<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998

                         COMMISSION FILE NUMBER: 000-24539

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

      DELAWARE                                  65-0632092
      (State of Incorporation)                  (IRS Employer Identification
                                                Number)

                            777 East Atlantic Avenue
                                    Suite 200
                              Delray Beach, Florida
                                      33483
                    (Address of principal executive offices)

                                 (561)-243-1440
                        (Telephone number of registrant)









      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 for the past 90 days. Yes      No   X
                                              -----    -----

      Indicate the number of shares outstanding of each of the issuer's classes
      of common stock as of the latest practicable date.

<TABLE>
<CAPTION>
                    Class                              Shares outstanding as of August 31, 1998
                    -----                              ----------------------------------------

<S>                                                    <C>
      Common Stock, $.01 par value                            19,391,675
      Non-voting Common Stock, $.01 par value                    896,431
</TABLE>

<PAGE>   2
                              ECLIPSYS CORPORATION

                                    FORM 10-Q

                       FOR THE QUARTER ENDED JUNE 30, 1998

                                      INDEX

      PART I.     Financial Information

      Item 1.     Condensed Consolidated Balance Sheets - June 30, 1998
                  (unaudited) and December 31, 1997

                  Condensed Consolidated Statements of Operations - For the
                  Three and Six Months ended June 30, 1998 and 1997 (unaudited)

                  Condensed Consolidated Statements of Cash Flows - For the Six
                  Months ended June 30, 1998 and 1997 (unaudited)

                  Notes to Condensed Consolidated Financial Statements

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


      PART II.    Other Information

      Item 2.     Changes in Securities

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

      Item 6.     Exhibits and Reports on Form 8-K


<PAGE>   3
PART 1.
ITEM 1.
                            ECLISPSYS CORPORATION
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                  AS OF JUNE 30, 1998 AND DECEMBER 31, 1997
                               (IN THOUSANDS)


<TABLE>
<CAPTION>
                                                         (UNAUDITED)
 ASSETS                                                 JUNE 30, 1998    DECEMBER 31, 1997
                                                        -------------    -----------------
<S>                                                       <C>                  <C>         
 Current Assets                                                                            
 Cash                                                       $   2,778            $   4,786 
 Accounts receivable                                           39,582               30,969 
 Inventory                                                        610                  866 
 Other current assets                                           8,578                1,114 
                                                            ---------            --------- 
 TOTAL CURRENT ASSETS                                          51,548               37,735 
                                                                                           
 Fixed Assets, net                                             12,078                9,517 
 Capitalized software development costs                         3,402                1,591 
 Acquired technology, net                                      22,341               25,802 
 Intangible assets, net                                        16,824               28,288 
 Other assets                                                   9,524                3,832 
                                                                                           
                                                            ---------            --------- 
 TOTAL ASSETS                                               $ 115,717            $ 106,765 
                                                            =========            ========= 
                                                                                           
 LIABILITIES AND SHAREHOLDERS' DEFICIT                                                     
 Current Liabilities                                                                       
 Deferred revenue                                           $  37,503            $  25,295 
 Current portion of long-term debt                              3,794               12,794 
 Other current liabilities                                     32,810               31,150 
                                                            ---------            --------- 
 TOTAL CURRENT LIABILITIES                                     74,107               69,239 
                                                                                           
 Deferred revenue                                               7,586                6,966 
 Long-term debt                                                17,000                3,794 
 Other long-term liabilities                                    3,765                9,480 
                                                                                           
 Mandatorily redeemable preferred stock                        30,356               35,607 
                                                                                           
 Shareholders' deficit                                                                     
 Preferred stock                                                  104                   95 
 Common stock                                                      53                   42 
 Unearned stock compensation                                     (214)                (250)
 Additional-paid-in-capital                                   131,757              115,777 
 Cumulative foreign currency translation adjustment                38                   28 
 Retained deficit                                            (148,835)            (134,013)
                                                            ---------            --------- 
 TOTAL SHAREHOLDERS' DEFICIT                                  (17,097)             (18,321)
                                                                                           
                                                                                           
                                                            ---------            --------- 
 TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                $ 115,717            $ 106,765 
                                                            =========            ========= 
</TABLE>

   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE UNAUDITED CONDENSED
                       CONSOLIDATED FINANCIAL STATEMENTS


<PAGE>   4
                              ECLIPSYS CORPORATION
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
         FOR THE THREE AND THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
               (IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS)
                                     (UNAUDITED)

<TABLE>
<CAPTION>
                                                             THREE MONTHS ENDED          SIX MONTHS ENDED
                                                                  JUNE 30,                    JUNE 30,
                                                          ----------------------    -----------------------------
REVENUES                                                    1998          1997           1998            1997
                                                            ----          ----           ----            ----
<S>                                                       <C>         <C>            <C>              <C>
Systems and services                                     $   29,125   $   23,523     $   56,089        $   40,546

Hardware                                                      3,164          744          5,494             1,366
                                                         -----------------------     ----------------------------
TOTAL REVENUES                                               32,289       24,267         61,583            41,912
                                                         -----------------------     ----------------------------

COSTS AND EXPENSES
Cost of systems and services revenues                        17,761       19,970         34,404            36,834
Cost of hardware revenue                                      2,718          491          4,695               993
Marketing and sales                                           4,693        3,204          8,904             6,332
Research and development                                      6,311        3,329         12,423             8,027
General and administration                                    1,276        1,413          2,891             2,197
Depreciation and amortization                                 2,523        2,420          5,391             4,708
Nonrecurring charges                                              -        6,988          7,193            99,189
                                                         -----------------------     ----------------------------
TOTAL COSTS AND EXPENSES                                     35,282       37,815         75,901           158,280
                                                         -----------------------     ----------------------------
                                                         -----------------------     ----------------------------
LOSS FROM OPERATIONS                                         (2,993)     (13,548)       (14,318)         (116,368)
                                                         -----------------------     ----------------------------

Interest expense, net                                           219          222            504               333

                                                         -----------------------     ----------------------------
NET LOSS                                                     (3,212)     (13,770)       (14,822)         (116,701)
                                                         -----------------------     ----------------------------

 DIVIDENDS AND ACCRETION OF MANDATORILY
 REDEEMABLE PREFERRED STOCK                                  (1,178)      (1,568)        (2,513)           (2,586)

 PREFERRED STOCK CONVERSION                                       -            -              -            (3,105)
                                                         -----------------------     ----------------------------

 NET LOSS AVAILABLE TO COMMON SHAREHOLDERS               $   (4,390)  $  (15,338)    $  (17,335)       $ (122,392)
                                                         -----------------------     ----------------------------

 BASIC AND DILUTED NET LOSS PER SHARE                    $    (0.89)  $    (4.70)    $    (3.66)       $   (37.56)
                                                         -----------------------     ----------------------------

 WEIGHTED AVERAGE COMMON STOCK OUTSTANDING                4,937,086    3,261,053      4,732,602         3,258,553
                                                         -----------------------     ----------------------------
</TABLE>



   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE UNAUDITED CONDENSED
                       CONSOLIDATED FINANCIAL STATEMENTS

<PAGE>   5
                                ECLIPSYS CORPORATION
                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                   (IN THOUSANDS)
                                     (UNAUDITED)

<TABLE>
<CAPTION>
                                                      SIX MONTHS ENDED JUNE 30,
                                                     ---------------------------

                                                        1998             1997      
                                                     ----------       ----------   
<S>                                                  <C>              <C>          
OPERATING ACTIVITIES                                                               
 Net Loss                                            $ (14,822)       $ (116,701)  
 Total adjustments to reconcile net loss                                           
 to net cash provided  by operating activities          25,992           116,761    
                                                     ----------       ----------   
       NET CASH PROVIDED BY OPERATING ACTIVITIES        11,170               60    
                                                     ----------       ----------   
                                                                                   
 INVESTING ACTIVITIES                                                              
 Purchase of property, equipment and software, net      (3,471)          (1,303)   
 Capitalized software development costs                 (1,811)            (189)   
 Acquisitions, net of cash                                   -         (108,983)   
 Changes in other assets                               (21,565)               -    
                                                     ----------       ----------   
       NET CASH USED IN INVESTING ACTIVITIES           (26,847)        (110,475)   
                                                     ----------       ----------   
                                                                                   
 FINANCING ACTIVITIES                                                              
 Borrowings                                             17,000           10,000    
 Payments on borrowings                                (12,794)               -    
 Exercise of options                                       453                -    
 Sale of preferred stock                                 9,000           73,764    
 Sale of mandatorily redeemable preferred stock              -           30,000    
                                                     ----------       ----------   
       NET CASH PROVIDED BY FINANCING ACTIVITIES        13,659          113,764    
                                                     ----------       ----------   
                                                                                   
 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND                                       
      CASH EQUIVALENTS                                      10               13    
                                                     ----------       ----------   
                                                                                   
 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS   (2,008)           3,362    
                                                                                   
 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD          4,786            4,589    
                                                     ----------       ----------   
 CASH AND CASH EQUIVALENTS, END OF PERIOD              $ 2,778          $ 7,951    
                                                     ----------       ----------   

</TABLE>



   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART TO THESE UNAUDITED CONDENSED
                      CONSOLIDATED FINANCIAL STATEMENTS

<PAGE>   6

                              ECLIPSYS CORPORATION
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                  JUNE 30, 1998

1.    BASIS OF PRESENTATION
      The consolidated financial statements include all adjustments that, in the
      opinion of management, are necessary for a fair presentation of the
      results for the periods indicated. All such adjustments are considered of
      normal recurring nature. Quarterly results of operations are not
      necessarily indicative of annual results.

      Certain financial information and footnote disclosures normally included
      in financial statements prepared in accordance with generally accepted
      accounting principles have been condensed or omitted. These condensed
      consolidated financial statements should be read in conjunction with the
      consolidated financial statements and the notes thereto included in the
      Company's Registration Statement on Form S-1 as amended dated August 6,
      1998.

2.    SUBSEQUENT EVENTS
      Effective August 6, 1998, Eclipsys Corporation ("the Company") completed 
      an initial public offering. Net proceeds from the offering were $67.4 
      million, including the exercise of the underwriters' over-allotment 
      option. The Company used the net proceeds from the offering to redeem 
      the outstanding shares of the Company's mandatorily redeemable preferred 
      stock, repay the principal balance and accrued interest on acquisition 
      related debt and to repay amounts outstanding under the Company's 
      revolving credit facility.

3.    ACQUISITION
      Effective January 30, 1998, the Company acquired the net asset of the
      North American operations of Emtek Healthcare Systems ("Emtek"), a
      division of Motorola, Inc. ("Motorola") for an aggregate purchase price of
      $11.7 million, including 1,000,000 shares of common stock valued at $9.1
      million and liabilities assumed of approximately $12.3 million. In
      addition, Motorola agreed to pay the Company $9.6 million in cash due
      within one year for working capital purposes.

      Unaudited pro forma results of operations for the six months ended June
      30, 1998, as if the aforementioned acquisition had occurred on January 1,
      1998 is as follows (in thousands except per share data):

<TABLE>
<S>                                                   <C>
                  Revenues                            $ 62,563
                  Net loss                             (16,512)
                  Basic and diluted loss per share    $ (3.88)
</TABLE>

4.    SIMIONE INVESTMENT
      In April 1998, the Company made a strategic investment in Simione
      Central Holdings, Inc. ("Simione") a publicly traded company,
      purchasing 420,000 shares of restricted common stock from certain
      stockholders of Simione. At the time of the transaction, the common stock
      represented 4.9% of Simione's outstanding common stock. The Company
      accounts for its investment in these shares using the cost method. Since
      the date of the investment, the market price of Simione's common stock 
      has declined.  Currently, Management is evaluating whether there has 
      been a permanent impairment of this investment in light of market 
      conditions and other factors.

      Concurrently with the investment, the Company and Simione entered into a 
      remarketing agreement pursuant to which the Company has certain rights 
      to distribute Simione software products

<PAGE>   7
PART I.
ITEM 2.

            MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                              RESULTS OF OPERATIONS

      This report contains forward-looking statements. For this purpose, any
      statements contained herein that are not statements of historical fact may
      be deemed to be forward-looking statements. Without limiting the forgoing,
      the words "believes," "anticipates," "plans," "expects," and similar
      expressions are intended to identify forward-looking statements. The
      important factors discussed below under the caption "Certain Factors that
      May Affect Future Operating Results/Risk Factors," among others, could
      cause actual results to differ materially from those indicated by
      forward-looking statements made herein and presented elsewhere by
      management from time to time. The Company undertakes no obligation to
      publicly update or revise any forward-looking statements, whether as a
      result of new information, future events or otherwise.

      OVERVIEW

      Eclipsys Corporation is a healthcare information technology company 
      delivering solutions that enable healthcare providers to achieve 
      improved clinical, financial and administrative outcomes. The Company 
      offers an integrated suite of core products in four critical areas - 
      clinical management, access management, patient financial management and 
      enterprise data warehouse and analysis. These products can be purchased 
      in combination to provide an enterprise-wide solution or individually to 
      address specific needs. These solutions take many forms and can include 
      a combination of software, hardware, maintenance, consulting services, 
      remote processing services, network services and information technology 
      outsourcing.

      The Company was formed in December 1995, but had no significant operations
      until January 1997, when it acquired ALLTEL Healthcare Information
      Services, Inc. ("Alltel"). The Company has grown primarily through three
      strategic acquisitions. The Company acquired Alltel effective January 24,
      1997, SDK Healthcare Information Systems ("SDK") effective June 26, 1997
      and Emtek effective January 30, 1998, (collectively the "Acquisitions"). 
      The Acquisitions were accounted for as purchases; accordingly, the 
      Company's consolidated financial statements reflect the results of 
      operations of these businesses from the respective dates acquired.

      RESULTS OF OPERATIONS

      SUMMARY
      Total revenues for the quarter ended June 30, 1998 increased 33% to $32.3
      million compared with $24.3 million for the second quarter 1997. For the
      six months ended June 30, 1998, total revenues increased 47% to $61.6
      million versus $41.9 million in the same period last year.

      Total costs and expenses for the quarter ended June 30, 1998 decreased 7%
      compared to the same period in 1997. For the six months ended June 30,
      1998, total costs and expenses decreased 52% compared to the same period
      in 1997.

      These changes in revenue and expense combined to decrease operating loss
      for the quarter and the six months ended June 30, 1998 by 78% to ($3.0)
      million and 88% to ($14.3) million, respectively, compared to the same
      periods in 1997.

      Included in the reported quarterly operating losses were acquisition
      related in-process research and development write-offs and amortization of
      intangible assets recorded in connection with the


<PAGE>   8
      Acquisitions of $4.9 million in the second quarter 1998 and $13.6 million
      in the second quarter 1997. Included in the reported year-to-date
      operating losses were acquisition related in-process research and
      development write-offs and amortization of intangible assets recorded in
      connection with the Acquisitions of $17.4 million in the six months ended
      June 30, 1998 and $110.2 million in the same period in 1997.

      REVENUES
      System and services revenues increased 24% to $29.1 million for the second
      quarter of 1998 and 38% to $56.1 million for the six months ended June 30,
      1998, compared to the same periods in 1997. Contributing to this increase
      was the inclusion of the results of operations of the Acquisitions
      throughout the 1998 periods, as well as, new contracted business during
      1998. The increase in new contracted business was a result of an increase
      in marketing efforts related to the regional realignment completed in 1997
      and the successful integration of the Acquisitions completed in 1997 and
      1998.

      Hardware revenues increased 325% to $3.2 million for the second quarter of
      1998 and 302% to $5.5 million for the six months ended June 30, 1998,
      compared to the same periods in 1997. The increase is primarily due to
      increased volume as a result of the Acquisitions.

      EXPENSES
      Total cost of revenues remained consistent for the second quarter of 1998
      and increased slightly for the six months ended June 30, 1998, compared to
      the same periods in 1997. Increased costs of hardware associated with the
      growth in hardware sales were offset by a reduction of certain expenses
      and realization of cost savings during 1998 as a result of the integration
      of the Acquisitions.

      Sales and marketing expenses increased 46% for the second quarter of 1998
      and 41% for the six months ended June 30, 1998, compared to the same
      periods in 1997. The increase was primarily due to the addition of
      marketing and direct sales personnel following the Acquisitions and the
      regional realignment of the Company's sales force.

      Total expenditures for research and development, including both
      capitalized and non-capitalized expense increased 105% to $7.2 million for
      the second quarter 1998 and increased 73% to $14.2 million for the six
      months ended June 30, 1998, compared to the same periods in 1997. The
      increase was due primarily to the inclusion in 1998 of the Acquisitions
      and the continued development of an enterprise-wide, client server
      platform solution. Research and development expenses capitalized for the
      second quarter of 1998 and the six months ended June 30, 1998 increased to
      $900,000 and $1.8 million, respectively, compared to the same periods
      in 1997. Increased capitalization is primarily the result of projects
      related to the development of an enterprise-wide, client server platform
      solution.

      General and administrative expenses decreased 10% for the second quarter
      of 1998 and increased 32% for the six months ended June 30, 1998, compared
      to the same periods in 1997. The quarter decrease is primarily the result
      of certain integration expenses related to the Alltel acquisition incurred
      during 1997 that did not recur during 1998. The six months increase is
      primarily due to the addition of administrative and finance personnel
      following the Acquisitions.

      Depreciation and amortization increased 4% for the second quarter of 1998
      and 15% for the six months ended June 30, 1998, compared to the same
      periods in 1997. The increase for the quarter is primarily the result of
      the inclusion of SDK goodwill amortization partially offset by a reduction
      in Alltel related goodwill amortization as a result of a write-down of
      goodwill due to a renegotiation with the former owner of Alltel of certain
      obligations under a management and services agreement (the "Alltel
      Renegotiation") during 1998. The increase in the six months



<PAGE>   9
      depreciation and amortization is primarily the result of the timing of the
      Acquisitions and increased depreciation on capital expenditures. This
      increase is partially offset by a reduction in Alltel related goodwill
      amortization as a result of the Alltel Renegotiation.

      ACQUIRED IN-PROCESS RESEARCH AND DEVELOPMENT

      In connection with the Alltel and SDK acquisitions, the Company wrote off
      in-process research and development totaling $92.2 million and $7.0
      million, respectively. These amounts were expensed as non-recurring
      charges on the respective acquisition dates. The Company continues to
      believe that the acquired in-process research and development will be
      successfully developed, but there can be no assurance that commercial
      viability of these products will be achieved.

      The value of the acquired in-process research and development was
      determined by estimating the projected net cash flows related to such
      products, including costs to complete the development of the technology
      and the future revenues to be earned upon commercialization of the
      products. These cash flows were discounted back to their net present
      value. The resulting projected net cash flows from such projects were
      based on Management's estimates of revenues and operating profits related
      to such projects.

      Through June 30, 1998, revenues and operating profit attributable to
      acquired in-process research and development have not materially differed
      from the projections used in determining its value, except for the timing
      of one outsourcing contract. Management continues to believe the
      projections used reasonably estimate the future benefits attributable to
      the acquired in-process research and development. However, no assurance
      can be given that deviations from these projections will not occur.

      BALANCE SHEET

      OTHER CURRENT ASSETS
      Other current assets increased during the six months ended June 30, 1998
      primarily related to the acquisition of Emtek, including a receivable from
      Motorola of $9.6 million (as of acquisition date) that is due within one
      year for working capital purposes.

      INTANGIBLE ASSETS
      Intangible assets decreased during the six months ended June 30, 1998
      primarily due to the Alltel Renegotiation and amortization during the
      period. In connection with the Alltel Renegotiation, the Company recorded
      a reduction of $9.2 million to goodwill. As a result of this reduction,
      the Company recorded a nonrecurring charge of $7.2 million.

      OTHER ASSETS
      Other assets increased during the six months ended June 30, 1998 primarily
      due to a strategic minority investment in Simione, purchasing
      approximately 4.9% of Simione's outstanding common stock from certain
      stockholders of Simione for $5.6 million.

      LIQUIDITY AND CAPITAL RESOURCES

      During the six months ended June 30, 1998, the Company generated $11.2
      million in cash flow from operations. The Company used $26.8 million in
      investing activities, which was primarily the result of the payment
      related to the Alltel Renegotiation. Financing activities provided an
      additional $13.7 million, primarily due to net borrowings on the Company's
      revolving credit facility and the sale of preferred stock.

      Effective August 6, 1998, the Company completed its initial public
      offering. Net proceeds from the offering including the exercise of the
      underwriters' over-allotment option, were $67.4



<PAGE>   10
      million. The Company used $61.2 million of the net proceeds from the
      offering to redeem the outstanding shares of the Company's mandatorily
      redeemable preferred stock, repay acquisition related debt and to repay
      amounts outstanding under the Company's revolving credit facility.

      The Company has a revolving credit facility with available borrowings up
      to $50.0 million. As of June 30, 1998, amounts outstanding against the
      revolving credit facility totaled $17.0 million. As a result of the
      Company's use of a portion of the net proceeds from its initial public
      offering to repay amounts outstanding under the credit facility, the
      Company had available borrowings of $50.0 million under the credit
      facility at August 31, 1998.

      As of June 30, 1998, the Company had $2.8 million in cash and short-term
      investments.

      Management believes that its available cash and short-term investments,
      anticipated cash generated from its future operations and amounts
      available under the existing revolving credit facility will be sufficient
      to meet the Company's operating requirements for at least the next twelve
      months.

      CERTAIN FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS/RISK FACTORS

      Limited Combined Operating History; History of Operating Losses. The
      Company began operations in 1996 and has grown primarily through a series
      of acquisitions completed since January 1997. Accordingly, the Company and
      its acquired operations have a limited combined operating history upon
      which an evaluation of the Company and its prospects can be based. The
      success of the Company will depend, in part, on its ability to integrate
      the operations of these acquired businesses and to consolidate its product
      offerings. There can be no assurance that the operating results of the
      Company will meet or exceed the combined individual operating results
      achieved by the respective businesses prior to their acquisition. In
      addition, the Company's senior management group has been assembled
      relatively recently. There can be no assurance that the management group
      will be able to oversee the combined entity and implement the Company's
      operating or growth strategies effectively. The Company has incurred net
      losses in each year since its inception, including net losses of $131.1
      million in 1997 and $14.8 million for the first six months of 1998. At
      June 30, 1998, the Company had a shareholders' deficit of $17.1 million.
      The Company's losses resulted primarily from certain write-offs related to
      the Alltel and SDK acquisitions which were consummated during 1997 and
      charges in the first quarter of 1998 related to the Alltel Renegotiation.
      The Company expects to continue to incur net losses for the foreseeable
      future. There can be no assurance that the Company will achieve
      profitability.

      Management of Growth. The growth in the size and complexity of the
      Company's business as a result of the Acquisitions has placed, and is
      expected to continue to place, a significant strain on the Company's
      management and other resources. The Company's ability to compete
      effectively and to manage future growth, if any, will depend on its
      ability to continue to implement and improve operational and financial
      systems on a timely basis and to expand, train, motivate and manage its
      work force. There can be no assurance that the Company's personnel,
      systems, procedures and controls will be adequate to support the Company's
      operations. If the Company's management is unable to manage growth
      effectively, the Company's business, financial condition and results of
      operations could be materially adversely affected.

      Risks Associated With Future Acquisitions. An important element of the
      Company's business strategy has been, and is expected to continue to be,
      expansion through acquisitions. The Company's ability to continue to
      expand through acquisitions depends on many factors, including the
      availability of capital to purchase other businesses and to support such
      growth, the successful identification and acquisition of businesses and
      management's ability to effectively integrate and operate the new
      businesses. The Company currently has no commitments, understandings or
      arrangements with respect to any future acquisitions. There is significant
      competition for


<PAGE>   11
      acquisition opportunities in the information technology industry.
      Competition may intensify due to consolidation in the industry, which
      could increase the costs of future acquisitions. The Company competes for
      acquisition opportunities with other companies, some of which may have
      significantly greater financial and management resources than the Company.
      Further, the anticipated benefits from any acquisition may not be achieved
      unless the operations of the acquired business are successfully combined
      with those of the Company. The integration of acquired businesses requires
      substantial attention from management. The diversion of the attention of
      management and any difficulties encountered in the transition process
      could have a material adverse effect on the Company's business, financial
      condition and results of operations. There can be no assurance that the
      Company will be able to identify suitable acquisition candidates, acquire
      any such candidates on reasonable terms or integrate acquired businesses
      successfully. Future acquisitions could result in the issuance of
      additional shares of capital stock or the incurrence of additional
      indebtedness, could entail the payment of consideration in excess of book
      value and could have a dilutive effect on the Company's net income per
      share. Many business acquisitions must be accounted for under the purchase
      method of accounting. Consequently, such acquisitions may generate
      significant goodwill or other intangible assets. Consequently, acquisition
      of these businesses would typically result in substantial amortization
      charges to the Company. Acquisitions could also involve significant
      charges reflecting write-offs of acquired in-process research and
      development.

      Ability to Attract and Retain Key Personnel. The Company's success
      depends, in significant part, upon the continued services of its key
      technical, marketing, sales and management personnel and on its ability to
      continue to attract, motivate and retain highly qualified employees.
      Competition for technical, marketing, sales and management employees is
      intense and the process of recruiting personnel with the combination of
      skills and attributes required to execute the Company's strategy can be
      difficult, time-consuming and expensive. There can be no assurance that
      the Company will be successful in attracting or retaining highly skilled
      technical, management, sales and marketing personnel. The failure to
      attract, hire, assimilate or retain such personnel could have a material
      adverse effect on the Company's business, financial condition and results
      of operations.

      The Company believes that its ability to implement its strategic goals
      depends to a considerable degree on its senior management team. The loss
      of any member of that team or, in particular, the loss of Harvey J.
      Wilson, the Company's founder, Chairman of the Board, President and Chief
      Executive Officer, could have a material adverse effect on the Company's
      business, financial condition and results of operations.

      Potential Fluctuations in Quarterly Performance. The Company's revenues
      and operating results have varied from quarter to quarter, primarily due
      to acquisitions. The Company's quarterly operating results may continue to
      fluctuate due to a number of factors, including the timing and size of
      future acquisitions; the timing, size and nature of the Company's product
      sales and implementations; the length of the sales cycle; implementation
      efforts; market acceptance of new services, products or product
      enhancements by the Company or its competitors; product and price
      competition; the relative proportions of revenues derived from systems and
      services and from hardware; changes in the Company's operating expenses;
      personnel changes; the performance of the Company's products; and
      fluctuations in economic and financial market conditions. The timing of
      revenues from product sales is difficult to forecast because the Company's
      sales cycle can vary depending upon factors such as the size of the
      transaction, the changing business plans of the customer, the
      effectiveness of the customer's management and general economic
      conditions. In addition, because revenue is recognized at various points
      during the term of a contract, the timing of revenue recognition varies
      considerably based on a number of factors, including the type of contract,
      the availability of personnel, the implementation schedule and the
      complexity of the implementation process. How and when to implement,
      replace, expand or substantially modify an information system, or modify
      or add business processes or lines of


<PAGE>   12
      business, are major decisions for healthcare organizations. The sales
      cycle for the Company's systems may range from six to eighteen months or
      more from initial contact to contract execution. Historically, the
      Company's implementation cycle has ranged from twelve to thirty-six months
      from contract execution to completion of implementation. Although the
      Company believes that the migration of its products to its new Structured
      Object Layered Architecture (SOLA) will significantly shorten the 
      implementation cycle, there can be no assurance in this regard. During 
      the sales cycle and the implementation cycle, the Company expends 
      substantial time, effort and funds preparing contract proposals, 
      negotiating the contract and implementing the solution. Because a 
      significant percentage of the Company's expenses are relatively fixed, a 
      variation in the timing of sales and implementations can cause 
      significant variations in operating results from quarter to quarter. Due 
      to the foregoing factors, the Company believes that period-to-period 
      comparisons of its results of operations are not necessarily meaningful 
      and that such comparisons cannot be relied upon as indicators of future 
      performance.

      Rapid Technological Change and Evolving Market. The market for the
      Company's products and services is characterized by rapidly changing
      technologies, evolving industry standards and new product introductions
      and enhancements that may render existing products obsolete or less
      competitive. As a result, the Company's position in the healthcare
      information technology market could erode rapidly due to unforeseen
      changes in the features and functions of competing products, as well as
      the pricing models for such products. The Company's future success will
      depend in part upon the Company's ability to enhance its existing products
      and services and to develop and introduce new products and services to
      meet changing customer requirements. The process of developing products
      and services such as those offered by the Company is extremely complex and
      is expected to become increasingly complex and expensive in the future as
      new technologies are introduced. The Company has recently announced the
      development of, and has commenced migrating its products to, its new SOLA
      architecture. There can be no assurance that the development of SOLA or
      the migration of products to the SOLA architecture will be successful,
      that such products will meet their scheduled release dates, that the
      Company will successfully complete the development and release of other
      new products or the migration of new or existing products to specific
      platforms or configurations in a timely fashion or that the Company's
      current or future products will satisfy the needs of potential customers
      or gain general market acceptance.

      Risks Associated with Development of Integrated Clinical Management Suite.
      The Company is currently in the process of integrating selected features
      and functionalities from a number of heritage clinical management products
      acquired in the Alltel and Emtek acquisitions and licensed from Partners
      Healthcare Systems, Inc. ("Partners") to create the Sunrise Clinical
      Management suite. Although most of the key functionalities of the Sunrise
      Clinical Management suite are currently available in heritage products,
      the initial components of the integrated Sunrise Clinical Management
      suite is not expected to be generally available until 1999. There can be
      no assurance that the Company will be successful in completing the
      integration of these functionalities on a timely basis, that field
      trials will be successful or that the Sunrise Clinical Management suite,
      if and when generally available, will meet the needs of the marketplace
      or achieve market acceptance. Any difficulties or delays in integrating
      these functionalities into the Sunrise Clinical Management suite, or the
      failure of the Sunrise Clinical Management suite to gain market
      acceptance, could have a material adverse effect on the Company's
      business, financial condition and results of operations.

      Competition. The market for the Company's products and services is
      intensely competitive and is characterized by rapidly changing
      technologies and user needs and the frequent introduction of new products.
      The Company's principal competitors include Cerner Corp., HBO & Company,
      IDX Systems Corp. and Shared Medical Systems Corporation. The Company also
      faces competition from providers of practice management systems, general
      decision support and database systems and other segment-specific
      applications, as well as from healthcare technology


<PAGE>   13
      consultants. A number of the Company's competitors are more established,
      benefit from greater name recognition and have substantially greater
      financial, technical and marketing resources than the Company. The Company
      also expects that competition will continue to increase as a result of
      consolidation in both the information technology and healthcare
      industries. There can be no assurance that the Company will be able to
      compete successfully against current and future competitors or that
      competitive pressures faced by the Company will not materially adversely
      affect its business, financial condition and results of operations.

      Dependence on Relationship with Partners. The Company has an exclusive
      license granted by Partners (the "Partners License") to develop,
      commercialize, distribute and support certain intellectual property
      relating to the BICS clinical information systems software developed at
      Brigham and Women's Hospital ("Brigham"). If the Company breaches certain
      terms of the license, Partners has the option to convert the license to a
      non-exclusive license. Such conversion by Partners could cause the
      intellectual property and the ability to develop and commercialize such
      intellectual property to become more widely available to competitors of
      the Company, which could have a material adverse effect on the Company's
      business, financial condition and results of operations. No sales have
      been made and, consequently, no royalties have been paid by the Company
      pursuant to the Partners License because products based on the licensed
      technology are still in field trials. The Company also works closely with
      physicians and research and development personnel at Brigham and
      Massachusetts General Hospital ("MGH") to develop and commercialize new
      information technology solutions for the healthcare industry and to test
      and demonstrate new and existing products. A breach of the terms of the
      Partners License could cause the cooperative working relationship with
      Brigham and MGH, including future access to products developed by
      personnel at Brigham granted under the Partners License, to become
      strained or to cease altogether. The loss of good relations with Brigham
      or MGH could have a material adverse impact on the Company's ability to
      develop new solutions and cause delays in bringing new products to the
      market. Additionally, a loss of the relationship with Brigham or MGH could
      result in the Company's reputation and status in the industry being
      diminished. Any of these events could have a material adverse effect on
      the Company's business, financial condition and results of operations.

      Uncertainty in the Healthcare Industry. The healthcare industry is subject
      to changing political, economic and regulatory influences that may affect
      the procurement practices and operations of healthcare industry
      participants. During the past several years, the U.S. healthcare industry
      has been subject to an increase in governmental regulation and reform
      proposals. These reforms may increase governmental involvement in
      healthcare, continue to reduce reimbursement rates and otherwise change
      the operating environment for the Company's customers. Healthcare industry
      participants may react to these proposals and the uncertainty surrounding
      such proposals by curtailing or deferring investments, including those for
      the Company's products and services. In addition, many healthcare
      providers are consolidating to create larger healthcare delivery
      enterprises with greater market power. Such consolidation could erode the
      Company's existing customer base and reduce the size of the Company's
      target market. In addition, the resulting enterprises could have greater
      bargaining power, which may lead to price erosion. The failure of the
      Company to maintain adequate price levels or sales, or the reduction in
      the size of the Company's target market, as a result of legislative or
      market-driven reforms or industry consolidation could have a material
      adverse effect on the Company's business, financial condition and results
      of operations.

      Possible Adverse Effects of Government Regulation. The United States Food
      and Drug Administration (the "FDA") has issued a draft guidance document
      addressing the regulation of certain computer products and
      computer-assisted products as medical devices under the Federal Food,
      Drug, and Cosmetic Act (the "FDC Act") and has recently indicated it may
      modify such draft policy or create a new policy. The Company expects that
      the FDA is likely to become increasingly active in regulating computer
      software intended for use in the healthcare setting. If


<PAGE>   14
      the FDA chooses to regulate any of the Company's healthcare software
      systems as medical devices, it can impose extensive requirements upon the
      Company, including the requirement that the Company seek either FDA
      clearance of a premarket notification submission demonstrating that the
      product is substantially equivalent to a device already legally marketed
      or file for and obtain FDA approval of a premarket approval application
      establishing the safety and effectiveness of the product. FDA regulations
      also govern, among other things, the preclinical and clinical testing,
      manufacture, distribution, labeling and promotion of medical devices. In
      addition, the Company would be required to comply with the FDC Act's
      general controls, including establishment registration, device listing,
      compliance with good manufacturing practices, reporting of certain device
      malfunctions and adverse device events. Noncompliance with applicable
      requirements can result in, among other things, fines, injunctions, civil
      penalties, recalls or product corrections, total or partial suspension of
      production, failure of the government to grant premarket clearance or
      approval of products, withdrawal of clearances and approvals, and criminal
      prosecution. There can be no assurance that any final FDA policy governing
      computer products, once issued, or future laws and regulations concerning
      the manufacture or marketing of medical devices or healthcare information
      systems will not increase the cost and time to market of new or existing
      products.

      The confidentiality of patient records and the circumstances under which
      such records may be released are subject to substantial regulation by
      state and federal laws and regulations, which govern both the disclosure
      and use of confidential patient medical record information. Regulations
      governing electronic health data transmissions are evolving rapidly and
      are often unclear and difficult to apply in the rapidly restructuring
      healthcare market. On August 22, 1996, President Clinton signed the Health
      Insurance Portability and Accountability Act of 1996 ("HIPAA"). This
      legislation requires the Secretary of Health and Human Services (the
      "Secretary") to adopt national standards for certain types of electronic
      health information transactions and the data elements used in such
      transactions and to adopt standards to ensure the integrity and
      confidentiality of health information. There can be no assurance that
      these standards, particularly those related to data security, will not
      have a material adverse effect on the Company's business, financial
      condition and results of operations.

      The HIPAA legislation also required the Secretary to submit
      recommendations to Congress for legislation to protect privacy and
      confidentiality of personal health information. There can be no assurance
      that such laws or regulations will not materially restrict the ability of
      the Company's customers to obtain or disseminate patient information,
      which could adversely affect demand for the Company's products.
      Legislation governing the dissemination of medical record information is
      frequently proposed and debated at both the federal and state levels. Such
      legislation, if enacted, could require patient consent before even
      non-individually-identifiable (e.g., coded or anonymous) patient
      information maybe shared with third parties and could also require that
      holders or users of such information implement specified security
      measures. Any material restriction on the ability of healthcare providers
      to obtain or disseminate patient information could adversely affect the
      Company's business, financial condition and results of operations.

      Year 2000 Issues. Although all of the products currently offered by the
      Company are Year 2000 compliant, some of the products previously sold by
      Alltel and Emtek and installed in the Company's customer base are not Year
      2000 compliant. The Company has developed and tested solutions for these
      non-compliant installed products. In addition, because the Company's
      products are often interfaced with a customer's existing third-party
      applications, the Company's products may experience difficulties
      interfacing with third-party non-compliant applications. Any unexpected
      difficulties in implementing Year 2000 solutions for the installed Alltel
      or Emtek products or difficulties in interfacing with third-party products
      could have a material adverse effect on the Company's business, financial
      condition and results of operations. As a result of apprehension in the
      marketplace over Year 2000 compliance issues, businesses, including the
      Company's customers, may elect to defer significant capital investments in
      information


<PAGE>   15
      technology programs and software, either because they decide to focus
      their capital budgets on the expenditures necessary to bring their own
      existing systems into compliance or because they wish to purchase only
      software with a proven ability to process data after 1999. As a result,
      the Company may not achieve expected sales revenues and its business,
      financial condition and results of operations could be materially
      adversely affected.

      Limited Protection of Proprietary Rights. The Company is dependent upon
      its proprietary information and technology. There can be no assurance that
      the Company's means of protecting its proprietary rights will be adequate
      to prevent misappropriation. The laws of some foreign countries may not
      protect the Company's proprietary rights as fully or in the same manner as
      do the laws of the United States. Also, despite the steps taken by the
      Company to protect its proprietary rights, it may be possible for
      unauthorized third parties to copy aspects of the Company's products,
      reverse engineer such products or otherwise obtain and use information
      that the Company regards as proprietary. In certain limited instances,
      customers can access source code versions of the Company's software,
      subject to contractual limitations on the permitted use of such source
      code. Although the Company's license agreements with such customers
      attempt to prevent misuse of the source code, the possession of the
      Company's source code by third parties increases the ease and likelihood
      of potential misappropriation of such software. Furthermore, there can be
      no assurance that others will not independently develop technologies
      similar or superior to the Company's technology or design around the
      proprietary rights owned by the Company. In addition, although the Company
      does not believe that its products infringe the proprietary rights of
      third parties, there can be no assurance that infringement or invalidity
      claims (or claims for indemnification resulting from infringement claims)
      will not be asserted or prosecuted against the Company or that any such
      assertions or prosecutions will not materially adversely affect the
      Company's business, financial condition and results of operations.
      Regardless of the validity of such claims, defending against such claims
      could result in significant costs and diversion of Company resources,
      which could have a material adverse effect on the Company's business,
      financial condition and results of operations. In addition, the assertion
      of such infringement claims could result in injunctions preventing the
      Company from distributing certain products, which could have a material
      adverse effect on the Company's business, financial condition and results
      of operations. If any claims or actions are asserted against the Company,
      the Company may seek to obtain a license to such intellectual property
      rights. There can be no assurance, however, that such a license would be
      available on reasonable terms or at all.

      Product Errors; Potential for Product Liability; Security Issues. Highly
      complex software products, such as those offered by the Company, often
      contain undetected errors or failures when first introduced or as new
      versions are released. Testing of the Company's products is particularly
      challenging because it is difficult to simulate the wide variety of
      computing environments in which the Company's customers may deploy these
      products. Despite extensive testing, the Company from time to time has
      discovered defects or errors in its products. Accordingly, there can be no
      assurance that such defects, errors or difficulties will not cause delays
      in product introductions and shipments, result in increased costs and
      diversion of development resources, require design modifications or
      decrease market acceptance or customer satisfaction with the Company's
      products. In addition, there can be no assurance that, despite testing by
      the Company and by current and potential customers, errors will not be
      found after commencement of commercial shipments, resulting in loss of or
      delay in market acceptance, which could have a material adverse effect
      upon the Company's business, financial condition and results of
      operations. Certain of the Company's products provide applications that
      relate to patient medical histories and treatment plans. Any failure of
      the Company's products to provide accurate and timely information could
      result in liability claims against the Company. Although the Company has
      not experienced any claims to date, there can be no assurance that the
      Company will not be subject to such claims in the future. The Company
      attempts to limit contractually its liability for damages arising from
      negligent acts, errors, mistakes or omissions in designing its products
      and



<PAGE>   16
      rendering its services. Despite this precaution, there can be no assurance
      that the limitations of liability set forth in its contracts would be
      enforceable or would otherwise protect the Company from liability for
      damages. The Company maintains general liability insurance coverage,
      including coverage for errors or omissions. However, there can be no
      assurance that such coverage will continue to be available on acceptable
      terms, or will be available in sufficient amounts to cover one or more
      large claims, or that the insurer will not disclaim coverage as to any
      future claim. The successful assertion of one or more large claims against
      the Company that exceed available insurance coverage or changes in the
      Company's insurance policies, including premium increases or the
      imposition of large deductible or co- insurance requirements, could have a
      material adverse effect on the Company's business, financial condition and
      results of operations. Furthermore, litigation with respect to liability
      claims, regardless of its outcome, could result in substantial cost to the
      Company, divert management's attention from the Company's operations and
      decrease market acceptance of the Company's products. Any product
      liability claim or litigation against the Company could, therefore, have a
      material adverse effect on the Company's business, financial condition and
      results of operations. The Company has included security features in its
      products that are intended to protect the privacy and integrity of
      customer data. Despite the existence of these security features, the
      Company's software products may be vulnerable to break-ins and similar
      disruptive problems. Such computer break-ins and other disruptions may
      jeopardize the security of information stored in and transmitted through
      the computer systems of the Company's customers. Addressing these evolving
      security issues may require significant expenditures of capital and
      resources by the Company, which may have a material adverse effect on the
      Company's business, financial condition and results of operations


<PAGE>   17


      PART II.


      ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS
      The Company is furnishing the following information with respect to the
      use of proceeds from its initial public offering of common stock, $.01 par
      value per share, which closed in August 1998.

      1. The effective date of the Registration Statement on Form S-1 for the
         offering was August 6, 1998, and the commission file number of the
         Registration Statement is 333-50781.
      2. The offering commenced on August 6, 1998. 
      3. Not applicable 
      4. (i.) The offering terminated on August 17, 1998, the date of the
         exercise of the underwriters' over-allotment option. All of the shares
         of common stock registered for the account of the Company were sold
         prior to the termination of the offering. 
         (ii.) The managing underwriters for the offering were Morgan Stanley 
         Dean Witter, Bancamerica Robertson Stephens, Lehman Brothers and 
         Salomon Smith Barney. 
         (iii.) The Company registered shares of its common stock, $.01 par 
         value per share, in the offering. 
         (iv.) The Company registered 4,830,000 shares. The aggregate offering
         price of the shares registered and sold by the Company was $72,450,000 
         (v.) The actual expenses incurred for the account of the Company in 
         connection with the offering were as follows (amounts represent 
         estimates except for Underwriters discount):

<TABLE>
<S>                                                                  <C>
                  Underwriting discount                              $ 5,071,500
                  SEC registration fee                                    40,000
                  NASD filing fee                                         10,000
                  NASDAQ National Market listing fee                     105,000
                  Transfer Agent and Registrar fees                       10,000
                  Accounting fees and expenses                           400,000
                  Legal fees and expenses                                450,000
                  Printing and mailing expenses                          415,000
                  Other                                                  270,000
                                                                   -------------
                                                                     $ 6,771,500
</TABLE>

                  Payment of expenses were to persons other than directors,
                  officers, general partners of the Company or their associates,
                  persons owning 10% or more of the equity securities of the
                  Company or affiliates of the Company.

           (vi.)  The net offering proceeds to the Company after expenses were
                  approximately $67.4 million.

           (vii.) The Company used the proceeds as follows:

<TABLE>
<S>                                                                              <C>
                  Redemption of mandatorily redeemable preferred stock           $38,771,443
                  Repayment of acquisition related debt                            3,926,405
                  Repayment of amounts outstanding under revolving
                        credit facility                                           18,500,000
                  Purchase of short-term investments                               5,000,000
                  Working capital requirements                                     1,180,652
                                                                                 -----------
                                                                                 $67,378,500
</TABLE>
          (viii.) Not applicable



<PAGE>   18



      ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 
      During the quarter ended June 30, 1998, in lieu of the 1998 annual meeting
      of stockholders, the Company submitted certain matters to a vote of its
      stockholders through the solicitation of written consents under Section
      228 of the General Corporation Law of the State of Delaware. Written
      consents were received from stockholders with dates ranging from May 1,
      1998 to June 1, 1998. These consents approved:

            (1)  the filing of an amendment to the Company's Second Amended and
      Restated Certificate of Incorporation;

            (2) a two-for-three reverse stock split and the filing of a second
      amendment to the Second Amended and Restated Certificate of Incorporation
      to effectuate the stock split;

            (3) the filing of the Company's Third Amended and Restated
      Certificate of Incorporation effective upon the closing of a qualifying
      initial public offering of the Company's Common Stock (an "IPO");

            (4) the adoption of the Company's Amended and Restated Bylaws
      effective upon the closing of an IPO;

            (5) the adoption of the Company's 1998 Stock Incentive Plan;

            (6) the adoption of the Company's 1998 Employee Stock Purchase Plan;

            (7) the reservation of an aggregate of 6,500,000 shares of Common
      Stock (4,333,333 after giving effect to the reverse stock split) for
      issuance in the aggregate under and pursuant to the 1998 Stock Incentive
      Plan, the 1998 Employee Stock Purchase Plan and the 1996 Stock Plan; and

            (8) the election of the following as directors of the Company, each
      to serve until the next annual meeting of the stockholders and until their
      successors are duly elected and qualified: Steven A. Denning, C. Fred
      DiBona, Eugene V. Fife, William E. Ford, Jeffrey Fox*, Jay B. Pieper,
      Richard D. Severns and Harvey J. Wilson.

            A total of 12,710,310 votes (out of a possible 14,516,543  
      votes) were cast for each of these matters (such numbers do not reflect
      the two-for-three reverse stock split approved in the vote).

      * Subsequent to the end of the quarter, Mr. Fox was removed from the
      board of directors by the stockholders.

      ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
      (a)      Exhibits:  See Index to exhibits.
      (b)      Reports on Form 8-K:  None


<PAGE>   19




                                   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.



                                                ECLIPSYS CORPORATION



      Date:  September 21, 1998                 -----------------------------
                                                Robert J. Vanaria
                                                Chief Financial Officer




<PAGE>   20



                              ECLIPSYS CORPORATION
                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT
   NO.                              DESCRIPTION
--------                            -----------

<S>   <C>
3.1   Third Amended and Restated Certificate of Incorporation.
3.2   Amended and Restated By-Laws (incorporated by reference to Exhibit
      3.4 to the Registrant's Registration Statement on Form S-1, as
      amended (File No.  333-50781))
10.1  Amended and Restated 1998 Employee Stock Purchase Plan.
10.2  Letter agreement amending First Amended and Restated Credit
      Agreement dated May 29, 1998, by and among Eclipsys Corporation,
      First Union National Bank, f/k/a First Union National Bank of North
      Carolina as Agent and BankBoston, N.A., as Co-Agent.
27    Financial Data Schedule (for SEC use only).
</TABLE>