
                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                  Form 10-K

      (Mark One)

        [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
              THE SECURITIES EXCHANGE ACT OF 1934

              For the fiscal year ended June 30, 2002

                                   OR

        [   ] TRANSITION REPORT  PURSUANT TO SECTION 13  OR 15(d) OF
              THE SECURITIES EXCHANGE ACT OF 1934

        For the transition period from _____________ to _____________

                          Commission Number 0-14112

                        JACK HENRY & ASSOCIATES, INC.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)

              Delaware                                    43-1128385
  -------------------------------                      ----------------
  (State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                      Identification No.)

               663 Highway 60, P. O. Box 807, Monett, MO  65708
               ------------------------------------------------
                   (Address of principal executive offices)

      Registrant's telephone number, including area code:  (417) 235-6652

        Securities registered pursuant to Section 12(b) of the Act:

                                   None
        -----------------------------------------------------------
        Securities registered pursuant to Section 12(g) of the Act:

                        Common Stock ($.01 par value)
                        -----------------------------
                               (Title of Class)

   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. Yes   x   No


   Indicate by  check mark  if disclosure  of delinquent  filers pursuant  to
   Item  405 of  Regulation S-K  is not  contained herein,  and will  not  be
   contained, to the best  of registrant's knowledge, in definitive proxy  or
   information statements incorporated by reference in Part III of this  Form
   10-K or any amendment to this Form 10-K. [X]

   As of August  19, 2002, Registrant had  87,910,881 shares of Common  Stock
   outstanding ($.01 par  value).  On that  date, the aggregate market  value
   of the  Common Stock held by  persons other than those  who may be  deemed
   affiliates  of  Registrant was  $1,037,801,086  (based  on the  average of
   the reported high and low sales prices on NASDAQ on such date).


                     DOCUMENTS INCORPORATED BY REFERENCE

   Certain  sections   of  the  Company's   Notice  of  Annual   Meeting   of
   Stockholders  and Proxy Statement for  its Annual Meeting of Stockholders,
   as described in  the Footnotes to the Table of Contents included herewith,
   are  incorporated  herein  by  reference into  Parts  II and  III  of this
   Report.

PAGE>

                              TABLE OF CONTENTS


    PART I                                             PAGE REFERENCE (1)
                                                       ------------------
    ITEM 1.     BUSINESS .............................          3

    ITEM 3.     LEGAL PROCEEDINGS ....................         12

    ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF
                SECURITY HOLDERS .....................         12

    PART II

    ITEM 5.     MARKET FOR REGISTRANT'S COMMON EQUITY          13
                AND RELATED STOCKHOLDER MATTERS ......

    ITEM 6.     SELECTED FINANCIAL DATA ..............         14

    ITEM 7.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF             14
                OPERATIONS ...........................

    ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURE
                ABOUT MARKET RISK ....................         19

    ITEM 8.     FINANCIAL STATEMENTS AND SUPPLEMENTARY
                DATA  ................................         20

    ITEM 9.     CHANGES IN AND DISAGREEMENTS ON
                ACCOUNTING AND FINANCIAL DISCLOSURE ..         39

    PART III

    ITEM 10.    DIRECTORS AND EXECUTIVE OFFICERS OF
                THE REGISTRANT (2) ...................         40


    ITEM 11.    EXECUTIVE COMPENSATION (3) ...........         40

    ITEM 12.    SECURITY OWNERSHIP OF CERTAIN
                BENEFICIAL OWNERS AND MANAGEMENT (4) .         40

    ITEM 13     CERTAIN RELATIONSHIPS AND RELATED
                TRANSACTIONS (5) .....................         40

    ITEM 14     CONTROLS AND PROCEDURES ..............         40

    PART IV

    ITEM 15.    EXHIBITS, FINANCIAL STATEMENT
                SCHEDULES AND REPORTS ON FORM 8-K ....         40



 (1)  Certain information is incorporated by reference, as indicated below,
      from the Company's Notice of Annual Meeting of the Stockholders and
      Proxy Statement (the "Proxy Statement").
 (2)  Proxy Statement sections entitled "Election of Directors" and
      "Executive Officers and Significant Employees."
 (3)  Proxy Statement sections entitled "Executive Compensation",
      "Compensation Committee Report", "Audit Committee Report" and
      "Company Performance."
 (4)  Proxy Statement sections entitled "Stock Ownership of Certain
      Stockholders" and "Election of Directors."
 (5)  Proxy Statement section entitled "Certain Relationships and Related
      Transactions."

<PAGE>

                                    PART I
 Item 1.   Business

 Jack Henry & Associates, Inc. ("JHA" or the "Company") is a leading provider
 of integrated computer systems  to banks with under  $10.0 billion of  total
 assets, credit unions and other financial institutions in the United States.
 We offer a complete,  integrated suite  of data processing system  solutions
 to improve  our  customers'  management  of  their  entire  back-office  and
 customer  interaction  processes.   We  believe  our  solutions  enable  our
 customers to  provide better  service to  their customers  and compete  more
 effectively against larger  banks, credit unions  and alternative  financial
 institutions.  Our customers either install and use our systems in-house  or
 outsource these operations to us.  We perform data conversion, hardware  and
 software installation and software  customization for the implementation  of
 our systems and applications.  We  also provide continuing customer  support
 services  to  ensure  proper  product  performance  and  reliability,  which
 provides us with continuing client relationships and recurring revenue.  For
 our customers who prefer  not to acquire hardware  and software, we  provide
 outsourcing services through eight data centers and fourteen item processing
 centers located across the United States.

 Our gross revenue  has grown from  $156.3 million in  fiscal 1998 to  $396.7
 million in fiscal 2002, representing a compound annual growth rate over this
 five-year period of 24.6%.  Net income from continuing operations has  grown
 from $24.2  million  in fiscal  1998  to $57.1  million  in fiscal  2002,  a
 compound annual growth rate of 19%.

 Industry Background

 According to the Automation in Banking 2002 report, United States  financial
 institutions,  including  commercial  banks,  thrifts  and  credit   unions,
 increased spending on hardware, software, services and telecommunications to
 $40.7 billion in 2001  from $31.0 billion in  1998, representing a  compound
 annual growth  rate  of  8.4%.   Industry  surveys  continue  to  show  that
 financial institutions believe  upgrading technology is  the most  important
 issue to their continued  success.  We believe  that the market  opportunity
 for providers of  hardware and  software systems,  maintenance, support  and
 related outsourcing  services targeted  toward  community banks  and  credit
 unions will continue  to grow  as a result  of the  competitive pressure  on
 financial institutions.

 There are approximately 8,600 commercial banks  and 10,200 credit unions  in
 the United  States.   Our primary  market has  historically been  commercial
 banks  with  less  than  $10.0  billion  in  assets,  of  which  there  were
 approximately 8,500 at December  31, 2001.  As  of December 31, 2001,  banks
 with under $10.0 billion in assets had aggregate assets of approximately  $2
 trillion.  However, consolidation within the financial services industry has
 resulted in a  2% compound annual  decline in the  population of  commercial
 banks and a 0.4% compound annual  decline in their aggregate assets  between
 1997 and 2001. We also serve credit unions in the United States.  These  are
 cooperative, not-for-profit  financial  institutions  organized  to  promote
 savings and provide credit to their members.  As of December 31, 2001, there
 were 10,200 federally insured credit unions in the United States.   Although
 the number of  these credit unions  has declined at  a 2.6% compound  annual
 rate between 1997 and 2001, their aggregate assets have increased at an 8.9%
 compound annual rate to $501.6 billion in 2001.

 We believe that community/regional banks and credit unions play an important
 role with  the geographic  and demographic  communities and  customers  they
 serve.  Typically, customers of these banks and credit unions rely on  these
 financial institutions  because of  their ability  to provide  personalized,
 relationship-based service and their focus  on local community and  business
 needs.  We believe these core strengths will allow community/regional  banks
 and credit unions to effectively compete  with larger banks and  alternative
 financial institutions.  In order to succeed and to maintain strong customer
 relationships, we believe these banks and credit unions must continue to:

      *    focus on their primary products and services;

      *    respond rapidly to customer demand for new products and services;

      *    implement advanced  technologies,  such as  Imaging  and  Internet
           banking;

      *    use advanced  technologies in  back-office operations  to  improve
           operating efficiency and  control costs  while increasing  service
           and lowering costs to their customers; and

      *    integrate products and services into their core service  offerings
           and data processing infrastructure, to provide the same wide range
           of services as are offered by larger banks.

 In 2001, approximately  57% of commercial  banks utilized in-house  hardware
 and software  systems  to  perform  all  of  their  core  systems  and  data
 processing functions.   Off-site  data processing  centers provided  systems
 services on an outsourced basis for the  remaining 43% of banks.  Since  the
 mid-1980s, banks have tended to shift their data processing requirements in-
 house from outsourcing such functions to  third-party data centers.  Of  the
 community banks  with under  $500 million  of total  assets   in the  United
 States with  in-house installations, approximately 58%, 21%, and 7%  utilize
 IBM, Unisys  and NCR  hardware, respectively.   No  other specific  hardware
 platform had more than a 5% share of the market.

 The Internet continues to  become a more powerful  and efficient medium  for
 the  delivery  of  financial  services,  including  Internet  banking,  bill
 payment, bill  presentment  and other  services  for individuals,  and  cash
 management and  other services  for the  commercial customers  of  financial
 institutions.  Financial  institutions  provide  Internet  banking solutions
 to  retain  customers,  attract  new customers, reduce  operating costs, and
 gain non-interest  sources  of  revenue.   According  to  industry  sources,
 approximately 60% of banks in the United States offer Internet banking.   We
 believe that community/regional financial institutions risk losing customers
 to larger  or  alternative  financial institutions  if  they  do  not  offer
 competitive Internet banking services.

 Our Solution

 We are a  single-source provider of  a comprehensive and  flexible suite  of
 integrated products and services that address the information technology and
 data processing  needs  of financial  institutions.   Our  business  derives
 revenues from four primary sources:

      *    software licensing and installation services;

      *    support and services; and

      *    hardware sales.

      *    customer reimbursements

 We develop  software applications  designed primarily  for use  on  hardware
 supporting the IBM OS/400  and UNIX/NT operating systems.   Our product  and
 service offerings are  centered on five  proprietary software  applications,
 each  comprising  the  core  data  processing  and  information   management
 functions of a commercial bank  or credit union.   Key functions of each  of
 our core software applications include deposits, loans, and general  ledger.
 Our  software applications  make extensive  use of  parameters allowing  our
 customers to tailor the software to  their needs.  Our software applications
 are designed to  provide maximum flexibility in  meeting  our customer  data
 processing  requirements  within  a  single,  integrated  system.   Our core
 proprietary software applications are:

 Banking Segment

      *    Silverlake System [R], which operates on the IBM iSeries  (AS/400)
           and is  used primarily  by banks  with total  assets up  to  $10.0
           billion;

      *    CIF 20/20[TM], which operates on the  IBM iSeries (AS/400) and  is
           used primarily by banks with total assets up to $300.0 million;

      *    Core Director[TM], which operates on hardware supporting a UNIX/NT
           environment  and  is   used  by   banks  employing   client-server
           technology.

 Credit Union Segment

      *    Symitar System[TM], which  operates on the  IBM pSeries  (RS/6000)
           with a UNIX/NT operating  system and is  primarily used by  credit
           unions with total assets over $25 million.

      *    Conductor[TM], which operates on the  IBM iSeries (AS/400) and  is
           used primarily  by  credit  unions with  total  assets  under  $25
           million.

 To complement  our  core software  applications,  we provide  a  variety  of
 complementary products and services for use on an in-house or an  outsourced
 basis by community/regional financial institutions.

 We believe our solutions  provide strategic advantages  to our customers  by
 enabling them to:

      *    Implement Advanced  Technologies  with Full  Functionality.    Our
           comprehensive suite of products and  services is designed to  meet
           our  customers'  information  technology  needs  through   custom-
           tailored solutions  using  proprietary  software  products.    Our
           clients can either  perform these functions  themselves on an  in-
           house basis through the installation of our hardware and  software
           systems or outsource those functions to us.

      *    Rapidly Deploy  New  Products  and Services.    Once  a  financial
           institution has implemented our core software, either in-house  or
           on an outsourced  basis, we  can quickly  and efficiently  install
           additional applications and functions.  This allows our  customers
           to rapidly deploy new products and services.

      *    Focus on Customer Relationships.  Our products and services  allow
           our  customers  to  stay  focused on  their  primary  business  of
           gaining,  maintaining  and  expanding their customer relationships
           while providing the latest financial products and services.

      *    Access  Outsourcing  Solutions  to  Improve Operating  Efficiency.
           Customers utilizing our outsourcing solutions benefit from  access
           to all of  our products and  services without  having to  maintain
           personnel to develop,  update and  run these  systems and  without
           having to make  large up-front capital  expenditures to  implement
           these advanced technologies.

 Our Strategy

 Our objective is to grow our  revenue and earnings internally,  supplemented
 by strategic acquisitions.  The key components of our business strategy  are
 to:

      *    Provide High  Quality, Value-Added  Products and  Services to  Our
           Clients.  We compete on the basis of providing our customers  with
           the highest-value products and services in the market.  We believe
           we have achieved  a reputation as  a premium  product and  service
           provider.

      *    Continue  to  Expand  Our  Product  and  Service  Offerings.    We
           continually upgrade our core software applications and expand  our
           complementary  product  and  service   offerings  to  respond   to
           technological  advances  and  the  changing  requirements  of  our
           clients.   For  example,  we offer  a  turn-key  Internet  banking
           solution that  enables financial  institutions to  rapidly  deploy
           sophisticated new products and services.  Our integrated solutions
           enable our  customers to  offer competitive  services relative  to
           larger banks and alternative financial institutions.  We intend to
           continue to  expand  our  range  of  internet  banking  and  other
           products and services as well as provide additional services  such
           as network services and computer facilities design.

      *    Expand Our Existing Customer Relationships.   We seek to  increase
           the information  technology products  and services  we provide  to
           those customers that do not utilize our full range of products and
           services.  In  this way,  we are  able to  increase revenues  from
           current customers  with  minimal additional  sales  and  marketing
           expenses.

      *    Expand  Our  Customer  Base.    We  seek  to  establish  long-term
           relationships with new customers  through our sales and  marketing
           efforts and selected acquisitions.   As of June  30, 2002, we  had
           over 2,800 customers, up from 1,260 in 1997.

      *    Build Recurring Revenue.  We  enter into contracts with  customers
           to provide services that meet their information technology  needs.
           We provide  ongoing  software  support for our in-house customers.
           Additionally, we  provide  data  processing  for  our  outsourcing
           customers  and  ATM  transaction   switching  services,  both   on
           contracts that typically extend for periods of up to five years.

      *    Maximize Economies of Scale.  We strive to develop and maintain  a
           sufficiently large  client  base  to create  economies  of  scale,
           enabling us to provide value-priced  products and services to  our
           clients while expanding our operating margins.

      *    Attract and Retain Capable Employees.   We believe attracting  and
           retaining high-quality  employees is  essential to  our  continued
           growth and success.  Our corporate culture focuses on the needs of
           employees, a  strategy we  believe has  resulted in  low  employee
           turnover.  In addition, we selectively use employee stock  options
           to serve as a strong incentive and retention tool.

 Our Acquisitions

 To complement and  accelerate our  internal growth,  we selectively  acquire
 companies that provide us with one or more of the following:

      *    new customers;

      *    products and services to complement our existing offerings;

      *    additional outsourcing capabilities; and

      *    entry into new markets related to financial institutions.

 When evaluating  acquisition opportunities,  we focus  on companies  with  a
 strong  employee   base  and   management   team  and   excellent   customer
 relationships.    Since  fiscal  1998,  we  have  completed  the   following
 acquisitions:

 Fiscal
  Year    Company                       Products and Services
  ----    -------                       ---------------------
  2002    Transcend Systems Group       Customer Relationship Management
                                        software and related services
  2002    System Legacy Solutions       Image data conversion systems
  2000    Symitar                       Data processing systems and services
                                        for credit unions
  2000    Sys-Tech                      Uninterruptible power supply systems
                                        and computer facilities design
  2000    BancData Systems              Outsourcing services
  2000    Open Systems Group            UNIX/NT-based data processing
                                        systems for banks
  1999    Peerless Group                Data processing systems for banks
                                        and credit unions
  1999    Digital Data Services         Outsourcing services
  1999    Hewlett Computer Services     Outsourcing services
  1998    Vertex                        Teller software
  1998    Financial Software Systems    Payroll software
  1998    GG Pulley                     Image and item processing
                                        products and services

 Our Products and Services

 Changing  technologies,  business  practices  and  financial  products  have
 resulted in issues  of compatibility, scalability  and increased  complexity
 for the hardware and software used in many financial institutions.  We  have
 responded to these issues by developing a fully integrated suite of products
 and services consisting of core software systems, hardware and complementary
 products and services.  These address virtually all of a commercial bank  or
 credit  union's  customer  interaction,  back-office  data  and  information
 processing needs.

 We provide our full range of products and services to financial institutions
 on either an in-house or outsourced  basis.  For those customers who  prefer
 to purchase  systems for  their in-house  facilities,  we contract  to  sell
 computer hardware, license core and  complementary software and contract  to
 provide installation,  data conversion,  training  and ongoing  support  and
 other services.

 We also  offer  our full  suite  of software  products  and services  on  an
 outsourced basis to customers  who do not wish  to maintain, update and  run
 these systems or to  make large up-front  capital expenditures to  implement
 these advanced  technologies.   Our  principal  outsourcing service  is  the
 delivery of mission-critical data processing services using our data centers
 located within  the United  States.   We  provide our  outsourcing  services
 through an extensive national data and service center network, comprised  of
 8 data centers and 14 item processing centers.  We monitor and maintain  our
 network on a seven-day, 24-hour basis.  Customers typically pay monthly fees
 on service contracts of up to 5 years for these services.

 Information regarding  the  classification  of our  business  into  separate
 segments serving the  banking and credit  union industries is  set forth  in
 Note 14 to the Financial Statements (Item 8, below).

 Hardware Systems

 Our software operates  on a variety  of hardware systems.   We have  entered
 into remarketing agreements with IBM, NCR and other hardware providers which
 allow us to purchase hardware  at a discount and  sell (remarket) it to  our
 customers together with our  software applications.   We currently  sell the
 IBM  iSeries  (AS/400),  which  is  IBM's premier mid-range hardware system,
 the  IBM  pSeries   (RS/6000),  NCR  servers  and  reader/sorters,   BancTec
 reader/sorters and Unisys reader/sorters.

 We have a long-term strategic relationship  with IBM, dating to the  initial
 design of our first core software applications  more than 20 years ago.   In
 addition to our remarketing agreement with IBM, which we renew annually,  we
 have been  named a  "Premier Business  Partner''  of IBM  for the  last  ten
 consecutive years.  Our relationship with IBM provides us with a substantial
 and ongoing source of revenue.

 Core Software Applications

 Each of  our  core software  systems  consists of  several  fully-integrated
 application modules,  such  as  deposits, loans,  general  ledger,  and  the
 customer information file, which is  a centralized file containing  customer
 data for all  applications.  We  can custom-tailor  these modules  utilizing
 parameters determined by our customer. The applications can be connected  to
 a wide variety of peripheral hardware devices used in financial institutions
 bank operations.  Our software is designed to provide maximum flexibility in
 meeting our customers' data processing  requirements within a single  system
 to minimize data entry and improve efficiencies.

 For our customers who choose to acquire in-house capabilities, we  generally
 license our core system under standard license agreements which provide  the
 customer with a fully-paid, nonexclusive,  nontransferable right to use  the
 software on a single computer and at a single location.  These same  systems
 can be delivered on an outsourced basis as well.

 Our core  software  applications  are  differentiated  broadly  by  size  of
 customer,  scalability,  customizable  functionality,  customer  competitive
 environment and, to a lesser extent, cost.  Our core applications include:

 Banking Segment

      *    Silverlake System[R], which  operates on  the IBM  iSeries and  is
           used primarily by banks with total assets up to $10.0 billion;

      *    CIF 20/20[TM],  which operates  on the  IBM  iSeries and  is  used
           primarily by banks with total assets up to $300.0 million;

      *    Core Director[TM], which operates on hardware supporting a UNIX/NT
           environment  and  is   used  by   banks  employing   client-server
           technology.

 Credit Union Segment

      *    Symitar System[TM],  which  operates on  the  IBM pSeries  with  a
           UNIX/NT operating system and is used by credit unions.

      *    Conductor[TM], which  operates  on the  IBM  iSeries and  is  used
           primarily by credit unions with total assets under $25.0 million.

 Complementary Products and Services

 To  enhance  our  core  software  applications,  we  provide  a  number   of
 complementary products and services, including:

      Vertex Teller  Automation System[TM]  is  an online  teller  automation
      system that enables  tellers to process  transactions more  efficiently
      and with greater accuracy.

      Streamline Platform  Automation[TM] is  a fully-automated  new  account
      origination solution  that  integrates  new  customer  data,  including
      signature cards, disclosure statements, and loan applications into  the
      core customer data files on a real-time basis.

      Alliance Check Image  Solutions[TM] allow our  customers to create  and
      store digital check images for inclusion  in monthly statements and  to
      facilitate their customer support services.

      4|sight[TM] item  image  solutions is  our  new generation  of  imaging
      products, which allows our customers to create and store digital  check
      images for inclusion in  monthly statements, facilitate their  customer
      support  services   and   leverage  their   investments   with   system
      integration.

      Silhouette Document Imaging[TM] utilizes digital storage and  retrieval
      technology to provide online instant access to document images, such as
      loan documents and signature cards.

      PinPoint Report Retrieval[TM] enables system-wide storage and retrieval
      of computer-generated reports for simplified information access.

      NetTeller  Online  Banking[TM]   and  MemberConnect  Web[TM]   provides
      Internet-based home  banking  and  commercial  cash  management.    See
      "Online Banking'' below.

      InTouch Voice Response[TM] provides a fully-automated interactive voice
      response  system   for   24-hour   telephone-based   customer   account
      management.

      Centurion Disaster  RecoveryK provides  multi-tiered disaster  recovery
      protection, including comprehensive disaster planning and procedures.

      TimeTrack Payroll System [TM]is  a fully-integrated payroll  accounting
      and human resources software system.

      FormSmart[SM]  provides  day-to-day operating forms, year-end tax forms
      and other printing and office supplies.

      PassPort[TM] ATM & transaction  processing solutions provides  national
      switching and processing services for ATM, debit card and point-of-sale
      transactions.

      Synapsis[TM] provides customer relationship management (CRM).
      CARRIT [TM] provides  CRM through a  partnering relationship with  ARGO
      for larger commercial bank customers.

      Other software products such as proof of deposit, secondary market loan
      servicing, account  reclassification,  and  investment  sweeps  further
      complement our core systems.

 Installation and Training

 Although  not  a  requirement  of  the  software contract,  virtually all of
 our customers contract  with  us  for  installation  and  training  services
 in  connection  with  their  purchase  of  in-house  systems.  The  complete
 installation process of a core  system typically includes planning,  design,
 data conversion, hardware set-up  and testing.  At  the culmination of  this
 installation  process,  one  of  our  installation  teams  travels  to   our
 customer's facilities  to ensure  the smooth  transfer of  data to  the  new
 system.  Installation fees are charged separately to our customers on either
 a fixed fee or hourly charge model depending on the system, with full  pass-
 through  to  our  customers  of travel  and  other  expenses.   Installation
 services are also required in connection with new outsourcing customers, and
 are billed separately at the time of installation.

 Both in connection with installation of new systems and on an ongoing basis,
 our customers need, and we provide, extensive training services and programs
 related to  our products  and services.   Training  can be  provided in  our
 regional training  centers, at  meetings and  conferences or  onsite at  our
 customers'  locations,  and  can  be  customized  to  meet  our   customers'
 requirements.  The large majority of our customers acquire training services
 from us, both to improve their  employees' proficiency and productivity  and
 to make full use of the  functionality of our systems.  Generally,  training
 services are paid  for on an  hourly basis, however,  we have recently  been
 successful  in  marketing  annual   subscriptions  for  training   services,
 representing blocks of training time that can be used by our customers in  a
 flexible fashion and the related revenue  is recognized as the services  are
 provided.

 Support and Services

 Following the  installation  of  our hardware  and  software  systems  at  a
 customer site, we provide  ongoing software support  services to assist  our
 customers in operating the systems and to periodically update the  software.
 We  also offer support services for hardware, primarily through our hardware
 suppliers, providing customers  who have  contracted for  this service  with
 "one-call'' system support covering hardware and software applications.

 Support is provided  through a 24-hour  telephone service  available to  our
 customers seven days  a week. Most  questions and problems  can be  resolved
 quickly by our experienced support staff.  For more complicated issues,  our
 staff, with our customers' permission, can log on to our customers'  systems
 remotely.   We maintain  our customers'  software largely  through  releases
 which contain  improvements and  incremental additions.   Updates  also  are
 issued when required  by changes  in applicable  laws and  regulations.   We
 provide maintenance and support services on our core systems as well as  our
 complementary software products.

 Nearly  all  of  our in-house customers  purchase support services  from us.
 These services are a significant source of recurring revenue, are contracted
 for on an annual basis and are typically priced at approximately 18% of  the
 particular software product's license fee.   These fees may be increased  as
 our customers'  asset base  increases  and as  they  increase the  level  of
 functionality  of  their  system  by  purchasing  additional   complementary
 products.   Software support  fees are  generally paid  in advance  for  the
 entire year,  with  proration for new contracts which start during the year.
 Hardware support  fees are  also paid  in advance  for the  entire  contract
 period which ranges from  one to five years.   Most contracts  automatically
 renew annually unless  we or  our customer  gives notice  of termination  at
 least 60 days  prior to expiration.   Identical support  is provided to  our
 outsourced customers, but is not separately priced in their overall  monthly
 fees.

 Online Banking

 We provide a suite of fully  integrated Internet products and services  that
 enables financial  institutions to  offer  Internet banking  and  e-commerce
 solutions to their customers.  Our offerings include:

      NetTeller[TM], an  Internet-based home  banking system  for  individual
      customers and  commercial cash  management  for business  customers  of
      banks;

      MemberConnect Web[TM], an Internet-based home banking system for credit
      union members;

      PowerPay[TM] , which allows customers to pay bills online; and

      NetHarbor[R], which provides our  bank customers with a  custom-branded
      web portal that enables them to provide their customers with a  variety
      of customized information and e-commerce opportunities, including user-
      defined content  such as  local or  special interest  events,  weather,
      financial news and other information.

 Research and Development

 We devote significant effort  and expense to  develop new software,  service
 products  and  continually  upgrade  and  enhance  our  existing  offerings.
 Typically, we  upgrade  our  core software  applications  and  complementary
 services once per year.  We believe our research and development efforts are
 highly efficient because  of the extensive  experience of  our research  and
 development staff and  because our product  development is highly  customer-
 driven.  Through our regular contact with customers at user group  meetings,
 sales contacts and through our  ongoing maintenance services, our  customers
 inform us of the new products and functionalities they desire.

 Sales and Marketing

 Our primary markets consist of commercial banks and credit unions.  We  have
 not devoted  significant  marketing and  sales  efforts to  other  financial
 institutions such  as thrifts.   Historically,  we have  primarily and  most
 successfully marketed to banks with up to $10.0  billion in total assets and
 credit unions of all sizes.

 Our sales efforts are conducted by a dedicated field sales force, an  inside
 sales team and a technical sales support team, all of which are overseen  by
 regional sales managers.  Our dedicated field sales force is responsible for
 pursuing lead generation  activities and  representing the  majority of  our
 products and solutions to current and prospective clients.  Our inside sales
 force sells certain complementary products to  our existing customers.   All
 sales force personnel  have responsibility for  a specific  territory.   The
 sales support  team writes  business proposals  and contracts  and  prepares
 responses to  request-for-proposals  regarding  our  software  and  hardware
 solutions.   All  of our  sales  professionals  receive a  base  salary  and
 performance-based commission compensation.

 Our marketing effort consists  of attendance at  trade shows, printed  media
 advertisement  placements,  internally   developed  and  managed   marketing
 campaigns.   We also  conduct a  number  of field  and national  user  group
 meetings each  year  which enable  us  to keep  in  close contact  with  our
 customers and demonstrate new products and services to them.

 We have 31 installations  in the Caribbean  primarily through the  marketing
 efforts  of   our  wholly-owned   foreign  sales   subsidiary,  Jack   Henry
 International Limited.  Our international sales have historically  accounted
 for less than 1% of our revenues.

 Backlog

 Our backlog consists of contracted in-house products and services (prior  to
 delivery)  and  the  minimum  amounts  due  on  the  remaining  portion   of
 outsourcing  contracts,  which  are typically  for  five-year  periods.  Our
 backlog at  June  30, 2002  was  $52.8  million for  in-house  products  and
 services and $88.9 million for outsourcing services, with a total backlog of
 $141.7  million.  Of  the  $88.9  amount  of  the  backlog  for  outsourcing
 service at  June 30,  2002, $58.6  is not  expected to  be realized  in  our
 current fiscal year due to the  long-term nature of many of our  outsourcing
 service contracts.  Backlog at June 30, 2001 was $49.5 million for  in-house
 products and services  and $77.6 million  for outsourcing  services, with  a
 total  backlog  of  $127.1 million.  Our  backlog  is  subject  to  seasonal
 variations and can  fluctuate quarterly  due to  various factors,  including
 slower contract processing rates during the summer months.

 Competition

 The  market  for  companies  providing  technology  solutions  to  financial
 institutions  is  competitive  and  fragmented,  and  we  expect   continued
 competition from  both  existing  competitors  and  companies  entering  our
 existing or future  markets.  Some  of our current  competitors have  longer
 operating histories, larger customer bases and greater financial  resources.
 The  principal competitive  factors affecting  the market  for our  services
 include comprehensiveness of the  applications, features and  functionality,
 flexibility and  ease of  use, customer  support, references  from  existing
 customers and price.  We compete  with large vendors that offer  transaction
 processing products and services to financial institutions, including Bisys,
 Inc., ALLTEL  Information  Services,  Inc., Fiserv,  Inc.,  Electronic  Data
 Systems Corporation, and Marshall and Ilsley  Corporation.  In addition,  we
 compete with  a number  of  providers that  offer  one or  more  specialized
 products  or  services.  There  has  been  significant  consolidation  among
 providers of  information  technology  products and  services  to  financial
 institutions, and we believe this consolidation will continue in the future.

 Intellectual Property, Patents and Trademarks

 Although we believe that  our success depends  upon our technical  expertise
 more than  on our  proprietary rights,  our future  success and  ability  to
 compete depends in part upon our proprietary technology.  We have registered
 or filed applications for our primary trademarks.  None of our technology is
 patented.  Instead,  we  rely on  a  combination of  contractual rights  and
 copyrights, trademarks  and  trade  secrets to  establish  and  protect  our
 proprietary technology.  We generally enter into confidentiality  agreements
 with  our  employees,  consultants,   resellers,  customers  and   potential
 customers.  We restrict  access to and distribution  of our source code  and
 further limit  the disclosure  and use  of  other  proprietary  information.
 Despite our efforts to protect our proprietary rights, unauthorized  parties
 may attempt to copy or otherwise obtain or use our products  or  technology.
 We cannot be sure the steps taken by us  in this regard will be adequate  to
 prevent misappropriation of our technology or that our competitors will  not
 independently develop technologies are substantially equivalent or  superior
 to our technology.

 Government Regulation

 The financial services industry is subject to extensive and complex  federal
 and state regulation.  Our current and prospective customers, which  consist
 of financial  institutions  such  as  community/regional  banks  and  credit
 unions, operate  in  markets  that are  subject  to  substantial  regulatory
 oversight and supervision.   We must ensure our  products and services  work
 within the extensive and evolving regulatory requirements applicable to  our
 customers, including those under the federal truth-in-lending and  truth-in-
 savings rules,  usury  laws, the  Equal  Credit Opportunity  Act,  the  Fair
 Housing Act, the Electronic  Funds Transfer Act,  the Fair Credit  Reporting
 Act, the Bank Secrecy Act, the Patriot Act, the Gramm-Leach-Bliley Act,  and
 the Community Reinvestment Act.  The compliance of our products and services
 with these  requirements  depends on  a  variety of  factors  including  the
 particular functionality, the interactive  design and the classification  of
 customers.  Our customers must assess and determine what is required of them
 under these  regulations  and they  contract  with  us to  ensure  that  our
 products and services conform to their regulatory needs.  It is not possible
 to predict the impact any of these regulations could have on our business in
 the future.

 We are not chartered by the Office of the Comptroller of Currency, the Board
 of Governors  of  the Federal  Reserve  System, the  National  Credit  Union
 Administration or other federal or state agencies that regulate or supervise
 depository institutions.  The services provided by our OutLink Data  Centers
 are subject to examination by the Federal depository institution  regulators
 under the Bank  Service Company Act.   On occasion  these services are  also
 subject to examination by state banking authorities.

 We provide outsourced  data and item  processing through our  geographically
 dispersed OutLink Data  Centers, electronic  transaction processing  through
 PassPort  ATM   and  Transaction  Processing  Solutions,   Internet  banking
 through  NetTeller online  banking,  and  bank  business  recovery  services
 through Centurion Disaster Recovery.  As  a service  provider  to  financial
 institutions,  our   operations  are   governed  by   the  same   regulatory
 requirements as those imposed on financial institutions.  We are subject  to
 periodic review by federal depository institution regulators who have  broad
 supervisory authority to remedy any shortcomings identified in such reviews.

 Employees

 As of June 30,  2002 and 2001, we  had 2,093 and  1,910 full time  employees
 respectively.   Our employees  are not  covered by  a collective  bargaining
 agreement and there have been no labor-related work stoppages.  We  consider
 our relationship with our employees to be good.

                                 RISK FACTORS

 The Company's business  and the results  of its operations  are affected  by
 numerous factors and uncertainties, some of which are beyond their  control.
 The  following is a  description of some of  the important risk factors  and
 uncertainties that may cause the actual results of the Company's  operations
 in future  periods to  differ materially  from those  currently expected  or
 desired.

 Changes  within  the banking industry could  reduce demand for our products.
 In the current  environment of  low interest  rates, the  profit margins  of
 commercial  banks  and credit  unions  have  narrowed.  As the  economy  has
 stumbled, loan demand has slackened and loan defaults have increased.  As  a
 result, many banks have slowed or stopped their capital spending,  including
 spending on  computer software  and hardware,  affecting both  sales to  new
 customers and upgrade/complimentary product sales to existing customers.

 We may not be able to continue or  effectively manage our rapid growth.   We
 have grown at a rapid pace,  both internally and through acquisitions.   Our
 expansion has  and  will  continue  to  place  significant  demands  on  our
 administrative, operational, financial and management personnel and systems.
 We  cannot assure you that we will be able to enhance and expand our product
 lines, manage  costs, adapt  our infrastructure  and modify  our systems  to
 accommodate future growth.

 If we fail to adapt our products  and services to changes in technology,  we
 could lose existing customers  and be unable to  attract new business.   The
 markets  for  our   software  and   hardware  products   and  services   are
 characterized by  changing  customer requirements  and  rapid  technological
 changes.   These  factors and  new  product introductions  by  our  existing
 competitors or  by new  market  entrants could  reduce  the demand  for  our
 existing products and services and we may be required to develop or  acquire
 new products and services.  Our  future success is dependent on our  ability
 to enhance our  existing products  and services in  a timely  manner and  to
 develop or acquire new products and services.   If we are unable to  develop
 or acquire new products and services  as planned, or fail to achieve  timely
 market acceptance of our new or enhanced products and services, we may incur
 unanticipated expenses, lose sales or fail to achieve anticipated revenues.

 Acquisitions may be  costly and difficult  to integrate.   We have  acquired
 several  businesses  and   will  continue  to   explore  possible   business
 combinations in the future.   We may not  be able to successfully  integrate
 acquired companies.   We  may  encounter  problems in  connection  with  the
 integration of  new businesses  including:  financial control  and  computer
 system compatibility; unanticipated costs; unanticipated quality or customer
 problems with  acquired  products  or services;  diversion  of  management's
 attention; adverse effects on existing business relationships with suppliers
 and customers; loss of key employees; and significant amortization  expenses
 related to identifiable intangible assets.  Without additional acquisitions,
 we may not  be able  to grow and  to develop  new products  and services  as
 quickly as we  have in  the past  to meet  competitive challenges.   If  our
 integration strategies fail, our  business, financial condition and  results
 of operations could be materially and adversely affected.

 If  our  strategic  relationship  with  IBM were  terminated, it  could have
 a  negative impact on  the  continuing  success  of our  business.  We  have
 developed a strategic relationship with IBM.  As part of this  collaborative
 relationship, we market and sell IBM hardware and equipment to our customers
 under an  industry  remarketer  agreement  and  resell  maintenance  on  IBM
 hardware products to our customers.  Much of our software is designed to  be
 compatible with the IBM hardware that is run by a majority of our customers.
 If  IBM   were   to  terminate   or  fundamentally   modify  our   strategic
 relationship, our  relationship  with our  customers  and our  revenues  and
 earnings would  suffer.   We could  also lose  software market  share or  be
 required to redesign existing products or develop new products that would be
 compatible with the hardware used by our customers.

 Competition may  result in  price reductions  and decreased  demand for  our
 products and services.  We expect  competition in the markets we serve  will
 remain vigorous.  We compete on  the basis of product quality,  reliability,
 performance, ease  of  use, quality  of  support  and  pricing.   We  cannot
 guarantee that we  will be able  to compete successfully  with our  existing
 competitors or with companies entering our  markets in the future.   Certain
 of our  competitors  have  strong  financial,  marketing  and  technological
 resources and, in some cases, a larger customer  base than we do.  They  may
 be able to adapt more quickly to  new or emerging technologies or to  devote
 greater resources to the promotion and sale of their products and services.

 The loss of key employees could adversely affect our business.  We depend to
 a significant  extent  on the  contributions  and abilities  of  our  senior
 management.  Our  Company has grown  significantly in recent  years and  our
 management remains concentrated in a small  number of key employees.  If  we
 lose one or more of our key employees, we  could suffer a loss of sales  and
 delays in new product development, and management resources would have to be
 diverted from other activities to compensate for this loss.  We do not  have
 employment agreements  with  any  of our  executive  officers,  however,  we
 currently have a management succession plan in place and are naming specific
 managers successors.

 Consolidation of  financial  institutions could  reduce  the number  of  our
 customers  and  potential  customers.   Our   primary  market  consists   of
 approximately 8,600 commercial banks and 10,200  credit unions.  The  number
 of commercial banks and credit unions  has decreased as a result of  mergers
 and acquisitions over  the last five  years and is  expected to continue  to
 decrease as  more consolidation  occurs, which  will  reduce our  number  of
 potential  customers.   As a  result  of  this consolidation,  some  of  our
 existing customers could terminate, or refuse to renew their contracts  with
 us and potential customers could break off negotiations with us.

 The  services  we  provide  to  our  customers  are  subject  to  government
 regulation that  could  hinder our  ability  to  develop   portions  of  our
 business or  impose  additional  constraints  on  the  way  we  conduct  our
 operations.  The  financial services industry  is subject  to extensive  and
 complex federal  and  state  regulation.   As  a  supplier  of  services  to
 financial institutions, some of our operations are examined by the Office of
 the Comptroller of the Currency, the  Federal Reserve Board and the  Federal
 Deposit Insurance  Corporation,  among  other  regulatory  agencies.   These
 agencies regulate services we  provide and the manner  in which we  operate,
 and we are  required to comply  with a broad  range of  applicable laws  and
 regulations.  In addition, existing laws, regulations and policies could  be
 amended or interpreted  differently by  regulators in  a manner  that has  a
 negative impact on our existing operations or that limits our future  growth
 or expansion.  Our customers are  also regulated entities, and the form  and
 content of  actions  by  regulatory authorities  could  determine  both  the
 decisions they make  concerning the purchase  of data  processing and  other
 services  and  the  timing  and  implementation  of  these  decisions.   The
 development of financial services over the Internet has raised concerns with
 respect to  the  use,  confidentiality  and  security  of  private  customer
 information.   Regulatory  agencies,  Congress and  state  legislatures  are
 considering numerous  regulatory  and  statutory proposals  to  protect  the
 interests of  consumers  and to  require  compliance by  the  industry  with
 standards and policies that have not been defined.

 Network or  Internet  security  problems could  damage  our  reputation  and
 business.  We rely on standard  network and Internet security systems,  most
 of which  we  license  from  third parties,  to  provide  the  security  and
 authentication necessary to  effect secure transmission  of data.   Computer
 networks and the  Internet are vulnerable  to unauthorized access,  computer
 viruses and other disruptive  problems.  In  addition, advances in  computer
 capabilities, new discoveries in the field  of cryptography or other  events
 or developments may render our security measures inadequate.  Someone who is
 able  to  circumvent  security  measures  could  misappropriate  proprietary
 information or  cause  interruptions  in our  operations  or  those  of  our
 customers.  Security risks may result in liability to us and also may  deter
 financial institutions from purchasing our products.  We may need to  expend
 significant capital  or other  resources protecting  against the  threat  of
 security breaches or alleviating problems  caused by breaches.   Eliminating
 computer viruses  and  alleviating other  security  problems may  result  in
 interruptions, delays or cessation of service  to users, any of which  could
 harm our business.

 As technology becomes less expensive and  more advanced, purchase prices  of
 hardware  may  decline  and  our  revenues  and  profits  from   remarketing
 arrangements  may  decrease.   Computer   hardware  technology  is   rapidly
 developing.  Hardware  manufacturers are producing  less expensive and  more
 powerful equipment each year, and we expect this trend to continue into  the
 future.  As computer hardware becomes  less expensive, revenues and  profits
 derived from  our hardware  remarketing may  decrease and  become a  smaller
 portion of our revenues and profits.

 An  operational  failure  in  our  outsourcing  facilities  could  cause  us
 to lose customers.  Damage  or destruction that interrupts  our provision of
 outsourcing services could  damage our relationship  with certain  customers
 and may  cause us  to  incur substantial  additional  expense to  repair  or
 replace damaged equipment.  Although we  have installed back-up systems  and
 procedures to prevent  or reduce disruption,  we cannot assure  you that  we
 will not  suffer  a prolonged  interruption  of our  transaction  processing
 services.  In the event that an interruption of our network extends for more
 than several hours, we may experience  data loss or a reduction in  revenues
 by reason of such interruption.  In addition, a significant interruption  of
 service could have a  negative impact on our  reputation and could lead  our
 present and potential customers to choose service providers other than us.

 Item 2.     Properties

 We own  approximately 138  acres located  in Monett,  Missouri on  which  we
 maintain six office  buildings.  We  also own buildings  in Houston,  Texas;
 Allen, Texas; Albuquerque, New Mexico; Birmingham, Alabama; Angola, Indiana;
 Lenexa, Kansas;  Shawnee,  Kansas;  Rogers,  Arkansas;  and  Oklahoma  City,
 Oklahoma.  Our owned facilities represent approximately 474,000 square  feet
 of office space.   We  currently have  two buildings  under construction  in
 Monett with a total of 138,200 square feet and a total estimated cost of $18
 million, of which we  have incurred $8  million through June  30, 2002.   We
 have 33 leased  office facilities in  19 states,  which total  approximately
 252,000 square feet.  All of the space is utilized for business.

 Of these facilities,  leased office space  totaling approximately 44,500  in
 one facility  is devoted  primarily to  serving  our credit  union  business
 segment, with the remainder of our leased and all owned facilities primarily
 devoted to serving our banking business segment.

 We own six aircraft which are utilized  for business purposes.  Many of  our
 customers are located in communities that  do not have an easily  accessible
 commercial  airline service.  We primarily use  our airplanes in  connection
 with installation,  sales  of  systems and internal requirements for day  to
 day operations.  Transportation  costs for installation and  other  customer
 services  are billed  to our customers.  We lease  property, including  real
 estate and related facilities, at the Monett, Missouri municipal airport.

 Item 3.  Legal Proceedings

 We are subject to  various routine legal proceedings  and claims arising  in
 the ordinary course of business. We do not expect that the results in any of
 these legal  proceedings  will  have  a   material  adverse  effect  on  our
 business, financial condition, results of operations or cash flows.

 Item 4.  Submission of Matters To a Vote of Security Holders

 None.

                                   PART II

 Item 5.   Market for  Registrant's  Common Equity  and  Related  Stockholder
 Matters

 The Company's common stock is quoted on the Nasdaq National Market under the
 symbol "JKHY".  The following table  sets forth, for the periods  indicated,
 the high and low sales price  per share of the  common stock as reported  by
 the Nasdaq National Market.


                    Fiscal 2002           High       Low
                    -----------           -----     -----
                    First Quarter       $ 33.24   $ 20.00
                    Second Quarter        27.07     19.05
                    Third Quarter         24.49     20.80
                    Fourth Quarter        23.50     15.76

                    Fiscal 2001
                    -----------
                    First Quarter       $ 27.25   $ 19.41
                    Second Quarter        33.13     20.69
                    Third Quarter         31.38     19.81
                    Fourth Quarter        31.19     18.75


 The Company established a practice of paying quarterly dividends at the  end
 of fiscal 1990 and  has paid dividends with  respect to every quarter  since
 that time.  Quarterly dividends per share  paid on the common stock for  the
 two most recent fiscal years ended June 30, 2002 and 2001 are as follows:

                    Fiscal 2002         Dividend
                    -----------           -----
                    First Quarter        $ .030
                    Second Quarter         .030
                    Third Quarter          .035
                    Fourth Quarter         .035

                    Fiscal 2001
                    -----------
                    First Quarter        $ .025
                    Second Quarter         .025
                    Third Quarter          .030
                    Fourth Quarter         .030


 The declaration and payment of any  future dividends will continue to be  at
 the discretion of our Board of  Directors and will depend upon, among  other
 factors, our earnings, capital  requirements, contractual restrictions,  and
 operating and financial condition.  The  Company does not currently  foresee
 any changes in its dividend practices.

 On August 19, 2002, there were 45,597 holders of the Company's common stock.
 On that same date the last sale price  of the common shares as reported  on
 NASDAQ was $16.29 per share.


 Item 6.   Selected Financial Data

<TABLE>
                     Selected Financial Information (*)
                  (In Thousands, Except Per Share Information)

                                                  Year Ended June 30,
 Income Statement Data           2002        2001        2000        1999        1998
 ---------------------          -------     -------     -------     -------     -------
 <S>                           <C>         <C>         <C>         <C>         <C>
 Revenue  (1)                  $396,657    $366,903    $239,841    $204,324    $156,269

 Income from continuing
   operations                  $ 57,065    $ 55,631    $ 34,350    $ 32,726    $ 24,205
 Loss from discontinued
   operations                  $      -    $      -    $    332    $    758    $    668
 Net income                    $ 57,065    $ 55,631    $ 34,018    $ 31,968    $ 23,537

 Diluted income per share:
 Income from continuing
   operations                  $    .62    $    .61    $    .40    $    .39    $    .29
 Loss from discontinued
   operations                  $      -    $      -    $      -    $    .01    $    .01
 Net income                    $    .62    $    .61    $    .40    $    .38    $    .28
 Dividends declared
   per share                   $    .13    $    .11    $    .09    $    .08    $    .06


 Balance Sheet Data
 ------------------
 Working capital               $ 67,321    $ 65,032    $(47,990)   $ 24,133    $ 35,758
 Total assets                  $486,142    $433,121    $321,082    $177,823    $133,830
 Long-term debt                $      -    $    228    $    320    $    211    $    654
 Stockholders' equity          $340,739    $302,504    $154,545    $115,798    $ 83,591

</TABLE>

 * Selected financial information for 2000, 1999,  and 1998 has been restated
 to include  all acquisitions  that have  been accounted  for as  pooling-of-
 interest as if  each had occurred  at the beginning  of the earliest  period
 reported. Revenue in  each of the  prior periods has  been restated for  the
 adoption of Emerging Issues  Task Force Issue  No. 01-14, "Income  Statement
 Characterization of  Reimbursements Received  for 'Out  of Pocket'  Expenses
 Incurred".

 (1)  Revenues include software licensing and installation revenues,  support
      and service revenues, hardware sales and customer reimbursements,  less
      returns and allowances.


 Item 7.   Management's Discussion and  Analysis of Financial  Condition  and
 Results of Operations

      The following discussion  and analysis  should be  read in  conjunction
 with the "Selected Financial Data" and the consolidated financial statements
 and related notes included elsewhere in this report.


 OVERVIEW

 We provide  integrated computer  systems for  in-house and  outsourced  data
 processing to commercial  banks with under  $10.0 billion  in total  assets,
 credit unions  and  other  financial institutions.  We  have  developed  and
 acquired banking  and  credit union  application  software systems  that  we
 market,  together   with   compatible  computer   hardware,   to   financial
 institutions throughout the United States.  We also perform data  conversion
 and software installation for the implementation of our systems and  provide
 continuing customer maintenance and support  services after the systems  are
 installed. For our customers who prefer  not to make an up-front  investment
 in software and hardware, we provide our full range of products and services
 on an outsourced  basis through  our eight  data centers  and fourteen  item
 processing centers located across the United States.

 We derive revenues from four primary sources:

   -  sales of software licenses and installation services;

   -  support and service fees;

   -  hardware sales; and

   -  customer reimbursements.

 Over the last five fiscal years, our revenues have grown from $156.3 million
 in fiscal 1998  to $396.7  million in  fiscal 2002.  Income from  continuing
 operations has grown from $24.2 million  in fiscal 1998 to $57.1 million  in
 fiscal 2002.  This growth  has resulted  primarily from  internal  expansion
 supplemented by strategic acquisitions, allowing  us to develop and  acquire
 new products and  services and expand  the number of  customers who use  our
 core software systems to approximately 2,400 as of June 30, 2002.

 Since  July  1997,  we  have  completed   12  acquisitions.  Ten  of   these
 acquisitions were accounted for using the purchase method of accounting  and
 our consolidated financial statements include  the results of operations  of
 the acquired companies from the dates of their respective acquisitions.  The
 remaining two acquisitions were accounted for as poolings-of-interests.  The
 comparisons set forth below reflect the fact that the consolidated financial
 statements include all acquisitions  accounted for as  poolings-of-interests
 as if each had occurred at the beginning of the earliest period reported.

 Software  sales  and   installation  revenue  includes   the  licensing   of
 application software systems  and the conversion  and installation  services
 contracted with us  by the customer.   We license  our proprietary  software
 products under  standard  license  agreements which  typically  provide  the
 customer with a non-exclusive, non-transferable right to use the software on
 a single  computer and  for a  single  financial institution  location  upon
 payment of  the license  fee. Generally,  25%  to 50%  of license  fees  are
 payable upon execution of the license agreement with additional payments due
 upon either  delivery  of the  software  or  the installation  of  the  last
 application module.  We  recognize 100%  of  software license  revenue  upon
 delivery of  the  software  and  documentation.  We  recognize  installation
 services each month as services are performed under hourly contracts and  at
 the completion of the installations under fixed fee contracts.

 Support and services fees are generated from ongoing services to assist  the
 customer in operating the systems and to modify and update the software  and
 from providing outsourced data  processing services. Revenues from  software
 support are  generated  pursuant to  annual  agreements and  are  recognized
 ratably over the life of the agreements. Outsourcing services are  performed
 through data centers. Revenues from  outsourced data processing are  derived
 from monthly usage fees typically under five-year service contracts with our
 customers. We recognize  the revenues under  these outsourcing contracts  as
 services are performed.

 Customer  reimbursements  represent  direct  costs  paid  to  third  parties
 primarily for data communication, postage and travel.  We recognize customer
 reimbursements as revenue and as a pass through expense as incurred.

 Cost  of   services  represents   costs  associated   with  conversion   and
 installation efforts, ongoing support for our in-house customers,  operation
 of our data  centers providing services  for our  outsourced customers,  and
 direct operation costs. These costs are recognized as they are incurred.

 We  have  entered   into  remarketing  agreements   with  several   hardware
 manufacturers under which we sell computer hardware and related services  to
 our customers along with  our in-house banking  software systems.   Revenues
 from hardware sales are recognized when the manufacturers ship the  hardware
 directly to our customers. Cost of hardware consists of the direct costs  of
 purchasing the equipment from the manufacturers. These costs are  recognized
 at the same time as the related revenue.

 We have two business  segments: bank systems and  services and credit  union
 systems and services.  The respective segments include all related software,
 installation,  support   and   service,   hardware   sales,   and   customer
 reimbursement revenue  along with  related cost  of services,  hardware  and
 customer reimbursement expenses.


 RESULTS OF OPERATIONS

 FISCAL 2002 COMPARED TO FISCAL 2001

 REVENUE - Revenues  increased by 8%  from $366.9 million  in fiscal 2001  to
 $396.7 million in fiscal 2002. Compared  to fiscal 2001, software  licensing
 and installation decreased 4%; support  and service revenues increased  28%,
 hardware sales decreased 9% and customer reimbursements increased 29%.

 Non-hardware revenues, which includes  software licensing and  installation,
 support and service,  and customer  reimbursements increased  15% to  $296.3
 million and accounted for  75% of this year's  revenues, compared to  $256.8
 million or 70%  of revenues for  fiscal 2001.   Licensing, installation  and
 hardware revenues were negatively impacted by the sluggish economy following
 the September 11th terrorist attacks.  There was a gradual increase from the
 2nd to the 4th quarter.   The support and service revenues remained  strong,
 which  was  primarily  recurring   revenue  from  annual  in-house   support
 agreements, monthly data center contracts, and  processing of ATM and  debit
 card transactions.  Customer reimbursements increased 29% from $21.4 million
 to $27.7 million.  The increase is primarily due to expenses passed  through
 relating to increased outsourcing revenue, increased PassPort[R] ATM revenue
 and travel and lodging expenses.

 Hardware sales decreased 9% to $100.3 million in fiscal 2002, and  accounted
 for 25% of revenues,  compared to $110.1 million,  or 30% of total  revenues
 for fiscal  2001.   The  decrease in  hardware  sales followed  a  year-long
 industry trend due to an overall decrease in capital spending.

 COST OF SALES -  Cost of sales  increased 9% from  $215.3 million in  fiscal
 2001 to  $235.4  million in  fiscal  2002, compared  to  an 8%  increase  in
 revenues.   Cost of  hardware decreased  7%, in  line with  the decrease  in
 hardware  sales  of  9%.   Cost  of  services  and  customer  reimbursements
 increased 18%  compared  to  the  15%  increase  in  non-hardware  revenues,
 primarily due to increased number of employees and related benefits.

 GROSS PROFIT - Gross profit increased 6% from $151.6 million in fiscal  2001
 to $161.2 million in  fiscal 2002. Gross  profit percentage on  non-hardware
 revenue was  44% compared  to 46%  last year.   Gross  profit percentage  on
 hardware sales was 30% compared to 31% last year primarily due to sales  mix
 and reduced  incentives from  hardware suppliers.   The  total gross  profit
 percentage for fiscal 2002 and fiscal 2001 was 41%.

 Non-hardware gross profit decreased due to employee related expenses.   Even
 though there was  a year long  industry slow-down, the  number of  employees
 increased by 10%  during the  year, and there  was an  increase in  employee
 benefit cost, primarily due to increased health care costs.  Hardware  gross
 profit decreased primarily due to reduced incentives from hardware suppliers
 from prior years' higher sales volume threshold.

 OPERATING EXPENSES - Operating expenses increased 13% from $65.9 million  in
 fiscal 2001 to $74.6 million in fiscal 2002.  Selling and marketing expenses
 increased 6%,  research  and  development  increased  15%  and  general  and
 administrative expenses increased 20% during fiscal 2002. Operating expenses
 rose due to increasing  employee benefit costs,  primarily due to  increased
 health care  costs and  increased depreciation  expense related  to  capital
 expenditures.

 OTHER INCOME (EXPENSE) - Other income (expense) increased from $1.2  million
 in fiscal 2001 to $1.8 million in fiscal 2002.  Interest income decreased by
 4% from  $2.1  million  to $2.0  million  due  to lower  interest  rates  on
 investments.  Interest expense decreased $729,000  due to expense last  year
 from short-term borrowing compared to this  year.  Short term debt was  paid
 off in January 2002.

 PROVISION FOR  INCOME TAXES  -  The provision  for  income taxes  was  $31.4
 million, or 36% of income from continuing operations before income taxes  in
 fiscal 2002, compared with $31.3 million,  or 36% of income from  continuing
 operations before income taxes in fiscal 2001.

 NET INCOME - Net income increased 3% from $55.6 million, or $.61 per diluted
 share in fiscal 2001 to $57.1 million,  or $.62 per diluted share in  fiscal
 2002.


 FISCAL 2001 COMPARED TO FISCAL 2000

 REVENUE - Revenues increased  by 53% from $239.8  million in fiscal 2000  to
 $366.9 million in fiscal 2001. Software licensing and installation increased
 76%; support and  service revenues increased  38%, hardware sales  increased
 57% and customer reimbursements increased 47% compared to fiscal 2000.   The
 significant increase is  due to organic  growth in comparison  to the  prior
 year, which  was directly  impacted by  the Y2K  slowdown, and  a full  year
 impact on the current year of acquisitions made during fiscal 2000.

 Non-hardware revenues, which includes  software licensing and  installation,
 support and services revenues, and customer reimbursements increased 51%  to
 $256.8 million and accounted  for 70% of this  year's revenues, compared  to
 $169.7 million or 71% of revenues for fiscal 2000.  Customer  reimbursements
 increased 47% from $14.5 million to $21.4  million.  The increase is due  to
 expenses  passed  through  relating   to  increased  outsourcing   revenues,
 increased PassPort[R] ATM revenue along with travel and lodging expenses.

 Hardware sales increased  57% to $110.1  million, and accounted  for 30%  of
 revenues, compared to $70 million, or 29% of total revenues for fiscal 2000.
 The  increase  in hardware  sales was  in  line with  the increase  in  non-
 hardware revenues for the same reasons.

 COST OF SALES - Cost  of sales increased 52%  from $141.7 million in  fiscal
 2000 to  $215.3  million in  fiscal  2001, compared  to  a 53%  increase  in
 revenues.  Cost of hardware increased 48% compared with the 57% increase  in
 hardware sales.  Cost of services and customer reimbursements increased  54%
 compared to the 51%  increase in non-hardware revenues.   This is  primarily
 due to operations acquired in the  prior year, whose gross margins are  less
 than the rest of the Company's.

 GROSS PROFIT - Gross profit increased 55% from $98.1 million in fiscal  2000
 to $151.6 million in  fiscal 2001. Gross  profit percentage on  non-hardware
 revenue was  46% compared  to 47%  last year.   Gross  profit percentage  on
 hardware sales was 31% compared to 27% last year primarily due to sales mix.
 The  total gross profit percentage for fiscal 2001 was 41%, up slightly from
 fiscal 2000.

 OPERATING EXPENSES - Operating expenses increased 40% from $47.1 million  in
 fiscal 2000 to $65.9 million in fiscal 2001.  Selling and marketing expenses
 increased 46%,  research  and  development increased  36%  and  general  and
 administrative expenses increased 36% during fiscal 2001. Operating expenses
 increased due to  higher commissions  related to  stronger sales,  continued
 development and refinement of new and existing products and higher  overhead
 related to prior acquisitions and overall growth.

 OTHER INCOME (EXPENSE) - Other income  (expense) increased from $755,000  in
 fiscal 2000 to $1.2 million in  fiscal 2001.  The  primary change is due  to
 the debt related to acquisitions in fiscal 2000 being retired in August 2000
 with operating cash flows  and the proceeds from  the secondary offering  in
 August  2000.   Interest  income increased  $.5  million,  interest  expense
 decreased $1.0 million and other decreased by $1.1 million due to a gain  on
 sale of stock investment in the prior year.

 PROVISION FOR  INCOME TAXES  -  The provision  for  income taxes  was  $31.3
 million, or 36% of income from continuing operations before income taxes  in
 fiscal 2001, compared with $17.4 million,  or 34% of income from  continuing
 operations before income taxes in fiscal 2000.   The rate increase is due to
 the federal  and state  tax benefits  realized in  the prior  year from  the
 disposition of specific assets.

 INCOME FROM  CONTINUING  OPERATIONS  -  Income  from  continuing  operations
 increased 62% from $34.4 million, or  $.40 per diluted share in fiscal  2000
 to $55.6 million, or $.61 per diluted share in fiscal 2001.

 DISCONTINUED OPERATIONS  - None  this year  compared to  $332,000 loss  from
 discontinued operations in  fiscal 2000, all  of which was  realized in  the
 three months ended September 30, 1999.

 Business Segment Discussion

 Revenues in the bank systems and services business segment increased 7% from
 $318.0 million  in fiscal  2001 to  $339.3 million  in fiscal  2002.   Gross
 profit in this business segment increased  4% from $138.1 million in  fiscal
 2001 to $143.6 million for the year ended June 30, 2002, due to decrease  in
 amortization expense  relating to  goodwill as  a result  of the  impact  of
 adopting SFAS No. 142 and the overall cost control measures put in place  by
 management.   The  slight  increases, which  are  significantly  lower  than
 historical levels, are  primarily due to  the industry trend  of an  overall
 decrease in capital spending  for the year which  was impacted by  September
 11th and reduced growth for FY2002.

 Revenues in the credit union systems and services business segment increased
 from $48.9  million  in  fiscal  2001  to  $57.3  million  in  fiscal  2002,
 representing  a  17%  increase.   Gross  profit  in  this  business  segment
 increased from  $13.5 million  in fiscal  2001  to $17.7  million or  a  31%
 increase for the year  ended June 30, 2002.   Despite the sluggish  economy,
 the credit union  segment was  able to maintain  growth in  revenue.   Gross
 profit margin  remained  strong  due to  decrease  in  amortization  expense
 relating to goodwill as a result of the impact of adopting SFAS No. 142  and
 the overall cost control measures put in place by management.

 Revenues in the bank  systems and services  business segment increased  from
 $235.1 million  in fiscal  2000 to  $318.0 million  in fiscal  2001, or  35%
 increase.   Gross  profit in  this  business segment  increased  from  $96.1
 million in fiscal 2000 to $138.1 million, or 44% increase for the year ended
 June 30, 2001.  The changes in revenue and gross profit from the prior  year
 are a direct result of the impact of Y2K on the prior year and the full year
 benefit in the current year of acquisitions made during fiscal 2000.

 Revenues in the credit union systems and services business segment increased
 from $4.8 million in fiscal  2000 to $48.9 million  in fiscal 2001, or  919%
 increase.  Gross profit in this business segment increased from $2.1 million
 in fiscal 2000 to $13.5  million, or 543% increase  for the year ended  June
 30, 2001. The increases are due to the acquisition of Symitar Systems,  Inc.
 on June 7, 2000, which enhanced  the Company's position in the credit  union
 marketplace.

 Liquidity and Capital Resources

 We have historically generated positive cash  flow from operations and  have
 generally used existing  resources and  funds generated  from operations  to
 meet capital requirements.  We expect this trend to continue in the future.

 Our cash and cash equivalents decreased  to $17.8 million at June 30,  2002,
 from $18.6 million at  June 30, 2001.   Net cash from continuing  operations
 was $89.9 million, $72.8 million and $48.9 million for the years ended  June
 30, 2002, 2001 and 2000, respectively.  The cash used in the year ended June
 30, 2002,  was  primarily  attributable to  capital  expenditures  of  $49.5
 million. The  cash used  during fiscal  2001 was  primarily attributable  to
 capital expenditures of $57.8 million and  to retire outstanding debt.   The
 cash used during fiscal 2000 was primarily attributable to acquisition costs
 of $93.3  million and  capital expenditures  of $32.6  million. The  Company
 expects capital expenditures to decrease to approximately $35 million in the
 upcoming year from fiscal 2002 levels.

 We currently have two buildings under construction in Monett with a total of
 138,200 square feet and a total estimated  cost of $18 million, of which  we
 have incurred $8 million through June 30, 2002.

 On September 21,  2001, the Company's  Board of Directors  approved a  stock
 buyback of the Company's common stock of up to  3.0 million shares.   As  of
 June 30, 2002, the Company had repurchased 1,656,733 shares of stock for the
 treasury at a total cost of $31.1 million.  The buyback was funded with cash
 from continuing operations.

 On August  16, 2000,  the  Company completed  a  secondary offering  of  3.0
 million  shares  of  its  common  stock  at  $21.50  per  share  less  a  5%
 underwriters' discount and offering expenses paid  by the Company.  The  net
 proceeds of  approximately $60.5  million, plus  the proceeds  from sale  of
 common stock and issuance of stock options exercised was used to retire  all
 outstanding debt  that had  been incurred  during fiscal  2000. The  balance
 remained available  for  working  capital, capital  expenditures  and  other
 general corporate  purposes.   Cash  from  financing  activities  was  $69.4
 million for the year  ended June 30, 2000  and was primarily  line-of-credit
 advances used for acquisitions.

 We currently have two bank credit lines upon which it can draw an  aggregate
 amount at any one time outstanding of $58.0 million.  The major credit  line
 provides for funding of up to  $50.0 million and bears interest at  variable
 LIBOR-based  rates  (3.03%  at June  30,  2002).   The  second  credit  line
 provides for funding of up to $8.0  million and bears interest at the  prime
 rate (4.75% at June 30, 2002).

 Subsequent to June  30, 2002, the  Company's Board of  Directors declared  a
 cash dividend of $.035  per share on its  common stock payable on  September
 20, 2002, to  stockholders of record  on September 6,  2002.  Current  funds
 from operations were  adequate for this  purpose.  The  Board has  indicated
 that it  plans  to  continue  paying dividends  as  long  as  the  Company's
 financial picture continues to be favorable.

 Recent Accounting Pronouncements

 Statement of Financial  Accounting Standards  ("SFAS")  No. 144,  Accounting
 for the Impairment or  Disposal of Long-Lived Assets,  was issued in  August
 2001.  This standard  addresses financial accounting  and reporting for  the
 impairment or disposal of long-lived assets.  This standard supersedes  SFAS
 No. 121, Accounting for the  Impairment of Long-Lived  Assets and for  Long-
 Lived Assets to Be Disposed Of, and the accounting and reporting  provisions
 of APB Opinion No. 30, Reporting the Results  of Operations - Reporting  the
 Effects of Disposal of a Segment  of a Business, and Extraordinary,  Unusual
 and Infrequently Occurring Events  and Transactions, for  the disposal of  a
 segment  of  a  business  (as  previously defined  in  that  Opinion).   The
 provisions of this  standard are effective  for financial statements  issued
 for fiscal years beginning after December 15,  2001 (July 1, 2002 for  JHA),
 and interim  periods  within  those fiscal  years,  with  early  application
 encouraged.  The adoption of this standard did not have a material effect on
 the Company's consolidated financial position or results of operation.

 Effective January 1, 2002,  the Company adopted  Emerging Issues Task  Force
 Issue  No.  01-14,  Income  Statement  Characterization  of   Reimbursements
 Received for 'Out of Pocket' Expenses Incurred, which requires that customer
 reimbursements received for direct  cost paid to  third parties and  related
 expenses be characterized  as  revenue.   Customer reimbursements  represent
 direct  costs  paid  to  third  parties primarily  for  data  communication,
 postage  and travel.  The  adoption  of Issue  No. 01-14  did not impact the
 Company's consolidated  financial position, operating income  or net income.
 Comparative financial information for each quarter for fiscal years 2002 and
 2001 is presented at the end of Item 8.

 Critical Accounting Policies

 We  prepare  our  consolidated  financial  statements  in  accordance   with
 accounting  principles  generally  accepted   in  the  United  States.   The
 significant accounting policies are discussed in Note 1 to the  consolidated
 financial statements.   Certain of  these accounting  policies as  discussed
 below require  management to  make estimates  and assumptions  about  future
 events  that  could  materially  affect  the  reported  amounts  of  assets,
 liabilities, revenues and expenses and  disclosure of contingent assets  and
 liabilities.  Actual results may differ from these estimates under different
 assumptions or conditions.

 We record  revenue in  accordance with  Statement  of Position  (SOP)  97-2,
 Software Revenue Recognition, as amended.   We recognize revenue from  sales
 of hardware, software and services and from arrangements involving  multiple
 elements of each of  the above.  Revenue  for multiple element  arrangements
 are recorded based on contractual amounts,  which are determined based  upon
 the price charged  when sold separately.   Revenue is  not recognized  until
 persuasive evidence of an arrangement exists, delivery has occurred, the fee
 is  fixed  and  determinable,  and collectibility  is  probable.   Sales  of
 hardware  and equipment  are recorded when title and risk of loss transfers.
 Licensing  revenues  are  recorded  upon  delivery  and  acceptance  of  the
 software.  Service fees for training and installation are recognized  as the
 services are  provided.   Support  revenues  are recorded  evenly  over  the
 related contract period.

 We  maintain  an  allowance  for  doubtful  accounts  for  estimated  losses
 resulting from the inability  of our customers to  make  required  payments.
 The amount of our reserve is based on historical experience and our analysis
 of the accounts receivable balance outstanding.  If the financial  condition
 of our customers were to deteriorate,  resulting in their inability to  make
 payments, additional allowances  may be required  which would  result in  an
 additional expense in the  period such determination was  made.  While  such
 credit losses  have  historically  been  within  our  expectations  and  the
 provisions established,  we  cannot  guarantee  that  we  will  continue  to
 experience the same credit loss rates that we have in the past.

 The calculation of  depreciation and amortization  expense is  based on  the
 estimated economic lives of the underlying property, plant and equipment and
 intangibles.  We believe it is unlikely that any significant changes to  the
 useful lives of its  tangible and intangible assets  will occur in the  near
 term, rapid  changes in  technology or  changes in  market conditions  could
 result in  revisions to  such estimates  that  could materially  affect  the
 carrying value  of  these  assets  and  the  Company's  future  consolidated
 operating results.

 Forward Looking Statements

 Except  for  the  historical  information  contained  herein,  the   matters
 discussed in the Management's Discussion and Analysis of Financial Condition
 and Results of Operations and other portions of this report contain forward-
 looking statements within the  meaning of federal  securities laws.   Actual
 results are  subject  to  risks  and  uncertainties,  including  both  those
 specific to the  Company and  those specific  to the  industry, which  could
 cause results to differ materially from  those contemplated.  The risks  and
 uncertainties include, but are not limited to, the matters detailed in "Risk
 Factors" in Item 1 of the Company's 2002 Form 10-K annual report filed  with
 the Securities and Exchange Commission.  Undue reliance should not be placed
 on the  forward-looking  statements.  The Company  does  not  undertake  any
 obligation to publicly update any forward-looking statements.

 Potential risks and uncertainties which  could adversely affect the  Company
 include: the  financial  health of  the  banking industry,  our  ability  to
 continue or effectively manage our rapid  growth, adapting our products  and
 services to changes in technology,  changes in our strategic  relationships,
 price competition,  loss  of key  employees,  consolidation in  the  banking
 industry, increased  government  regulation, network  or  internet  security
 problems, declining computer  hardware prices, and  operational problems  in
 our outsourcing facilities.

 Item 7A.  Quantitative and Qualitative Disclosures about Market Risk

 Market risk refers to  the risk that a  change in the level  of one or  more
 market prices, interest rates, indices, volatilities, correlations or  other
 market factors  such as  liquidity,  will result  in  losses for  a  certain
 financial instrument or group  of financial instruments.   We are  currently
 exposed to credit risk on credit extended to customers and interest risk  on
 investments in U.S. government securities.  We actively monitor these  risks
 through a variety of controlled procedures involving senior management.   We
 do not currently  use any derivative  financial instruments.   Based on  the
 controls in place, credit worthiness of  the customer base and the  relative
 size of these  financial instruments, we  believe the  risk associated  with
 these  instruments  will  not  have  a   material  adverse  effect  on   our
 consolidated financial position or results of operations.

<PAGE>

 Item 8.   Financial Statements and Supplementary Data

           Index to Financial Statements

 Independent Auditors' Report ............................    21

 Financial Statements:

       Consolidated Statements of Income,
       Years Ended June 30, 2002, 2001 and 2000...........    22

       Consolidated Balance Sheets,
       June 30, 2002 and 2001 ............................    23

       Consolidated Statements of Changes in Stockholders'
       Equity, Years Ended June 30, 2002, 2001 and 2000...    24

       Consolidated Statements of Cash Flows,
       Years Ended June 30, 2002, 2001 and 2000...........    25

       Notes to Consolidated Financial Statements.........    26



 Financial Statement Schedules:

 There are  no schedules  included because  they are  not applicable  or  the
 required information is  shown in the  consolidated financial statements  or
 notes thereto.

<PAGE>

 INDEPENDENT AUDITORS' REPORT


 To the Board of Directors of
    Jack Henry & Associates, Inc.:


 We have audited the accompanying consolidated balance sheets of Jack Henry &
 Associates, Inc. and Subsidiaries (the "Company")   as of June 30, 2002  and
 2001,  and   the  related consolidated  statements  of  income,  changes  in
 stockholders' equity, and  cash flows  for each of  the three  years in  the
 period ended June 30, 2002.  These consolidated financial statements are the
 responsibility of  the  Company's  management.   Our  responsibility  is  to
 express an opinion on these consolidated  financial statements based on  our
 audits.

 We conducted  our audits  in accordance  with auditing  standards  generally
 accepted in the United States of  America.  Those standards require that  we
 plan and perform the audit to obtain reasonable assurance about whether  the
 financial statements are free of material  misstatement.  An audit  includes
 examining, on a test basis, evidence supporting the amounts and  disclosures
 in  the  financial  statements.   An   audit  also  includes  assessing  the
 accounting principles used and significant estimates made by management,  as
 well as evaluating the overall financial statement presentation.  We believe
 that our audits provide a reasonable basis for our opinion.

 In our opinion,  such consolidated financial  statements present fairly,  in
 all material respects, the  financial position of  Jack Henry &  Associates,
 Inc. and Subsidiaries at June 30, 2002,  and 2001, and the results of  their
 operations and their cash flows  for each of the  three years in the  period
 ended June  30, 2002,  in conformity  with accounting  principles  generally
 accepted in the United States of America.


 /s/ DELOITTE & TOUCHE LLP


 St. Louis, Missouri
 August 16, 2002

<PAGE>

                JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF INCOME
                    (In Thousands, Except Per Share Data)

                                                      YEAR ENDED JUNE 30,
                                                -------------------------------
                                                 2002        2001        2000
                                                -------     -------     -------
 REVENUES
   Licensing and installation                  $ 97,189    $101,259    $ 57,688
   Support and service                          171,445     134,138      97,519
   Hardware sales                               100,342     110,071      70,093
   Customer reimbursements                       27,681      21,435      14,541
                                                -------     -------     -------
     Total                                     $396,657    $366,903    $239,841

 COST OF SALES
   Cost of services                             137,346     118,242      76,139
   Cost of hardware                              70,410      75,629      51,045
   Customer reimbursement expenses               27,681      21,435      14,541
                                                -------     -------     -------
     Total                                     $235,437    $215,306    $141,725
                                                -------     -------     -------

 GROSS PROFIT                                  $161,220    $151,597    $ 98,116

 OPERATING EXPENSES
   Selling and marketing                         29,380      27,770      19,015
   Research and development                      12,526      10,871       8,022
   General and administrative                    32,668      27,216      20,069
                                                -------     -------     -------
     Total                                     $ 74,574    $ 65,857    $ 47,106
                                                -------     -------     -------

 OPERATING INCOME FROM CONTINUING OPERATIONS   $ 86,646    $ 85,740    $ 51,010

 OTHER INCOME (EXPENSE)
   Interest income                                2,018       2,103       1,560
   Interest expense                                (191)       (920)     (1,910)
   Other, net                                         -           -       1,105
                                                -------     -------     -------
  Total                                        $  1,827    $  1,183    $    755
                                                -------     -------     -------

 INCOME FROM CONTINUING OPERATIONS BEFORE
   INCOME TAXES                                $ 88,473    $ 86,923    $ 51,765

 PROVISION FOR INCOME TAXES                      31,408      31,292      17,415
                                                -------     -------     -------
 INCOME FROM CONTINUING OPERATIONS             $ 57,065    $ 55,631    $ 34,350

 LOSS FROM DISCONTINUED OPERATIONS, net
   of taxes                                           -           -         332
                                                -------     -------     -------
 INCOME                                        $ 57,065    $ 55,631    $ 34,018
                                                =======     =======     =======
 Diluted income per share:
   Income from continuing operations           $   0.62    $   0.61    $   0.40

 Loss from discontinued operations                    -           -           -
                                                -------     -------     -------
         Net Income                            $   0.62    $   0.61    $   0.40
                                                =======     =======     =======

 Diluted weighted average shares outstanding     92,367      91,344      85,278
                                                =======     =======     =======
 Basic net income per share:
   Income from continuing operations           $   0.64    $   0.64    $   0.42

   Loss from discontinued operations                  -           -           -
                                                -------     -------     -------
         Net Income                            $   0.64    $   0.64    $   0.42
                                                =======     =======     =======

 Basic weighted average shares outstanding       89,316      86,834      81,766
                                                =======     =======     =======

 See notes to consolidated financial statements

<PAGE>

                JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                (In Thousands, Except Share and Per Share Data)

                                                        YEAR ENDED JUNE 30,
                                                    -------------------------
                                                      2002            2001
                                                    ---------       ---------
  ASSETS
  CURRENT ASSETS:
     Cash and cash equivalents                     $   17,765      $   18,589
     Investments, at amortized cost                       997             985
     Trade receivables                                131,431         116,573
     Income taxes receivable                                -             537
     Prepaid maintenance                               17,663          17,191
     Prepaid expenses and other                        11,221          17,425
     Deferred income taxes                                900             750
                                                    ---------       ---------
       Total                                       $  179,977      $  172,050

  PROPERTY AND EQUIPMENT, net                      $  173,775      $  138,439

  OTHER ASSETS:
     Goodwill                                          40,335          29,348
     Intangible assets, net of amortization            66,829          72,041
     Computer software, net of amortization             7,499           5,806
     Prepaid maintenance                               12,992          12,007
     Other non-current assets                           4,735           3,430
                                                    ---------       ---------
       Total                                       $  132,390      $  122,632
                                                    ---------       ---------
       Total assets                                $  486,142      $  433,121
                                                    =========       =========

  LIABILITIES AND STOCKHOLDERS' EQUITY
  CURRENT LIABILITIES:
     Accounts payable                              $    9,051    $     17,846
     Accrued expenses                                  11,352           9,595
     Accrued income taxes                                 225               -
     Current portion of long-term debt                      -              87
     Deferred revenues                                 92,028          79,490
                                                    ---------       ---------
       Total                                       $  112,656     $   107,018

  LONG-TERM DEBT                                            -             228
  DEFERRED REVENUES                                    16,947          15,514
  DEFERRED INCOME TAXES                                15,800           7,857
                                                    ---------       ---------
       Total liabilities                           $  145,403     $   130,617

  STOCKHOLDERS' EQUITY:
     Preferred stock - $1 par value; 500,000
       shares authorized; None issued                       -               -
     Common stock - $.01 par value; shares
       authorized 250,000,000; shares issued
       2002 - 90,519,856;  2001 - 88,846,710              905             888
     Additional paid-in capital                       168,061         145,211
     Retained earnings                                201,162         156,405
     Treasury stock at cost,
       2002-1,568,910; 2001-none                      (29,389)              -
                                                    ---------       ---------
       Total stockholders' equity                  $  340,739      $  302,504
                                                    ---------       ---------
       Total liabilities and stockholders' equity  $  486,142      $  433,121
                                                    =========       =========

 See notes to consolidated financial statements.
<PAGE>

                JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                (In Thousands, Except Share and Per Share Data)

                                                   YEAR ENDED JUNE 30,
                                           ------------------------------------
                                              2002         2001         2000
                                           ----------   ----------   ----------
 PREFERRED SHARES:                                  -            -            -
                                           ==========   ==========   ==========
 COMMON SHARES:
   Shares, beginning of year               88,846,710   41,357,853   20,517,090
   Shares issued upon exercise of options   1,523,446    3,097,363      500,792
   Shares issued for Employee Stock
     Purchase Plan                             31,962       21,267       11,466
   Shares issued in secondary offering              -    1,500,000            -
   Shares issued in acquisition               117,738            -            -
   Stock dividend                                   -   42,870,227   20,328,505
                                           ----------   ----------   ----------
       Shares, end of year                 90,519,856   88,846,710   41,357,853
                                           ==========   ==========   ==========

 COMMON STOCK - PAR VALUE $.01 PER SHARE:
   Balance, beginning of year             $       888  $       414  $       205
   Shares issued upon exercise of options          15           30            5
   Shares issued in secondary offering              -           15            -
   Shares issued in acquisition                     1            -            -
   Shares issued for Employee Stock
     Purchase Plan                                  1            -            1
   Stock dividend                                   -          429          203
                                           ----------   ----------   ----------
       Balance, end of year               $       905  $       888  $       414
                                           ----------   ----------   ----------

 ADDITIONAL PAID-IN CAPITAL:
   Balance, beginning of year             $   145,211  $    43,753  $    32,210
   Shares issued upon exercise of options      13,650       18,274        6,394
   Shares issued for Employee Stock
     Purchase Plan                                792          818          488
   Shares issued in secondary offering              -       60,510            -
   Stock dividend                                   -        (429)        (203)
   Tax benefit on exercise of options           6,992       22,285        4,864
   Shares issued in acquisition                 2,399            -            -
   Cost of Treasury shares reissued              (983)           -            -
                                           ----------   ----------   ----------
         Balance, end of year             $   168,061  $   145,211  $    43,753
                                           ----------   ----------   ----------
 RETAINED EARNINGS:
   Balance, beginning of year             $   156,405  $   110,378  $    83,383
   Net loss for the three months ended
     September 30, 1999 - Sys-Tech, Inc.            -            -          264
   Net income                                  57,065       55,631       34,018
   Reissuance of Treasury shares                 (682)           -            -
   Dividends (2002- $.13 per share;
     2001 - $.11 per share;
     2000 - $.09 per share)                   (11,626)      (9,604)      (7,287)
                                           ----------   ----------   ----------
        Balance, end of year              $   201,162  $   156,405  $   110,378
                                           ----------   ----------   ----------
 TREASURY STOCK:
   Balance, beginning of year             $         -  $         -  $         -
   Purchase of Treasury shares                (31,054)           -            -
   Reissuance of Treasury shares                1,665            -            -
                                           ----------   ----------   ----------
        Balance, end of year              $   (29,389) $         -  $         -
                                           ----------   ----------   ----------
 TOTAL STOCKHOLDERS' EQUITY               $   340,739  $   302,504  $   154,545
                                           ==========   ==========   ==========

 See notes to consolidated financial statements.

<PAGE>

                JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (In Thousands)

                                                   YEAR ENDED JUNE 30,
                                           ------------------------------------
 CASH FLOWS FROM OPERATING ACTIVITIES:        2002         2001         2000
                                           ----------   ----------   ----------
 Net Income                               $    57,065  $    55,631  $    34,350

 Adjustments to reconcile net income from
   continuing operations to cash from
   operating activities:
     Depreciation                              20,885       12,539        8,870
     Amortization                               6,585        9,349        6,603
     Deferred income taxes                      7,793        2,800        2,400
     Gain on sale of investment                     -            -       (1,105)
     Other, net                                   (58)          (3)         175
   Changes in:
     Trade receivables                        (14,858)     (42,633)     (11,870)
     Prepaid expenses and other                (1,621)     (22,069)      (9,451)
     Accounts payable                          (8,795)       8,591        3,080
     Accrued expenses                           1,546         (155)      (1,781)
     Income taxes (including tax benefit
      from exercise of stock options)           7,428       25,225        2,483
     Deferred revenues                         13,971       23,547       15,106
                                           ----------   ----------   ----------
     Net cash from operating activities   $    89,941  $    72,822  $    48,860

 CASH FLOWS FROM DISCONTINUED OPERATIONS  $         -  $         -  $       700

 CASH FLOWS FROM INVESTING  ACTIVITIES:
     Capital expenditures                     (49,509)     (57,781)     (32,619)
     Purchase of investments                   (2,987)        (982)        (946)
     Proceeds from sale of investments              -            -        3,605
     Proceeds from maturity of investments      3,000        1,000        6,702
     Computer software developed               (1,895)      (1,447)        (875)
     Business acquisition costs, net
      of cash acquired                        (11,111)           -      (93,280)
     Other, net                                   274          375           (6)
                                           ----------   ----------   ----------
     Net cash from investing activities   $   (62,228) $   (58,835) $  (117,419)

  CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from issuance of common
      stock upon exercise of stock options     13,666       18,304        6,399
     Proceeds from sale of common stock           792       61,344          488
     Dividends paid                           (11,626)      (9,604)      (7,287)
     Change in short-term borrowings, net           -      (70,500)      70,101
     Principal payments on long-term debt        (315)        (128)        (296)
     Purchase of Treasury stock               (31,054)           -            -
                                           ----------   ----------   ----------
     Net cash from financing activities   $   (28,537) $      (584) $    69,405

 Net cash activity for the three
   months ended September 30,
   1999 - Sys-Tech, Inc.                  $         -  $         -  $       264
                                           ----------   ----------   ----------
 NET (DECREASE) INCREASE IN CASH
   AND CASH EQUIVALENTS                   $      (824) $    13,403  $     1,810

 CASH AND CASH EQUIVALENTS,
   BEGINNING OF YEAR                      $    18,589  $     5,186  $     3,376
                                           ----------   ----------   ----------

 CASH AND CASH EQUIVALENTS, END OF YEAR   $    17,765  $    18,589  $     5,186
                                           ==========   ==========   ==========


 See notes to consolidated financial statements

<PAGE>

                JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 NOTE 1: NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 DESCRIPTION OF THE COMPANY

 Jack Henry  &  Associates, Inc.  ("JHA"  or  the "Company")  is  a  computer
 software company which has developed or acquired several banking and  credit
 union software systems. The Company's  revenues are predominately earned  by
 marketing those systems to financial institutions nationwide along with  the
 computer equipment (hardware) and by  providing the conversion and  software
 customization services for a financial institution to install a JHA software
 system. JHA also provides continuing support and services to customers using
 the systems either in-house or outsourced.

 CONSOLIDATION

 The consolidated financial statements include the accounts of JHA and all of
 its wholly-owned subsidiaries and all significant intercompany accounts  and
 transactions have been eliminated.

 POOLING OF INTERESTS TRANSACTION

 The consolidated financial statements  include Sys-Tech, Inc.  ("Sys-Tech"),
 acquired on June 1, 2000. This acquisition was accounted for as poolings  of
 interests,  and  therefore,  all  appropriate  prior  periods  reflect   the
 acquisition as if it  had occurred at the  beginning of the earliest  period
 reported (see Note 13).

 Prior to the consummation of the  Sys-Tech acquisition, Sys-Tech's year  end
 was September 30. As a result  of the Company and Sys-Tech having  different
 fiscal year  ends, Sys-Tech's  results of  operations  for the  three  month
 period ended September 30, 1999, were reported in the consolidated statement
 of income for the year ended June  30, 1999, instead of in the  consolidated
 statement of income for the  year ended June 30,  2000.  Revenues, net  loss
 from operations and net  loss of Sys-Tech for  the three month period  ended
 September 30, 1999, were $1,402,000, $378,000 and  $264,000, respectively.

 COMMON STOCK

 On September 21, 2001, the Company's  Board of Directors approved a  buyback
 of the Company's common stock  of  up to 3 million shares.  As  of June  30,
 2002, 1,656,733 shares  have been  purchased for  $31,054,139 and  1,568,910
 shares remain in treasury stock.

 On January 29, 2001 and January  31, 2000, the Company's Board of  Directors
 declared 100% stock dividends on its common stock, effectively 2 for 1 stock
 splits. The stock dividends were paid March 2, 2001 and 2000 to stockholders
 of record at the  close of business  on February 15,  2001 and February  17,
 2000, respectively.  All affected per  share and shares outstanding data  in
 the consolidated  statements of  income and  the notes  to the  consolidated
 financial statements  were  retroactively  restated  to  reflect  the  stock
 splits.

 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 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. Actual results  could
 differ from those estimates.

 REVENUE RECOGNITION

 In October,  1997,  the  Accounting Standards  Executive  Committee  of  the
 American Institute  of  Public  Accountants ("AcSEC")  issued  Statement  of
 Position ("SOP") 97-2, Software Revenue Recognition. The Company adopted SOP
 97-2 effective July 1, 1998.  SOP 97-2 generally requires revenue earned  on
 software arrangements involving  multiple elements to  be allocated to  each
 element based on the relative fair values  of the elements.  In March  1998,
 AcSEC  issued SOP 98-4,  which  deferred portions of SOP  97-2 for one year.
 Revenues in fiscal year 1999 from  the sales of software were recognized  in
 accordance with the enacted portions of  SOP 97-2 and revenues beginning  in
 fiscal 2000 from the sale of software were recognized in accordance with SOP
 98-4.  These adoptions did not have a material effect on revenue recognition
 or the consolidated results of operations.

 The Securities  and  Exchange  Commission ("SEC")  issued  Staff  Accounting
 Bulletin ("SAB") No.  101, Revenue Recognition  in Financial Statements,  on
 December 3, 1999.  SAB No. 101,  as amended, provides the SEC Staff's  views
 on selected revenue recognition issues and was adopted by the Company in the
 fourth fiscal quarter of fiscal year 2001.  The adoption of SAB No. 101  did
 not  have  a  material  effect  on  the  Company's  consolidated   financial
 statements.

 The Company's various sources of revenue and the methods of revenue
 recognition are as follows:

      Software licensing fees - Initial licensing fees are recognized upon
        delivery and acceptance of the unmodified software.
      Software installation and related services - Fees for these services
        are recognized as the services are performed on hourly contracts and
        at completion and acceptance on fixed-fee contracts.
      Support and service fees - Fees from these contracts are recognized
        ratably over the life of the in-house support or outsourcing service
        contract.
      Hardware - Revenues from sales of hardware are recognized upon direct
        shipment by the supplier to the Company's customers. Costs of items
        purchased and remarketed are reported as cost of hardware in cost of
        sales.  Revenues and related costs of hardware maintenance are
        recognized ratably over the life of the contract.
      Customer reimbursements - Direct costs paid to third parties for
        expenses incurred for customers are billed and recognized as revenue
        when incurred.

 PREPAID MAINTENANCE

 Costs for  these remarketed  hardware  and software  maintenance  contracts,
 which are prepaid,  are recognized ratably  over the life  of the  contract,
 generally one  to  five  years, with  the  related  revenue  amortized  from
 deferred revenues.

 DEFERRED REVENUES

 Deferred revenues consist primarily of prepaid annual software support  fees
 and prepaid hardware maintenance fees.   Hardware maintenance  contracts are
 multi-year, therefore,  the deferred  revenue  and prepaid  maintenance  are
 classified  in  accordance  with the  terms of the  contract.  Software  and
 hardware deposits received are also reflected as deferred revenues.

 COMPUTER SOFTWARE DEVELOPMENT

 The Company  capitalizes new  product development  costs incurred  from  the
 point at which  technological feasibility has  been established  through the
 point  at  which  the  product  is  ready  for  general  availability.   The
 capitalized costs,  which include salaries and benefits, equipment costs and
 other direct  expenses, are  amortized to  expense  based on  the  estimated
 product life (generally five years).

 CASH EQUIVALENTS

 The Company considers all highly liquid investments with original maturities
 of three months or less to be cash equivalents.

 INVESTMENTS

 The Company invests  its cash that  is not required  for current  operations
 primarily in  U.S. government  securities and  money market  accounts.   The
 Company has the  positive intent  and ability  to hold  its debt  securities
 until maturity and accordingly, these securities are classified as  held-to-
 maturity and are  carried at historical  cost adjusted  for amortization  of
 premiums and accretion  of discounts. Premiums  and discounts are  amortized
 and accreted, respectively, to interest income using the level-yield  method
 over the  period  to  maturity. The  held-to-maturity  securities  typically
 mature in less than one year. Interest on investments in debt securities  is
 included in income when earned.

 The amortized cost of held-to-maturity  securities is $997,000 and  $985,000
 at June  30,  2002 and  2001,  respectively.  Fair market  values  of  these
 securities did  not differ  significantly from  amortized  cost due  to  the
 nature of the  securities and minor  interest rate  fluctuations during  the
 periods.

 PROPERTY AND EQUIPMENT

 Property and equipment is stated at  cost and depreciated principally  using
 the straight-line method over the estimated useful lives of the assets.

 INTANGIBLE ASSETS

 Intangible assets consist of goodwill, customer relationships, software  and
 trade names acquired  in business acquisitions.  The amounts are  amortized,
 with the exception of goodwill and  trade names, over an estimated  economic
 benefit period,  generally five  to twenty  years, using  the  straight-line
 method.

 The Company reviews its long-lived  assets and identifiable intangibles  for
 impairment whenever events or changes  in circumstances have indicated  that
 the carrying amount  of its assets  might not be  recoverable.  The  Company
 evaluates goodwill and  trade names  for impairment  of value  on an  annual
 basis and  between  annual  tests if  events  or  changes  in  circumstances
 indicate that the asset might be impaired.

 COMPREHENSIVE INCOME

 Comprehensive income for each of the three years ended June 30, 2002  equals
 the Company's net income.

 BUSINESS SEGMENT INFORMATION

 In accordance with  SFAS No. 131, Disclosure About Segments of an Enterprise
 and Related  Information, the  Company's operations  are classified  as  two
 business segments: bank systems  and services and  credit union systems  and
 services (see Note 14).  Revenue by type of product and service is presented
 on the face of the consolidated statements of income.  Substantially all the
 Company's revenues are derived from operations and assets located within the
 United States of America.

 INCOME PER SHARE

 Per share information  is based  on the  weighted average  number of  common
 shares outstanding during the year.  Stock options have been included in the
 calculation  of  income per  diluted share to the  extent they are dilutive.
 The difference between basic and diluted weighted average shares outstanding
 is the dilutive effect of outstanding stock options.

 INCOME TAXES

 Deferred tax liabilities and  assets are recognized for  the tax effects  of
 differences between  the financial  statement and  tax bases  of assets  and
 liabilities. A valuation allowance would  be established to reduce  deferred
 tax assets if it is likely that a deferred tax asset will not be realized.

 RECENT ACCOUNTING PRONOUNCEMENTS

 In July 2001,  the FASB issued  SFAS No. 141,  Business Combinations.   This
 standard  eliminates  the   pooling  method  of   accounting  for   business
 combinations initiated  after June  30, 2001.   In  addition, SFAS  No.  141
 addresses the accounting for intangible assets  and goodwill acquired  in  a
 business combination.  SFAS No. 141 was effective for business  combinations
 completed after June 30,  2001.  Adoption  of this standard  did not have  a
 material effect on the Company's consolidated financial position or  results
 of operations.

 SFAS No.  144,  Accounting for  the  Impairment or  Disposal  of  Long-Lived
 Assets, was issued  by the  FASB in August  2001.   This standard  addresses
 financial accounting and reporting for the  impairment or disposal of  long-
 lived assets.   This standard supersedes  SFAS No. 121,  Accounting for  the
 Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of,
 and the accounting and reporting provisions of APB Opinion No. 30, Reporting
 the Results of Operations - Reporting  the Effects of Disposal of a  Segment
 of a Business, and Extraordinary, Unusual and Infrequently Occurring  Events
 and Transactions, for the disposal of a segment of a business (as previously
 defined in that Opinion).  The provisions of this standard are effective for
 financial statements issued  for fiscal years  beginning after  December 15,
 2001 (July 1, 2002 for JHA), and interim periods within those fiscal  years,
 with early application encouraged.  The adoption of this standard on July 1,
 2002, did not have a material effect on the Company's consolidated financial
 position or results of operations.

 Effective January 1, 2002,  the Company adopted  Emerging Issues Task  Force
 Issue  No.  01-14,  Income  Statement  Characterization  of   Reimbursements
 Received for 'Out of Pocket' Expenses Incurred, which requires that customer
 reimbursements received for direct  cost paid to  third parties and  related
 expenses be characterized as revenue and expense.   Customer  reimbursements
 represent  direct  costs   paid  to   third  parties   primarily  for   data
 communication,   travel  and  postage  costs.   Prior  periods   have   been
 reclassified to reflect the  adoption of Issue No.  01-14.  The adoption  of
 Issue No. 01-14  by the Company  did not impact  the Company's  consolidated
 financial position, operating income  or net income for  any of the  periods
 presented.

 In April 2002, the FASB issued  SFAS No. 145, Rescission of FASB  Statements
 No. 4,  44  and  64,  Amendment  of FASB  Statement  No.  13  and  Technical
 Corrections.  Under this new standard, gains and losses from extinguishments
 of debt should be  classified as extraordinary items  only if they meet  the
 criteria in APB Opinion No. 30.   Applying the provision of APB Opinion  No.
 30 will  distinguish transactions  that are  part of  an entity's  recurring
 operations from  those that  are  unusual or  infrequent  or that  meet  the
 criteria for classification as an extraordinary item.  The adoption of  this
 standard on July 1, 2002,  did not have a  material effect on the  Company's
 consolidated financial position or results of operations.

 In June 2002, the FASB issued SFAS No. 146, Accounting for Costs  Associated
 with Exit  or  Disposal Activities,  which  is effective  for  any  activity
 initiated  after  December  31,  2002.  This  standard  addresses  financial
 accounting  and  reporting  for  costs  associated  with  exit  or  disposal
 activities and  nullifies EITF  Issue No.  94-3, Liability  Recognition  for
 Certain Employee Termination Benefits  and Other Costs  to Exit an  Activity
 (including Certain  Costs  Incurred  in  a  Restructuring).   This  standard
 requires that a  liability for a  cost associated with  an exit or  disposal
 activity be recognized and  measured initially at fair  value only when  the
 liability is incurred.  The accounting for similar events and  circumstances
 will be the same, thereby  improving the comparability and  representational
 faithfulness of reported financial information.  The Company does not expect
 the adoption of this standard to have a material impact on its  consolidated
 financial position or results of operations.

 RECLASSIFICATION

 Where appropriate, prior year's financial information has been  reclassified
 to conform with the current year's presentation.


 NOTE 2: FAIR VALUE OF FINANCIAL INSTRUMENTS

 Fair values  for  held-to-maturity securities  are  based on  quoted  market
 prices.  For all other  financial instruments, including amounts  receivable
 and  payable,  short-term  borrowings   and  long-term  debt,  fair   values
 approximate carrying value, based on the short-term nature of the assets and
 liabilities and the variability of the interest rates on the borrowings.


 NOTE 3: PROPERTY AND EQUIPMENT

 The classification of property and equipment, together with their  estimated
 useful lives is as follows:

                                      (In thousands)
                                    Year Ended June 30,
                                  -----------------------    Estimated
                                     2002          2001      Useful Life
                                  ---------     ---------    -----------
  Land                           $    6,519    $    6,519
  Land improvements                   8,774         4,731    5-20 years
  Buildings                          57,636        39,290    25-30 years
  Equipment and furniture           100,309        79,892    5-8 years
  Aircraft and equipment             41,633        31,737    8-10 years
  Construction in process            17,028        14,024
                                  ---------     ---------
                                 $  231,899    $  176,193
  Less accumulated depreciation      58,124        37,754
                                  ---------     ---------
  Property & equipment, net      $  173,775    $  138,439
                                  =========     =========


 At June 30, 2002, the Company has two buildings under construction in Monett
 with a total  of 138,200  square feet,  and a  total estimated  cost of  $18
 million, of  which $8  million had  been incurred  as of  that date  and  is
 included in construction in  progress.


 NOTE 4: OTHER ASSETS

 The Company  adopted SFAS  No. 142,  Goodwill and  Other Intangible  Assets,
 effective July 1, 2001.  Under SFAS No. 142, goodwill and trade names are no
 longer amortized but reviewed for impairment annually, or more frequently if
 certain indicators arise.  The Company completed the transitional impairment
 tests for trade names with indefinite useful lives during the quarter  ended
 September 30, 2001,   for  goodwill during  the quarter  ended December  31,
 2001, and its annual impairment tests and has determined that no  impairment
 exists. Had the  Company been accounting  for its goodwill  and trade  names
 under SFAS No. 142 for all  periods presented, the Company's net income  and
 net income per share would have been adjusted as follows:

                                         (In Thousands, Except Per Share Data)
                                                 Year Ended June 30,
                                          -----------------------------------
                                             2002         2001         2000
                                          ---------    ---------    ---------
 Reported net income                     $   57,065   $   55,631   $   34,018
 Goodwill and trade names amortization,
   net of tax                                     -        1,108          686
                                          ---------    ---------    ---------
 Adjusted net income                     $   57,065   $   56,739   $   34,704
                                          =========    =========    =========

 Reported diluted net income per share   $      .62   $      .61   $      .40
 Goodwill and trade names amortization,
   net of tax                                     -          .01          .01
                                          ---------    ---------    ---------
 Adjusted diluted net income per share   $      .62   $      .62   $      .41
                                          =========    =========    =========

 Reported basic net income per share     $      .64   $      .64   $      .42
 Goodwill and trade names amortization,
   net of tax                                     -          .01          .01
                                          ---------    ---------    ---------
 Adjusted basic net income per share     $      .64   $      .65   $      .43
                                          =========    =========    =========

 There were no changes in the carrying amount of goodwill for the year  ended
 June 30,  2001, other  than amortization  expense. Changes  in the  carrying
 amount of  goodwill  for  the year  ended  June  30,   2002,  by  reportable
 segments, are as follows:


                                               (In Thousands)
                                      Banking   Credit Union
                                      Systems     Systems
                                        and         and
                                      Services    Services        Total
                                      --------    --------      ---------
  Balance, July 1, 2001               $ 14,508    $ 14,840      $  29,384

  Goodwill acquired during the year     10,987           -         10,987
                                      --------    --------      ---------
  Balance, June 30,  2002             $ 25,495    $ 14,840      $  40,335
                                      ========    ========      =========


 Information regarding our other intangible assets is as follows:



                                        (In Thousands)
                                     Year Ended June 30,
                                     -------------------
                             2002                           2001
                 ----------------------------   -----------------------------
                 Carrying Accumulated           Carrying Accumulated
                  Amount  Amortization   Net     Amount  Amortization   Net
                 -------   ---------  -------   -------   ---------   -------
 Customer
  Relationships  $88,197   ($25,067)  $63,130   $90,612   ($22,270)   $68,342

 Trade names       3,699          -     3,699     3,699          -      3,699
                 -------   ---------  -------   -------   ---------   -------
 Totals          $91,896   ($25,067)  $66,829   $94,311   ($22,270)   $72,041
                 =======   =========  =======   =======   =========   =======

 Trade names have been determined to  have indefinite lives and therefore  as
 of July 1, 2001, are no longer amortized.  Customer relationships have lives
 ranging from 5 to 20 years.

 Computer  software  includes  the  unamortized  cost  of  software  products
 developed or acquired by the Company  which were required to be  capitalized
 by accounting principles generally accepted in the United States of America.


  Following is an analysis of the computer software costs:

                                               (In Thousands)
                                             Year ended June 30,
                                          -------------------------
                                            2002             2001
                                          --------         --------
   Balance, beginning of year            $   5,806        $   5,813
   Acquired software                         1 376                -
   Capitalized development costs             1,895            1,447
                                          --------         --------
                                         $   9,077        $   7,260
   Less amortization expense                 1,578            1,454
                                          --------         --------
   Balance, end of year                  $   7,499        $   5,806
                                          ========         ========

 Amortization expense  for all  intangible assets  was   $6,585, $9,349,  and
 $6,603  for  the  fiscal  years  ended   June  30,  2002,  2001,  and   2000
 respectively. The estimated  aggregate future amortization  expense for  all
 intangible assets remaining as of June 30, 2002 is as follows:

                            2003              $   6,084
                            2004              $   5,730
                            2005              $   5,137
                            2006              $   4,810
                            2007              $   4,496
                            Thereafter        $  42,947


 NOTE 5: LINES OF CREDIT AND LONG-TERM DEBT

 LINES OF CREDIT

 JHA currently has two bank credit lines upon which it can draw an  aggregate
 amount at any one time outstanding of $58.0 million.  The major credit  line
 provides for funding of up to  $50.0 million and bears interest at  variable
 LIBOR-based rates (3.03%  at June 30,  2002, and  weighted average  interest
 rates of  3.07% and  6.42% for  the years  ended June  30, 2002,  and  2001,
 respectively and expires December  15, 2002).  At  June 30, 2000, this  line
 allowed up to  $75.0 million of funding and was amended on September 7, 2000
 to reduce the maximum borrowing  to $50.0 million.   At June  30, 2000 there
 was $70.5 million outstanding of which the balance outstanding on August 16,
 2000, was retired with  the proceeds from the  secondary offering (See  Note
 15).  The second credit line provides for funding of up to $8.0 million  and
 bears interest at the prime rate (4.75% at June 30, 2002, and expires  March
 15, 2003), and is secured by $1.0 million of investments with the  remainder
 unsecured.  There were no amounts outstanding under either line at June  30,
 2002, or 2001.

 LONG-TERM DEBT

 The Company had a note payable  which was assumed during the acquisition  of
 BancData Solutions, Inc.   (See Note 13), bearing  interest at 10%,  payable
 monthly.  The  note was secured  by equipment.   The note was  paid in  full
 January 2002. Sys-Tech had  a note payable with  an original loan amount  of
 $400,000, bearing interest at 10%, payable monthly, due August 4, 2001.  The
 note was secured by specific real estate.  The note was repaid subsequent to
 the acquisition of Sys-Tech and prior to June 30, 2000.

                                  (In Thousands)
                                Year ended June 30,
                                -------------------
                                  2002        2001
                                -------     -------
   Long-term debt              $      -    $    315

   Less current maturities            -          87
                                -------     -------
   Balance                     $      -    $    228
                                =======     =======


 The  Company paid interest of $126,000,  $1,150,000 and  $1,600,000 in 2002,
 2001, and 2000, respectively.


 NOTE 6: LEASE COMMITMENTS

 The Company leases certain property under operating leases which expire over
 the next six years.  As of June 30, 2002, net future minimum lease  payments
 under  non-cancelable  terms  are  as  follows:   $3,741,655,    $3,535,600,
 $2,178,055, $1,393,038, $522,338 and  $165,768 in   2003, 2004, 2005,  2006,
 2007 and thereafter, respectively.   Rent expense  for all operating  leases
 amount to $4,093,000, $3,400,000,  and $2,200,000 in  2002, 2001, and  2000,
 respectively.


 NOTE 7: INCOME TAXES

 The provision for income taxes on income from continuing operations consists
 of the following:

                                       (In Thousands)
                                     Year Ended June 30,
                               2002         2001          2000
                             --------     --------      --------
       Current:
          Federal           $  22,387    $  26,817     $  14,050
          State                 1,228        1,675           965
       Deferred:
          Federal               7,548        2,200         1,900
          State                   245          600           500
                             --------     --------      --------
                            $  31,408    $  31,292     $  17,415
                             ========     ========      ========

 The tax effects of temporary differences related to deferred taxes shown on
 the balance sheets were:

                                                         (In Thousands)
                                                      Year ended June 30,
                                                      --------------------
                                                        2002         2001
                                                      -------      -------
   Deferred tax assets:
     Carryforwards (operating losses and credits)    $    205     $    314
     Expense reserves (bad debts, insurance,
       franchise tax and vacation)                        710          516
     Intangible assets                                    840        1,742
     Other, net                                           195          200
                                                      -------      -------
                                                        1,950        2,772
                                                      -------      -------
   Deferred tax liabilities:
     Accelerated tax depreciation                     (14,330)      (8,157)
     Accelerated tax amortization                      (2,520)      (1,722)
                                                      -------      -------
                                                      (16,850)      (9,879)
                                                      -------      -------
   Net deferred tax liability                        $(14,900)    $ (7,107)
                                                      =======      =======

 The deferred taxes are classified on the balance sheet as follows:

                                                         (In Thousands)
                                                      Year ended June 30,
                                                      --------------------
                                                        2002         2001
                                                      -------      -------
  Deferred income taxes (current)                    $    900     $    750
  Deferred income taxes (long-term)                   (15,800)      (7,857)
                                                      -------      -------
                                                     $(14,900)    $ (7,107)
                                                      =======      =======

 The following analysis reconciles the statutory federal income tax rate to
 the effective income tax rates reflected above:

                                                  Year ended June 30,
                                              ----------------------------
                                              2002        2001        2000
                                              ----        ----        ----
 Computed "expected" tax expense
   (benefit)                                  35 %        35 %        35 %
 Increase (reduction) in taxes
   resulting from:
     State income taxes, net of
       federal income tax benefits             2 %         2 %         2 %
     Research and development credit          (1%)        (1%)        (1%)
     Other                                     -           -          (2%)
                                              ----        ----        ----
                                              36 %        36 %        34 %
                                              ====        ====        ====

 Net operating  loss carryforwards  of  $571,000 (from  acquisitions)  expire
 through the  year 2014.   The  Company paid  income taxes  of   $15,900,000,
 $3,580,000, and $13,502,000 in 2002, 2001, and 2000, respectively.


 NOTE 8: INDUSTRY AND SUPPLIER CONCENTRATIONS

 The  Company  sells  its  products  to  banks  and  financial   institutions
 throughout the  United States  and generally  does not  require  collateral.
 Reserves (which are insignificant at June 30, 2002 and 2001) are  maintained
 for potential credit losses.

 In addition, the Company purchases most of its computer hardware and related
 maintenance for resale in relation to  installation of JHA software  systems
 from one supplier.   There are  a limited number  of hardware suppliers  for
 these required materials.   If this  relationship was  terminated, it  could
 have a significant negative impact on the future operations of the Company.


 NOTE 9: STOCK OPTION PLANS

 The Company currently issues options under two stock option plans: the  1996
 Stock Option  Plan ("1996  SOP") and  the  Non-Qualified Stock  Option  Plan
 ("NSOP").

 The 1996  SOP was  adopted by  the  Company on  October  29, 1996,  for  its
 employees. This plan replaced  the terminating 1987  SOP. Terms and  vesting
 periods of the options are determined  by the Compensation Committee of  the
 Board of Directors when granted and for options outstanding include  vesting
 periods up to  4 years.  Shares of common  stock are  reserved for  issuance
 under this plan at  the time of each  grant which must be  at or above  fair
 market value of the stock at the  grant date. The options terminate 30  days
 after termination of  employment, three  months after  retirement, one  year
 after death or  ten years  after grant.   As of  June 30,  2002, there  were
 968,940 shares available for future grants under the plan from the  original
 13,000,000 shares approved by the stockholders.

 The NSOP was adopted  by the Company  on October 31,  1995, for its  outside
 directors. Options are  exercisable beginning six  months after  grant at  a
 price equal to 100% of the fair market value of the stock at the grant date.
 The options  terminate when  director status  ends,  upon surrender  of  the
 option or ten  years after grant.  A total of  1,200,000 shares   of  common
 stock have been  reserved for  issuance under this  plan with  a maximum  of
 300,000 for each director.  As of  June 30, 2002, there were 570,000  shares
 available for future grants under the plan.

 Changes in stock options outstanding are as follows:

                                        Number of Shares  Weighted Average
                                                           Exercise Price
                                          ----------           ------
        Outstanding July 1, 1999           8,832,760          $  5.40
        Granted                            5,969,000            15.75
        Forfeited                           (127,800)            6.19
        Exercised                         (1,416,392)            4.72
                                          ----------           ------
        Outstanding June 30, 2000         13,257,568            10.12
        Granted                            1,422,280            23.57
        Forfeited                           (104,616)           18.39
        Exercised                         (3,285,433)            6.89
                                          ----------           ------
        Outstanding June 30, 2001         11,289,799            12.68
        Granted                              618,116            23.26
        Forfeited                            (82,500)           22.26
        Exercised                         (1,607,846)            8.50
                                          ----------           ------
        Outstanding June 30, 2002         10,217,569          $ 13.90
                                          ==========           ======

 During the year ended June 30, 2002, there were 84,400 shares reissued  from
 the treasury for  exercised options.   The  weighted fair  value of  options
 granted  was  $10.63,  $9.58,  and  $6.69   for  2002,  2001,  and  2000,
 respectively.

 Following is an analysis of stock options outstanding (O) and exercisable
 (E) as of June 30, 2002:

  Range of                         Weighted-Average
  Exercise                       Remaining Contractual      Weighted-Average
   Prices            Shares          Life in Years           Exercise Price
                  O          E            O                   O           E
              --------   ---------      -----               -----       -----
 $ 2 to 6    2,514,365   2,514,365                         $ 4.57      $ 4.57
                                         4.24
  6 to 11    1,401,194   1,297,736                           9.04        9.00
                                         6.38
 11 to 17    4,365,510   4,355,510                          16.64       16.64
                                         7.71
 17 to 30    1,931,500     966,250                          23.33       23.96
                                         8.70
 30 to 31        5,000       2,500                          31.00       31.00
 --------    ---------  ----------       9.00               -----       -----
                                         ----
 $1 to 32   10,217,569   9,136,361       6.86              $13.90      $13.01
 ========   ==========  ==========       ====               =====       =====

 As permitted under  SFAS No. 123,  Accounting for Stock-Based  Compensation,
 the Company has elected  to continue to  follow Accounting Principles  Board
 ("APB") No. 25, Accounting for Stock Issued to Employees, in accounting  for
 stock-based awards to  employees. Under APB  No. 25,  the Company  generally
 recognizes no compensation expense  with respect to  such awards, since  the
 exercise price of  the stock options  awarded are equal  to the fair  market
 value of the underlying security on the grant date.

 Pro forma  information  regarding  net income  and  earnings  per  share  is
 required by SFAS No. 123 for awards  granted after December 31, 1994, as  if
 the Company had accounted for its stock-based awards to employees under  the
 fair value method of SFAS  No. 123. The fair  value of the Company's  stock-
 based awards to employees was estimated as of the date of the grant using  a
 Black-Scholes option pricing model.

 The Company's pro forma information follows:

                                      (In Thousands, Except Per Share Data)
                                              Year ended June 30,
                                       -----------------------------------
                                         2002          2001         2000
                                       -------       -------       -------
 Net income
   As reported                        $ 57,065      $ 55,631      $ 34,018
                                       =======       =======       =======
   Pro forma                          $ 47,671      $ 36,450      $ 26,503
                                       =======       =======       =======

 Diluted net income per share
   As reported                        $    .62      $    .61      $    .40
                                       =======       =======       =======
   Pro forma                          $    .52      $    .40      $    .31
                                       =======       =======       =======
 Basic net income per share
   As reported                        $    .64      $    .64      $    .42
                                       =======       =======       =======
   Pro forma                          $    .53      $    .42      $    .32
                                       =======       =======       =======

 Assumptions:

 Expected life (years)                    3.10          2.92          2.95

 Volatility                                55%           54%           56%

 Risk free interest rate                  3.2%          4.4%          6.2%

 Dividend yield                           .78%          .36%          .36%



 NOTE 10: EARNINGS PER SHARE

<TABLE>
 The following table reflects a reconciliation between Basic and Diluted net
 income per share:
                                        (In Thousands, Except Per Share Data)
                                                Year ended June 30,
                                                -------------------
                                        2002                         2001                          2000
                             --------------------------- ----------------------------  ----------------------------
                               Net   Weighted  Per Share  Net     Weighted  Per Share    Net    Weighted  Per Share
                             Income  Average    Amount   Income   Average    Amount    Income   Average    Amount
                                     Shares                       Shares                        Shares
 <S>                        <C>      <C>        <C>     <C>        <C>       <C>      <C>        <C>       <C>

 Basic Income Per Share:
  Net income available to
   Stockholders             $57,065  89,316     $0.64   $55,631    86,834    $0.64    $34,018    81,766    $0.42
 Effect of dilutive
  securities:
  Stock options                   -   3,051     $0.02         -     4,510    $0.03          -     3,512    $0.02
                             ------  ------      ----    ------    ------     ----     ------    ------     ----
 Diluted Income Per Share:
  Net income available to
   common stockholders      $57,065  92,367     $0.62   $55,631    91,344    $0.61    $34,018    85,278    $0.40
                             ======  ======      ====    ======    ======     ====     ======    ======     ====

</TABLE>

 Stock options  to purchase  approximately 690,858  shares for  fiscal  2002,
 102,591 for fiscal 2001, and 1,182,675 for fiscal 2000 were not dilutive and
 therefore, were  not included  in the  computations  of diluted  income  per
 common share amounts.


 NOTE 11:  EMPLOYEE BENEFIT PLANS

 Employee Stock Purchase  Plan - The  Company established  an employee  stock
 purchase plan on January 1, 1996.  The plan allows the majority of employees
 the opportunity to directly purchase shares of the Company.  Purchase prices
 for all participants are based on the closing bid price on the last business
 day of the month.

 Employee Stock Ownership  Plan 401(k) -  The Company has  an Employee  Stock
 Ownership Plan 401(k) (the "Plan")  covering substantially all employees  of
 the Company and its subsidiaries.  As of July 1, 1987, the Plan was  amended
 and restated to include most of the existing ESOP provisions, to add  salary
 reduction contributions allowed under Section 401(k) of the Internal Revenue
 Code and to require  employer matching contributions.   The Company  matches
 100%  of  employee  contributions  up  to  5%  of  compensation subject to a
 maximum of $5,000.  The  Company has  the option of making  a  discretionary
 contribution to the Plan, however, none has  been made for any of the  three
 most recent  fiscal  years.   The  Company assumed  responsibility  for  the
 Symitar Employee 401(k) Plan as of  the acquisition date and plans to  merge
 it into the Plan as of December 31, 2002.  The total contribution related to
 the Plans was  $3,862,000, $2,986,000, and  $2,430,000 for  2002, 2001,  and
 2000, respectively.

 For the year ended June 30, 2002, there were 84,400 shares and 3,423  shares
 reissued from treasury stock for the shares exercised in the employee  stock
 option plan and the employee stock purchase plan, respectively.


 NOTE 12: DISCONTINUED OPERATIONS

 On September 7, 1999, the Company completed the sale of BankVision Software,
 Ltd. subsidiary  for $1,000,000.  The purchaser  has  paid $750,000  of  the
 purchase price and has  executed a promissory note  for the remainder  (plus
 interest).  The net assets of the subsidiary, as of that date, approximately
 equaled the sales  proceeds, and as  a result, the  transaction had  minimal
 effect on  its financial  results for  fiscal year  2000.   Total loss  from
 discontinued operations was none,  none, and  $332,000  for the years  ended
 June 30, 2002,  2001 and 2000, respectively.


 NOTE 13: BUSINESS ACQUISITIONS

 POOLING OF INTERESTS TRANSACTION

 On June 1, 2000, the Company acquired all the outstanding shares of Sys-Tech
 for approximately $16,000,000 (834,000 shares) in Company stock.

 The 2000 consolidated financial statements were  restated for the effect  of
 this pooling transaction. The following  table presents  a reconciliation of
 revenue and net income previously reported by the Company,  and Sys-Tech  to
 those presented in the accompanying consolidated financial statements.


                                    (In Thousands)
                                  Nine Months Ended
                                    March 31, 2000
                                       -------
      Revenues:
        JHA                           $150,239
        Sys-Tech                         5,692
                                       -------
        Combined                      $155,931
                                       =======
      Net Income:
        JHA                           $ 22,588
        Sys-Tech                            (4)
                                       -------
        Combined                      $ 22,584
                                       =======

 PURCHASE TRANSACTIONS

 On January  1, 2002,  the Company  acquired all  the outstanding  shares  of
 Transcend Systems Group (TSG) for $7,300,000 in cash and 117,738  restricted
 shares of  the Company's  common stock  valued at  $2,400,000, for  a  total
 consideration to  the  TSG shareholders  of  $9,700,000.   As  part  of  the
 purchase price, the Company also advanced to TSG $851,000 for the  repayment
 of bank debt and certain TSG obligations to its shareholders.  TSG  provides
 customer relationship management software and related services to  financial
 institutions.  The purchase  price for TSG was  allocated to the assets  and
 liabilities acquired based on the estimated  fair values at the  acquisition
 date, resulting  in  allocation  to  goodwill  of  $8,500,000,  software  of
 $930,000, and  customer  contracts  of $1,100,000,  of  which  software  and
 customer contracts  are being  amortized on  a straight-line  basis over  10
 years.

 On December 1,  2001, the  Company acquired  all the  outstanding shares  of
 System  Legacy  Solutions  (SLS)  for  $3,000,000  in  cash.   SLS  provides
 technology to convert data from legacy systems into formats that can be used
 by newer technologies.   The  purchase price for  SLS was  allocated to  the
 assets and liabilities acquired  based on the estimated  fair values at  the
 acquisition date,  resulting in  allocation to  goodwill of  $2,550,000  and
 software $450,000 of which  software is being  amortized on a  straight-line
 basis over 10 years.

 On June 7, 2000, the Company  completed the acquisition of Symitar  Systems,
 Inc. ("Symitar"),  a  provider of  in-house  data processing  solutions  for
 credit unions.  At the  time of  acquisition,  Symitar provided  237  credit
 unions throughout the United States with its comprehensive line of  software
 and services that run on  the IBM pSeries RS/6000.   The purchase price  for
 Symitar was allocated to the assets and liabilities acquired based on  their
 estimated fair values at  the acquisition date,  resulting in allocation  to
 acquired customer relationships  of $21,800,000, trade  name of  $3,900,000,
 goodwill  of  $15,689,000  and   software  of  $2,000,000,  which   customer
 relationships and software are being amortized on a straight-line basis over
 20 and 10 years, respectively.

 On April  1,  2000, the  Company  acquired  all the  outstanding  shares  of
 BancData Solutions, Inc. ("BDS"), for $5,000,000 in cash. BDS is a  provider
 of a  variety  of data  center  options  to community  banks,  primarily  in
 southern California. Their systems are AS/400 based and are already using  a
 JHA core application system. The net intangible asset acquired of $3,963,000
 was allocated  to  customer  relationships  and  is  being  amortized  on  a
 straight-line basis over 20 years.

 On September  8, 1999,  the Company's  wholly-owned subsidiary  Open  System
 Group, Inc. ("OSG"), completed the acquisition of BancTec, Inc.'s  community
 banking business, providing  software, account  processing capabilities  and
 data center operations.   At  the time of  acquisition ,  the customer  base
 included  over  700  community  banks  throughout   the  United  States  and
 the  Caribbean.  The  total  value  of  the  transaction  was  approximately
 $56,136,000, made  up  of  $50,000,000  paid  in  cash,  the  assumption  of
 approximately $5,475,000 liabilities and $661,000 in transaction costs.  The
 Company allocated the purchase price to the assets and liabilities  acquired
 based  on  their estimated  fair value  at  the  acquisition date, resulting
 in  allocations  of  $39,000,000,  $5,315,000  and  $1,000,000  to  acquired
 customer relationships, goodwill and software,  respectively.  The  customer
 relationships and software are being amortized on a straight-line basis over
 20 and 10 years, respectively.

 The five acquisitions discussed above were accounted for using the  purchase
 method. Accordingly, the accompanying  consolidated financial statements  do
 not include any revenues and expenses related to these acquisitions prior to
 their respective closing dates.

 The following unaudited pro forma condensed  information is presented as  if
 the OSG  and Symitar  acquisitions  had occurred  at  the beginning  of  the
 earliest period presented. The pro forma results for BDS, SLS, TSG were  not
 included as amounts are not material.


                                      (In Thousands, Except Per Share Data)
                                            Year Ended June 30, 2000
                                            ------------------------
       Revenues                                    $  253,106
       Income from continuing operations               30,478
       Net income                                      30,146

       Diluted Income Per Share:
       Income from continuing operations           $      .36
       Net income                                  $      .36



 NOTE 14: BUSINESS SEGMENT INFORMATION

 The Company  is  a leading  provider  of integrated  computer  systems  that
 perform  data  processing    (available  for  in-house  or  service   bureau
 installations) for banks and credit unions.    The Company's operations  are
 classified into two business segments: bank systems and services and  credit
 union systems and services.   The Company evaluates  the performance of  its
 segments and allocates resources to them based on various factors, including
 prospects for growth, return on investment and return on revenue.


                                                 (In Thousands)
                                            For the Year Ended June 30,
                                         2002          2001          2000
                                       ---------     ---------     ---------
   Revenues
   Bank systems and services          $  339,347    $  318,011    $  235,056
   Credit Union systems and services      57,310        48,892         4,785
                                       ---------     ---------     ---------
   Total                              $  396,657    $  366,903    $  239,841
                                       =========     =========     =========

   Gross Profit
   Bank systems and services          $  143,555    $  138,143    $   96,062
   Credit Union systems and services      17,665        13,454         2,054
                                       ---------     ---------     ---------
   Total                              $  161,220    $  151,597    $   98,116
                                       =========     =========     =========

   Property and equipment, net
   Bank systems and services          $  170,882    $  136,166    $   91,864
   Credit Union systems and services       2,893         2,273         1,421
                                       ---------     ---------     ---------
   Total                              $  173,775    $  138,439    $   93,285
                                       =========     =========     =========

   Intangible assets, net
   Bank systems and services          $   71,333    $   62,575    $   71,881
   Credit Union systems and services      43,330        44,620        43,214
                                       ---------     ---------     ---------
   Total                              $  114,663    $  107,195    $  115,095
                                       =========     =========     =========

   Depreciation expense, net
   Bank systems and services          $   20,328    $   12,148    $    8,843
   Credit Union systems and services         557           391            27
                                       ---------     ---------     ---------
   Total                              $   20,885    $   12,539    $    8,870
                                       =========     =========     =========

   Amortization expense, net
   Bank systems and services          $    5,295    $    7,077    $    6,414
   Credit Union systems and services       1,290         2,272           189
                                       ---------     ---------     ---------
   Total                              $    6,585    $    9,349    $    6,603
                                       =========     =========     =========

   Capital expenditures, net
   Bank systems and services          $   48,451    $   55,474    $   32,613
   Credit Union systems and services       1,058         2,307             6
                                       ---------     ---------     ---------
   Total                              $   49,509    $   57,781    $   32,619
                                       =========     =========     =========

 The Company has not disclosed any  additional asset information by  segment,
 as the  information  is  not produced  internally  and  its  preparation  is
 impracticable.


 NOTE 15: SECONDARY OFFERING

 On August  16, 2000,  the  Company completed  a  secondary offering  of  3.0
 million  shares  of  its  common  stock  at  $21.50  per  share  less  a  5%
 underwriters discount and offering  expenses paid by the  Company.  The  net
 proceeds of approximately $60.5 million was  used to retire all  outstanding
 debt under  lines of  credit as  of that  date, with  the remaining  balance
 available for  working  capital,  capital  expenditures  and  other  general
 corporate purposes.

                                    *****

<PAGE>
<TABLE>
 Supplementary Data
 Selected Quarterly Financial Information
 (Unaudited)


 FY 2002
                                 First      Second       Third      Fourth
                                Quarter     Quarter     Quarter     Quarter      Total
                                -------     -------     -------     -------     --------
 <S>                           <C>         <C>         <C>         <C>         <C>
 REVENUE:
  Licensing and installation   $ 22,270    $ 22,874    $ 24,751    $ 27,294    $  97,189
  Support and service            41,606      41,888      42,976      44,975      171,445
  Hardware sales                 22,256      26,783      24,825      26,478      100,342
  Customer reimbursements         6,435       6,682       7,232       7,332       27,681
                                -------     -------     -------     -------     --------
    Total                      $ 92,567    $ 98,227    $ 99,784    $106,079    $ 396,657
                                -------     -------     -------     -------     --------
 COST OF SALES:
  Cost of hardware             $ 14,879    $ 18,371    $ 17,243    $ 19,917    $  70,410
  Cost of services               32,204      34,163      35,217      35,762      137,346
  Customer reimbursement
    expenses                      6,435       6,682       7,232       7,332       27,681
                                -------     -------     -------     -------     --------
    Total                      $ 53,518    $ 59,216    $ 59,692    $ 63,011    $ 235,437
                                -------     -------     -------     -------     --------

 GROSS PROFIT                  $ 39,049    $ 39,011    $ 40,092    $ 43,068    $ 161,220

 Income before income taxes    $ 22,837    $ 20,366    $ 21,184    $ 24,086    $  88,473

 Net income                    $ 14,616    $ 13,034    $ 13,558    $ 15,857    $  57,065

 Diluted net income per share  $    .16    $    .14    $    .15    $    .17    $     .62



   FY 2001
                                 First      Second       Third      Fourth
                                Quarter     Quarter     Quarter     Quarter      Total
                                -------     -------     -------     -------     --------
 <S>                           <C>         <C>         <C>         <C>         <C>
 REVENUE:
   Licensing and installation  $ 23,512    $ 24,536    $ 26,233    $ 26,978    $ 101,259
   Support and service           30,446      32,266      34,221      37,205      134,138
   Hardware sales                23,050      23,930      32,357      30,734      110,071
   Customer reimbursements        4,662       5,018       5,392       6,363       21,435
                                -------     -------     -------     -------     --------
           Total               $ 81,670    $ 85,750    $ 98,203    $101,280    $ 366,903
                                -------     -------     -------     -------     --------
 COST OF SALES:
   Cost of hardware            $ 15,969    $ 15,635    $ 22,962    $ 21,063    $  75,629
   Cost of services              26,407      30,330      30,167      31,338      118,242
   Customer reimbursement
     expenses                     4,662       5,018       5,392       6,363       21,435
                                -------     -------     -------     -------     --------
          Total                $ 47,038    $ 50,983    $ 58,521    $ 58,764    $ 215,306
                                -------     -------     -------     -------     --------

 GROSS PROFIT                  $ 34,632    $ 34,767    $ 39,682    $ 42,516    $ 151,597

 Income before income taxes    $ 18,569    $ 20,125    $ 23,966    $ 24,263    $  86,923

 Net income                    $ 11,884    $ 12,880    $ 15,338    $ 15,529    $  55,631

 Diluted net income per share  $    .13    $    .14    $    .17    $    .17    $     .61


                                    *****
</TABLE>

 Item 9.        Changes in and Disagreements on Accounting and Financial
 Disclosures

    None.

                                   PART III


 Item 10.  Directors and Executive Officers of the Registrant

 See  the  information  under  the  captions  "Election  of  Directors"   and
 "Executive Officer and  Significant Employees" in  the Company's  definitive
 Proxy Statement which is incorporated herein by reference.*


 Item 11.  Executive Compensation

 See the information under  captions "Executive Compensation",  "Compensation
 Committee Report"  and "Company  Performance"  in the  Company's  definitive
 Proxy Statement which is incorporated herein by reference.*


 Item 12.  Security Ownership of Certain Beneficial Owners and Management

 See  the  information  under  the  captions  "Stock  Ownership  of   Certain
 Stockholders" and "Election of Directors" in the Company's definitive  Proxy
 Statement which is incorporated herein by reference.*


 Item 13.  Certain Relationships and Related Transactions

 See the information  under the  caption "Certain  Relationships and  Related
 Transactions"  in  the  Company's   definitive  Proxy  Statement  which   is
 incorporated herein by reference.*

 *Incorporated by reference pursuant to  Rule 12b-23 and General  Instruction
 G(3) to Form 10-K.


 Item 14.  Controls and Procedures

 (a) Not applicable pursuant to Transition Provisions (Section V) of
 Securities and Exchange Commission        Release 33-8124.

 (b) None.

 (c) Not applicable.


                                   PART IV

 Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

 (a) The following documents are filed as part of this Report:

 The following  Consolidated  Financial Statements  of  the Company  and  its
 subsidiaries and the  Report of Independent  Auditors' thereon appear  under
 Item 8 of this Report:

      -  Independent Auditors' Report.

      -  Consolidated Statements of Income for the Years Ended June 30, 2002,
         2001 and 2000.

      -  Consolidated Balance Sheets as of June 30, 2002 and 2001.

      -  Consolidated Statements of Changes in Stockholders' Equity for the
         Years Ended June 30, 2002, 2001 and 2000.

      -  Consolidated Statements of Cash Flows for the Years Ended June 30,
         2002, 2001 and 2000.

      -  Notes to Consolidated Financial Statements.


 The following Financial Statement Schedules filed as part of this Report
 appear under Item 8 of this Report:

      There are no schedules included because they are not applicable or the
      required information is shown in the Consolidated Financial Statements
      or Notes thereto.

 Except as otherwise specifically noted, the following documents are
 incorporated by reference as exhibits hereto pursuant to Rule 12b-32:

   Exhibit No.   Description

      3.1.1      Certificate of Incorporation, attached as Exhibit 3.1 to
                 the Company's Registration Statement on Form S-1, filed
                 November 17, 1985.

      3.1.2      Certificate of Amendment of Certificate of Incorporation
                 attached as Exhibit 4 to the Company's Quarterly Report
                 on Form 10-Q for the quarter ended December 31, 1987.

      3.1.3      Certificate of Amendment of Certificate of
                 Incorporation, attached as Exhibit 3.1 to the Company's
                 Annual Report on Form 10-K for the Year Ended June 30, 1993.

      3.1.4      Certificate of Amendment of Certificate of
                 Incorporation, attached as Exhibit 3.5 to the Company's
                 Annual Report on Form 10-K for the year ended June 30, 1997.

      3.1.5      Certificate of Amendment of Certificate of
                 Incorporation, attached as Exhibit 3.6 to the Company's
                 Annual Report on Form 10-K for the year ended June 30, 1998.

      3.1.6      Certificate of Amendment of Certificate of
                 Incorporation, attached as Exhibit (a) to the Company's
                 Quarterly Report on For 10-Q for the quarter ended
                 December 31, 2000.

      3.2.1      Amended and Restated Bylaws, attached as Exhibit A to
                 the Company's Quarterly Report on Form 10-Q for the
                 Quarter ended March 31, 1996.

      10.1       The Company's 1987 Stock Option Plan, as amended as of
                 October 27, 1992, attached as Exhibit 19.1 to the Company's
                 Quarterly Report on Form 10-Q for the Quarter ended
                 September 30, 1992.

      10.3       The Company's 1995 Non-Qualified Stock Option Plan, attached
                 as Exhibit 10.3 to the Company's Annual Report on Form 10-K
                 for the Year Ended June 30, 1996.

      10.4       IBM Remarketer Agreement dated May 21, 1992, attached as
                 Exhibit 10.1 to the Company's Annual Report on Form 10-K the
                 Year Ended June 30, 1992; renewed for a two year term on
                 January 1, 2001.

      10.5       Form of Indemnity Agreement which has been entered into as
                 of August 27, 1996, between the Company and each of its
                 Directors, attached as Exhibit 10.8 to the Company's Annual
                 Report on Form 10-K for the Year Ended June 30, 1996.

      10.6       The Company's 1996 Stock Option Plan, attached as Exhibit
                 10.9 to the Registrant's Annual Report on Form 10-K for the
                 Year Ended June 30, 1997.

      10.11      Line of Credit Agreement dated September 7, 1999,
                 between the Company and Commerce Bank, N.A., attached as
                 Exhibit 10.11 to the Company's current report on Form
                 8-K filed September 20, 1999.

      10.15      Line of Credit Loan Modification Agreement dated June 6,
                 2000, between the Company and Commerce Bank, N.A.
                 attached as Exhibit 10.11 to the Company's current
                 report on Form 8-K filed June 19, 2000.

      21.1       A list of the Company's subsidiaries, is attached as
                 Exhibit 21.1.

      23.1       Consent of Independent Auditors' is attached as Exhibit 23.


 (b) Reports on Form 8-K

      The following reports on Form 8-K were filed during the last quarter of
      the period covered by this report:

      None.

<PAGE>

                                  SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of the Securities
 Exchange Act of 1934, the Registrant has duly caused this report to be
 signed on its behalf by the undersigned, thereunto duly authorized this 25th
 day of September, 2002.

                            JACK HENRY & ASSOCIATES, INC., Registrant

                            By  /s/ Michael E. Henry
                               ---------------------
                               Michael E. Henry
                               Chairman of the Board

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

        Signature                  Capacity                     Date
        ---------                  --------                     ----

   /s/ Michael E. Henry     Chairman of the Board and      September 25, 2002
   ---------------------    Chief Executive Officer
   Michael E. Henry         and Director


   /s/ Terry W. Thompson    President                      September 25, 2002
   ---------------------
   Terry W. Thompson


   /s/ John F. Prim         Chief Operating Officer        September 25, 2002
   ---------------------
   John F. Prim


   /s/ John W.  Henry       Vice Chairman, Senior Vice     September 25, 2002
   ---------------------    President and Director
   John W. Henry


   /s/ Jerry D. Hall        Executive Vice President       September 25, 2002
   ---------------------    and Director
   Jerry D. Hall


   /s/ Kevin D. Williams    Treasurer and Chief            September 25, 2002
   ---------------------    Financial Officer
   Kevin D. Williams        (Principal Accounting
                            Officer)

   /s/ James J. Ellis       Director                       September 25, 2002
   ---------------------
   James J. Ellis


   /s/ Burton O. George     Director                       September 25, 2002
   ---------------------
   Burton O. George


   /s/ George R. Curry      Director                       September 25, 2002
   ---------------------
   George R. Curry


<PAGE>


                                CERTIFICATION
                      PURSUANT TO 18 U.S.C. SECTION 1350


 Each of the undersigned hereby  certifies  in his capacity as an officer  of
 Jack Henry & Associates, Inc., Inc.  (the "Company") that the Annual  Report
 of the  Company on  Form 10-K  for  the period  ended  June 30,  2002  fully
 complies with the requirements of Section  13(a) of the Securities  Exchange
 Act of  1934  and that  the  information  contained in  such  report  fairly
 presents, in all material respects, the  financial condition of the  Company
 at the end of such period and the  results of operations of the Company  for
 such period.


                                              /s/ Michael E. Henry
                                              ------------------------------
 Date: September 25, 2002                     Michael E. Henry
                                              Chief Executive Officer



                                              /s/ Kevin D. Williams
                                              ------------------------------
 Date: September 25, 2002                     Kevin D. Williams
                                              Chief Financial Officer


<PAGE>

                                CERTIFICATION


 I, Michael E. Henry, certify that:

 1. I  have  reviewed  this annual  report  on  Form 10-K  of  Jack  Henry  &
 Associates, Inc.;

 2. Based on  my knowledge, this  annual report does  not contain any  untrue
 statement of a material fact or omit  to state a material fact necessary  to
 make the statements  made, in light  of the circumstances  under which  such
 statements were made, not misleading with  respect to the period covered  by
 this annual report; and

 3. Based  on my  knowledge, the  financial statements,  and other  financial
 information included in this annual report,  fairly present in all  material
 respects the financial condition,  results of operations  and cash flows  of
 the registrant as of, and for, the periods presented in this annual report.



                                              /s/ Michael E. Henry
                                              ------------------------------
 Date:  September 25, 2002                    Michael E. Henry
                                              Chief Executive Officer


<PAGE>


                                CERTIFICATION


 I, Kevin D. Williams, certify that:

 1. I  have  reviewed  this annual  report  on  Form 10-K  of  Jack  Henry  &
 Associates, Inc.;

 2. Based on  my knowledge, this  annual report does  not contain any  untrue
 statement of a material fact or omit  to state a material fact necessary  to
 make the statements  made, in light  of the circumstances  under which  such
 statements were made, not misleading with  respect to the period covered  by
 this annual report; and

 3. Based  on my  knowledge, the  financial statements,  and other  financial
 information included in this annual report,  fairly present in all  material
 respects the financial condition,  results of operations  and cash flows  of
 the registrant as of, and for, the periods presented in this annual report.


                                              /s/ Kevin D. Williams
                                              -------------------------------
 Date: September 25, 2002                     Kevin D. Williams
                                              Chief Financial Officer


