Interim Results

Manpower Software PLC
28 February 2005

                                                                28 February 2005



                             Manpower Software plc



            Interim results for the six months ended 30 November 2004



Manpower Software plc, the provider of workforce planning, staff scheduling and
resource optimisation software, today announces its interim results for the six
months ended 30 November 2004.



Summary



Revenue in the first half of the financial year was £2.04m (2003: £2.46m),
resulting in a first half loss of £0.74m (2003: £0.26m).   The reduction in
revenue and consequent loss results from delays in closing several major
contracts, which are now expected to close in the second half.



During the interim period a number of substantial changes have taken place
within the Company.



•        A considerable expansion of our sales teams in all markets,
particularly to broaden the UK Defence customer base into the worldwide military
arena, where the opportunities are considerable in both size and number but the
costs of selling and timescales to sell are greater.  We remain excited by the
prospects and expect to see tangible results in the second half and beyond.



•        Establishing the foundations for growth in the health sector.  The
sales team has been expanded, a G-CAT approved partner will be signed shortly,
the number of pipeline sales opportunities is increasing steadily, MAPS
Taskforce has been installed at three NHS trusts and it has been evaluated
successfully by one Strategic Health Authority.  We are pleased with the
prospects, even though this progress has taken longer than anticipated.



•        Refining both the structure and processes of the services organisation,
and the product strategy, to enable shorter procurement and delivery times.





Since the interim period-end the Company has been awarded some additional
contracts by its existing customers.  The Directors believe the Company is
presently positioned to achieve market expectations for its annual result for
2004/5, although this remains dependent upon the timing of the award and closure
of certain key contracts where a risk exists of delays developing.  Importantly,
the Directors are confident of a significant improvement in both revenue and
profit in 2005/6.




Further Information



Copies of the Interim Report will be sent to all shareholders and are available
to the public at the Company's Registered Office.



Further information is available on the Company's web site
www.manpowersoftware.com.





Enquiries:



Manpower Software plc



Simon Thorne, Finance Director               020 7389 9500

Shore Capital

Alex Borrelli                               020 7408 4090



Manpower Software plc (the "Company")



Interim results for the six months ended 30 November 2004



Chairman's Statement



Introduction



In the first six months of the current year, the Company has made significant
progress towards its objectives and is uniquely positioned to become the leading
provider of workforce planning, staff scheduling and resource optimisation
software products to its chosen markets.  During the period we have focused on
increasing our sales and delivery capability in all markets.  The direct sales
force has doubled and four new partnership agreements, focused entirely on sales
and delivery, have been signed or are under final negotiation.  The result is
that the pipeline of sales opportunities for our software products continues to
increase.  We have refined and developed the structure and processes of the
services organisation to deliver faster the MAPS software to customers.  This
has included the recruitment of new senior project management personnel and
development of our internal processes for project implementation.  We have also
reviewed our product strategy to standardise our products where appropriate and
thereby reduce delivery times.



Results



Revenue in the first half of the financial year was £2.04m (2003: £2.46m),
resulting in a first half loss of £0.74m (2003: £0.26m).  The reduction in
revenue and consequent loss results from delays in closing several major
contracts, which are now expected to close in the second half.  Selling and
operational expenses increased from £1.53m to £1.99m, as the Company grew its
sales and delivery capabilities ahead of anticipated extra demand for its
products.  Office and administrative costs increased to £0.73m (2003: £0.64m).



Operational Review



Defence



We have continued to work with our existing defence customers to increase their
use of our products, while expanding the pipeline of opportunities overseas.
The global Defence market offers considerable opportunity for growth as defence
forces worldwide re-align with new strategic objectives and recognise the
increasing relevance of the MAPS software's capability.  Management are focused
on consolidating the Group's position in the UK, developing its regional sales
and delivery capabilities, and closing overseas opportunities within the rapidly
developing pipeline.



The British Regular and Territorial Armies are using MAPS for force generation,
force modelling, state of readiness and training management.  Headquarters Land
Command ("HQ Land") is the Army's command centre responsible for the provision
of army units for operations at home and overseas, and ensuring that all of its
soldiers, whether regular or reservist, are properly equipped and trained for
whatever they are required to do.  Manpower Software has been supporting HQ Land
for some time and has provided software tools for Force Generation ("FORGE"), to
improve the way HQ Land manages its reserve forces, and force modelling ("FORM
"), enabling HQ Land to analyse its current force structure and examine ways in
which adjustments might be made to meet future training and operational
commitments.



The Company continues to work closely with HQ Land to extend the functionality
of its existing software products, while ensuring that they will be capable of
replication to other military forces worldwide.

Brigadier (now Major General) Mark Mans, when Assistant Chief of Staff Plans at
"HQ Land", has commented:

"Throughout the time that we have been involved with Manpower Software we have
been particularly impressed with their customer focused approach and the way in
which they have engaged with us in an open and constructive manner that has
delivered considerable benefit to our business."



Since the period-end, a contract has been awarded by the Defence Medical
Services ("DMS").  The contract is for additional software licences and some
associated implementation services, together valued at £0.36m, all of which
should be delivered shortly and therefore capable of recognition as revenue in
the second half.



We have signed two new contracts with Supreme Headquarters Allied Powers Europe
("SHAPE") at NATO, together valued at £0.2m, to extend the use of MAPS
throughout their peacetime establishment.



We have signed a partnership agreement with Alphawest Services Pty Ltd for the
sale, implementation and ongoing support of Manpower Software's solutions in the
Asia/Pacific region.  An Australian publicly listed company employing over 400
staff, Alphawest is an IT services business, headquartered in Canberra,
providing systems integration solutions to commercial, government and education
organisations, which enjoys strong partnerships with leading organisations in
Australasia.



Maritime



The Company is the global leader for crew manning and on-board duty rostering
software within the cruise market.  We have improved our ability to sell further
products into this installed customer base and have addressed the potential for
mid-size cruise fleets and selected areas of the global shipping market through
the introduction of new products.

During the interim period the Company delivered software to the following
companies: Carnival Cruise Lines, AP Moller-Maersk, Princess Cruise Lines and
Carnival UK.  The Princess Cruise Lines system went live in September 2004.  The
AP Moller-Maersk system and the system at Carnival Cruise Lines are now
scheduled to go live later this year.  MAPS is already running live at Norwegian
Cruise Lines ("NCL"), Sun Cruises, Cunard Line and Carnival UK (formerly P&O
Cruises).



Since the interim period-end, NCL has purchased additional licences, valued at
£0.13m, to enable it to roll out the MAPS system to two new ships that recently
joined its fleet.



Two new maritime products have been introduced, MAPS Framework and MAPS Quick
Start.



MAPS Framework is a software toolkit which allows customers to create their own
applications using the MAPS user interface, security and data replication
functions. The first order for MAPS Framework has already been placed by one of
our existing customers.



MAPS Quick Start is a pre-configured version of the core modules of MAPS Crew
Manning, aimed specifically at the market for crew manning software in medium
sized fleets.  Quick Start delivers the advantages of MAPS in a standardised,
cost-effective package, tailored to the crew manning requirements of mid-size
fleets.  The Company is now at the final stage of negotiation for the first sale
of this product to a new customer.



The Company has also signed an agreement with Ulysses Systems Inc, whereby the
two companies will work cooperatively on the sale of Manpower Software's
products.  Ulysses own ship management products complement MAPS Crew Manning and
the company has a strong user base, with its software installed in over 600
ships.  Ulysses has offices in USA, London, Athens, Singapore and Mumbai.



Healthcare



We have concentrated on fully establishing the foundations for growth in this
important market through offering ward-level rostering across entire NHS Trusts.
  Focus has been placed on expanding the direct and indirect sales capability,
on  enabling existing customers to act as strong references, on establishing
relationships and financial structures that enable shortened procurement
timescales, and on a refined product portfolio.



Our core product, MAPS Taskforce cost-effectively solves two critical problems
for the UK NHS, namely high expenditure on bank and agency nurse staffing, and
the considerable front-line staff effort needed to create rosters.  These
problems are now receiving significant attention internally within NHS Trusts
and government.  The Company has a unique and strong product offering in this
area.



Following the initial sale of our Taskforce and Establishment Control software
to Plymouth Hospitals NHS Trust ("PHNT"), in the interim period PHNT signed a
five year extended licensing agreement for its use of the software for their six
thousand staff at Derriford Hospital and the Royal Eye Infirmary.  This has
increased the value of the contract from £0.57m to £0.8m and, importantly, it
has given the Company a strong reference site.



Two more NHS Trusts have installed MAPS Taskforce and are undertaking pilot
studies to demonstrate the software's ability to improve the quality and reduce
the cost of rostering, reduce clinical risk and improve management control.
These pilots are now nearing completion and we anticipate a further roll-out of
the software within these Trusts.



Additionally, our high level Workforce Planning tools were successfully
evaluated by County Durham & Tees Valley Strategic Health Authority ("CDTV").
We are currently seeking implementations with Primary Care Trusts within the
CDTV area.



An increase in our Healthcare sales force and intensive sales activity in the
period has increased our pipeline of potential NHS sales.  We are also in
negotiation with a prospective G-CAT approved partner already established in the
UK healthcare sector in order to add an additional route to market for our
products.



Outlook



In Defence, as a consequence of the supply of FORGE to the British Army, there
is now a high level of interest in Manpower Software's products from many
defence organisations in the UK and overseas.  We are currently seeking to
exploit the opportunities in domestic and overseas defence markets and are
committed to achieving our objective of being Europe's leading provider of force
generation and deployment software products.  The Company is presently working
with HQ Land Command to deliver further substantive projects.  We have also
generated enquiries for our products from NATO members and Commonwealth
countries, and are pursuing discussions with a number of these.



In Cruise and Maritime, we remain focused upon achieving successful rollouts to
our existing customers.  We are in advanced stages of discussion with Carnival
for the further roll-out of the MAPS software within its group.  We are building
upon the interest generated by the sale made to AP Moller-Maersk to expand our
prospect base among both large and medium-sized fleets in the non-cruise
maritime market.  The new product, MAPS Quickstart, should enable us to achieve
further orders from small and medium-sized fleets in the all sectors of the
maritime market.



In the UK NHS, we anticipate that the growth in the sales pipeline, an increase
in the Healthcare sales team and the completion of current pilots will lead to
further sales of the MAPS Taskforce duty rostering software to other NHS Trusts.
The discussion taking place with a prospective G-CAT partner will provide us
with a new sales channel for our products.



In support of our overall objective, to be the dominant provider of workforce
planning software products in each of our markets, we intend to grow both
revenue and profitability in the UK and international markets by continued
product innovation and expanding our sales channels.  To date, sales have been
achieved using our direct sales force, all of whom are market specialists.  We
shall continue to invest in our sales team and complement this by building a
partner network that will enable the Company to take advantage of large-scale
MAPS implementations and to work in territories where either our existing
resources are inadequate or we lack specific sector expertise



Despite the interim loss, the Company has established the foundations for
expansion into two large new markets, where our products are already being
perceived as revolutionary and offering great benefits to their users.  I
believe the Company is presently positioned to achieve market expectations for
its annual result for 2004/5, although this remains dependent upon the timing of
the award and closure of certain key contracts where a risk exists of delays
developing.  Importantly, I am confident of a significant improvement in both
revenue and profit in 2005/6.






Robert Drummond
Chairman
28 February 2005






                             MANPOWER SOFTWARE PLC



                       CONSOLIDATED PROFIT & LOSS ACCOUNT



                   FOR THE SIX MONTHS ENDED 30 NOVEMBER 2004


                                                Note   (Unaudited)       (Unaudited)     (Unaudited)
                                                       6 months ended 30 6 months ended   6 months ended
                                                       Nov 2004          31 May 2004     30 Nov 2003
                                                       £                 £               £

Turnover                                               2,043,121         2,682,994       2,463,669

Cost of sales:
Third party costs                                      (65,362)          (66,601)        (56,245)
Selling and operational expenses                       (1,987,344)       (1,872,558)     (1,525,318)

Gross (loss)/profit                                    (9,585)           743,835         882,106

Administrative expenses                                (735,193)         (630,761)       (637,454)

Operating (loss)/profit                                (744,778)         113,074         244,652

Interest receivable                                    6,187             17,225          17,643

Interest payable                                       (332)             (1,318)         (2,370)

(Loss)/profit on ordinary activities before            (738,923)         128,981         259,925
taxation

Taxation                                               (6,044)           65,346          900

(Loss)/taxation on ordinary activities after           (744,967)         194,327         260,825
taxation

Dividends                                              -                 -               -

(Loss)/profit retained                                 (744,967)         194,327         260,825

(Loss)/earnings per share

Basic                                           3      (1.68)p           0.41p           0.59p
Diluted                                         3      (1.63)p           0.42p           0.58p







                             MANPOWER SOFTWARE PLC



                           CONSOLIDATED BALANCE SHEET



                             AS AT 30 NOVEMBER 2004


                                                         (Unaudited)      (Unaudited)     (Unaudited)
                                                         As at            As at           As at
                                                         30 Nov 2004      31 May 2004     30 Nov 2003
                                                         £                £               £
Fixed assets
Tangible assets                                          152,202          199,942         212,312


Current assets
Debtors                                                  2,316,399        1,636,841       1,726,438
Cash at bank and in hand                                 494,394          1,444,888       1,118,292
                                                         2,810,793        3,081,729       2,844,730

Creditors: amounts falling due within one year           (1,396,648)      (1,011,032)     (962,663)

Net current assets                                       1,414,145        2,070,697       1,882,067

Total assets less current liabilities                    1,566,347        2,270,639       2,094,379

Creditors: amounts falling due after more than           -                -               -
one year
Net assets                                               1,566,347        2,270,639       2,094,379



Capital and reserves
Called up share capital                                  2,223,154        2,212,254       2,212,254
Share premium account                                    6,456,299        6,429,879       6,429,879
Profit and loss account                                  (7,113,106)      (6,371,494)     (6,547,754)
Equity shareholders' funds                               1,566,347        2,270,639       2,094,379







                             MANPOWER SOFTWARE PLC



                        CONSOLIDATED CASH FLOW STATEMENT



                   FOR THE SIX MONTHS ENDED 30 NOVEMBER 2004


                                                        Note   (Unaudited)   (Unaudited)   (Unaudited)
                                                               6 months       6 months      6 months
                                                                ended 30      ended 31      ended 30 
                                                                Nov 2004      May 2004     Nov 2003
                                                               £             £             £

Net cash (outflow)/inflow from operating activities     6      (926,371)     337,732       (857,531)

Returns on investments and servicing of finance
Interest received                                              6,187         17,225        17,643
Interest paid                                                  (165)         (729)         (1,293)
Finance lease interest paid                                    (167)         (589)         (1,077)
Net cash inflow from returns on investments and                5,855         15,907        15,273
servicing of finance

Taxation                                                       (6,044)       66,246        -

Capital expenditure and financial investment
Payments to acquire tangible fixed assets                      (46,094)      (62,109)      (40,419)
Cash (outflow)/inflow before financing and management          (972,654)     357,776       (882,677)
of liquid resources

Management of liquid resources
Sale/(purchase) of short term deposits                         1,267,840     (467,840)     1,000,000

Financing
Issue of shares                                                37,320        -             -
Loan repayments                                                (15,160)      (17,660)      (17,097)
Capital element of finance lease rentals                       -             (13,520)      (13,987)
Net cash outflow from financing                                (15,160)      (31,180)      (31,084)

Increase/(decrease) in cash                                    317,346       (141,244)     86,239






STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

                                                               (Unaudited)   (Unaudited)   (Unaudited)
                                                               6 months       6 months      6 months
                                                                ended 30      ended 31      ended 30 
                                                                Nov 2004      May 2004     Nov 2003
                                                               £             £             £

(Loss)/profit for the financial period                         (744,967)     194,327       260,825
Currency differences on opening reserves                       3,355         (18,067)      9,266
                                                               (741,612)     176,260       270,091




                             MANPOWER SOFTWARE PLC



                          NOTES TO THE INTERIM REPORT



                   FOR THE SIX MONTHS ENDED 30 NOVEMBER 2004





1                     Basis of Preparation

The interim financial statements have been prepared in accordance with
applicable accounting standards and under the historical cost convention.  The
principal accounting policies of the Group have remained unchanged from those
set out in the Group's 31 May 2004 annual report and financial statements.  The
interim financial statements have been reviewed by the Group's auditors.  A copy
of the auditors' review report is attached to this interim report.





2                     TAXATION

The tax charge for the interim period relates to profits made in the United
States of America.





3                     EARNINGS PER SHARE
                                           (Unaudited)          (Unaudited)         (Unaudited)
                                           6 months ended       6 months ended      6 months ended
                                           30 November 2004     31 May 2004         30 November 2003
                                           £                    £                   £

(Loss)/profit for the financial period     (744,967)            194,327             260,825

Weighted average number of shares          Number               Number              Number

                                            of shares            of shares           of shares

For basic earnings per share               44,304,649           44,245,086          44,245,086
For diluted earnings per share             45,767,446           45,412,834          45,149,291





4                     DIVIDENDS

No dividends have been paid or proposed for the period.





5                     PUBLICATION OF NON-STATUTORY ACCOUNTS

The financial information set out in this interim report does not constitute
statutory accounts as defined in Section 240 of the Companies Act 1985.  The
figures for the six months ended 31 May 2004 have been calculated from the
statutory financial statements for the year ended 31 May 2004 which have been
filed with the Registrar of Companies.  The auditors' report on those financial
statements was unqualified and did not contain a statement under Section 237(2)
of the Companies Act 1985.


                             MANPOWER SOFTWARE PLC



                          NOTES TO THE INTERIM REPORT



                   FOR THE SIX MONTHS ENDED 30 NOVEMBER 2004



6                     Net cash (outflow)/INFLOW from operating activities
                                                       (Unaudited)      (Unaudited)      (Unaudited)
                                                       6 months ended   6 months ended    6 months ended
                                                        30 Nov 2004     31 May 2004      30 Nov 2003
                                                       £                £                £

Operating (loss)/profit                                (744,778)        113,074          244,652
Depreciation and amortisation charges                  92,800           73,035           75,890
Exchange differences written off                       (25,982)         (15,520)         9,266
(Increase)/decrease in debtors                         (679,558)        89,597           (165,301)
Increase/(decrease) in creditors                       431,147          77,546           (1,022,038)
Net cash (outflow)/inflow from operating activities    (926,371)        337,732          (857,531)





7                     Reconciliation of net cash flow to movement in net debt

                                                      (Unaudited)        (Unaudited)     (Unaudited)
                                                      6 months ended     6 months ended   6 months ended
                                                       30 Nov 2004       31 May 2004     30 Nov 2003
                                                      £                  £               £

Increase/(decrease) in cash in the period             317,346            (141,244)       86,239
Capital outflow from decrease in debt and finance     28,145             31,180          31,084
leases
Change in net debt resulting from cash flows          345,491            (110,064)       117,323
(Decrease)/increase in liquid resources               (1,267,840)        467,840         (1,000,000)
Movement in net debt in the year                      (922,349)          357,776         (882,677)
Net funds at the beginning of the period              1,416,743          1,058,967       1,941,644
Net funds at the end of the period                    494,394            1,416,743       1,058,967





8                     Analysis of changes in net debt
                                                      (Unaudited)        (Unaudited)     (Unaudited)
                                                      6 months ended     6 months ended   6 months ended
                                                       30 Nov 2004       31 May 2004     30 Nov 2003
                                                      £                  £               £

Cash at bank and in hand                              494,394            1,444,888       1,118,292
Finance leases                                        -                  (15,160)        (26,505)
Bank loans                                            -                  (12,985)        (32,820)
                                                      494,394            1,416,743       1,058,967



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