6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF THE
SECURITIES EXCHANGE ACT OF 1934

For the month of: June 2004

Commission File Number: 333-103019

Geac Computer Corporation Limited

(Translation of registrant’s name into English)

11 Allstate Parkway, Suite 300, Markham, Ontario L3R9T8 Canada

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.    Form 20-F  o Form 40-F  ý

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No ý

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- o

On June 21, 2004, Geac Computer Corporation Limited filed on the SEDAR website maintained by the Canadian Depository for Securities Limited at www.sedar.com a press release issued on June 21, 2004 containing its fourth quarter and full-year financial results for the fiscal quarter and year ending April 30, 2004, a copy of which is attached as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K.

On June 21, 2004, Geac Computer Corporation Limited filed on the SEDAR website maintained by the Canadian Depository for Securities Limited at www.sedar.com an Overview of Financial Results issued on June 21, 2004 relating to its fourth quarter and full-year financial results for the fiscal quarter and year ending April 30, 2004, a copy of which is attached as Exhibit 99.2 to this Report of Foreign Private Issuer on Form 6-K.

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.

	GEAC COMPUTER CORPORATION LIMITED
		/s/ Jonathan D. Salon
		Jonathan D. Salon
		Vice President and Deputy General Counsel
Date: June 22, 2004

2

EXHIBIT INDEX

Number	Title
99.1	Press Release issued on June 21, 2004
99.2	Overview of Financial Results issued on June 21, 2004

3

EX-99.1

Exhibit 99.1

News Release

GEAC ANNOUNCES FISCAL YEAR 2004 FOURTH QUARTER
AND FULL-YEAR RESULTS

Fourth Quarter Earnings of $0.26 Per Share
Full-Year Earnings of $0.66 Per Share
Full-Year Net Income Increases by 79.4%
Full-Year Software License Revenue Rises 32%

[Note to readers: All references to dollars are to U.S. dollars unless otherwise noted.]

MARKHAM, Ontario – June 21, 2004 – Geac Computer Corporation Limited (TSX: GAC and NASDAQ: GEAC), a global enterprise software company for Business Performance Management, today announced its fourth quarter and full-year financial results for the fiscal quarter and year ending April 30, 2004.

	Q1 FY04			Q2 FY04			Q3 FY04			Q4 FY04
Revenue	$	101.5	million	$	111.5	million	$	116.2	million	$	116.1	million
EPS	$	0.11		$	0.13		$	0.17		$	0.26

Fourth Quarter Financial Highlights

Geac reported revenue in the fourth quarter of fiscal year 2004 of $116.1 million, an increase of $13.5 million compared to $102.6 million in revenue in the fourth quarter of fiscal year 2003.  Gross revenue remained steady from Geac’s third quarter, traditionally the quarter in which the Company generates the greatest revenue.  Software license revenue represented $18.4 million of the fourth quarter total, a 15.4% increase over the same quarter last year when software license sales generated $15.9 million.  The Company’s net income was $22.6 million for the fourth quarter of fiscal year 2004, or $0.26 per diluted share, compared with a net loss of $2.3 million, or $0.03 per diluted share in the fourth quarter of last year (a quarter in which the Company incurred significant restructuring and goodwill impairment charges).  Net income in the fourth quarter of fiscal year 2004 increased by $8.2 million from $14.4 million, in the third

quarter of this year.  The gross profit margin increased to 62.7% of revenue from 61.2% in the fourth quarter of fiscal year 2003 as a result of higher margin support and services revenue as a percentage of the revenue mix and cost reductions.  Geac’s fourth quarter gross profit margin was 2.2% higher than in the third quarter of fiscal year 2004.

“This is the strongest fourth quarter performance Geac has recorded in three years, and the highest net income in the same time frame.  We are especially encouraged by the increase in momentum as Geac sustained third quarter gross revenue – traditionally the Company’s strongest performing quarter – into the fourth quarter and continued to show increases in maintenance and professional services, as lower margin hardware sales declined,” Charles S. Jones, Geac’s President and CEO, said. “Selling new software licenses played an important role in the fourth quarter as it did throughout fiscal year 2004, as consecutive quarter license revenue in our Library Solutions and Local Government units grew 44.6% and 41.2% respectively, and year-over-year license revenue for the fourth quarter in our System21 business unit increased 23.4%. In addition, we saw continued momentum in sales of Geac Performance Management (GPM) solutions to existing and new Geac customers. Software license sales growth also drove increased revenue for Geac Professional Services.  We committed previously to control costs, and we have delivered.  Compared to the third quarter, development costs were down in the fourth quarter, even though we introduced new products, as were general and administrative costs.  Our profitability is improving in multiple regions globally, which allows us to access previously unrecognized net operating losses in those jurisdictions in order to produce a lower effective tax rate and higher net income.  As the Company projected in September of last year at its annual meeting, the Interealty business made money in the second half of fiscal year 2004.”

FISCAL YEAR 2004 Full Year Financial Highlights

For the full year ending April 30, 2004, Geac reported revenue of $445.3 million, an increase of $36.8 million compared to $408.5 million in revenue for fiscal year 2003. Software license sales contributed $65.2 million to that total, an increase of $15.8 million, or 32%, compared to fiscal year 2003 software license sales of $49.4 million.  The Company’s net income in fiscal year 2004 was $57.2 million, or $0.66 per diluted share, an increase of 79.4% compared with net income of $31.9 million, or $0.39 per diluted share last year.  Geac’s gross profit margin increased to 60.7% in fiscal year 2004 compared to 58.6% in fiscal year 2003.

“For the year overall, Geac performed well in a stabilizing enterprise resource planning (ERP) software market,” Mr. Jones continued.  “Our 79.4% increase in net income is testimony to the fiscally responsible manner in which Geac management has integrated our new businesses, invested in key products and managed all Company resources.  Fiscal year 2004 gives us a solid platform upon which to build potentially even greater shareholder value going forward, as we continue to execute our ‘build, buy and partner’ strategy to maximize the value and utility of Geac solutions for new and existing customers worldwide.”

Despite an increase in revenues, operating expenses were $50.1 million in the fourth quarter of fiscal year 2004, compared to $60.9 million in the fourth quarter of 2003.  This represents a 17.8% decrease in operating costs in the fourth quarter of 2004 over the fourth quarter of 2003.  Fourth quarter operating expenses declined $1.0 million, or 2.0%, compared to $51.1 million in the third quarter of fiscal year 2004.  For the full-year ended April 30, 2004, operating expenses were $197.9 million, compared to $185.3 million in fiscal year 2003 an increase of 6.8%.  Included in fiscal year 2003 results was goodwill impairment of $11.5 million in fiscal year 2004, there was no impairment of goodwill.  Operating costs for fiscal year 2004 as a percentage of revenue actually declined by 0.9% compared to fiscal year 2003.

In accordance with accounting standards set by the Accounting Standards Board (of Canada), in the fourth quarter of fiscal year 2004, Geac elected to adopt Section 3870 (Stock-based compensation and other stock-based payments) and began recording compensation expense using the prospective method of accounting for stock options, available to companies that adopt Section 3870 in their 2004 fiscal years.  Recording this compensation expense related to stock options has increased expenses in Geac’s fiscal year 2004 year-end results by approximately $2.4 million and decreased EPS by approximately $0.02. Given that the full-year expense was recognized in the fourth quarter, the amount of compensation expense per quarter going forward may be less.

“Geac’s cash position at the close of fiscal year 2004 was $112.6 million, more than $33.5 million ahead of our position at the end of the third quarter, and a $22.7 million, or 25.3%, improvement compared to the end of fiscal year 2003,” said Donna de Winter, Chief Financial Officer of Geac.  “We more than doubled our net cash provided by operating activities achieving more than $66 million in fiscal year 2004, highlighting our ability to generate cash, which will afford us flexibility as we consider acquisition opportunities and new development initiatives.  While we continue to focus on profitability to maintain and

strengthen our financial position, we will increasingly be prepared to spend on acquisitions and new product development.”

Performance Management

During the fourth quarter Geac closed several significant GPM sales, encompassing planning and expense management applications, with new and existing Geac customers.  Most notable was a contract with NTT DoCoMo, a global communications company headquartered in Japan, which plans to use GPM to provide visibility into P&L, balance sheet and cash flow information across the company, and to offer key daily performance metrics. Other significant wins were with a multi-billion dollar global health and beauty products manufacturer; BDP International, a global logistics and transportation company; and the U.S. operations of one of the world’s largest global financial services organizations.

Geac announced at its Alliance users’ conference in May new releases of the MPC and Expense Management solutions within the GPM product family.  These solutions offer customers both greater functionality and flexibility – for example, expanded web enablement gives users the ability to submit or approve expense reports from any remote or wireless location anywhere.

Subsequent to the end of fiscal year 2004, Geac announced a new partner relationship with American Express Tax and Business Services Inc. (AMEX TBS).  AMEX TBS was a sponsor of Geac’s Alliance users’ conference in May.  Under the terms of the agreement, AMEX TBS will now offer GPM to its North American customers.  This partner relationship will combine the financial services expertise of AMEX TBS with the technology strengths of Geac to extend GPM to a broader audience.

Organic Growth

Three Geac units enjoyed organic growth through new license sales:

Geac System21 – The strong appeal of System21 Aurora, Geac’s next generation ERP system with real-time business process management capabilities, continues to drive business for Geac in the mid-market ERP sector.  The unit capped its fourth quarter with a System21 Aurora sale valued at approximately $900,000 to Marubeni-Komatsu Ltd., the sole UK distributor for Komatsu construction equipment.  In total during the fourth quarter, System21 closed approximately 230

deals, encompassing license sales, professional services and maintenance, contributing significantly to the division’s 29% year over year revenue growth.  Also during the fourth quarter, System21 Aurora was enhanced with integrated reporting and analysis including budgeting functionality derived from GPM.

Geac Library Solutions – Continuing to build upon the momentum it established earlier in the year, Geac Library Solutions won a dozen deals in the fourth quarter, including two new customer accounts – the Library for the Blind in Belgium and the Police Region Midden Gelderland in the Netherlands – for Vubis Smart, Geac’s next-generation library automation system.  The largest single contract during the period was a six-figure sale to a leading technical college in the Netherlands.

Geac Local Government – Focused on opportunities in Australia and New Zealand, Geac Local Government has won contracts with 10 councils (municipalities or counties) during the past year to replace their land information systems (LIS).  Most recently, the City of Auburn, home to the majority of the Sydney Olympics sporting venues and a population of more than 50,000, purchased Geac’s LIS, called Pathway PPR.  In addition, in the fourth quarter the City of Melbourne signed a six-figure contract to install additional Pathway PPR modules as part of their PINS3 (Penalty Infringement Notice System) project, to expedite processing approximately 450,000 parking tickets a year.

Customers

In the fourth quarter, Geac closed approximately 640 Enterprise Applications Systems software deals.  Twenty-two deals exceeded $150,000, and the average deal size within this group of twenty-two deals was $234,000.  Some deals included:

•Geac Performance Management – Fortis, a top 20 European banking, insurance and investments group; George Wimpey UK Ltd., the UK’s highest-volume house builder; a global financial services company with over $1 trillion in assets under management and a multi-billion dollar global health and beauty products manufacturer.

•System21 – Marubeni-Komatsu Ltd.; Dawn Food Products, one of the world’s largest independently owned bakery equipment manufacturers and distributors; Plastech Engineered Products, a premiere

manufacturer of blow-molded and injection-molded plastic products for the automotive industry and a global medical device and equipment manufacturer.

•RunTime – Apparel manufacturers VF Europe and Etam Retail Services (Miss Etam/Promiss).

Concluding Remarks

“We are pleased with our results this quarter and with the consistency of the Company’s performance throughout fiscal year 2004.  Entering fiscal year 2005, we believe Geac is serving its customers well, and is on a path toward growth in selected markets.  Our performance also demonstrates this management team’s fiscal responsibility, and its ability to steer a steady course in a complex and variable global business environment,” said Mr. Jones.  “However strong we feel our fourth quarter results have been, we still recognize that market conditions and the complexity of our business continue to be intensely challenging.  In the fourth quarter, we benefited from many parts of our diverse business performing well at the same time, and in some areas from a benefit associated with the value of the U.S. dollar, and local tax rates.  As we strive to be successful in increasing new license revenue, there will likely be greater volatility in revenue from quarter to quarter due to the unpredictable timing of new license sales and our rigorous application of the accounting rules governing recognition of revenue.  Any future acquisitions will also impact upon the volatility of results.  These results do not indicate for us that we have overcome the strong seasonality of our revenue and profits.  While we will remain focused on cost control, serial improvement in margins and run rates from these results may not be achievable.”

For more in-depth analysis of the financial results, an Overview of Financial Results has been filed with the OSC and SEC and posted on our website at http://www.geac.com.

Earnings Call

Management will discuss the results announced today on a conference call scheduled for later today at 5:00 p.m. EDT.

Listeners can access the conference call at 416.405.9328 / 800.387.6216, or via webcast at http://www.investors.geac.com.

A replay of the conference call will be available from June 21, 2004 at 7:00 p.m. Eastern Time until June 30, 2004, at 11:59 p.m. Eastern Time.  The replay can be accessed at 416.695.5800 or 1.800.408.3053.  The pass code for the replay is 3068180.

The conference call will be broadcast over Geac’s web site at www.investors.geac.com. Attendees will need to log in at least fifteen minutes prior to the call.

About Geac

Geac (TSX: GAC, NASDAQ: GEAC) is a global enterprise software company for Business Performance Management, providing customers worldwide with the core financial and operational solutions and services to improve their business performance in real time.  Further information is available at http://www.geac.com or through email at info@geac.com.

Geac trades on the Toronto Stock Exchange under the symbol “GAC” and on the NASDAQ under the symbol “GEAC” and had 85,174,785 common shares issued and outstanding at April 30, 2004.

This press release contains forward-looking statements that are based on current expectations, including statements regarding the anticipated benefits to Geac and its customers of the acquisitions of Extensity and Comshare, the effect of those mergers on Geac’s financial condition and results of operations and the success of Geac in selling newly developed software to new and existing customers. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements.  These risks and uncertainties are substantially unchanged from those presented under the “Risk Factors” heading in the “Key Information” section of our annual report on Form 20-F, No. 333-103019, for the year ended April 30, 2003 filed on October 31, 2003 with the United States Securities and Exchange Commission, and available through the website maintained by the Commission at www.sec.gov, and filed on November 3, 2003 with the Canadian Securities Administrators, and available through the website maintained by the Canadian Securities Administrators and the Canadian Depository for Securities at www.sedar.com, which risks and uncertainties are incorporated by reference.

Geac is a registered trademark of Geac Computer Corporation Limited.  All other marks are trademarks of their respective owners.

For more information, please contact:

Financial Contact:

Donna de Winter

Chief Financial Officer

Geac

905.475.0525 ext. 3204

donna.dewinter@geac.com

Media and Investor Contact:

Alys Scott

Vice President, Corporate Communications

Geac

905.940.3751

alys.scott@geac.com

Geac Computer Corporation Limited

Consolidated Balance Sheets

April 30, 2004 and 2003

(amounts in thousands of U.S. dollars, except share and per share data and as otherwise noted)

	As at April 30,
	2004			2003
Assets
Current assets:
Cash and cash equivalents	$	112,550		$	89,819
Restricted cash and cash equivalents	95			—
Accounts receivable and other	49,300			54,339
Unbilled receivables	6,537			6,901
Future income taxes	15,247			16,238
Inventory	624			787
Prepaid expenses	10,839			11,044
Total current assets	195,192			179,128
Restricted cash	1,781			2,395
Future income taxes	21,741			23,008
Property, plant and equipment	23,843			26,431
Intangible assets	32,628			11,172
Goodwill	128,366			89,386
Other assets	3,352			1,236
Total assets	$	406,903		$	332,756
Liabilities & Shareholders’ Equity
Current liabilities:
Accounts payable and accrued liabilities	$	79,664		$	88,698
Income taxes payable	34,538			31,114
Current portion of long-term debt	391			733
Deferred revenue	117,927			119,937
Total current liabilities	232,520			240,482
Deferred revenue	2,256			2,690
Pension liability	23,994			1,059
Asset retirement obligation	1,648			1,517
Accrued restructuring	5,864			5,222
Long-term debt	4,550			5,616
	270,832			256,586
Shareholders’ Equity
Preference shares; no par value; unlimited shares authorized; none issued or outstanding	—			—
Common shares; no par value; unlimited shares authorized; issued and outstanding at April 30, 2004 – 85,174,785 (2003 – 84,136,490)	126,338			120,976
Common stock options	44			163
Retained earnings (deficit)	34,517			(22,649		)
Cumulative foreign exchange translation adjustment	(24,828		)	(22,320		)
Total Shareholders’ Equity	136,071			76,170
	$	406,903		$	332,756

Geac Computer Corporation Limited

Consolidated Statement of Earnings

April 30, 2004 and 2003

(amounts in thousands of U.S. dollars, except share and per share data and as otherwise noted)

	Year ended April 30,
	2004			2003
Revenues:
Software	$	65,190		$	49,380
Support and services	355,019			328,472
Hardware	25,063			30,625
Total revenues	445,272			408,477
Cost of revenues:
Costs of software	7,663			6,535
Costs of support and services	146,316			136,621
Costs of hardware	21,117			25,886
Total cost of revenues	175,096			169,042
Gross profit	270,176			239,435
Operating expenses:
Sales and marketing	74,051			58,730
Product development	58,805			51,905
General and administrative	62,774			58,420
Net restructuring and other unusual items	(5,281		)	3,603
Goodwill impairment	—			11,509
Amortization of intangible assets	7,589			1,085
Total costs and expenses	197,938			185,252
Earnings from operations	72,238			54,183
Interest income	1,265			1,327
Interest expense	(1,289		)	(482		)
Other expense, net	(1,374		)	(1,814		)
Earnings from operations before income taxes	70,840			53,214
Income taxes	13,674			21,343
Net earnings	$	57,166		$	31,871
Basic net earnings per common share	$	0.68		$	0.40
Diluted net earnings per common share	$	0.66		$	0.39
Weighted average number of common shares used in computing basic net earnings per share  ('000s)	84,645			80,152
Weighted average number of common shares used in computing diluted net earnings per share  ('000s)	86,233			81,695

Geac Computer Corporation Limited

Consolidated Statements of Cash Flows

April 30, 2004 and 2003

(amounts in thousands of U.S. dollars, except share and per share data and as otherwise noted)

	Year ended April 30,
	2004			2003
Cash Flows From Operating activities
Net earnings for the year	$	57,166		$	31,871
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets	7,589			1,085
Amortization of property, plant and equipment	7,243			10,436
Amortization of other assets	607			—
Goodwill impairment	—			11,509
Stock based compensation	2,385			—
Future income tax expense	6,044			16,433
Reversal of accrued liabilities and other provisions	(6,015		)	(5,253		)
Gain on divestiture of operations	(243		)	—
Other	(45		)	(463		)
Changes in operating assets and liabilities:
Accounts receivable and other and unbilled receivables	20,173			2,755
Inventory	262			806
Prepaid expenses	2,089			414
Accounts payable and accrued liabilities	(16,850		)	(31,774		)
Income taxes payable	1,347			2,320
Deferred revenue	(12,983		)	(11,708		)
Other	(2,101		)	614
Net cash provided by operating activities	66,668			29,045
Investing activities
Acquisitions less cash acquired	(39,148		)	(22,686		)
Proceeds from divestiture of operations less cash divested	339			—
Net additions to property, plant and equipment	(3,661		)	(2,077		)
Additions to other assets	(2,828		)	—
Change in restricted cash and cash equivalents	652			935
Net cash used in investing activities	(44,646		)	(23,828		)
Financing activities
Issue of common shares and special warrants	2,860			8,849
Decrease in bank indebtedness	—			—
Repayment of long-term debt	(2,875		)	(2,261		)
Net cash provided by financing activities	(15		)	6,588
Effect of exchange rate changes on cash and cash equivalents	724			4,376
Cash and cash equivalents
Net increase in cash and cash equivalents	22,731			16,181
Cash and cash equivalents - Beginning of year	89,819			73,638
Cash and cash equivalents - End of year	$	112,550		$	89,819
Supplemental disclosures of cash flow information:
Interest paid	$	563		$	457
Income taxes paid, net of recoveries	$	5,091		$	5,626

Geac Computer Corporation Limited

Supplementary Information

April 30, 2004 and 2003

(amounts in thousands of U.S. dollars, except share and per share data and as otherwise noted)

Segmented information

The Company reports segmented information according to CICA 1701, “Segment Disclosures.” This standard requires segmentation based on the way management organizes segments for monitoring performance.

The Company operates the following business segments, which have been segregated based on product offerings, reflecting the way that management organizes the segments within the business for making operating decisions and assessing performance.

Enterprise Applications Systems (EAS) offer software solutions, which include cross-industry enterprise business applications for financial administration and human resource functions, and enterprise resource planning applications for manufacturing, distribution, and supply chain management.

Industry-Specific Applications (ISA) products include applications for the real estate, construction, banking, hospitality and publishing marketplaces, as well as a range of applications for libraries and public safety administration.

There are no significant inter-segment revenues. Segment assets consist of working capital items, excluding cash and cash equivalents. Cash and cash equivalents are considered to be corporate assets. Property, plant and equipment are typically shared by operating segments and those assets are managed by geographic region, rather than through the operating segments.

During the year, the Company determined that given the nature of the products offered in its local government product line the inclusion of the local government business in the EAS segment was no longer appropriate.  As a result, the local government business has been reclassified from EAS to ISA.  For comparison purposes, the Company has reclassified revenue, contribution margin and segment assets relating to this business in its comparatives.  The impact on revenue and segment assets for fiscal 2003 was approximately $10,354 and $2,071 respectively.

	Year ended April 30, 2004
	EAS		ISA		Total
Revenues:
Software	$	54,826	$	10,364	$	65,190
Support and services	274,859		80,160		355,019
Hardware	21,574		3,489		25,063
Total revenues	$	351,259	$	94,013	$	445,272
Segment contribution	$	77,618	$	11,117	$	88,735
Segment assets	$	57,057	$	9,674	$	66,731

	Year ended April 30, 2003
	EAS		ISA		Total
Revenues:
Software	$	37,363	$	12,017	$	49,380
Support and services	242,473		85,999		328,472
Hardware	25,320		5,305		30,625
Total revenues	$	305,156	$	103,321	$	408,477
Segment contribution	$	74,615	$	5,102	$	79,717
Segment assets	$	58,164	$	12,865	$	71,029

Reconciliation of segment contribution to earnings from operations before income taxes

	Years ended April 30,
	2004			2003
Segment contribution	$	88,735		$	79,717
Corporate expenses	(14,144		)	(8,325		)
Amortization of intangible assets	(7,589		)	(1,085		)
Interest income (expense), net	(24		)	845
Foreign exchange	(1,419		)	(2,826		)
Net restructuring and other unusual items	5,281			(3,603		)
Goodwill impairment	—			(11,509		)
Earnings from operations before income taxes	$	70,840		$	53,214

Reconciliation of segment assets to total Company assets

	April 30,
	2004		2003
Segment assets	$	66,731	$	71,029
Goodwill	128,366		89,386
Intangible assets	32,628		11,172
Other assets	3,352		1,236
Property, plant and equipment	23,843		26,431
Future income taxes	36,988		39,246
Cash and cash equivalents	112,550		89,819
Restricted cash and cash equivalents	1,876		2,395
Other unallocated assets	569		2,042
Total assets	$	406,903	$	332,756

Geographical information

	April 30, 2004				April 30, 2003
	Revenue		Property, plant and equipment, intangible assets, goodwill and other assets		Revenue		Property, plant and equipment, intangible assets, goodwill and other assets
Canada	$	12,956	$	8,681	$	12,812	$	7,506
U.S.A.	213,070		135,217		199,961		97,448
United Kingdom	84,579		27,035		68,757		5,467
France	54,042		7,357		55,167		8,014
Australia	21,265		2,838		17,932		1,823
All other	59,360		7,060		53,848		7,967
Total	$	445,272	$	188,189	$	408,477	$	128,225

Revenues in the above tables are based on the location of the sales organization, which reflects the location of the customers to which sales are made. Revenues are derived from the licensing of software, the resale of hardware and the provision of related support and consulting services.

EX-99.2

Exhibit 99.2

Overview of Financial Results

The following overview of results of operations and financial position should be read in conjunction with the attached financial information for the fiscal year ended April 30, 2004 (FY 2004), and the financial statements for the year ended April 30, 2003 (FY 2003).  This discussion contains certain forward-looking statements based on current expectations.  These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements.  These risks and uncertainties are substantially unchanged from those presented under the “Risk Factors” heading in the “Key Information” section of our annual report on Form 20-F, No. 333-103019, for the fiscal year ended April 30, 2003 filed on October 31, 2003 with the United States Securities and Exchange Commission, and available through the website maintained by the Commission at www.sec.gov and filed on November 3, 2003 with the Canadian Securities Administrators, and available through the website maintained by the Canadian Securities Administrators and the Canadian Depository for Securities at www.sedar.com, which risks and uncertainties are incorporated by reference herein.

Our financial statements are prepared in accordance with accounting principles generally accepted in Canada (“Canadian GAAP”).  The financial statements of the Company have historically been reported in Canadian dollars.  Effective May 1, 2003 the Company adopted the U.S. dollar as its reporting currency as U.S. dollar denominated operations represent an increasingly significant portion of the Company’s operations.  Accordingly, the change of the Company’s reporting currency from the Canadian dollar to the U.S. dollar reduces the Company’s exposure to foreign currency translation adjustments.  Comparative financial information has been recast as if the U.S. dollar had always been used as the Company’s reporting currency, and financial information has been translated into U.S. dollars for all periods presented.  As used in this discussion and unless the context otherwise requires or unless otherwise indicated, all references to “Geac,” “we,” “our,” or “the Company” refer to Geac Computer Corporation Limited and its consolidated subsidiaries.

On February 3, 2004 our common shares were registered under the Securities and Exchange Act of 1934 and began trading on the NASDAQ National Market under the ticker symbol “GEAC”.  Our common shares also continue to be listed on the Toronto Stock Exchange under the ticker symbol “GAC.”

Overview

Chief Financial Officers are challenged by the market demand of doing more with less
at a time of increasing regulatory pressure. Geac strives to provide best-in-class
technology for many of the issues confronting the Chief Financial Officer.

Geac is a global enterprise software company for business performance management, providing customers worldwide with the core financial and operational solutions and services to improve their business performance in real time.  Our solutions include cross-industry enterprise application systems (EAS) for financial administration and

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human resources functions, expense management, time capture, budgeting, financial consolidation, management reporting and analysis and enterprise resource planning applications for manufacturing, distribution, and supply chain management.  These cross-industry applications are marketed globally and span a number of product lines.  We also provide industry specific applications (ISA) tailored to the real estate, restaurant, property management and construction marketplaces, and for libraries and public safety agencies.  Geac is also a reseller of computer hardware and software, and we provide a broad range of professional services, including application hosting, consulting, implementation services, and training worldwide.

EAS – Approximately 80% Revenue ISA – Approximately 20% Revenue

To deliver these products and services, Geac employed approximately 2300 people worldwide on April 30, 2004 compared to approximately 2500 on April 30, 2003.  Functionally, we had 16% in sales and marketing, 27% in services, 23% in support, 22% in research and development and 12% in corporate services on April 30, 2004.

Geac today has a presence in the financial front and back offices of many of the largest companies in the world.  These companies rely on our software applications for their financial and operational processing.

Geac Growth Strategy

Software Revenue Growth

Geac’s dual objectives are (i) to extend relationships with our existing customers by improving the productivity and return of our customers’ existing business processes with new products that build on our customers’ enterprise and resource planning (ERP) systems and Internet frameworks, and (ii) to attract new customers by delivering a suite

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of software solutions that can be integrated with their existing enterprise application systems.  In both cases, we aim to deliver our software solutions to the Chief Financial Officer of customers to help improve business performance utilizing their existing resources.  We need to continue to identify compelling products that are consistent with our existing suite of products and then employ a combination of three strategies to aggregate those product offerings into a complimentary suite: build, buy and partner.  We believe that, if we are successful in achieving these objectives, the result is likely to be an increase in new software license revenues.

Build:  Organic Growth

Selling new software licenses has and will continue to play an important role in our growth strategy.  During FY 2004, we continued to focus on growing our business organically along key product lines, which resulted in revenue growth in several of our legacy products with sales to both new and existing customers.  To maintain revenue growth momentum, we also launched several complementary products at our recently held annual user conference, including Geac Compliance, SmartStream 7.0, and Enterprise Intelligence.

Software license sales growth has contributed to an increase in the demand for our professional services.  In response, we have broadened our service offerings, expanded our delivery model, and created a “best practices” consulting group.  Our integrated technology solutions deliver more value and utility to Geac’s customers by combining new products, product expansions, product integrations and practical business services.

Value for Maintenance – In Q2 FY 2004 we introduced a value-based maintenance offering, which delivers new technology to users of our mainframe software products that simplifies the web-enablement of and integration with Geac and non-Geac systems.  The new program was rolled out to existing Geac E and M Series customers coming up for maintenance renewal in Q3 FY 2004.  An important component of the program is an initiative that offers multiple years of support services including incentives to encourage customers to extend beyond our typical one-year maintenance contract.  To date, 40 renewing E and M series customers have elected to participate in the Value For Maintenance (VFM) program representing approximately 15% of the total renewal dollars since the program was launched.  An additional 18% of customers in the renewal pipeline are evaluating the program.  We will continue to refine this offering as we receive customer feedback and expect more of our customers to make the transition to this program as they renew their maintenance contracts.  This program has merit across many of our product lines and will be rolled out on a product-by-product basis.

Hosted Application Offering – We have expanded our delivery model by broadening the availability of our application service provider (ASP) offering across our Geac Performance Management (GPM) suite.  We currently provide hosting solutions in America, Europe and Australia across a range of product lines and are also assessing the expansion of hosted offerings across additional product lines.

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Our hosted solutions represent one of several application delivery and deployment options that we offer our customers as part of our commitment to provide customers with effective solutions that are flexible, easier to implement, and competitively priced.

Product Expansion –

Geac System21 – System21 Aurora, Geac’s next generation (ERP) system with real-time business process management capabilities, continues to attract customers for Geac in the mid-market ERP sector.  During Q4 of FY 2004, System21 closed approximately 230 deals contributing to 29.2% revenue growth over the Q4 FY 2003 and 6.2% growth from FY 2004 compared to FY 2003 for this product suite.  Also during the fourth quarter, System21 Aurora was enhanced with integrated reporting and analysis and budgeting functionality derived from GPM.

Geac Library Solutions – Continuing to build upon the momentum it established earlier in the year, Geac Library Solutions won a dozen new license and maintenance contracts in Q4 FY 2004, including two new name accounts for Vubis Smart, Geac’s next-generation library automation system. Revenue for FY 2004 grew by 4.5% compared to total revenue for FY 2003 for this product suite.

Geac Local Government– Focused on opportunities in Australia and New Zealand, Geac Local Government has been awarded contracts with 10 councils (municipalities or counties) during FY 2004 to replace their existing land information systems (LIS). Most recently, the City of Auburn, home to the majority of the Sydney Olympics sporting venues purchased Geac’s LIS, named Pathway PPR.  In addition, the City of Melbourne acquired additional Pathway PPR modules as part of their PINS3 (Penalty Infringement Notice System) project, to expedite processing of approximately 450,000 parking tickets per year.  By delivering products to meet the unique demands of government customers, revenue for FY 2004 increased by 28% compared to total revenue for FY 2003.

Buy:  Growth Through Acquisitions

On August 6, 2003 we acquired Comshare, a leading provider of Business Performance Management software for planning, budgeting, forecasting, financial consolidation, management reporting and analysis - the MPC product line.  Approximately 35% of our current GPM software sales pipeline is comprised of legacy Geac customers, which underscores an important component of our acquisition strategy – the ability to sell newly acquired GPM products into legacy Geac customer accounts worldwide.  During FY 2004, Geac closed several GPM sales with existing customers, encompassing planning and expense management applications

GPM is an integrated product suite that enables companies to bolster their effectiveness by tightening the linkage between business strategy formulation and operational execution.  GPM can be linked to a multitude of general ledger, ERP, CRM, and other applications provided by Geac and other software vendors.  As part of our growth

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strategy we have begun to integrate GPM solutions into some of our existing ERP product offerings in both the EAS and ISA segments.  Our first integration occurred in Q3 FY 2004 with the Enterprise Server software and the offering is gaining traction with our Enterprise server customers.  In FY 2005 we plan to complete the integration of GPM into our System21, Libraries, Local Government, and Restaurant divisions’ product suites.

In the fourth quarter, Geac announced significant new releases of the MPC and Expense Management solutions within the GPM product family.  These offer customers greater functionality and flexibility – for example, the ability to submit or approve an employee expense report from any Web-enabled device.

Partner:  Key Relationships

Geac leveraged its relationship with Lombardi Software and its expertise in business process design to develop a Sarbanes Oxley (SOX) compliance tool.  The SOX certification cycle has created a growing demand for remediation activity as businesses try to extract value from the large dollars being spent on regulatory compliance.  There are two types of SOX compliance software: applications that streamline processes and workflow allowing a company to reach scalable repeatable processes and software to assist in achieving certification.  Geac offers both.

Subsequent to the year-end, Geac announced a new alliance relationship with American Express Tax and Business Services Inc. (AMEX TBS).  Under terms of the agreement, AMEX TBS will now offer GPM to its North American customers.  This alliance will combine the financial services expertise of AMEX TBS with the technology strengths of Geac to extend GPM to a broader audience.

Results of Operations

Three Month Period Ended April 30, 2004 Compared to the Three Month Period Ended April 30, 2003

(all tables presented are in thousands of U.S. dollars)

Revenue

	For the 4th quarter ended April 30				$ change from Q4 2003			% change from Q4
	2004		2003
Software	$	18,387	$	15,938	$	2,449		15.4	%
Support and services	93,517		81,214		12,303			15.1	%
Harware	4,201		5,437		(1,236		)	(22.7	)%
	$	116,105	$	102,589	$	13,516		13.2	%

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Revenue for Q4 FY 2004 of $116.1 million was an increase of $13.5 million compared to $102.6 million in revenue in Q4 FY 2003.  Total Q4 revenue is essentially unchanged from Geac’s Q3 FY 2004, traditionally the Company’s highest revenue quarter although it is notable that the software revenue increase replaced a portion of the low margin hardware revenue in the revenue mix.  Software revenue represented $18.4 million of the fourth quarter total, a 15.4% increase over the FY 2003 quarter when software license sales generated $15.9 million.  As a percentage of total revenue, software has increased from 15.5% in Q4 FY 2003 to 15.8% in Q4 FY 2004.

Revenue in the EAS segment increased $12.5 million or 17.8%, from $70.6 million in Q4 FY 2003 to $83.1 million in Q4 FY 2004.  The increase was attributable to growth in both software and support and services revenue.  A significant portion of the growth was the result of new product lines acquired in the Comshare acquisition in Q2 FY 2004 and the Extensity acquisition in Q4 FY 2003.

Revenue in the ISA segment increased $1.0 million or 3.0%, from $32.0 million in Q4 FY 2003 to $33.0 million in Q4 FY 2004.

Gross Profit

	For the 4th quarter ended April 30				% change from Q4 2003
	Q4 2004		Q4 2003
Margin on software revenue	88.2	%	88.1	%	0.1	%
Margin on support and services revenue	59.6	%	58.6	%	1.0	%
Margin on hardware revenue	22.1	%	21.4	%	0.7	%
Margin on total revenue	62.7	%	61.2	%	1.5	%

The gross profit margin for Q4 FY 2004 increased to 62.7% of revenue from 61.2% in the fourth quarter of fiscal year 2003 as a result of higher margin software revenue replacing lower margin hardware sales in the revenue mix.  Included in cost of revenue in Q4 FY 2004 is $0.3 million in expenses relating to the adoption of the fair value method of accounting for stock options.

Operating Expenses

Operating expenses were $50.1 million in Q4 FY 2004, compared to $60.9 million in Q4 FY 2003.  Operating expenses for Q4 FY 2003 included the impact of restructuring and goodwill impairment charges of $15.8 million.  Sales and marketing, product development, and general and administrative expenses increased by $4.9 million in Q4 FY 2004 mainly as a result of the acquired Extensity and Comshare businesses and expensing of stock options.

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	For the 4th quarter ended April 30				$ change from Q4 2003		% change from Q4 2003
	2004		2003
Sales and marketing	$	19,379	$	16,635	$	2,744	16.5	%
Product development	14,578		12,934		1,644		12.7	%
General and administrative	15,411		14,945		466		3.1	%

Sales and marketing expenses increased as a percentage of revenue from 16.2% in Q4 FY 2003 to 16.7% in Q4 FY 2004.  This increase reflects the ongoing investment intended to drive increased new software revenue.  Included in sales and marketing expenses in Q4 FY 2004 is $0.9 million relating to the adoption of the fair value method of accounting for stock options.

Product development expenses were flat at 12.6% of revenue, from Q4 FY 2003 to Q4 FY 2004.  Included in product development expenses in Q4 FY 2004 is $0.3 million relating to the adoption of the fair value method of accounting for stock options.

General and administrative expenses decreased as a percentage of revenue from 14.6% in Q4 FY 2003 to 13.3% in Q4 FY 2004.  The decrease is a result of continued cost containment and cost reduction measures, offset by an increase in costs as a result of the acquired Extensity and Comshare businesses.  Included in general and administrative expenses in Q4 FY 2004 is $0.9 million relating to the adoption of the fair value method of accounting for stock options.

Interest expense increased $0.3 million from $0.1 million in Q4 FY 2003 to $0.4 million in Q4 FY 2004.  The increase was attributable to the amortization of the financing costs related to the credit facility obtained in FY 2004.

Other income (expense) of $0.4 million in Q4 FY 2004 was attributable to gains on foreign exchange compared to a $4.1 million loss on foreign exchange in Q4 FY 2003.

Income Taxes. The provision for income taxes was $0.5 million in Q4 FY 2004, compared to $0.3 million in Q4 FY 2003.  The $0.5 million provision in Q4 FY 2004 comprised of $1.3 million of cash taxes offset by $0.8 million net recovery of future income tax assets.  The $0.3 million provision in Q4 FY 2003 comprised $1.3 million of cash taxes offset by a  $1.0 million net recovery of future income tax assets.

The effective tax rate for Q4 FY 2004 was 2.2%.

Net Income.  The Company’s net income for Q4 FY 2004 was $22.6 million, or $0.26 per diluted share, compared with a net loss of $2.3 million, or $0.03 per diluted share in the fourth quarter of last year.

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Results of Operations

Twelve Months Ended April 30, 2004 compared to the Twelve Months Ended April 30, 2003

(all tables presented are in thousands of U.S. dollars)

Revenue

	For the year ended April 30				$ change from 2003			% change from 2003
	2004		2003
Software	$	65,190	$	49,380	$	15,810		32.0	%
Support and services	355,019		328,472		26,547			8.1	%
Hardware	25,063		30,625		(5,562		)	-18.2	%
	$	445,272	$	408,477	$	36,795		9.0	%

Total revenue increased 9.0% to $445.3 million for FY 2004, compared to $408.5 million for the preceding year.  The increase is a result of organic revenue growth and the acquisitions of Extensity and Comshare.  The Company continues to execute on its strategy to increase software revenue in total revenue mix.  As a percentage of total revenue, software revenue has increased from 12.1% in FY 2003 to 14.6% in FY 2004.  Excluding the support revenue growth from the acquisitions of Extensity and Comshare and the effect of foreign exchange, support revenue declined $22.3 million or 9.4%.  This decline was in line with our expectations.  Services revenue increased $2.4 million or 2.9% in FY 2004, excluding the services revenue from the acquisitions of Extensity and Comshare.  The Company shifted its focus away from the lower margin hardware business in FY 2004 and the result was a hardware revenue decrease of $5.6 million or 18.2% from FY 2003.

The Company will continue to report on its two major business segments:  EAS and ISA.  The software products acquired in the Comshare and Extensity transactions are components of the EAS business segment but maybe extended into the ISA business segment in FY 2005.  As a result of the business integration of Comshare and Extensity into the EAS business segment, it is not possible to identify the expense components of the merged businesses separately.

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	For the year ended April 30				$ change from 2003			% change from 2003
	2004		2003
EAS	$	351,259	$	305,156	$	46,103		15.1	%
ISA	94,013		103,321		(9,308		)	-9.0	%
	$	445,272	$	408,477	$	36,795		9.0	%

Revenue in the EAS segment increased $46.1 million or 15.1%, from $305.2 million in FY 2003 to $351.3 million in FY 2004.  The increase was attributable to growth both in software and support and services revenue.  New product lines from the Comshare and Extensity acquisitions contributed $52.2 million to the total revenue for the EAS segment and we also experienced organic growth from legacy products such as System21 Aurora.  This growth was offset by a decline in ERP revenue and a decline in NTC revenue related to the sale of the Northern Ontario division.

EAS software license sales to new and existing customers, from both newly acquired and existing software, totalled $54.8 million in FY 2004 compared to $37.4 million in FY 2003.  This represents an increase of $17.5 million, or 46.7% of which $2.4 million was generated from our legacy product suites.  The software products acquired in the Comshare and Extensity transactions represented $15.1 million of total EAS software license sales during FY 2004.

EAS support and services revenue was $274.9 million in FY 2004, compared to $242.5 million in FY 2003.  Support and services revenue generated by the Comshare and Extensity businesses represented $35.4 million of the increase in FY 2004.  Therefore, excluding this revenue, there was a $3.0 million decrease attributable to support revenue and foreign exchange.

EAS hardware sales revenue was $21.6 million in FY 2004, compared to $25.3 million in FY 2003.  This represents a 14.8% decline in hardware revenue.  This declining trend may continue as a result of our shift of focus away from this low margin business.

Revenue in the ISA segment decreased $9.3 million or 9.0%, from $103.3 million in FY 2003 to $94.0 million in FY 2004.  The $9.3 million decline was mainly attributable to:

•$9.1 million decline in the Interealty business reflecting significant price pressure and customer losses in the core Multiple Listing Service (MLS) application business and the continuing decline in revenue from the MLS book publishing business, which was expected;

•$2.2 million decline in the Restaurants business which was expected; and

•$1.3 million decline in the Construction business.

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These declines were offset by an increase of $2.7 million in the Local Government business due to new installations and higher volumes of professional service engagements.

Gross Profit

	For the year ended April 30				% change from 2003
	2004		2003
Margin on software revenue	88.2	%	86.8	%	1.4	%
Margin on support and services revenue	58.8	%	58.4	%	0.4	%
Margin on hardware revenue	15.7	%	15.5	%	0.2	%
Margin on total revenue	60.7	%	58.6	%	2.1	%

Gross profit increased by $30.7 million, or 12.8%, from $239.4 million in FY 2003 to $270.2 million in FY 2004.  Overall gross profit margins increased from 58.6% in FY 2003 to 60.7% in FY 2004 as a result of higher margin software revenue increasing as a percentage of the revenue mix, a decrease in lower margin hardware sales as a percentage of the revenue mix and cost reductions.  Included in cost of revenue in FY 2004 is $0.3 million in expenses relating to the adoption of the fair value method of accounting for stock options.

Operating Expenses

Operating expenses were $197.9 million in FY 2004, compared to $185.3 million in FY 2003.  Sales and marketing, product development, and general and administrative expenses increased by $26.6 million mainly as a result of the acquired Extensity and Comshare businesses and accounting for stock options adopted in the quarter.  Our total operating expenses increased by 6.9% in FY 2004 compared to FY 2003; however as a percentage of total revenue operating expenses decreased from 45.4% in FY 2003 to 44.5% in FY 2004.

In accordance with accounting standards set by the Accounting Standards Board (of Canada), in the fourth quarter of fiscal year 2004, Geac elected to adopt Section 3870 (Stock-based compensation and other stock-based payments) and began recording compensation expense using the prospective method of accounting for stock options, available to companies that adopt Section 3870 in their 2004 fiscal years.  Recording this compensation expense related to stock options has increased operating and cost of sales expenses in Geac’s fiscal year 2004 year-end results by approximately $2.4 million and decreased EPS by $0.03. The full-year expense was recognized in the fourth quarter; the amount per quarter going forward may be less.

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	For the year ended April 30				$ change from 2003		% change from 2003
	2004		2003
Sales and marketing	$	74,051	$	58,730	$	15,321	26.1	%
Product development	58,805		51,905		6,900		13.3	%
General and administrative	62,774		58,420		4,354		7.5	%

Sales and marketing expenses increased by $15.3 million, or 26.1%, in FY 2004.  As a percentage of revenue they also increased from 14.4% in FY 2003 to 16.6% in FY 2004 reflecting our ongoing investment in personnel expenses and sales and marketing costs intended to drive new software revenue.  Included in sales and marketing expenses in FY 2004 is $0.9 million relating to the adoption of the fair value method of accounting for stock options.

Product development expenses increased by $6.9 million, or 13.3%, in FY 2004 and increased as a percentage of total revenue from 12.7% in FY 2003 to 13.2% in FY 2004.  This increase is primarily attributable to the acquisitions of Extensity and Comshare and our focused organic growth, each of which has contributed to Geac’s strategy of build, buy and partner to generate software revenue growth.  We expect product development expenses to continue at this rate as we continue to execute on our strategy.  Included in product development expenses in FY 2004 is $0.3 million relating to the adoption of the fair value method of accounting for stock options.

General and administrative expenses increased by $4.4 million, or 7.5%, in FY 2004 but decreased as a percentage of total revenues from 14.3% in FY 2003 to 14.1% in FY 2004.  Included in general and administrative expenses in FY 2004 is $0.9 million relating to the adoption of the fair value method of accounting for stock options.  General and administrative expenses will continue to be a focus for operational efficiency and cost reductions and are expected to decline as a percentage of total revenue going forward.

Net Restructuring and Other Unusual Items.  During FY 2004 the Company recorded a net reversal of $5.3 million in net restructuring and other unusual items.  The net reversal for the year included $7.0 million in the release of severance, premises, litigation and other reserves set up in prior years that are no longer required.  Also included in the net restructuring and other unusual items was a gain of $0.2 million resulting from the sale of assets associated with our Northern Ontario NTC division.  These amounts were partially offset by a charge of $0.8 million relating to new information obtained on a lease obligation, a charge of $0.5 million for severance costs related to the restructuring of the Company’s business in North America and a charge of $0.6 million for a pension liability in its European operations.

Amortization of Intangible Assets and Goodwill Impairment.  Our past acquisitions resulted in the recording of goodwill and other intangible assets that represent the

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excess of the purchase price paid over the fair value of the net tangible assets acquired.  Intangible assets are amortized over periods ranging from one to five years.  Amortization of intangible assets, primarily acquired software, was $7.6 million for FY 2004, compared to $1.1 million in FY 2003.  This $6.5 million increase is attributable to amortization of intangible assets associated with the Extensity and Comshare businesses, which were acquired in Q4 of FY 2003 and Q2 of FY 2004, respectively.  Prior to May 1, 2001, goodwill was amortized on a straight-line basis over the estimated periods of benefit not exceeding ten years.  In accordance with CICA 3062, “Goodwill and Other Intangible Assets”, goodwill is no longer amortized but is reviewed for impairment annually.  The Company completed its review for potential impairment as of February 29, 2004, and concluded that there was no impairment.  In the prior year the Company completed the same review and it was determined that goodwill had been impaired by $11.5 million.

Other Income (Expense).  Interest expense increased by $0.8 million in FY 2004.  The increase was attributable to the amortization of the financing costs related to the $50 million credit facility obtained in FY 2004.

Income Taxes.  Income taxes are accounted for under the liability method, whereby future income tax assets and liabilities are recognized for temporary differences between the tax and accounting bases of assets and liabilities, as well as for the benefit of losses available to be carried forward to future years for income tax purposes.  Future income tax assets are recognized only to the extent that, in the opinion of management, it is more likely than not that the future income tax assets will be realized.  Future income tax assets and liabilities are measured using income tax rates applicable to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Future income tax assets and liabilities are adjusted for the effects of changes in income tax laws and rates in the period in which the change occurs.

The provision for income taxes was $13.7 million for FY 2004, compared to $21.3 million for FY 2003.  Of the total $13.7 million recorded in FY 2004, $6.0 million related to future tax expense and $7.6 million represented cash taxes. Of the total $21.3 recorded in FY 2003, $16.4 million related to future tax expense and $4.9 million represented cash taxes.

The effective tax rate for FY 2004 was 19.3%, compared to a rate of 40.1% for FY 2003.  When the FY 2003 income before taxes is adjusted for the non-tax deductible goodwill impairment charge of $11.5M (discussed above), the effective rate is reduced to 33.0%.

The decrease in the effective tax rate from FY 2003 to FY 2004 is due primarily to the release of valuation allowances on future tax assets and release of reserves for tax exposures due to changes in circumstances in various subsidiaries.

Net Income.  Net income was $57.2 million in FY 2004, or $0.66 per diluted share, compared to $32.0 million, or $0.39 per diluted share.  We are organized globally such that many of our expenses are incurred in the same currency as our revenue, which provides a natural hedge against currency fluctuations.  Compared to FY 2003,

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currency fluctuations - primarily attributable to the British Pound Sterling, Euro, and Australian Dollar versus the U.S. Dollar – had the effect of increasing net income by $3.7 million, or $0.04 per diluted share, in FY 2004.  The net impact was a combination of a positive impact on revenue of $29.3 million, and a negative impact on expenses of $25.6 million.  The British Pound Sterling, Euro and Australian Dollar appreciated by approximately 10.0%, 17.3% and 24.3% respectively against the U.S. Dollar in FY 2004.

Liquidity and Financial Condition

	For the year ended April 30				$ change
	2004		2003		from 2003
Cash and cash equivalents	$	112,550	$	89,819	$	22,731
Current assets	195,192		179,128		16,064
Total assets	406,903		332,756		74,147
Current liabilities	232,520		240,482		(7,962		)
Total Liabilities	270,832		256,586		14,246
Total Shareholders’ Equity	136,071		76,170		59,901

At April 30, 2004, cash and cash equivalents (cash) totalled $112.6 million, compared to $89.8 million at April 30, 2003.  Excluding an increase of $0.7 million from the effect of foreign exchange rates cash increased by $22.0 million for FY 2004 compared to FY 2003.

Total assets increased $74.1 million for FY2004 compared to FY 2003, in addition to the increase in cash and cash equivalents the majority of the remaining increase was attributable the increase in goodwill and intangible assets resulting from the acquisition of Comshare on August 5^th, 2003.

Total liabilities increased $14.2 million.  The majority of the increase was as a result of a defined benefit pension plan obligation of $22.3 million that was assumed as part of the acquisition of Comshare, this was offset by a decrease in accounts payable and accrued liabilities.

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	For the year ended						$ change
	April 30						from
	2004			2003			2003
Net cash provided by operating activities	$	66,666		$	29,045		$	37,621
Net cash (used in) investing activities	(44,646		)	(23,828		)	(20,818		)
Net cash provided by financing activities	(15		)	6,588			(6,603		)
Effect of exchange rate changes on cash and cash equivalents	726			4,376			(3,650		)
Net increase in cash and cash equivalents	$	22,731		$	16,181		$	6,550

Net cash provided by operating activities was $66.6 million in FY 2004, which is more than double the FY 2003 amount of $29.0 million.  The improvement in net cash flow from operating activities was primarily due to the significant increase in net income for the year.  Balance sheet changes for non-cash working capital are affected significantly by acquisitions.

Net cash used in investing activities was $44.6 million in FY 2004 compared to $23.8 million in FY 2003.  The increase in investing activities is due to the acquisition of Comshare of $39.1 million compared to the net acquisition of Extensity and EBC of $22.7 million in the prior year.  Higher capital asset acquisitions of $1.6 million and deferred financing costs of $2.8 million also increased the investing activities.

Cash provided by financing activities was $0.1 million in FY 2004 compared to $6.6 million in FY 2003.  In FY 2004 the Company received $2.8 million in proceeds from stock options exercised offset by $2.7 million repayment of long-term debt.

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