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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/0000897069-00-000551/0000897069-00-000551.txt : 20001109
<SEC-HEADER>0000897069-00-000551.hdr.sgml : 20001109
ACCESSION NUMBER:		0000897069-00-000551
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20001108
ITEM INFORMATION:		
ITEM INFORMATION:		
FILED AS OF DATE:		20001108

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			NATIONAL RESEARCH CORP
		CENTRAL INDEX KEY:			0000070487
		STANDARD INDUSTRIAL CLASSIFICATION:	 [8734
]		IRS NUMBER:				470634000
		STATE OF INCORPORATION:			WI
		FISCAL YEAR END:			1231
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		8-K
			SEC ACT:		
			SEC FILE NUMBER:	000-29466
			FILM NUMBER:		756027
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		1033 O ST
				CITY:			LINCOLN
				STATE:			NE
				ZIP:			68508
				BUSINESS PHONE:		4024752525
</BUSINESS-ADDRESS>

				MAIL ADDRESS:	
					STREET 1:		1033 O ST
					CITY:			LINCOLN
					STATE:			NE
					ZIP:			68508
</MAIL-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>FORM 8-K
<TEXT>



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             -----------------------

                                    FORM 8-K


                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                             -----------------------


              Date of Report
              (Date of earliest
              event reported):        November 8, 2000


                          National Research Corporation
         ---------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


   Wisconsin                        0-29466                       47-0634000
- ---------------              ---------------------                ----------
(State or other                (Commission File                 (IRS Employer
jurisdiction of                     Number)                  Identification No.)
incorporation)


                       1245 "Q" Street, Lincoln, NE 68508
             ------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                 (402) 475-2525
                          -----------------------------
                         (Registrant's telephone number)

<PAGE>

Item 7.   Financial Statements and Exhibits.
- ------    ---------------------------------

          (a)       Not applicable.

          (b)       Not applicable.

          (b)       Exhibits. The following exhibit is being filed herewith:

                    (99.1)    Talking Points for Third Quarter Conference Call
                              Held November 8, 2000.

Item 9.   Regulation FD Disclosure.
- ------    ------------------------

          On November 8, 2000, National Research Corporation (the "Company")
held a conference call in connection with the announcement of the Company's
earnings for the third quarter ended September 30, 2000. A copy of the talking
points ("Talking Points") for such conference call is filed as Exhibit 99.1 and
is incorporated by reference herein. An online audio replay of such conference
call and the related question and answer session will be available for thirty
days on the Company's web site at www.nationalresearch.com.

          The information, including without limitation, all forward-looking
statements, contained in the Talking Points or provided in the conference call
and related question and answer session speaks only as of November 8, 2000. The
Company has adopted a policy that if the Company makes a determination that it
expects earnings for future periods for which projections are contained in the
Talking Points to be lower than those projections, then the Company will
publicly announce such revised projections. The Company's policy also provides
that the Company does not intend to make such a public announcement if the
Company makes a determination that it expects earnings for future periods to be
at or above the projections contained in the Talking Points. Except as set forth
above, the Company assumes no obligation, and disclaims any obligation, to
update information contained in the Talking Points or provided in the conference
call and related question and answer session. Investors should be aware that the
Company may not update such information until the Company's next quarterly
conference call, if at all.

          The Talking Points contain, and representatives of the Company made,
during the conference call and the related question and answer session,
"forward-looking statements" intended to qualify for the safe harbors from
liability established by the Private Securities Litigation Reform Act of 1995.
All statements other than statements of historical fact included in the Talking
Points or made during the conference call and related question and answer
session, including, without limitation, statements regarding the Company's
future plans, goals, objectives and financial position and projected revenue and
related expenses, are forward-looking statements. In addition, forward-looking
statements generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect," "intend," "estimates," "anticipate," "believe,"
"should" or "plans," or the negative thereof or variations thereon or similar
terminology. Although the Company believes the guidance given in such
forward-looking statements is reasonable, it can give no assurance that such
guidance or the actual results derived therefrom will prove to have been
correct. Factors that could affect actual results or outcomes include, without
limitation, the Company's reliance on a limited number of key clients for a
substantial portion of its revenues, the Company's dependence on performance
tracking contract renewals, fluctuations in the Company's operating results
related to the Market Guide, increased competition, changes in conditions
affecting the healthcare industry, the Company's ability to manage


                                      -2-
<PAGE>

its growth and to successfully integrate any possible future acquisitions and
the Company's ability to provide timely and accurate performance tracking and
market research to its clients. An additional factor that could cause actual
results to differ materially from the Company's guidance, in particular those
with respect to projected revenue and related major expense percentages, is the
accuracy of the assumptions made by the Company that underlie such guidance.
Although the Company believes such assumptions are reasonable, there can be no
assurance that the assumptions are accurate or will prove to have been correct.
Any assumptions that are inaccurate or do not prove to be correct could have a
material adverse effect on the Company's ability to achieve the forward-looking
statements.

Additional information concerning factors that could cause actual results to
differ materially from those in the forward-looking statements is contained from
time to time in the Company's filings with the Securities and Exchange
Commission. All subsequent written and oral forward-looking statements
attributable to the Company, or persons acting on its behalf, are expressly
qualified in their entirety by the cautionary statements contained in this
Current Report on Form 8-K and the Company's other filings with the Securities
and Exchange Commission.




                                      -3-
<PAGE>
                                   SIGNATURES
                                   ----------

          Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        NATIONAL RESEARCH CORPORATION



Date:  November 8, 2000                 By: /s/ Patrick E. Beans
                                           ------------------------------------
                                        Patrick E. Beans
                                        Vice President, Treasurer, Secretary and
                                        Chief Financial Officer




                                      -4-
<PAGE>



- -5-
001.895929.1

                          NATIONAL RESEARCH CORPORATION

                   Exhibit Index to Current Report on Form 8-K
                             Dated November 8, 2000


Exhibit
Number
- ------

(99.1)    Talking Points for Third Quarter Conference Call Held November 8,
          2000.




                                      -5-
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>TALKING POINTS
<TEXT>


National Research Corporation
Quarter Conference Call Talk Points*
For Quarter ending September 30, 2000 @ November 8, 2000
[*Points publicly disclosed in November 7, 2000 earnings release are omitted]

This conference call includes "Forward-looking" statements related to the
Company that involve risks and uncertainties which could cause actual results or
outcomes to differ materially from those currently anticipated. These
forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. For further information
about the facts that could affect the Company's future results, please see the
Company's filings with the Securities and Exchange Commission.

o    Revenue

Third quarter revenue of five million was higher than sequential quarters. Yet
less than our expectation and fell short of year over year comparisons. As we
all know Q3 99 was a tough quarter to beat given the backlog of work in the
first two quarters of 1999 that was completed in 3rd and 4th quarters of 1999
due to the QualPro failure in the first two quarters of 1999.

But nevertheless, we fell below our expectations. The mix and size of projects
we are being asked to bid on are much larger and more complex.

As a result we find ourselves in a more involved and longer sales cycle and the
implementation process after the sale has become longer. Larger contracts also
bring with them more competition and pricing pressure. Our closing rate has
remained the same in large part due to QualPro being a major point of
difference, at the point of sale. We have moved away from smaller commodity
projects such as NQCA accreditation type projects which have very low margins in
favor of projects that require the higher level of feature functionality
inherent in our QualPro system.

o    Guidance - 4th Quarter of 2000

Now I would like to give guidance on the 4th quarter of 2000 followed by the
year 2001. I will give guidance on the revenue and earnings per share. In
addition, we will provide guidance on percent of revenue of the major line items
expenses.

For 4th quarter 2000

Revenue  $4.3 million
Earnings per share $.10

Major Expense and other income items as a percent of revenue

<PAGE>


- ---------------------------------------------------------------
Item                                  % of revenue
- ---------------------------------------------------------------
Direct Expense                        48.5 %
- ---------------------------------------------------------------
Operating Expenses                    29.4%
- ---------------------------------------------------------------
Depreciation/Amortization             8.5%
- ---------------------------------------------------------------
Other Income/Expense                  2.0%
- ---------------------------------------------------------------
Income Tax Rate                       29%
- ---------------------------------------------------------------

With this guidance for the 4th quarter of 2000 we are finishing out the year
with flat revenues but a 62% growth rate in the earnings per share over 1999.

o    Guidance 2001

For the year 2001 by quarter without any new revenue for DoctorGuide, but the
fixed expenses of the DoctorGuide team.

- --------------------------------------------------------------------------------
         Item           Quarter 1  Quarter 2    Quarter 3  Quarter 4   Total for
                                                                       the year
- --------------------------------------------------------------------------------
Revenue (in Millions)    $4.050     $4.675       $5.900     $5.650      $20.275
- --------------------------------------------------------------------------------
Earnings per share       $.07       $.11         $.15       $.12        $.45
- --------------------------------------------------------------------------------

We still believe that we will be able to generate $1.5 million of revenue for
the DoctorGuide in 2001. We believe that this revenue will generate an increase
in earnings per share of $.05. We currently cannot project the quarterly numbers
for the DoctorGuide.

Major Expense and other income items as a percent of revenue for 2001, without
DoctorGuide.

- --------------------------------------------------------------------------------
         Item           Quarter 1  Quarter 2    Quarter 3  Quarter 4   Total for
                                                                       the year
- --------------------------------------------------------------------------------
Direct Expense            50.0%      47.4%        49.7%      46.1%       48.2%
- --------------------------------------------------------------------------------
Operating Expenses        33.2%      29.4%        24.9%      32.0%       29.6%
- --------------------------------------------------------------------------------
Depreciation/             11.3%      10.0%         8.0%       8.4%        9.2%
Amortization
- --------------------------------------------------------------------------------
Other Income/Expense      1.7%        1.8%         1.6%       1.8%        1.7%
- --------------------------------------------------------------------------------
Income Tax Rate           34%         34%          34%        34%         34%
- --------------------------------------------------------------------------------

o    Cash flow from operations for the nine months ended September 30, 2000 was
     $1,678,000.

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
