Interim Results

Manpower Software PLC
15 February 2007

                             Manpower Software PLC

                              Chairman's statement

                   For the six months ended 30 November 2006

Introduction

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 2006.

During the period, the Company has achieved the following significant
milestones:

  • In addition to supplying its software and support services to the UK,
    Europe and the USA, with the first sale of our software to a national
    military force overseas, the Company has extended its geographic footprint
    and is now also a supplier to the Asia-Pacific region.
  • While the Company has grown and is actively investing in new products and
    markets, it has been profitable across all parts of its business.
  • We have built on the foundations of success achieved last year in the
    Healthcare sector and have added a further six NHS Trusts to our customer
    base, which now totals 11.
  • During the period we have achieved an exceptionally high level of customer
    satisfaction, evidenced by our ability to secure referenceable sites from
    our existing customer base and the financial savings these customers have
    achieved using our software products.

Key to the above is the Company's strategic vision: to be the leading global
provider of workforce planning, staff scheduling and resource optimisation
software to its chosen markets.

Results

Revenue in the first half of the financial year was £4.05m (2005: £2.14m),
resulting in a net trading profit (excluding the FRS 20 adjustment) of £0.6m
(2005: £0.84m loss).  Selling and operational expenses increased from £1.88m to
£2.27m, as the Company continued to grow its sales and delivery capabilities to
drive demand for its products.  Despite the increases in revenue and associated
direct costs, the office and administrative costs were held constant at £0.7m
(2005: £0.7m).

Share-based payments

The adoption of FRS 20, Share-Based Payments, which is effective for accounting
periods beginning after 1 January 2006, requires a prior year adjustment to be
made.  This has created a share-based payment reserve at 30 November 2006 of
£173,290 and increased retained losses by the same amount.

The charge for the 2006 interim period is £38,349 (2005: £29,975).  This is an
accounting adjustment, which has no impact on the Company's trading position,
and is shown separately on the face of the Profit and Loss Account.



Operational Review

Defence

We continue to sell software and services to the existing customer base and we
are expanding to other customers in the UK and overseas.  In addition to the
sale to the Royal Australian Navy announced earlier this year, the Royal Air
Force has selected MAPS Defence Suite to manage force planning, intelligent
force selection and training for the RAF Reserves.  The MAPS system is now used
by all three UK Services.  It was also used by NATO for the second year in
succession at its Global Force Generation conference in November 2006.  We are
now providing NATO with a permanent solution for force generation that addresses
its challenges and supports those of its member nations.

Healthcare

In Healthcare, we signed new contracts for the sale of MAPS Healthroster with
four NHS Trusts and two more shortly after the period-end.  Our software was
selected because of the size of potential savings identified, our track record
of achievement at other Trusts and the unique quality and functionality offered
by our products.  There is now an increasing portfolio of NHS Trusts using our
MAPS Healthroster software, each generating strong referenceable results.
Currently, our software is being evaluated under contract by further Trusts.  We
are also building demand for our products across the NHS to fulfil their
staffing requirements more efficiently, provide cost transparency, enable
compliance with clinical governance requirements and improve patient care.  The
Company is focused on expanding the direct and indirect sales capabilities into
this market, enhancing the product range and shortening procurement timescales.

Maritime

Although no significant new contracts were signed during the period, one was
closed shortly after the period-end which will contribute to the full year
figures.  In the first half, our sales efforts were successfully focused on
building the sales pipeline, while maintaining the level of service to existing
customers.

Client Services

During the period, management put considerable focus on delivering profitable
services, essential to the Company's on-going financial health.  Much progress
has been made and the Client Services team now deliver profitably major projects
to blue chip customers in all sectors of the business.  The Cruise and Maritime
customers continue to work with us to extend the use of MAPS Crew Manning within
their organisations.  In Healthcare, the MAPS Healthroster implementations are
delivering tangible benefits to our customers.  There is a significant pipeline
of NHS services revenue building for the second half and next financial year.
In Defence, the team is supplying force generation capabilities (manning,
planning and manpower optimisation) to international government military
organisations.

Research and Development

All our MAPS products are based on the same common core platform, which we
configure and brand for each of our market sectors.  We continue to enhance the
current product range, using clearly defined product road maps, to ensure we
deliver products that meet the on-going demands of our customers.  In
Healthcare, MAPS Healthroster now includes a working ESR interface.  In Defence,
the new MAPS Defence Suite supports a single platform for capability management.
  In Cruise & Maritime, the next iteration of MAPS Maritime, including enhanced
functionality, will be released shortly.

As our markets and geographic reach expand, we are evolving as a business.  Our
R&D activity ensures that we continue to meet the demands of both current and
potential customers into the future.

Board changes

Shortly after the period-end, we issued two announcements concerning changes to
the composition of the Board.

On 18 December 2006, following the Company's Annual General Meeting, we
announced that  Mr Philip Morgan, President Manpower Software Inc, was appointed
to spearhead the marketing of our healthcare products within the US market.  As
a result, he was unable to devote sufficient of his time to Board activities and
did not offer himself for re-election as a member of the Board.

On 17 January 2007, we announced that Mr Richard Morgan-Evans, Group Managing
Director, had become a non-executive Director of the Company.  Mr Morgan-Evans
has been an Executive Director of the Company since June 2004 and was appointed
Group Managing Director in September 2004.  In January 2006, Richard sustained a
serious injury from which he has since recovered.  However, in accordance with
medical advice received, Richard has decided reluctantly it was no longer
appropriate for him to return to work full time.  Accordingly, he resigned his
position as Group Managing Director, though he will remain a valuable member of
the Board in his role as non-executive Director.  We have begun the search for a
replacement Managing Director.

Outlook

Our strategy remains to become the leading provider of workforce planning, staff
scheduling and resource optimisation software products to our chosen markets.

Across all sectors, the following essential elements are in place to drive
continued expansion:

  • Strategic vision.  Our vision remains fixed upon being the world's
    foremost supplier of workforce optimisation systems in our chosen markets,
    thereby enabling our customers to achieve effective and efficient use of
    their most important resource, their people.
  • Customer satisfaction.  The strongest sales multiplier we have is
    referenceable customers.  We will not deviate from maintaining a high level
    of customer satisfaction in each of our chosen markets in order to achieve
    further referenceable sites and a high level of individual customer
    satisfaction.
  • Integrated solution.  We offer our customers a product portfolio that
    meets the full range of their business needs across our core strength areas
    of workforce planning, staff scheduling and resource management.
  • Multiple growth drivers.  Our MAPS products lend themselves to other
    vertical markets and as opportunities arise we will add these to our
    portfolio.  In addition to growing our direct sales and services teams, we
    plan to expand our capacity by the increasing use of strategic partnerships.
      These will enable us to extend our penetration of existing geographical
    markets and reach new territories.

  • Profitability.  We are focused on achieving profitable growth and positive
    cash flow, which will enable us to invest in new products and resources that
    advance our strategic vision.
  • A committed team.  From product development to sales and marketing, and
    through to customer service, we are committed to delivering world class
    product solutions to our customers.  Recruiting and retaining world-class
    team members is key to our success.

Management has established the foundations for profitable growth.  We have
invested in our direct sales organisation and in a services business capable of
fulfilling the increasing demands of our target markets.  There is now a strong
sales pipeline and the capability to deliver profitable services growth.  We are
also actively seeking new partnerships to assist with sales and delivery in our
markets.

In Defence, we have opportunities to supply further products and support
services to the UK Government and NATO.  There is also interest in our products
from more government and commercial organisations in the Asia Pacific region.
The latest version of MAPS Defence Suite has been released to focus on
Capability Management.  It has been enthusiastically received by those
organisations that have viewed it and we anticipate most of our customers
migrating to it over the medium term.

In Healthcare, we continue to work in the UK with our industry partner,
Specialist Computer Centres.  There is an increasing focus throughout the NHS on
improving productivity by controlling staff agency spend and on improving
patient care.  The completion of current pilots of Healthroster, together with
an increased capability from our sales team, should enable continued expansion
of the sales pipeline and further sales of the MAPS Healthroster product to
other NHS Trusts.

In Cruise and Maritime, while we remain primarily focused upon the needs of our
existing customers, we are targeting further penetration into the broader
shipping market.  Presently, we have opportunities to sell additional MAPS
licences and services to our established customers as well as the mid-range
cruise fleets and in the broader shipping market, where the successful
implementation of our software at AP Moller-Maersk has generated interest.

In Services, there is now a strong pipeline of work to be delivered which
stretches into next financial year.

We have reported previously that the Company is highly dependent on a small
number of large contracts in markets where considerable change is occurring,
where the sales cycles are often long and complex, and where forecasting precise
timing of closure has become more difficult.  Deferral or acceleration of only a
few of these can have a significant impact on the Company's results.  While this
remains true, the cumulative effect of the sales of MAPS Healthroster to the NHS
Trusts is having a smoothing effect when compared to the larger and less
predictable sales in our other two market sectors.  The Directors note that, in
the first half of this financial year, there has been strong performance, across
all sectors of the business, with some key contract wins having been achieved.
As a result, the Directors are confident of at least meeting current market
expectations for the year and believe, also, there is now an opportunity to
exceed those expectations.

Terry Osborne

CHAIRMAN

15 February 2007



INDEPENDENT REVIEW report to MANPOWER SOFTWARE PLC

Introduction

We have been instructed by the company to review the financial information for
the six months ended 30 November 2006 which comprises the consolidated profit
and loss account, the statement of total recognised gains and losses, the
consolidated balance sheet, the consolidated cash flow statement and the related
notes 1 to 9. We have read the other information contained in the interim report
which comprises only the Chairman's Statement and considered whether it contains
any apparent misstatements or material inconsistencies with the financial
information.  Our responsibilities do not extend to any other information.

This report is made solely to the company's members, as a body, in accordance
with guidance contained in APB Bulletin 1999/4 "Review of Interim Financial
Information".  Our review work has been undertaken so that we might state to the
company's members those matters we are required to state to them in a review
report and for no other purpose.  To the fullest extent permitted by law, we do
not accept or assume responsibility to anyone other than the company and the
company's members as a body, for our review work, for this report, or for the
conclusion we have formed.

Directors' responsibilities

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the directors.  The directors
are responsible for preparing the interim report and ensuring that the
accounting policies and presentation applied to the interim figures should be
consistent with those applied in preparing the preceding annual accounts except
where any changes, and the reasons for them, are disclosed.

Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
"Review of Interim Financial Information" issued by the Auditing Practices Board
for use in the United Kingdom.  A review consists principally of making
enquiries of management and applying analytical procedures to the financial
information and underlying financial data and, based thereon, assessing whether
the accounting policies and presentation have been consistently applied unless
otherwise disclosed.  A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions.  It is
substantially less in scope than an audit performed in accordance with United
Kingdom auditing standards and therefore provides a lower level of assurance
than an audit.  Accordingly, we do not express an audit opinion on the financial
information.

Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 November 2006.

GRANT THORNTON UK LLP
CHARTERED ACCOUNTANTS

LONDON
15 February 2007



CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the 6 months ended 30 November 2006
                                                                           Restated        Restated
                                                       (Unaudited)       (Unaudited)     (Unaudited)
                                                       6 months ended    6 months ended  6 months ended
                                                Note   30 Nov 2006       31 May 2006     30 Nov 2005
                                                       £                 £               £

Turnover                                               4,052,726         2,188,264       2,144,974

Cost of sales:
Third party costs                                      (31,621)          (9,753)         (12,967)
R&D costs                                              (424,710)         (320,019)       (425,884)
Selling and operational expenses                       (2,270,971)       (1,975,490)     (1,876,202)

Gross profit/ (loss)                                   1,325,424         (116,998)       (170,079)

Administrative expenses                                (702,253)         (745,379)       (694,950)
Exchange differences                                   (28,634)          (42,155)        13,921
Share-based payment                                    (38,349)          (39,860)        (29,975)

Operating profit/ (loss)                               556,188           (944,392)       (881,083)

Interest receivable                                    1,409             1,231           9,176

Interest payable                                       (3,804)           -               -

Profit/ (loss) on ordinary activities before           553,793           (943,161)       (871,907)
taxation

Taxation                                               -                 (3,051)         (854)

Profit/ (loss) on ordinary activities after            553,793           (946,212)       (872,761)
taxation

Dividends                                              -                 -               -

Profit/ (loss) retained                                553,793           (946,212)       (872,761)

Earnings/ (loss) per share

Basic                                           3      1.25p             (2.13)p         (1.96)p
Diluted                                         3      1.24p             n/a             n/a



STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
                                                                             Restated      Restated
                                                               (Unaudited)   (Unaudited)   (Unaudited)
                                                               6 months      6 months      6 months
                                                               ended 30      ended 31      ended 30 Nov             
                                                               2006          May 2006      2005
                                                               £             £             £

Profit/(loss) for the financial period                         553,793       (946,212)     (872,761)
Currency differences on opening reserves                       13,277        20,862        (1,452)
                                                               567,070       (925,350)     (874,213)




CONSOLIDATED BALANCE SHEET AT 30 NOVEMBER 2006
                                                                          Restated        Restated
                                                         (Unaudited)      (Unaudited)     (Unaudited)
                                                         As at            As at           As at
                                                         30 Nov 2006      31 May 2006     30 Nov 2005
                                                         £                £               £
Fixed assets
Tangible assets                                          123,135          89,124          104,479

Current assets
Debtors                                                  2,944,384        2,219,493       2,920,338
Cash at bank and in hand                                 276,577          355,394         266,690
                                                         3,220,961        2,574,887       3,187,028

Creditors: amounts falling due within one year           (1,817,890)      (1,743,224)     (1,485,230)

Net current assets                                       1,403,071        831,663         1,701,798

Total assets less current liabilities                    1,526,206        920,787         1,806,277

Creditors: amounts falling due after more than           -                -               -
one year
Net assets                                               1,526,206        920,787         1,806,277

Capital and reserves
Called up share capital                                  2,223,154        2,223,154       2,223,154
Share premium account                                    6,456,299        6,456,299       6,456,299
Share-based payment reserve                              173,290          134,941         95,081
Profit and loss account                                  (7,326,537)      (7,893,607)     (6,968,257)
Equity shareholders' funds                               1,526,206        920,787         1,806,277


CASH FLOW STATEMENT
FOR THE 6 MONTHS ENDED 30 NOVEMBER 2006
                                                                             Restated      Restated
                                                               (Unaudited)   (Unaudited)   (Unaudited)
                                                               6 months      6 months      6 months
                                                               ended         ended         ended
                                                               30 Nov 2006   31 May 2006   30 Nov 2005
                                                               £             £             £

Net cash (outflow)/inflow from operating activities            (3,278)       112,238       (1,179,807)

Returns on investments and servicing of finance
Interest received                                              1,409         1,231         9,176
Interest paid                                                  (3,804)       -             -
Net cash (outflow)/inflow from returns on investments          (2,395)       1,231         9,176
and servicing of finance

Taxation                                                       -             (3,051)       (854)

Capital expenditure and financial investment
Payments to acquire tangible fixed assets                      (73,144)      (21,714)      (27,662)

(Decrease)/increase in cash                                    (78,817)      88,704        (1,199,147)



NOTES TO THE INTERIM REPORT

For the 6 months ended 30 NOVEMBER 2006

 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 Company have remained unchanged from those
set out in the Group's 31 May 2006 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.

The Group has applied the requirements of FRS 20 (share-based payments), in
accordance with the transitional provisions, to all equity instruments granted
after 7 November 2002 and unvested at 1 June 2006.

 2. Taxation

There is no tax charge for the interim period to 30 November 2006.

 3. Earnings per share

                                            (Unaudited)         Restated            Restated
                                                                (Unaudited)         (Unaudited)
                                            6 months ended      6 months ended      6 months ended
                                            30 Nov 2006         31 May 2006         30 Nov 2005
                                            £                   £                   £

Profit/ (Loss) for the financial period     553,793             (946,212)           (872,761)

Weighted average number of shares           Number              Number              Number
                                            of shares           of shares           of shares

For basic earnings per share                44,463,086          44,463,086          44,463,086
For diluted earnings per share              44,753,678          n/a                 n/a

In view of the significant impact of the FRS20 Share-based payment charge on
earnings per share calculated in accordance with FRS22 (Earnings Per Share), an
adjusted earnings per share figure has been provided based on profit on ordinary
activities after taxation before the share-based payment charge of £38,349
(2005: £29,975).
                                             (Unaudited)          (Unaudited)         (Unaudited)
                                             6 months ended       6 months ended      6 months ended
                                             30 Nov 2006          31 May 2006         30 Nov 2005

Basic adjusted earnings per share            1.33p                (2.04)p             (1.90)p
Diluted adjusted earnings per share          1.32p                n/a                 n/a

 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 period ended 31 May 2006 have been calculated from the statutory
financial statements 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.


 6. Net cash (outflow)/inflow from operating activities
                                                                        Restated         Restated
                                                       (Unaudited)      (Unaudited)      (Unaudited)
                                                       6 months ended   6 months ended    6 months ended                
                                                        30 Nov 2006     31 May 2006      30 Nov 2005
                                                       £                £                £

Operating profit/(loss)                                556,188          (944,392)        (881,083)
Depreciation and amortisation charges                  38,466           36,547           43,658
Share-Based Payments                                   38,349           39,860           29,975
Exchange differences written off                       (15,357)         6,170            12,469
(Increase)/decrease in debtors                         (724,892)        700,845          65,134
Increase/(decrease) in creditors                       103,968          273,208          (449,960)
Net cash (outflow)/inflow from operating activities    (3,278)          112,238          (1,179,807)

 7. Reconciliation of net cash flow to movement in net funds
                                                                         Restated        Restated
                                                      (Unaudited)        (Unaudited)     (Unaudited)
                                                      6 months ended     6 months ended   6 months ended                
                                                       30 Nov 2006       31 May 2006     30 Nov 2005
                                                      £                  £               £

(Decrease)/increase in cash in the period             (78,817)           88,704          (1,199,147)
Net funds at the beginning of the period              355,394            266,690         1,465,837
Net funds at the end of the period                    276,577            355,394         266,690


 8. Analysis of changes in net funds

                                                                         Restated        Restated
                                                      (Unaudited)        (Unaudited)     (Unaudited)
                                                      6 months ended     6 months ended   6 months ended                
                                                       30 Nov 2006       31 May 2006     30 Nov 2005
                                                      £                  £               £

Cash at bank and in hand                              276,577            355,394         266,690



 9. Share based payments

The Company issues share-based payments to certain individuals, which are
measured at fair value at the date of grant.  The fair value determined at the
grant date is expensed on a straight line basis over the vesting period, based
on the Group's estimate of shares that will eventually vest.

Fair value is measured by use of the Binomial valuation model.  The expected
life of the instrument used in the model is adjusted, based on management's best
estimate, for the effects of non-transferability, exercise restrictions and
behavioural considerations.  The resulting value is charged to the consolidated
profit and loss account over the vesting period of the share-based payments.

The adoption of FRS 20 has resulted in a new accounting policy for share-based
payments.  Until 31 May 2006 the provision of share options to individuals did
not result in a charge to the profit and loss account.  A prior year adjustment
has been made to the financial information set out for the period ended 30
November 2005 and 31 May 2006 to apply charges to the profit and loss account
for share options granted at these dates.

The Group recognised a total expense of £38,349 relating to equity settled share
options scheme transactions in the period (2005: £29,975).

The adoption of FRS20 has resulted in a restatement of prior periods.




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