<PAGE>
                               EXHIBIT 10.22

                              MANATRON, INC.

                 EXECUTIVE INCENTIVE PLAN FOR FISCAL 1998


                                 ARTICLE I

                                DECLARATION

SECTION 1.     ESTABLISHMENT OF PLAN.  The Manatron, Inc. Executive
               Incentive Plan for Fiscal 1998 (the "PLAN") is established
               by Manatron, Inc. (the "COMPANY") for fiscal year 1998, and
               may be continued, intact or as amended, from year to year,
               at the Company's option.  The Plan is an annual incentive,
               performance, and bonus compensation program for eligible
               employees of the Company.

SECTION 2.     OBJECTIVES.  The objectives of the Plan are to:

               (a)  Reward the outstanding performance of certain Executive
                    Employees who contribute significantly to the
                    achievement of the Company's annual objectives; and

               (b)  Facilitate the attraction and retention of superior
                    personnel required for continued innovation, growth,
                    and profitability.

SECTION 3.     EFFECTIVE DATES.  The effective date of the Plan is May 1,
               1997.  Each provision of the Plan applies until the
               effective date of an amendment of that provision.


                                ARTICLE II

                                DEFINITIONS


          The following terms shall have the definition stated, unless the
context requires a different meaning:

SECTION 1.     AFTER-TAX EARNINGS.  "After-Tax Earnings" shall mean the
               Company's after-tax corporate net income for the subject
               fiscal year as shown in the Company's annual audited
               financial statements for that fiscal year after all expenses
               and taxes, adjusted to remove amounts expended for payments
               made pursuant to this Plan.



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SECTION 2.     AWARD.  "Award" means a contingent right to receive cash
               following the end of an Award Year.

SECTION 3.     AWARD YEAR.  "Award Year" means each fiscal year of the
               Company.

SECTION 4.     COMMITTEE.  "Committee" means the Compensation Committee of
               the Board of Directors of the Company which administers the
               Plan.

SECTION 5.     EXECUTIVE EMPLOYEE.  "Executive Employee" means a full-time
               senior employee of the Company or one of the Company's
               subsidiaries determined by the Committee to have the
               potential of a direct and significant impact on the
               performance of the Company or to make a substantial
               contribution to the success of the Company.

SECTION 6.     PARTICIPANT.  "Participant" means an Executive Employee
               determined by the Committee to be eligible for an Award for
               the Award Year.

SECTION 7.     PLAN.  "Plan" means the Manatron, Inc. Executive Incentive
               Plan for Fiscal 1998.


                                ARTICLE III

                               PARTICIPATION

SECTION 1.     DESIGNATION BY COMMITTEE.  An Executive Employee shall be a
               Participant in the Plan for an Award Year when designated as
               a Participant for that Award Year by the Committee.
               Executive Employees selected by the Committee for
               participation for the Award Year shall be notified in
               writing and provided with a copy of this Plan or with a
               written summary and explanation of the Plan.

SECTION 2.     PARTICIPATION LIMITED TO ONE YEAR.  Designation as a
               Participant in the Plan for an Award Year is limited to that
               Award Year.  Each Participant must be designated as a
               Participant by the Committee for each Award Year to be
               eligible to participate in the Plan for that Award Year.








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                                ARTICLE IV

                              ADMINISTRATION

SECTION 1.     AUTHORITY OF COMMITTEE.  The Plan will be administered by
               the Committee and (except with respect to his own Award) the
               Chief Executive Officer of the Company.  If deemed by the
               Committee to be necessary, the Committee will adopt rules,
               policies, and forms for the administration, interpretation,
               and implementation of the Plan.

SECTION 2.     DETERMINATION OF AWARD AMOUNTS.  The components of any
               Award, as listed in Article V, shall be determined by the
               Chief Executive Officer and the Committee.  All decisions,
               determinations, and interpretations of the Chief Executive
               Officer and the Committee will be final and binding on all
               Participants.  No member of the Committee shall be eligible
               to receive Awards pursuant to the Plan.

SECTION 3.     LIMITATION ON LIABILITY.  Neither the Chief Executive
               Officer, any member of the Committee, nor any member of the
               Board of Directors shall be liable for any act or omission
               in connection with the performance of such person's duties
               or the exercise of such person's discretion related to any
               act or omission concerning the operation and administration
               of the Plan.


                                 ARTICLE V

                                  AWARDS

SECTION 1.     DETERMINATION OF PARTICIPANT'S AWARD POTENTIAL.  Unless
               modified by the Committee or the Chief Executive Officer,
               each Participant's award potential shall consist of the
               following:

                    (a)  PERSONAL RANGE.  The Participant's maximum
               potential Award pursuant to this Plan for an Award Year
               shall be fifty percent (50%) of the base salary paid to the
               Participant during the Award Year.

                    (b)  COMPANY PERFORMANCE.  The target financial
               performance and other objectives of the Company that will be
               considered in determining Awards are as follows for Fiscal
               1998:




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                         (i)  AFTER-TAX EARNINGS. Fifty percent (50%) of
                    the maximum potential Award for any Participant shall
                    be based upon the Company's After-Tax Earnings for the
                    Award Year.  The After-Tax Earnings component of an
                    Award for an Award Year will be distributed to
                    Participants pro-rata based on each Participant's base
                    salary for the Award Year.  No Award will consist of an
                    amount based on the Company's After-Tax Earnings unless
                    the After-Tax Earnings for the Award Year are at a
                    minimum threshold of One Hundred Thousand Dollars
                    ($100,000) for the Award Year.  Twenty-five percent
                    (25%) of the Company's After-Tax Earnings for the Award
                    Year in excess of the minimum threshold shall be
                    available for Awards to Participants pursuant to the
                    Plan.

                         (ii) OTHER OBJECTIVES.  The remaining fifty
                    percent (50%) of the maximum potential Award for any
                    Participant shall be based upon the following five
                    variables (the "VARIABLES"):

                              (a)  LINE OF CREDIT BALANCE.  As of April 30,
                         1997, the Company's line of credit balance was
                         Eight Hundred Eighty-Five Thousand Dollars
                         ($885,000), and the amount of its invested cash
                         was Two Hundred Thousand Dollars ($200,000).  Two
                         and one-half percent (2 1/2%) of any reduction in
                         the line of credit and any increase in the
                         invested cash as of April 30, 1998, shall be
                         available for Awards to Participants pursuant to
                         the Plan.  In the event that the Board of
                         Directors elects to borrow money or use the
                         Company's cash to purchase a building, acquire
                         another company, purchase the Company's common
                         stock, or to fund any other significant
                         nonbudgeted item, such amounts will be excluded
                         when calculating any decrease or increase in the
                         above amounts.  In no event will the amount
                         available for Awards to Participants under this
                         subsection exceed Fifty Thousand Dollars
                         ($50,000).

                              (b)  RECEIVABLES.  As of April 30, 1997, the
                         Company's receivables that have been past due for
                         more than 90 days are as follows:





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<PAGE>
<TABLE>
<CAPTION>
                                                        OVER 90        OVER 120
                                                         DAYS            DAYS             TOTAL
                                                        -------        --------           -----
<S>           <C>                                     <C>            <C>              <C>
               Manatron, Inc.                          $ 13,146       $  656,940       $  670,086
               Specialized Data Systems, Inc.            23,945          628,005          651,950
               Atek Information Services, Inc.           45,187          187,205          232,392
               Sabre Systems and Services                18,739          496,559          515,298

               Consolidated                            $101,017       $1,968,709       $2,069,726
                                                       ========       ==========       ==========
</TABLE>

                    Five percent (5%) of any reduction in the Two Million
                    Sixty-Nine Thousand, Seven Hundred Twenty-Six Dollars
                    ($2,069,726) consolidated total, excluding write-offs,
                    as of April 30, 1998, shall be available for Awards to
                    Participants pursuant to the Plan.  In no event will
                    the amount available for Awards to Participants under
                    this subsection exceed Fifty Thousand Dollars
                    ($50,000).

                         (c)  SALES FORECAST.  The Company's sales forecast
                    for its fiscal year ended April 30, 1998, is Twenty-Six
                    Million Three Hundred Twenty-Five Thousand Dollars
                    ($26,325,000).  In the event at least eighty-five
                    percent (85%) of this amount is achieved, then a total
                    of Five Thousand Dollars ($5,000) shall be available
                    for Awards to Participants pursuant to the Plan.  In
                    the event at least ninety percent (90%) of this amount
                    is achieved, then a total of Ten Thousand Dollars
                    ($10,000) shall be available for Awards to Participants
                    pursuant to the Plan.  In the event at least ninety-
                    five percent (95%) of this amount is achieved, then a
                    total of Fifteen Thousand Dollars ($15,000) shall be
                    available for Awards to Participants pursuant to the
                    Plan.  In the event at least one hundred percent (100%)
                    of this amount is achieved, then a total of Twenty
                    Thousand Dollars ($20,000) shall be available for
                    Awards to Participants pursuant to the Plan.  In the
                    event more than one hundred percent (100%) of this
                    amount is achieved, then an additional Two Thousand
                    Dollars ($2,000) for each percentage point in excess of
                    one hundred percent (100%) shall be available for
                    awards to Participants pursuant to the Plan.  In no
                    event will the amount available for awards to


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                    Participants under this subsection exceed Fifty
                    Thousand Dollars ($50,000).

                         (d)  CUSTOMER SATISFACTION.  The Company's average
                    overall customer satisfaction rating by region based on
                    the surveys that were distributed by the Company to its
                    customers during the fiscal year ended April 30, 1997,
                    was 7.32, which is calculated as follows:

<TABLE>
<CAPTION>
                                REGION                      RATING
                                ------                      ------
<S>                       <C>                               <C>
                                Alabama                      6.05
                           Illinois/Missouri                 7.47
                                Indiana                      7.12
                               Michigan                      8.17
                                 Ohio                        7.88
                               Southeast                     7.20

                                Average                      7.32
</TABLE>

                    In the event that the average overall rating customer
                    satisfaction based on the surveys that are distributed
                    by the Company to its customers during the fiscal year
                    ended April 30, 1998, is at least 7.5, then a total of
                    Five Thousand Dollars ($5,000) shall be available for
                    Awards to Participants pursuant to the Plan.  In the
                    event that the overall customer satisfaction rating is
                    at least 8.0, then a total of Fifteen Thousand Dollars
                    ($15,000) shall be available for Awards to Participants
                    pursuant to the Plan.  In the event that the overall
                    customer satisfaction rating is at least 8.5, then a
                    total of Twenty-Five Thousand Dollars ($25,000) shall
                    be available for Awards to Participants pursuant to the
                    Plan.  In the event that the overall customer
                    satisfaction rating is at least 9.0, then a total of
                    Forty Thousand Dollars ($40,000) shall be available for
                    Awards to Participants pursuant to the Plan.

                         (e)  EMPLOYEE TURNOVER.  The Company's employee
                    turnover percent, exclusive of appraisal personnel, for
                    the year ended April 30, 1997, was approximately
                    fifteen percent (15%).  In the event that the employee
                    turnover percent, exclusive of appraisal personnel, for
                    the year ended April 30, 1998, is less than fifteen


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                    percent (15%), then a total of Five Thousand Dollars
                    ($5,000) shall be available for Awards to Participants
                    pursuant to the Plan.  In the event that the employee
                    turnover percent, exclusive of appraisal personnel, for
                    the year ended April 30, 1998, is less than ten percent
                    (10%), then a total of Fifteen Thousand Dollars
                    ($15,000) shall be available for Awards to Participants
                    pursuant to the Plan.  In the event that the employee
                    turnover percent, exclusive of appraisal personnel, for
                    the year ended April 30, 1998, is less than five
                    percent (5%), then a total of Thirty Thousand Dollars
                    ($30,000) shall be available for Awards to Participants
                    pursuant to the Plan.

                         The amount of a Participant's Award based on the
                    Variables listed above will be determined as follows: 
                    (1) sixty-five percent (65%) of the total amount of the
                    Variables will be distributed to a Participant pro-rata
                    based on each Participant's base salary for the Award
                    Year; and (2) the remaining thirty-five percent (35%)
                    of the total amount of the Variables may be distributed
                    to a Participant based on performance objectives,
                    criteria, and/or ratings for individual Participants as
                    determined pursuant to Section 2 of Article IV
                    ("Discretionary Portion").

                         Under no circumstances shall the amount of an
                    Award based upon the Variables for any Award Year
                    exceed twenty-five percent (25%) of a Participant's
                    annual base salary.


                                ARTICLE VI

                   INDIVIDUAL ASSESSMENT AND ADJUSTMENT

SECTION 1.     PARTICIPANT'S AWARD.  The basis for Awards for any Award
               Year will be achievement of financial performance targets
               and other objectives as set forth in this Plan and, with
               respect to the Discretionary Portion, as determined in the
               sole discretion of the Chief Executive Officer and
               Committee.  If the financial targets and other objectives
               are met for the Award Year, the Chief Executive Officer will
               calculate and determine the amount of the Award for each
               Participant based upon the extent to which the Company's
               financial performance targets and other objectives (as
               determined by the Chief Executive Officer) were achieved for
               the Award Year.


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SECTION 2.     PARTIAL AWARD.  In the event an Executive Employee
               participates in the Plan for only part of an Award Year, the
               Award may be adjusted pro-rata based on the amount of time
               for which the Executive Employee was a Participant in the
               Plan.


                                ARTICLE VII

                             PAYMENT OF AWARDS

          Subject to Article VIII, each Award, as finally determined for
the Award Year, shall be paid to the Participant in cash as soon as
administratively feasible following final determination and approval.


                               ARTICLE VIII

                         TERMINATION OF EMPLOYMENT

SECTION 1.     RETIREMENT, DEATH, DISABILITY, OR OTHER TERMINATION.  In
               the event of a Participant's death, disability, normal
               retirement, or termination of employment (unless Section 2
               of this Article applies) during an Award Year, payment of
               the Award earned for that year will be pro-rated.  In the
               event of death, payment shall be made to the Participant's
               designated beneficiary, or if there is no designated
               beneficiary, payment shall be made to the Participant's
               estate.

SECTION 2.     FORFEITURE.  In the event that a Participant is terminated
               for "cause," the Participant's entitlement to any Award,
               including any Award for a prior Award Year that has not been
               paid, shall be forfeited and the Award shall be canceled. 
               For purposes of this Plan, termination shall be considered
               to be for "cause" if based upon (a) Participant's conviction
               of a crime involving moral turpitude or embezzlement; (b)
               Participant's willful activities in competition with the
               Company or in aid of its competitors; (c) Participant's
               willful and continued failure to substantially perform
               Participant's duties with the Company under this Plan (other
               than any such failure resulting from disability), under any
               employment agreement with the Company, or otherwise, after a
               written demand for substantial performance is delivered to
               Participant that specifically identifies the manner in which
               the Company believes Participant has willfully failed to
               substantially perform his or her duties, and after
               Participant has failed to resume substantial performance of


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               his or her duties on a continuous basis within 14 calendar
               days of receiving such demand; or (d) Participant willfully
               engaging in conduct that is demonstrably and materially
               injurious to the Company, monetarily or otherwise.  For
               purposes of (b), (c) and (d) above, no act, or failure to
               act, on Participant's part shall be deemed "willful" unless
               done, or omitted to be done, by the Participant not in good
               faith and without reasonable belief that the action or
               omission was in the best interest of the Company. 


                                ARTICLE IX

                            GENERAL PROVISIONS

SECTION 1.     NO RIGHT TO PARTICIPATE.  Nothing in this Plan will be
               deemed to give a Participant or a Participant's legal
               representative or any other person or entity claiming under
               or through a Participant a contract or right to participate
               in the benefits of the Plan.  The selection of an individual
               as an Executive Employee and as a Participant, as well as
               determination of the amount of any Award or any other
               determination relating to the Plan, shall be final and
               binding on all parties to this Plan.

SECTION 2.     NO EMPLOYMENT RIGHT.  Participation in this Plan shall not
               be construed as constituting a commitment, guarantee,
               agreement, or understanding of any kind that the Company
               will continue to employ any Executive Employee or
               Participant, and this Plan shall not be construed as any
               type of employment contract or obligation between the
               Company and an Executive Employee or Participant.

SECTION 3.     NONTRANSFERABILITY.  Neither a Participant nor any
               beneficiary of the Participant shall have any right to
               assign, transfer, attach, or hypothecate any Award,
               potential Award, or right to future payment of any Award or
               other benefit under this Plan.  Payment of any amount due or
               to become due under this Plan shall not be subject to the
               claims of creditors of the Participant or to execution by
               attachment or garnishment or by any other legal or equitable
               proceeding.

SECTION 4.     WITHHOLDING.  The Company shall have the right to deduct
               from any payment made under this Plan all amounts required
               by federal, state, or local tax laws to be withheld and
               shall apply to any payment made under this Plan all
               applicable payroll taxes and assessments.


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SECTION 5.     CHANGE IN CAPITALIZATION.  In the event of a reorganization,
               merger, consolidation, or other transaction in which the
               Company is not the surviving corporation, or upon the sale
               of substantially all of the property and assets of the
               Company or upon the dissolution or liquidation of the
               Company, this Plan will terminate on the effective date of
               such transaction.  Participants shall be entitled to prompt
               payment of pro-rated Awards for the Award Year during which
               the event occurs unless this Plan continues in whole or in
               part or a successor plan is substituted.


          IN WITNESS WHEREOF, this instrument is executed as an act of the
Company effective as of May 1, 1997.

MANATRON, INC.


By __________________________________   By ________________________________
   Paul R. Sylvester                       Gene Bledsoe, Member, Compensa-
   President, Chief Executive Officer,       tion Committee
     and Chief Financial Officer


By __________________________________   By ________________________________
   Harry C. Vorys, Member,                 Stephen C. Waterbury, Member
   Compensation Committee                  Compensation Committee























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