##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(X) Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2002

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 0-16569

CAM COMMERCE SOLUTIONS, INC.

(Exact name of registrant as specified in its Charter)

|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Delaware                                                       |  | 95-3866450                       
|                                                              
|(State or other jurisdiction
of incorporation or organization) |  | (IRS Employer
Identification No.)
|                                                              
|17075 Newhope Street
Fountain Valley, California               |  | 92708                            
|                                                              
|(Address of principal
Executive offices)                       |  | (Zip code)                       

(714) 241-9241

(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 such reports), and (2) has been subject to such
filing requirements for the past 90 days.

YesX     No

As of March 31, 2002 there were 3,063,590 shares of common stock outstanding.

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TABLE OF CONTENTS



|                              |                                                                                               |                                                 |  |  |  |  |  | 
|----------------------------- | --------------------------------------------------------------------------------------------- | ----------------------------------------------- |  |  |  |  |  | 
|PART I. FINANCIAL INFORMATION
|                              | Item 1. Financial Statements                                                                 
|                              |                                                                                               | CONDENSED CONSOLIDATED BALANCE SHEETS          
|                              |                                                                                               | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|                              |                                                                                               | CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|                              |                                                                                               | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|                              | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|PART II  OTHER INFORMATION  
|                              | Items 1  5 Not Applicable                                                                   
|                              | Item 6 Exhibits and Reports on Form 8-K                                                      
|SIGNATURES                   



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CAM COMMERCE SOLUTIONS, INC.

INDEX

|        |  |                                                                                    |  |                                                                                                    |  |            
|------- |  | ---------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------- |  | -----------
|        |  |                                                                                    |  |                                                                                                    |  | Page Number
|        |  |                                                                                    |  |                                                                                                    |  |            
|PART I  |  | Financial Information                                                              |  |                                                                                                   
|Item 1  |  | Condensed Consolidated Financial Statements:                                       |  |                                                                                                   
|        |  |                                                                                   |  | Condensed Consolidated Balance Sheets at March 31, 2002 and
September 30, 2001                     |  | 3          
|        |  |                                                                                   |  | Condensed Consolidated Statements of Operations for the three
months ended March 31, 2002 and 2001 |  | 4          
|        |  |                                                                                   |  | Condensed Consolidated Statements of Operations for the six months
ended March 31, 2002 and 2001   |  | 5          
|        |  |                                                                                   |  | Condensed Consolidated Statements of Cash Flows for the
six months ended March 31, 2002 and 2001   |  | 6          
|        |  |                                                                                   |  | Notes to Condensed Consolidated Financial Statements                                               |  | 7-9        
|Item 2  |  | Managements Discussion and Analysis of
Financial Condition and Results Operations |  | 10-11                                                                                             
|PART II |  | Other Information                                                                  |  | 12                                                                                                
|        |  |                                                                                   |  | Signature Page                                                                                     |  | 13         

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PART I. FINANCIAL INFORMATION




Item 1. Financial Statements




CAM COMMERCE SOLUTIONS, INC.CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |       |        |       | 
|------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------------------------- | -------------------- | ------------------------- | ----- | -------------------- | ----- | ------------ | ----- | ------ | ----- | 
|                                           |                                                                                                                                                |                      |                           |       | (Unaudited)
MARCH 31 |       | SEPTEMBER 30
|                                           |                                                                                                                                                |                      |                           |       | 2002                 |       | 2001        
|                                           |                                                                                                                                                |                      |                           |       |                      |       |             
|ASSETS                                     |                                                                                                                                                |                      |                           |       |                      |       |              |      
|Current assets:                            |                                                                                                                                                |                      |                           |       |                      |       |              |      
|                                           | Cash and cash equivalents                                                                                                                      |                      | $                         | 9,181 |                      |       | $            | 9,451 |       
|                                           | Accounts receivable, net                                                                                                                       |                      |                           | 1,513 |                      |       |              | 2,262 |       
|                                           | Inventories                                                                                                                                    |                      |                           | 545   |                      |       |              | 465   |       
|                                           | Prepaid expenses                                                                                                                               |                      |                           | 493   |                      |       |              | 124   |       
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|                                           |                                                                                                                                                | Total current assets |                           |       | 11,732               |       |              |       | 12,302 |      
|Property and equipment, net                |                                                                                                                                                |                      | 1,007                     |       |                      |       | 763          |      
|Intangible assets, net                     |                                                                                                                                                |                      | 1,380                     |       |                      |       | 1,323        |      
|Other assets                               |                                                                                                                                                |                      | 375                       |       |                      |       | 408          |      
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|Total assets                               |                                                                                                                                                | $                    | 14,494                    |       |                      | $     | 14,796       |      
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|LIABILITIES AND STOCKHOLDERS EQUITY       |                                                                                                                                                |                      |                           |       |                      |       |              |      
|Current liabilities:                       |                                                                                                                                                |                      |                           |       |                      |       |              |      
|                                           | Accounts payable                                                                                                                               |                      | $                         | 686   |                      |       | $            | 733   |       
|                                           | Accrued compensation and related expenses                                                                                                      |                      |                           | 451   |                      |       |              | 522   |       
|                                           | Customer deposits and deferred revenue                                                                                                         |                      |                           | 1,360 |                      |       |              | 1,084 |       
|                                           | Other accrued liabilities                                                                                                                      |                      |                           | 196   |                      |       |              | 255   |       
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|                                           |                                                                                                                                                |                      | Total current liabilities |       |                      | 2,693 |              |       |        | 2,594 | 
|Notes payable                              |                                                                                                                                                |                      | 16                        |       |                      |       |             |      
|Stockholders equity:                      |                                                                                                                                                |                      |                           |       |                      |       |              |      
|                                           | Common stock, $.001 par value, 12,000
shares authorized, 3,064 shares issued and
outstanding at March 31, 2002 and
3,023 at September 30, 2001 |                      |                           | 3     |                      |       |              | 3     |       
|Paid-in capital                            |                                                                                                                                                |                      | 13,730                    |       |                      |       | 13,628       |      
|Retained deficit                           |                                                                                                                                                |                      | (1,948                    | )     |                      |       | (1,429       | )    
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|Total stockholders equity                 |                                                                                                                                                |                      | 11,785                    |       |                      |       | 12,202       |      
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      
|Total liabilities and stockholders equity |                                                                                                                                                | $                    | 14,494                    |       |                      | $     | 14,796       |      
|                                           |                                                                                                                                                |                      |                           |       |                      |       |              |      

See accompanying notes.

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CAM COMMERCE SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

|                                                    |                                                      |                          |       |                    |       |          |       |       |       | 
|--------------------------------------------------- | ---------------------------------------------------- | ------------------------ | ----- | ------------------ | ----- | -------- | ----- | ----- | ----- | 
|                                                    |                                                      |                          |       | THREE MONTHS ENDED
|                                                    |                                                      |                          |       |                   
|                                                    |                                                      |                          |       | MARCH 31           |       | MARCH 31
|                                                    |                                                      |                          |       | 2002               |       | 2001    
|                                                    |                                                      |                          |       |                    |       |         
|REVENUES                                            |                                                      |                          |       |                    |       |          |       |      
|                                                    | Net hardware, software and installation revenues     |                          | $     | 3,095              |       |          | $     | 3,587 |      
|                                                    | Net service revenues                                 |                          |       | 1,651              |       |          |       | 1,490 |      
|                                                    |                                                      |                          |       |                    |       |          |       |      
|                                                    |                                                      | Total net revenues       |       |                    | 4,746 |          |       |       | 5,077 | 
|COSTS AND EXPENSES                                  |                                                      |                          |       |                    |       |          |       |      
|                                                    | Cost of hardware, software and installation revenues |                          |       | 1,545              |       |          |       | 1,951 |      
|                                                    | Cost of service revenues                             |                          |       | 722                |       |          |       | 784   |      
|                                                    |                                                      |                          |       |                    |       |          |       |      
|                                                    |                                                      | Total cost of revenues   |       |                    | 2,267 |          |       |       | 2,735 | 
|                                                    | Selling, general and administrative expenses         |                          |       | 2,457              |       |          |       | 3,005 |      
|                                                    | Research and development expenses                    |                          |       | 465                |       |          |       | 428   |      
|                                                    | Interest income                                      |                          |       | (55                | )     |          |       | (122  | )    
|                                                    |                                                      |                          |       |                    |       |          |       |      
|                                                    |                                                      | Total costs and expenses |       |                    | 5,134 |          |       |       | 6,046 | 
|                                                    |                                                      |                          |       |                    |       |          |       |      
|Loss before benefit for income taxes                |                                                      |                          | (388  | )                  |       |          | (969  | )    
|Benefit for income taxes                            |                                                      |                          | (375  | )                  |       |          |      |      
|                                                    |                                                      |                          |       |                    |       |          |       |      
|Net loss and comprehensive loss                     |                                                      | $                        | (13   | )                  |       | $        | (969  | )    
|                                                    |                                                      |                          |       |                    |       |          |       |      
|Basic net loss per share                            |                                                      | $                        |      |                    |       | $        | (0.32 | )    
|                                                    |                                                      |                          |       |                    |       |          |       |      
|Diluted net loss per share                          |                                                      | $                        |      |                    |       | $        | (0.32 | )    
|                                                    |                                                      |                          |       |                    |       |          |       |      
|Shares used in computing basic net loss per share   |                                                      |                          | 3,060 |                    |       |          | 3,019 |      
|Shares used in computing diluted net loss per share |                                                      |                          | 3,060 |                    |       |          | 3,019 |      

See accompanying notes.

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CAM COMMERCE SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

|                                                     |                                                      |                          |       |       |                  |   |          |       |        |  | 
|---------------------------------------------------- | ---------------------------------------------------- | ------------------------ | ----- | ----- | ---------------- | - | -------- | ----- | ------ |  | 
|                                                     |                                                      |                          |       |       | SIX MONTHS ENDED
|                                                     |                                                      |                          |       |       |                 
|                                                     |                                                      |                          |       |       | MARCH 31         |   | MARCH 31
|                                                     |                                                      |                          |       |       | 2002             |   | 2001    
|                                                     |                                                      |                          |       |       |                  |   |         
|REVENUES                                             |                                                      |                          |       |       |                  |   |          |      
|                                                     | Net hardware, software and installation revenues     |                          | $     | 6,439 |                  |   | $        | 7,368 |       
|                                                     | Net service revenues                                 |                          |       | 3,175 |                  |   |          | 2,883 |       
|                                                     |                                                      |                          |       |       |                  |   |          |      
|                                                     |                                                      | Total net revenues       |       |       | 9,614            |   |          |       | 10,251 | 
|COSTS AND EXPENSES                                   |                                                      |                          |       |       |                  |   |          |      
|                                                     | Cost of hardware, software and installation revenues |                          |       | 3,394 |                  |   |          | 3,910 |       
|                                                     | Cost of service revenues                             |                          |       | 1,438 |                  |   |          | 1,500 |       
|                                                     |                                                      |                          |       |       |                  |   |          |      
|                                                     |                                                      | Total cost of revenues   |       |       | 4,832            |   |          |       | 5,410  | 
|                                                     | Selling, general and administrative expenses         |                          |       | 4,844 |                  |   |          | 5,786 |       
|                                                     | Research and development expenses                    |                          |       | 957   |                  |   |          | 916   |       
|                                                     | Interest income                                      |                          |       | (125  | )                |   |          | (278  | )     
|                                                     |                                                      |                          |       |       |                  |   |          |      
|                                                     |                                                      | Total costs and expenses |       |       | 10,508           |   |          |       | 11,834 | 
|                                                     |                                                      |                          |       |       |                  |   |          |      
|Loss before benefit for income taxes                 |                                                      |                          | (894  | )     |                  |   | (1,583   | )    
|Benefit for income taxes                             |                                                      |                          | (375  | )     |                  |   |         |      
|                                                     |                                                      |                          |       |       |                  |   |          |      
|Net loss and comprehensive loss                      |                                                      | $                        | (519  | )     |                  | $ | (1,583   | )    
|                                                     |                                                      |                          |       |       |                  |   |          |      
|Basic net loss per share                             |                                                      | $                        | (0.17 | )     |                  | $ | (0.52    | )    
|                                                     |                                                      |                          |       |       |                  |   |          |      
|Diluted net loss per share                           |                                                      | $                        | (0.17 | )     |                  | $ | (0.52    | )    
|                                                     |                                                      |                          |       |       |                  |   |          |      
|Shares used in computing basic net loss per share    |                                                      |                          | 3,042 |       |                  |   | 3,018    |      
|Shares used in computing diluted net loss per shares |                                                      |                          | 3,042 |       |                  |   | 3,018    |      

See accompanying notes.

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CAM COMMERCE SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

|                                                                                |                                                 |   |                  |      |          |   |        |      |  
|------------------------------------------------------------------------------- | ----------------------------------------------- | - | ---------------- | ---- | -------- | - | ------ | ---- | -
|                                                                                |                                                 |   | SIX MONTHS ENDED
|                                                                                |                                                 |   |                 
|                                                                                |                                                 |   | MARCH 31         |      | MARCH 31
|                                                                                |                                                 |   | 2002             |      | 2001    
|                                                                                |                                                 |   |                  |      |         
|Operating activities:                                                           |                                                 |   |                  |      |          |   |        |     
|Net loss                                                                        |                                                 | $ | (519             | )    |          | $ | (1,583 | )   
|Adjustments to reconcile net loss to net
cash provided by (used in) operations: |                                                 |   |                  |      |          |   |        |     
|                                                                                | Depreciation and amortization                   |   |                  | 528  |          |   |        | 780  |  
|                                                                                | Loss on disposal of furniture and equipment     |   |                  | 7    |          |   |        |     |  
|                                                                                | Provision for doubtful accounts                 |   |                  | (50  | )        |   |        |     |  
|                                                                                | Net changes in operating assets and liabilities |   |                  | 486  |          |   |        | (10  | )
|                                                                                |                                                 |   |                  |      |          |   |        |     
|Net cash provided by (used in) operations                                       |                                                 |   | 452              |      |          |   | (813   | )   
|Investing activities:                                                           |                                                 |   |                  |      |          |   |        |     
|                                                                                | Purchase of property, plant and equipment       |   |                  | (483 | )        |   |        | (234 | )
|                                                                                | Business acquisition                            |   |                  | (156 | )        |   |        | (600 | )
|                                                                                | Capitalized software                            |   |                  | (185 | )        |   |        | (115 | )
|                                                                                |                                                 |   |                  |      |          |   |        |     
|Cash used in investing activities                                               |                                                 |   | (824             | )    |          |   | (949   | )   
|Financing activities:                                                           |                                                 |   |                  |      |          |   |        |     
|                                                                                | Proceeds from exercise of stock options         |   |                  | 102  |          |   |        | 27   |  
|                                                                                |                                                 |   |                  |      |          |   |        |     
|Cash provided by financing activities                                           |                                                 |   | 102              |      |          |   | 27     |     
|                                                                                |                                                 |   |                  |      |          |   |        |     
|Net decrease in cash and cash equivalents                                       |                                                 |   | (270             | )    |          |   | (1,735 | )   
|Cash and cash equivalents at beginning of period                                |                                                 |   | 9,451            |      |          |   | 10,444 |     
|                                                                                |                                                 |   |                  |      |          |   |        |     
|Cash and cash equivalents at end of period                                      |                                                 | $ | 9,181            |      |          | $ | 8,709  |     
|                                                                                |                                                 |   |                  |      |          |   |        |     

See accompanying notes.

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CAM COMMERCE SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2002

(In thousands, except per share data)

(Unaudited)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and business

CAM Commerce Solutions Inc., (the Company), provides total commerce solutions
for small to medium size, traditional and web retailers that are based on the
Companys open architecture software products for managing inventory, point of
sale, sales transaction processing and accounting. In addition to software,
these solutions often include hardware, installation, training, service and
consulting provided by the Company.

Presentation of condensed consolidated financial statements

The accompanying financial statements of the Company for the three and six
months ended March 31, 2002 and 2001 are unaudited. In the opinion of
management, all adjustments necessary for a fair presentation of such financial
statements have been included. Such adjustments consisted only of normal
recurring items. Interim results are not necessarily indicative of results for
a full year. The condensed consolidated financial statements and notes are
presented as permitted by Form 10-Q and, therefore, should be read in
conjunction with the Companys annual report on Form 10-K for the year ended
September 30, 2001. Effective April 1, 2001 CAM Commerce Solutions, Inc.
dissolved its wholly-owned subsidiary Microbiz Corporation (Microbiz) and
have incorporated the product and operations into CAM.

Inventories

Inventories are stated at the lower of cost determined on a first-in, first-out
basis, or net realizable value, and are composed of electronic point of sale
hardware and computer equipment used in the sale and service of the Companys
products.

Statements of cash flows

Net changes in operating assets and liabilities as shown in the condensed
consolidated statements of cash flows are as follows:

|                                                |  |                  |      |          |  |   |      |  
|----------------------------------------------- |  | ---------------- | ---- | -------- |  | - | ---- | -
|                                                |  | SIX MONTHS ENDED
|                                                |  |                 
|                                                |  | MARCH 31         |      | MARCH 31
|                                                |  | 2002             |      | 2001    
|                                                |  |                  |      |         
|(Increase) decrease in:                         |  |                  |      |          |  |   |      |  
|Accounts receivable                             |  | $                | 799  |          |  | $ | (299 | )
|Inventories                                     |  |                  | (45  | )        |  |   | 120  |  
|Income tax receivable                           |  |                  | (375 | )        |  |   |     |  
|Prepaid expenses and other assets               |  |                  | 39   |          |  |   | (42  | )
|Increase (decrease) in:                         |  |                  |      |          |  |   |      |  
|Accounts payable                                |  |                  | (47  | )        |  |   | 79   |  
|Accrued compensation and related expenses       |  |                  | (71  | )        |  |   | 12   |  
|Customer deposits and deferred revenue          |  |                  | 229  |          |  |   | 325  |  
|Other accrued liabilities                       |  |                  | (43  | )        |  |   | (205 | )
|                                                |  |                  |      |          |  |   |      |  
|Net changes in operating assets and liabilities |  | $                | 486  |          |  | $ | (10  | )
|                                                |  |                  |      |          |  |   |      |  

Income taxes paid during the six months ended March 31, 2002 and 2001 were $8
and $0, respectively. There was no interest expense paid in the first six
months of fiscal 2002 or 2001.

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CAM COMMERCE SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2002

(In thousands, except per share data)

(Unaudited)

Net loss per share

Basic net loss per share is based upon the weighted average number of common
shares outstanding for each period presented. Diluted net loss per share is
based upon the weighted average number of common shares and common equivalent
shares outstanding for each period presented. Common equivalent shares include
stock options and warrants assuming conversion under the treasury stock method.
Common equivalent shares are excluded from diluted loss per share if their
effect is anti-dilutive. There are 1,021 options and 350 warrants outstanding
at March 31, 2002 that were excluded from the computation because their effect
is anti-dilutive. The computation of basic and diluted net loss per share for
the three and six month periods ended March 31, 2002 and 2001 is as follows:

|                                                                                            |                                                 |   |                    |       |          |   |        |       | 
|------------------------------------------------------------------------------------------- | ----------------------------------------------- | - | ------------------ | ----- | -------- | - | ------ | ----- | 
|                                                                                            |                                                 |   | THREE MONTHS ENDED
|                                                                                            |                                                 |   |                   
|                                                                                            |                                                 |   | MARCH 31           |       | MARCH 31
|                                                                                            |                                                 |   | 2002               |       | 2001    
|                                                                                            |                                                 |   |                    |       |         
|Numerator:                                                                                  |                                                 |   |                    |       |          |   |        |      
|Net loss for basic and diluted net loss per share                                           |                                                 | $ | (13                | )     |          | $ | (969   | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator:                                                                                |                                                 |   |                    |       |          |   |        |      
|Weighted-average shares outstanding                                                         |                                                 |   | 3,060              |       |          |   | 3,019  |      
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator for basic net loss per share:                                                   |                                                 |   |                    |       |          |   |        |      
|                                                                                            | Weighted-average shares                         |   |                    | 3,060 |          |   |        | 3,019 | 
|Effect of dilutive securities:                                                              |                                                 |   |                    |       |          |   |        |      
|Stock options                                                                               |                                                 |   |                   |       |          |   |       |      
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator for diluted net loss per share:                                                 |                                                 |   |                    |       |          |   |        |      
|                                                                                            | Weighted average shares and assumed conversions |   |                    | 3,060 |          |   |        | 3,019 | 
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Basic net loss per share                                                                    |                                                 | $ |                   |       |          | $ | (0.32  | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Diluted net loss per share                                                                  |                                                 | $ |                   |       |          | $ | (0.32  | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|                                                                                            |                                                 |   |                   
|                                                                                            |                                                 |   | SIX MONTHS ENDED  
|                                                                                            |                                                 |   |                   
|                                                                                            |                                                 |   | MARCH 31           |       | MARCH 31
|                                                                                            |                                                 |   | 2002               |       | 2001    
|                                                                                            |                                                 |   |                    |       |         
|Numerator:                                                                                  |                                                 |   |                    |       |          |   |        |      
|Net loss for basic and diluted net loss per share                                           |                                                 | $ | (519               | )     |          | $ | (1,583 | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator:                                                                                |                                                 |   |                    |       |          |   |        |      
|Weighted-average shares outstanding                                                         |                                                 |   | 3,042              |       |          |   | 3,018  |      
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator for basic net loss per share:                                                   |                                                 |   |                    |       |          |   |        |      
|                                                                                            | weighted-average shares                         |   |                    | 3,042 |          |   |        | 3,018 | 
|Effect of dilutive securities:                                                              |                                                 |   |                    |       |          |   |        |      
|Stock options                                                                               |                                                 |   |                   |       |          |   |       |      
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Denominator for diluted net loss per share weighted

average shares and assumed conversions |                                                 |   | 3,042              |       |          |   | 3,018  |      
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Basic net loss per share                                                                    |                                                 | $ | (0.17              | )     |          | $ | (0.52  | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      
|Diluted net loss per share                                                                  |                                                 | $ | (0.17              | )     |          | $ | (0.52  | )    
|                                                                                            |                                                 |   |                    |       |          |   |        |      

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CAM COMMERCE SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2002

(In thousands, except per share data)

(Unaudited)

Revenue Recognition Policy

The Company derives revenue from the sale of computer hardware, computer
software, post contract customer support (PCS), installation and consulting
services. Revenue from hardware and software sales is recognized at the time
of shipment. Revenue allocable to PCS is recognized ratably on a monthly basis
over the period of the service contract. Consulting revenue is recognized in
the period the service is performed. The Company defers and recognizes
installation revenue upon completion of the installation process.

Acquisitions

In December 2001, the Company acquired certain assets of Addcash Systems to
expand sales in the San Francisco Bay Area. Addcash Systems sells and services
point of sale systems for small to medium size retailers. The acquisition was
accounted for using the purchase method of accounting. The Company paid
$156,000 in cash for the acquisition and assumed liabilities of $47,000 from
Addcash, of which $135,000 has been capitalized as goodwill. Addcash Systems
office location is in Burlingame, California.

Long-Lived Assets

The Company records impairment losses on long-lived assets used in operations
when events and circumstances indicate that the assets might be impaired and
the undiscounted cash flows estimated to be generated by those assets are less
than the carrying amounts of those assets.

Effective fiscal year 2002, the Company adopted Statement of Financial
Accounting Standard No. 141, Business Combinations(Statement 141), No. 142,
Goodwill and Other Intangible Assets(Statement 142), and No. 144, Accounting
for the Impairment or Disposal of Long-Lived Assets(Statement 144). Under
the new rules, goodwill and intangible assets deemed to have indefinite lives
will no longer be amortized but, instead, will be subject to annual impairment
tests in accordance with Statement 142. Other intangible assets will continue
to be amortized over their useful lives. In accordance with Statement 144,
assets held for sale will be included in discontinued operations if the
operations and cash flows will be or have been eliminated from the ongoing
operations of the entity and the entity will not have any significant
continuing involvement in the operations of the components. The Company
believes the adoption of Statement 144 will not have a material impact on the
Companys results of operations or financial position.

Reclassifications

Certain reclassifications have been made to the 2001 financial statements to
conform with the fiscal 2002 presentation.

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Item 2. Managements Discussion and Analysis of Financial Condition and
Results of Operations

CAM COMMERCE SOLUTIONS, INC.

MANAGEMENTS DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Three Months Ended March 31, 2002, as Compared to Three Months Ended March 31, 2001

Six Months Ended March 31, 2002 as Compared to Six Months Ended March 31, 2001

(All figures in thousands)

RESULTS OF OPERATIONS

NET REVENUESfor the three months ended March 31, 2002 decreased 7% to $4.7
million, consisting of a 14% decrease in system revenues and an 11% increase in
service revenues, compared to March 31, 2001. Net revenue for the six months
ended March 31, 2002 decreased 6% to $9.6 million, consisting of a 13% decrease
in system revenues and a 10% increase in service revenues, compared to the same
period in 2001. The decrease in system revenues compared to the three and six
months ended March 31, 2001 was related to a decrease in new system sales due
to weakness in the market following the September 11 events. The increase in
service revenues in the three and six months ended March 31, 2002 was related
to X-Charge credit card processing revenue and the additional service revenues
from the acquisition of Addcash customer base.

GROSS MARGINfor the three and six months ended March 31, 2002 was 52% and 50%,
respectively, compared to 46% for the three months and 47% for the six months
ended March 31, 2001. Gross margin on system revenues increased to 50% for the
three months ended March 31, 2002 compared to 46% for the three months ended
March 31, 2001 and remained flat for the six months ended March 31, 2002,
compared to the same period in 2001. The increase in margin on system sales
for the three months ended March 31, 2002 was a result of lower discounts given
on sales and headcount decrease in installation, warehouse, and production
departments due to layoffs. Gross margin for service revenue was 56% and 55%
for the three and six months ended March 31, 2002, respectively, compared to
47% and 48% for the same periods in 2001. The increase in gross margin for
service revenue was related to the X-Charge recurring credit card processing
revenue, which yielded higher margins due to lower costs.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSESexpressed as a percentage of net
revenues decreased for the three month period ended March 31, 2002 to 52%,
compared to 59% for the three month period ended March 31, 2001. Selling,
general and administrative expenses for the three months ended March 31, 2002
decreased 18% to $2.5 million, compared to $3.0 million for the three months
ended March 31, 2001. Selling, general and administrative expenses expressed
as a percentage of net revenues decreased for the six month period ended March
31, 2002 to 50%, compared to 56% for the same period in 2001. Selling, general
and administrative expenses for the six months ended March 31, 2002 decreased
16% to $4.8 million, compared to $5.8 million for the same period in 2001. The
decrease in selling, general and administrative expenses resulted from a
decrease in headcount related to layoffs; a decrease in sales and marketing
expenses related to the elimination of separate marketing and advertising for
MicroBiz product and incorporating it with CAM marketing channels; and a
decrease in depreciation and amortization costs related to an asset impairment
write off recognized in the third quarter of 2001.

RESEARCH AND DEVELOPMENT EXPENSESfor the three and six months ended March 31,
2002 was $465 and $957, respectively, compared to $428 for the three months and
$916 for the six months ended March 31, 2001. The increase was related to the
development of new software products and enhancements to existing software
products for Retail Star and i.CAM32.

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CAM COMMERCE SOLUTIONS, INC.

MANAGEMENTS DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

INCOME TAX BENEFITof $375 was recorded as an income tax receivable as of March
31, 2002 as a result of a recent tax law revision related to net loss
carrybacks. There was no provision for income taxes based on the loss for the
three and six months ended March 31, 2001.

LIQUIDITY AND CAPITAL RESOURCES

The Companys cash and cash equivalents totaled $9.2 million on March 31, 2002,
compared to $9.5 million on September 30, 2001. The Company generated $452 from
operations, expended $668 for fixed assets and capitalized software
development, used $156 for a business acquisition, and received $102 from the
exercise of stock options during the six months ended March 31, 2002, compared
to the use of $813 for operations, $349 for fixed assets and capitalized
software development, and $600 for business acquisition during the six months
ended March 31, 2001. The 2002 expenditure for fixed assets was related to
furnishings and leasehold improvements for the new Corporate Headquarter office
building.

Management believes the Companys existing working capital, coupled with funds
generated from the Companys operations, and funds raised from an Equity
Private Placement in fiscal 2000, will be sufficient to fund its presently
anticipated working capital requirements for the foreseeable future.

Inflation has had no significant impact on the Companys operations.

This Item II section contains certain forward looking statements regarding the
Company, its business, liquidity, prospects and results of operations that are
subject to certain risks and uncertainties posed by many factors and events
that could cause the Companys actual business, liquidity, prospects and
results of operations to differ materially from those that may be anticipated
by such forward looking statements. All statements contained herein that are
not historical facts, including but not limited to, statements regarding
anticipated future revenue and expense levels, capital requirements, and the
Companys ability to generate cash from operations, are forward looking
statements based on current expectations. No assurances can be given that
events or results mentioned in any such forward looking statements will in fact
occur. Readers are cautioned not to place undue reliance on any
forward-looking statements, which speak only as of the date of this report.
The Company undertakes no obligation to revise any forward-looking statements
in order to reflect events or circumstances that may subsequently arise.
Readers are urged to carefully review and consider the various disclosures made
by the Company in this report and in the Companys other reports filed with the
Securities and Exchange Commission.

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CAM COMMERCE SOLUTIONS, INC.




PART II  OTHER INFORMATION







|                    |  |                                 
|------------------- |  | --------------------------------
|Items 1  5         |  | Not Applicable                  
|                   
|Item 6              |  | Exhibits and Reports on Form 8-K
|                   
|(A) Exhibits:       |  | None                            
|                   
|Reports on Form 8-K |  | None                            

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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.

CAM COMMERCE SOLUTIONS, INC.(Registrant)

|                  |  |                          |                                                        
|----------------- |  | ------------------------ | -------------------------------------------------------
|Date:May 14, 2002 |  | By  /S/ Paul Caceres Jr.
|                  |  |                          | Paul Caceres Jr.
Chief Financial and
Accounting Officer

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