**UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549**

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**FORM 10-Q**

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(Mark One)

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

**For the Quarterly Period Ended March 31, 2000**

**OR**

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

**For the transition period from ________to _________**

**Commission file number 0-19872**

**WALKER INTERACTIVE SYSTEMS, INC.**
(Exact name of Registrant as specified in its Charter)



|**Delaware**                                                   | **95-2862954**                         
|-------------------------------------------------------------- | ---------------------------------------
|(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number)

**303 Second StreetSan Francisco, California     94107**(Address of Principal Executive Offices including Zip Code)

**(415) 495-8811**(Registrant's Telephone Number, Including Area Code)







Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file reports), and (2) has been subject to such filing
requirements for the past 90 days.    YES [X]    NO [  ]

There were 14,502,842 Shares of $.001 Par Value Common Stock outstanding as of
                               May 5, 2000.







**WALKER INTERACTIVE SYSTEMS, INC.
      QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED MARCH 31, 2000
                                TABLE OF CONTENTS**



|**PART I.   FINANCIAL INFORMATION**                                                                                   | **Page No.**
|--------------------------------------------------------------------------------------------------------------------- | ------------
|                                                                                                                      |             
|Item 1.   Interim Consolidated Financial Statements
                  (unaudited):                                    |             
|                                                                                                                      |             
|Condensed Balance Sheets at March 31, 2000 and
     December 31, 1999                                                 | **          
|                                                                                                                      |             
|Condensed Statements of Operations for the
          
    three months ended March 31, 2000 and 1999                  | **          
|                                                                                                                      |             
|Condensed Statements of Cash Flows for the
          
    three months ended March 31, 2000 and 1999                  | **          
|                                                                                                                      |             
|Notes to Financial Statements                                                                                         | **          
|                                                                                                                      |             
|Item 2.   Management's Discussion and Analysis of Financial
                      Condition and Results of Operations | **          
|                                                                                                                      |             
|Item 3.   Quantitative and Qualitative Disclosures About Market Risk                                                  | **          
|                                                                                                                      |             
|**PART II.  OTHER INFORMATION**                                                                                       |             
|                                                                                                                      |             
|Item 6.   Exhibits and Reports on Form 8-K                                                                            | **          
|                                                                                                                      |             
|**Signatures**                                                                                                        | **          

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**PART I -- FINANCIAL INFORMATION**

Item 1. Financial Statements

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**WALKER INTERACTIVE SYSTEMS, INC.

                          CONSOLIDATED BALANCE SHEETS**
(in thousands, except share amounts)

`March 31,    December 31,
                                                            2000           1999
                                                        ------------  ------------
                                                         (unaudited)
ASSETS                                                                            
Current assets:
   Cash and cash equivalents...........................      $6,983        $9,187
   Short-term investments..............................       8,164         6,642
   Accounts receivable, net of allowance for doubtful
     accounts of $3,690 - March 31, 2000 and $4,554 -
     December 31, 1999.................................      16,338        17,368
   Prepaid expenses....................................       2,531         2,471
   Other receivables...................................         430           812
                                                        ------------  ------------
       Total current assets............................      34,446        36,480
Long-term investments..................................       3,452         6,185
Property and equipment, net                                   3,609         4,169
Capitalized software, net of accumulated amortization
  of $48,706 - March 31, 2000 and $47,379 -
  December 31, 1999....................................      10,432        10,653
Other assets...........................................         114           463
                                                        ------------  ------------
Total assets...........................................     $52,053       $57,950
                                                        ============  ============

LIABILITIES AND STOCKHOLDERS' EQUITY                                              
Current liabilities:
   Accounts payable....................................      $3,482        $4,203
   Accrued liabilities.................................      11,525        12,788
   Deferred revenue....................................      17,660        17,168
                                                        ------------  ------------
       Total current liabilities.......................      32,667        34,159
Deferred revenue.......................................       1,696         1,697
Other long-term obligations............................       3,020         2,975
                                                        ------------  ------------
       Total liabilities...............................      37,383        38,831
                                                        ------------  ------------

Commitments and contingencies

Stockholders' equity
   Common stock, $.001 par value: 50,000,000 shares
    authorized; issued 14,494,392 shares - March 31,
    2000; 14,257,185 shares - December 31, 1999........          14            14
   Additional paid-in capital..........................      75,560        74,566
   Accumulated other comprehensive income..............          (3)           33
   Accumulated deficit.................................     (60,857)      (55,450)
   Treasury stock at cost (26,091 shares - March 31,
    2000 and December 31, 1999)........................         (44)          (44)
                                                        ------------  ------------
       Total stockholders' equity......................      14,670        19,119
                                                        ------------  ------------
Total liabilities and stockholders' equity.............     $52,053       $57,950
                                                        ============  ============`

See notes to consolidated financial statements

---

**WALKER INTERACTIVE SYSTEMS, INC.

               CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)**
(in thousands, except per share amounts)

`Three Months Ended
                                                   March 31,
                                            ---------------------
                                               2000       1999
                                            ---------- ----------
REVENUES:                                                                              
  License..................................      $826     $3,390
  Maintenance..............................     7,612      7,909
  Consulting...............................     6,012     12,608
                                            ---------- ----------
     Total revenues........................    14,450     23,907

OPERATING EXPENSES:                                                                    
  Costs of revenues:
     Costs of licenses,
      maintenance and consulting...........     7,858     11,444
     Amortization of
      capitalized software.................     1,327      1,489
  Sales and marketing......................     4,573      5,936
  Product development......................     3,023      3,350
  General and administrative...............     3,325      3,601
                                            ---------- ----------
     Total operating expenses..............    20,106     25,820
                                            ---------- ----------
Operating loss.............................    (5,656)    (1,913)
     Interest income, net..................       297        239
                                            ---------- ----------
Loss before income taxes...................    (5,359)    (1,674)
     Provision (benefit) for income taxes..        48       (636)
                                            ---------- ----------

NET LOSS...................................    (5,407)    (1,038)                      
                                            ========== ==========

BASIC NET LOSS PER SHARE...................    ($0.38)    ($0.07)                      
                                            ========== ==========
Shares used to compute basic
     net loss per share....................    14,360     14,081
                                            ========== ==========

DILUTED NET LOSS PER SHARE.................    ($0.38)    ($0.07)                      
                                            ========== ==========
Shares used to compute diluted
     net loss per share....................    14,360     14,081
                                            ========== ==========`

See notes to consolidated financial statements

---

**WALKER INTERACTIVE SYSTEMS, INC.

               CONSOLIDATED STATEMENTS OF CASH FLOWS(UNAUDITED)**
(in thousands)

`Three Months Ended
                                                                March 31,
                                                        ------------------------
                                                             2000         1999
                                                        -----------  -----------
CASH FLOWS FROM OPERATING ACTIVITIES:                                           
     Net loss..........................................    ($5,407)     ($1,038)
     Adjustments to reconcile net loss to
       net cash provided by operating activities:
       Depreciation and amortization...................      1,898        2,389
       Change in allowance for doubtful accounts.......       (864)         (94)
       Deferred tax asset, net.........................         --         (637)
     Changes in operating assets and liabilities:
       Accounts receivable.............................      2,276       (1,974)
       Prepaids and other assets.......................        (60)        (876)
       Accounts payable & accrued liabilities..........     (1,938)      (2,029)
       Deferred revenue................................        491         (477)
       Other...........................................        625          (70)
                                                        -----------  -----------
           Net cash used by operations.................     (2,979)      (4,806)
                                                        -----------  -----------

CASH FLOWS FROM FINANCING ACTIVITIES:                                           
     Proceeds from employee stock purchase plan
       issuances and stock options exercised...........        994           --
     Treasury stock acquired...........................         --         (906)
     Capital lease payments............................         (1)         (32)
                                                        -----------  -----------
           Net cash provided (used) by financing
               activities..............................        993         (938)
                                                        -----------  -----------

CASH FLOWS FROM INVESTING ACTIVITIES:                                           
     Purchases of short- and long-term investments.....       (499)      (3,287)
     Maturities of short-term investments..............         --        2,250
     Sales of short-term investments...................      1,710        1,508
     Purchases of property.............................       (319)        (636)
     Additions to capitalized software.................     (1,106)      (2,098)
     Other.............................................         (4)         (10)
                                                        -----------  -----------
           Net cash used by investing activities.......       (218)      (2,273)
                                                        -----------  -----------

NET DECREASE  IN CASH AND CASH EQUIVALENTS.............     (2,204)      (8,017)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD........      9,187       15,556
                                                        -----------  -----------
CASH AND CASH EQUIVALENTS - END OF PERIOD..............     $6,983       $7,539 
                                                        ===========  ===========
Supplemental disclosure:
    Cash paid for income taxes.........................        $94         $183`

See notes to consolidated financial statements

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**WALKER INTERACTIVE SYSTEMS, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**

SIGNIFICANT ACCOUNTING POLICIESBASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted
accounting principles for interim financial statements and include all adjustments (consisting only of normal recurring adjustments)
which the Company considers necessary for a fair presentation of the financial position, operating results and cash flows for those
periods.  Results for the interim periods are not necessarily indicative of the results for the entire year.  These condensed
consolidated financial statements and any notes thereto should be read in conjunction with the audited consolidated financial
statements included in the Walker Interactive Systems, Inc. Annual Report on Form 10-K for the year ended December 31, 1999.EARNINGS PER SHAREThe Company calculates basic earnings per share ("EPS") and diluted EPS in accordance with Statement of Financial
Accounting Standards ("SFAS") No. 128, "Earnings per Share".  Basic EPS is computed by dividing net income (loss) by the
weighted average number of common shares outstanding for that period.  Diluted EPS takes into account the effect of dilutive
instruments, such as stock options, and uses the average share price for the period in determining the number of common stock
equivalents that are to be added to the weighted average number of shares outstanding.  Common stock equivalents are excluded from
the diluted loss per share calculation because the effect would be antidilutive.COMPREHENSIVE INCOME/(LOSS)
SFAS No. 130 requires disclosure of total non-stockholder changes in equity, which include unrealized gains and
losses on securities classified as available-for-sale under SFAS No. 115, foreign currency translation adjustments accounted for
under SFAS No. 52, and minimum pension liability adjustments made pursuant to SFAS No. 87.

The reconciliation of net loss to comprehensive loss for the three months ended March 31, 2000 and 1999 is as follows
(in thousands):



`Three Months Ended
                                             March 31,
                                      -------------------
                                         2000      1999
                                      --------- ---------
Net loss.............................  ($5,407)  ($1,038)
Other comprehensive loss.............      (36)     (111)
                                      --------- ---------
Total comprehensive loss.............  ($5,443)  ($1,149)
                                      ========= =========`





During the quarter ended June 30, 1999, the Board of Directors approved a plan to realign Walker's focus on its core financial and
analytic applications.  Associated with this change in strategy, the Board of Directors approved steps to restructure its operations
to increase operating efficiencies.  The Company will focus on its e-business and analytics product lines, specifically investing in
Web-enabled functionality. During the quarter ended December 31, 1999, in refocusing its resources and efforts on e-business
solutions for the enterprise, the company announced its intention to begin the process of divesting its IMMPOWER and Aptos product
lines. During the year ended December 31, 1999, the Company recorded a pretax charge of $14,945 in connection with the change in
strategic direction and the related costs of restructuring.

Charges against restructuring liabilities as of December 31,1999 during the three months ended March 31, 2000 were as follows (in
thousands):

`Activity during three
                                      months ended March 31, 2000
                                       Restruc-
                                        turing     Charges   Balance
                          Balance at     and         to        at
                         December 31, impairment  liability March 31,
                             1999       charges    Q1 2000    2000
                         ------------ ----------- --------- ---------
Termination payments
  to employees..........        $842          --     ($393)     $449
Facility closures.......       1,727          --      (153)    1,574
                         ------------ ----------- --------- ---------
                              $2,569          --     ($546)   $2,023
                         ============ =========== ========= =========`



Subsequent to March 31, 2000, the remaining expected charges against liabilities are attributable to remaining termination
payments to employees and future lease payments on excess facilities which expire at various dates through  2009.



On April 12, 2000 the Company announced that it had sold the stock of Revere Inc. to Gores Technology Group ("GTG").
Revere Inc.'s main products comprised the IMMPOWER Asset Management Application and the geoLATTICE Software Suite.  The terms of the
purchase agreement provided that GTG would pay $500,000 to the Company at closing with a settlement as of December 31, 2000 based on
the final determination of Revere's net assets, as defined in the agreement.  The final settlement may result in the Company
receiving payments from or making payments to GTG. However, the amount of such payments , if any, is not currently determinable. In
addition, to the extent that Revere's annual revenues through March 31, 2003 exceed certain thresholds, as defined in the agreement,
the Company will receive additional payments from GTG. In March 2000, the Company completed the divestiture of its joint venture in
China, transferring ownership to local management.





WALKER INTERACTIVE SYSTEMS, INC.



Item 2.   	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



The following discussion of results of operations and financial condition of the Company should be read in conjunction with
the Company's financial statements and notes thereto included elsewhere in this Form 10-Q.  The report on this Form 10-Q contains
forward-looking statements, including statements related to industry trends and demand for mainframe products, expected resolution of
legal proceedings, cash commitments, working capital requirements, and possible expansion in international markets.  Discussions
containing such forward-looking statements may be found in the material set forth under "Management's Discussion and Analysis of
Financial Condition and Results of Operations", generally and specifically therein under the captions  "Liquidity and
Capital Resources," and "Additional Risk Factors". Actual events or results may differ materially from those discussed
herein.  The Company disclaims any obligation to update these forward-looking statements as a result of subsequent events.  The risk
factors on pages 10 through 15, among others, should be considered in evaluating the Company's prospects and future financial
performance.

Walker designs its software products specifically for the Internet architecture and e-business B2B models and believes that its
architecture is among the most scalable and adaptable available for enterprise-level business software.  The Company's strategy is to
offer enterprise financial, operational and analytical e-business solutions to a variety of industries. Walker's e-business solutions
support and enhance enterprise-wide financial, operational and analytic processes, including procurement, revenue management,
financial management and insight, business planning, budgeting, forecasting, and financial consolidation. The Company's software
products utilize the Microsoft Windows operating systems on the desktop, NT, UNIX and OS/390 operating systems on the server and
industry-leading On Line Analytical Processing (OLAP), Relational Database Management Systems (RDBMS) including IBM's DB2, Hyperion
Solutions Essbase,  Microsoft SQL/Server and Oracle Express.

RESULTS OF OPERATIONS

REVENUES.

Total revenues for the three months ended March 31, 2000 were $14.5 million, a decrease of $9.4 million, or 39.6%, as compared to
the three months ended March 31, 1999.

License revenues for the three months ended March 31, 2000 were $0.8 million, a decrease of $2.6 million, or 75.6%, as compared to
the three months ended March 31, 1999. License revenues were negatively impacted by reduced activity in the IMMPOWER and Aptos
product lines, which the Company is divesting.  License revenues for these two product lines totaled $0.1 million for the three
months ended March 31, 2000, compared with $2.0 million for the same quarter in the previous year. In addition, the license revenue
decrease reflects the Company's longer sales cycle resulting from its transition to e-business.

Maintenance revenues for the three months ended March 31, 2000 have remained relatively flat at $7.6 million, compared to $7.9
million for the three months ended March 31, 1999.

Consulting revenues for the three months ended March 31, 2000 were $6.0 million, a decrease of $6.6 million, or 52.3%, as compared
to the three months ended March 31, 1999.  The Company believes the decrease in consulting revenues is partially attributable to a
reduction in implementation engagements as a consequence of the decreased license revenues.  The consulting revenue decrease also
reflects a decline in Year 2000 consulting projects of $2.2 million, comparing the three months ended March 31, 2000 with the same
period in the previous year.

COSTS OF LICENSES, MAINTENANCE AND CONSULTING.

Costs of licenses, maintenance and consulting were $7.9 million for the three months ended March 31, 2000, representing 54.4% of
total revenues, and $11.4 million for the three months ended March 31, 1999, representing 47.7% of total revenues.

The costs of licenses as a percentage of license revenues increased in the three months ended March 31, 2000 as compared to the
three months ended March 31, 1999. The increase results from a greater proportion of license revenues generated from the Company's
products that utilize technology licensed from third parties.

The cost of maintenance, as a percentage of related revenue, was relatively unchanged in the three months ended March 31, 2000
as compared to the three months ended March 31, 1999.

The costs of consulting, as a percentage of related revenue, increased in the three months ended March 31, 2000 as compared to
the three months ended March 31, 1999.The increase is primarily attributable to lower than expected consulting revenues, and
an increase in the use of outside contractors.

SALES AND MARKETING.

Sales and marketing costs for the three months ended March 31, 2000 were $4.6 million, a decrease of $1.4 million, or 23.0%, as
compared to the three months ended March 31, 1999.  This decrease is largely attributable to the higher sales and marketing costs
incurred in the first quarter of fiscal 1999 as the Company opened sales offices in Europe and the Asia Pacific region.  As a
percentage of total revenues, sales and marketing expenses were 31.6% and 24.8% in the three months ended March 31, 2000 and 1999,
respectively.  Sales and marketing expenses increased as a percentage of revenue because of the decrease in revenues in the three
months ended March 31, 2000 as compared to the same period in the previous year.

PRODUCT DEVELOPMENT.

Product development related expenses, excluding amortization of capitalized software, were as follows (in thousands):

`Three Months Ended
                                            March 31,
                                      -------------------
                                         2000      1999
                                      --------- ---------
Product development expenditures.....   $4,129    $5,448
Less:
   Additions to capitalized software.   (1,106)   (2,098)
                                      --------- ---------
Product development expense..........   $3,023    $3,350
                                      ========= =========`



Product development expense decreased $0.3 million, or 9.8%, in the three months ended March 31, 2000 as compared to the three
months ended March 31, 1999 and was 20.9% and 14.0% of total revenues in the first quarters of 2000 and 1999, respectively. Additions
to capitalized software decreased $1.0 million, or 47.3%, in the first quarter of fiscal 2000 as compared to the first quarter of
fiscal 1999 and were 26.8% and 38.5% of product development expenditures, respectively. The decrease in software costs capitalized in
the three months ended March 31, 2000 is primarily attributable to product development resources being allocated to projects that did
not meet the criteria for capitalization.



AMORTIZATION OF CAPITALIZED SOFTWARE.

Capitalized software amortization in the three months ended March 31, 2000 was $1.3 million, a decrease of $0.2 million, or 10.9%,
as compared to the three months ended March 31, 1999. The decrease in the first quarter of fiscal 2000 was due to a reduced asset
base associated with the impairment of certain capitalized software costs in 1999, partially offset by the change in the estimated
useful life for capitalized software from three to two years.

GENERAL AND ADMINISTRATIVE.

General and administrative expenses in the three months ended March 31, 2000 were $3.3 million, a decrease of $0.3 million, or
7.7%, as compared to the three months ended March 31, 1999. As a percentage of total revenues, general and administrative expenses
were 23.0% and 15.1% in the three months ended March 31, 2000 and 1999, respectively.  The absolute decrease in the three months
ended March 31, 2000 is mainly due to decreased compensation and facilities costs resulting from the Company's restructuring actions
commenced during the second half of 1999. General and administrative expenses increased as a percentage of revenue because of the
decrease in revenues in the three months ended March 31, 2000 as compared to the same period in the previous year.



INCOME TAX EXPENSE (BENEFIT).

In the three months ended March 31, 2000, the Company provided $48,000 for state income taxes that could not be offset against net
operating loss carryforwards. In the three months ended March 31, 1999, the Company provided an income tax benefit equal to 38%, the
estimated effective tax rate, on a pretax loss of $1.7 million.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2000, the Company's principal sources of liquidity included cash, cash equivalents and short- and long-term
investments aggregating $18.6 million. The Company believes that its existing cash balances, together with other sources of
liquidity, including cash flows from operating activities and amounts available under the existing $6.0 million line of credit (all
of which was available at March 31, 2000), will satisfy the Company's currently anticipated working capital and capital expenditure
requirements for at least the next twelve months. The Company may seek additional funding through public or private equity or debt
financing. There can be no assurance that if needed, additional financing can be obtained on acceptable terms, or at all. If
additional funds are raised by issuing equity securities, dilution to stockholders would result.

The Company's operating activities used cash of $3.0 million in the three months ended March 2000 and $4.8 million in the first
quarter of fiscal 1999. Cash flows from operating activities for the three months ended March 31, 2000 primarily reflected a net loss
of $5.4 million and a decrease in accounts payable of $1.9 million. These were partially offset by depreciation and amortization of
$1.9 million and a decrease in accounts receivable of $2.3 million. Cash flows from operating activities for the three months ended
March 31, 1999 primarily reflected a net loss of $1.0 million, an increase in accounts receivable of $2.0 million and a decrease in
accounts payable of $2.0 million. These were partially offset by depreciation and amortization of $2.4 million.

Financing activities provided $1.0 million in cash during the three months ended March 2000 and used $0.9 million in cash during
the first quarter of fiscal 1999.  In the three months ended March 31, 2000, proceeds from the issuance of stock under the Company's
employee stock purchase plan and proceeds from stock options exercised provided $1.0 million in cash.  In the three months ended
March 31, 1999, the Company used cash in the amount of $0.9 million for the purpose of repurchasing Company stock.  All stock
repurchases were made pursuant to resolutions of the Company's Board of Directors in 1995 authorizing the repurchase of the Company's
outstanding shares of common stock, not to exceed a total cost of $17.5 million. Through March 31, 2000, the Company had acquired
1,059,500 shares of its common stock at a cost of $11.1 million.  As of March 31, 2000, the Company had reissued 1,048,462 of the
repurchased shares in connection with the Company's employee stock purchase plan, one of its employee stock option plans and the
acquisition of Revere.

Investing activities used $0.2 million and $2.3 million in cash during the three months ended March 31, 2000 and 1999,
respectively.  The major cash flows in the three months ended March 31, 2000 comprised additions to capitalized software of $1.1
million and fixed asset purchases of $0.3 million, offset by net sales of investments totaling $1.2 million.  Cash flows from
investing activities for the three months ended March 31, 1999 primarily reflected additions to capitalized software of $2.1 million
and fixed asset purchases of $0.6 million, offset by net inflows from investments totaling $0.5 million.

ADDITIONAL RISK FACTORS

The Company operates in a rapidly changing environment that involves numerous risks and uncertainties
which could have a material adverse effect on the Company.  The following discussion details some, but not all, of these risks and
uncertainties.

FLUCTUATION IN OPERATING RESULTS.

The Company's operating results fluctuate as a result of a variety of factors including:

1. the execution of new license agreements;
2. the shipment of software products;
3. customer acceptance criteria for services performed;
4. completion of milestone or other significant development requirements pursuant to the Company's license agreements;
5. the financial terms of consulting agreements and the inclusion of fixed as opposed to variable pricing;
6. third-party royalty payments for licensed software;
7. the demand for the Company's products and services;
8. changes in the Company's product mix;
9. the development and launch of new products, and the life cycles of the Company's existing products;
10. research and development expenditures required to update and expand the Company's product portfolio and related third-party
consulting costs;
11. sales and marketing expenses generally related to the entry into new markets with new or existing products and maintenance of
market share in existing markets;
12. acquisitions and the integration and development of acquired entities or products;
13. competitive conditions in the industry and
14. general economic conditions.

As a result, the Company believes that period-to-period comparisons of its operating results are not necessarily meaningful and
should not be relied upon as indications of future performance.

The Company's quarterly operating results are particularly dependent on the number of license agreement bookings
executed in each quarter.  The amount of quarterly bookings has varied substantially from quarter to quarter due to a variety of
reasons including:

1. a high proportion of license agreements are negotiated during the latter part of each quarter and this process may not be
completed before the quarter end;
2. the sales cycles for some of the Company's products are relatively long due to the Company's focus on "enterprise solutions" as
opposed to individual products, which adds complexity to the customer's selection, negotiation and approval process;
3. the amount related to each booking may vary significantly due to the need for different solutions for different customers;
4. procurement procedures may vary from customer to customer, which may affect the timing of the bookings;
5. the period for a customer to complete product evaluations and to complete any subsequent purchase approval may be delayed due to
resource limitations; and
6. economic, political and industrial conditions can adversely affect business opportunities without notice.

In addition, bookings that are executed during a particular quarter may not be recognized as revenue during such quarter because
such bookings may not have met the Company's revenue recognition criteria.  No assurance can be given that the Company will be able
to effect new bookings in accordance with historical results or management's expectations, and the inability of the Company to do so
could have a material adverse effect on the Company's operating results.

While the Company typically sells its software under a standard license agreement, license agreements associated with large
enterprise solutions often require the negotiation of terms and conditions that differ substantially from the Company's standard
license agreement terms.  The negotiation of these agreements may extend the sales cycle. The Company may not always obtain terms and
conditions that permit the recognition of revenue upon shipment of the licensed product or under the percentage of completion method
of contract accounting rules.  Accordingly, revenue may not be recognized after shipment of a product because specified milestones
have not been met or because applicable services have not been completed.

The Company has and expects to enter into fixed-price consulting agreements, particularly in response to increased competition in
the industry.  The Company has recognized lower profit margins on certain fixed-price service agreements when compared to variable
agreements. No assurance can be given that the Company will be able to conclude fixed-price agreements on terms that will allow the
Company to retain its historical operating margins.

The Company has historically generated a majority of its consulting revenue from pre- and post-implementation services.  The
Company has provided services that include, but are not limited to, Year 2000 readiness engagements, best practice solution
engagements and other hardware and software solutions.  The Company intends to continue its pursuit of consulting engagements for
which the Company believes it is qualified. There can be no assurances that these engagements will result in profit margins equal to
or greater than those engagements that are specific to a customer's product implementation.  Also, there can be no assurances that
consulting revenue generated from non-implementation related projects will continue in the future.

Employee- and facility-related expenditures comprise a significant portion of the Company's operating costs and expenses, and are
therefore relatively fixed over the short term.  In addition, the Company's expense levels are based, in significant part, on the
Company's forecasted revenue.  If revenue levels fall below expectations, operating results are likely to be adversely affected.
There can be no assurance that the Company will be able to achieve profitability on a quarterly or annual basis in the future. Any of
the foregoing factors could cause the Company's future operating results to fall below the expectations of public securities market
analysts, which could have an adverse effect on the trading price of the Company's common stock.  See "Volatility of Stock Price."

RELIANCE ON THIRD PARTY TECHNOLOGY.

The Company generates revenue from internally developed software products, some of which utilize technology licensed from third
parties.  The Company expects to continue utilizing third party technology and may enter into agreements with additional business
partners.  If sales of software utilizing third party technology increase disproportionately, gross margins may be below historical
levels due to third party royalty obligations.  There can be no assurances that the third parties will renew existing agreements with
the Company or will not require financial conditions that are unfavorable to the Company.  In addition, there can be no assurances
that existing third party agreements will not be terminated.

INDUSTRY.

Certain software companies, including the Company, have experienced significant economic downturns as a result of technological
shifts and competitive pressures.  These downturns are characterized by decreased product demand, price erosion, work slowdowns and
layoffs.  The Company's operations may, in the future, experience substantial fluctuations from period to period because of such
industry patterns and general economic and political conditions that could affect the timing of orders from customers.  There can be
no assurance that such factors will not have a materially adverse effect on the Company's business, operating results or financial
condition.

INTERNATIONAL.

The Company will continue its presence in international markets by marketing its B2B e-business solutions for the enterprise in
additional countries.  Risks associated with such pursuits include, but are not limited to, the following: changing market demands,
economic and political conditions in foreign markets, foreign exchange fluctuations, longer collections cycles, difficulty in
managing a geographically dispersed organization and changes in international tax laws.  The downturn in the Asia Pacific business
climate had an adverse effect on some market opportunities. Operating results are likely to be adversely affected if the Company's
operations in international markets are not successful.

COMPETITION.

The business and financial applications software market for large complex organizations is intensely competitive.  The Company's
principal competitors with Tamaris solutions are SAP AG, Oracle Corporation and PeopleSoft, Inc.  With Aptos solutions, the Company
principally competes with Oracle Corporation, Lawson Software, Inc., Platinum Software, Inc., Systems Union Group Ltd. and Agresso
AS.  With the Horizon suite of products, the Company principally competes with Hyperion Solutions Corporation, Oracle Corporation and
Comshare, Inc.

The Company also competes to a lesser extent with other independent software application vendors.  Some of the Company's current
and potential competitors have substantially greater financial, technical, marketing and sales resources than the Company.  Some of
these competitors also offer business application products not offered by the Company, primarily in the areas of human resources and
manufacturing.  However, Walker remains one of the few companies committed to providing and enhancing applications for the mainframe
environment.  Most of the competitors listed above compete with Walker by offering UNIX-based applications.

The Company encounters competition from a broader range of firms in the market for professional services.
Principal competitors include consulting firms Andersen Consulting and IBM Global Services, the consulting divisions of the major
accounting firms, which possess greater resources than the Company, and niche-consulting firms that specialize in the Company's
products and compete primarily on the basis of price of services provided.



The principal competitive factors in the market for business and financial applications software and services
include product functionality, flexibility, portability, integration, reliability, performance, product availability, speed of
implementation, quality of customer support and user documentation, vendor reputation, experience, financial stability, cost
effectiveness and price.  The Company believes that it competes favorably with respect to these factors.  There can be no assurance,
however, that the Company will be able to compete successfully in the future.



RAPID TECHNOLOGICAL CHANGE.

The software industry is characterized by rapid technological change.  The pace of change has accelerated due to advances in
mainframe and client/server technology and the growth in Internet, Intranet and extranet utilization.  The Company expects to
evaluate potential opportunities and may invest in those that are compatible with the Company's strategic direction.  However, there
can be no assurance that any such investments will be profitable.  The Company's products are also designed primarily for use with
certain mainframe and client/server systems.  The introduction of products embodying new technologies and the emergence of new
industry standards can render existing products obsolete.  Accordingly, the Company's future success depends in part upon its ability
to continue to enhance its current products and to develop and introduce new products that respond to evolving customer requirements
and keep pace with technological development and emerging industry standards, such as new operating systems, hardware platforms,
interfaces and third party applications software. There can be no assurances

1. that the Company will be successful in developing and marketing product enhancements or new products that
respond to technological change, changes in customer requirements or emerging industry standards;
2. that the Company will not experience difficulties that could delay or prevent the successful development,
introduction and marketing of such products and enhancements; or
3. that any new products or enhancements that it may introduce will achieve market acceptance.



PRODUCT DEVELOPMENT.

The Company's continued success is dependent on its continued ability to introduce, develop and market new and enhanced versions
of its software products, although there can be no assurance that such ability can be maintained.  The Company plans to continue its
investment in product development in future periods.  However, there can be no assurance that revenues will be sufficient to support
the future product development that is required for the Company to be competitive.  Although the Company may be able to release new
products in addition to enhancements to existing products, there can be no assurance that the Company's new or upgraded products will
be accepted, will not be delayed or canceled, or will not contain errors or "bugs" that could affect the performance of the product
or cause damage to users' data.

PROPRIETARY RIGHTS.

The Company regards its products as proprietary.  Through its license agreements with customers and its internal security systems,
confidentiality procedures and employee agreements, the Company has taken steps to maintain the trade secrecy of its products.
However, there can be no assurances that misappropriation will not occur.  In addition, the laws of some countries do not protect the
Company's proprietary rights to the same extent as do the laws of the United States.  There can be no assurance that the
confidentiality of any proprietary information will provide any meaningful competitive advantage.  The Company has no patents
relating to its products.  The Company believes that, because of the rapid pace of technological change in the computer software
industry, patents and copyrights are less significant than factors such as the knowledge, ability and experience of the Company's
employees, frequent product enhancements and the timeliness and quality of support services.  There can be no assurance that the
Company's current efforts to retain its products as proprietary will be adequate.

Although the Company believes that its products do not infringe upon the proprietary rights of third parties, there can be no
assurance that third parties will not assert infringement claims against the Company in the future with respect to current or future
products or that any such assertions will not require the Company to enter into royalty arrangements or result in costly litigation.

PRODUCT LIABILITY.

The Company's license agreements with its customers contain provisions designed to limit the Company's exposure to potential
product liability claims. It is possible, however, that the limitation of liability provisions contained in such license agreements
may not be enforced as a result of international, federal, state and local laws or ordinances or unfavorable judicial decisions. The
license and support of the Company's software for use in mission critical applications creates the risk of product liability claims
against the Company. Damage liability or injunctive relief resulting from such a claim could cause a materially adverse impact on the
Company's business, operating results and financial condition.

EMPLOYEES.

The Company believes that its continued success will depend in large part upon its ability to attract, train and retain highly
skilled technical, sales, marketing and managerial personnel.  The Company continues to hire a significant number of sales,
marketing, services and technical personnel. Because of the high level of demand, competition for such personnel is intense and the
Company sometimes experiences difficulty in locating candidates with appropriate qualifications or within desired geographic
locations.  Revenue growth is dependent on the Company's ability to attract, train, retain and productively manage such personnel.

ACQUISITION-RELATED RISKS.

The Company has acquired and may continue to acquire complimentary businesses, products or technology.  The process of integrating
an acquired company's business into the Company's operations may result in unforeseen operating difficulties and expenditures and may
require significant management attention that would otherwise be available for the ongoing development of the Company's business.
There can be no assurance that any anticipated benefits of an acquisition will be realized.  Future acquisitions by the Company could
result in potentially dilutive issuances of equity securities, the incurrence of debt and contingent liabilities and amortization
related to goodwill and other intangible assets, which could materially affect the Company's operating results and financial
condition.  Acquisitions involve numerous risks, including difficulties in the assimilation of operations, technologies and products
of the acquired company, risks associated with entering markets in which the Company has no or limited direct prior experience and
the potential loss of key employees of the acquired company.

VOLATILITY OF STOCK PRICE.

High technology companies, including the Company, frequently experience volatility in their common stock prices.  Factors such as
quarterly fluctuations in results of operations, announcements of technological innovations by the Company or its competitors or the
introduction of new products by the Company or its competitors and macroeconomic conditions in the computer hardware and software
industries generally may have a significant adverse impact on the market price of the Company's stock.  If revenues or earnings in
any quarter fail to meet the expectations of the investment community, there could be an immediate impact on the Company's stock
price.  In addition, the Company has issued shares and stock options which, if sold directly or exercised and sold on the open market
in large concentrations, could cause the Company's stock price to decline in the short term. Furthermore, the stock market has from
time to time experienced extreme price and volume fluctuations which have particularly affected the market price for many high
technology companies, in some cases unrelated to the operating performance of those companies.  These broad market
fluctuations may materially adversely affect the market price of the stock of the Company.

**Item 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK**

There have been no material changes in the reported market risks since
December 31, 1999.

**PART II.  OTHER INFORMATION**

**Item 6. EXHIBITS AND REPORTS ON FORM 8-K**

(a) Exhibits





|**Exhibit Number** | **Exhibit Title**                                                                        
|------------------ | -----------------------------------------------------------------------------------------
|10.26              | Executive Employment Agreement entered into between the Registrant and Stanley V. Vogler.
|27.1               | Financial Data Schedule (electronic filing only)                                         

(b) Reports on Form 8-K

The Company filed no reports on Form 8-K during the quarter ended March 31, 2000.

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**SIGNATURES**

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



| |                                 
| | --------------------------------
| | WALKER INTERACTIVE SYSTEMS, INC.

| |             
| | ------------
| | (Registrant)



| |     |                      
| | --- | ---------------------
| | By: | /s/ Stanley V. Vogler

| |                                             
| | --------------------------------------------
| |                                             
| | Stanley V. Vogler                           
| | Chief Financial Officer                     
| | (Principal Financial and Accounting Officer)

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**WALKER INTERACTIVE SYSTEMS, INC.**

**INDEX TO EXHIBITS**





|**Exhibit Number** | **Exhibit Title**                                                                        
|------------------ | -----------------------------------------------------------------------------------------
|10.26              | Executive Employment Agreement entered into between the Registrant and Stanley V. Vogler.
|27.1               | Financial Data Schedule (electronic filing only)                                         

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