-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 Nx8m3gW6O0LYFC/s1+Fs561nXBKwvC+Zj4CyN4s7MwuOoG7ouMzxZ2j45cGgBfB+
 hJzavF+qpXWEHu1i6ftylw==

<SEC-DOCUMENT>0001144204-04-006095.txt : 20040507
<SEC-HEADER>0001144204-04-006095.hdr.sgml : 20040507
<ACCEPTANCE-DATETIME>20040507143515
ACCESSION NUMBER:		0001144204-04-006095
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040506
ITEM INFORMATION:		
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20040507

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CLARUS CORP
		CENTRAL INDEX KEY:			0000913277
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-PREPACKAGED SOFTWARE [7372]
		IRS NUMBER:				581972600
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24277
		FILM NUMBER:		04788558

	BUSINESS ADDRESS:	
		STREET 1:		3970 JOHNS CREEK CT
		STREET 2:		STE 100
		CITY:			SUWANEE
		STATE:			GA
		ZIP:			30024
		BUSINESS PHONE:		7702913900

	MAIL ADDRESS:	
		STREET 1:		3970 JOHNS CREEK CT
		STREET 2:		STE 100
		CITY:			SUWANEE
		STATE:			GA
		ZIP:			30024

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SQL FINANCIALS INTERNATIONAL INC /DE/
		DATE OF NAME CHANGE:	19980911
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>v03118_8k.txt
<TEXT>


                       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) May 6, 2004
                                                           -----------

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


        Delaware                         0-24277                 58-1972600
- --------------------------------------------------------------------------------
(State or other jurisdiction     (Commission File Number)       (IRS Employer
   of incorporation)                                         Identification No.)


One Pickwick Plaza, Greenwich, Connecticut                         06830
- --------------------------------------------------------------------------------
 (Address of principal executive offices)                        (Zip Code)


Registrant's telephone number, including area code: (203) 302-2000
                                                    ---------------


                                       N/A
                                       ---
         (Former name or former address, if changed since last report.)


<PAGE>


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

      (c) Exhibits.

      Exhibit 99.1         Press Release dated May 6, 2004 with respect to the
                           Registrant's financial results for the first quarter
                           ended March 31, 2004 (furnished only).

Item 12. Disclosure of Results of Operations and Financial Condition

On May 6, 2004, the Registrant issued an earnings press release announcing
financial results for the first quarter ended March 31, 2004. A copy of the
earnings press release is furnished as Exhibit 99.1 and incorporated herein by
reference.

The information furnished herein, including Exhibit 99.1, shall not be deemed to
be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, except as shall be expressly set forth by specific
reference in such filing.


                                   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.


Dated: May 6, 2004

CLARUS CORPORATION

By:  /s/ Nigel P. Ekern
     ----------------------------
     Nigel P. Ekern,
     Chief Administrative Officer


By:  /s/ Susan Luckfield
     ----------------------------
         Susan Luckfield,
         Controller

<PAGE>


                                  EXHIBIT INDEX

Number                                       Exhibit
- ------                                       -------

Exhibit 99.1                                 Press Release dated May 6, 2004





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>v03118_ex99-1.txt
<TEXT>

FOR IMMEDIATE RELEASE

CONTACT
Nigel Ekern
Chief Administrative Officer
Clarus Corporation
(203) 302-2000
nekern@claruscorp.com


                   CLARUS ANNOUNCES FIRST QUARTER 2004 RESULTS

GREENWICH, CONNECTICUT -- MAY 6, 2004 -- Clarus Corporation (Nasdaq: CLRS) today
announced  financial  results  for the  quarter  ended  March 31,  2004.  Clarus
reported no revenues for the first quarter of 2004, compared to $53,000 from the
recognition of deferred  software  service fees during the comparable  period of
2003.  Net loss for the first  quarter of 2004 was $471,000 or $0.03 per diluted
share  compared to a net loss of $2.4 million or $0.15 per diluted  share during
the  comparable  period  of 2003.  As of March  31,  2004,  Clarus'  cash,  cash
equivalents  and marketable  securities  were $87.5 million (or $5.27 gross cash
per share(1)) compared to $88.7 million as of December 31, 2003.

Clarus  has   available  net  operating   loss,   capital  loss,   research  and
experimentation credit and alternative minimum tax credit carryforwards for U.S.
federal income tax purposes of approximately $113.7 million, $15.2 million, $1.3
million and $53,000, respectively,  which expire in varying amounts beginning in
the year 2009 to the extent not  previously  limited  under  section  382 of the
Internal Revenue code.  Clarus has also incurred foreign losses in the amount of
approximately $4.0 million that are available to offset future taxable income in
foreign jurisdictions.

Nigel Ekern,  Clarus'  Chief  Administrative  Officer  stated,  "We continue our
efforts to identify and evaluate suitable  acquisition and merger  opportunities
as part of our  strategy  to redeploy  our cash and  utilize  our NOL's,  to the
extent available.  We believe that the transaction  environment has improved and
Clarus  should   benefit  from  that  in  its  efforts  to  complete  the  asset
redeployment."

Clarus does not currently intend to hold conference  calls to discuss  quarterly
earnings  releases  unless we consummate an acquisition  in connection  with our
redeployment  strategy.  At  such  time,  we plan to  resume  holding  quarterly
conference calls to review earnings and our operating performance.

Clarus,  formerly a provider of  e-commerce  business  solutions,  is seeking to
redeploy its assets and use its substantial  cash and cash equivalent  assets to
enhance stockholder value.

(1) Gross cash per share at March 31, 2004 equals  cash,  cash  equivalents  and
marketable  securities  of $87.5 million  divided by 16.6 million  common shares
outstanding.  Clarus has provided this Non-GAAP measure because it believes that
it is useful to investors  assessing the extent of the Clarus' assets  available
for redeployment. Clarus is not aware of any comparable GAAP measure.

This press release contains forward-looking statements within the meaning of the
Securities Act of 1933 and the Exchange Act of 1934. Information in this release
includes  Clarus'  beliefs,  expectations,  intentions and strategies  regarding
Clarus,  its future and its products and services.  Assumptions  relating to the
forward-looking  statements  involve  judgments  with  respect  to,  among other
things,  future economic,  competitive and market conditions and future business
decisions,  all of which are difficult or impossible to predict  accurately  and
many of which are beyond our control.  Actual  results  could differ  materially
from those  projected in the  forward-looking  statements as a result of certain
risks  including our  inability to execute  successfully  our planned  effort to
redeploy our assets to enhance  stockholder value, the unavailability of our net
operating  loss carry  forward,  and that the  unaudited  financial  information
provided  in this  press  release  may be  adjusted  as a result of the year end
audit.  Clarus cannot  guarantee  its future  performance.  All  forward-looking
statements  contained  in this  release are based on  information  available  to
Clarus as of the date of this release and Clarus assumes no obligation to update
the forward-looking statement contained herein.

For further information regarding the risks and uncertainties in connection with
Clarus' business,  please refer to the "Management's  Discussion and Analysis of
Financial  Condition and Results of Operations" and "Factors That May Affect Our
Future  Results"  sections of Clarus'  filings with the  Securities and Exchange
Commission,  including but not limited to, its most recent annual report on Form
10-K and quarterly  reports on Form 10-Q, copies of which may be obtained at the
SEC's web site at http://www.sec.gov.

<PAGE>

                               CLARUS CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                   MARCH 31,        DECEMBER 31,
                                                                                     2004              2003
                                                                                   ---------         ---------
<S>                                                                                <C>               <C>
                                ASSETS

CURRENT ASSETS:
     Cash and cash equivalents                                                     $  38,667         $  15,045
     Marketable securities                                                            48,800            73,685
     Accrued interest receivable                                                         602               507
     Prepaids and other current assets                                                   381               132
                                                                                   ---------         ---------
Total current assets                                                                  88,450            89,369

PROPERTY AND EQUIPMENT, NET                                                              538                38

OTHER ASSETS:
     Deposits and other long-term assets                                                  38                38
                                                                                   ---------         ---------
         TOTAL ASSETS                                                              $  89,026         $  89,445
                                                                                   =========         =========

            LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
       Accounts payable and accrued liabilities                                    $   1,217         $   1,520
       Deferred revenue                                                                1,106             1,106
                                                                                   ---------         ---------
Total current liabilities                                                              2,323             2,626
                                                                                   ---------         ---------

Total liabilities                                                                      2,323             2,626
                                                                                   ---------         ---------

STOCKHOLDERS' EQUITY:
    Preferred stock, $.0001 par value; 5,000,000 shares
      authorized; none issued                                                             --                --
    Common stock, $.0001 par value; 100,000,000 shares authorized;
      16,663,240 and 16,649,048 shares issued and 16,588,240 and 16,574,048
      outstanding in 2004 and 2003, respectively                                           2                 2
    Additional paid-in capital                                                       368,452           367,031
    Accumulated deficit                                                             (277,238)         (276,767)
    Treasury stock, at cost                                                               (2)               (2)
    Accumulated other comprehensive income                                                41               (17)
    Deferred compensation                                                             (4,552)           (3,428)
                                                                                   ---------         ---------
Total stockholders' equity                                                            86,703            86,819
                                                                                   ---------         ---------

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                    $  89,026         $  89,445
                                                                                   =========         =========
</TABLE>


<PAGE>


                               CLARUS CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)


                                                 THREE MONTHS ENDED
                                                      MARCH 31,
                                             -------------------------
                                               2004              2003
                                             --------         --------
REVENUES:
   Services fees                             $     --         $     53
                                             --------         --------
     Total revenues                                --               53


OPERATING EXPENSES:
   General and administrative                     723            1,891
   Provision for doubtful accounts                 --               67
   Depreciation and amortization                   --              761
                                             --------         --------
     Total operating expenses                     723            2,719

OPERATING LOSS                                   (723)          (2,666)
OTHER INCOME/(EXPENSE)                             17              (48)
INTEREST INCOME                                   235              358
INTEREST EXPENSE                                   --              (56)
                                             --------         --------
 NET LOSS                                    $   (471)        $ (2,412)
                                             ========         ========

  Loss per common share:
       Basic                                 $  (0.03)        $  (0.15)
       Diluted                               $  (0.03)        $  (0.15)

  Weighted average shares outstanding
       Basic                                   16,081           15,739
       Diluted                                 16,081           15,739


<PAGE>

                               CLARUS CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                         THREE MONTHS ENDED
                                                                                             MARCH 31,
                                                                                     -------------------------
                                                                                       2004               2003
                                                                                     --------         --------
<S>                                                                                  <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                             $   (471)        $ (2,412)
Adjustments to reconcile net loss to net cash used in operating activities:
    Depreciation and amortization on property and equipment                                --              761
    Amortization of deferred employee compensation                                        246                4
    Amortization of premiums on purchases of marketable securities                        369               --
    Provision for doubtful accounts                                                        --              (67)
    Loss/(Gain) on sale of marketable securities                                          (17)              48
    Changes in operating assets and liabilities:
        Accounts receivable                                                                --              534
        Interest receivable, prepaid and other current assets                            (344)             394
        Assets held for sale                                                               --               48
        Accounts payable and accrued liabilities                                         (303)             224
        Deferred revenue                                                                   --              (53)
        Liabilities to be assumed                                                          --             (220)
                                                                                     --------         --------
              NET CASH (USED IN) OPERATING ACTIVITIES                                    (520)            (739)

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of marketable securities                                                 (39,829)         (35,765)
    Proceeds from maturity of marketable securities                                    13,176           43,629
    Proceeds from sale of marketable securities                                        51,244               --
    Additions to property and equipment                                                  (500)              --
                                                                                     --------         --------
              NET CASH PROVIDED BY INVESTING ACTIVITIES                                24,091            7,864

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from the exercises of stock options                                           51              391
    Proceeds from issuance of common stock related to employee stock purchase
      plan                                                                                 --               10
                                                                                     --------         --------
              NET CASH PROVIDED BY FINANCING ACTIVITIES                                    51              401
                                                                                     --------         --------
Effect of exchange rate change on cash                                                     --              (86)

CHANGE IN CASH AND CASH EQUIVALENTS                                                    23,622            7,440

CASH AND CASH EQUIVALENTS, beginning of period                                         15,045           42,225
                                                                                     --------         --------
CASH AND CASH EQUIVALENTS, end of period                                             $ 38,667         $ 49,665
                                                                                     ========         ========


SUPPLEMENTAL CASH FLOW DISCLOSURE:
    Cash paid for interest
                                                                                     $     --         $     56
                                                                                     ========         ========
NON CASH TRANSACTION

    Issuance of Restricted Stock                                                     $     50         $     --
                                                                                     ========         ========
</TABLE>


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