10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

(Mark One)

[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended July 31, 2012
	or
[  ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _____________ to _____________

Commission file number: 1-8266

DATARAM CORPORATION
(Exact name of registrant as specified in its charter)
New Jersey	22-1831409
(State or other jurisdiction of	(I.R.S.  Employer Identification No.)
incorporation or organization)
P.O. Box 7528, Princeton, NJ	08543
(Address of principal executive offices)	(Zip Code)
(609) 799-0071
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definitions of “accelerated filer and large accelerated filer” in Rule 12b of the Exchange Act. (Check One):

Large accelerated filer [ ]   Accelerated filer [ ]   Non-accelerated filer [ ]   Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock ($1.00 par value): As of September 10, 2012, there were 10,703,309 shares outstanding.

EXPLANATORY NOTE

This Amendment No. 1 to the Quarterly Report on Form 10-Q, for the period ended July 31, 2012, is being filed solely to furnish detail-tagged Interactive Data files as Exhibit 101, in accordance with Rule 405 of Regulation S-T. No other changes have been made to the Form 10-Q as originally filed on September 14, 2012.

Item 6. Exhibits.

Exhibit No	Description
101.INS	XBRL Instance Document.
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

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.

	DATARAM CORPORATION
Date: September 24, 2012	By:	/s/ MARC  P. PALKER
		Marc P. Palker
		Chief Financial Officer

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Summary of Significant Accounting Policies - Stock Option Expense (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Summary of Significant Accounting Policies (Textual) [Abstract]
Number of shares granted	100,000
Stock-based compensation expense	$ 99,451	$ 148,252
Total unrecognized compensation costs related to stock options	141,000
Total unrecognized compensation costs related to stock options, Weighted average period for recognition	6 months
Nonqualified Stock Options 2010-09-23 | Mr. Sheerr
Summary of Significant Accounting Policies (Textual) [Abstract]
Date of grant of option	Sep. 23, 2010
Vesting periods for options	1 year
Number of shares granted	100,000
Options expiration period	EXPIRE FIVE YEARS AFTER DATE OF GRANT.
Nonqualified Stock Options 2011-09-22 | Mr. Sheerr
Summary of Significant Accounting Policies (Textual) [Abstract]
Date of grant of option	Sep. 22, 2011
Vesting periods for options	1 year
Number of shares granted	100,000
Options expiration period	EXPIRE FIVE YEARS AFTER DATE OF GRANT.
Nonqualified Stock Options 2012-07-19 | Mr. Sheerr
Summary of Significant Accounting Policies (Textual) [Abstract]
Date of grant of option	Jul. 19, 2012
Vesting periods for options	1 year
Number of shares granted	100,000
Options expiration period	EXPIRE FIVE YEARS AFTER DATE OF GRANT.
Stock Options One
Summary of Significant Accounting Policies (Textual) [Abstract]
Date of grant of option	Jun. 30, 2008
Number of shares granted	50,000
Options expiration period	EXPIRE TEN YEARS AFTER THE DATE OF GRANT.
Exercise price of options granted	$ 2.60
Percentage of options exercisable on date of grant	100.00%
Nonqualified Stock Options | Director
Summary of Significant Accounting Policies (Textual) [Abstract]
Options expiration period	EXPIRE EITHER FIVE OR TEN YEARS AFTER DATE OF GRANT.
Nonqualified Stock Options | Minimum [Member] | Director
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	1 year
Nonqualified Stock Options | Maximum [Member] | Director
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	2 years
Stock Options | Two Thousand One Incentive and Non-statutory Stock Option Plan [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Number of shares allowed for granting under the plan	1,800,000
Stock Options | Two Thousand One Incentive and Non-statutory Stock Option Plan [Member] | Minimum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	1 year
Stock Options | Two Thousand One Incentive and Non-statutory Stock Option Plan [Member] | Maximum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	5 years
Stock Options | Two Thousand Eleven Incentive and Non-statutory Stock Option Plan [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Number of shares allowed for granting under the plan	200,000
Total unrecognized compensation costs related to stock options	$ 141,000
Stock Options | Two Thousand Eleven Incentive and Non-statutory Stock Option Plan [Member] | Minimum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	1 year
Stock Options | Two Thousand Eleven Incentive and Non-statutory Stock Option Plan [Member] | Maximum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Vesting periods for options	5 years

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Subsequent Events (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Subsequent Event (Textual) [Abstract]
Amount advanced under the note	$ 375,000
Subsequent event, description	On August 20, 2012, the Company executed an agreement to sell Advanced Micro Devices, Inc. ("AMD") licensed and branded versions of the Company's product, RAMDisk. The agreement provides for a three year term and may be terminated by either party on sixty (60) days written notice.
Shoreline
Subsequent Event (Textual) [Abstract]
Date of transaction	Aug. 01, 2012
Amount advanced under the note	375,000
Note receivable	750,000
Note receivable, interest rate description	Note bears interest at Prime plus 3.25%.
Shoreline | Convertible Senior Promissory Note 2012-07-31
Subsequent Event (Textual) [Abstract]
Date of transaction	Jul. 31, 2012
Amount advanced under the note	375,000
Shoreline | Convertible Senior Promissory Note 2012-08-01
Subsequent Event (Textual) [Abstract]
Date of transaction	Aug. 01, 2012
Amount advanced under the note	$ 375,000
Shoreline | Convertible Senior Promissory Note
Subsequent Event (Textual) [Abstract]
Note receivable, interest rate description	Prime plus 3.0%

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Revenue by geographic location (Details) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Revenues by geographic location	$ 7,998,485	$ 10,269,806
United States
Revenues by geographic location	5,975,204	8,694,578
Europe
Revenues by geographic location	1,321,922	1,199,293
Other (principally Asia Pacific Region)
Revenues by geographic location	$ 701,359	$ 375,935

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Intangible Assets and Goodwill (Tables)

3 Months Ended

Jul. 31, 2012

Intangible Assets And Goodwill Tables

The components of finite-lived intangible assets acquired

	Weighted
	Average		July 31,		April 30,
	Life		2012		2012
Trade names		5 Years	$	733,000	$	733,000
Customer relationships		2 Years		758,000		758,000
Non-compete agreement		4 Years		68,000		68,000
Total gross carrying amount				1,559,000		1,559,000
Less accumulated amortization expense				1,303,334		1,262,434
Net intangible assets			$	255,666	$	296,566

Estimated future amortization expense related to intangible assets

Year ending April 30:
2013	$	162,566
2014		134,000
	$	296,566

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Note Receivable (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Notes Receivable (Textual) [Abstract]
Amount advanced under the note	$ 375,000
Shoreline
Notes Receivable (Textual) [Abstract]
Amount to be lend under Convertible Senior Promissory Note	1,500,000
Note receivable, interest rate description	Note bears interest at Prime plus 3.25%.
Common stock called by warrants, percentage	30.00%
Warrants expiration period, description	The warrant expires sixty days after the third anniversary.
Date of transaction	Aug. 01, 2012
Amount advanced under the note	375,000
Payments to acquire equity ownership of Shoreline	176
Equity ownership acquired	15.00%
Shoreline | Convertible Senior Promissory Note
Notes Receivable (Textual) [Abstract]
Amount to be lend under Convertible Senior Promissory Note	1,500,000
Note receivable, interest rate description	Prime plus 3.0%
Terms of advance under the note	Each time the Company advances money under the note, the Company is granted 1% of the common stock for every $100,000 advanced up to a maximum of 15%. This is in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline common stock. The conversion is at the rate of 1% of the outstanding common stock for each $100,000 converted up to a maximum of 15%.
Note receivable maturity period	3 years
Note receivable collateral, description	The note is secured by all the assets of Shoreline and Shoreline Capital Management Ltd. ("Shoreline Capital") as guarantor.
Equity ownership acquired	15.00%
Shoreline | Convertible Senior Promissory Note 2012-07-31
Notes Receivable (Textual) [Abstract]
Date of transaction	Jul. 31, 2012
Amount advanced under the note	375,000
Shoreline | Convertible Senior Promissory Note 2012-08-01
Notes Receivable (Textual) [Abstract]
Date of transaction	Aug. 01, 2012
Amount advanced under the note	$ 375,000

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Summary of Significant Accounting Policies - Net Loss Per Share (Details Narrative)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Stock options
Anti-dilutive securities not included in diluted net loss per common share computation	1,895,900	1,899,200
Warrants
Anti-dilutive securities not included in diluted net loss per common share computation	1,331,250

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Related Party Transactions

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Related Party Transactions

(4) Related Party Transactions

During the three month periods ending July 31, 2012 and 2011, the Company purchased inventories for resale totaling approximately $1,225,000 and $1,350,000, respectively, from Sheerr Memory, LLC (“Sheerr Memory”). Sheerr Memory’s owner (“Mr. Sheerr”) is employed by the Company as the general manager of the acquired MMB business unit described in Note 3 and is an executive officer of the Company. When the Company acquired certain assets of MMB, it did not acquire any of its inventories. However, the Company informally agreed to purchase such inventory on an as needed basis, provided that the offering price was a fair market value price. The inventory acquired was purchased subsequent to the acquisition of MMB at varying times and consisted primarily of raw materials and finished goods used to produce products sold by the MMB business unit. Approximately $438,000 and $557,000 of accounts payable in the Company’s consolidated balance sheets as of July 31, 2012 and 2011, respectively, is payable to Sheerr Memory. Sheerr Memory offers the Company trade terms of net 30 days and all invoices are settled in the normal course of business. No interest is paid. The Company has made further purchases from Sheerr Memory subsequent to July 31, 2012 and management anticipates that the Company will continue to do so, although the Company has no obligation to do so.

On December 14, 2011, the Company entered into a Note and Security Agreement with Mr. Sheerr. The agreement provides for secured financing of up to $2,000,000. The Company is obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. Principal is payable in sixty equal monthly installments, beginning on July 15, 2012. The Company may prepay any or all sums due under this agreement at any time without penalty. On closing, the Company borrowed $1,500,000 under the agreement and repaid in full the $1,500,000 due under a previous Note. The Company has borrowed the full $2,000,000 available under this agreement. Principal amounts due under this obligation are $33,333 per month beginning on July 15, 2012. For the next fiscal year following April 30, 2012, the principal amount due under this obligation is $333,333. In each of four fiscal periods from May 1, 2013 thru April 30, 2017, the principal amounts due under this obligation are $400,000. In the fiscal period from May 1, 2017 thru June 30, 2017, the principal amount due on this obligation is $66,667. Interest payable to Mr. Sheerr on July 31, 2012 was $16,935. Interest expense recorded for Mr. Sheerr in the first quarter of fiscal 2013 was $50,824. Interest expense recorded for Sheerr Memory in the first quarter of fiscal 2012 was $35,389. Interest payable to Sheerr Memory at July 31, 2011 was $12,495.

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Intangible Assets and Goodwill (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Intangible Assets and Goodwill (Textual) [Abstract]
Intangible assets, Amortization method	Straight-line basis
Impairments of intangible assets	$ 0
Residual value of intangible assets	0
Intangible assets amortization expense	$ 41,000	$ 41,000
Maximum [Member]
Intangible Assets and Goodwill (Textual) [Abstract]
Intangible Asset, Estimated period of benefit	5 years
Minimum [Member]
Intangible Assets and Goodwill (Textual) [Abstract]
Intangible Asset, Estimated period of benefit	4 years
Research and Development and Customer Relationships
Intangible Assets and Goodwill (Textual) [Abstract]
Intangible assets, Amortization method	Amortized over a two-year period at a rate of 65% of the gross value acquired in the first year subsequent to their acquisition and 35% of the gross value acquired in the second year.

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Accounts receivable (Details) (USD $)	Jul. 31, 2012	Apr. 30, 2012
Notes to Financial Statements
Trade receivables	$ 3,133,755	$ 2,620,461
VAT receivable	81,341	184,314
Allowance for doubtful accounts and sales returns	200,000	200,000
Accounts receivable	$ 3,015,096	$ 2,604,775

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Summary of Significant Accounting Policies - Summary of option activity (Details) (USD $)	3 Months Ended
	Jul. 31, 2012		Apr. 30, 2012
Summary of option activity, Shares
Balance April 30, 2012	1,745,900
Granted	100,000
Exercised	0
Expired	0
Balance July 31, 2012	1,845,900
Exercisable July 31, 2012	1,397,400
Expected to vest July 31, 2012	1,754,000
Summary of option activity, Weighted average exercise price
Balance April 30, 2012	$ 2.34
Granted	$ 0.69
Balance July 31, 2012	$ 2.25
Exercisable July 31, 2012	$ 2.51
Expected to vest July 31, 2012	$ 2.25
Summary of option activity, Additional disclosures
Balance April 30, 2012, Weighted average remaining contractual life	5 years 18 days		5 years 3 months 14 days
Balance July 31, 2012, Weighted average remaining contractual life	5 years 18 days		5 years 3 months 14 days
Exercisable July 31, 2012,Weighted average remaining contractual life	5 years 4 days	[1]
Expected to vest July 31, 2012,Weighted average remaining contractual life	5 years 18 days	[1]
Balance April 30, 2012, Aggregate intrinsic value	$ 0	[2]
Balance July 31, 2012, Aggregate intrinsic value	0	[2]
Exercisable July 31, 2012, Aggregate intrinsic value	$ 0

[1] This amount represents the weighted average remaining contractual life of stock options in years.

[2] This amount represents the difference between the exercise price and $0.64, the closing price of Dataram common stock on July 31, 2012 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. There were nil in-the-money options at July 31, 2012.

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Financing Agreements (Details Narrative) (USD $)	3 Months Ended		1 Months Ended		3 Months Ended		3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	May 31, 2011 Securities Purchase Agreement	May 11, 2011 Securities Purchase Agreement	Jul. 31, 2012 Secured Debt Financing Agreement integer	Jul. 27, 2010 Secured Debt Financing Agreement	Jul. 31, 2012 Mr. Sheerr Note and Security Agreement integer	Jul. 31, 2012 Minimum [Member] Secured Debt Financing Agreement
Financing Agreements (Textual) [Abstract]
Formula-based secured debt financing capacity					$ 3,500,000	$ 5,000,000	$ 3,500,000
Borrowings, collateral, description					Borrowings are secured by substantially all assets.
Interest rate					Prime plus 6%
Minimum interest rate					9.25%
Interest amount as per amended and restated document								8,000
Loan facility, borrowing capacity, description					The loan facility allows borrowing of 90% of eligible domestic receivables. In addition, the loan facility now allows borrowing of 90% of eligible foreign receivables to a maximum of $500,000 and 25% of eligible inventory to a maximum of 20% of the amount available on receivables.
Credit facility, covenant terms					Tangible Net Worth covenant is $2,000,000, measured quarterly.
Agreement termination, terms					The Company agreed to pay an exit fee if it terminates the agreement more than 30 days prior to the one year anniversary of the amended and restated agreement.
Additional financing available under the terms of the agreement					1,518,000		1,518,000
Numer of common stock sold			1,775,000
Number of common stock called by warrants				1,331,250
Net proceeds from sale of common stock and warrants		2,997,875	2,998,000
Maximum secured financing under agreement					2,000,000		2,000,000
Interest rate					10.00%		10.00%
Frequency of periodic payment							Monthly
Number of installments					60		60
Date of first required payment, principal amount							Jul. 15, 2012
Amount borrowed on closing of agreement					1,500,000		1,500,000
Repayment of Note	33,333						1,500,000
Amount borrowed under agreement					2,000,000		2,000,000
Principal amount due per month							33,333
Principal amount due for the next fiscal year following April 30, 2012					333,333		333,333
Principal amounts due in each of four fiscal periods from May 1, 2013 thru April 30, 2017					400,000		400,000
Principal amount due in the fiscal period from May 1, 2017 thru June 30, 2017					66,667		66,667
Interest payable					16,935		16,935
Interest expense							$ 50,824

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Inventories (Details) (USD $)	Jul. 31, 2012	Apr. 30, 2012
Notes to Financial Statements
Raw materials	$ 2,484,142	$ 1,921,151
Work in process	28,404	29,767
Finished goods	1,288,775	981,154
Inventories	$ 3,801,321	$ 2,932,072

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Intangible Assets and Goodwill - Components of finite-lived intangible assets acquired (Details) (USD $)	3 Months Ended
	Jul. 31, 2012	Apr. 30, 2012
Components of finite-lived intangible assets acquired
Total gross carrying amount	$ 1,559,000	$ 1,559,000
Less accumulated amortization expense	1,303,000	1,262,000
Net intangible assets	256,000	297,000
Customer Relationships
Components of finite-lived intangible assets acquired
Total gross carrying amount	758,000	758,000
Net intangible assets		758,000
Weighted Average Life	2 years
Noncompete Agreements
Components of finite-lived intangible assets acquired
Total gross carrying amount	68,000	68,000
Net intangible assets		68,000
Weighted Average Life	4 years
Trade Names
Components of finite-lived intangible assets acquired
Total gross carrying amount	733,000	733,000
Net intangible assets		$ 733,000
Weighted Average Life	5 years

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Acquisition

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Acquisition

(3) Acquisition

On March 31, 2009, the Company acquired certain assets of Micro Memory Bank, Inc. (“MMB”), a privately held corporation. MMB is a manufacturer of legacy to advanced solutions in laptop, desktop and server memory products. Under the terms of the agreement with MMB, the remaining portion of the purchase price is contingently payable based upon the performance of the new Company business unit to be operated as a result of the acquisition of the (”MMB business unit”) and consists of a percentage, averaging 65%, payable quarterly, over the subsequent four years from acquisition date of earnings before interest, taxes, depreciation and amortization of the MMB business unit. For the three month period ended July 31, 2012, this amount totaled nil, in the comparable prior year period the amount totaled $57,364. The net assets acquired by the Company were recorded at their respective fair values under the purchase method of accounting. The results of operations of MMB for the period from the acquisition date, March 31, 2009, through July 31, 2012 have been included in the consolidated results of operations of the Company.

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Intangible Assets and Goodwill - Estimated future amortization expense (Details) (USD $)	Jul. 31, 2012	Apr. 30, 2012
Estimated future amortization expense related to intangible assets
Year ending April 30,2013		$ 163,000
Year ending April 30,2014		134,000
Total estimated future amortization expense	$ 256,000	$ 297,000

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Acquisition (Details Narrative)	3 Months Ended
	Jul. 31, 2012
Acquisition (Textual) [Abstract]
Description of contingent consideration payable for acquisition of assets	Under the terms of the agreement with MMB, the remaining portion of the purchase price is contingently payable based upon the performance of the new Dataram business unit to be operated as a result of the acquisition of the ("MMB business unit") and consists of a percentage, averaging 65%, payable quarterly, over the subsequent four years from acquisition date of earnings before interest, taxes, depreciation and amortization of the MMB business unit.

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Consolidated Balance Sheets (USD $)	Jul. 31, 2012	Apr. 30, 2012
Current assets:
Cash and cash equivalents	$ 1,122,971	$ 3,274,741
Accounts receivable, less allowance for doubtful accounts and sales returns of $200,000 at July 31, 2012 and April 30, 2012	3,015,096	2,604,775
Inventories	3,801,321	2,932,072
Other current assets	500,585	115,652
Total current assets	8,439,973	8,927,240
Note receivable	375,000
Property and equipment, at cost:
Machinery and equipment	11,975,980	11,975,980
Leasehold improvements	607,867	607,867
Property and equipment, gross	12,583,847	12,583,847
Less: accumulated depreciation and amortization	11,945,435	11,885,435
Net property and equipment	638,412	698,412
Other assets	81,449	54,832
Intangible assets, net of accumulated amortization	255,666	296,566
Goodwill	1,453,034	1,453,034
Total assets	11,243,534	11,430,084
Current liabilities:
Note payable-revolving credit line	951,383	120,986
Accounts payable	1,172,145	1,017,328
Accrued liabilities	645,720	765,623
Due to related party - current portion	366,667	333,333
Total current liabilities	3,135,915	2,237,270
Due to related party - long term	1,600,000	1,666,667
Total liabilities	4,735,915	3,903,937
Stockholders' equity:
Common stock, par value $1.00 per share. Authorized 54,000,000 shares; issued and outstanding 10,703,309 at July 31, 2011 and April 30, 2012	10,703,309	10,703,309
Treasury stock 181,554 shares as of July 31, 2012 and 43,900 shares as of April 30, 2012 at cost	187,561	45,299
Additional paid-in capital	10,395,217	10,295,766
Accumulated deficit	(14,403,346)	(13,427,629)
Total stockholders' equity	6,507,619	7,526,147
Total liabilities and stockholders' equity	$ 11,243,534	$ 11,430,084

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Securities Purchase Agreement (Details Narrative) (USD $)	3 Months Ended		1 Months Ended
	Jul. 31, 2012	Jul. 31, 2011	May 31, 2011 Securities Purchase Agreement	May 11, 2011 Securities Purchase Agreement
Securities Purchase Agreement (Textual) [Abstract]
Numer of common stock sold			1,775,000
Number of common stock called by warrants				1,331,250
Net proceeds from sale of common stock and warrants		$ 2,997,875	$ 2,998,000
Combination of securities offered in Securities Purchase Agreement, description			The common stock and warrants were sold in fixed combinations, with each combination consisting of one share of common stock and 0.75 of one warrant, with each whole warrant exercisable for one share of common stock.
Purchase price per fixed combination			1.88
Description of period for exercisability of warrants			The warrants became exercisable six months and one day following the closing date of the Offering and will remain exercisable for five years thereafter.
Exercise price of warrants				2.26
Percentage of holding in common stock after which exercisability of warrant may be limited			4.99%
Right to call warrants for cancellation, description			After the one year anniversary of the initial exercise date of the warrants, the Company has the right to call the warrants for cancellation for $.001 per share in the event that the volume weighted average price of the Company's common stock for 20 consecutive trading days exceeds $4.52.

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Basis of Presentation

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Basis of Presentation

(1) Basis of Presentation

The information for the three months ended July 31, 2012 and 2011 is unaudited, but includes all adjustments (consisting of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the financial information set forth therein in accordance with accounting principles generally accepted in the United States of America. The interim results are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited financial statements for the year ended April 30, 2012 included in the Company’s 2012 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The April 30, 2012 balance sheet has been derived from these statements.

The consolidated financial statements for the three months ended July 31, 2012 and 2011 have been prepared in conformity with accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated.

Based on the cash provided by a securities purchase agreement entered into in May 2011 and described in Note 11, and the cash flows provided from a sale of the patents in March of 2012 along with the Company’s ability to borrow under its current agreement with a financial institution, management has concluded that the Company’s short-term liquidity needs have been satisfied.  There can be no assurance, however, that in the short-term, realized revenues will be in line with the Company’s projections. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: an adverse change in general economic conditions, changes in the price of memory chips, changes in the demand for memory systems for workstations and servers, changes in the demand for storage caching subsystems, increased competition in the memory systems and storage industries and other factors described in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission. Management continues to evaluate the Company’s liquidity needs and expense structure and adjust its business plan as necessary. In order to satisfy long-term liquidity needs, the Company will need to generate profitable operations and positive cash flows.

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Summary of Significant Accounting Policies - Advertising (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Summary Of Significant Accounting Policies - Advertising Details Narrative
Advertising expense	$ 25,000	$ 98,000

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Summary of Significant Accounting Policies (Tables)

3 Months Ended

Jul. 31, 2012

Accounting Policies [Abstract]

Reconciliation of the numerator and denominator used in computing basic and diluted net loss per share

	Three Months ended July 31, 2012
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(975,717	)		10,703,309	$	(.09	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(975,717	)		10,703,309	$	(.09	)

	Three Months ended July 31, 2011
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(853,957	)		10,394,613	$	(.08	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(853,957	)		10,394,613	$	(.08	)

Summary of option activity

	Shares		Weighted average exercise price		Weighted average remaining contractual life (1)		Aggregate intrinsic value (2)
Balance April 30, 2012		1,745,900	$	2.34		5.29	$	0
Granted		100,000	$	0.69		—		—
Exercised		0		—		—		—
Expired		0		—		—		—
Balance July 31, 2012		1,845,900	$	2.25		5.05	$	0
Exercisable July 31, 2012		1,397,400	$	2.51		5.01	$	0
Expected to vest July 31, 2012		1,754,000	$	2.25		5.05		—

(1) This amount represents the weighted average remaining contractual life of stock options in years.

(2) This amount represents the difference between the exercise price and $0.64, the closing price of Dataram common stock on July 31, 2012 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. There were nil in-the-money options at July 31, 2012.

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Summary of Significant Accounting Policies - Income Taxes (Details Narrative) (USD $)	204 Months Ended
	Dec. 31, 2032	Jul. 31, 2012	Apr. 30, 2012
Summary Of Significant Accounting Policies - Income Taxes Details Narrative
Federal and state net operationg loss (NOL) carry-forwards		$ 19,000,000	$ 17,100,000
NOL expiration dates	between 2023 and 2032 for Federal tax purposes and 2016 and 2032 for state tax purposes

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Inventories (Tables)

3 Months Ended

Jul. 31, 2012

Inventory Disclosure [Abstract]

Inventories

	July 31, 2012		April 30, 2012
Raw materials	$	2,484,142	$	1,921,151
Work in process		28,404		29,767
Finished goods		1,288,775		981,154
	$	3,801,321	$	2,932,072

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Summary of Significant Accounting Policies

3 Months Ended

Jul. 31, 2012

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, including deferred tax asset valuation allowances and certain other reserves and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Some of the more significant estimates made by management include the allowance for doubtful accounts and sales returns, the collectability of note receivable, the deferred income tax asset valuation allowance and other operating allowances and accruals. Actual results could differ from those estimates.

Engineering and Research and Development

Research and development costs are expensed as incurred, including Company-sponsored research and development and costs of patents and other intellectual property that have no alternative future use when acquired and in which we had an uncertainty in receiving future economic benefits. Development costs of a computer software product to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. Technological feasibility of a computer software product is established when all planning, designing, coding and testing activities that are necessary to establish that the product can be produced to meet its design specifications (including functions, features and technical performance requirements) are completed. The Company had been developing computer software for its XcelaSAN storage caching product line. On November 4, 2010, the Company determined that technological feasibility of the product was established, and development costs subsequent to that date have been capitalized. Prior to November 4, 2010, the Company expensed all development costs related to this product line. In the third quarter of fiscal 2012 when the product was made available for general release to customers, the Company discontinued capitalizing development costs.

During the third quarter of fiscal 2012, the XcelaSAN product was available for general release and generated approximately $8,000 of revenue, which was significantly lower than expected. The Company capitalized approximately $907,000 of XcelaSAN development cost in the first six months of fiscal 2012. The Company capitalized approximately $1,480,000 of XcelaSAN research and development costs in fiscal 2011. The Company determined in fiscal 2012’s third quarter based on the estimated future net realizable value for the expected periods of benefit that the carrying value of capitalized software development cost was impaired. As such, approximately $2,387,000 of capitalized software development cost was written down to zero.

Advertising

Advertising is expensed as incurred and amounted to approximately $25,000 in fiscal 2013’s first quarter compared to approximately $98,000 in the comparable prior year period.

Income Taxes

The Company utilizes the asset and liability method of accounting for income taxes in accordance with the provisions of the “Expenses – Income Taxes Topic” of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). Under the asset and liability method, deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company considers certain tax planning strategies in its assessment as to the recoverability of its tax assets. Deferred income tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. The Company recognizes, in its consolidated financial statements, the impact of a tax position, if that position is more likely than not to be sustained on audit, based on technical merits of the position.  There are no material unrecognized tax positions in the financial statements. As of July 31, 2012, the Company had Federal and state net operating loss (“NOL”) carry-forwards of approximately $19.0 million and $17.1 million, respectively. These can be used to offset future taxable income and expire between 2023 and 2032 for Federal tax purposes and 2016 and 2032 for state tax purposes. The Company’s NOL carry-forwards are a component of its deferred income tax assets which are reported net of a full valuation allowance in the Company’s consolidated financial statements at July 31, 2012 and April 30, 2012.

Net Loss Per Share

Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock issued and outstanding during the period. The calculation of diluted loss per share for the three months ended July 31, 2012 and 2011 includes only the weighted average number of shares of common stock outstanding. The denominator excludes the dilutive effect of stock options and warrants outstanding as their effect would be anti-dilutive.

The following presents a reconciliation of the numerator and denominator used in computing basic and diluted net loss per share for the three month periods ended July 31, 2012 and 2011:

	Three Months ended July 31, 2012
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(975,717	)		10,703,309	$	(.09	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(975,717	)		10,703,309	$	(.09	)

	Three Months ended July 31, 2011
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(853,957	)		10,394,613	$	(.08	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(853,957	)		10,394,613	$	(.08	)

Diluted net loss per common share for the three month periods ended July 31, 2012 and 2011 do not include the effect of options to purchase 1,895,900 and 1,899,200 shares, respectively, of common stock because they are anti-dilutive. Diluted net loss per common share for the three month periods ended July 31, 2012 and 2011 do not include the effect of warrants to purchase 1,331,250 and nil shares, respectively, of common stock because they are anti-dilutive.

Common Stock Repurchases

On December 4, 2002, the Company announced an open market repurchase plan providing for the repurchase of up to 500,000 shares of the Company’s common stock. On April 10, 2012, the Company announced the additional authorization to repurchase up to 828,000 shares of the Company’s common stock which at that time made the total available for purchase of up to 1,000,000 shares. In fiscal 2013’s first quarter ended July 31, 2012 the Company repurchased 137,664 shares for a total cost of $142,262, versus nil in the prior year first quarter. As of July 31, 2012, the total number of shares authorized for purchase under the program is 818,436 shares.

Stock Option Expense

a. Stock-Based Compensation

The Company has a 2001 incentive and non-statutory stock option plan for the purpose of permitting certain key employees to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. In general, the plan allows granting of up to 1,800,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. No further options may be granted under this plan.

The Company also has a 2011 incentive and non-statutory stock option plan for the purpose of permitting certain key employees and consultants to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. No executive officer or director of the Company is eligible to receive options under the 2011 plan. In general, the plan allows granting of up to 200,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. There have been nil shares granted under this plan.

The Company periodically grants nonqualified stock options to non-employee directors of the Company. These options are granted for the purpose of retaining the services of directors who are not employees of the Company and to provide additional incentive for such directors to work to further the best interests of the Company and its shareholders. The options granted to these non-employee directors are exercisable at a price representing the fair value at the date of grant and expire either five or ten years after date of grant. Vesting periods for options currently granted range from one to two years.

On September 23, 2010, the Company granted Mr. Sheerr, who is employed by the Company as the General Manager of the acquired MMB business unit described in Note 4 and is an executive officer of the Company, nonqualified stock options to purchase 100,000 shares of the Company’s common stock pursuant to his employment agreement. On September 22, 2011, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 100,000 shares of the Company’s common stock, pursuant to his employment agreement. On July 19, 2012, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 100,000 shares of the Company’s common stock, also pursuant to his employment agreement. The options granted are exercisable at a price representing the fair value at the date of grant and expire five years after date of grant. The options vest in one year.

New shares of the Company's common stock are issued upon exercise of stock options.

As required by the “Compensation - Stock Compensation Topic” of the FASB, the accounting for transactions in which an enterprise receives employee services in exchange for (a) equity instruments of the enterprise or (b) liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments are accounted for using a fair value-based method with a recognition of an expense for compensation cost related to share-based payment arrangements, including stock options and employee stock purchase plans.

Our consolidated statements of operations for the three months ended July 31, 2012 and July 31, 2011 include approximately $99,000 and $148,000 of stock-based compensation expense, respectively. These stock option grants have been classified as equity instruments, and as such, a corresponding increase has been reflected in additional paid-in capital in the accompanying consolidated balance sheets. The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model.

A summary of option activity for the three months ended July 31, 2012 is as follows:

	Shares		Weighted average exercise price		Weighted average remaining contractual life (1)		Aggregate intrinsic value (2)
Balance April 30, 2012		1,745,900	$	2.34		5.29	$	0
Granted		100,000	$	0.69		—		—
Exercised		0		—		—		—
Expired		0		—		—		—
Balance July 31, 2012		1,845,900	$	2.25		5.05	$	0
Exercisable July 31, 2012		1,397,400	$	2.51		5.01	$	0
Expected to vest July 31, 2012		1,754,000	$	2.25		5.05		—

(1) This amount represents the weighted average remaining contractual life of stock options in years.

(2) This amount represents the difference between the exercise price and $0.64, the closing price of Dataram common stock on July 31, 2012 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. There were nil in-the-money options at July 31, 2012.

As of July 31, 2012, there was approximately $141,000 of total unrecognized compensation costs related to stock options. These costs are expected to be recognized over a weighted average period of approximately six months.

b. Other Stock Options

On June 30, 2008, the Company granted options to purchase 50,000 shares of the Company’s common stock to a privately held company in exchange for certain patents and other intellectual property. The options granted are exercisable at a price of $2.60 per share which was the fair value at the date of grant, were 100% exercisable on the date of grant and expire ten years after the date of grant.

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Consolidated Balance Sheets (Parenthetical) (USD $)	Jul. 31, 2012	Apr. 30, 2012
Statement of Financial Position [Abstract]
Allowance for doubtful accounts and sales returns	$ 200,000	$ 200,000
Common stock, par value	$ 1	$ 1
Common stock, authorized shares	54,000,000	54,000,000
Common stock, issued shares	10,703,309	8,928,309
Common stock, outstanding shares	10,703,309	8,928,309
Treasury stock (shares)	181,554	43,900

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Financial Information by Geographic Location

3 Months Ended

Jul. 31, 2012

Segment Reporting [Abstract]

Financial Information by Geographic Location

(12) Financial Information by Geographic Location

The Company currently operates in one business segment that develops, manufactures and markets a variety of memory systems for use with network servers and workstations which are manufactured by various companies. Revenues for the three months ended July 31, 2012 and 2011 by geographic region are as follows:

	Three months ended July 31, 2012		Three months ended July 31, 2011
United States	$	5,975,204	$	8,694,578
Europe		1,321,922		1,199,293
Other (principally Asia Pacific Region)		701,359		375,935
Consolidated	$	7,998,485	$	10,269,806

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Document and Entity Information	3 Months Ended
	Jul. 31, 2012	Sep. 10, 2012
Document And Entity Information
Entity Registrant Name	Dataram Corporation
Entity Central Index Key	0000027093
Document Type	10-Q
Document Period End Date	Jul. 31, 2012
Amendment Flag	false
Current Fiscal Year End Date	--04-30
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		10,703,309
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2013

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Recently Adopted Accounting Guidance

3 Months Ended

Jul. 31, 2012

Accounting Changes and Error Corrections [Abstract]

Recently Adopted Accounting Guidance

(13) Recently Adopted Accounting Guidance

There are no new pronouncements which affect the Company.

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Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Income Statement [Abstract]
Revenues	$ 7,998,485	$ 10,269,806
Costs and expenses:
Cost of sales	6,304,447	7,375,471
Engineering	206,108	181,436
Selling, general and administrative	2,354,217	3,453,091
Total costs and expenses	8,864,772	11,009,998
Loss from operations	(866,287)	(740,192)
Other income (expense):
Interest expense, net	(71,382)	(102,598)
Currency loss	(38,048)	(11,167)
Total other expense, net	(109,430)	(113,765)
Loss before income taxes	(975,717)	(853,957)
Income tax expense
Net loss	$ (975,717)	$ (853,957)
Net loss per share of common stock
Basic	$ (0.09)	$ (0.08)
Diluted	$ (0.09)	$ (0.08)

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Inventories

3 Months Ended

Jul. 31, 2012

Inventory Disclosure [Abstract]

Inventories

(7) Inventories

Inventories are valued at the lower of cost or market, with costs determined by the first-in, first-out method. Inventories at July 31, 2012 and April 30, 2012 consist of the following categories:

	July 31, 2012		April 30, 2012
Raw materials	$	2,484,142	$	1,921,151
Work in process		28,404		29,767
Finished goods		1,288,775		981,154
	$	3,801,321	$	2,932,072

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Accounts Receivable

3 Months Ended

Jul. 31, 2012

Receivables [Abstract]

Accounts Receivable

(6) Accounts Receivable

Accounts receivable consists of the following categories:

	July 31, 2012			April 30, 2012
Trade receivables	$	3,133,755		$	2,620,461
VAT receivable		81,341			184,314
Allowance for doubtful accounts and sales returns		(200,000	)		(200,000	)
	$	3,015,096		$	2,604,775

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Accounts Receivable (Tables)

3 Months Ended

Jul. 31, 2012

Receivables [Abstract]

Accounts receivable

	July 31, 2012			April 30, 2012
Trade receivables	$	3,133,755		$	2,620,461
VAT receivable		81,341			184,314
Allowance for doubtful accounts and sales returns		(200,000	)		(200,000	)
	$	3,015,096		$	2,604,775

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Concentration of Credit Risk

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Concentration of Credit Risk

(14) Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents, trade receivables and note receivable. The Company maintains its cash and cash equivalents in financial institutions and brokerage accounts. To the extent that such deposits exceed the maximum insurance levels, they are uninsured. In regard to trade receivables, the Company performs ongoing evaluations of its customers' financial condition as well as general economic conditions and, generally, requires no collateral from its customers.

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Financing Agreements

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Financing Agreements

(10) Financing Agreements

On July 27, 2010, the Company entered into an agreement with a financial institution for formula-based secured debt financing of up to $5,000,000. Borrowings are secured by substantially all assets. On March 2, 2012, the agreement was amended to reduce the amount available under the credit facility to $3,500,000 which, according to the Company’s projections, will be sufficient to allow for maximum borrowing under the formulas provided for in the agreement. On May 17, 2012, the agreement was amended and restated. The amended and restated documents reduced the interest rate to prime plus 6%, subject to a minimum of 9.25% and also not less than $8,000 per month. The loan facility allows borrowing of 90% of eligible domestic receivables. In addition, the loan facility now allows borrowing of 90% of eligible foreign receivables to a maximum of $500,000 and 25% of eligible inventory to a maximum of 20% of the amount available on receivables. The total credit line remains at $3,500,000 and the tangible net worth covenant is $2,000,000, measured quarterly. The Company agreed to pay an exit fee if it terminates the agreement more than 30 days prior to the one year anniversary of the amended and restated agreement. The amount of financing available to the Company under the agreement varies with the Company’s eligible accounts receivable and inventory. At July 31, 2012, the Company had approximately $1,518,000 of additional financing available to it under the terms of the agreement

On May 11, 2011, the Company and certain investors entered into a securities purchase agreement pursuant to which the Company agreed to sell an aggregate of 1,775,000 shares of its common stock and warrants to purchase a total of 1,331,250 shares of its common stock to such investors. The aggregate net proceeds of such offering and sale, after deducting fees to the Placement Agent and other estimated offering expenses payable by the Company, was approximately $2,998,000. The transaction closed on May 17, 2011.

On December 14, 2011, the Company entered into a Note and Security Agreement with Mr. Sheerr. The agreement provides for secured financing of up to $2,000,000. The Company is obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. Principal is payable in sixty equal monthly installments, beginning on July 15, 2012. The Company may prepay any or all sums due under this agreement at any time without penalty. On closing, the Company borrowed $1,500,000 under the agreement and repaid in full the $1,500,000 due under a previous Note. The Company has borrowed the full $2,000,000 available under this agreement. Principal amounts due under this obligation are $33,333 per month beginning on July 15, 2012. For the next fiscal year following April 30, 2012, the principal amount due under this obligation is $333,333. In each of four fiscal periods from May 1, 2013 thru April 30, 2017, the principal amounts due under this obligation are $400,000. In the fiscal period from May 1, 2017 thru June 30, 2017, the principal amount due on this obligation is $66,667. Interest payable to Mr. Sheerr on July 31, 2012 was $16,935.

Interest expense recorded for Mr. Sheerr in the first quarter of fiscal 2013 was $50,824.

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Note Receivable

3 Months Ended

Jul. 31, 2012

Receivables [Abstract]

Note Receivable

(8) Note Receivable

On July 30, 2012 a Convertible Senior Promissory Note was executed by and between Shoreline Memory, Inc. (Shoreline) and the Company whereby the Company will lend up to $1.5 million to Shoreline in exchange for interest payments at prime plus 3.0% and the right to convert the amount outstanding into common stock of Shoreline on or before its maturity date. Each time the Company advances money under the note, the Company is granted 1% of the common stock for every $100,000 advanced up to a maximum of 15%. This is in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline common stock. The conversion is at the rate of 1% of the outstanding common stock for each $100,000 converted up to a maximum of 15%. This note matures in three years and at that time Shoreline must repay the note or the Company must convert the note into common stock. The note is secured by all the assets of Shoreline and Shoreline Capital Management Ltd. (“Shoreline Capital”) as guarantor. Also executed with the note was a warrant to purchase 30% of the outstanding common stock of Shoreline at the time of exercise and the warrant expires sixty days after the third anniversary. The warrant prescribes a formula to determine the price per share at the time of exercise. If all the amounts under the note are advanced and converted and the full warrant is exercised, the Company will own 60% of the outstanding common stock of Shoreline. The note was executed simultaneously with a Master Services Agreement which details the parameters under which the Company and Shoreline will fulfill orders from Shoreline’s primary customer. On July 31, 2012, the Company advanced $375,000 under the note and an additional $375,000 on August 1, 2012. The purpose of the loan was to fund startup expenses and to prepay initial orders. The additional monies which may be borrowed is to continue to fund purchases for orders received. Simultaneously with the issuance of the Note, the Company acquired for $176, 15% of the equity ownership of Shoreline. The Company has placed no value on its investment in Shoreline, as it is a startup operation, with no equity as of July 31, 2012.

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Intangible Assets and Goodwill

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Intangible Assets and Goodwill

(9) Intangible Assets and Goodwill

Intangible assets with determinable lives, other than customer relationships and research and development are amortized on a straight-line basis over their estimated period of benefit, ranging from four to five years. Research and development and customer relationships are amortized over a two-year period at a rate of 65% of the gross value acquired in the first year subsequent to their acquisition and 35% of the gross value acquired in the second year. We evaluate the recoverability of intangible assets periodically and take into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. All of our intangible assets with definitive lives are subject to amortization. No impairments of intangible assets have been identified during any of the periods presented. Goodwill is tested for impairment on an annual basis and between annual tests if indicators of potential impairment exist, using a fair-value-based approach. The date of our annual impairment test is March 1.

The Company estimates that it has no significant residual value related to its intangible assets. Acquired intangibles generally are amortized on a straight-line basis over weighted average lives. Intangible assets amortization expense for the three months ended July 31, 2012 and 2011 totaled approximately $41,000 in each period. Intangible asset amortization is included in selling, general and administrative expense. The components of finite-lived intangible assets acquired are as follows:

	Weighted
	Average		July 31,		April 30,
	Life		2012		2012
Trade names		5 Years	$	733,000	$	733,000
Customer relationships		2 Years		758,000		758,000
Non-compete agreement		4 Years		68,000		68,000
Total gross carrying amount				1,559,000		1,559,000
Less accumulated amortization expense				1,303,334		1,262,434
Net intangible assets			$	255,666	$	296,566

The following table outlines the estimated future amortization expense related to intangible assets:

Year ending April 30:
2013	$	162,566
2014		134,000
	$	296,566

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Securities Purchase Agreement

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Securities Purchase Agreement

(11) Securities Purchase Agreement

On May 11, 2011, the Company and certain investors entered into a securities purchase agreement in connection with a registered direct offering, pursuant to which the Company agreed to sell an aggregate of 1,775,000 shares of its common stock and warrants to purchase a total of 1,331,250 shares of its common stock to such investors for aggregate net proceeds, after deducting fees to the Placement Agent and other estimated offering expenses payable by the Company, of approximately $2,998,000. The common stock and warrants were sold in fixed combinations, with each combination consisting of one share of common stock and 0.75 of one warrant, with each whole warrant exercisable for one share of common stock. The purchase price was $1.88 per fixed combination. The warrants became exercisable six months and one day following the closing date of the Offering and will remain exercisable for five years thereafter at an exercise price of $2.26 per share. The exercise price of the warrants is subject to adjustment in the case of stock splits, stock dividends, combinations of shares and similar recapitalization transactions. The exercisability of the warrants may be limited if, upon exercise, the holder or any of its affiliates would beneficially own more than 4.99% of the Company’s common stock. After the one year anniversary of the initial exercise date of the warrants, the Company has the right to call the warrants for cancellation for $.001 per share in the event that the volume weighted average price of the Company’s common stock for 20 consecutive trading days exceeds $4.52. On May 17, 2011, this transaction closed.

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Summary of Significant Accounting Policies - Engineering and Research and Development (Details Narrative) (USD $)	3 Months Ended			6 Months Ended	12 Months Ended
	Jul. 31, 2012	Jan. 30, 2012 XcelaSAN	Jan. 31, 2012 XcelaSAN	Oct. 31, 2011 XcelaSAN	Apr. 30, 2011 XcelaSAN
Revenues			$ 8,000
Capitalized development cost				907,000	1,480,000
Impaiment of capitalized software	$ 0	$ 2,387,000

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Jul. 31, 2012

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, including deferred tax asset valuation allowances and certain other reserves and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Some of the more significant estimates made by management include the allowance for doubtful accounts and sales returns, the collectability of note receivable, the deferred income tax asset valuation allowance and other operating allowances and accruals. Actual results could differ from those estimates.

Engineering and Research and Development

Engineering and Research and Development

Research and development costs are expensed as incurred, including Company-sponsored research and development and costs of patents and other intellectual property that have no alternative future use when acquired and in which we had an uncertainty in receiving future economic benefits. Development costs of a computer software product to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. Technological feasibility of a computer software product is established when all planning, designing, coding and testing activities that are necessary to establish that the product can be produced to meet its design specifications (including functions, features and technical performance requirements) are completed. The Company had been developing computer software for its XcelaSAN storage caching product line. On November 4, 2010, the Company determined that technological feasibility of the product was established, and development costs subsequent to that date have been capitalized. Prior to November 4, 2010, the Company expensed all development costs related to this product line. In the third quarter of fiscal 2012 when the product was made available for general release to customers, the Company discontinued capitalizing development costs.

During the third quarter of fiscal 2012, the XcelaSAN product was available for general release and generated approximately $8,000 of revenue, which was significantly lower than expected. The Company capitalized approximately $907,000 of XcelaSAN development cost in the first six months of fiscal 2012. The Company capitalized approximately $1,480,000 of XcelaSAN research and development costs in fiscal 2011. The Company determined in fiscal 2012’s third quarter based on the estimated future net realizable value for the expected periods of benefit that the carrying value of capitalized software development cost was impaired. As such, approximately $2,387,000 of capitalized software development cost was written down to zero.

Income taxes

Income taxes

The Company utilizes the asset and liability method of accounting for income taxes in accordance with the provisions of the Expenses – Income Taxes Topic of the FASB ASC. Under the asset and liability method, deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company considers certain tax planning strategies in its assessment as to the recoverability of its tax assets. Deferred income tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. The Company recognizes, in its consolidated financial statements, the impact of a tax position, if that position is more likely than not to be sustained on audit, based on technical merits of the position.  There are no material unrecognized tax positions in the financial statements. As of July 31, 2012 the Company had Federal and State net operating loss (NOL) carry-forwards of approximately $19.0 million and $17.1 million, respectively. These can be used to offset future taxable income and expire between 2023 and 2032 for Federal tax purposes and 2016 and 2032 for state tax purposes. The Company’s NOL carry-forwards are a component of its deferred income tax assets which are reported net of a full valuation allowance in the Company’s consolidated financial statements at July 31, 2012 and at April 30, 2012.

Net loss per share

Net Loss Per Share

Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock issued and outstanding during the period. The calculation of diluted loss per share for the three months ended July 31, 2012 and 2011 includes only the weighted average number of shares of common stock outstanding. The denominator excludes the dilutive effect of stock options and warrants outstanding as their effect would be anti-dilutive.

The following presents a reconciliation of the numerator and denominator used in computing basic and diluted net loss per share for the three month periods ended July 31, 2012 and 2011:

	Three Months ended July 31, 2012
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(975,717	)		10,703,309	$	(.09	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(975,717	)		10,703,309	$	(.09	)

	Three Months ended July 31, 2011
	Loss			Shares		Per share
	(numerator)			(denominator)		amount
Basic net loss per share – net loss and weighted average common shares outstanding	$	(853,957	)		10,394,613	$	(.08	)
Effect of dilutive securities – stock options		—			—		—
Effect of dilutive securities – warrants		—			—		—
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants	$	(853,957	)		10,394,613	$	(.08	)

Diluted net loss per common share for the three month periods ended July 31, 2012 and 2011 do not include the effect of options to purchase 1,895,900 and 1,899,200 shares, respectively, of common stock because they are anti-dilutive. Diluted net loss per common share for the three month periods ended July 31, 2012 and 2011 do not include the effect of warrants to purchase 1,331,250 and nil shares, respectively, of common stock because they are anti-dilutive.

Common Stock Repurchases

Common Stock Repurchases

On December 4, 2002, the Company announced an open market repurchase plan providing for the repurchase of up to 500,000 shares of the Company’s common stock. On April 10, 2012, the Company announced the additional authorization to repurchase up to 828,000 shares of the Company’s common stock which at that time made the total available for purchase of up to 1,000,000 shares. In fiscal 2013’s first quarter ended July 31, 2012 the Company repurchased 137,664 shares for a total cost of $142,262, versus nil in the prior year first quarter. As of July 31, 2012, the total number of shares authorized for purchase under the program is 818,436 shares.

Stock Option Expense

Stock Option Expense

a. Stock-Based Compensation

The Company has a 2001 incentive and non-statutory stock option plan for the purpose of permitting certain key employees to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. In general, the plan allows granting of up to 1,800,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. No further options may be granted under this plan.

The Company also has a 2011 incentive and non-statutory stock option plan for the purpose of permitting certain key employees and consultants to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. No executive officer or director of the Company is eligible to receive options under the 2011 plan. In general, the plan allows granting of up to 200,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. There have been nil shares granted under this plan.

The Company periodically grants nonqualified stock options to non-employee directors of the Company. These options are granted for the purpose of retaining the services of directors who are not employees of the Company and to provide additional incentive for such directors to work to further the best interests of the Company and its shareholders. The options granted to these non-employee directors are exercisable at a price representing the fair value at the date of grant and expire either five or ten years after date of grant. Vesting periods for options currently granted range from one to two years.

On September 23, 2010, the Company granted Mr. Sheerr, who is employed by the Company as the General Manager of the acquired MMB business unit described in Note 4 and is an executive officer of the Company, nonqualified stock options to purchase 100,000 shares of the Company’s common stock pursuant to his employment agreement. On September 22, 2011, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 100,000 shares of the Company’s common stock, pursuant to his employment agreement. On July 19, 2012, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 100,000 shares of the Company’s common stock, also pursuant to his employment agreement. The options granted are exercisable at a price representing the fair value at the date of grant and expire five years after date of grant. The options vest in one year.

New shares of the Company's common stock are issued upon exercise of stock options.

As required by the “Compensation - Stock Compensation Topic” of the FASB, the accounting for transactions in which an enterprise receives employee services in exchange for (a) equity instruments of the enterprise or (b) liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments are accounted for using a fair value-based method with a recognition of an expense for compensation cost related to share-based payment arrangements, including stock options and employee stock purchase plans.

Our consolidated statements of operations for the three months ended July 31, 2012 and July 31, 2011 include approximately $99,000 and $148,000 of stock-based compensation expense, respectively. These stock option grants have been classified as equity instruments, and as such, a corresponding increase has been reflected in additional paid-in capital in the accompanying consolidated balance sheets. The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model.

A summary of option activity for the three months ended July 31, 2012 is as follows:

	Shares		Weighted average exercise price		Weighted average remaining contractual life (1)		Aggregate intrinsic value (2)
Balance April 30, 2012		1,745,900	$	2.34		5.29	$	0
Granted		100,000	$	0.69		—		—
Exercised		0		—		—		—
Expired		0		—		—		—
Balance July 31, 2012		1,845,900	$	2.25		5.05	$	0
Exercisable July 31, 2012		1,397,400	$	2.51		5.01	$	0
Expected to vest July 31, 2012		1,754,000	$	2.25		5.05		—

(1) This amount represents the weighted average remaining contractual life of stock options in years.

(2) This amount represents the difference between the exercise price and $0.64, the closing price of Dataram common stock on July 31, 2012 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. There were nil in-the-money options at July 31, 2012.

As of July 31, 2012, there was approximately $141,000 of total unrecognized compensation costs related to stock options. These costs are expected to be recognized over a weighted average period of approximately six months.

b. Other Stock Options

On June 30, 2008, the Company granted options to purchase 50,000 shares of the Company’s common stock to a privately held company in exchange for certain patents and other intellectual property. The options granted are exercisable at a price of $2.60 per share which was the fair value at the date of grant, were 100% exercisable on the date of grant and expire ten years after the date of grant.

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Financial Information by Geographic Location (Tables)

3 Months Ended

Jul. 31, 2012

Segment Reporting [Abstract]

Revenue by geographic location

	Three months ended July 31, 2012		Three months ended July 31, 2011
United States	$	5,975,204	$	8,694,578
Europe		1,321,922		1,199,293
Other (principally Asia Pacific Region)		701,359		375,935
Consolidated	$	7,998,485	$	10,269,806

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Related Party Transactions (Details Narrative) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Related Party Transactions (Textual) [Abstract]
Interest paid	$ 71,114	$ 92,858
Repayment of Note	33,333
Mr. Sheerr | Note and Security Agreement
Related Party Transactions (Textual) [Abstract]
Accounts payable	438,000
Maximum secured financing under agreement	2,000,000
Interest rate	10.00%
Frequency of periodic payment	Monthly
Number of installments	60
Date of first required payment, principal amount	Jul. 15, 2012
Amount borrowed on closing of agreement	1,500,000
Repayment of Note	1,500,000
Amount borrowed under agreement	2,000,000
Principal amount due per month	33,333
Principal amount due for the next fiscal year following April 30, 2012	333,333
Principal amounts due in each of four fiscal periods from May 1, 2013 thru April 30, 2017	400,000
Principal amount due in the fiscal period from May 1, 2017 thru June 30, 2017	66,667
Interest payable	16,935
Interest expense	50,824
Sheerr Memory
Related Party Transactions (Textual) [Abstract]
Purchase of inventories for resale	1,225,000	1,350,000
Accounts payable	438,000	557,000
Creditor trade cycle term	30 days
Maximum secured financing under agreement	2,000,000
Interest rate	10.00%
Number of installments	60
Amount borrowed on closing of agreement	1,500,000
Amount borrowed under agreement	2,000,000
Principal amount due for the next fiscal year following April 30, 2012	333,333
Principal amounts due in each of four fiscal periods from May 1, 2013 thru April 30, 2017	400,000
Principal amount due in the fiscal period from May 1, 2017 thru June 30, 2017	66,667
Interest payable	$ 16,935

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Consolidated Statements of Cash Flows (Unaudited) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Cash flows from operating activities:
Net loss	$ (975,717)	$ (853,957)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	100,900	178,567
Bad debt expense	3,296	1,412
Stock-based compensation expense	99,451	148,252
Changes in assets and liabilities:
Decrease (increase) in accounts receivable	(413,617)	790,831
Decrease (increase) in inventories	(869,249)	128,734
Increase in other current assets	(384,933)	(35,029)
Decrease (increase) in other assets	(26,617)	14,525
Increase (decrease) in accounts payable	154,817	(1,009,820)
Increase (decrease) in accrued liabilities	(119,903)	64,341
Net cash used in operating activities	(2,431,572)	(572,144)
Cash flows from investing activities:
Acquisition of business		(57,364)
Additions to property and equipment		(205,067)
Software development costs		(632,638)
Issuance of note receivable	375,000
Net cash used in investing activities	(375,000)	(895,069)
Cash flows from financing activities:
Net borrowings (payments) under revolving credit line	830,397	(1,129,072)
Payments under related party note payable	(33,333)
Net proceeds from sale of common shares		2,997,875
Purchase of treasury stock	(142,262)
Net cash provided by financing activities	654,802	1,868,803
Net increase (decrease) in cash and cash equivalents	(2,151,770)	401,590
Cash and cash equivalents at beginning of period	3,274,741	345,105
Cash and cash equivalents at end of period	1,122,971	746,695
Supplemental disclosures of cash flow information:
Cash paid during the period for interest	71,114	92,858
Cash paid during the period for income taxes

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Cash and Cash Equivalents

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Cash and Cash Equivalents

(5) Cash and Cash Equivalents

Cash and cash equivalents consist of unrestricted cash and money market accounts.

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Summary of Significant Accounting Policies - Reconciliation of the numerator and denominator used in computing basic and diluted net loss per share (Details) (USD $)	3 Months Ended
	Jul. 31, 2012	Jul. 31, 2011
Summary Of Significant Accounting Policies - Reconciliation Of Numerator And Denominator Used In Computing Basic And Diluted Net Loss Per Share Details
Loss (numerator)	$ (975,717)	$ (853,957)
Shares (denominator)	10,703,309	10,394,613
Net loss per share, basic	$ (0.09)	$ (0.08)
Effect of dilutive securities – stock options
Effect of dilutive securities – warrants
Loss (numerator)	$ (975,717)	$ (853,957)
Shares (denominator)	10,703,309	10,394,613
Net loss per share, diluted	$ (0.09)	$ (0.08)

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Summary of Significant Accounting Policies - Common Stock Repurchases (Details Narrative) (USD $)	3 Months Ended				3 Months Ended
	Jul. 31, 2011 StockRepurchaseMember	Jul. 31, 2012 StockRepurchaseMember	Apr. 10, 2012 StockRepurchaseMember	Dec. 04, 2002 StockRepurchaseMember	Jul. 31, 2012 Common Stock Repurchases
Number of shares to authorized to repurchase		1,000,000	828,000	500,000
Number of common shares repurchased		137,664
Cost to repurchase common stock					$ 142,262
Total number of shares authorized for purchase		818,436
Common stock repurchases, description					On December 4, 2002, the Company announced an open market repurchase plan providing for the repurchase of up to 500,000 shares of the Company's common stock. On April 10, 2012, the Company announced the additional authorization to repurchase up to 828,000 shares of the Company's common stock which at that time made the total available for purchase of up to 1,000,000 shares. In fiscal 2013's first quarter ended July 31, 2012, the Company repurchased 137,664 shares for a total cost of $142,262, versus nil in the prior year first quarter. As of July 31, 2012, the total number of shares authorized for purchase under the program is 818,436 shares.

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Subsequent Events

3 Months Ended

Jul. 31, 2012

Notes to Financial Statements

Subsequent Events

(15) Subsequent Events

On August 1, 2012, Shoreline borrowed an additional $375,000 from the Company, aggregating total indebtedness pursuant to the Note of $750,000. Outstanding indebtedness under the Note bears interest at Prime plus 3.0% (See Note 8).

On August 20, 2012, the Company executed an agreement to sell Advanced Micro Devices, Inc. ("AMD") licensed and branded versions of the Company's product, RAMDisk. The agreement provides for a three year term and may be terminated by either party on sixty (60) days written notice.