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FORM 10-K



|[X]   | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
					ACT OF 1934    
|----- | ---------------------------------------------------------------------------------------------
|      | For the fiscal year ended April 30, 1999                                                     
|      |                                                                                              
|[   ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
					EXCHANGE ACT OF 1934
|      | For the transition period from _____________ to ______________                               

MANATRON, INC.
			

			(Exact Name of Registrant as Specified in Its Charter)



|Michigan                                 | 38-1983228                          
|---------------------------------------- | ------------------------------------
|(State or Other Jurisdiction of          | (I.R.S. Employer Identification No.)
|Incorporation or Organization)           |                                     
|                                         |                                     
|2970 South 9th Street                    |                                     
|Kalamazoo,  Michigan                     | 49009                               
|(Address of Principal Executive Offices) | (Zip Code)                          

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, No Par Value
			
			(Title of Class)







The aggregate market value of the Common Stock held by nonaffiliates of the
		Registrant based on the last sale price on July
		23, 1999, was approximately $10,281,276.

As of July 23, 1999, 3,313,238 shares of the Registrant's Common Stock, no
		par value, were outstanding.







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General

Manatron, Inc. ("Manatron" or the "Company")
		originally was organized in 1969 as a
		partnership and later was incorporated in Michigan in 1972.  Manatron initially
		provided in-house data
		processing services for local governmental units located in Michigan.
		Subsequently, the Company
		expanded its business into Indiana in 1972, into Illinois in 1975, and into
		Missouri in 1981.  In 1982,
		Manatron's business was extended further to include advanced
		microcomputer-based "turn-key" data
		processing systems for governments.  These "turn-key" data processing systems
		used both general
		purpose computer hardware produced by leading manufacturers and proprietary
		software developed or
		purchased by the Company.

In 1990, Manatron acquired PC-based tax and
		vehicle registration software developed for use
		in Georgia from Charter Micro Applications, Inc., of Savannah, Georgia.
		Enhanced versions of this
		software still are being used by a number of customers in Georgia.  In March of
		1992, Manatron
		acquired by merger all of the outstanding stock of Specialized Data Systems,
		Inc. ("SDS"), a then 10-year old computer software company located in
		Greenville, North Carolina.  SDS had installed its PC-based software (primarily
		fund accounting, payroll, property tax billing, and utility billing) in
		approximately 300 cities and 50 counties in the Southeastern United States.
		Today, the Company still
		is serving 309 customers with enhanced versions of SDS software and with
		software products that
		Manatron and Sabre Systems and Service ("Sabre") have developed.

In July of 1993, Manatron acquired all of
		the outstanding stock of ATEK Information Services,
		Inc. ("ATEK"), a then 25-year old computer software company located in Canton,
		Ohio and
		Indianapolis, Indiana.  Like Manatron, ATEK served local governments with a
		similar suite of
		products and services; however, ATEK's software primarily operated on Digital
		Equipment
		Corporation ("DEC") VAX or Alpha computers.  ATEK, which had been Manatron's
		largest
		competitor in Indiana and Ohio before its acquisition, installed software in
		approximately 50 counties
		in Indiana and 20 counties in Ohio to perform various functions such as
		financial accounting, property
		tax billing, child support accounting, and court accounting.  Today, 77 out of
		92 counties in Indiana
		and 70 out of 88 counties in Ohio are utilizing enhanced versions of ATEK
		software in addition to the
		software products that Manatron and Sabre have developed.

In December of 1993, Manatron acquired
		substantially all of the assets of City Computer
		Solutions, Inc. ("CCS"), a small computer software company located in
		Birmingham, Alabama.  CCS
		had marketed its software and services to 81 cities and counties in Alabama and
		other surrounding
		Southern states.  CCS's software primarily operated on BTOS and UNIX based
		computers.  Because of
		continued financial losses in this territory, Manatron sold CCS back to its
		original owner in January of
		1998.  As a result of a dealer agreement executed in connection with this sale,
		CCS' customers are still
		potential upgrade targets for new Manatron products and services.

In May of 1994, Manatron acquired
		substantially all of the assets of Horizon Systems and
		Software, Inc. of Farmington Hills, Michigan ("Horizon"), a small computer
		software company which
		focused on the judicial information system services business.  At the time of
		acquisition, Horizon had
		18 customer sites in Eastern Michigan and Indiana.  The Company has
		discontinued support of the

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In November of 1994, Manatron acquired
		substantially all of the assets of the Ohio-based Real
		Estate Services Division from Moore Business Forms, Inc., known as Sabre, which
		had been another
		major competitor of the Company.  At that time, Sabre was the second largest
		provider of mass
		appraisal services to local governments in the country with a strong presence
		in Indiana and Ohio, one
		of Manatron's major market areas.  In addition to Indiana and Ohio, Sabre also
		had a presence in
		Connecticut, Massachusetts, New Hampshire, New York, Pennsylvania, Rhode
		Island, and more
		recently, South Carolina and Virginia.  In addition, Sabre has developed
		property tax and appraisal
		software which it markets along with property mapping services, hardware, and
		support services.
		Sabre's software primarily functions on DEC VAX or Alpha hardware, although
		recent developmental
		efforts have been focused on providing appraisal systems which function in a
		client server
		environment.

In February of 1995, Manatron acquired
		substantially all of the assets of MSL Business
		Computers, Inc. of Harrisburg, Illinois ("MSL"), a small software company with
		approximately 10
		county installations.  MSL's software, which primarily consisted of fund
		accounting, payroll, taxes,
		and appraisal, operated on International Business Machine Corporation ("IBM")
		System 36 and AS/400
		computers.  In addition to expanding the Company's presence in Southern
		Illinois, this acquisition
		provided Manatron with three additional employees and the opportunity to sell
		Manatron and Sabre
		software to this new base of customers.

In June of 1999, Manatron acquired by merger
		all of the outstanding stock of ProVal
		Corporation ("ProVal"), a 26-year old computer software company with
		headquarters in Springfield,
		Ohio.  ProVal has installed its PC-based software (primarily computer-assisted
		mass appraisal
		"CAMA," trademarked as ProVal®, and tax systems) in approximately 16 states
		and three Canadian
		provinces.  Written in C++ code, ProVal® also is consistent with Manatron's
		focus on component-based software using MicroSoft's DCOM object technology and
		operates in a MicroSoft Windows NT
		client-server environment supporting multiple database engines (including
		Informix, MicroSoft SQL
		and Oracle).  In addition to expanding the Company's presence in the Midwest
		(particularly Indiana),
		this acquisition provides Manatron with national recognition in the appraisal
		market.

As a result of all of these acquisitions,
		the Company has been focusing its efforts on upgrading
		its large customer base and consolidating the common software products into a
		single "Open Window"
		series of products that utilize emerging client/server standards, including
		MicroSoft Windows,
		relational databases, component-based standards such as MicroSoft DCOM, and
		that fully embrace the
		Internet.  Currently, the Company serves over 1,600 customers in 29 states with
		concentration in the
		Midwest, Northeastern, and Southeastern regions of the United States, and three
		Canadian provinces.

Products

The Company designs, develops, markets, and
		supports a family of Web-based and
		client/server application software products for county, city, and municipal
		governments.  The products
		support both back-office processes for government agencies as well as "virtual
		courthouse" needs and
		provide World Wide Web access to information for industry professionals and the
		public.  The
		Company specializes in keeping its application software in compliance with the
		varying requirements

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The Company's software systems provide
		simplified data entry through the display of
		information on monitors and prompting messages.  The security features of the
		software systems
		permit selected user access and generate user reports on demand.

The following is a general description of
		the features and functionality of the Company's major
		software product groups that it has developed or acquired.  The Company
		anticipates providing
		additional capabilities as the products are enhanced.  In connection with these
		anticipated
		enhancements, the Company is focused on combining similar products within each
		group that
		originally were developed by the companies that Manatron acquired.

Manatron Visual Property Products Connect (MVP-Connect) Series

The Company provides world-class
		Inter/Intranet products to local governments.  These
		products provide a multi-platform, remotely accessible means of distributing
		property and recorder
		based information, 24 hours a day, without the need for training or high-end
		equipment.  This product
		also provides real-time mapping and image conversion, enabling multiple
		governmental organizations
		to leverage their data with each other and greatly increase the value to the
		end user.  The MVP-Connect series provides all of this through a browser-only
		interface and utilizes state-of-the art search
		capabilities.  The Company currently hosts multiple sights totaling well in
		excess of 1 million parcels
		with a few customers in excess of 250,000 parcels each.  All of the MVP-Connect
		series of products
		have minimal hardware and bandwidth requirements and install in minutes.

Property Tax Billing, Collection, and Appraisal with Mapping and Imaging

The Company has developed a unique approach
		to property tax billing, collection, and
		appraisal, which allows government officials to update property tax values and
		follow up with
		assessment rolls, tax rolls, tax bills, and tax distribution in conformance
		with applicable state laws.
		The Company works closely with state, county, and local officials to assure
		compliance with legislative
		changes at various levels.  Manatron's computer assisted mass appraisal product
		("CAMA") values
		property using various valuation methods, including market, cost, and income.
		CAMA also
		incorporates sketch, video imaging, and pen-based computers for field
		appraisers.  The product has
		advanced features that allow it to be used in many states, thereby reducing the
		need for multiple
		appraisal products.  This software, which can be integrated with imaging,
		facilitates the storage of
		photographs.  In addition, the software permits reading of bar codes on
		property tax bills.  Finally,
		when integrated with the Company's land information systems, the software
		allows for a visual
		inventory of land and improvements that are taxed by the governmental unit.

Financial Management

The Company has developed a comprehensive
		fund accounting system consisting of subsystems
		such as general ledger, accounts payable, accounts receivable, cost allocation,
		receipt processing,
		purchase order, cash information management, payroll, human resources,
		inventory control, fixed
		assets, equipment and vehicle maintenance, and report writer.  The system,
		which meets established

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Utility Billing

The Company has developed utility billing
		software which encompasses an integrated system
		from engineering through meter reading, billing, and accounting.  The system
		accommodates water,
		sewer, gas, electric, garbage collection, and other related services.  Utility
		billing also allows for an
		unlimited number of services per customer and can accommodate complicated
		electric rate tables.  This
		software also supports hand-held reading devices, peak-to-peak billing, budget
		billing, and demand
		meters.  The system can be used by small rural districts which tend to bill few
		services, as well as
		larger municipal customers that bill many types of services.

Judicial Information

The Company has developed highly flexible
		and user definable judicial information systems
		which are available for all levels of government and consist of the following
		modules:  (i) Case
		Management; (ii) Court Accounting; (iii) Prosecution Management;
		(iv) Probation Tracking; (v) Jury
		Management; (vi) Child Support; and (vii) Voter Registration.  In
		addition, the Company has added the
		capability of searching court dates through the Internet.  The Case Management
		module encompasses
		civil, criminal, traffic fine, and court docket functions.  The Court
		Accounting module tracks all fines,
		court costs, and bonds in addition to providing necessary reports to a
		governmental unit.  The
		Prosecution Tracking module is a management record keeping and financial module
		for prosecutors in
		trial courts.  The Probation Tracking module is a case tracking, record
		keeping, and financial system
		for probation departments.  The Jury Management module facilitates the
		selection of jurors as well as
		payments to jurors for jury duty.  The Child Support module provides for a
		complete financial accounting of divorce, paternity, and alimony cases,
		including Title IV-D reporting.  The Voter
		Registration module oversees the legal record keeping requirements, jury
		selection, and maintenance of
		an unlimited voting history and can be integrated with imaging which
		facilitates the storage of
		signatures.  Each module can be used alone or can be interfaced with the other
		modules to produce a
		complete and thorough court management system.

Manatron Indexing, Recording, and Retrieval (MIRRS)

Manatron's indexing, recording, and
		retrieval system is a software solution developed for
		recording information from numerous types of documents, including deeds,
		mortgages, UCC financing
		statements, liens, vital records, and soldiers' discharges.  The software
		allows immediate access to all
		database information and includes integrated microfilming and imaging,
		automatic receipting, index
		printing, and statistical reports.  In addition, the software offers remote
		access which allows applicable
		documents to be faxed from the database to abstractors and title companies.

Land Information

The Company's land information system allows
		governmental agencies to create and maintain
		their own electronic maps, which replace time consuming manual maps.  Overlay
		maps can be plotted
		in a matter of minutes incorporating, for example, property ownership, zoning,
		and land use, either
		individually or collectively.  Data from a variety of sources, including aerial
		photographs, census files,

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Many of the software packages described
		above can be used in conjunction with software
		enhancement options, such as the use of a laser pen to decipher bar coding for
		efficient storage and
		retrieval of information.  In addition, laser printing and CD-ROM storage
		services are provided by the
		Company and through alliances with other companies.

Laser printing and CD-ROM services reduce
		the amount of paper needed to store documents
		and, accordingly, save storage space.  Laser printing produces copies that look
		like originals because
		data is printed electronically from magnetic computer tape onto paper which
		results in improved print
		quality, and offers the option of multiple fonts and graphics.  Through the use
		of laser printing and
		CD-ROM storage, Manatron's customers are able to keep historical data in a
		user's department, which
		permits retrieval and printing, often within seconds of command.

Most of the above described Manatron systems
		originally were written in COBOL and installed
		at customer sites using the BTOS/CTOS operating system and network desktop
		microcomputers
		manufactured by Unisys Corporation ("Unisys").  Most of the ATEK and Sabre
		systems originally
		were written in BASIC, DIBOL, and ADMINS utilizing the VMS operating system and
		VAX
		minicomputers manufactured by DEC.  Sabre also has a number of installations
		utilizing its FoxPro PC
		CAMA product.  The SDS systems were written in CLIPPER and function on IBM
		compatible
		personal computers.

With the Company's movement toward open
		architecture capabilities, many of the above
		described systems are now installed at customer sites using MicroSoft Windows,
		Novell Netware, or
		Windows NT in a stand alone or client server environment using a variety of
		personal computers
		manufactured by DEC, IBM, Unisys, or Concentric Systems.  The new Open Window
		series products
		also utilize the scalable, client server architecture which makes use of
		industry standard relational
		databases.  In addition, a number of the Company's larger software
		installations are now functioning in
		a UNIX environment in which the IBM RS6000 Series, DEC Alpha Series, and Unisys
		U6000 Series
		computers are utilized.

Services

In connection with the installation of its
		"turn-key" systems, the Company provides ongoing
		hardware integration and maintenance, software support, training, and other
		customer services through
		regional offices described under the caption "Properties" below.  The Company
		has established a
		regional office in each state where it has a significant nucleus of customers
		to respond to its customers'
		needs.  Each regional office includes customer service personnel who are able
		to assist with the
		installation of the Company's "turn-key" systems and provide technical support
		on site before and after
		installation.  In addition, Company personnel respond on a daily basis to
		customer telephone inquiries
		regarding the use of Manatron systems.  A number of regional offices also are
		staffed with employees
		who are trained to identify and respond to customers' hardware and other
		technical problems.



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In April of 1998, the Company received a
		contract to reappraise every property in Allegheny
		County (Pittsburgh), Pennsylvania over the next two and a half years.  The
		contract was valued at
		approximately $24 million, making it the largest ever for the Company and one
		of the largest for the
		assessment services industry.  Under the terms of the agreement, the Company's
		appraisal division
		(Sabre) originally was contracted to locate and appraise approximately 600,000
		parcels of residential, agricultural, commercial,
		industrial, and exempt properties and install its CAMA system to maintain and
		access the information.
		The Company also will assist in supporting these new appraised values to the
		public through a hearing process.
		As of April 30, 1999, the Company has completed approximately 40% of this
		project.

The Company also provides services for
		governments at its Illinois, Michigan, and Ohio
		facilities, such as the creation of digital maps, and preparation and/or
		printing of property tax bills.

Marketing and Sales

The Company primarily markets its products
		through its regional offices in Georgia,
		Illinois, Indiana, Michigan, Missouri, North Carolina, Ohio, and Rhode Island.
		Manatron plans the
		opening of each new office based on a review of marketing opportunities and
		financial analysis within
		a particular region.  The Company also markets its products through
		nonexclusive dealer
		arrangements.

The Company's sales and marketing personnel
		approach various governments with Manatron-specific solutions to their data
		processing and property valuation needs and also respond to
		governments' proposal requests.  The Company's customer service personnel also
		assist with product
		demonstrations in connection with these sales efforts.

Manatron's marketing efforts involve, among
		other things, developing and distributing product
		brochures and a bimonthly newsletter, direct mailings, telemarketing, attending
		conventions and
		conferences, forming user groups for the purpose of determining customer needs
		and expectations,
		conducting seminars for the purpose of demonstrating products and services, and
		advertising in trade
		journals.

The Company is also a value-added reseller
		for a number of leading hardware manufacturers
		such as DEC, IBM, and Unisys.  In turn, the sales forces of these manufacturers
		often work closely
		with the Company's sales and marketing personnel in an effort to promote sales
		of the Company's
		services and products in conjunction with sales of the hardware.



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The Company's customers are primarily city,
		township, and county governments.  The
		Company's sales are highly dependent on city, township, and county governments'
		demand for its
		products and services.  Although the Company does not believe that the loss of
		any single customer,
		other than the April 1998 contract with Allegheny County (Pittsburgh),
		Pennsylvania, would have a
		materially adverse effect on the Company, a material decline in the Company's
		sales to various
		governments could have such an effect.

Competition

Competition for the Company's data
		processing systems, related services, and mass appraisal
		services is intense.  The Company competes primarily on the basis of name
		recognition, financial
		stability, range of products, and reputation for providing good customer
		service.

The Company's major competitors for
		client-server and Inter/Intranet related systems and
		services are generally small local software and service firms, which often are
		able to offer less
		expensive solutions or to develop long-term relationships with key governmental
		officials.  Generally,
		these smaller firms can sell hardware and services at reduced amounts because
		of their small amount of
		overhead.  The Company also competes with national software developers such as
		Business Records
		and Systems, Tyler Technologies, Inc., and Computer Technologies which have
		greater financial,
		technical, and human resources than the Company.  The manufacturers of the
		computer hardware
		distributed by the Company may begin to expand the marketing of their
		applications software to
		compete with the Company.  The Company could be adversely affected if a large
		computer manufacturer
		associates itself solely with a third-party software supplier and targets the
		local government data processing market, or if any
		large property services or database company acquires, merges, or associates
		itself with a competing firm.

Furthermore, applications software also is
		developed periodically by or for public agencies for
		use by governments.  If the funding and distribution of governmentally
		developed or funded software
		becomes more widespread, such products could compete with the Company's
		products.

Competition in mass appraisal services comes
		from a number of small local firms and only one
		other national firm, Cole Layer and Trumble of Dayton, Ohio, a division of Day
		& Zimmerman, Inc.
		Small local firms often can offer less expensive mass appraisal services and
		products than the Company
		or can develop long-term relationships with key governmental officials.

Although state and local governments
		traditionally have lagged behind both the federal
		government and the private sector in computer automation, the application of
		microcomputer and
		personal computer technology to local governmental units recently has been
		subject to rapid
		development and change.  The ability of the Company to develop new applications
		software programs
		utilizing modern technology is critical to its ability to compete successfully.
		Manatron reviews and
		updates its software programs to meet the needs of its customers and to ensure
		that the programs can
		be utilized on newer models of personal computers, minicomputers, and UNIX
		computers.

The most significant barriers to entry into
		the Company's market are time, expense, expertise,
		and personnel needed to develop software.  As software development and the sale
		of mass appraisal

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Research and Development

Manatron's success depends on its ability to
		respond quickly to changing technology, market
		demands, and the needs of its customers.  Manatron emphasizes research and
		development and
		commits significant resources to support and further its role as a leader in
		the markets it serves.  The
		Company's research and development expenditures relate primarily to computer
		software development
		costs.  Systems programming and support expenses were approximately $3.7
		million, $3.3 million, and
		$2.6 million for the fiscal years ended April 30, 1999, 1998, and 1997,
		respectively.  Certain of these
		expenses are capitalized in accordance with Statement of Financial Accounting
		Standards No. 86,
		"Accounting for the Costs of Computer Software to be Sold, Leased, or Otherwise
		Marketed" as
		described in the Notes to Consolidated Financial Statements contained in this
		Form 10-K.

During fiscal 1999, the Company continued to
		focus on the development of its Open Window®
		series financial and payroll product.  The Company shipped the second major
		release of this product
		during fiscal 1998.  Version 2 contains significant functionality enhancements,
		new modules, and
		numerous technical improvements including a robust end-user reporting
		environment.  These products
		run on the latest 32-bit MicroSoft Windows operating systems and support the
		Company's effort to
		replace its many legacy financial products with a state of the art,
		client/server suite to meet the market
		demand and improve efficiency.  The products contain additional features
		gleaned from the Company's
		customer base, existing products, and other financial packages and represent a
		significant improvement
		for the Company's customers.  More importantly, as these products are
		introduced to its customers,
		the Company will strive to reduce some of the redundancies which currently
		occur because its support
		staff has often been supporting multiple financial and payroll systems
		previously developed and sold by
		the different companies the Company has acquired.

During fiscal 1999, the Company continued a
		major retooling effort for its product
		development.  MiRiAD, the Company's product development methodology, represents
		a shift to
		component-based development based upon industry standards such as Microsoft
		Distributed
		Component Object Model (DCOM).  This new methodology is expected to reduce
		software
		development costs and support costs while resulting in "best-in-class"
		products.  The Company
		completed development of its first product, Visual Tax® for Illinois Mobile
		Homes, using this new
		methodology.  In addition, significant progress was made on the Company's new,
		MVP (Manatron
		Visual Property) Tax product.  Initially, this product is targeted for
		customers in Indiana and Ohio.
		Subsequent releases are expected to focus on additional states.  The
		component-based architecture will
		allow the Company's customers to integrate its products with other tools such
		as word processors,
		spreadsheets, and GIS (mapping) applications specifically due to the Company's
		adherence to industry
		standards.

In fiscal 1998, the Company released its
		first "Connect Series," Internet-based products.
		MVP-Connect is a completely web-centric public inquiry product for the
		Company's property tax and
		appraisal software customers.  The first customer went live on the Internet
		during the third quarter of
		1998 experiencing over 1,000 distinct users per day during the initial weeks.
		This product continues
		to generate tremendous excitement both as an Internet site and as an Intranet
		site for customers who

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During fiscal 2000, the Company will
		continue its focus on building industry-leading products
		based on component-based technology.  Specifically, the Company expects to
		release version 3 of its
		MVP-Connect Internet product in the fall of 1999.  This version will include
		support for a subscription
		model, which provides enhanced security and e-commerce capabilities.  In
		addition, the new version
		will provide enhanced functionality and multi-lingual support (up to five
		languages).  The Company
		also recently introduced its second major Internet-based product,
		MIRRS®-Connect.  Also, recently
		acquired ProVal Corporation historically has invested approximately 30% of its
		annual revenues on
		development and upgrading of its products.  Through the conjunction of effort
		between ProVal and
		SMDA 2000 development terms the Company will continue the development of a new
		component-based CAMA product.  These efforts will form a completely integrated
		property management system,
		MVP-Connect, comprised of property tax, appraisal, recording/indexing, and
		other modules.  Finally,
		the Company expects to complete the year 2000 coding for its legacy products in
		the remainder of
		1999.  This process has been underway for much of the past two and one-half
		years and has seen
		substantial progress.

Suppliers

The Company generally maintains a minimum of
		three alternate suppliers.  All computers,
		peripherals, disks, printers, plotters, digitizers, operating system software,
		office automation software,
		and other equipment required by the Company presently are available from at
		least three sources.
		Hardware is purchased on original equipment manufacturer or distributor terms
		at discounts from
		retail.  The Company has not experienced any significant supply problems.

Backlog

At April 30, 1999, the Company's backlog of
		orders for hardware, software, and services
		(including mass real estate appraisal) was approximately $34.2 million,
		compared with approximately
		$39 million at April 30, 1998.  This decrease primarily was due to the
		approximate 40% execution
		of the previously mentioned Allegheny contract.  Backlog can fluctuate
		significantly from quarter to
		quarter primarily because of the seasonality of government ordering patterns.
		Accordingly, a
		comparison of backlog from quarter to quarter is not necessarily instructive
		and may not be indicative
		of eventual actual shipments.

Patents and Trademarks

The Company currently does not have patent
		protection for its products or services.  While
		Manatron in the future may apply for a patent or patents to protect its rights
		to certain software and
		related products, no assurance can be given that such patents would be granted.
		The Company treats
		certain proprietary materials as trade secrets, and employs and will continue
		to employ procedures,
		techniques, and contractual arrangements to help protect such confidential
		matters.



---

The Company incorporates programming on
		software disks to make unauthorized duplication
		of the software more difficult.

Employees

As of July 1, 1999, the Company had 380
		full-time employees, 214 duration employees, 43
		temporary employees, and six part-time employees.  For assistance on specific
		mass appraisal projects,
		the Company hires duration and temporary employees, whose employment generally
		lasts for the
		duration of a project.  Duration and temporary employees generally do not
		receive the same benefits as
		regular full-time employees.

The majority of the Company's employees are
		not represented by a labor union.  There are,
		however, approximately 122 employees working on the Allegheny County project
		who are represented
		by the Service Employers International Union, AFL-CIO.  No work stoppages have
		been experienced
		and management presently considers its relations with employees to be positive.

An approximate breakdown of the Company's
		employees is as follows:



|Executive           | 3%  
|------------------- | ----
|Administrative      | 7%  
|Development         | 7%  
|Sales and Marketing | 3%  
|Service and Support | 20% 
|Appraisal           | 60% 
|                    |     
|Total               | 100%
|                    |     

The principal executive and administration
		offices are located in a building owned by Manatron
		in Kalamazoo, Michigan, which consists of approximately 12,300 square feet.
		The Company also
		rents office and/or warehouse space in Georgia, Illinois, Indiana, Michigan,
		Missouri, New York,
		North Carolina, Ohio, Pennsylvania, Rhode Island, and South Carolina.  Rental
		payments for the
		Company's leased office and warehouse space for the fiscal year ended
		April 30, 1999, amounted to
		approximately $834,000.

Management considers all of its offices to
		be well maintained, in good operating condition, and
		suitable and adequate for their intended purposes.



---

The Company is not a party to any pending
		legal proceedings other than routine litigation
		incidental to its business.  In the opinion of management, the outcome of any
		litigation currently
		pending will not materially affect the Company's financial condition or results
		of operations.

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

No matter was submitted during the fourth
		quarter of the fiscal year covered by this Annual
		Report to a vote of security holders, through the solicitation of proxies or
		otherwise.

Supplemental Item
		.   
		Executive Officers of the Registrant
		.

Executive officers of the Company are
		elected by the Board of Directors at its organizational
		meeting following the annual meeting of shareholders and serve until their
		successors are elected and
		qualified.

The following information includes the names
		and ages of the executive officers of the
		Company who are not directors as of the date of this Annual Report on Form
		10-K, the officers'
		present position with the Company, and the business experience of the officers
		during the past five
		years.

J. Wayne Moore
		(age 58) joined the Company in 1999 when the Company acquired ProVal
		Corporation.  Mr. Moore was President of ProVal Corporation before its
		acquisition and was named
		President of Manatron ProVal Corporation, the Company's new appraisal software
		products
		subsidiary.  Mr. Moore has 26 years experience developing computer assisted
		mass appraisal systems.
		Mr. Moore is chief architect and designer of the trademarked ProVal®
		software system.

Daniel P. Muthard
		(age 50) joined the Company in 1994 when the Company acquired Sabre.
		Mr. Muthard was Vice President of the Company's appraisal operations until June
		of 1998, at which
		time he was named President of the Appraisal Division following the death of
		Melvin J. Trumble, the
		Company's previous leader of the Appraisal Division.

James W. Sanderbeck
		(age 49) joined the Company in 1993 when the Company acquired
		ATEK.  Mr. Sanderbeck was President of ATEK before its acquisition by the
		Company and from 1993
		to 1996, Mr. Sanderbeck was involved in sales management.  In April of 1996,
		Mr. Sanderbeck was
		named Chief Operating Officer of the Company and is primarily responsible for
		overseeing the national
		sales and delivery of services to the Company's customers through its regional
		offices.

Early L. Stephens
		(age 36) joined the Company in 1986 and worked as a programmer/analyst.
		From 1988 until July 1997, Mr. Stephens was Project Manager-Management
		Information Systems at
		Western Michigan University and was responsible for the implementation of
		client server applications
		in LAN environments.  In June 1996, Mr. Stephens returned to the
		Company and was named Chief
		Technology Officer and is responsible for software product development,
		establishment of technology
		standards for the Company's products and services, and development of strategic
		plans.



---



Item 5.     
			Market for Registrant's Common Stock and Related Shareholder Matters
		.

Manatron's Common Stock is traded
		over-the-counter and is regularly quoted on The Nasdaq
		SmallCap Market under the symbol "MANA."

The following table shows the range
		of high and low sales price quotations reported by The
		Nasdaq SmallCap Market for the years ended April 30, 1999 and 1998:



| |                    | 1999   |  | 1998  
| | ------------------ | ------ |  | ------
| | Quarter            | Low    |  | High  
| |                    |        |  |       
| | May - July         | $3.000 |  | $5.625
| | August - October   | 3.375  |  | 4.750 
| | November - January | 3.375  |  | 5.875 
| | February - April   | 4.375  |  | 6.125 

As of July 1, 1999, the Company's
		Common Stock was held by approximately 1,200
		shareholders, 238 of which were registered.

Item 6.     
			Selected Financial Data
		.

The following table sets forth selected
		financial data of the Company for the periods indicated
		and has been derived from and should be read in connection with the Company's
		Consolidated
		Financial Statements, the related notes and "Management's Discussion and
		Analysis of Financial
		Condition and Results of Operations" appearing elsewhere in this Form 10-K.
		The annual income
		statement and balance sheet data set forth below for the years 1995 through
		1999 have been derived
		from the Consolidated Financial Statements of the Company audited by Arthur
		Andersen LLP,
		independent auditors.



---

|                                                         | Five-Year Operating and Financial Summary
|-------------------------------------------------------- | -----------------------------------------
|
|
|
|                                                         |                                          
|Operating Results:                                       |                                          
|                                                         |                                          
|Net revenues                                             | $37,549,264                              
|                                                         |                                          
|                                                         |                                          
|Gross profit                                             | 13,005,142                               
|                                                         |                                          
|                                                         |                                          
|Income (loss) from
							
							        operations     | 1,251,840                                
|                                                         |                                          
|                                                         |                                          
|Other income
							
							        (expense), net       | 52,730                                   
|                                                         |                                          
|                                                         |                                          
|Net income (loss)                                        | 1,304,570                                
|                                                         |                                          
|                                                         |                                          
|Basic earnings (loss)
							
							        per share   | .45                                      
|                                                         |                                          
|                                                         |                                          
|Diluted earnings
							
							        (loss) per share | .41                                      
|                                                         |                                          
|                                                         |                                          
|                                                         |                                          
|At Year-end:                                             |                                          
|                                                         |                                          
|Cash and equivalents                                     | 6,511,266                                
|                                                         |                                          
|                                                         |                                          
|Total assets                                             | 23,228,429                               
|                                                         |                                          
|                                                         |                                          
|Long-term debt                                           | 50,000                                   
|                                                         |                                          
|                                                         |                                          
|Book value per share                                     | $          2.28                          
|                                                         |                                          

---

Item 7.     
			Management's Discussion and Analysis of Financial Condition and Results of
			
			                 
			Operations
		.

The following section provides a narrative
		discussion about Manatron's financial condition and
		results of operations.  The comments that follow should be read in conjunction
		with the Company's

---

Results of Operations:  Fiscal Year 1999 Compared to Fiscal Year 1998

Net revenues of $10,890,655 for the three
		months ended April 30, 1999 have increased by
		64% compared to the $6,647,412 of net revenues that were reported for the
		fourth quarter in the prior
		fiscal year.  Annual net revenues of $37,549,264 for fiscal 1999 are 51% higher
		than the $24,791,881
		of net revenues that were reported for the prior fiscal year.  These amounts
		include revenues from
		computer hardware and software shipments, sales of computer forms and supplies,
		and various related
		services such as mass real estate appraisal, software support, training,
		hardware maintenance, and
		forms processing and printing.

In general, the net revenue increase is
		primarily due to the execution of major appraisal service
		contracts and increased software and hardware sales as a result of year 2000
		compliance.  Specifically,
		service revenues have increased by 51% over the prior year primarily because of
		revenues received
		from the revaluation contracts signed with Allegheny County (Pittsburgh),
		Pennsylvania, Dauphin
		County (Harrisburg), Pennsylvania, and Hamilton County (Cincinnati), Ohio.
		These contracts which
		totaled approximately $33.5 million had a major impact on the financial results
		for fiscal 1999 and will
		continue to do so in fiscal 2000.  As of April 30, 1999, approximately $14
		million has been
		recognized as revenue on these projects.  As of April 30, 1999 the Company's
		backlog for appraisal
		services was approximately $23.2 million compared to $31.8 million at April 30,
		1998.

Revenues from hardware, Company software,
		third party software, and supply sales have
		increased by 53% over the prior year primarily because of additional upgrades
		by existing and new
		customers in the Midwest.  Many of the orders are a result of year 2000
		upgrades.  These increases
		also are due to the tax accounting and Internet contract that was signed with
		Franklin County, Ohio in
		the fall of 1998 as well as the recognition of revenue on approximately six
		other counties that
		purchased the Company's Internet (MVP-Connect) product.  Finally, the Company
		completed a special
		project for the Ohio Office of Criminal Justice Services to provide hardware
		and software for
		electronic reporting of criminal dispositions in 50 of its sites in Ohio.

Cost of revenues for the three months ended
		April 30, 1999 increased 83% to $7,233,964
		compared to $3,942,741 for the fourth quarter in the prior fiscal year.  Annual
		cost of revenues
		increased by 60% from $15,318,807 in the prior fiscal year to $24,544,122 for
		the year ended
		April 30, 1999.  These increases are primarily due to the improvement in
		net revenues noted above.
		The prior fiscal year gross margins were approximately 41% for the fourth
		quarter and 38% for the
		year while the current fiscal year margins were 34% and 35%, respectively.
		These margin fluctuations
		are due to changes in the mix of revenues.  For example, margins on hardware,
		third party software,
		and services typically are lower than the margins on licenses of Company
		software.

Selling, general, and administrative
		expenses have increased by 25% to $3,202,386 for the
		three months ended April 30, 1999 compared to $2,570,569 for the fourth quarter
		in the prior fiscal
		year.  Annual selling, general, and administrative expenses have increased 30%
		from $9,070,234 in
		fiscal 1998 to $11,753,302 in fiscal 1999.  These increases are primarily due
		to annual salary
		adjustments and additional software development staff needed for ongoing
		development and rollout of
		the Company's new software products in conjunction with year 2000 compliance
		work.



---

Interest expense has decreased from
		$140,794 in fiscal 1998 to $50,199 in fiscal 1999 because
		the Company reduced its average outstanding debt by approximately $1 million.
		Currently the
		Company does not have an outstanding balance on its $3 million line of credit.

The Company's provision for federal income
		taxes generally fluctuates with the level of pretax
		income.  In addition, the effective tax rate generally is impacted because of
		non-deductible goodwill
		amortization related to the Company's acquisitions of ATEK and SDS.  However,
		as more fully
		described in the accompanying Notes to Consolidated Financial Statements, the
		Company has not
		recorded a provision for federal income taxes for the year ended April 30, 1999
		because a portion of
		its valuation allowance has been utilized to offset it.

As a result of the factors noted above, the
		Company reported net income of $504,368 or $.16
		per share for the three months ended and $1,304,570 or $.41 per share for the
		year ended April 30,
		1999, compared to net income of $137,862 or $.05 per share and $313,771 or $.11
		per share for the
		comparable periods in the prior fiscal year.  All per share amounts are
		diluted.  This equates to an
		improvement over the prior year of 266% for the comparable quarter and 316% for
		the comparable
		fiscal year.  Weighted average shares outstanding have increased primarily
		because the Company
		issued restricted stock to a number of technical employees and because a number
		of other employees
		have exercised stock options.

Results of Operations:  Fiscal Year 1998 Compared to Fiscal Year 1997

Net revenues of $6,647,412 for the three
		months ended April 30, 1998 increased by 20%
		compared to the $5,549,496 of net revenues that were reported for the fourth
		quarter in fiscal 1997.
		Annual net revenues of $24,791,881 for fiscal 1998 were 13% higher than the
		$22,016,988 of net
		revenues that were reported for fiscal 1997.  The components of revenue and the
		nature of the
		Company's business for these two years is similar to the previous description
		for fiscal 1999.

Service revenues increased by 14% over
		fiscal 1997 primarily because of the new revaluation
		contracts that were signed with Allegheny County (Pittsburgh), Pennsylvania and
		Hamilton County
		(Cincinnati), Ohio during fiscal 1998, totaling $30 million.  As a result, the
		Company's backlog for
		appraisal services at April 30, 1998 was more than twice the amount it was at
		April 30, 1997.

Revenues from hardware, software, and supply
		sales increased by 7% over fiscal 1997
		primarily because of additional software license fees from new and legacy
		products.  Hardware sales
		decreased because of increased competition and reduced prices industry wide.
		While software license
		fees increased, the Company's revenues in this area were relatively flat while
		the Company made
		further efforts toward the development, reengineering, and deployment of the
		new property tax,
		appraisal, financial, and MIRRS products.

Cost of revenues for the three months ended
		April 30, 1998 increased 19% to $3,942,741
		compared to $3,324,509 for the fourth quarter in fiscal 1997.  Annual cost of
		revenues increased by

---

Selling, general, and administrative
		expenses increased by 16% to $2,570,569 for the three
		months ended April 30, 1998 compared to $2,214,658 for the comparable period in
		fiscal 1997.
		Annual selling, general, and administrative expenses increased 3% from
		$8,796,635 in fiscal 1997 to
		$9,070,234 in fiscal 1998.  These increases were primarily due to annual salary
		adjustments and
		additional software development staff.

As a result of the factors noted above, the
		Company reported operating income of $134,102 for
		the three months ended and $402,840 for the year ended April 30, 1998.  This
		reflected significant
		improvement over the reported amounts of operating income of $10,329 for the
		three months ended
		April 30, 1997 and an operating loss of $160,000 for the year ended April 30,
		1997.

Interest expense decreased from $305,632 in
		fiscal 1997 to $140,794 in fiscal 1998 because
		the Company's average borrowings under its line of credit were approximately $2
		million lower in
		fiscal 1998 than they were in fiscal 1997.

The Company's provision for federal income
		taxes generally fluctuates with the level of pretax
		income.  In addition, the effective tax rate generally was impacted because of
		non-deductible goodwill
		amortization related to the Company's acquisitions of ATEK and SDS.  However,
		as described in the
		accompanying Notes to Consolidated Financial Statements, the Company did not
		record a provision for
		federal income taxes for the year ended April 30, 1998 because a portion of its
		valuation allowance
		was utilized to offset it.

As a result of the factors noted above, the
		Company reported net income of $137,862 or $.05
		per share for the three months ended and $313,771 or $.11 per share for the
		year ended April 30,
		1998, versus net losses of $34,101 or $.01 per share and $406,659 or $.14 per
		share for the
		comparable periods in the prior fiscal year.  Weighted average shares
		outstanding decreased from
		2,867,711 to 2,821,547 primarily because the Company repurchased 95,200 shares
		of its common
		stock in fiscal 1998 and purchases were made by employee stock plans throughout
		fiscal 1998.



---

The following table sets forth selected
		unaudited quarterly financial data for the eight quarters ended April 30, 1999:



|                                               | Fiscal 1998 |  | Fiscal 1999
|---------------------------------------------- | ----------- |  | -----------
|
|
|                                               |             |  |            
|                                               |             |  |            
|Net revenues                                   | $5,963,985  |  | $5,917,284 
|                                               |             |  |            
|Gross profit                                   | 2,141,435   |  | 2,190,600  
|                                               |             |  |            
|Operating income                               | 56,475      |  | 74,002     
|                                               |             |  |            
|Other income
							
							    (expense), net | (35,884)    |  | (25,714)   
|                                               |             |  |            
|Net income                                     | 20,591      |  | 48,288     
|                                               |             |  |            
|Basic earnings
							
							    per share    | .01         |  | .02        
|                                               |             |  |            
|Diluted earnings
							
							    per share  | .01         |  | .02        

---

Working capital of $1,977,406 at
		April 30, 1999 has increased compared to $876,891 at
		April 30, 1998.  These levels reflect current ratios of 1.12 and 1.08,
		respectively.  The increase in
		working capital is due primarily to the Company's increases in revenues and
		profitability.

Shareholders' equity at April 30, 1999
		increased by $1,673,230 to $6,783,845 from the
		balance reported at April 30, 1998, primarily because of the $1,304,570 of
		net income for the year,
		$237,573 of stock that was issued, and $206,567 of deferred compensation
		expense.  As a result, book
		value per share has increased to $2.28 as of April 30, 1999 from $1.80 at
		April 30, 1998.

The nature of the Company's business is not
		property or equipment intensive.  Net capital
		expenditures, which were approximately $622,000 for the year ended
		April 30, 1999, are 15% higher
		than the comparable prior fiscal year amount of $542,000.  These expenditures
		relate primarily to the
		purchase of additional or new computer hardware and software for the Company's
		technical and
		support personnel.  With the exception of the $1.3 million purchase of a new
		corporate office in July
		of 1999, capital expenditures for future periods are not anticipated to be
		significantly different from
		those incurred in the current period.

As the Company's revenues are generated from
		contracts with local governmental entities, it is
		not uncommon for certain of its accounts receivable to remain outstanding for
		approximately three to
		four months, thereby having a negative impact upon cash flow.  On October 9,
		1998, the Company
		entered into a new loan agreement with Comerica Bank which replaces its
		Revolving Credit Agreement
		dated as of November 11, 1994.  This new agreement provides a $3 million line
		of credit to the
		Company at prime through November 1, 2000.  As of April 30, 1999, no borrowings
		were outstanding
		under this line of credit.  In addition, as of April 30, 1999, the Company owed
		$80,000 on acquisition-
		related debt and $125,000 on its ESOP loan.  The Company anticipates that the
		revolving line of
		credit, together with existing cash balances, and cash generated from future
		operations will be
		sufficient for the Company to finance the acquisition of ProVal Corporation and
		the new corporate
		office and to meet its working capital requirements for at least the next
		12 months.

The Company cannot determine precisely the
		effect of inflation on its business.  The Company
		continues, however, to experience relatively stable costs for its inventory as
		the computer hardware
		market is very competitive.  The Company anticipates that inflationary price
		increases related to labor
		and overhead will have a negative effect on cash flow and net income to the
		extent that the increases
		cannot be offset through improved productivity and price increases.

Year 2000 Readiness Disclosure

This Year 2000 Readiness Disclosure is based
		upon and partially repeats information provided
		by the Company's outside consultants and others regarding the year 2000
		readiness of the Company
		and its customers, suppliers, financial institutions, and other parties.
		Although the Company believes
		this information to be accurate, it has not independently verified such
		information.

The Company is currently in the process of
		addressing a potential problem that is facing all
		users of automated information systems.  The problem is that many computer
		systems and applications
		process dates using only two digits for the year.  These systems may recognize
		a date using "00" as the

---

The Company has developed and is
		implementing plans to prepare itself and its customers for
		the year 2000.  The Company's plan is regularly updated and monitored by
		technical personnel and is
		reviewed by management of the Company on a periodic basis.  Specifically, the
		plan addresses the
		Company's internal data processing systems, its software products, its third
		party products, and
		communications with its customers as follows:

Internal Data Processing

The Company's internal data processing
		systems include hardware and software that facilitates
		its business operations.  The internal systems include:



| | customer information systems                   
| | -----------------------------------------------
| | accounting, human resource, and payroll systems
| | customer support systems                       

The Company's Software Products

A core strategy of the Company is to develop
		and market turnkey software systems for local
		government.  Most of these products have some dependency on dates.  As such,
		the Company has been
		working to update them to properly handle years after 1999.  Of the Company's
		93 major products,
		only 71 are targeted for compliance.  The others are either being discontinued
		or replaced by more
		modern products.  As of April 30, 1999, this effort is estimated to be
		approximately 90% complete.
		For comparison, as of July 31, 1998 this effort was estimated to be
		approximately 60% complete.  As
		of April 30, 1999, the breakdown is as follows:



| | products that are compliant      | 66%
| | -------------------------------- | ---
| | products in QA phase             | 24%
| | products in programming phase    | 6% 
| | products with analysis completed | 1% 
| | products not yet started         | 3% 



---

The Company's software products run on
		industry standard hardware and operating systems.
		To facilitate the deployment of its software, the Company acts as a value-added
		reseller for a wide
		variety of hardware manufacturers, installing and supporting both the hardware
		and software for its
		customers.  The Company's technical services department is spearheading the
		effort to document the
		year 2000 compliance status of third party hardware and software and to
		identify those products that
		need to be upgraded or replaced.  This identification effort is also
		substantially complete; however, this
		information changes as vendors release more information about and options for
		managing the year
		2000 issue.

Significant third parties with which the
		Company interfaces with regard to the year 2000
		problem include those identified above and other customers, technology vendors
		and service providers,
		financial institutions, and companies that provide utility infrastructure
		(power, delivery services,
		telecommunications).  Unreadiness by these third parties would expose the
		Company to the potential
		for loss and impairment of business processes and activities.  The Company is
		assessing these risks and
		is considering the need for contingency plans intended to address perceived
		risks.  The Company
		cannot predict what effect the failure of such a third party to address, in a
		timely manner, the year
		2000 problem would have on the Company.

Communication with Customers

Another important aspect of the Company's
		year 2000 strategy is to coordinate its efforts with
		those of its customers.  Communication of the Company's strategy to its
		customers also has been
		substantially completed.  The communication includes the compliance plans for
		specific software
		products and the year 2000 services offered by the Company.  This communication
		will continue
		throughout 1999 as the Company works with its customer base to upgrade or
		replace those software
		and hardware systems.  To support this effort, the Company has launched a year
		2000 area on its web
		site to make relevant information available to both Company personnel and
		customers.

Contingency Plan

The Company believes its plans will support
		the year 2000 rollover both internally and for its
		installed customer base.  However, the Company is presently preparing
		contingency plans to further
		reduce the risk associated with the year 2000 issues.  Internally, the Company
		has purchased year 2000
		compliant capacity for its current financial software even though it intends to
		implement a new system
		before the end of 1999.

In addition, for both internal and external
		purposes, the Company is planning staffing levels
		and resource commitments so that adequate technical resources will be available
		to quickly address
		issues that may arise.  This staffing plan will be comprehensive with the
		objective of addressing
		customer issues and internal staff support requirements.

The Company will continue to assess the
		impact of, and work on, the year 2000 issues
		throughout 1999.  The Company's goal is to upgrade its customers' systems and
		applications during
		1999 and to have all remaining targeted systems and applications compliant with
		the century change by
		September 1999, which would allow the Company to have time to address any last
		minute issues.



---

Based on currently available information,
		management does not presently anticipate that the
		costs to address the year 2000 issues will have a material adverse impact on
		the Company's financial
		conditions, results of operations, or liquidity.  However, the extent to which
		the computer operations
		and other systems of the Company's important third parties are adversely
		affected could, in turn, affect
		the Company's ability to communicate with such third parties and could
		materially affect the
		Company's results of operations in any period or periods.  The costs have had a
		negative effect on the
		Company's earnings and the future costs associated with the year 2000 issue are
		expected to have a
		similar effect.

The costs of the project and the date on
		which the Company believes it will complete the year
		2000 modifications are based on management's best estimates.  There can be no
		guarantee that these
		estimates will be achieved and actual results could differ from those
		anticipated.  Specific factors that
		might cause differences include, but are not limited to, the ability of other
		companies on which the
		Company's systems rely to modify or convert their systems to be year 2000
		compliant, the ability of
		all third parties who have business relationships with the Company to continue
		their businesses without
		interruption, the ability to locate and correct all relevant computer codes,
		and similar uncertainties.  As
		a result, the Company is continuing to evaluate the possible internal and
		external scenarios that might
		have an adverse effect on the Company, so that it can plan accordingly.

"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of
			1995

Certain information contained in this Form
		10-K may constitute or include forward-looking
		statements.  Such forward-looking information involves important known and
		unknown risks and
		uncertainties and other factors that may cause the actual results, performance,
		or achievements of the
		Company to be materially different from any future results, performance, or
		achievements expressed or
		implied by such forward-looking statements.  These risks and uncertainties
		include, but are not limited
		to, uncertainties relating to economic conditions; possible future acquisitions
		and divestitures;
		technological changes and developments in the competitive environment in which
		the Company
		operates; the effect of the year 2000 on the Company's business; spending
		patterns of the Company's
		customers; success of the Company in negotiations with its lenders; size,
		timing, and recognition of
		revenue from significant orders; ability of the Company to successfully
		implement its business strategy
		of developing and licensing client/server decision support applications
		software designed to address
		specific industry markets; new product introductions and announcements by the
		Company's
		competitors; changes in Company strategy; product life cycles, cost, and
		continued availability of third
		party software and technology incorporated into the Company's products;
		cancellations of maintenance
		and support agreements; potential obsolescence of the Company's existing
		products or services; pricing
		and availability of equipment, materials, inventories, and programming; success
		in and expense

---

Item 7A.   
			Quantitative and Qualitative Disclosures About Market Risk
		.

The Company's primary market risk exposure
		is a potential change in interest rates in connection with
		its line of credit.  As of April 30, 1999, no borrowings were outstanding under
		this line of credit.
		Accordingly, the Company's market risk sensitive instruments did not subject
		the Company to market
		risk exposures as of April 30, 1999.

Item 8.     
			Financial Statements and Supplementary Data
		.

The response to this Item is set forth in
		Appendix A of this Annual Report on  Form 10-K and
		is incorporated herein by reference.

Item 9.     
			Changes in and Disagreements With Accountants on Accounting and Financial
			
			                 
			Disclosure
		.

None.



Item 10.   
			Directors and Executive Officers of the Registrant
		.

The information regarding directors of the
		Company contained under the captions "Board of
		Directors" and "Section 16(a) Beneficial Ownership Reporting Compliance" in the
		definitive Proxy
		Statement of the Company for its annual meeting of shareholders to be held
		October 7, 1999, is
		incorporated by reference.  The information regarding executive officers is
		provided in the
		Supplemental Item following Item 4 in Part I of the Annual Report.



---

The information contained under the captions
		"Compensation of Directors," "Executive
		Compensation," and "Compensation Committee Interlocks and Insider
		Participation" in the definitive
		Proxy Statement of the Company for its annual meeting of shareholders to be
		held October 7, 1999, is
		incorporated by reference.

Item 12.   
			Security Ownership of Certain Beneficial Owners and Management
		.

The information contained under the caption
		"Voting Securities," "Ownership of Common
		Stock," and "Securities Ownership of Management" in the definitive Proxy
		Statement of the Company
		for its annual meeting of shareholders to be held October 7, 1999, is
		incorporated by reference.

Item 13.   
			Certain Relationships and Related Transactions
		.

The information under the captions
		"Compensation Committee Interlocks and Insider
		Participation" and "Certain Relationships and Related Transactions" in the
		definitive Proxy Statement
		of the Company for its annual meeting of shareholders to be held
		October 7, 1999, is incorporated by
		reference.



Item 14.   
			Exhibits, Financial Statement Schedules, and Reports on Form 8-K
		.

Item 14(a)(1)
		.
		List of Financial Statements
		
		.  The following report, Consolidated Financial
		Statements of the Company, and notes thereto are filed as a part of this report:



| | Report of Arthur Andersen LLP, Independent Public Accountants, dated
					July 12,
					1999                
| | ------------------------------------------------------------------------------------------------------------
| |                                                                                                             
| | Consolidated Balance Sheets as of April 30, 1999 and April 30, 1998                                         
| |                                                                                                             
| | Consolidated Statements of Operations for the years ended April 30, 1999, 1998,
					and
					1997          
| |                                                                                                             
| | Consolidated Statements of Shareholders' Equity for the years ended
					April 30, 1999,
					1998, and 1997
| |                                                                                                             
| | Consolidated Statements of Cash Flows for the years ended April 30, 1999, 1998,
					and 1997               
| |                                                                                                             
| | Notes to Consolidated Financial Statements                                                                  



---



| | Exhibit
					Number | Description                                                                                                                                                                                                                                                        
| | ------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3.1                 | Restated Articles of Incorporation.  Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.                                                             
| |                     |                                                                                                                                                                                                                                                                    
| | 3.2                 | Bylaws.                                                                                                                                                                                                                                                            
| |                     |                                                                                                                                                                                                                                                                    
| | 4.1                 | Restated Articles of Incorporation.  See Exhibit 3.1 above.                                                                                                                                                                                                        
| |                     |                                                                                                                                                                                                                                                                    
| | 4.2                 | Bylaws.  See Exhibit 3.2 above.                                                                                                                                                                                                                                    
| |                     |                                                                                                                                                                                                                                                                    
| | 4.3                 | Rights Agreement dated June 2, 1997 between Manatron, Inc. and Registrar
					and Transfer Company.  Previously filed as an exhibit to the Company's
					Form 8-A filed on June 11, 1997, and incorporated herein by reference.                                   
| |                     |                                                                                                                                                                                                                                                                    
| | 10.1                | Manatron, Inc. 1989 Stock Option Plan.
					*
					Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.                                               
| |                     |                                                                                                                                                                                                                                                                    
| | 10.2                | Manatron, Inc. 1995 Long-Term Incentive Plan.
					*
					Previously filed as an
					exhibit to the Company's Form 10-K Annual Report for the fiscal year ended
					April 30, 1995, and incorporated herein by reference.                                        
| |                     |                                                                                                                                                                                                                                                                    
| | 10.3                | Executive Employment Agreement with Randall L. Peat.
					*
					Previously filed as
					an exhibit to the Company's Form 10-K Annual Report for the fiscal year
					ended April 30, 1995, and incorporated herein by reference.                                 
| |                     |                                                                                                                                                                                                                                                                    
| | 10.4                | Manatron, Inc. Employee Stock Ownership and Salary Deferral Plan.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                         
| |                     |                                                                                                                                                                                                                                                                    
| | 10.5                | ATEK Information Services, Inc. Stock Purchase Agreement.  Previously filed
					as an exhibit to the Company's Form 10-K Annual Report for the fiscal year
					ended April 30, 1995, and incorporated herein by reference.                                       
| |                     |                                                                                                                                                                                                                                                                    
| | 10.6                | Stock Purchase Agreement between Ronald D. Stoynoff and Allen F. Peat
					dated March 15, 1994.  Previously filed as an exhibit to the Company's Form
					10-K Annual Report for the fiscal year ended April 30, 1995, and incorporated
					herein by reference.
| |                     |                                                                                                                                                                                                                                                                    
| | 10.7                | Agreement between Manatron, Inc. and Ronald D. Stoynoff effective as of
					April 1, 1994.  Previously filed as an exhibit to the Company's Form 10-K
					Annual Report for the fiscal year ended April 30, 1995, and incorporated
					herein by reference.     

---

| | 10.8  | Asset Purchase Agreement between Manatron, Inc. and Moore Business
					Forms, Inc. dated November 11, 1994.  Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.
| | ----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                                
| | 10.9  | Manatron, Inc. 1994 Long-Term Incentive Plan.
					*
					Previously filed as an
					exhibit to the Company's Form 10-K Annual Report for the fiscal year ended
					April 30, 1995, and incorporated herein by reference.                                                    
| |       |                                                                                                                                                                                                                                                                                
| | 10.10 | Agreement between Manatron, Inc. and Allen F. Peat dated October 17, 1995.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                            
| |       |                                                                                                                                                                                                                                                                                
| | 10.11 | Employment Agreement with Douglas A. Peat dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                     
| |       |                                                                                                                                                                                                                                                                                
| | 10.12 | Employment Agreement with Jane M. Rix dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                         
| |       |                                                                                                                                                                                                                                                                                
| | 10.13 | Employment Agreement with James W. Sanderbeck dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                 
| |       |                                                                                                                                                                                                                                                                                
| | 10.14 | Employment Agreement with Paul R. Sylvester dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                   
| |       |                                                                                                                                                                                                                                                                                
| | 10.15 | Employment Agreement with J. Wayne Moore dated May 28, 1999.
					*                                                                                                                                                                                                            
| |       |                                                                                                                                                                                                                                                                                
| | 10.16 | Manatron, Inc. Executive Incentive Plan for 1999.
					*
					Previously filed as an
					exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					October 31, 1998, and here incorporated by reference.                                                  
| |       |                                                                                                                                                                                                                                                                                
| | 10.17 | Form of Indemnity Agreement.
					*
					Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1998, and incorporated herein by reference.                                                                     
| |       |                                                                                                                                                                                                                                                                                
| | 10.18 | Property Revaluation Articles of Agreement for Allegheny County,
					Pennsylvania dated May 20, 1998.  Previously filed as an exhibit to the
					Company's Form 10-Q Quarterly Report for the period ended July 31, 1998,
					and here incorporated by reference.           

---

| | 10.19 | Restricted Stock Plan of 1998.
					*
					Previously filed as an exhibit to the
					Company's Definitive Proxy Statement for its Annual Meeting of Shareholders
					held October 8, 1998, and here incorporated by reference.                                                                                                            
| | ----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.20 | Employee Stock Purchase Plan of 1998.
					*
					Previously filed as an exhibit to the
					Company's Definitive Proxy Statement for its Annual Meeting of Shareholders
					held October 8, 1998, and here incorporated by reference.                                                                                                     
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.21 | Letter Loan Agreement between Comerica Bank and Manatron, Inc., dated
					October 9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.                                                                                
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.22 | Promissory Note between Comerica Bank and Manatron, Inc., dated October
					9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q Quarterly
					Report for the period ended January 31, 1999, and here incorporated by
					reference.                                                                                      
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.23 | Guaranty between Comerica Bank and Manatron, Inc., dated October 9, 1998
					regarding indebtedness of Manatron, Inc. Employee Stock Option and Salary
					Deferral Plan.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.24 | Guaranty between Comerica Bank and Specialized Data Systems, Inc., dated
					October 9, 1998 regarding indebtedness of Manatron, Inc.  Previously filed as
					an exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					January 31, 1999, and here incorporated by reference.                                     
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.25 | Guaranty between Comerica Bank and Atek Information Systems, Inc., dated
					October 9, 1998 regarding indebtedness of Manatron, Inc.  Previously filed as
					an exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					January 31, 1999, and here incorporated by reference.                                     
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.26 | Security Agreement between Comerica Bank and Manatron, Inc., dated
					October 9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.                                                                                   
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.27 | Security Agreement between Comerica Bank and Specialized Data Systems,
					Inc., dated October 9, 1998.  Previously filed as an exhibit to the Company's
					Form 10-Q Quarterly Report for the period ended January 31, 1999, and here
					incorporated by reference.                                                                   

---

| | 10.28 | Security Agreement between Comerica Bank and Atek Information Systems,
					Inc., dated October 9, 1998.  Previously filed as an exhibit to the Company's
					Form 10-Q Quarterly Report for the period ended January 31, 1999, and here
					incorporated by reference.
| | ----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                          
| | 21    | Subsidiaries of Registrant.                                                                                                                                                                                                                                              
| |       |                                                                                                                                                                                                                                                                          
| | 23    | Consent of Independent Public Accountants.                                                                                                                                                                                                                               
| |       |                                                                                                                                                                                                                                                                          
| | 24    | Powers of Attorney.                                                                                                                                                                                                                                                      
| |       |                                                                                                                                                                                                                                                                          
| | 27    | Financial Data Schedule.                                                                                                                                                                                                                                                 

---

The Company will furnish a copy of any
		exhibit listed above to any shareholder of the
		Company without charge upon request to Jane M. Rix, 2970 South 9th Street,
		Kalamazoo, Michigan
		49009.

Item 14(b)   
			Reports on Form 8-K
		.

No current reports on Form 8-K were
		filed by the Company during the last quarter of the
		period covered by this report.



---

Pursuant
		to the requirements of Section 13 or 15(d) 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.



|                     | MANATRON, INC.                         
|-------------------- | ---------------------------------------
|                     |                                        
|                     |                                        
|Dated: July 27, 1999 | By /s/ Paul R. Sylvester               
|                     | Paul R. Sylvester                      
|                     | President, Chief Executive Officer, and
|                     | Director                               



|/s/ Paul R. Sylvester                       |  | Date:  July 27, 1999
|------------------------------------------- |  | --------------------
|Paul R. Sylvester                           |  |                     
|President, Chief Executive Officer, and     |  |                     
|Director (Principal Executive Officer)      |  |                     
|                                            |  |                     
|                                            |  |                     
|/s/ Joseph Zalewski                         |  | Date:  July 27, 1999
|Joseph Zalewski                             |  |                     
|Vice President-Finance and Chief Financial  |  |                     
|Officer (Principal Financial and Accounting |  |                     
|Officer)                                    |  |                     
|                                            |  |                     
|                                            |  |                     
|*                                           |  | Date:  July 27, 1999
|Randall L. Peat, Vice President             |  |                     
|and Director                                |  |                     
|                                            |  |                     
|                                            |  |                     
|*                                           |  | Date:  July 27, 1999
|Richard J. Holloman, Director               |  |                     

---

|*                                 |  | Date:  July 27, 1999
|--------------------------------- |  | --------------------
|Douglas A. Peat, Vice President - |  |                     
|Marketing and Director            |  |                     
|                                  |  |                     
|                                  |  |                     
|*                                 |  | Date:  July 27, 1999
|Jane M. Rix, Secretary and        |  |                     
|Director                          |  |                     
|                                  |  |                     
|                                  |  |                     
|*                                 |  | Date:  July 27, 1999
|Stephen C. Waterbury, Director    |  |                     
|                                  |  |                     
|                                  |  |                     
|*                                 |  | Date:  July 27, 1999
|Harry C. Vorys, Director          |  |                     
|                                  |  |                     
|                                  |  |                     
|                                  |  | Date:  July __, 1999
|Gene Bledsoe, Director            |  |                     
|                                  |  |                     
|                                  |  |                     
|*                                 |  | Date:  July 27, 1999
|Allen F. Peat, Director           |  |                     
|                                  |  |                     
|                                  |  |                     
|*By  /s/ Paul R. Sylvester        |  | Date:  July 27, 1999
|Paul R. Sylvester                 |  |                     
|Attorney-in-Fact                  |  |                     

---

MANATRON, INC. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

TOGETHER WITH AUDITORS' REPORT



---

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Directors and Shareholders
		

		of Manatron, Inc.:

We have audited the accompanying consolidated balance sheets of MANATRON, INC.
		(a Michigan
		corporation) and Subsidiaries as of April 30, 1999 and 1998, and the
		related consolidated statements of
		operations, shareholders' equity and cash flows for each of the three years in
		the period ended
		April 30, 1999.  These financial statements are the responsibility of the
		Company's management.  Our
		responsibility is to express an opinion on these financial statements based on
		our audits.

We conducted our audits in accordance with generally accepted auditing
		standards.  Those standards
		require that we plan and perform the audit to obtain reasonable assurance about
		whether the financial
		statements are free of material misstatement.  An audit includes examining, on
		a test basis, evidence
		supporting the amounts and disclosures in the financial statements.  An audit
		also includes assessing
		the accounting principles used and significant estimates made by management, as
		well as evaluating the
		overall financial statement presentation.  We believe that our audits provide a
		reasonable basis for our
		opinion.

In our opinion, the financial statements referred to above present fairly, in
		all material respects, the
		financial position of Manatron, Inc. and Subsidiaries as of April 30, 1999
		and 1998, and the results of
		their operations and their cash flows for each of the three years in the period
		ended April 30, 1999, in
		conformity with generally accepted accounting principles.

/s/ Arthur Andersen LLP

Grand Rapids, Michigan
		

		July 12, 1999



---



| 
						ASSETS                         |  | 1999        |  | 1998       
|------------------------------------------ |  | ----------- |  | -----------
|
|                                           |  |             |  |            
|CURRENT ASSETS:                            |  |             |  |            
|Cash and equivalents                       |  | $ 6,511,266 |  | $ 1,613,669
|Accounts receivable, less allowances of    |  |             |  |            
|$1,298,000 in 1999 and $720,000 in 1998    |  | 4,646,911   |  | 5,017,523  
|Revenues earning in excess of billings and |  |             |  |            
|retainages on long-term contracts          |  | 3,920,928   |  | 2,723,571  
|Current portions of notes receivable:      |  |             |  |            
|Notes receivable                           |  | 636,349     |  | 610,898    
|Net investment in sales type leases        |  | 144,071     |  | 281,202    
|Inventories                                |  | 415,341     |  | 296,420    
|Deferred tax assets                        |  | 1,750,000   |  | 414,000    
|Other current assets                       |  | 347,124     |  | 262,255    
|                                           |  |             |  |            
|                                           |  |             |  |            
|Total
						current assets                 |  | 18,371,990  |  | 11,219,538 
|                                           |  |             |  |            
|                                           |  |             |  |            
|                                           |  |             |  |            
|                                           |  |             |  |            
|NET PROPERTY AND EQUIPMENT                 |  | 1,207,140   |  | 1,310,096  
|                                           |  |             |  |            
|OTHER ASSETS:                              |  |             |  |            
|Notes receivable, less current portions:   |  |             |  |            
|Notes receivable                           |  | 955,037     |  | 424,222    
|Net investment in sales type leases        |  | 125,000     |  | 143,000    
|Officers' receivable                       |  | 232,969     |  | 343,724    
|Computer software development costs        |  |             |  |            
|net of accumulated amortization            |  | 1,507,178   |  | 1,461,437  
|Goodwill, net of accumulated amortization  |  | 715,503     |  | 900,334    
|Deferred tax assets                        |  | 82,000      |  | --         
|Other, net                                 |  | 31,612      |  | 60,725     
|                                           |  |             |  |            
|                                           |  |             |  |            
|Total
						other assets                   |  | 3,649,299   |  | 3,333,442  
|                                           |  |             |  |            
|                                           |  |             |  |            
|                                           |  | $23,228,429 |  | $15,863,076
|                                           |  |             |  |            

---

|LIABILITIES AND SHAREHOLDERS' EQUITY       | 1999 |             | 1998
|------------------------------------------ | ---- | ----------- | ----
|                                           |      |             |     
|                                           |      |             |     
|CURRENT LIABILITIES:                       |      |             |     
|Current portion of long-term debt          |      | $  155,000  |     
|Accounts payable                           |      | 1,726,397   |     
|Billings in excess of revenues earned      |      |             |     
|on long-term contracts                     |      | 3,308,140   |     
|Billings for future services               |      | 5,914,071   |     
|Restructuring reserve                      |      | 189,942     |     
|Accrued liabilities:                       |      |             |     
|Payroll and employee benefits              |      | 2,563,195   |     
|Income taxes                               |      | 1,835,320   |     
|Accrued commissions                        |      | 511,996     |     
|Other                                      |      | 190,523     |     
|                                           |      |             |     
|                                           |      |             |     
|Total
						current liabilities            |      | 16,394,584  |     
|                                           |      |             |     
|                                           |      |             |     
|DEFERRED INCOME TAXES                      |      | --          |     
|                                           |      |             |     
|                                           |      |             |     
|LONG-TERM DEBT,
						less current portion |      | 50,000      |     
|                                           |      |             |     
|OTHER LONG-TERM LIABILITIES                |      | --          |     
|                                           |      |             |     
|                                           |      |             |     
|SHAREHOLDERS' EQUITY:                      |      |             |     
|Preferred stock, no par value,             |      |             |     
|2,000,000 shares authorized, none issued   |      | --          |     
|Common stock, no par value, 7,500,000      |      |             |     
|shares authorized, 2,973,970 and           |      |             |     
|2,831,941 shares issued and outstanding    |      |             |     
|at April 30, 1999 and 1998, respectively   |      | 5,672,530   |     
|Retained earnings                          |      | 1,468,367   |     
|Deferred compensation                      |      | (232,052)   |     
|Unearned ESOP shares                       |      | (125,000)   |     
|                                           |      |             |     
|                                           |      |             |     
|Total
						shareholders' equity           |      | 6,783,845   |     
|                                           |      |             |     
|                                           |      | $23,228,429 |     
|                                           |      |             |     

---



|                                     |  | 1999             | 1998 | 1997            
|------------------------------------ |  | ---------------- | ---- | ----------------
|                                     | 
|                                     | 
|NET REVENUES:                        |  |                 
|                                     | 
|Hardware, software, and supply sales |  | $  9,026,170     |      | $  5,894,325    
|Service fees                         |  | 28,523,094       |      | 18,897,556      
|                                     |  |                  |      |                 
|                                     | 
|Total net revenues                   |  | 37,549,264       |      | 24,791,881      
|                                     |  |                  |      |                 
|                                     | 
|COST OF REVENUES:                    |  |                 
|                                     | 
|Hardware, software, and supplies     |  | 5,432,965        |      | 3,561,354       
|Services                             |  | 19,111,157       |      | 11,757,453      
|                                     |  |                  |      |                 
|                                     | 
|Total cost of revenues               |  | 24,544,122       |      | 15,318,807      
|                                     |  |                  |      |                 
|                                     | 
|Gross profit                         |  | 13,005,142       |      | 9,473,074       
|                                     | 
|SELLING, GENERAL, AND                |  |                 
|ADMINISTRATIVE EXPENSES              |  | 11,753,302       |      | 9,070,234       
|                                     |  |                  |      |                 
|                                     | 
|Income (loss) from operations        |  | 1,251,840        |      | 402,840         
|                                     |  |                  |      |                 
|OTHER INCOME (EXPENSE):              |  |                 
|Interest expense                     |  | (50,199)         |      | (140,794)       
|Other                                |  | 102,929          |      | 51,725          
|                                     |  |                  |      |                 
|                                     |  | 52,730           |      | (89,069)        
|                                     |  |                  |      |                 
|Income (loss) before provision       |  |                  |      |                 
|for federal
							income            |  |                  |      |                 
|taxes                                |  | 1,304,570        |      | 313,771         
|                                     |  |                  |      |                 
|                                     | 
|PROVISION FOR FEDERAL                |  |                 
|INCOME TAXES                         |  | --               |      | --              
|                                     |  |                  |      |                 
|                                     | 
|NET INCOME (LOSS)                    |  | $  1,304,570     |      | $   313,771     
|                                     |  |                  |      |                 
|                                     | 
|BASIC EARNINGS (LOSS) PER SHARE      |  | $            .45 |      | $            .11
|                                     |  |                  |      |                 
|                                     | 
|DILUTED EARNINGS (LOSS) PER SHARE    |  | $            .41 |      | $            .11
|                                     |  |                  |      |                 

---



|                                 | Common
						Stock |  | Retained
						
						(Deficit)
						Earnings |  | Deferred
						Compensation |  | Unearned
						
						ESOP
						Shares |  | Total
						
						Shareholders'
						Equity
|-------------------------------- | ------------------ |  | ---------------------------------------------- |  | --------------------------- |  | --------------------------------------- |  | ---------------------------------------------
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|BALANCE AT APRIL 30, 1996        | $5,444,497         |  | $ 256,685                                      |  | $(131,812)                  |  | $(425,000)                              |  | $5,144,370                                   
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|Net loss                         | --                 |  | (406,659)                                      |  | --                          |  | --                                      |  | (406,659)                                    
|Issuance of 11,806 shares under  |                    |  |                                                |  |                             |  |                                         |  |                                              
|employee stock plans             | 18,796             |  | --                                             |  | --                          |  | --                                      |  | 18,796                                       
|Compensation expense             | (45,090)           |  | --                                             |  | 14,250                      |  | 100,000                                 |  | 69,160                                       
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|BALANCE AT APRIL 30, 1997        | 5,418,203          |  | (149,974)                                      |  | (117,562)                   |  | (325,000)                               |  | 4,825,667                                    
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|Net income                       | --                 |  | 313,771                                        |  | --                          |  | --                                      |  | 313,771                                      
|Repurchase of 95,200 shares by   |                    |  |                                                |  |                             |  |                                         |  |                                              
|the Company                      | (201,027)          |  | --                                             |  | --                          |  | --                                      |  | (201,027)                                    
|Issuance of 52,814 shares under  |                    |  |                                                |  |                             |  |                                         |  |                                              
|employee stock plans             | 98,134             |  | --                                             |  | --                          |  | --                                      |  | 98,134                                       
|Compensation expense             | (40,180)           |  | --                                             |  | 14,250                      |  | 100,000                                 |  | 74,070                                       
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|BALANCE AT APRIL 30, 1998        | 5,275,130          |  | 163,797                                        |  | (103,312)                   |  | (225,000)                               |  | 5,110,615                                    
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|Net income                       | --                 |  | 1,304,570                                      |  | --                          |  | --                                      |  | 1,304,570                                    
|Repurchase of 18,500 shares      |                    |  |                                                |  |                             |  |                                         |  |                                              
|by the Company                   | (75,480)           |  | --                                             |  | --                          |  | --                                      |  | (75,480)                                     
|Issuance of 160,529 shares under |                    |  |                                                |  |                             |  |                                         |  |                                              
|employee stock plans             | 431,823            |  | --                                             |  | (194,250)                   |  | --                                      |  | 237,573                                      
|Compensation expense             | 41,057             |  | --                                             |  | 65,510                      |  | 100,000                                 |  | 206,567                                      
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              
|BALANCE AT APRIL 30, 1999        | $5,672,530         |  | $1,468,367                                     |  | $(232,052)                  |  | $(125,000)                              |  | $6,783,845                                   
|                                 |                    |  |                                                |  |                             |  |                                         |  |                                              



---



|                                                       | 1999        |  | 1998        |  | 1997        
|------------------------------------------------------ | ----------- |  | ----------- |  | ------------
|
|CASH FLOWS FROM OPERATING ACTIVITIES:                  |             |  |             |  |             
|Net income (loss)                                      | $1,304,570  |  | $  313,771  |  | $  (406,659)
|Adjustments to reconcile net income (loss) to net cash |             |  |             |  |             
|and equivalents provided by operating activities:      |             |  |             |  |             
|Depreciation and amortization                          | 2,095,741   |  | 1,583,855   |  | 1,819,512   
|Deferred income taxes                                  | (1,542,000) |  | (3,000)     |  | (130,000)   
|Deferred compensation expense                          | 206,567     |  | 74,070      |  | 69,160      
|Decrease (increase) in current assets:                 |             |  |             |  |             
|Accounts and notes receivable                          | 482,292     |  | 8,735       |  | 589,319     
|Revenues earned in excess of billings                  |             |  |             |  |             
|and retainages                                         | (1,197,357) |  | 49,134      |  | (306,500)   
|Inventories                                            | (118,921)   |  | (21,278)    |  | 111,838     
|Other current assets                                   | (84,869)    |  | 58,176      |  | (138,264)   
|Increase (decrease) in current liabilities:            |             |  |             |  |             
|Accounts payable and accrued liabilities               | 2,926,339   |  | 716,318     |  | 728,553     
|Billings in excess of revenues earned                  | 1,964,650   |  | (405,610)   |  | 61,539      
|Billings for future services                           | 1,166,840   |  | 1,519,366   |  | 506,298     
|Restructuring reserve                                  | (60,892)    |  | 13,106      |  | 19,434      
|                                                       |             |  |             |  |             
|                                                       |             |  |             |  |             
|Net cash and equivalents provided                      |             |  |             |  |             
|by operating activities                                | 7,142,960   |  | 3,906,643   |  | 2,924,230   
|                                                       |             |  |             |  |             
|                                                       |             |  |             |  |             
|CASH FLOWS FROM INVESTING ACTIVITIES:                  |             |  |             |  |             
|Decrease (increase) in long-term receivables           | (402,060)   |  | 81,091      |  | 661,116     
|Net additions to property and equipment                | (621,731)   |  | (542,089)   |  | (408,363)   
|Investments in computer software development           | (1,103,956) |  | (1,010,188) |  | (492,758)   
|Decrease (increase) in other assets                    | (98,895)    |  | 23,734      |  | (3,364)     
|                                                       |             |  |             |  |             
|                                                       |             |  |             |  |             
|Net cash and equivalents used                          |             |  |             |  |             
|for investing activities                               | (2,226,642) |  | (1,447,452) |  | (243,369)   
|                                                       |             |  |             |  |             

---



|                                         | 1999       |  | 1998        |  | 1997        
|---------------------------------------- | ---------- |  | ----------- |  | ------------
|
|CASH FLOWS FROM FINANCING ACTIVITIES:    |            |  |             |  |             
|Repayments of long-term debt             | $(20,000)  |  | $(985,000)  |  | $(2,390,000)
|Repurchase of common stock               | (75,480)   |  | (201,027)   |  | --          
|Purchases of common stock by stock plans | 237,573    |  | 98,134      |  | 18,796      
|Decrease in other long-term liabilities  | (160,814)  |  | (215,320)   |  | (204,040)   
|                                         |            |  |             |  |             
|                                         |            |  |             |  |             
|Net cash and equivalents used for        |            |  |             |  |             
|financing activities                     | (18,721)   |  | (1,303,213) |  | (2,575,244) 
|                                         |            |  |             |  |             
|                                         |            |  |             |  |             
|CASH AND EQUIVALENTS:                    |            |  |             |  |             
|Increase                                 | 4,897,597  |  | 1,155,978   |  | 105,617     
|Balance at beginning of year             | 1,613,669  |  | 457,691     |  | 352,074     
|                                         |            |  |             |  |             
|                                         |            |  |             |  |             
|Balance at end of year                   | $6,511,266 |  | $1,613,669  |  | $457,691    
|                                         |            |  |             |  |             



---



The Company

Manatron, Inc. and its subsidiaries (the
		"Company" or "Manatron") design, develop, market,
		install, and support a family of web-based and client/server application
		software products for county,
		city, and municipal governments.  The products support both back-office
		processes for government
		agencies as well as "virtual courthouse" needs providing Internet access to
		information for industry
		professionals and the public.  The Company also provides mass appraisal
		services, assessing
		residential, commercial, and other types of properties to ensure updated and
		equitable property
		valuations.  The Company's business primarily is concentrated in the Midwest
		and Southeast regions
		of the United States.

Principles of Consolidation

The accompanying Consolidated Financial
		Statements include the accounts of Manatron and its
		wholly-owned subsidiaries, ATEK Information Services, Inc. ("ATEK") and
		Specialized Data
		Systems, Inc. ("SDS").  In addition, the accompanying Consolidated Financial
		Statements include the
		accounts of Sabre Systems and Service ("Sabre") which is a division of the
		Company.  All significant
		intercompany accounts and transactions have been eliminated.

Revenue Recognition

Revenue and costs related to sales of
		computer hardware and supplies are recognized when title
		passes, which is normally the shipping or installation date.  Revenue from
		software licensing fees is
		recognized when the license agreements are consummated, which generally is also
		the shipping or
		installation date. The Company's contracts typically do not contain a right of
		return.  As of April 30,
		1999 and 1998, the reserve for returns was not significant.

Revenue and costs related to leases of
		computer hardware are recognized in accordance with
		Statement of Financial Accounting Standards No. 13, "Accounting for
		Leases" (see Note 2).

Revenue from in-house data processing,
		maintenance contracts, and software support services
		normally is billed in advance on a monthly, quarterly, or annual basis.  These
		billings are recognized
		as revenue on a straight-line basis over the periods covered by the agreements.
		At the end of a
		reporting period, the balance of billings not yet recognized as revenue are
		reflected as "Billings for
		Future Services" in the Company's consolidated balance sheets.  Costs related
		to these services are
		expensed as incurred.

Revenue and costs under long-term mass real
		estate appraisal, mapping, and software
		development contracts, which typically range from one to three years, are
		recognized on a percentage
		of completion basis.  Losses on these contracts, if any, are recognized when
		they become known.  As
		of April 30, 1999 and 1998, the reserve for contract losses was not significant.



---



Cash and Equivalents

Cash and equivalents consist of money market
		funds and short-term time deposits with
		maturities of 90 days or less.

Inventories

The Company values its inventories at the
		lower of cost or market.  Cost is determined using
		the first-in, first-out method.  The Company's inventories consist of the
		following at April 30:



|                                   | 1999     |  | 1998    
|---------------------------------- | -------- |  | --------
|                                   |          |  |         
|Computer hardware and repair parts | $263,905 |  | $111,867
|Data processing supplies and       |          |  |         
|purchased software products        | 151,436  |  | 184,553 
|                                   |          |  |         
|                                   | $415,341 |  | $296,420
|                                   |          |  |         

Additions to property and equipment are
		recorded at cost.  Net property and equipment
		consists of the following at April 30:



|                              | 1999        |  | 1998       
|----------------------------- | ----------- |  | -----------
|                              |             |  |            
|Land                          | $25,650     |  | $25,650    
|Building and improvements     | 465,768     |  | 465,767    
|Furniture and fixtures        | 707,123     |  | 657,113    
|Rental equipment              | 347,636     |  | 403,216    
|Office equipment and software | 4,379,657   |  | 3,913,741  
|Vehicles                      | 375,849     |  | 338,795    
|                              |             |  |            
|                              | 6,301,683   |  | 5,804,282  
|Less-Accumulated depreciation | (5,094,543) |  | (4,494,186)
|                              |             |  |            
|                              | $1,207,140  |  | $1,310,096 
|                              |             |  |            



---



The estimated useful lives of the assets
		used to compute depreciation expense are as follows:



|Asset Description             | Years
|----------------------------- | -----
|                              |      
|Building and improvements     | 5-25 
|Furniture and fixtures        | 4-7  
|Rental equipment              | 3    
|Office equipment and software | 3-7  
|Vehicles                      | 3-5  

At April 30, 1999 and 1998, the Company had
		$232,969 and $343,724 in receivables from
		certain of its officers and directors, which are primarily the result of
		certain stock purchases from
		Allen F. Peat in 1994.  These receivables are non-interest bearing and are
		scheduled to be repaid by
		the end of fiscal 2000.

Software Development Costs

The Company capitalized approximately
		$1,104,000, $1,010,000, and $493,000 of computer
		software development costs during fiscal 1999, 1998, and 1997 respectively.

Amortization of software development costs
		is computed using the straight-line method over
		the estimated economic lives of the products which approximates three years.
		Accumulated
		amortization was approximately $4,555,000 and $3,497,000 as of April 30,
		1999 and 1998,
		respectively.  Amortization expense was approximately $1,058,000, $570,000, and
		$531,000 in fiscal
		1999, 1998, and 1997, respectively, and is included in cost of revenues in the
		accompanying
		consolidated statements of operations.

Research and development costs incurred to
		establish technological feasibility were
		insignificant for fiscal 1999, 1998, and 1997, respectively, and are included
		in selling, general and
		administrative expenses in the accompanying consolidated statements of
		operations.  Substantially all of
		the Company's research and development costs relate to computer software
		development.

Goodwill

In connection with certain acquisitions, the
		Company has recorded total goodwill of
		approximately $1,848,000.  Goodwill is being amortized over 10-year periods
		starting with the
		acquisition dates, using the straight line method.  Accumulated amortization
		was approximately
		$1,133,000 and $948,000 as of April 30, 1999 and 1998, respectively.
		Amortization expense was
		approximately $185,000 for each of the last three fiscal years.



---



The Company continually evaluates whether
		events and circumstances have occurred that
		indicate the remaining estimated useful lives of goodwill and other long-lived
		assets may warrant
		revision or that the remaining balances may not be recoverable.  When factors
		indicate that such costs
		should be evaluated for possible impairment, the Company uses an estimate of
		the undiscounted cash
		flows over the remaining lives of the goodwill and other long-lived assets to
		evaluate whether the costs
		are recoverable.

Stock-Based Compensation

The Company accounts for stock-based
		compensation using the intrinsic value method
		presented in Accounting Principles Board Opinion No. 25, "Accounting for
		Stock Issued to
		Employees."  Accordingly, compensation cost for stock options is measured as
		the excess, if any, of
		the quoted market price of the Company's stock at the date of grant over the
		amount the employee
		must pay to acquire the stock.  The Company has provided pro forma disclosure
		of the fair value at the
		date of grant of stock options granted during fiscal 1999 and 1998 in Note 7 in
		accordance with
		the requirements of Statement of Financial Accounting Standards Board
		No. 123 "Accounting for
		Stock-Based Compensation" ("SFAS 123").

Earnings Per Share

Effective December 31, 1997, the Company
		adopted the provisions of Statement of Financial
		Accounting Standards No. 128, "Earnings per Share."  Accordingly, all prior
		period "earnings per
		share" amounts included in this report have been restated to conform to this
		standard.  Basic earnings
		per share is computed by dividing net income by the weighted average number of
		common shares
		outstanding.  Diluted earnings per share is computed by dividing net income by
		the weighted average
		number of common shares outstanding plus all potential common shares.  Dilutive
		potential common
		shares include all shares which may become contractually issuable.  For the
		Company, dilutive
		potential common shares primarily are comprised of shares issuable under
		employee stock plans.

The following table reconciles the
		numerators and denominators used in the calculation of basic
		and diluted earnings per share for each of the periods presented:



| |                                  | 1999           |  | 1998          |  | 1997         
| | -------------------------------- | -------------- |  | ------------- |  | -------------
| | Numerators:                      |                |  |               |  |              
| | Net income (loss)                | $1,304,570     |  | $ 313,771     |  | $(406,659)   
| | Denominators:                    |                |  |               |  |              
| | Denominator for basic earnings   |                |  |               |  |              
| | (loss) per share, weighted       |                |  |               |  |              
| | average outstanding              |                |  |               |  |              
| | common shares                    | 2,922,240      |  | 2,821,547     |  | 2,867,711    
| | Potential dilutive shares        | 257,922        |  | 82,408        |  | --           
| |                                  |                |  |               |  |              
| | Denominator for diluted earnings |                |  |               |  |              
| | (loss) per share                 | 3,180,162      |  | 2,903,955     |  | 2,867,711    
| |                                  |                |  |               |  |              
| | Earnings (loss) per share:       |                |  |               |  |              
| | Basic                            | $          .45 |  | $        0.11 |  | $      (0.14)
| | Diluted                          | $          .41 |  | $        0.11 |  | $      (0.14)

---



Options to purchase 2,204 shares of common
		stock at $5.25 per share were outstanding during
		the fourth quarter of 1999, but were not included in the computation of diluted
		earnings per share
		because the options' exercise price was greater than the average market price
		of the common stock.

Options to purchase 15,750 of shares of
		common stock at $5.125 per share were outstanding
		during the fourth quarter of 1999, but were not included in the computation of
		diluted earnings per
		share because the options' exercise price was greater than the average market
		price of the common
		stock.

Options to purchase 52,500 shares of common
		stock at $4.625 per share were outstanding
		during the fourth quarter of 1999, but were not included in the computation of
		diluted earnings per
		share because the options' exercise price was greater than the average market
		price of the common
		stock.

Estimates

The preparation of financial statements in
		conformity with generally accepted accounting
		principles requires management to make estimates and assumptions that affect
		the reported amounts of
		assets and liabilities and the disclosure of contingent assets and liabilities
		as of the date of the financial
		statements and the reported amounts of revenues and expenses for the reporting
		period.  Actual results
		could differ from those estimates.

Reclassifications

Certain reclassifications have been made to
		prior year statements to conform to the current year
		presentation.

(2)    SALES TYPE LEASES AND OPERATING LEASES

Certain of the Company's leases meet the
		criteria of sales type leases as defined by Statement
		of Financial Accounting Standards No. 13, "Accounting for Leases."  As a
		result, the difference
		between the normal selling price of the equipment and the cost is recognized as
		profit at the inception
		of the lease.  The sum of the aggregate rental payments to be received plus the
		unguaranteed residual
		value, if any, minus the selling price of the equipment at the inception of a
		lease is amortized to
		income over the respective lease terms using the effective interest method.
		Residual values generally
		are not significant given that the computer hardware market is subject to rapid
		technological change.

The following are components of the net
		investment in sales type leases as reflected in the
		accompanying consolidated balance sheets at April 30:



|                                    | 1999     |  | 1998    
|----------------------------------- | -------- |  | --------
|                                    |          |  |         
|Future minimum rentals receivable   | $306,545 |  | $493,925
|Less- Unamortized unearned income   | (37,474) |  | (69,723)
|                                    |          |  |         
|Net investment in sales type leases | $269,071 |  | $424,202
|                                    |          |  |         

---



Substantially all future minimum rentals
		receivable on sales type leases are due in the next
		three to four fiscal years.

The Company also leases computer equipment
		to customers under operating lease agreements
		with various terms through fiscal 2001.  The accumulated depreciation on rental
		equipment was
		$327,000 and $332,000 at April 30, 1999 and 1998, respectively.

Future minimum lease payments to be received
		under noncancelable operating leases at
		April 30, 1999, are approximately as follows:



|Fiscal Year |  | Amount  
|----------- |  | --------
|            |  |         
|2000        |  | $125,000
|2001        |  | 23,000  

The Company has notes receivable totaling
		$1,591,386 and $1,035,120 at April 30, 1999 and
		1998, respectively, as a result of certain sales of hardware and software.  The
		notes have various
		payment terms, generally bear interest at rates approximating prime, and have
		various maturity dates
		through 2003.

(4)    LONG-TERM DEBT

The Company has a $3 million line of credit
		with a bank secured by substantially all assets
		of the Company, which matures on November 1, 2000.  There were no borrowings
		outstanding under
		this agreement at April 30, 1999.  Interest on borrowings is payable
		monthly at the bank's prime rate
		which was 7.75% at April 30, 1999.

Under this agreement, the Company is
		required to, among other things, collect specified levels
		of past due receivables, generate minimum levels of cash flow from operations,
		maintain a certain level
		of tangible net worth, a minimum debt-to-equity ratio, and minimum working
		capital.  The Company
		was in compliance with these provisions of the debt agreement as of
		April 30, 1999.

Cash paid for interest for fiscal 1999,
		1998, and 1997 is approximately equal to the amounts
		shown as interest expense in the accompanying consolidated statements of
		operations.

(5)    RENTAL COMMITMENTS

The Company leases the majority of its
		office and warehouse space under operating lease
		agreements with various terms through fiscal 2001.  Total rent expense
		reflected in the accompanying
		consolidated statements of operations was approximately $867,000, $714,000, and
		$656,000 for fiscal
		1999, 1998, and 1997, respectively.



---



Future minimum rental payments under
		noncancelable operating leases at April 30, 1999, are
		approximately as follows:



|Fiscal Year |  | Amount  
|----------- |  | --------
|            |  |         
|2000        |  | $751,000
|2001        |  | 420,000 
|2002        |  | 154,000 
|2003        |  | 119,000 
|2004        |  | 119,000 

The provision for federal income taxes
		consists of the following:



| |                   | 1999            |  | 1998      |  | 1997         
| | ----------------- | --------------- |  | --------- |  | -------------
| |                   |                 |  |           |  |              
| | Currently payable | $1,542,000      |  | $3,000    |  | $130,000     
| | Deferred credit   | (1,542,000)     |  | (3,000)   |  | (130,000)    
| |                   |                 |  |           |  |              
| |                   | $             0 |  | $       0 |  | $           0
| |                   |                 |  |           |  |              



| |                               | 1999           |  | 1998           |  | 1997          
| | ----------------------------- | -------------- |  | -------------- |  | --------------
| |                               |                |  |                |  |               
| | Computed tax expense (credit) |                |  |                |  |               
| | using the 34% statutory rate  | $444,000       |  | $107,000       |  | $(138,000)    
| | Change in valuation allowance | (527,000)      |  | (166,000)      |  | 78,000        
| | Tax-exempt interest income    | (7,000)        |  | (9,000)        |  | (17,000)      
| | Non-deductible goodwill       |                |  |                |  |               
| | amortization                  | 63,000         |  | 63,000         |  | 63,000        
| | Non-deductible meals and      |                |  |                |  |               
| | entertainment                 | 38,000         |  | 32,000         |  | 30,000        
| | Other                         | (11,000)       |  | (27,000)       |  | (16,000)      
| |                               |                |  |                |  |               
| |                               | $            0 |  | $            0 |  | $            0
| |                               |                |  |                |  |               

---



The tax effect and type of significant
		temporary differences which gave rise to the future tax
		benefits and deferred income taxes as of April 30, 1999 and 1998, are
		approximately as follows:



| |                                                 | 1999       |  | 1998     
| | ----------------------------------------------- | ---------- |  | ---------
| |                                                 |            |  |          
| | Deferred tax assets (liabilities):              |            |  |          
| | Valuation reserves not currently deductible     | $ 980,000  |  | $424,000 
| | Accrued liabilities not currently deductible    | 832,000    |  | 526,000  
| | Other                                           | 177,000    |  | 187,000  
| | Alternative minimum tax credit carryforward     | 163,000    |  | 99,000   
| | Lease accounting method differences             | 83,000     |  | (56,000) 
| | Restructuring reserves not currently deductible | 46,000     |  | 121,000  
| | Property and equipment depreciation             |            |  |          
| | and basis differences                           | 44,000     |  | 16,000   
| | Net operating loss carryforward                 | --         |  | 72,000   
| | Valuation allowance                             | (219,000)  |  | (746,000)
| | Software development costs expensed             |            |  |          
| | for tax purposes                                | (274,000)  |  | (353,000)
| |                                                 |            |  |          
| |                                                 |            |  |          
| | Net deferred tax asset                          | $1,832,000 |  | $290,000 
| |                                                 |            |  |          

(7)    EMPLOYEE STOCK PLANS

The Manatron, Inc. Employee Stock Purchase
		Plan of 1998 (the "Purchase Plan") provides for
		eligible employees to authorize the Company to withhold up to 10% of their base
		compensation for the
		purchase of shares of Manatron common stock.  Approximately 33 or 8% of the
		Company's employees
		participate in the Purchase Plan.  The purchase price for each share is equal
		to 85% of the market
		value on the day of the purchase.  Shares are purchased on the last day of each
		calendar quarter.  A
		total of 100,000 shares were reserved for issuance under the Purchase Plan.  No
		more than 5,000
		shares may be purchased in any one quarter.  In addition, the market value of
		shares purchased by a
		participant cannot exceed $25,000 in any one year.  No amounts are charged to
		operations related to
		the Purchase Plan.  Since the inception of the Company's first stock purchase
		plan in 1987, and through
		April 30, 1999, a total of 100,638 shares have been purchased by participants
		at prices ranging from
		$1.27 to $6.27 per share.  As of April 30, 1999, 17,451 shares of Company
		common stock are
		available for purchase under the Purchase Plan.



---



The Manatron, Inc. Restricted Stock Plan of
		1987 (the "1987 Restricted Plan") is intended to
		assist the Company in attracting, rewarding, and retaining well-qualified
		directors, executive
		personnel, and other key employees by offering them additional incentives to
		contribute to the long-term interests of the Company.  The 1987 Restricted Plan
		provides for a committee appointed by the
		Board of Directors to grant up to 50,000 shares of common stock subject to
		certain restrictions.  No
		restricted shares were granted in fiscal 1999, 1998 or 1997 under the 1987
		Restricted Plan.  As of
		April 30, 1999, 41,300 shares remain available for issuance under the 1987
		Restricted Plan.

The Manatron, Inc. Restricted Stock Plan of
		1998 (the "1998 Restricted Plan") is intended to
		assist the Company in attracting, rewarding, and retaining well-qualified key
		software developers and
		technical employees by offering them additional incentives to contribute to the
		long-term interests of
		the Company.  The Restricted Plan provides for a committee appointed by the
		Board of Directors to
		grant up to 100,000 shares of common stock.  In fiscal 1999, a total of 42,000
		shares were granted
		under the 1998 Restricted Plan.  No restricted shares were granted in fiscal
		1998.  Shares
		granted to employees under the 1998 Restricted Plan vest at the rate of 20%
		after one year, 50% after
		two years, and 100% after three years.  As of April 30, 1999, 58,000 shares
		of restricted common
		stock are available for issuance under the 1998 Restricted Plan.

The Company has three stock option plans:
		the Manatron, Inc. 1989 Stock Option Plan, the
		Manatron, Inc. 1994 Long-Term Incentive Plan, and the Manatron, Inc. 1995
		Long-Term Incentive
		Plan (the "Option Plans").  Under the Option Plans, 850,000 shares of common
		stock were reserved
		for issuance.  The Option Plans provide for a committee appointed by the Board
		to grant to directors,
		officers, and other key employees up to 100,000 shares of common stock subject
		to certain restrictions
		and up to 750,000 options to purchase shares of the Company's common stock at a
		price which is at
		least equal to the fair market value of such shares on the date of grant.  For
		employees of the Company
		owning stock with more than 10% of the voting rights, the exercise price of
		incentive stock options
		must be at least 110% of the fair market value of the shares on the date of
		grant.  The aggregate fair
		market value of options granted to any employee in any calendar year cannot
		exceed $100,000.
		Options granted under the Option Plans generally are exercisable within limits
		specified at the time of
		grant and expire five to 10 years from the date of grant.

The Company accounts for these stock option
		plans under APB Opinion No. 25.  As a result,
		no compensation cost has been recognized with respect to the authorization,
		grant, or exercise of these
		options.  Had compensation costs for these plans been determined consistent
		with SFAS 123, the
		Company's net income and earnings per share would have been reduced to the
		following pro forma
		amounts:



---





|            |  | 1999       |  | 1998    
|----------- |  | ---------- |  | --------
|            |  |            |  |         
|Net Income  |  |            |  |         
|As Reported |  | $1,304,570 |  | $313,771
|Pro Forma   |  | 1,235,857  |  | 174,091 
|            |  |            |  |         
|Basic EPS   |  |            |  |         
|As Reported |  | $.45       |  | $.11    
|Pro Forma   |  | .42        |  | .06     



---

(7)    EMPLOYEE STOCK PLANS (Continued)

A summary of the status of the Company's
		Option Plans at April 30, 1999, 1998, and 1997 and changes during the years
		then ended is
		presented in the table below.



|                                                                                                               | 1999      | 1998                                        | 1997                        
|-------------------------------------------------------------------------------------------------------------- | --------- | ------------------------------------------- | ----------------------------
|                                                                                                               |           |                                             |                             
|                                                                                                               | Shares    | Weighted
						Average
						Exercise Price | Exercise
						
						Prices
|                                                                                                               |           |                                             |                             
|Outstanding at
						
						  beginning of year                                                                | 543,595   | $ 1.95                                      | $1.5625-$5.25               
|                                                                                                               |           |                                             |                             
|Granted                                                                                                        | 104,500   | $ 4.25                                      | $3.625-4.625                
|                                                                                                               |           |                                             |                             
|Exercised                                                                                                      | (101,000) | $1.652                                      | $1.625-2.125                
|                                                                                                               |           |                                             |                             
|Forfeited                                                                                                      | (2,000)   | $4.625                                      | $4.625                      
|                                                                                                               |           |                                             |                             
|Expired                                                                                                        | --        | $     --                                    | $--                         
|                                                                                                               |           |                                             |                             
|                                                                                                               |           |                                             |                             
|Outstanding at
						
						  end of year                                                                      | 545,095   | $ 2.43                                      | $1.5625-5.25                
|                                                                                                               |           |                                             |                             
|                                                                                                               |           |                                             |                             
|Exercisable at
						
						  end of year                                                                      | 467,895   | $ 2.18                                      |                             
|                                                                                                               |           |                                             |                             
|                                                                                                               |           |                                             |                             
|Weighted average
						
						  of fair value of
						
						  options granted
						
						  during the year |           | $ 2.58                                      |                             



---



For various price ranges, information for
		options outstanding and exercisable for the Option Plans at April 30, 1999 was
		as follows:



|                                      |  |         |  | Outstanding Options                                                            |  | Exercisable Options                                                   
|------------------------------------- |  | ------- |  | ------------------------------------------------------------------------------ |  | ----------------------------------------------------------------------
|                                      |  |         |  |                                                                                |  |                                                                       
|Range of Exercise
						
						Prices |  | Shares  |  | Weighted
						
						Average
						
						Remaining Life
						
						(Years) |  | Weighted
						
						Average
						
						Exercise
						
						Price
|                                      |  |         |  |                                                                                |  |                                                                       
|$1.5625 - $2.50                       |  | 383,500 |  | 7.28                                                                           |  | $1.69                                                                 
|                                      |  |         |  |                                                                                |  |                                                                       
|2.51 - 4.00                           |  | 80,641  |  | 6.39                                                                           |  | 3.68                                                                  
|                                      |  |         |  |                                                                                |  |                                                                       
|4.01 - 5.25                           |  | 80,954  |  | 8.00                                                                           |  | 4.69                                                                  

During fiscal 1999, the Company had
		outstanding 25,000 warrants for the purchase of its
		common stock which expired on May 3, 1998.  These warrants were issued to
		a public relations firm
		retained during 1995 and were exercisable at $3.50 per share.  As of April 30,
		1999, the Company has
		no outstanding warrants.

(9)    EMPLOYEE BENEFIT PLANS

The Company has an Employee Stock Ownership
		Plan ("ESOP"), profit sharing, and 401(k)
		plan covering substantially all of its employees.  The Company's contribution
		to the profit sharing plan
		is subject to the discretion of the Board of Directors.  No contributions were
		approved for the years
		ended April 30, 1999, 1998, and 1997, due to the reduced profitability
		levels of the Company.

The 401(k) plan allows eligible employees to
		withhold up to 15% of their pay on a pretax
		basis, subject to certain IRS limitations.  This money is deposited into a
		trust in which the employee
		has a number of investment alternatives.  The Company provides a matching
		contribution equal to 25%
		of employee contributions not to exceed 1.25% of an employee's gross pay.
		Company matching
		contributions charged to expense for the years ended April 30, 1999, 1998, and
		1997, were
		approximately $97,000, $81,000, and $74,000, respectively.



---



On June 29, 1995, the ESOP purchased 142,858
		common shares from Allen F. Peat, the
		Company's former Chairman, President, and Chief Executive Officer, for $3.50
		per share.  The ESOP
		borrowed $500,000 from a bank to finance the stock purchase.  The Company has
		guaranteed the
		ESOP's loan and is obligated to make contributions sufficient to enable the
		ESOP to repay the loan,
		including interest.  The loan is repayable in quarterly installments of $25,000
		plus interest at the
		bank's prime rate. As of April 30, 1999, 15 quarterly installments have
		been made.  The $125,000
		balance is reflected as a liability and a like amount, considered deferred
		compensation, has been
		recorded as a reduction of shareholders' equity in the accompanying
		consolidated balance sheets.

As of April 30, 1999, 107,130 common
		shares have been committed to be released for
		allocation to ESOP participants.  Allocations occur on December 31 of each
		year.  The fair market
		value of these shares at the time they were committed for release, which
		aggregated approximately
		$141,000, $60,000, and $55,000 in 1999, 1998, and 1997, respectively, has been
		recorded as
		compensation expense in the accompanying consolidated statements of operations.
		The difference
		between these amounts and the original cost of the shares, which was
		approximately $41,000, $40,000,
		and $45,000 for 1999, 1998, and 1997, respectively, has been charged against
		common stock.  The
		fair value of the unearned ESOP shares as of April 30, 1999 approximated
		$203,000.

The Board of Directors approved additional
		contributions of $50,000 to the ESOP for the years
		ended April 30, 1999, 1998, and 1997.  The fiscal 1997 contribution was
		used to purchase 23,731
		shares of Manatron common stock that were allocated to ESOP participants as of
		December 31, 1997.
		The fiscal 1998 contribution was used to purchase 12,500 shares of Manatron
		common stock that were
		allocated to ESOP participants at December 31, 1998.  The fiscal 1999
		contribution and related stock
		purchase will be made before December 31, 1999.

The Company is self-insured for all
		employees' medical expenses incurred to a level of
		$30,000 per individual or family per year.  Employees' medical expenses
		incurred beyond the $30,000
		level are insured under a stop-loss coverage insurance plan.  The Company does
		not provide health
		care or other post-employment benefits to retired employees.

(10)  SEVERANCE AGREEMENT

The Company and Allen F. Peat entered
		into an agreement, effective as of October 17, 1995,
		setting forth the terms pursuant to which Mr. Peat retired as Chairman,
		President, and Chief Executive
		Officer.  The agreement terminated Mr. Peat's five-year employment
		agreement and provided for
		severance compensation, deferred compensation, and other payments totaling
		approximately
		$1.3 million to be paid through December of 1999.  The remaining
		obligations under this agreement as
		of April 30, 1999, have been appropriately classified as a current liability in
		the accompanying
		consolidated balance sheets.



---



On March 11, 1997, the Board of
		Directors declared a dividend distribution of one preferred
		stock purchase right ("Right") on each outstanding share of common stock of the
		Company.  Each
		Right will, under certain circumstances, entitle the holder to buy one
		one-hundredth (1/100) of a share
		of Series A preferred stock, no par value ("Preferred Stock"), at an exercise
		price of $20 per share,
		subject to adjustment.  Each share of Preferred Stock purchasable upon exercise
		of the Rights will have
		a minimum preferential quarterly dividend of $1 per share and will be entitled
		to an aggregate dividend
		of 100 times the dividend declared on the shares of common stock.  In the event
		of liquidation, the
		holders of Preferred Stock will receive a minimum preferred liquidation payment
		of $10 per share and
		will be entitled to receive an aggregate liquidation payment equal to 100 times
		the payment made per
		share of common stock.  Each share of Preferred Stock will have 100 votes,
		voting together with the
		common stock.

The Rights will be exercisable and
		transferable separately from the common stock only if a
		person or group who does not hold 15% or more of Manatron's outstanding common
		stock as of
		June 16, 1997, subsequently acquires 15% or more of Manatron's outstanding
		common stock or if a
		holder of 15% or more of Manatron's outstanding common stock as of
		June 16, 1997, subsequently
		acquires 20% or more of Manatron's outstanding common stock or if any person or
		group commences
		or announces an intention to commence a tender or exchange offer the
		consummation of which would
		give such person or group beneficial ownership of 30% or more of Manatron's
		outstanding common
		stock.

Additionally, if the Company subsequently
		engages in a merger or other business combination
		transaction in which the Company is not the surviving corporation, or in which
		the outstanding shares
		of the Company's common stock are changed or exchanged, or if 50% or more of
		the Company's
		assets or earning power is sold, proper provision shall be made so that each
		holder of a Right shall
		thereafter have the right to receive, upon exercise thereof at the then current
		exercise price of the
		Right, that number of shares of common stock of the acquiring company which at
		the time of such
		transaction would have a market value of two times the exercise price of the
		Right.  Alternatively, in
		the event that, anytime following exercise of the Rights, an Acquiring Person
		(as defined in the Rights
		Agreement between the Company and Registrar and Transfer Company (the "Rights
		Agreement"))
		were to acquire the Company by means of a reverse merger in which the Company
		and its stock
		survive, or were to engage in certain "self-dealing" transactions, or were to
		acquire 30% of the then
		outstanding shares of common stock (except pursuant to an offer for all
		outstanding shares of common
		stock deemed fair by the Company's Board of Directors as provided in the Rights
		Agreement), each
		Right not owned by such Acquiring Person (whose Rights would thereafter be
		void) would become
		exercisable for the number of shares of common stock which, at that time, would
		have a market value
		of two times the then exercise price of the Right.  Prior to a person becoming
		an Acquiring Person, the
		Rights may be redeemed at a redemption price of $0.01 per Right, subject to
		adjustment.  The Rights
		are subject to amendment by the Board and will expire on June 15, 2007.
		As of April 30, 1999, no
		rights have become exercisable.



---



The carrying amount of the Company's
		financial instruments included in current assets and
		current liabilities approximate their fair value due to their short-term
		nature.  The fair value of the
		notes receivable is estimated by discounting expected future cash flows using
		current interest rates at
		which similar loans would be made to customers with similar credit ratings and
		remaining maturities.
		As of April 30, 1999 and 1998, the fair value of the notes receivable
		approximated the carrying value.
		The Company's long-term debt reprices frequently at the then-prevailing market
		interest rates.  As of
		April 30, 1999 and 1998, the carrying value approximated the fair value of
		the Company's long-term
		debt.

(13)  BUSINESS SEGMENTS

Effective in fiscal 1999, the Company
		adopted Statement of Financial Accounting Standards
		No. 131, "Disclosures About Segments of an Enterprise and Related Information"
		(SFAS 131).  Under
		the provision of SFAS 131, the Company has two reportable segments:
		Information Software,
		Systems and Services and Property Mass Appraisal Services.

The Information Software, Systems and
		Services segment represents the sales of computing
		systems, peripherals, and associated services to municipal and county
		governments.  These computing
		systems include Company developed software, third party hardware and software,
		and customer
		support of both Company and third party products.

The Property Mass Appraisal Services segment
		consists primarily of activities relating to the
		collection, processing, and reviews of residential, commercial, and open land
		properties within a local
		county or municipality.  This segment of the business is purely labor intensive
		and all information
		collected is usually input into a software program that stores the property
		valuation information for tax
		assessment purposes.  In most cases, this software program/system is provided
		by the Company's
		Information Software, Systems and Services segment described above.  However,
		there were no
		intersegment transactions and thus no eliminations are necessary.

The Company's reportable segments are
		separately managed, as each business requires
		different marketing and distribution strategies.  In addition, the Company
		derives a majority of its
		revenue from external domestic customers.

The primary financial measure that the
		Company uses for evaluating business segment
		performance is earnings before interest, taxes and depreciation ("EBITDA").
		The Company defines
		EBITDA as net operating income before deductions for interest expense,
		depreciation and amortization
		expense, taxes, and other income.

The Company began transitioning to line of
		business management during fiscal year 1997 and,
		as a result, management has concluded that it is impractical to recreate data
		in a manner that allows for
		comparison of fiscal year 1997 to fiscal years 1998 and 1999.  The following
		table summarizes
		information about the Company's reportable operating segments' profit and loss
		and the segments'
		assets as of April 30, 1999 and 1998 (in thousands):



---





|                     | For the Fiscal Year Ended April 30, 1999
|-------------------- | ----------------------------------------
|                     |                                         
|
|                     |                                         
|Revenues             | $21,417                                 
|                     |                                         
|Unallocated amounts  | --                                      
|                     |                                         
|Amortization and     |                                         
|depreciation expense | (1,598)                                 
|                     |                                         
|EBITDA               | 4,313                                   
|                     |                                         
|Capital Expenditures | 526                                     
|                     |                                         
|Segment assets       | 17,612                                  

---

|                     | For the Fiscal Year Ended April 30, 1998
|-------------------- | ----------------------------------------
|                     |                                         
|
|                     |                                         
|Revenues             | $17,244                                 
|                     |                                         
|Unallocated amounts  | --                                      
|                     |                                         
|Amortization and     |                                         
|depreciation expense | (1,134)                                 
|                     |                                         
|EBITDA               | 3,451                                   
|                     |                                         
|Capital Expenditures | 455                                     
|                     |                                         
|Segment assets       | 11,318                                  

---

(2)      One customer accounted for approximately 26% of
		total revenue in 1999.
		
		            No customer accounted for
		more than 10% of total revenue in 1998 or 1997.



---



Subsequent to April 30, 1999, the Company
		acquired 100% of the outstanding capital stock
		of ProVal Corporation, a company based in Springfield, Ohio.  ProVal was
		founded in 1973 and had
		developed a Computer Assisted Mass Appraisal product (ProVal®) which has
		been and will continue to
		be sold nationally.  The aggregate purchase price of approximately $3.45
		million consisted of $1.5
		million in cash and 300,000 shares of the Company's common stock valued at
		approximately $1.95
		million.  The Company also is obligated to make additional payments to the
		seller based upon future
		revenues and net income associated with certain ProVal products.  The
		acquisition will be accounted
		for under the purchase method of accounting, which will require the Company to
		recognize any excess
		of the aggregate purchase price over the fair value of the net assets acquired
		as goodwill.

(15) CONTINGENT LIABILITIES

At April 30, 1999, the Company and its
		subsidiaries were parties, both as plaintiff and
		defendant, to a number of lawsuits and claims arising out of the normal course
		of their business.  In
		the opinion of management, the liabilities resulting from these proceedings, if
		any, will not be material
		to the Company's consolidated financial position or results of operations.



---



| | Exhibit
					Number | Description                                                                                                                                                                                                                                                        
| | ------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3.1                 | Restated Articles of Incorporation.  Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.                                                             
| |                     |                                                                                                                                                                                                                                                                    
| | 3.2                 | Bylaws.                                                                                                                                                                                                                                                            
| |                     |                                                                                                                                                                                                                                                                    
| | 4.1                 | Restated Articles of Incorporation.  See Exhibit 3.1 above.                                                                                                                                                                                                        
| |                     |                                                                                                                                                                                                                                                                    
| | 4.2                 | Bylaws.  See Exhibit 3.2 above.                                                                                                                                                                                                                                    
| |                     |                                                                                                                                                                                                                                                                    
| | 4.3                 | Rights Agreement dated June 2, 1997 between Manatron, Inc. and Registrar
					and Transfer Company.  Previously filed as an exhibit to the Company's
					Form 8-A filed on June 11, 1997, and incorporated herein by reference.                                   
| |                     |                                                                                                                                                                                                                                                                    
| | 10.1                | Manatron, Inc. 1989 Stock Option Plan.
					*
					Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.                                               
| |                     |                                                                                                                                                                                                                                                                    
| | 10.2                | Manatron, Inc. 1995 Long-Term Incentive Plan.
					*
					Previously filed as an
					exhibit to the Company's Form 10-K Annual Report for the fiscal year ended
					April 30, 1995, and incorporated herein by reference.                                        
| |                     |                                                                                                                                                                                                                                                                    
| | 10.3                | Executive Employment Agreement with Randall L. Peat.
					*
					Previously filed as
					an exhibit to the Company's Form 10-K Annual Report for the fiscal year
					ended April 30, 1995, and incorporated herein by reference.                                 
| |                     |                                                                                                                                                                                                                                                                    
| | 10.4                | Manatron, Inc. Employee Stock Ownership and Salary Deferral Plan.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                         
| |                     |                                                                                                                                                                                                                                                                    
| | 10.5                | ATEK Information Services, Inc. Stock Purchase Agreement.  Previously filed
					as an exhibit to the Company's Form 10-K Annual Report for the fiscal year
					ended April 30, 1995, and incorporated herein by reference.                                       
| |                     |                                                                                                                                                                                                                                                                    
| | 10.6                | Stock Purchase Agreement between Ronald D. Stoynoff and Allen F. Peat
					dated March 15, 1994.  Previously filed as an exhibit to the Company's Form
					10-K Annual Report for the fiscal year ended April 30, 1995, and incorporated
					herein by reference.
| |                     |                                                                                                                                                                                                                                                                    
| | 10.7                | Agreement between Manatron, Inc. and Ronald D. Stoynoff effective as of
					April 1, 1994.  Previously filed as an exhibit to the Company's Form 10-K
					Annual Report for the fiscal year ended April 30, 1995, and incorporated
					herein by reference.     

---

| | 10.8  | Asset Purchase Agreement between Manatron, Inc. and Moore Business
					Forms, Inc. dated November 11, 1994.  Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1995, and incorporated herein by reference.
| | ----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                                
| | 10.9  | Manatron, Inc. 1994 Long-Term Incentive Plan.
					*
					Previously filed as an
					exhibit to the Company's Form 10-K Annual Report for the fiscal year ended
					April 30, 1995, and incorporated herein by reference.                                                    
| |       |                                                                                                                                                                                                                                                                                
| | 10.10 | Agreement between Manatron, Inc. and Allen F. Peat dated October 17, 1995.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                            
| |       |                                                                                                                                                                                                                                                                                
| | 10.11 | Employment Agreement with Douglas A. Peat dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                     
| |       |                                                                                                                                                                                                                                                                                
| | 10.12 | Employment Agreement with Jane M. Rix dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                         
| |       |                                                                                                                                                                                                                                                                                
| | 10.13 | Employment Agreement with James W. Sanderbeck dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                 
| |       |                                                                                                                                                                                                                                                                                
| | 10.14 | Employment Agreement with Paul R. Sylvester dated October 10, 1996.
					*
					Previously filed as an exhibit to the Company's Form 10-K Annual Report for
					the fiscal year ended April 30, 1995, and incorporated herein by reference.                                   
| |       |                                                                                                                                                                                                                                                                                
| | 10.15 | Employment Agreement with J. Wayne Moore dated May 28, 1999.
					*                                                                                                                                                                                                            
| |       |                                                                                                                                                                                                                                                                                
| | 10.16 | Manatron, Inc. Executive Incentive Plan for 1999.
					*
					Previously filed as an
					exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					October 31, 1998, and here incorporated by reference.                                                  
| |       |                                                                                                                                                                                                                                                                                
| | 10.17 | Form of Indemnity Agreement.
					*
					Previously filed as an exhibit to the
					Company's Form 10-K Annual Report for the fiscal year ended April 30,
					1998, and incorporated herein by reference.                                                                     
| |       |                                                                                                                                                                                                                                                                                
| | 10.18 | Property Revaluation Articles of Agreement for Allegheny County,
					Pennsylvania dated May 20, 1998.  Previously filed as an exhibit to the
					Company's Form 10-Q Quarterly Report for the period ended July 31, 1998,
					and here incorporated by reference.           
| |       |                                                                                                                                                                                                                                                                                
| | 10.19 | Restricted Stock Plan of 1998.
					*
					Previously filed as an exhibit to the
					Company's Definitive Proxy Statement for its Annual Meeting of Shareholders
					held October 8, 1998, and here incorporated by reference.                                               

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| | 10.20 | Employee Stock Purchase Plan of 1998.
					*
					Previously filed as an exhibit to the
					Company's Definitive Proxy Statement for its Annual Meeting of Shareholders
					held October 8, 1998, and here incorporated by reference.                                                                                                     
| | ----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.21 | Letter Loan Agreement between Comerica Bank and Manatron, Inc., dated
					October 9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.                                                                                
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.22 | Promissory Note between Comerica Bank and Manatron, Inc., dated October
					9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q Quarterly
					Report for the period ended January 31, 1999, and here incorporated by
					reference.                                                                                      
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.23 | Guaranty between Comerica Bank and Manatron, Inc., dated October 9, 1998
					regarding indebtedness of Manatron, Inc. Employee Stock Option and Salary
					Deferral Plan.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.24 | Guaranty between Comerica Bank and Specialized Data Systems, Inc., dated
					October 9, 1998 regarding indebtedness of Manatron, Inc.  Previously filed as
					an exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					January 31, 1999, and here incorporated by reference.                                     
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.25 | Guaranty between Comerica Bank and Atek Information Systems, Inc., dated
					October 9, 1998 regarding indebtedness of Manatron, Inc.  Previously filed as
					an exhibit to the Company's Form 10-Q Quarterly Report for the period ended
					January 31, 1999, and here incorporated by reference.                                     
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.26 | Security Agreement between Comerica Bank and Manatron, Inc., dated
					October 9, 1998.  Previously filed as an exhibit to the Company's Form 10-Q
					Quarterly Report for the period ended January 31, 1999, and here incorporated
					by reference.                                                                                   
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.27 | Security Agreement between Comerica Bank and Specialized Data Systems,
					Inc., dated October 9, 1998.  Previously filed as an exhibit to the Company's
					Form 10-Q Quarterly Report for the period ended January 31, 1999, and here
					incorporated by reference.                                                                   
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 10.28 | Security Agreement between Comerica Bank and Atek Information Systems,
					Inc., dated October 9, 1998.  Previously filed as an exhibit to the Company's
					Form 10-Q Quarterly Report for the period ended January 31, 1999, and here
					incorporated by reference.                                                                   
| |       |                                                                                                                                                                                                                                                                                                                                             
| | 21    | Subsidiaries of Registrant.                                                                                                                                                                                                                                                                                                                 

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| | 23 | Consent of Independent Public Accountants.
| | -- | ------------------------------------------
| |    |                                           
| | 24 | Powers of Attorney.                       
| |    |                                           
| | 27 | Financial Data Schedule.                  

---

The Company will furnish a copy of any
		exhibit listed above to any shareholder of the
		Company without charge upon request to Jane M. Rix, 2970 South 9th Street,
		Kalamazoo, Michigan
		49009.