SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                               -------------------


                                   FORM 10-K/A

                                 Amendment No. 1

                      For the Year Ended December 31, 1999


                           Commission File No. 0-21177


                           NETSMART TECHNOLOGIES, INC.

             (Exact name of registrant as specified in its charter)



                   Delaware                                    13-3680154
        (State or other jurisdiction of                     (I.R.S. employer
        incorporation or organization)                     identification no.)

               146 Nassau Avenue
                Islip, New York                                   11751
   (Address of principal executive offices)                    (Zip Code)

       Registrant's telephone number, including area code: (516) 968-2000


                   Purpose of Amendment: To include Part III.




<PAGE>

                                    Part III

Item 10.       Directors and Executive Officers of the Registrant

     The directors and executive officers of the Registrant are as follows:


Name                            Age      Position
----                            ---      --------
James L. Conway                 52       President, chief executive officer and
                                         director
Edward D. Bright(1)             68       Chairman of the board and director
Anthony F. Grisanti             51       Chief financial officer, treasurer and
                                         secretary
John F. Phillips                59       Vice president--marketing and director
Gerald O. Koop                  61       Chief executive officer of Creative
                                         Socio-Medics Corp. and director
Joseph G. Sicinski(1)           68       Director

----------
(1)     Member of the audit and compensation committees.

        Mr. James L. Conway has been our president and a director since January
1996 and our chief executive officer since April 1998.  From 1993 until April
1998, he was president of S-Tech, a manufacturer of specialty vending equipment
for postal, telecommunication and other industries, which, until April 1998, was
a wholly-owned subsidiary of Consolidated Technology Group Ltd., now known as
The Sagemark Companies Ltd.  Mr. Conway is also a director of Trans Global
Services, Inc., which provides technical temporary staffing services.

        Mr. Edward D. Bright has been our chairman of the board and a director
since April 1998.  In April 1998, Mr. Bright was also elected as chairman,
secretary, treasurer and a director of Consolidated Technology.  From January
1996 until April 1998, Mr. Bright was an executive officer of or advisor to
Creative Socio-Medics Corp., our subsidiary which was acquired in June 1994.
From June 1994 until January 1996, he was our chief executive officer.  For more
than two years prior thereto, he was a senior executive officer of Creative
Socio-Medics and its former parent.  Mr. Bright is also a director of Trans
Global.

        Mr.  Anthony F.  Grisanti has been our  treasurer  since June 1994,  our
secretary  since  February  1995 and our chief  financial  officer since January
1996. He was chief  financial  officer of Creative  Socio-Medics  and its former
parent more than five years prior thereto.

        Mr.  John F.  Phillips  has been a director  and vice  president  of our
subsidiary,   Creative   Socio-Medics,   since   June   1994,   and   our   vice
president-marketing  since  1996.  He  also  served  as our  vice  president  --
marketing from June 1994 to January 1996.  From January 1993 until June 1994, he
was chairman of the board of Creative Socio-Medics and its former parent.

        Mr.  Gerald O. Koop has been a director  since  June  1998.  He has held
management  positions  with  Creative  Socio-Medica  for more than the past five
years,  most  recently as its chief  executive  officer,  a position he has held
since 1996.


                                      - 1 -
<PAGE>

        Mr.  Joseph G.  Sicinski  has been a director  since  June  1998.  He is
president  and a director  of the Trans  Global,  a position  he held with Trans
Global and its predecessor  since September 1992.  Since April 1998, he has also
been chief executive officer of Trans Global.

        The Board of Directors  has created audit and  compensation  committees,
both of which consists of Messrs. Bright, Richter and Sicinski,  each of whom is
a non-employee  director.  The audit  committee has the authority to approve our
audited financial  statements,  to meet with our independent auditors, to review
with the  auditors  and with  management  any  management  letter  issued by the
auditors  and  generally  to  exercise  the  power  normally  accorded  an audit
committee of a public corporation.  In addition,  any transactions between us or
our  subsidiaries,  on the one hand,  and any  officer,  director  or  principal
stockholder or any affiliate of any officer,  director or principal stockholder,
on the other hand, requires the prior approval of the audit committee.

        The compensation committee serves as the stock option committee pursuant
to our stock option plans.  In addition,  it reviews and approves any changes in
compensation for our executive officers.

        In April  1999,  two members of the audit and  compensation  committees,
Messrs.  Edward D.  Bright and Joseph G.  Sicinski,  purchased  shares of common
stock from SIS Capital  pursuant  to an  agreement  described  under "Item 13 --
Certain Relationships and Related Transactions."

        Directors are elected for a term of one year.

        None of the Company's officers and directors are related.

        The Company's certificate of incorporation  includes certain provisions,
permitted under Delaware law, which provide that a director of the Company shall
not be personally liable to the Company or its stockholders for monetary damages
for breach of  fiduciary  duty as a director  except for  liability  (i) for any
breach of the  director's  duty of loyalty to the  Company or its  stockholders,
(ii) for acts or  omissions  not in good  faith  or  which  involve  intentional
misconduct or a knowing  violation of law, (iii) for any transaction  from which
the director derived an improper personal  benefit,  or (iv) for certain conduct
prohibited  by  law.  The  Certificate  of  Incorporation  also  contains  broad
indemnification provisions.  These provisions do not affect the liability of any
director under Federal or applicable state securities laws.

Item 11.  Executive Compensation

        Set forth below is  information  with  respect to  compensation  paid or
accrued by the Company for 1999,  1998 and 1997 to its chief  executive  officer
and to each other officer whose salary and bonus for 1999 exceeded $100,000.


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<PAGE>

                           SUMMARY COMPENSATION TABLE

                                            Annual               Long-Term
                                            ------               ---------
                                          Compensation           Compensation
                                          ------------           ------------
                                                                 (Awards)
                                                                 --------
                                                                 Options, SARs
                                                                 -------------
Name and Principal Position     Year     Salary     Bonus(1)       (Number)(2)
---------------------------     ----     ------     ------       -------------
James L. Conway, CEO and        1999     $160,000    $107,000             --
president                       1998      161,563      27,000         90,000
                                1997      125,000          --         89,582
Gerald O. Koop, chief           1999      140,000     172,169             --
executive officer of Creative   1998       92,700     126,305         80,000
Socio-Medics Corp.              1997       90,000     158,094             --
John F. Phillips, vice          1999      140,000      64,000             --
president - marketing           1998      112,800      70,540         80,000
                                1997      109,500      89,657             --
Anthony F. Grisanti, chief      1999      120,000     100,000             --
financial officer               1998       91,240      56,967         80,000
                                1997       87,600      73,888             --

----------
        The bonus for Mr. Koop includes accrued  commissions of $100,169.  These
commissions will be paid in installments through 2002.

        In July 1998,  we entered  into  five-year  employment  agreements  with
Messrs.  James L.  Conway,  John F.  Phillips,  Gerald  O. Koop and  Anthony  F.
Grisanti.  Pursuant to these  agreements,  these officers  receive the following
base  salaries:  Mr.  Conway - $160,000,  Mr.  Phillips -  $140,000,  Mr. Koop -
$140,000, and Mr. Grisanti - $120,000. The agreements provide for an annual cost
of living adjustment. The agreements provide that the executives are eligible to
participate  in a  bonus  pool to be  determined  annually  by the  Compensation
Committee.  The agreements also provide each of these officers with a $1,000 per
month  automobile  allowance.  In  the  event  of  the  officer's  dismissal  or
resignation or a material  change in his duties or in the event of a termination
of employment by the executive or by us as a result of a change of control,  the
officer   may  receive   severance   payments  of  between  24  and  36  months'
compensation.  A month's compensation means the then current monthly salary plus
one-twelfth of the bonus for the prior year.

        No options were granted  during 1999 to any of our officers named in the
Summary Compensation Table.


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<PAGE>
<TABLE>

 Aggregate Option Exercises in Last Fiscal Year and Fiscal Year-End Option Value
<S>                   <C>            <C>        <C>                  <C>


                                                   Number of
                                                   Securities           Value of
                                                   Underlying           Unexercised In-
                                                   Unexercised          the-Money
                                                   Options at Fiscal    Options at Fiscal
                                                   Year End             Year End
                         Shares
                         Acquired        Value     Exercisable/         Exercisable/
        Name             Upon Exercise  Realized   Unexercisable        Unexercisable
        ----             -------------  --------   -------------        -------------
James L. Conway              20,000     $38,750      145,249/--          $376,375/--
Gerald O. Koop                  --          --        87,984/--           454,845/--
John F. Phillips             12,922      33,622       89,000/--           458,875/--
Anthony F. Grisanti          10,821      28,609       85,000/--           439,375/--

----------
        The number of shares of Common Stock subject to options  includes shares
of common stock issuable upon exercise of warrants.

        The  determination  of "in the money"  options at December 31, 1999,  is
based on the closing price of the common stock on the Nasdaq  SmallCap Market on
December 31, 1999, which was $6.375.

        Information  with respect to Mr.  Conway  includes  warrants to purchase
23,916  shares  of  common  stock  held by Mr.  Conway's  wife,  as to  which he
disclaims beneficial ownership.

Item 12.       Security Ownership of Certain Beneficial Owners and Management

        Set forth below is  information  as of April 28, 1999, as to each person
owning of  record or known by us,  based on  information  provided  to us by the
persons named below, to own  beneficially at least 5% of our Common Stock,  each
director, each officer listed in the Summary Compensation Table and all officers
and directors as a group.

                                                          Percent of Outstanding
Name and Address(1)                         Shares        Common Stock
----------------                            ------        ------------
John F. Phillips                            198,922            5.5%
146 Nassau Avenue
Islip, NY 11751
Edward D. Bright                            191,422            5.3%
146 Nassau Avenue
Islip, NY 11751
Gerald O. Koop                              152,823            4.2%
James L. Conway                             152,583            4.3%
Anthony F. Grisanti                          75,421            2.1%
Joseph G. Sicinski                           32,000             *
All directors and officers as a group                          %
(seven individuals)

----------
*       Less than 1%.

        Unless  otherwise  indicated,  each  person has the sole voting and sole
investment power and direct beneficial  ownership of the shares.  Each person is
deemed to beneficially own shares of common stock

                                      - 4 -
</TABLE>
<PAGE>


issuable upon exercise of options or warrants which are exercisable on or within
60 days after the date as of which the information is provided.

        The number of shares owned by our  directors  and officers  shown in the
table  includes  shares of common  stock  which are  issuable  upon  exercise of
options  and  warrants  that are  exercisable  at April 28,  2000 or will become
exercisable  within 60 days after that  date.  Set forth  below is the number of
shares issuable upon exercise of those options for each of our directors and the
officers named in the summary compensation table.


Name                                       Number
----                                       ------
James L. Conway                            48,250
John F. Phillips                           89,000
Edward D. Bright                           67,500
Gerald O. Koop                             87,984
Anthony F. Grisanti                         5,052
Joseph G. Sicinski                             --
All officers and directors as a group     297,786

        Mr.  Conway's  options  and  warrants  include  shares of  common  stock
issuable  upon  exercise of warrants  and shares of common stock  issuable  upon
exercise  of  warrants  held by his wife,  as to which he  disclaims  beneficial
ownership. All other officers and directors only hold options.

Item 13.       Certain Relationships and Related Transactions

        In March 1999,  we and members of our  management,  together  with other
employees  and  non-  affiliated  investors,  entered  into  an  agreement  with
Consolidated  Technology,  its  subsidiary,  SIS Capital Corp.  and Mr.  Anthony
Grisanti, as agent, pursuant to which:

*       The purchasers bought an aggregate of 585,750 shares of our common stock
        from SIS Capital for $2.015 per share in April 1999.

*       The purchasers have the right to buy up to 206,874  additional shares of
        the our common  stock from SIS  Capital at the same  purchase  price per
        share.

*       Consolidated  Technology transferred to us shares of our preferred stock
        (including  the right to receive  dividends  thereon)  and  warrants  to
        purchase shares of our common stock,  for which we issued 100,000 shares
        of common stock to Consolidated Technology in April 1999.

        The following  officers and directors  purchased the following number of
shares of common stock from SIS Capital pursuant to this agreement:


Name                                Number of Shares              Purchase Price
----                                ----------------              --------------
John F. Phillips                              75,000                    $151,118
Edward D. Bright                              62,500                     125,931
Gerald O. Koop                                34,600                      69,716
James L. Conway                               26,000                      52,387
Anthony F. Grisanti                           20,600                      41,507
Joseph G. Sicinski                             5,000                      10,075


                                      - 5 -
<PAGE>



                                   SIGNATURES

        Pursuant to the  requirements  of Section 13 or 15(d) 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.


                                              NETSMART TECHNOLOGIES, INC.


Dated: May 1, 2000                            By /s/James L. Conway
                                              -------------------------
                                              James L. Conway, President and CEO

        Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
registrant and in the capacities and on the dates indicated.


   Signature                    Title                                 Date
   ---------                    -----                                 ----

/s/James L. Conway           President, Chief Executive           May 1, 2000
-----------------------      Officer and Director (Principal
James L. Conway              Executive Officer)


/s/Anthony F. Grisanti       Chief Financial Officer              May 1, 2000
-----------------------      (Principal Financial and
Anthony F. Grisanti          Accounting Officer)

                                                      By /s/James L. Conway
Edward D. Bright             Director                    ------------------
                                                          James L. Conway
                                                          Attorney-in-Fact
                                                          May 1, 2000

/s/John F. Phillips          Director                             May 1, 2000
------------------------
John F. Phillips


/s/Gerald O. Koop            Director                             May 1, 2000
------------------------
Gerald O. Koop


                             Director
Joseph G. Sicinski



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