UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                                 --------------

                                    FORM 10-Q

          (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, 2006

                                       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 No. 0-13150

                                 --------------

                         CONCURRENT COMPUTER CORPORATION
             (Exact name of registrant as specified in its charter)

                      Delaware                        04-2735766
           (State or other jurisdiction             (I.R.S. Employer
         of incorporation or organization)         Identification No.)

             4375 River Green Parkway, Suite 100, Duluth, GA  30096
               (Address of principal executive offices) (Zip Code)

                            Telephone: (678) 258-4000
              (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.

                               Yes  [X]     No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer.  See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.  (Check
one):

Large Accelerated Filer [ ]   Accelerated Filer [X]   Non-Accelerated Filer [ ]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

                               Yes  [ ]     No [X]

Number of shares of the Registrant's Common Stock, par value $0.01 per share,
outstanding as of April 24, 2006 was 72,166,000.


<PAGE>
<TABLE>
<CAPTION>
                                   CONCURRENT COMPUTER CORPORATION
                                              FORM 10-Q
                         FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2006

                                          TABLE OF CONTENTS

                                                                                     PAGE
                                                                                     ----
                                    PART I - FINANCIAL INFORMATION
                                    ------------------------------
<S>     <C>                                                                          <C>
ITEM1.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                                     2
          CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
ITEM2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
        OPERATIONS                                                                     17
ITEM3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                     26
ITEM4.  CONTROLS AND PROCEDURES                                                        26
                                     PART II - OTHER INFORMATION
                                     ----------------------------
ITEM1.  LEGAL PROCEEDINGS                                                              26
ITEM6.  EXHIBITS                                                                       26
       EX-31.1 SECTION 302 CERTIFICATION OF CEO
       EX-31.2 SECTION 302 CERTIFICATION OF CFO
       EX-32.1 SECTION 906 CERTIFICATION OF CEO
       EX-32.2 SECTION 906 CERTIFICATION OF CFO
</TABLE>


                                        1
<PAGE>
PART I  FINANCIAL  INFORMATION

ITEM 1.  CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>
                              CONCURRENT COMPUTER CORPORATION
                     CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                                   (DOLLARS IN THOUSANDS)

                                                                     MARCH 31,    JUNE 30,
                                                                       2006         2005
                                                                    -----------  ----------
        ASSETS
<S>                                                                 <C>          <C>
Current assets:
  Cash and cash equivalents                                         $   14,811   $  19,880
  Accounts receivable, less allowance for doubtful accounts
    of $191 at March 31, 2006 and $200 at June 30, 2005                 19,978      16,577
  Inventories - net                                                      5,245       5,071
  Deferred tax asset - net                                                 213         226
  Prepaid expenses and other current assets                              1,813         858
                                                                    -----------  ----------
    Total current assets                                                42,060      42,612

Property, plant and equipment - net                                      6,570       8,319
Intangible assets - net                                                  9,059         823
Goodwill                                                                15,590      10,744
Investment in minority owned company                                         -         140
Other long-term assets - net                                             1,106       1,339
                                                                    -----------  ----------
    Total assets                                                    $   74,385   $  63,977
                                                                    ===========  ==========

        LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable and accrued expenses                             $   12,591   $  12,055
  Notes payable to bank, current portion                                 1,013         954
  Deferred revenue                                                       7,714       6,692
                                                                    -----------  ----------
    Total current liabilities                                           21,318      19,701
Long-term liabilities:
  Deferred revenue                                                       1,944       2,349
  Notes payable to bank, less current portion                              815       1,583
  Pension liability                                                      1,831       1,705
  Other                                                                    277         286
                                                                    -----------  ----------
    Total liabilities                                                   26,185      25,624

Commitments and contingencies (Note 14)

Stockholders' equity:
  Shares of common stock, par value $.01; 100,000,000 authorized;
    71,464,610 and 63,642,646 issued and outstanding at
    March 31, 2006 and June 30, 2005, respectively                         715         637
  Capital in excess of par value                                       189,164     175,769
  Accumulated deficit                                                 (141,290)   (136,455)
  Treasury stock                                                           (27)          -
  Unearned compensation                                                      -      (1,562)
  Accumulated other comprehensive loss                                    (362)        (36)
                                                                    -----------  ----------
    Total stockholders' equity                                          48,200      38,353
                                                                    -----------  ----------
    Total liabilities and stockholders' equity                      $   74,385   $  63,977
                                                                    ===========  ==========
<FN>

     The accompanying notes are an integral part of the condensed consolidated financial
                                        statements.
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>
                                      CONCURRENT COMPUTER CORPORATION
                        CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
                                 (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

                                                        THREE MONTHS ENDED          NINE MONTHS ENDED
                                                             MARCH 31,                  MARCH 31,
                                                        2006          2005          2006          2005
                                                    ------------  ------------  ------------  ------------
<S>                                                 <C>           <C>           <C>           <C>
Revenues:
  Product                                           $    15,133   $    14,391   $    38,826   $    40,699
  Service                                                 5,500         5,458        16,870        16,504
                                                    ------------  ------------  ------------  ------------
    Total revenues                                       20,633        19,849        55,696        57,203

Cost of sales:
  Product                                                 7,456         5,747        18,908        19,294
  Service                                                 2,944         3,132         8,544         9,904
                                                    ------------  ------------  ------------  ------------
    Total cost of sales                                  10,400         8,879        27,452        29,198
                                                    ------------  ------------  ------------  ------------

Gross margin                                             10,233        10,970        28,244        28,005

Operating expenses:
  Sales and marketing                                     4,053         4,333        12,415        12,897
  Research and development                                4,852         4,447        14,090        14,299
  General and administrative                              2,395         2,363         7,297         7,144
                                                    ------------  ------------  ------------  ------------
    Total operating expenses                             11,300        11,143        33,802        34,340
                                                    ------------  ------------  ------------  ------------

Operating loss                                           (1,067)         (173)       (5,558)       (6,335)

Impairment loss on minority investment                        -             -             -          (313)
Interest income                                             116           109           335           297
Interest expense                                            (67)          (75)         (198)          (89)
Other income (expense)                                      (16)          (36)          673          (137)
                                                    ------------  ------------  ------------  ------------

Loss before income taxes                                 (1,034)         (175)       (4,748)       (6,577)

Provision for income taxes                                   14             2            87            68
                                                    ------------  ------------  ------------  ------------

Net loss                                            $    (1,048)  $      (177)  $    (4,835)  $    (6,645)
                                                    ============  ============  ============  ============

Net loss per share
    Basic                                           $     (0.01)  $     (0.00)  $     (0.07)  $     (0.11)
                                                    ============  ============  ============  ============
    Diluted                                         $     (0.01)  $     (0.00)  $     (0.07)  $     (0.11)
                                                    ============  ============  ============  ============
    Weighted average shares outstanding - basic          71,373        62,758        68,153        62,728
                                                    ============  ============  ============  ============
    Weighted average shares outstanding - diluted        71,373        62,758        68,153        62,728
                                                    ============  ============  ============  ============
<FN>

      The accompanying notes are an integral part of the condensed consolidated financial statements.
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
                           CONCURRENT COMPUTER CORPORATION
             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                               (DOLLARS IN THOUSANDS)

                                                                  NINE MONTHS ENDED
                                                                      MARCH 31,
                                                                   2006      2005
                                                                 --------  ---------
<S>                                                              <C>       <C>
OPERATING ACTIVITIES
Net loss                                                         $(4,835)  $ (6,645)
Adjustments to reconcile net loss to net
  cash used in operating activities:
  Depreciation and amortization                                    3,733      4,055
  Share-based compensation                                           404        197
  Impairment loss on minority investments                              -        313
  Other non-cash expenses                                             15         28
  Changes in operating assets and liabilities:
    Accounts receivable                                           (2,602)    (8,157)
    Inventories                                                     (130)     2,892
    Prepaid expenses and other current assets                     (1,085)      (574)
    Other long-term assets                                           234        222
    Accounts payable and accrued expenses                           (389)     2,329
    Deferred revenue                                                 438     (4,973)
    Other long-term liabilities                                      117        139
                                                                 --------  ---------
  Total adjustments to net loss                                      735     (3,529)
                                                                 --------  ---------
Net cash used in operating activities                             (4,100)   (10,174)

INVESTING ACTIVITIES
  Capital expenditures                                            (1,360)    (1,247)
  Cash received from acquisition of Everstream                     1,159          -
                                                                 --------  ---------
Net cash used in investing activities                               (201)    (1,247)

FINANCING ACTIVITIES
  Repayment of note payable to bank                                 (709)      (238)
  Proceeds from note payable to bank, net of issuance expenses         -      2,930
  Repayment of capital lease obligation                                -        (49)
  Sale (purchase) of treasury stock                                  (25)        28
  Proceeds from sale and issuance of common stock                    251         57
                                                                 --------  ---------
Net cash provided by (used in) financing activities                 (483)     2,728

Effect of exchange rates on cash and cash equivalents               (285)       593
                                                                 --------  ---------

Decrease in cash and cash equivalents                             (5,069)    (8,100)
Cash and cash equivalents at beginning of period                  19,880     27,928
                                                                 --------  ---------
Cash and cash equivalents at end of period                       $14,811   $ 19,828
                                                                 ========  =========

Cash paid during the period for:
  Interest                                                       $   184   $     54
                                                                 ========  =========
  Income taxes (net of refunds)                                  $    18   $    331
                                                                 ========  =========
Non-cash investing activities:
  Shares issued in acquisition of Everstream                     $14,375   $      -
                                                                 ========  =========
<FN>

  The accompanying notes are an integral part of the condensed consolidated financial
                                     statements.
</TABLE>


                                        4
<PAGE>
                         CONCURRENT COMPUTER CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1.   OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION

     Concurrent  Computer  Corporation  ("Concurrent")  is a leading supplier of
high-performance computer systems, software, and services.  The computer systems
and  software  fall  under  two  product  lines:  on-demand  and  real-time.

     Concurrent's  on-demand  product line provides on-demand systems consisting
of  hardware  and software that provide monitoring and operations management for
on-demand  TV and integration services, primarily to residential cable companies
that  have  upgraded  their  networks  to support interactive, digital services.

     Concurrent's  real-time  product  line provides high-performance, real-time
operating  systems  and development tools to commercial and government customers
for  use  with  a  wide  range  of  applications  that  benefit from guaranteed,
instantaneous  response  and  repeatability.

     Concurrent  provides  sales  and  support  from  offices  and  subsidiaries
throughout  North  America,  Europe,  Asia,  and  Australia.

     The  condensed, consolidated interim financial statements of Concurrent are
unaudited  and  reflect  all  adjustments  (consisting  of only normal recurring
adjustments)  necessary for a fair statement of Concurrent's financial position,
results of operations and cash flows at the dates and for the periods indicated.
These  financial statements should be read in conjunction with the Annual Report
on  Form  10-K  for the year ended June 30, 2005.  There have been no changes to
Concurrent's  Significant  Accounting  Policies  as  disclosed  in Note 2 of the
consolidated financial statements included in Concurrent's Annual Report on Form
10-K for the year ended June 30, 2005.  The results reported in these condensed,
consolidated  quarterly  financial  statements  should  not  be  regarded  as
necessarily  indicative  of  results  that  may be expected for the entire year.

     Use  of  Estimates

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

     Recently  Issued  Accounting  Pronouncements

     In  March  2005,  the  Financial Accounting Standards Board ("FASB") issued
FASB Interpretation ("FIN") No. 47, "Accounting for Conditional Asset Retirement
Obligations  -  An Interpretation of FASB Statement No. 143 ("FIN 47"). The FASB
issued  FIN  47  to  address  diverse  accounting  practices that developed with
respect  to the timing of liability recognition for legal obligations associated
with the retirement of a tangible long-lived asset when the timing and/or method
of  settlement  of  the  obligation  are  conditional on a future event.  FIN 47
concludes  that  an  entity  must  recognize a liability for the fair value of a
conditional  asset  retirement  obligation  when  incurred  if  the  entity  can
reasonably  estimate  the  liability's  fair value.  FIN 47 is effective for all
fiscal  years  ending  after  December  15,  2005.  Concurrent will adopt FIN 47
during the final quarter of its fiscal year ended June 30, 2006 and is currently
evaluating the impact of FIN 47 on its consolidated financial statements.

2.   REVENUE RECOGNITION AND RELATED MATTERS

     Concurrent  recognizes  revenue  when persuasive evidence of an arrangement
exists,  the  system  has  been  shipped,  the  fee is fixed or determinable and
collectibility  of  the  fee  is  probable.


                                        5
<PAGE>
     Software  and  Hardware  Sales
     ------------------------------

     On-demand  and  real-time  product  revenues  are  recognized  based on the
guidance  in  American  Institute  of  Certified Public Accountants Statement of
Position  ("SOP")  97-2, "Software Revenue Recognition" ("SOP 97-2") and related
amendments,  SOP  98-4,  "Deferral  of  the Effective Date of a Provision of SOP
97-2,  Software  Revenue  Recognition"  and SOP 98-9, "Modification of SOP 97-2,
Software  Revenue  Recognition,  With  Respect  to  Certain  Transactions".
Concurrent's  standard  contractual  arrangements  with  its customers generally
include  the delivery of a hardware and/or software system, certain professional
services  that typically involve installation and training, and ongoing software
and  hardware  maintenance.   The  software  component  of  the  arrangement  is
considered  to be essential to the functionality of the hardware.  Therefore, in
accordance  with  Emerging  Issues  Task Force No. 03-5, "Applicability of AICPA
Statement  of  Position  97-2  to  Non-Software  Deliverables  in an Arrangement
Containing  More-Than-Incidental  Software",  the  hardware  and  the  hardware
maintenance components are considered software related and the provisions of SOP
97-2  apply  to  all  elements  of  the  arrangement.  Under  multiple  element
arrangements,  Concurrent  allocates  revenue  to  the various elements based on
vendor-specific objective evidence ("VSOE") of fair value.  Concurrent's VSOE of
fair  value  is  determined  based on the price charged when the same element is
sold  separately.   If  VSOE  of fair value does not exist for all elements in a
multiple  element  arrangement, Concurrent recognizes revenue using the residual
method.  Under  the  residual method, the fair value of the undelivered elements
is  deferred  and  the  remaining  portion  of  the arrangement is recognized as
revenue.

     Professional  Services
     ----------------------

     Professional  services  revenue  is primarily generated from integration of
third  party  software  interfaces,  training, and hardware installation.  These
services  are  typically completed within 90 days from the receipt of the order.
Under multiple element arrangements, Concurrent allocates revenue to the various
elements  based on VSOE of fair value.  Concurrent determines VSOE of fair value
for  the  services  based  on  the standard rate per hour or fixed fee used when
similar  services  are  sold  separately.  Revenues  from  these  services  are
recognized  when  the  services  are  performed.

     In  certain  instances,  Concurrent's  customers  require  significant
customization  of both the software and hardware products.  In these situations,
the  services are considered essential to the functionality of the software and,
therefore,  the revenue from the arrangement, with the exception of maintenance,
is  recognized  in  conformity with Accounting Research Bulletin ("ARB") No. 45,
"Long  Term  Construction  Type  Contracts"  and  SOP  81-1,  "Accounting  for
Performance  of  Construction-Type  and  Certain  Production-Type  Contracts".
Concurrent  records  the value of the entire arrangement (excluding maintenance)
as  the  project progresses based on actual costs incurred compared to the total
costs  expected  to  be  incurred  through  completion.

     Hardware  and  Software  Maintenance
     ------------------------------------

     Concurrent  recognizes revenue from maintenance services in accordance with
SOP  97-2.  Depending  upon  the  specific  terms  of  the  customer  agreement,
Concurrent  may  include  warranty as part of the purchase price.  In accordance
with  SOP 97-2 and, depending upon the specific terms of the customer agreement,
Concurrent  either  accrues  the  estimated  costs  to be incurred in performing
maintenance services at the time of revenue recognition and shipment of product,
or  Concurrent  defers  revenue  associated  with the maintenance services to be
provided  during  the  warranty period based upon the value for which Concurrent
has  sold  such services separately when they are renewed by existing customers.
For those arrangements in which the warranty period is less than or equal to one
year,  Concurrent  accrues  the  estimated  costs  to  be  incurred in providing
services.  Therefore,  in  accordance  with paragraph 59 of SOP 97-2, Concurrent
has  determined  that  the  warranty fee is part of the initial license fee, the
warranty  period  is  for  one year or less, the estimated cost of providing the
services  are  immaterial,  and  upgrades  and  enhancements  offered  during
maintenance  arrangements historically have been and are expected to continue to
be  minimal  and infrequent.  Actual costs are then charged against the warranty
accrual  as  they  are  incurred.  For  those arrangements in which the warranty
period  is greater than one year, Concurrent defers revenue based upon the value
for  which  Concurrent  has sold such services separately.  This revenue is then
recognized  on  a  straight  line  basis  over  the  warranty  period.


                                        6
<PAGE>
3.   BASIC  AND  DILUTED  NET  INCOME  (LOSS)  PER  SHARE

     Basic  net  income (loss) per share is computed in accordance with SFAS No.
128,  "Earnings Per Share" by dividing net income (loss) by the weighted average
number  of  common  shares  outstanding  during each period.  Diluted net income
(loss)  per  share  is  computed  by  dividing net income (loss) by the weighted
average number of shares including dilutive common share equivalents.  Under the
treasury  stock method, incremental shares representing the number of additional
common  shares that would have been outstanding if the dilutive potential common
shares  had  been  issued are included in the computation.  Diluted earnings per
common  share  assumes  exercise  of  outstanding  stock  options and vesting of
restricted  stock  when  the  effects  of such assumptions are dilutive.  Common
share  equivalents  of  7,677,000 and 6,727,000 for the three months ended March
31,  2006  and  2005,  respectively, were excluded from the calculation as their
effect  was  antidilutive.  Common  share equivalents of 7,894,000 and 6,418,000
for  the  nine months ended March 31, 2006 and 2005, respectively, were excluded
from  the  calculation  as  their  effect was antidilutive.  The following table
presents  a  reconciliation  of  the  numerators  and  denominators of basic and
diluted net income (loss) per share for the periods indicated (dollars and share
data  in  thousands,  except  per-share  amounts):

<TABLE>
<CAPTION>
                                                            THREE MONTHS ENDED          NINE MONTHS ENDED
                                                                 MARCH 31,                   MARCH 31,
                                                             2006          2005          2006          2005
                                                         ------------  ------------  ------------  ------------
<S>                                                      <C>           <C>           <C>           <C>
Basic and diluted earnings per share (EPS) calculation:
    Net loss                                             $    (1,048)  $      (177)  $    (4,835)  $    (6,645)
                                                         ============  ============  ============  ============

Basic weighted average number of shares outstanding           71,373        62,758        68,153        62,728
  Effect of dilutive securities:
    Employee stock options                                         -             -             -             -
                                                         ------------  ------------  ------------  ------------
Diluted weighted average number of shares outstanding         71,373        62,758        68,153        62,728
                                                         ============  ============  ============  ============
Basic EPS                                                $     (0.01)  $     (0.00)  $     (0.07)  $     (0.11)
                                                         ============  ============  ============  ============
Diluted EPS                                              $     (0.01)  $     (0.00)  $     (0.07)  $     (0.11)
                                                         ============  ============  ============  ============
</TABLE>

4.   SHARE-BASED COMPENSATION

     At  March  31, 2006, Concurrent had share-based employee compensation plans
which are described in Note 13 of the consolidated financial statements included
in  Concurrent's  Annual  Report  on Form 10-K for the year ended June 30, 2005.
Option  awards  are  granted with an exercise price equal to the market price of
Concurrent's  stock  at  the  date of grant.  Effective July 1, 2005, Concurrent
adopted  SFAS  No. 123 (revised 2004), "Share-Based Payment" ("SFAS 123R"). SFAS
123R  requires  the  recognition  of the fair value of stock compensation in the
Statement  of Operations.  Concurrent recognizes stock compensation expense over
the  requisite service period of the individual grantees, which generally equals
the  vesting period.  All of Concurrent's stock compensation is accounted for as
equity instruments.  Prior to July 1, 2005, Concurrent accounted for these plans
under  the  recognition  and  measurement  principles  of  APB  Opinion  No. 25,
"Accounting  for  Stock  Issued  to  Employees"  ("APB  25"),  and  related
interpretations.

     Concurrent  has  elected  the  modified  prospective  transition method for
adopting SFAS 123R.  Under this method, the provisions of SFAS 123R apply to all
awards  granted or modified after the date of adoption.  Unrecognized expense of
awards  not  yet  vested  at  the  date  of  adoption shall be recognized in the
Statement of Operations in the periods after the date of adoption using the same
valuation  method  (i.e.  Black-Scholes)  and  assumptions  determined under the
original  provisions  of SFAS 123, "Accounting for Stock-Based Compensation," as
disclosed  in Concurrent's previous filings.  As a result of adopting SFAS 123R,
Concurrent's  operating  losses,  losses before income taxes, and net losses for
the three and nine months ended March 31, 2006 are $50,000 and $222,000 greater,
respectively,  than  if  Concurrent  had  continued  to  account for share-based
compensation  under  APB  25 for the three and nine months ended March 31, 2006.
Adoption  of  SFAS 123R did not have a material impact on loss per share and the
Statement  of  Cash Flows during the three and nine months ended March 31, 2006.


                                        7
<PAGE>
     Concurrent  recorded  $33,000  and  $404,000  of  share-based  compensation
related  to  vested  stock  options  and  restricted  stock  in the Statement of
Operations  during the three and nine months ended March 31, 2006, respectively.
For  the  three  and  nine  months  ended  March 31, 2005, Concurrent recognized
$78,000  and  $197,000  of  share-based compensation expense under APB 25 in the
Statement  of  Operations  related  to  the issuance of restricted stock awards.

     The  following  table illustrates the effect on net loss and loss per share
if  Concurrent  had applied the fair value recognition provisions of SFAS 123 to
stock-based  employee  compensation  to  the  prior-year  period  (dollars  in
thousands,  except  per-share  data).

<TABLE>
<CAPTION>
                                                                THREE MONTHS    NINE MONTHS
                                                                   ENDED           ENDED
                                                                 MARCH 31,       MARCH 31,
                                                                    2005           2005
                                                               -----------------------------
<S>                                                            <C>             <C>
Net loss as reported                                           $        (177)  $     (6,645)

  Add: employee share-based compensation included in reported
  net loss                                                                78            197
  Less: employee share-based compensation under SFAS No. 123            (883)        (2,781)
                                                               --------------  -------------
  Pro forma net loss                                           $        (982)  $     (9,229)
                                                               ==============  =============

Net loss per share:

  Basic and diluted net loss per share - as reported           $       (0.00)  $      (0.11)
                                                               ==============  =============

  Basic and diluted net loss per share - pro forma             $       (0.02)  $      (0.15)
                                                               ==============  =============
</TABLE>

     Concurrent  uses  the  Black-Scholes  valuation  model to estimate the fair
value  of  each option award on the date of grant.  Concurrent did not issue any
stock  options, restricted stock awards or other share-based compensation during
the  three  months ended March 31, 2006.  During the nine months ended March 31,
2006,  Concurrent  issued 60,000 stock options with immediate vesting and issued
no  restricted  stock awards.  The weighted-average grant-date fair value of the
options  granted under the stock option plans during this period was $1.58.  The
weighted-average  assumptions  used  were:  expected  dividend  yield  of  0.0%;
risk-free  interest  rate  of  4.4%;  expected  life of 6 years; and an expected
volatility  of  83.3%.

     The  dividend  yield of zero is based on the fact that Concurrent has never
paid cash dividends and has no present intention to pay cash dividends. Expected
volatility  is  based on historical volatility of Concurrent's common stock over
the  period  commensurate  with the expected life of the options.  The risk-free
interest  rate  is  derived  from the average U.S. Treasury rate for the period,
which  approximates  the rate in effect at the time of grant.  The expected life
calculation  is based on the observed and expected time to post-vesting exercise
and  forfeitures  of  options  by  Concurrent's  employees.

     Based  on  historical  experience  of  option  pre-vesting  cancellations,
Concurrent has assumed an annualized forfeiture rate of 10% for unvested options
granted  prior  to July 1, 2005.  Concurrent has assumed a 0% forfeiture rate on
options  granted  during  the nine months ended March 31, 2006, as these options
vested  immediately.  Under the true-up provisions of SFAS 123R, Concurrent will
record additional expense if the actual forfeiture rate is lower than estimated,
and  will  record a recovery of prior expense if the actual forfeiture is higher
than  estimated.


                                        8
<PAGE>
     A  summary  of  option  activity  under the plans as of March 31, 2006, and
changes  during  the  nine  months  then  ended  is  presented  below:

<TABLE>
<CAPTION>
                                                                   WEIGHTED-
                                                      WEIGHTED-     AVERAGE
                                                       AVERAGE     REMAINING   AGGREGATE
                                                       EXERCISE   CONTRACTUAL  INTRINSIC
               OPTIONS                      SHARES      PRICE        TERM        VALUE
----------------------------------------------------  ----------  -----------  ----------
<S>                                       <C>         <C>         <C>          <C>
Outstanding as of July 1, 2005            6,877,062   $     4.68
Granted                                      60,000         1.58
Exercised                                  (117,299)        2.06
Forfeited or expired                       (353,207)        5.66
                                          ----------  ----------
Outstanding as of March 31, 2006          6,466,556   $     4.64         5.65  $5,037,000
                                          ==========  ==========  ===========  ==========
Vested and exercisable at March 31, 2006  5,916,806   $     4.93         5.40  $4,116,000
                                          ==========  ==========  ===========  ==========
</TABLE>

     Total  compensation  cost of options granted but not yet vested as of March
31,  2006  is  $486,000,  which  is  expected to be recognized over the weighted
average  period  of  2.4  years.

     Concurrent  issued  1,041,000  shares  of  restricted stock during the nine
months  ended March 31, 2005.  A portion of the restricted stock vests over time
(four  years)  and  a  portion vests based upon performance criteria.  Because a
portion  of  this  restricted  stock  is  performance  based,  that  portion was
accounted  for  using  variable  accounting,  requiring  interim  estimates  of
compensation  expense,  prior to adoption of SFAS 123R.  Effective July 1, 2005,
Concurrent  records  expense for remaining unvested performance-based restricted
stock  awards, based upon the grant date fair-value and an assessment of whether
the  performance  criteria  will  ultimately be met.  A summary of the status of
Concurrent's non-vested shares as of March 31, 2006, and changes during the nine
months  ended  March  31,  2006,  is  presented  below:

<TABLE>
<CAPTION>
                                               WEIGHTED-
                                                AVERAGE
                                              GRANT-DATE
     NON-VESTED SHARES              SHARES    FAIR-VALUE
     ----------------------------  ---------  -----------
<S>                                <C>        <C>

     Non-vested at July 1, 2005     872,486   $      1.87
     Granted                              -             -
     Vested                        (125,374)         1.87
     Forfeited                      (70,301)         1.87
                                   ---------  -----------
     Non-vested at March 31, 2006   676,811   $      1.88
                                   =========  ===========
</TABLE>

     Total  compensation  cost  of  restricted  stock awards issued, but not yet
vested as of March 31, 2006 is $873,000, which is expected to be recognized over
the  weighted  average  period  of  2.6  years.

     Unearned  Compensation

     Prior  to  adoption of SFAS 123R, Concurrent recorded a grant of non-vested
restricted  stock  in capital with an offsetting contra-equity account, unearned
compensation,  which  was  amortized  to  expense over the vesting period.  Upon
adoption of SFAS 123R, any remaining balance of unearned compensation as of July
1,  2005  was  reversed  (i.e.,  netted  against  additional  paid-in  capital).
Effective  July 1, 2005, Concurrent reversed $1,562,000 of unearned compensation
associated  with  remaining  unvested  restricted  stock  by reducing additional
paid-in  capital  by  $1,553,000  and  par  value of common stock by $9,000.  As
restrictions  lapse  over the vesting period, Concurrent will record share-based
compensation  to  income  (loss) from operations and additional paid-in capital.


                                        9
<PAGE>
5.   INVENTORIES

     Inventories  are  stated  at  the  lower of cost or market, with cost being
determined  by  using  the  first-in,  first-out method.  Concurrent establishes
excess  and  obsolete  inventory  reserves based upon historical and anticipated
usage.  The  components  of  inventories  are  as  follows  (in  thousands):

<TABLE>
<CAPTION>
                          MARCH 31,   JUNE 30,
                            2006       2005
                         ----------  ---------
<S>                      <C>         <C>
     Raw materials, net  $    4,191  $   3,599
     Work-in-process            633        864
     Finished goods             421        608
                         ----------  ---------
                         $    5,245  $   5,071
                         ==========  =========
</TABLE>

     At March 31, 2006 and June 30, 2005, some portion of Concurrent's inventory
was  in excess of the current requirements based upon the planned level of sales
for future years. Accordingly, Concurrent had inventory valuation allowances for
raw  materials  of  $1.6 million and $2.0 million at March 31, 2006 and June 30,
2005,  respectively,  to  reduce the value of the inventory to its estimated net
realizable  value.

6.  INVESTMENTS IN AND RECEIVABLE FROM MINORITY OWNED COMPANIES

     In  March  2002,  Concurrent purchased a 14.4% equity ownership interest in
Thirdspace  Living  Limited ("Thirdspace").  Concurrent invested $4.0 million in
cash  and  the  equivalent  of  $3.0 million in its common stock in exchange for
1,220,601  series C shares of Thirdspace.  In addition to the equity investment,
Concurrent  also loaned Thirdspace $6.0 million in exchange for two $3.0 million
long-term  notes  receivable.  In  fiscal year 2003, Concurrent recorded a $13.0
million  net  impairment  charge due to an "other-than-temporary" decline in the
market  value of the investment in Thirdspace.  In May 2003, Thirdspace sold the
majority of its assets to Alcatel Telecom Ltd.  As a result of the sale of these
certain  assets, Concurrent received proceeds in fiscal years 2004 and 2005 that
were  recorded  as  a  reduction  to  the  impairment  loss.

     Thirdspace's  only significant remaining asset is a right to 40% of amounts
recovered  by  nCube  Corporation, now part of C-Cor, Incorporated ("nCube"), if
any,  from  the  lawsuit brought by nCube against SeaChange International, Inc.,
alleging patent infringement.  On January 9, 2006, the U.S. Court of Appeals for
the  Federal Circuit affirmed the lower court's decision in favor of nCube.  The
likelihood  of  collecting  this  asset,  and  the  amount  and  timing  of such
collection  is  uncertain  and  as a result Concurrent has not recorded the gain
contingency.  Pursuant  to  the  sale  of  the  assets of Thirdspace to Alcatel,
Concurrent  believes  that  it  has  the  right  to the first approximately $3.0
million of such recovery, if any.  Beyond any such recovery, Concurrent does not
anticipate  further  cash  proceeds  related  to the liquidation of Thirdspace's
remaining  assets.

     In April 2002, Concurrent invested cash of $500,000 in Everstream Holdings,
Inc.  ("Everstream")  and  incurred $53,000 in acquisition costs in exchange for
480,770  shares  of Series C Preferred stock, giving Concurrent a 4.9% ownership
interest.  Everstream  specializes  in broadband advertising systems, operations
and  data  warehousing  software  and  related integration services.  Concurrent
accounted for its investment in the Series C Preferred stock of Everstream using
the  cost  method  because  Concurrent  did not believe it exercised significant
influence  over Everstream.  During fiscal year 2005, Concurrent became aware of
circumstances  that  provide evidence of an "other than temporary" impairment of
Concurrent's  investment  in  Everstream,  in  accordance  with EITF 03-01, "The
Meaning  of  'Other-Than-Temporary  Impairment'  and  Its Application to Certain
Investments".  Based  upon  an evaluation of the investment in Everstream during
this  period,  Concurrent  recorded  an  impairment  charge  of  $413,000 in the
Statement  of  Operations,  under  the  line  item, "Impairment loss on minority
investment", and reduced its "Investment in minority owned company" to $140,000.

     On August 19, 2005, Concurrent entered into an Agreement and Plan of Merger
with  Stream  Acquisition, Inc., Everstream, and certain selling stockholders of
Everstream,  as  amended  on  August  26,  2005  (the  "Merger Agreement").  The
acquisition  of  Everstream  pursuant  to  the Merger Agreement was completed on
October  11,  2005.  At  this  time,  Concurrent  reduced  the  balance  in  its
"Investment in minority owned company" to $0, as Concurrent acquired 100% of the
voting  equity  interest  of  Everstream.


                                       10
<PAGE>
     Pursuant  to  the  Merger  Agreement, Concurrent issued 8,456,777 shares of
Concurrent stock equal to approximately $14.375 million for the Everstream stock
it did not already own (Concurrent's existing Everstream stock was valued in the
transaction  at  approximately  $0.5  million),  determined  by dividing $14.375
million  by  $1.70,  the  average  trading  price of Concurrent stock for the 30
calendar  days ending on the third calendar day prior to closing.  Refer to Note
12  for  additional  information  on  Concurrent's  acquisition  of  Everstream.

7.   ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES

     The components of accounts payable and accrued expenses are as follows (in
thousands):

<TABLE>
<CAPTION>
                                           MARCH 31,   JUNE 30,
                                              2006       2005
                                           ----------  ---------
<S>                                        <C>         <C>
     Accounts payable, trade               $    5,526  $   4,727
     Accrued payroll, vacation, severance
       and other employee expenses              4,432      4,143
     Warranty accrual                             394        702
     Other accrued expenses                     2,239      2,483
                                           ----------  ---------
                                           $   12,591  $  12,055
                                           ==========  =========
</TABLE>

     Concurrent's  estimate  of  warranty  obligations  is  based  on historical
experience  and  expectation  of future conditions.  The changes in the warranty
accrual  during  the  nine  months  ended  March  31,  2006  were as follows (in
thousands):

<TABLE>
<CAPTION>
<S>                                 <C>
     Balance at June 30, 2005       $ 702
     Charged to costs and expenses     37
     Deductions                      (345)
                                    ------
     Balance at March 31, 2006      $ 394
                                    ======
</TABLE>

8.   COMPREHENSIVE LOSS

     Concurrent's  total  comprehensive  loss  is  as  follows  (in  thousands):

<TABLE>
<CAPTION>
                                                   THREE MONTHS ENDED          NINE MONTHS ENDED
                                                       MARCH 31,                  MARCH 31,
                                                  2006          2005          2006          2005
                                              ------------  ------------  ------------  ------------
<S>                                           <C>           <C>           <C>           <C>
Net loss                                      $    (1,048)  $      (177)  $    (4,835)  $    (6,645)

Other comprehensive income (loss):
  Foreign currency translation income (loss)           20          (335)         (326)          591
                                              ------------  ------------  ------------  ------------

Total comprehensive loss                      $    (1,028)  $      (512)  $    (5,161)  $    (6,054)
                                              ============  ============  ============  ============
</TABLE>

9.   CONCENTRATION OF CREDIT RISK, SEGMENT, AND GEOGRAPHIC INFORMATION

     During  fiscal  year  2005,  Concurrent changed its management structure by
consolidating  the  real-time and on-demand operating divisions.  The divisional
structure  was  officially  consolidated  under  a  functional organization with
real-time and on-demand product lines.  As a result of these changes, Concurrent
no  longer  reports  segment  information for real-time and on-demand divisions.
Operating  costs other than cost of revenue are not allocated to the product and
services  segments.  However,  Concurrent  still  provides  revenue  and  margin
information for products and services.  In accordance with SFAS 131, "Disclosure
about  Segments  of  an  Enterprise  and Related Information", effective July 1,
2005,  Concurrent  operates in two segments, products and services, as disclosed
within  the  statements  of  operations.


                                       11
<PAGE>
     The following summarizes the revenues by geographic locations for the three
and  nine  months  ended  March  31,  2006  (in  thousands):

<TABLE>
<CAPTION>
                                          THREE MONTHS ENDED        NINE MONTHS ENDED
                                              MARCH 31,                 MARCH 31,
                                          2006         2005         2006         2005
                                       -----------  -----------  -----------  -----------
<S>                                    <C>          <C>          <C>          <C>
     United States                     $    14,800  $    12,725  $    38,544  $    40,860

         Japan                               2,291        4,937        4,416        7,962
         Other Asia Pacific countries          388          260        1,843        1,918
                                       -----------  -----------  -----------  -----------
     Asia Pacific                            2,679        5,197        6,259        9,880

     Europe                                  2,640        1,880        9,653        6,157

     Other                                     514           47        1,240          306
                                       -----------  -----------  -----------  -----------
           Total revenue               $    20,633  $    19,849  $    55,696  $    57,203
                                       ===========  ===========  ===========  ===========
</TABLE>

     In addition, the following summarizes revenues by significant customer
where such revenue exceeded 10% of total revenues for any one of the indicated
periods:

<TABLE>
<CAPTION>
                    THREE MONTHS ENDED        NINE MONTHS ENDED
                        MARCH 31,                 MARCH 31,
                    2006         2005         2006         2005
                 -----------  -----------  -----------  -----------
<S>              <C>          <C>          <C>          <C>
     Customer A          19%          12%          14%          15%
     Customer B          16%           3%          16%           3%
     Customer C          16%          20%          14%          18%
     Customer D           5%          16%           2%           8%
</TABLE>

     Concurrent  assesses  credit  risk  through  ongoing  credit evaluations of
customers'  financial  condition  and  collateral is generally not required.  At
March  31,  2006,  one  customer  accounted  for  $3,556,000  or  18%  of  trade
receivables,  a  second  customer  accounted  for  $2,969,000  or  15%  of trade
receivables,  and  a  third  customer  accounted  for $2,592,000 or 13% of trade
receivables.  At  June 30, 2005, one customer accounted for $3,219,000 or 19% of
trade receivables and a second customer accounted for $1,974,000 or 12% of trade
receivables.  No  other customers accounted for 10% or more of trade receivables
as  of  March  31,  2006  or  June  30,  2005.

     Concurrent sometimes purchases product components from a single supplier in
order  to  obtain  the  required  technology  and  the  most favorable price and
delivery  terms.  For the three months ended March 31, 2006, purchases from each
of  two  suppliers were in excess of 10% of Concurrent's total purchases.  These
two  suppliers  accounted  for  32% and 26% of Concurrent's purchases during the
three  months  ended March 31, 2006.  Also, for the three months ended March 31,
2005, purchases from three suppliers were in excess of 10% of Concurrent's total
purchases.  These three suppliers accounted for 32%, 20% and 10% of Concurrent's
purchases  during  the  three  months ended March 31, 2005.  For the nine months
ended  March  31,  2006,  purchases  from two suppliers were in excess of 10% of
Concurrent's  total purchases.  These two suppliers accounted for 24% and 23% of
Concurrent's  purchases  during the nine months ended March 31, 2006.  Also, for
the  nine  months  ended  March  31,  2005, purchases from two suppliers were in
excess  of  10%  of Concurrent's total purchases.  These two suppliers accounted
for 26% and 20% of Concurrent's purchases during the nine months ended March 31,
2005.

10.  TERM  LOAN  AND  REVOLVING  CREDIT  FACILITY

     On  December  23,  2004,  Concurrent executed a Loan and Security Agreement
("Credit  Agreement")  with  Silicon  Valley Bank ("SVB").  The Credit Agreement
provides  for  a  two  year  maximum  of  $10,000,000  revolving  credit  line
("Revolver")  and a three year $3,000,000 term loan ("Term Loan") and is secured
by  substantially  all  of  the  assets  of  Concurrent.  Based on the borrowing
formula  and  Concurrent's financial position as of March 31, 2006, $9.4 million
would  have  been  available to Concurrent under the Revolver.  The Revolver and
the  Term Loan expire on December 23, 2006, and December 23, 2007, respectively.
Both  agreements  can  be


                                       12
<PAGE>
terminated  earlier  upon  a default, as defined in the Credit Agreement.  As of
March  31,  2006,  Concurrent  had  no  amounts drawn under the Revolver and the
balance  of  the  Term  Loan  was  as  follows  (in  thousands):

<TABLE>
<CAPTION>
                                 MARCH 31,   JUNE 30,
                                   2006       2005
                                ----------  ---------
<S>                             <C>         <C>
     Term note                  $    1,828  $   2,537

     Less current portion            1,013        954
                                ----------  ---------
          Total long-term debt  $      815  $   1,583
                                ==========  =========
</TABLE>

     Interest  on  any  outstanding  amounts under the Revolver would be payable
monthly  at  the  prime rate (7.75% at March 31, 2006) plus 3.25% per annum, and
interest  on all outstanding amounts under the Term Loan is payable monthly at a
rate  of  8.0%  per  annum.  The  Term  Loan  is  repayable  in 36 equal monthly
principal  and interest installments of $94,000 and the outstanding principal of
the  Revolver  would  be  due  on  December  23,  2006,  unless the Revolver was
terminated  earlier  in  accordance  with  its  terms.

     In  addition,  the  Credit  Agreement contains certain financial covenants,
including  required  financial  ratios  and  a  minimum  tangible net worth, and
customary  restrictive covenants concerning Concurrent's operations.  Concurrent
was  in  compliance  with  these  covenants  at  March  31,  2006.

11.  RETIREMENT  PLANS

     The  following  table  provides  a detail of the components of net periodic
benefit  cost  for  the  three and nine months ended March 31, 2006 and 2005 (in
thousands):

<TABLE>
<CAPTION>
                                                            THREE MONTHS ENDED          NINE MONTHS ENDED
                                                                 MARCH 31,                   MARCH 31,
                                                            2006          2005          2006          2005
                                                        ------------  ------------  ------------  ------------
<S>                                                     <C>           <C>           <C>           <C>
Service cost                                            $         7   $         7   $        21   $        20
Interest cost                                                    47            53           141           154
Expected return on plan assets                                  (15)          (23)          (45)          (66)
Amortization of unrecognized net transition obligation            8             8            24            24
Recognized actuarial loss                                         -             1             -             2
                                                        ------------  ------------  ------------  ------------
Net periodic benefit cost                               $        47   $        46   $       141   $       134
                                                        ============  ============  ============  ============
</TABLE>

     Concurrent  contributed  $17,000  and  $51,000  to  its German subsidiary's
defined  benefit plan during the three and nine months ended March 31, 2006, and
expects  to  make  similar  contributions during the remaining quarter of fiscal
2006.  Concurrent  contributed  $21,000  and  $60,000 to its German subsidiary's
defined  benefit  plan  during  the  three and nine months ended March 31, 2005,
respectively.

     Concurrent  maintains  a  retirement  savings  plan,  available  to  U.S.
employees,  which  qualifies as a defined contribution plan under Section 401(k)
of  the Internal Revenue Code.  During the three months ended March 31, 2006 and
2005,  Concurrent  contributed $107,000 and $156,000 to this plan, respectively.
During  the  nine  months  ended March 31, 2006 and 2005, Concurrent contributed
$437,000  and  $670,000  to  this  plan,  respectively.

     Concurrent  also maintains a defined contribution plan ("Stakeholder Plan")
for  its  U.K.  based  employees.  Concurrent has agreements with certain of its
U.K. based employees to make supplementary contributions to the Stakeholder Plan
over  the  next  three to four years, contingent upon their continued employment
with  Concurrent.  During  the  three  months  ended  March  31,  2006 and 2005,
Concurrent  contributed  $47,000  and  $103,000  to  the  Stakeholder  Plan,
respectively.  During  the nine months ended March 31, 2006 and 2005, Concurrent
contributed  $208,000  and  $334,000  to  this  plan,  respectively.


                                       13
<PAGE>
12.  ACQUISITION  OF  EVERSTREAM

     On  August  19,  2005,  Concurrent  entered  into the Merger Agreement with
Stream  Acquisition,  Inc.,  Everstream,  and  certain  selling  stockholders of
Everstream,  as  amended  on  August  26,  2005.  The  acquisition of Everstream
pursuant  to the Merger Agreement was completed on October 11, 2005.  Everstream
is  an  organization  that  provides  comprehensive  business  analytics  and
advertising  solutions  for  cable  and satellite operators. Everstream develops
solutions  that  enable  its  customers  to  evaluate  and  measure  performance
characteristics  of  transactional services such as video-on-demand.  Everstream
is  also developing interactive and on-demand television applications to deliver
impression  based  and one-to-one interactive advertising.  Concurrent purchased
Everstream to acquire its software and customer base and has included Everstream
results  in  its  interim financial results for the period from October 11, 2005
through  March  31,  2006.

     Pursuant  to  the  Merger  Agreement, Concurrent issued 8,456,777 shares of
Concurrent stock equal to approximately $14.375 million for the Everstream stock
it did not already own (Concurrent's existing Everstream stock was valued in the
transaction  at  approximately  $0.5  million),  determined  by dividing $14.375
million  by  $1.70,  the  average  trading  price of Concurrent stock for the 30
calendar  days  ending  on  the  third  calendar  day  prior  to  closing.

     The  purchase  price  has  been  preliminarily  allocated  as  follows  (in
thousands):

<TABLE>
<CAPTION>
<S>                                                                 <C>
     Estimated fair value of Concurrent stock issued to Everstream  $14,375
     Estimated direct costs of acquisition                              710
                                                                    --------
     Purchase price                                                  15,085

     Historical book values of Everstream assets and liabilities     (2,531)
     Estimated fair value of intangible assets acquired              (7,848)
     Carrying value of previous investment in Everstream                140
                                                                    --------
     Goodwill                                                       $ 4,846
                                                                    ========
</TABLE>

     Concurrent  allocated  $8.8  million  of the purchase price to the acquired
intangible assets.  The estimated fair values reflected below were determined by
a third party appraiser and are based on the expected future cash flows over the
expected  lives of the intangible assets.  These fair values are not expected to
be  finalized  until  June  30,  2006  and  are  therefore  subject  to  further
adjustment.  Concurrent expects to maintain usage of the Everstream trademark on
existing  products  and  introduce  new  products  in  the future that will also
display  the  trademark.  Consequently,  the  acquired  Everstream  trademark
qualifies as an indefinite-lived asset in accordance with the criteria set forth
in  SFAS  No.  142,  "Goodwill  and  Other  Intangible  Assets."  Identifiable
intangible  assets  with  finite useful lives are amortized over their estimated
useful  lives  under the purchase method of accounting.  In accordance with SFAS
No.  142,  indefinite-lived  intangible  assets and goodwill are tested at least
annually  for  impairment, or more frequently if circumstances warrant, based on
the  fair  value of the reporting unit for goodwill and the direct fair value of
indefinite-lived  intangible  assets.  In  accordance  with  SFAS No. 144, which
addresses  financial accounting and reporting for the impairment and disposition
of  long-lived  assets,  Concurrent  evaluates  the recoverability of long-lived
assets,  other  than  indefinite  lived  intangible  assets, for impairment when
events or changes in circumstances indicate that the carrying amount of an asset
may  not  be  recoverable.  Concurrent recognizes an impairment loss only if its
carrying  amount  is  not  recoverable  through  its undiscounted cash flows and
measures the impairment loss based on the difference between the carrying amount
and  fair  value.


                                       14
<PAGE>
     The  following  table  reflects  the  estimated fair values of the acquired
intangible  assets  and  related  estimates  of  useful lives (dollar amounts in
thousands):

<TABLE>
<CAPTION>
                                       ESTIMATED    ESTIMATED
                                      FAIR VALUE   USEFUL LIFE
                                      -----------  -----------
<S>                                   <C>          <C>
     Identifiable intangible assets:
       Developed Technologies         $     5,800      8 years
       Customer Base                        1,900     11 years
       Trademarks                           1,100   Indefinite
                                      -----------
       Total                          $     8,800
                                      ===========
</TABLE>

     The  remaining  excess  purchase price of $4.8 million was determined to be
goodwill  and  will  be  periodically  reviewed  for  potential  impairment  in
accordance  with  SFAS  No.  142.

     The  following  table  reflects the unaudited pro forma combined results of
Concurrent and Everstream for the three and nine months ended March 31, 2006 and
2005  as  if  the acquisition occurred on July 1, 2004 (in thousands, except per
share  data):

<TABLE>
<CAPTION>
                                               THREE MONTHS ENDED          NINE MONTHS ENDED
                                                    MARCH 31,                   MARCH 31,
                                           --------------------------  --------------------------
                                               2006          2005          2006          2005
                                           ------------  ------------  ------------  ------------
<S>                                        <C>           <C>           <C>           <C>
     Pro forma revenue                     $    20,633   $    20,792   $    56,748   $    58,672
     Pro forma net loss                    $    (1,048)  $      (439)  $    (5,739)  $    (8,264)
     Pro forma loss per share:
         Basic                             $     (0.01)  $     (0.01)  $     (0.08)  $     (0.12)
         Diluted                           $     (0.01)  $     (0.01)  $     (0.08)  $     (0.12)
     Weighted average shares outstanding:
         Basic                                  71,373        71,214        71,301        71,185
         Diluted                                71,373        71,214        71,301        71,185
</TABLE>

     The  pro  forma information does not necessarily reflect the actual results
that  would have occurred, nor is it necessarily indicative of future results of
the  combined  companies.

13.  GOODWILL  AND  OTHER  INTANGIBLE  ASSETS

     Goodwill  was $15,590,000 and $10,744,000 as of March 31, 2006 and June 30,
2005,  respectively.  Concurrent does not measure assets on a segment basis, and
therefore, does not allocate goodwill on a segment basis. During the nine months
ended  March  31,  2006,  goodwill  increased  by  $4,846,000 as a result of the
Everstream  acquisition  on  October 11, 2005 (See Note 12).  In accordance with
SFAS  142,  Concurrent  tests  goodwill  and  trademark for impairment, at least
annually.  Concurrent's annual goodwill and trademark impairment testing date is
July  1.


                                       15
<PAGE>
     Other intangible assets as of March 31, 2006 and June 30, 2005 consisted of
the  following  (in  thousands):

<TABLE>
<CAPTION>
                                        March 31,    June 30,
                                          2006         2005
                                       -----------  ----------
<S>                                    <C>          <C>
     Cost of amortizable intangibles:
       Purchased technology            $    7,700   $   1,900
       Customer relationships               1,900           -
                                       -----------  ----------
       Total cost of intangibles            9,600       1,900

     Less accumulated amortization:
       Purchased technology                (1,560)     (1,077)
       Customer relationships                 (81)          -
                                       -----------  ----------
       Total accumulated amortization      (1,641)     (1,077)

     Trademark                              1,100           -
                                       -----------  ----------
       Total intangible assets, net    $    9,059   $     823
                                       ===========  ==========
</TABLE>

     Amortization expense for the three months ended March 31, 2006 and 2005 was
$272,000  and  $48,000,  respectively.  Amortization expense for the nine months
ended  March  31,  2006  and  2005 was $565,000 and $143,000, respectively.  The
estimated  amortization  expense  related to intangible assets for the next five
fiscal  years  is  (in  thousands):

<TABLE>
<CAPTION>
     Fiscal year:
<S>                <C>
     2007          $1,088
     2008           1,088
     2009           1,088
     2010             961
     2011             898
                   ------
                   $5,123
                   ======
</TABLE>

14.  COMMITMENTS  AND  CONTINGENCIES

     Concurrent,  from time to time, is involved in litigation incidental to the
conduct  of its business.  Concurrent believes that such pending litigation will
not  have  a  material  adverse effect on its results of operations or financial
condition.

     Concurrent  has entered into an agreement with a vendor in which the vendor
performed  nonrecurring  customization services.  Concurrent may be obligated to
pay  as  much  as  $750,000 for these services.  Concurrent had made payments to
this  vendor totaling $525,000 as of March 31, 2006, and totaling $175,000 as of
June  30,  2005.  This  asset  is  amortized  over the estimated life of the new
product  and  as of March 31, 2006 and June 30, 2005, the unamortized portion of
these  payments is recorded in the line item "Prepaid expenses and other current
assets"  in  the  amounts  of  $303,000  and  $175,000,  respectively.

     Concurrent  enters  into agreements in the ordinary course of business with
customers, resellers, distributors, integrators and suppliers that often require
Concurrent  to  defend  and/or  indemnify  the  other party against intellectual
property  infringement  claims  brought  by  a  third  party  with  respect  to
Concurrent's  products. For example, Concurrent was notified that certain of its
customers were served with a complaint by Acacia Media Technologies, Corp. (U.S.
District  Court,  Northern District of California) for allegedly infringing U.S.
Patent  Nos.  5,132,992,  5,253,275,  5,550,863,  6,002,720,  and  6,144,702  by
providing broadcast video and video-on-demand products.  Some of these customers
have  requested  indemnification  under  their  customer  agreement.  Concurrent
continues  to  review  its  potential  obligations  under  its  indemnification
agreements  with  these  customers,  in  view  of  the  claims by Acacia and the
indemnity  obligations  to these customers from other vendors that also provided
systems  and  services  to  these customers.  From time to time, Concurrent also
indemnifies  customers and business partners for damages, losses and liabilities
they  may suffer or incur relating to personal injury, personal property damage,
product  liability, and environmental claims relating to the use of Concurrent's


                                       16
<PAGE>
products and services or resulting from the acts or omissions of Concurrent, its
employees,  authorized  agents  or  subcontractors.

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

     The  following  Management's Discussion and Analysis of Financial Condition
and  Results  of  Operations  should  be  read in conjunction with the Condensed
Consolidated  Financial  Statements  and  the related Notes thereto which appear
elsewhere  herein.  Except for the historical financial information, many of the
matters  discussed in this Item 2 may be considered "forward-looking" statements
that  reflect  our  plans,  estimates  and beliefs.  Actual results could differ
materially from those discussed in the forward-looking statements.  Factors that
could  cause  or contribute to such differences include, but are not limited to,
those  discussed  in the "Cautionary Note regarding Forward-Looking Statements,"
elsewhere  herein  and  in  other  filings made with the Securities and Exchange
Commission.

OVERVIEW

     During  the  nine months ended March 31, 2006, we used $4.1 million in cash
and  cash  equivalents from operations, and ended the quarter with $14.8 million
in cash and cash equivalents.    The use of cash from operations during the nine
months  ended  March  31,  2006 was primarily due to operating losses, timing of
shipments  and  related  receivable  collections,  and  insurance  and  other
prepayments  during  the  nine  months  ended  March 31, 2006.  Our cash balance
benefited  from  the addition of $1.2 million from the acquisition of Everstream
during  the  nine  months  ended  March 31, 2006.  We believe that existing cash
balances  will be sufficient to meet our anticipated working capital and capital
expenditure requirements for the next twelve months.  However, until our revenue
increases  and  stabilizes,  it  is  likely  we  will  continue to use cash from
operating  activities.  See  further  discussions  in the "Liquidity and Capital
Resources"  section  of  this  document.

     A  recent trend has been a shift in on-demand revenue from large, new North
American  on-demand  deployments  to  a  mix  of  new international deployments;
expansions  of  streams, ingest, and storage at previously deployed systems; and
smaller,  new North American on-demand deployments.  Another recent trend is the
reallocation  of  government spending away from some of Concurrent's traditional
real-time projects to initiatives tied to the war in Iraq.  This redeployment of
resources  has  resulted in a number of opportunities being delayed and, in some
cases,  indefinitely  delayed.

     Other  trends  in  our  business are detailed in our latest Form 10-K filed
September  2,  2005.

EVERSTREAM  ACQUISITION

     On August 19, 2005, Concurrent entered into an Agreement and Plan of Merger
with  Stream  Acquisition, Inc., Everstream, and certain selling stockholders of
Everstream,  as  amended  on  August  26,  2005.  The  acquisition of Everstream
pursuant  to  Merger  Agreement  was  completed  on  October  11,  2005.

     Pursuant  to  the Merger Agreement, we issued 8,456,777 shares of our stock
equal  to  approximately  $14.375  million  for  the Everstream stock we did not
already  own  (our  existing  Everstream  stock was valued in the transaction at
approximately  $0.5  million),  determined by dividing $14.375 million by $1.70,
the  average  trading  price of our stock for the 30 calendar days ending on the
third  calendar  day  prior  to closing.  As part of this purchase, we allocated
approximately  $4.8  million  to  goodwill  and  $8.8  million  to  intangibles,
including  developed  technologies,  customer  relationships,  and  trademark.

APPLICATION  OF  CRITICAL  ACCOUNTING  POLICIES

     The  SEC  defines  "critical  accounting  policies"  as  those that require
application  of  management's  most  difficult, subjective or complex judgments,
often as a result of the need to make estimates about the effect of matters that
are  inherently  uncertain and may change in subsequent periods.  For a complete
description  of  our  critical  accounting  policies,  please  refer  to  the
"Application  of  Critical  Accounting  Policies"  in our most recent Form 10-K,
filed  on  September  2,  2005.


                                       17
<PAGE>
SELECTED  OPERATING  DATA  AS  A  PERCENTAGE  OF  TOTAL  REVENUE

     The  following  table sets forth selected operating data as a percentage of
total revenue, unless otherwise indicated, for certain items in our consolidated
statements  of  operations  for  the  periods  indicated.

<TABLE>
<CAPTION>
                                                    THREE MONTHS ENDED         NINE MONTHS ENDED
                                                         MARCH 31,                 MARCH 31,
                                                     2006         2005         2006         2005
                                                 ------------------------  ------------------------
<S>                                              <C>          <C>          <C>          <C>
Revenues:                                              (Unaudited)               (Unaudited)
  Product                                              73.3%        72.5%        69.7%        71.1%
  Service                                              26.7         27.5         30.3         28.9
                                                 -----------  -----------  -----------  -----------
    Total revenues                                    100.0        100.0        100.0        100.0

Cost of sales (% of respective sales category):
  Product                                              49.3         39.9         48.7         47.4
  Service                                              53.5         57.4         50.6         60.0
                                                 -----------  -----------  -----------  -----------
    Total cost of sales                                50.4         44.7         49.3         51.0
                                                 -----------  -----------  -----------  -----------

Gross margin                                           49.6         55.3         50.7         49.0

Operating expenses:
  Sales and marketing                                  19.7         21.8         22.3         22.5
  Research and development                             23.5         22.4         25.3         25.0
  General and administrative                           11.6         11.9         13.1         12.5
                                                 -----------  -----------  -----------  -----------
      Total operating expenses                         54.8         56.1         60.7         60.0
                                                 -----------  -----------  -----------  -----------

Operating loss                                         (5.2)        (0.8)       (10.0)       (11.0)
Impairment loss on minority investment                    -            -            -         (0.6)
Interest income - net                                   0.2          0.2          0.3          0.3
Other income (expense) - net                              -         (0.3)         1.2         (0.2)
                                                 -----------  -----------  -----------  -----------

Loss before income taxes                               (5.0)        (0.9)        (8.5)       (11.5)

Provision for income taxes                              0.1            -          0.2          0.1
                                                 -----------  -----------  -----------  -----------

Net loss                                              (5.1)%       (0.9)%       (8.7)%      (11.6)%
                                                 ===========  ===========  ===========  ===========
</TABLE>


                                       18
<PAGE>
                              RESULTS OF OPERATIONS

THE THREE MONTHS ENDED MARCH 31, 2006 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2005

<TABLE>
<CAPTION>
                                 THREE MONTHS ENDED
                                      MARCH 31,
                                 ------------------
(DOLLARS IN THOUSANDS)             2006      2005    $ CHANGE  % CHANGE
                                 --------  --------  --------  ---------
<S>                              <C>       <C>       <C>       <C>
Product revenues                 $15,133   $14,391   $   742        5.2%
Service revenues                   5,500     5,458        42        0.8%
                                 --------  --------  --------  ---------
      Total revenues              20,633    19,849       784        3.9%

Product cost of sales              7,456     5,747     1,709       29.7%
Service cost of sales              2,944     3,132      (188)     (6.0%)
                                 --------  --------  --------  ---------
      Total cost of sales         10,400     8,879     1,521       17.1%
                                 --------  --------  --------  ---------

Product gross margin               7,677     8,644      (967)    (11.2%)
Service gross margin               2,556     2,326       230        9.9%
                                 --------  --------  --------  ---------
      Total gross margin          10,233    10,970      (737)     (6.7%)
Operating expenses:
Sales and marketing                4,053     4,333      (280)     (6.5%)
Research and development           4,852     4,447       405        9.1%
General and administrative         2,395     2,363        32        1.4%
                                 --------  --------  --------  ---------
      Total operating expenses    11,300    11,143       157        1.4%
                                 --------  --------  --------  ---------
Operating loss                    (1,067)     (173)     (894)     NM (1)
Interest income - net                 49        34        15       44.1%
Other expense - net                  (16)      (36)       20      NM (1)
                                 --------  --------  --------  ---------
Loss before income taxes          (1,034)     (175)     (859)     NM (1)
Provision for income taxes            14         2        12     600.0%)
                                 --------  --------  --------  ---------
Net loss                         $(1,048)  $  (177)  $  (871)     NM (1)
                                 ========  ========  ========  =========
</TABLE>

     (1) NM denotes percentage is not meaningful

     Product  Sales.  Total  product  sales for the three months ended March 31,
2006  were  $15.1  million,  an increase of approximately $0.7 million, or 5.2%,
from  $14.4  million for the three months ended March 31, 2005.  The increase in
product  sales  resulted  from the $1.8 million, or 26.1%, increase in on-demand
product sales to $8.7 million in the three months ended March 31, 2006 from $6.9
million  in  the  three months ended March 31, 2005.  This increase in on-demand
product  revenue  was  primarily  driven  by  a  $4.4  million increase in North
American  and  European  on-demand  product  sales  driven  by  17  new  system
deployments  and  storage  and  system  upgrades to existing customer sites. The
increase  in North American and European on-demand product revenue was partially
offset  by  a  decrease  in  new  system  deployments  to customers in Japan, as
compared  to  the  three  months ended March 31, 2005.  Although we were able to
generate  incremental  revenue  from  the sale of Everstream on-demand reporting
tools  within  our Japanese market during the three months ended March 31, 2006,
this  revenue  did  not  match  the revenue generated from prior year new system
deployments  within  the  Japanese  market.  Fluctuation in on-demand revenue is
often  due  to  the  fact  that  we  have a small base of large customers making
periodic  large  purchases that account for a significant percentage of revenue.

     Partially  offsetting  the  increase  in on-demand product sales, real-time
product sales decreased approximately $1.1 million, or 14.1%, to $6.4 million in
the  three  months  ended  March  31, 2006 from $7.5 million in the three months
ended March 31, 2005.  The decrease in real-time product sales was primarily due
to  fewer  orders  for  spare parts and software from our largest North American
real-time customer and fewer large domestic orders during the three months ended
March  31,  2006.


                                       19
<PAGE>
     Service  Revenue.  Service  revenue  remained  flat at $5.5 million for the
three  months  ended  March  31,  2006 and 2005. Service revenue associated with
on-demand  products  increased  $0.5  million,  or  21.7%,  primarily  due  to
incremental Everstream service revenue in the three months ended March 31, 2006.
Everstream  service  revenue was attributable to maintenance service on software
products and integration and service performed after Concurrent's acquisition of
Everstream.  Furthermore,  the  on-demand  business  continues  to  recognize
maintenance  and  installation revenue on our expanding base of on-demand market
deployments.  As  the  warranty  agreements that typically accompany the initial
sale and installation of our on-demand systems expire, we anticipate selling new
maintenance  agreements  to  our  customers.

     The  increase  in on-demand service revenues was partially offset by a $0.5
million,  or  16.0%,  decrease in service revenue related to real-time products.
Service  revenue  associated  with  real-time  products  continued  to  decline
primarily due to the expiration of maintenance contracts as legacy machines were
removed  from service and, to a lesser extent, from customers purchasing our new
products  that produce significantly less service revenue.  We expect this trend
of  declining  service  for  real-time products to continue into the foreseeable
future.

     Product  Gross  Margin. Product gross margin was $7.7 million for the three
months ended March 31, 2006, a decrease of approximately $0.9 million, or 11.2%,
from  $8.6  million  for  the  three  months ended March 31, 2005. Product gross
margin  as  a percentage of product sales decreased to 50.7% in the three months
ended  March  31,  2006  from  60.1%  in  the three months ended March 31, 2005.
Product  gross  margins  decreased  year-over-year primarily due to particularly
favorable  real-time  product mix during the prior year quarter. Product margins
during  the  three  months  ended  March 31, 2005 were impacted by higher margin
real-time  hardware  and  software  sales  to  a  domestic  customer  as well as
non-recurring higher margins from on-demand system deployments. In addition, our
margins  were  adversely  impacted by an additional $0.2 million of amortization
expense  incurred  during  the  three  months  ended  March  31, 2006 related to
acquired  Everstream  technology.

     Service  Gross  Margin.  The  gross  margin  on  service  revenue increased
approximately  $0.3  million,  or  9.9%,  to  $2.6  million, or 46.5% of service
revenue  in the three months ended March 31, 2006 from $2.3 million, or 42.6% of
service  revenue  in  the three months ended March 31, 2005.  Increasing service
margins  are  primarily  due to service revenues generated by Everstream related
services  provided subsequent to our acquisition of Everstream.  This new source
of  revenue  provides  higher  service  margins  than  we  have  traditionally
experienced  and  we  expect this revenue source to continue to have a favorable
impact on service margins going forward, although we cannot be assured that they
will continue at the same level achieved during the three months ended March 31,
2006.  Service  margins  also  increased during the three months ended March 31,
2006,  as  compared  to the three months ended March 31, 2005, due to prior year
severance costs of $0.3 million.  Severance expense recorded in the three months
ended March 31, 2005 resulted from a reduction in service personnel as we scaled
down the infrastructure necessary to fulfill declining real-time product related
contractual obligations. The decline in contractual obligations results from the
expiration  of maintenance contracts as legacy machines are removed from service
and  replaced  with  machines  that  are  less  costly  to  maintain.

      Sales and Marketing.  Sales and marketing expenses decreased approximately
$0.3  million,  or 6.5% to $4.0 million in the three months ended March 31, 2006
from  $4.3  million  in the three months ended March 31, 2005.  This decrease is
primarily  due  to  a $0.2 million decrease in commission expense resulting from
lower sales in Japan.  During the three months ended March 31, 2005, we deployed
a  significant new on-demand system in Japan that generated higher than expected
revenues  within our Asia/Pacific market in the prior year.  Also, we redeployed
certain  resources  within  our  sales and marketing organization allowing us to
reduce  expenses  in  Europe  by  an additional $0.2 million in the three months
ended  March  31,  2006,  as  compared  to  the  same  period in the prior year.
Partially offsetting these decreasing expenses, we began including expenses from
Everstream's  sales  force  and  amortization  of  Everstream's  customer  base,
resulting in an additional $0.1 million of expense during the three months ended
March  31,  2006,  as  compared  to  the  same  period  in  the  prior  year.

     Research and Development.  Research and development expenses increased $0.4
million,  or  9.1% to $4.9 million in the three months ended March 31, 2006 from
$4.5  million  in the three months ended March 31, 2005.  This increase occurred
primarily  because  we  began  including expenses from Everstream's research and
development  group during fiscal year 2006.  This resulted in an additional $0.8
million  of  research  and  development  related  salaries, wages, benefits, and
facilities  costs.  These  additional  expenses  were partially offset by a $0.3
million decrease in development subcontractors and engineering costs incurred in
the  three  months  ended  March  31, 2005 that were no longer necessary to meet
software  development  requirements  for  customers'  business  management
functionality,  resource  management  and  client  system  monitoring.


                                       20
<PAGE>
     General  and  Administrative.  General and administrative expenses remained
flat  at  $2.4 million in each of the three months ended March 31, 2006, with no
significant  offsetting  increases  and  decreases  in  expenses.

     Provision  for  Income  Taxes.  We  recorded  income  tax  expense  for our
domestic and foreign subsidiaries of $14,000 in the three months ended March 31,
2006.  We  recorded  income  tax  expense of $2,000 for our domestic and foreign
subsidiaries  in  the  quarter ended March 31, 2005.  Income tax expense for the
three  months ended March 31, 2006 and 2005 were primarily attributable to state
income  tax  and income earned in foreign locations that cannot be offset by net
operating  loss  carryforwards.

     Net  Loss.  The net loss for the three months ended March 31, 2006 was $1.0
million  or  $0.01  per  basic  and diluted share compared to a net loss for the
three months ended March 31, 2005 of $0.2 million or $0.00 per basic and diluted
share.

THE NINE MONTHS ENDED MARCH 31, 2006 COMPARED TO THE NINE MONTHS ENDED MARCH 31,
2005

<TABLE>
<CAPTION>
                                         NINE MONTHS ENDED
                                             MARCH 31,
                                         ------------------
(DOLLARS IN THOUSANDS)                     2006      2005    $ CHANGE  % CHANGE
                                         --------  --------  --------  ---------
<S>                                      <C>       <C>       <C>       <C>
Product revenues                         $38,826   $40,699   $(1,873)     (4.6%)
Service revenues                          16,870    16,504       366        2.2%
                                         --------  --------  --------  ---------
      Total revenues                      55,696    57,203    (1,507)     (2.6%)

Product cost of sales                     18,908    19,294      (386)     (2.0%)
Service cost of sales                      8,544     9,904    (1,360)    (13.7%)
                                         --------  --------  --------  ---------
      Total cost of sales                 27,452    29,198    (1,746)     (6.0%)
                                         --------  --------  --------  ---------

Product gross margin                      19,918    21,405    (1,487)     (6.9%)
Service gross margin                       8,326     6,600     1,726       26.2%
                                         --------  --------  --------  ---------
      Total gross margin                  28,244    28,005       239        0.9%

Operating expenses:
Sales and marketing                       12,415    12,897      (482)     (3.7%)
Research and development                  14,090    14,299      (209)     (1.5%)
General and administrative                 7,297     7,144       153        2.1%
                                         --------  --------  --------  ---------
      Total operating expenses            33,802    34,340      (538)     (1.6%)
                                         --------  --------  --------  ---------

Operating loss                            (5,558)   (6,335)      777      NM (1)

Impairment loss on minority investment         -      (313)      313      NM (1)
Interest income - net                        137       208       (71)    (34.1%)
Other income (expense) - net                 673      (137)      810      NM (1)
                                         --------  --------  --------  ---------
Loss before income taxes                  (4,748)   (6,577)    1,829      NM (1)
Provision for income taxes                    87        68        19       27.9%
                                         --------  --------  --------  ---------
Net loss                                 $(4,835)  $(6,645)    1,810      NM (1)
                                         ========  ========  ========  =========
</TABLE>

     (1) NM denotes percentage is not meaningful

     Product  Sales.  Total  product  sales  for the nine months ended March 31,
2006 were $38.8 million, a decrease of approximately $1.9 million, or 4.6%, from
$40.7 million for the nine months ended March 31, 2005.  The decrease in product
sales  resulted  from  the  $1.9 million, or 8.8%, decrease in on-demand product
sales  to  $19.6  million  in  the  nine  months ended March 31, 2006 from $21.5
million  in  the  nine  months  ended March 31, 2005.  The decrease in on-demand
product  sales  was  primarily  due  to a $1.7 million decrease in international
sales  volume,  particularly  in  Japan,  during the nine months ended March 31,
2006,  as  compared to the same period of the prior year.  Although we were able
to  generate  incremental  revenue  from  the  sale  of  Everstream  on-


                                       21
<PAGE>
demand  reporting  tools within our Japanese market during the nine months ended
March 31, 2006, this revenue did not match the revenue generated from prior year
new  system  deployments  within the Japanese market. The reduction in on-demand
product  revenue  in  Japan  was  partially  offset  by  an increase in European
on-demand  product revenue through our relationship with Alcatel. Fluctuation in
on-demand  revenue  is  often due to the fact that we have a small base of large
customers  making  periodic  large  purchases  that  account  for  a significant
percentage  of  revenue.

     Real-time  product  sales remained flat at $19.2 million during each of the
nine  months  ended  March  31,  2006  and  2005.

     Service Revenue.  Service revenue increased $0.4 million, or 2.2%, to $16.9
million for the nine months ended March 31, 2006 from $16.5 million for the nine
months  ended  March 31, 2005.  The increase in service revenue was attributable
to  a  $2.3  million,  or  33.1%,  increase  in  service revenue associated with
on-demand  products.  Service  revenue  associated  with  on-demand  products
increased  partly  due  to  the  addition  of  Everstream service revenue in the
current  period.  Everstream  service  revenue  was  primarily  attributable  to
maintenance  service  on software products and integration and service performed
after  our  acquisition  of  Everstream.  Furthermore,  the  on-demand  business
continued  to  recognize  maintenance  and installation revenue on our expanding
base of on-demand market deployments.  As the warranty agreements that typically
accompany  the initial sale and installation of our on-demand systems expire, we
anticipate  selling  new  maintenance  agreements  to  our  customers.

     The  increase  in on-demand service revenues was partially offset by a $1.9
million,  or  19.7%,  decrease in service revenue related to real-time products.
Service  revenue  associated  with  real-time  products  continued  to  decline
primarily due to the expiration of maintenance contracts as legacy machines were
removed  from service and, to a lesser extent, from customers purchasing our new
products  that produce significantly less service revenue.  We expect this trend
of  declining  service  for  real-time products to continue into the foreseeable
future.

     Product  Gross Margin.  Product gross margin was $19.9 million for the nine
months  ended March 31, 2006, a decrease of approximately $1.5 million, or 6.9%,
from  $21.4  million  for  the  nine months ended March 31, 2005.  Product gross
margin  as  a  percentage of product sales decreased to 51.3% in the nine months
ended  March  31,  2006 from 52.6% in the nine months ended March 31, 2005.  The
decrease in product margins is primarily due to a less favorable mix of software
and hardware products both domestically and internationally in the current year.
In  addition,  we  incurred  an  additional $0.4 million of amortization expense
during  the  three  months  ended  March 31, 2006 related to acquired Everstream
technology.

     Service  Gross  Margin.  The gross margin on service revenue increased $1.7
million,  or  26.2%,  to  $8.3  million, or 49.4% of service revenue in the nine
months  ended  March  31, 2006 from $6.6 million, or 40.0% of service revenue in
the  nine months ended March 31, 2005.  Increasing service margins are primarily
due to service revenues generated by Everstream subsequent to the acquisition of
Everstream.  This  new source of revenue provides higher service margins than we
have  traditionally experienced and we expect this revenue source to continue to
have  a favorable impact on service margins going forward, although we cannot be
assured  that  they  will  continue  at  the same level achieved during the nine
months  ended  March  31,  2006.  Service margins also increased during the nine
months  ended  March  31,  2006,  as compared to the nine months ended March 31,
2005,  due to cost savings generated by our cost reduction initiative during the
prior  fiscal  year.  Service  cost of sales decreased $1.4 million due to fewer
service  personnel  in  the  current  year,  which  resulted  in  a $0.7 million
reduction  in  service  related  salaries, wages and benefits, and related prior
year  severance  costs  of $0.6 million.  Severance expense recorded in the nine
months ended March 31, 2005 resulted from a reduction in service personnel as we
scaled  down the infrastructure necessary to fulfill declining real-time product
related contractual obligations.  The decline in contractual obligations results
from the expiration of maintenance contracts as legacy machines are removed from
service  and  replaced  with  machines  that  are  less  costly  to  maintain.

     Sales  and Marketing.  Sales and marketing expenses decreased approximately
$0.5  million,  or 3.7% to $12.4 million in the nine months ended March 31, 2006
from  $12.9  million  in the nine months ended March 31, 2005.  This decrease is
primarily  due  to  a  $0.6  million  reduction  in salaries, wages and benefits
resulting  from  the  cost savings initiative implemented during the nine months
ended  March  31, 2005, and non-recurring severance of $0.2 million in the prior
year.  In  addition,  we  reduced  depreciation  expense  associated  with
demonstration  equipment  by $0.3 million during the nine months ended March 31,
2006,  as compared to the same period of the prior year, because we have reduced
spending  on  such  equipment.  Partially  offsetting  these  decreases,


                                       22
<PAGE>
commission expense increased $0.3 million during the nine months ended March 31,
2006,  as compared to the same period of the prior year, due to the structure of
commission  agreements  in  the current year.  Also during the nine months ended
March  31,  2006,  we began including expenses from Everstream's sales force and
amortization  of  Everstream's  customer  base,  resulting in an additional $0.3
million  of  expense  during  the  nine  months  ended  March  31,  2006.

     Research and Development.  Research and development expenses decreased $0.2
million,  or  1.5% to $14.1 million in the nine months ended March 31, 2006 from
$14.3  million  in the nine months ended March 31, 2005.  During the nine months
ended  March 31, 2006, we incurred $1.7 million less in development expenses for
subcontractors  and  engineers  because  they  were  no longer necessary to meet
software  development  requirements  for  customers'  business  management
functionality, resource management and client system monitoring.  In addition to
the  decreasing personnel costs, we also incurred $0.1 million less in severance
costs  as  compared  to  the nine months ended March 31, 2005.  These decreasing
costs  from  Concurrent's  traditional  research  and  development  group  were
partially  offset by the inclusion of expenses of $1.6 million from Everstream's
research  and  development  group  during  the nine months ended March 31, 2006.

     General  and Administrative.  General and administrative expenses increased
$0.2  million  or  2.1%  to $7.3 million in the nine months ended March 31, 2006
from  $7.1  million  in  the  nine months ended March 31, 2005.  During the nine
months  ended March 31, 2006, accounting services, primarily attributable to the
additional  internal  and  external  audit work required for compliance with the
Sarbanes-Oxley  Act  of 2002, increased by $0.2 million, as compared to the nine
months  ended  March  31,  2005.  Furthermore,  share-based compensation expense
resulting  from  adoption of SFAS 123(R) increased by $0.2 million and inclusion
of  Everstream's  operations  resulted in an additional $0.1 million in expenses
during  the  nine months ended March 31, 2006, as compared to the same period of
the  prior year.  Offsetting these increasing costs, salaries wages and benefits
decreased by $0.4 million during the nine months ended March 31, 2006, primarily
due  to the cost savings initiative during the nine months ended March 31, 2005.

     Impairment Loss on Minority Investment.  During the nine months ended March
31,  2005,  we became aware of circumstances that provided evidence of an "other
than  temporary"  impairment  of  our  then  minority  ownership  investment  in
Everstream.  Based  upon  an evaluation of the investment during this period, we
recorded  an  impairment  charge of $0.4 million in the Statement of Operations,
and  reduced  our  "Investment  in  minority  owned  company"  to  $140,000.

     Other  Income  (Expense).  During  the nine months ended March 31, 2006, we
received  a  $0.7 million refund from the Australian Tax Authority.  This refund
related  to  previous withholding tax payments, over many years, on intercompany
charges  with  our  Australian  subsidiary.  Expense  associated  with  previous
payments  was  originally  recorded  to  "other  income  (expense)"  within  our
Consolidated  Statement of Operations; therefore, we have recorded the refund to
"other  income  (expense)"  within  our  Consolidated  Statement  of Operations.

     Provision  for  Income  Taxes.  We  recorded  income  tax  expense  for our
domestic  and foreign subsidiaries of $87,000 in the nine months ended March 31,
2006,  compared  to $68,000 during the nine months ended March 31, 2005.  Income
tax  expense  during  both periods is primarily attributable to income earned in
foreign  locations  that  cannot  be offset by net operating loss carryforwards.

     Net  Loss.  The  net loss for the nine months ended March 31, 2006 was $4.8
million or $0.07 per basic and diluted share compared to a net loss for the nine
months  ended  March  31,  2005  of  $6.6 million or $0.11 per basic and diluted
share.

LIQUIDITY AND CAPITAL RESOURCES

     Our  liquidity  is  dependent  on  many  factors,  including  sales volume,
operating  profit  and  the  efficiency  of  asset use and turnover.  Our future
liquidity  will  be  affected  by,  among  other  things:

     -    the  rate  of  growth,  if any, of on-demand market expansions and the
          pace at which domestic and international cable companies and telephone
          companies  implement  on-demand  technology;

     -    the  rate  of growth, if any, of deployment of our real-time operating
          systems  and  tools;

     -    the  actual  versus anticipated decline in revenue from maintenance of
          real-time  proprietary  systems;


                                       23
<PAGE>
     -    ongoing  cost  control  actions  and  expenses, including for example,
          research  and  development  and  capital  expenditures;

     -    the margins on our product lines;

     -    our ability to leverage the potential of Everstream;

     -    our ability to raise additional capital, if necessary;

     -    our ability to obtain additional bank financing, if necessary;

     -    our ability to meet the covenants contained in our Credit Agreement;

     -    timing  of  product  shipments,  which occur primarily during the last
          month  of  the  quarter;

     -    the  percentage  of sales derived from outside the United States where
          there  are generally longer accounts receivable collection cycles; and

     -    the  number  of  countries  in  which  we  operate,  which may require
          maintenance  of  minimum  cash  levels in each country and, in certain
          cases,  may  restrict  the  repatriation of cash, such as cash held on
          deposit  to  secure  office  leases.

Uses  and  Sources  of  Cash

     We  used  $4.1  million  of  cash from operating activities during the nine
months  ended  March 31, 2006 compared to using $10.2 million of cash during the
same  period  of  the prior year.  The use of cash from operations was primarily
due to operating losses, timing of shipments and related receivable collections,
and  insurance  and  other  prepayments in the nine months ended March 31, 2006.
Prior  period  cash  usage  resulted  from  both  operating losses and timing of
collection  from  customers.

     We  invested  $1.4 million in property, plant and equipment during the nine
months  ended  March  31,  2006  compared to $1.2 million during the nine months
ended  March  31,  2005.  Capital additions during each of these periods related
primarily  to  product development and testing equipment.  We expect to continue
at  a  slightly  higher  level of capital additions during the remainder of this
fiscal  year.  Also,  we  received  $1.2  million of cash during the nine months
ended  March  31,  2006  from our acquisition of Everstream on October 11, 2005.

     During  the  quarter ended December 31, 2004, we executed a Loan and Credit
Agreement with Silicon Valley Bank. The Credit Agreement provides for a two year
$10  million revolving credit line and a three year $3 million term loan.  As of
March  31,  2006,  we had no amounts drawn under the Revolver and had drawn down
the  entire  $3.0 million, of which $1.2 million has been repaid, under the Term
Loan.  Interest  on  all outstanding amounts under the Revolver would be payable
monthly  at  the  prime rate (7.75% at March 31, 2006) plus 3.25% per annum, and
interest  on all outstanding amounts under the Term Loan is payable monthly at a
rate  of  8.0%  per  annum.  Based  on  the  borrowing formula and our financial
position  as  of  March  31,  2006, $9.4 million would have been available to us
under  the  Revolver.  The  Term Loan is repayable in 36 equal monthly principal
and  interest  installments  of  $94,000  and  the  outstanding principal of the
Revolver  would  be due on December 23, 2006, unless the Revolver was terminated
earlier  in  accordance  with  its  terms.

     In  addition,  the  Credit  Agreement contains certain financial covenants,
including  required  financial  ratios  and  a  minimum  tangible net worth, and
customary  restrictive  covenants  concerning  our  operations.  As of March 31,
2006,  we  were  in  compliance  with  these  covenants.

     At  March  31,  2006,  we  had  working capital of $20.7 million and had no
material  commitments  for  capital  expenditures compared to working capital of
$22.9  million at June 30, 2005.  We believe that existing cash balances will be
sufficient  to  meet  our  anticipated  working  capital and capital expenditure
requirements  for  the next twelve months.  However, until our revenue increases
and  stabilizes,  it  is likely that we will continue to use cash from operating
activities.  As  part  of  our  cost reduction initiative implemented during the
prior  fiscal  year,  we  reduced  our  breakeven  point, but the acquisition of
Everstream  is  expected  to  increase  our  quarterly  operating  expenses  by
approximately  $1  million.  If revenues do not reach these breakeven levels, we
will  continue  to  use cash.  If this situation continues, we may need to raise
additional funds through an offering of stock or debt, in addition to our Credit
Agreement.  We  cannot  be  certain  that  we  will be able to obtain additional
financing  on  favorable  terms,  if  at  all.


                                       24
<PAGE>
CONTRACTUAL  OBLIGATIONS  AND  COMMERCIAL  COMMITMENTS

     The  following table summarizes our significant contractual obligations and
commitments,  by  fiscal  year,  as  of  March  31,  2006:

<TABLE>
<CAPTION>
                                                     PAYMENTS DUE BY FISCAL YEAR
                                         --------------------------------------------------
                                                       (DOLLARS IN THOUSANDS)
CONTRACTUAL OBLIGATIONS                  TOTAL   2006   2007-2008   2009-2010   THEREAFTER
-----------------------------------------------  -----  ----------  ----------  -----------
<S>                                      <C>     <C>    <C>         <C>         <C>
Operating leases                         $1,752  $ 365  $    1,294  $       93  $         -
Term note obligation                      1,828    245       1,583           -            -
Interest payments related to term note      140     36         104           -            -
Pension plan                              1,965     40         393         438        1,094
Non-binding purchase commitment (a)         225    225           -           -            -
                                         ------  -----  ----------  ----------  -----------
TOTAL                                    $5,910  $ 911  $    3,374  $      531  $     1,094
                                         ======  =====  ==========  ==========  ===========
</TABLE>

     (a)  This  is  a  purchase commitment with a supplier for Concurrent to pay
          for  nonrecurring customization costs. If Concurrent does not purchase
          a  specified  number of products from the supplier, then Concurrent is
          not  obligated  to  pay  the  entire  amount.

     CAUTIONARY  NOTE  REGARDING  FORWARD-LOOKING  STATEMENTS

     Certain  statements  made  or  incorporated  by reference in this quarterly
report  may  constitute  "forward-looking  statements" within the meaning of the
federal  securities  laws.  Statements  regarding future events and developments
and  our  future  performance,  as  well  as  our  expectations, beliefs, plans,
estimates, or projections relating to the future, are forward-looking statements
within  the  meaning  of  these laws.  Examples of forward looking statements in
this  quarterly  report include, without limitation, our expectation with regard
to  future  product  and  service  revenues  and  revenue  growth, service gross
margins,  anticipated  growth  in  the  markets  for our on-demand and real-time
products,  anticipated  positive  results,  and the performance of our products.
All  forward-looking  statements  are subject to certain risks and uncertainties
that  could  cause  actual  events  to  differ  materially from those projected.

     Such  risks  and uncertainties include our ability to achieve revenue goals
and win new opportunities.  In addition, the risks and uncertainties which could
affect  our  financial  condition  or  results  of  operations  include, without
limitation:  our  ability  to  keep  our  customers  satisfied;  availability of
video-on-demand  content; delays or cancellations of customer orders; changes in
product  demand;  economic conditions; various inventory risks due to changes in
market  conditions;  uncertainties  relating to the development and ownership of
intellectual  property; uncertainties relating to our ability and the ability of
other  companies  to enforce their intellectual property rights; the pricing and
availability  of  equipment, materials and inventories; the concentration of our
customers;  failure  to  effectively  manage  change;  delays  in  testing  and
introductions  of  new  products;  rapid  technology  changes;  system errors or
failures;  reliance  on  a limited number of suppliers; uncertainties associated
with  international  business  activities,  including foreign regulations, trade
controls,  taxes,  and currency fluctuations; the highly competitive environment
in  which  we  operate  and  predatory pricing pressures; failure to effectively
service  the  installed base; the entry of new well-capitalized competitors into
our  markets;  the  success of new on-demand and real-time products; integration
and  performance problems of new products; the availability of Linux software in
light  of  issues  raised  by  SCO  Group;  the success of our relationship with
Alcatel;  capital  spending patterns by a limited customer base; the integration
of  Everstream;  and  contractual  obligations  that  could  impact  revenue
recognition.

     Other  important  risk  factors  are discussed in our Annual Report on Form
10-K  for  the  fiscal  year  ended  June  30,  2005.

     Our  forward-looking statements are based on current expectations and speak
only  as of the date of such statements.  We undertake no obligation to publicly
update  or  revise  any forward-looking statement, whether as a result of future
events,  new  information  or  otherwise.


                                       25
<PAGE>
ITEM 3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

     We  are  exposed  to market risk from changes in interest rates and foreign
currency  exchange rates.  We are exposed to the impact of interest rate changes
on  our  short-term  cash  investments,  which  are  backed  by  U.S. government
obligations,  and  other investments in respect of institutions with the highest
credit  ratings,  all  of  which have maturities of three months or less.  These
short-term  investments  carry  a degree of interest rate risk.  We believe that
the  impact of a 10% increase or decline in interest rates would not be material
to our investment income.  We are also exposed to fluctuations in interest rates
as  we seek debt to sustain our operations.  At March 31, 2006, 100% of our debt
was  in  fixed-rate  instruments, as our variable rate revolving credit facility
was unfunded.  We consider the fair value of all financial instruments not to be
materially  different  from  their  carrying  value  at  quarter  end.

     We  conduct  business  in the United States and around the world.  Our most
significant foreign currency transaction exposure relates to the United Kingdom,
those  Western  European  countries  that  use  the  Euro  as a common currency,
Australia,  and  Japan.  We  do not hedge against fluctuations in exchange rates
and  believe  that  a hypothetical 10% upward or downward fluctuation in foreign
currency  exchange  rates  relative to the United States dollar would not have a
material  impact  on  future  earnings,  fair  values,  or  cash  flows.

ITEM 4.  CONTROLS  AND  PROCEDURES

     As  required by Securities and Exchange Commission rules, we have evaluated
the  effectiveness  of  the  design and operation of our disclosure controls and
procedures  as of the end of the period covered by this report.  This evaluation
was  carried  out  under  the  supervision  and  with  the  participation of our
management,  including  our  principal executive officer and principal financial
officer.  Based  on  this  evaluation,  these  officers  have concluded that the
design  and  operation  of our disclosure controls and procedures are effective.
There  were  no  significant  changes  to  our  internal  control over financial
reporting  during the period covered by this report that materially affected, or
are reasonably likely to materially affect, our internal controls over financial
reporting.

     Disclosure  controls  and  procedures are our controls and other procedures
designed  to  ensure  that  information  required  to  be disclosed by us in the
reports  that  we file or submit under the Exchange Act are recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules  and  forms.  Disclosure  controls  and procedures
include,  without  limitation,  controls  and procedures designed to ensure that
information required to be disclosed by us in the reports that we file under the
Exchange  Act  are accumulated and communicated to our management, including our
principal  executive officer and principal financial officer, as appropriate, to
allow  timely  decisions  regarding  required  disclosure.

PART  II  OTHER  INFORMATION

ITEM 1.  LEGAL  PROCEEDINGS

     From  time  to  time,  we  may be involved in litigation relating to claims
arising  out  of our ordinary course of business.  We are not presently involved
in  any  material  litigation.  Other  matters pending are disclosed in our Form
10-K  for  the  year  ended  June  30,  2005  and  in  Note  14 to the Condensed
Consolidated  Financial Statements for the three and nine months ended March 31,
2006.

ITEM 6.  EXHIBITS

<TABLE>
<CAPTION>
<S>     <C>
   3.1  Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant's
        Registration Statement on Form S-2 (No. 33-62440)).

   3.2  Amended and Restated Bylaws of the Registrant (incorporated by reference to the Registrant's Quarterly
        Report on Form 10-Q for the period ended March 31, 2003).

   3.3  Certificate of Correction to Restated Certificate of Incorporation of the Registrant (incorporated by
        reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2002).

   3.4  Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated
        by reference to the Form 8-A/A, dated August 9, 2002).


                                       26
<PAGE>
   3.5  Amendment to Amended Certificate of Designations of Series A Participating Cumulative Preferred
        Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).

   4.1  Form of Common Stock Certificate (incorporated by reference to the Registrant's Quarterly Report on
        Form 10-Q for the period ended March 31, 2003).

   4.2  Form of Rights Certificate (incorporated by reference to the Registrant's Current Report on Form 8-K/A
        filed on August 12, 2002).

   4.3  Amended and Restated Rights Agreement dated as of August 7, 2002 between the Registrant and
        American Stock Transfer & Trust Company, as Rights Agent (incorporated by reference to the
        Registrant's Current Report on Form 8-K/A filed on August 12, 2002).

11.1*   Statement Regarding Computation of Per Share Earnings.

31.1**  Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2**  Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**  Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
        Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**  Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
        Section 906 of the Sarbanes-Oxley Act of 2002.
</TABLE>

*    Data required  by  Statement  of  Financial  Accounting  Standards No. 128,
     "Earnings  per  Share,"  is  provided  in  the  Notes  to  the  condensed
     consolidated  financial  statements  in  this  report.

**   Filed  herewith.


                                       27
<PAGE>
                                   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.


Date:  May 5, 2006                  CONCURRENT COMPUTER CORPORATION




                                    By:   /s/ Gregory S. Wilson
                                        -------------------------
                                    Gregory S. Wilson
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)


                                       28
<PAGE>
                                  EXHIBIT INDEX
                                  -------------

<TABLE>
<CAPTION>
<S>     <C>
   3.1  Restated Certificate of Incorporation of the Registrant (incorporated by reference to the Registrant's
        Registration Statement on Form S-2 (No. 33-62440)).

   3.2  Amended and Restated Bylaws of the Registrant (incorporated by reference to the Registrant's Quarterly
        Report on Form 10-Q for the period ended March 31, 2003).

   3.3  Certificate of Correction to Restated Certificate of Incorporation of the Registrant (incorporated by
        reference to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2002).

   3.4  Amended Certificate of Designations of Series A Participating Cumulative Preferred Stock (incorporated
        by reference to the Form 8-A/A, dated August 9, 2002).

   3.5  Amendment to Amended Certificate of Designations of Series A Participating Cumulative Preferred
        Stock (incorporated by reference to the Form 8-A/A, dated August 9, 2002).

   4.1  Form of Common Stock Certificate (incorporated by reference to the Registrant's Quarterly Report on
        Form 10-Q for the period ended March 31, 2003).

   4.2  Form of Rights Certificate (incorporated by reference to the Registrant's Current Report on Form 8-K/A
        filed on August 12, 2002).

   4.3  Amended and Restated Rights Agreement dated as of August 7, 2002 between the Registrant and
        American Stock Transfer & Trust Company, as Rights Agent (incorporated by reference to the
        Registrant's Current Report on Form 8-K/A filed on August 12, 2002).

11.1*   Statement Regarding Computation of Per Share Earnings.

31.1**  Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2**  Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**  Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
        Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**  Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
        Section 906 of the Sarbanes-Oxley Act of 2002.
</TABLE>

        *  Data required by  Statement  of  Financial  Accounting  Standards No.
           128, "Earnings  per Share," is provided in the Notes to the condensed
           consolidated  financial  statements  in  this  report.

        ** Filed  herewith.


                                       29