                 595,034
                                               --------                                -------

DILUTED EPS

Income available to
  common stockholders
  and assumed conversions      $ 176,227    12,866,614    $ 0.01     $ 1,527,848    12,899,337    $ 0.12
                               ==========   ===========   =======    ============   ===========   ======
</TABLE>

      Stock options representing 660,525 shares and 150,000 shares for the
      three-months ended December 31, 2000 and 1999, respectively, were not
      included in computing diluted earnings per share because their effects
      were antidilutive. Stock options representing 211,650 shares and 369,015
      shares for the six-months ended December 31, 2000 and 1999, respectively,
      were not included in computing diluted earnings per share because their
      effects were antidilutive.

5.    STOCK OPTION PLAN

      During 1994, the Board of Directors approved a plan providing for the
      granting, to employees, options for the purchase of a maximum of 1,500,000
      shares of common stock. In 1996, the plan was amended to provide for
      non-employee eligibility. In 1999, the plan was amended and restated to
      include in one document all previous amendments and other non-material
      changes designed to improve the operation of the plan and to reserve an
      additional 1,000,000 shares for issuance under the plan. Excluding the


                                      -10-
<PAGE>   12

      options granted in February 1994, all options have been granted at an
      exercise price equal to the fair market value at the date of grant and
      become exercisable equally over a period ranging from one to four years.
      The February 1994 options were granted at a price below fair market value
      at the date of grant and were subsequently adjusted to market. The 1994
      options granted became exercisable equally over a two-year period. All
      options expire at the end of ten years from the date of grant or are
      subject to the performance provisions of specific grants.

      The Company has adopted the disclosure only provision of SFAS No. 123 and
      applies APB Opinion No. 25 in accounting for its stock options. Proforma
      disclosure reflecting the financial impact of compensation cost for stock
      option grants made in fiscal years 2000 and 1999, determined using the
      fair value method consistent with SFAS No. 123, were presented in the
      footnotes to the 2000 annual report.

6.    INCOME TAXES

      Deferred income tax assets and liabilities are computed for differences
      between the financial statement and tax basis of assets and liabilities
      that will result in taxable or deductible amounts in the future based on
      enacted tax laws and rates applicable to the periods in which the
      differences are expected to affect taxable income. Valuation allowances
      are established when necessary to reduce deferred tax assets to the amount
      expected to be realized. Income tax expense is the tax payable or
      refundable for the period plus or minus the change during the period in
      deferred tax assets and liabilities.

      Deferred taxes consist of the following:

<TABLE>
<CAPTION>

                                                                 DECEMBER 31,        JUNE 30,       DECEMBER 31,
                                                                     2000              2000             1999
<S>                                                               <C>              <C>               <C>
Current deferred tax asset - Deferred revenue
  and other                                                       $  544,183       $  584,067        $ 420,829
                                                                  ==========       ==========        =========

Non-current deferred tax asset - Carryforwards
  and other credits                                               $  478,504       $  416,237        $ 458,436
Non-current deferred tax liability - Deferred
  software development costs and other                              (624,271)        (500,059)        (388,496)
                                                                  ----------       ----------        ---------
  Net non-current deferred tax asset                                (145,767)         (83,822)          69,940
  Less valuation allowance                                                                            (215,430)
                                                                  ----------       ----------        ---------
Net                                                               $ (145,767)      $  (83,822)       $(145,490)
                                                                  ==========       ==========        =========
</TABLE>



                                      -11-

<PAGE>   13


      The provision for income taxes for the three-months and six-months ended
      December 31, 2000 and 1999 consists of the following:

<TABLE>
<CAPTION>

                                                  FOR THE THREE-MONTHS                    FOR THE SIX-MONTHS
                                                   ENDED DECEMBER 31,                     ENDED DECEMBER 31,
                                            ----------------------------------    -----------------------------------
                                                      2000             1999                 2000              1999

<S>                                                <C>              <C>                   <C>              <C>
Current provision (benefit)                        $ (12,922)       $ 130,216             $ (21,942)       $ 166,131
Deferred provision                                    54,127          404,028               101,829          692,301
                                                   ---------        ---------             ---------        ---------
           Total                                      41,205          534,244                79,887          858,432
Decrease in the valuation allowance                                  (247,697)                              (393,684)
                                                   ---------        ---------             ---------        ---------

Income tax expense                                 $  41,205        $ 286,547              $ 79,887        $ 464,748
                                                   =========        =========             =========        =========
</TABLE>



      The primary differences between the statutory rate for federal income tax
      and the effective income tax rate are the utilization of research and
      development credits to reduce the income tax liability. At December 31,
      2000, for U.S. Federal tax purposes, the Company has research and
      development credit carryforwards available to offset future income taxes
      of approximately $318,000 which will begin to expire in 2009.

7.    RECONCILIATION OF CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING
      PRINCIPLES ("CANADIAN GAAP AND U.S. GAAP")

      These condensed financial statements have been prepared in accordance with
      accounting principles generally accepted in the United States.

      During the periods ended December 31, 2000 and 1999, differences between
      Canadian GAAP and U.S. GAAP arose as a result of depreciation. For U.S.
      GAAP purposes, furniture and fixtures, equipment, leasehold improvements,
      and computer equipment are depreciated over useful lives of seven, five,
      two, and three years, respectively, using an accelerated method. For
      Canadian GAAP purposes, furniture and fixtures, equipment, leasehold
      improvements, and computer equipment are to be depreciated over useful
      lives of five, three, two, and three years, respectively, using a
      straight-line method. The difference in methodology results in a reported
      U.S. GAAP net income in excess of Canadian GAAP of $26,713 and $23,839 for
      the periods ended December 31, 2000 and 1999, respectively. The difference
      does not have a material effect on the earnings per share calculation for
      either period.

                                   * * * * * *


                                      -12-