<SUBMISSION>
<ACCESSION-NUMBER>0000950144-00-008802
<TYPE>SC TO-C
<PUBLIC-DOCUMENT-COUNT>4
<FILING-DATE>20000717
<GROUP-MEMBERS>HARLAND JOHN H CO
<GROUP-MEMBERS>JH ACQUISITION CORP
<SUBJECT-COMPANY>
<COMPANY-DATA>
<CONFORMED-NAME>CFI PROSERVICES INC
<CIK>0000908180
<ASSIGNED-SIC>7372
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<STATE-OF-INCORPORATION>OR
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC TO-C
<ACT>34
<FILE-NUMBER>005-45577
<FILM-NUMBER>674096
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>400 S W SIXTH AVE
<STREET2>SUITE 200
<CITY>PORTLAND
<STATE>OR
<ZIP>97204
<PHONE>5032747280
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<STREET2>STE 200
<CITY>PORTLAND
<STATE>OR
<ZIP>97204
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<CONFORMED-NAME>HARLAND JOHN H CO
<CIK>0000045599
<ASSIGNED-SIC>2780
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<STATE-OF-INCORPORATION>GA
<FISCAL-YEAR-END>1231
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<FILING-VALUES>
<FORM-TYPE>SC TO-C
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>2939 MILLER RD
<CITY>DECATUR
<STATE>GA
<ZIP>30035
<PHONE>7709819460
</BUSINESS-ADDRESS>
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<STREET1>2939 MILLER RD
<CITY>DECATUR
<STATE>GA
<ZIP>30039
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<TYPE>SC TO-C
<SEQUENCE>1
<FILENAME>scto-c.txt
<DESCRIPTION>CONCENTREX INCORPORATED / JOHN H. HARLAND COMPANY
<TEXT>

<PAGE>   1
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


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

                                   SCHEDULE TO
                                 (RULE 14D-100)
            TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                             CONCENTREX INCORPORATED
                       (Name of Subject Company (Issuer))

                             JOHN H. HARLAND COMPANY

                                       and

                              JH ACQUISITION CORP.
                                    (Bidders)
            (Names of Filing Persons (Identifying Status as Offeror,
                            Issuer or Other Person))

                      COMMON STOCK, NO PAR VALUE PER SHARE
                         (Title of Class of Securities)

                                    12525N100
                      (CUSIP Number of Class of Securities)

                             John H. Harland Company
                                2939 Miller Road
                             Decatur, Georgia 30035
                           Attn: John C. Waters, Esq.
                            Telephone: (770) 593-5617
            (Name, Address and Telephone Numbers of Person Authorized
     to Receive Notices and Communications on Behalf of the Filing Persons)

                                   Copies to:

                              Alan J. Prince, Esq.
                             Mark E. Thompson, Esq.
                                 King & Spalding
                              191 Peachtree Street
                             Atlanta, Georgia 30303
                            Telephone: (404) 572-4600


================================================================================

                            CALCULATION OF FILING FEE
       Transaction Valuation:                       Amount of Filing Fee:
           Not Applicable                               Not Applicable

================================================================================


<PAGE>   2

[ ]      Check the box if any part of the fee is offset as provided by Rule
         0-11(a)(2) and identify the filing with which the offsetting fee was
         previously paid. Identify the previous filing by registration statement
         number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: ______________           Filing Party: _____________

Form or Registration No.: ____________           Date Filed: _______________

[X]      Check the box if the filing relates solely to preliminary
         communications made before the commencement of a tender offer.

         Check the appropriate boxes below to designate any transactions to
         which the statement relates:

         [X]     third-party tender offer subject to Rule 14d-1.

         [ ]     issuer tender offer subject to Rule 13e-4.

         [ ]     going-private transaction subject to Rule 13e-3.

         [ ]     amendment to Schedule 13D under Rule 13d-2.

         Check the following box if the filing is a final amendment reporting
         the results of the tender offer: [ ]


<PAGE>   3

ITEM 12.      EXHIBITS

99(a)(1)    Text of press release issued by John H. Harland Company dated July
            17, 2000.

99(a)(2)    Text of press release issued by Concentrex Incorporated dated July
            17, 2000.

99(a)(3)    Text of script for John H. Harland Company analyst conference call
            dated July 17, 2000.

<TABLE>
<CAPTION>

Exhibit
Number      Exhibit Name
------      ------------
<S>         <C>
99(a)(1)    Text of press release issued by John H. Harland Company dated July
            17, 2000.

99(a)(2)    Text of press release issued by Concentrex Incorporated dated July
            17, 2000.

99(a)(3)    Text of script for John H. Harland Company analyst conference call
            dated July 17, 2000.
</TABLE>


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.(A)(1)
<SEQUENCE>2
<FILENAME>ex99-a1.txt
<DESCRIPTION>TEXT OF PRESS RELEASE
<TEXT>

<PAGE>   1

                                                                EXHIBIT 99(a)(1)


            FOR MORE INFORMATION, CONTACT:

                                    INVESTORS

            Victoria P. Weyand, Vice President of Communications
            770-593-5127
            vweyand@harland.net

                                      MEDIA

            John Pensec, Director of Corporate Communications
            770-593-5443
            jpensec@harland.net



                   HARLAND TO ACQUIRE CONCENTREX INCORPORATED


            Acquisition Gives Harland a Leading Position in Financial Software


            ATLANTA (July 17, 2000) - John H. Harland Company (NYSE: JH) has
            signed a definitive agreement to acquire the outstanding shares of
            Concentrex Incorporated (Nasdaq: CCTX) in a tender offer for $7 per
            share, the companies announced today.

            As a result of this acquisition, Harland will be one of the larger
            software companies focused on the financial institution market, with
            leading positions in lending and mortgage origination and closing
            applications, core application offerings for credit unions, MCIFs
            and business intelligence solutions. Harland will also gain a
            position from which to deliver e-commerce solutions. The company's
            combined software revenues for 2000 are projected to be $150 million
            on an annualized basis.

            Harland will pay approximately $140 million for Concentrex, which
            includes loan obligations and transaction-related expenses. Harland
            expects the acquisition to be dilutive to earnings during 2000 and
            2001. Excluding the write-off of acquired in-process research and
            development costs, dilution in 2000 is projected to be about $0.15
            per share. However, the acquisition is expected to be accretive to
            cash flow by the end of 2000. The company expects to commence the
            tender offer on or about July 21. The tender offer will be followed
            by a merger, in which any remaining shares will be converted into
            the right to receive $7 in cash. The closing is subject to receiving
            a majority of Concentrex's outstanding shares in the tender offer,
            receiving regulatory approval and other closing conditions.


                                    - more -


<PAGE>   2

HARLAND TO ACQUIRE CONCENTREX INCORPORATED
JULY 17, 2000
PAGE TWO

"The combined products, significant customer base and employee talent will give
Harland critical mass in software for financial institutions, market leadership
in key segments and an important growth platform," said Timothy C. Tuff,
chairman and chief executive officer of Harland. "We will be able to launch
tightly integrated software solutions for financial institutions that build on
our complementary product suites."

Matt Chapman, chairman and chief executive officer of Concentrex, said, "This
agreement provides opportunity for both companies and is the best way to enhance
value for our customers and employees while providing our shareholders with a
material premium over the current share price."

John O'Malley, vice president and general manager of Harland Software, will
manage the combined organization. O'Malley joined Harland in 1999 with more than
20 years experience in the financial services market, including executive
positions with Hogan Systems and Fiserv, where he managed Fiserv's community
bank core processing division.
                                       ###

This announcement is neither an offer to purchase nor a solicitation of an offer
to sell shares of Concentrex Incorporated. At the time the offer is commenced
Harland will file a tender offer statement with the Securities and Exchange
Commission (SEC) and Concentrex will file a solicitation/recommendation
statement with respect to the offer. Concentrex shareholders are advised to read
the tender offer statement regarding the acquisition of Concentrex referenced in
this press release, and the related solicitation/recommendation statement. The
tender offer statement (including an offer to purchase, letter of transmittal
and related tender documents) and the solicitation/recommendation statement will
contain important information which should be read carefully before any decision
is made with respect to the offer. These documents will be made available to all
stockholders of Concentrex at no expense to them. These documents will also be
available at no charge on the SEC's web site at www.sec.gov.

                                  ABOUT HARLAND

Atlanta-based John H. Harland Company (www.harland.net) is listed on the New
York Stock Exchange under the symbol "JH." Harland is a leading provider of
checks, financial software and direct marketing to the financial institution
market. Scantron Corporation (www.scantron.com), a wholly owned subsidiary, is a
leading provider of software services and systems for the collection, management
and interpretation of data to the financial, commercial and educational markets.

                          ABOUT CONCENTREX INCORPORATED

Concentrex Incorporated, based in Portland, Oregon, is a leading provider of
technology-powered solutions to deliver financial services, including a broad
range of traditional software and services integrated with leading e-commerce
solutions that already enable its customers to serve more than 1 million home
banking customers. Concentrex serves over 5,500 financial institutions of all
types and sizes in the United States. Concentrex has major offices in 11
additional cities across the country. Its World Wide Web site is
www.concentrex.com.

This press release contains statements which may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements include statements regarding the intent, belief or
current expectations of John H. Harland Company,


<PAGE>   3

Concentrex Incorporated and members of their respective management, as well as
the assumptions on which such statements are based. Prospective investors are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties and that actual results may
differ materially from those contemplated by such forward-looking statements.
Reference is made to the Risk Factors and Cautionary Statements of Harland's
Form 10-K and Form 10-Q and to Concentrex's Securities and Exchange Commission
reports filed under the Securities Exchange Act.


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.(A)(2)
<SEQUENCE>3
<FILENAME>ex99-a2.txt
<DESCRIPTION>TEXT OF PRESS RELEASE
<TEXT>

<PAGE>   1

                                                                EXHIBIT 99(a)(2)


JOHN H. HARLAND BUYS CONCENTREX FOR $7.00 PER SHARE Monday, July 17, 2000 08:05
AM

PORTLAND, Ore., July 17 /PRNewswire/ -- Concentrex Incorporated (Nasdaq: CCTX,
news, msgs) announced today that it has reached an agreement with John H.
Harland Company (NYSE: JH, news, msgs) under the terms of which Harland will pay
approximately $140 million for Concentrex, taking into account the Company's
loan obligations and transaction-related expenses. The transaction will take the
form of a tender offer of $7.00 per Concentrex share and is expected to close in
August. The closing is subject to receiving a majority of Concentrex's
outstanding shares in the tender offer, receiving regulatory approval and other
closing conditions.

"There is little overlap between Harland's software division and Concentrex in
terms of products, and we believe this acquisition provides the best opportunity
for our employees and our customers," said Matt Chapman, Concentrex Chairman and
CEO. "Concentrex has been under extreme pressure because of concerns over our
financial situation and a transaction of this type was essential for the
Company. Getting the benefit of Harland's extremely strong balance sheet and
cash generation will address this financial concern, while providing a material
premium over the current share price for our shareholders." Concentrex also
announced today that its second quarter results are expected to be substantially
below analyst expectations, and, as a result, it is in default under the loan
covenants with its lenders. "Our financial position with our lenders is a
principal reason we have chosen to sell the company," added Chapman. Allen & Co.
was retained by Concentrex to assist it in pursuing strategic alternatives and
served as investment advisor in this transaction.

    About Concentrex Incorporated

Concentrex Incorporated, based in Portland, Oregon, is a leading provider of
technology-powered solutions to deliver financial services, including a broad
range of traditional software and services integrated with leading e-commerce
solutions that already enable its customers to serve more than one million home
banking customers. Concentrex serves over 5,000 financial institutions of all
types and sizes in the United States. Concentrex has major offices in 11
additional cities across the country. Its World Wide Web site is
www.concentrex.com

    About Harland

Atlanta-based John H. Harland Company (www.harland.net) is listed on the New
York Stock Exchange under the symbol "JH." Harland is a leading provider of
checks, financial software and direct marketing to the financial institution
market. Scantron Corporation (www.scantron.com), a wholly owned subsidiary, is a
leading provider of software services and systems for the collection, management
and interpretation of data to the financial, commercial and educational markets.

This announcement is neither an offer to purchase nor a solicitation of an offer
to sell shares of Concentrex Incorporated. At the time the offer is commenced
Harland will file a tender offer statement with the U.S. Securities and Exchange
Commission (SEC) and Concentrex will file a solicitation/recommendation
statement with respect to the offer. Concentrex shareholders are advised to read
the tender offer statement regarding the acquisition of Concentrex referenced in
this press release, and the related solicitation/recommendation statement. The
tender offer statement (including an offer to purchase, letter of transmittal
and related tender documents) and the solicitation/recommendation statement will
contain important information which should be read carefully before any decision
is made with respect to the offer. These documents will be made available to all
stockholders of Concentrex at no expense to them. These documents will also be
available at no charge on the SEC's web site at www.sec.gov.

This press release contains statements which may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements include statements regarding the intent, belief or
current expectations of John H. Harland Company, Concentrex Incorporated


<PAGE>   2

and members of their respective management, as well as the assumptions on which
such statements are based. Prospective investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties and that actual results may differ materially from those
contemplated by such forward-looking statements. Reference is made to the Risk
Factors and Cautionary Statements of Harland's Form 10-K and Form 10-Q and to
Concentrex's Securities and Exchange Commission reports filed under the
Securities Exchange Act.

SOURCE Concentrex Incorporated

CONTACT: media, Tom Gauntt, Public Relations, ext. 2177, tgauntt@concentrex.com,
or investors, Deanna Whitestone, Investor Relations, ext. 2418,
dwhitestone@concentrex.com, both of Concentrex Incorporated, 503-274-7280; or
John Pensec, Director of Corporate Communications, 770-593-5543,
jpensec@harland.net, or Victoria P. Weyand, Vice President of Communications,
770-593-5127, vweyand@harland.net, both of John H. Harland Company


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.(A)(3)
<SEQUENCE>4
<FILENAME>ex99-a3.txt
<DESCRIPTION>TEST OF SCRIPT
<TEXT>

<PAGE>   1


                                                                EXHIBIT 99(a)(3)

                                   SCRIPT FOR
                          JULY 17, 2000 CONFERENCE CALL

[Tim Tuff speaking]

Good morning.

We've said all along that Harland is a turnaround and growth scenario. We'll
cover our progress on the turnaround next week when we discuss second quarter
earnings. Today, however, we have taken a major step forward on our growth
strategy.

Harland has signed a definitive agreement to acquire Concentrex Incorporated in
a tender offer for $7 per share. This announcement speaks directly to the
establishment of a growth platform for the company and to our mission to produce
superior returns for our shareholders by being the leading provider of products
and services to our chosen segments of the financial and educational markets.



Concentrex will help us produce superior returns for our shareholders by giving
us the opportunity to increase revenue growth. This will be accomplished by
increasing our product and services offerings and by significantly increasing
our software customer base. Concentrex will also give us leading positions in
key market segments. We also anticipate this transaction to be accretive to cash
flow by the end of the year.


Concentrex serves more than 5,500 financial institutions in the U.S. Thirteen of
the country's 20 largest financial institutions use mission critical systems
designed by Concentrex, and more than half of all banks and about 1,000 credit
unions - use Concentrex's products.

With the acquisition, Harland will be one of the larger providers of software to
the financial institution market. The company's combined software revenues for
2000 are projected to be $150 million on an annualized basis. We'll also achieve
our goal of being #1 or #2 in a number of key market segments, including:

#1 in lending
#1 in MCIFs


<PAGE>   2

#1 or #2 in data marts
#2 in mortgage and
#2 or #3 in core applications for credit unions

With Concentrex's e-commerce products, we also gain a starting position to
deliver Internet solutions for financial institutions.

-        Bill payment

-        Online banking

-        Business-to-business portal offering additional products and services
         to financial institutions

Concentrex's highly respected LaserPro lending suite complements our own product
- financial.center - which we recently introduced. We'll now be able to provide
a full-range of lending products and services tailored to the specific
technology needs of customers - whether they need a Windows or browser-based
solution.

We believe that the acquisition of Concentrex will give us critical mass in this
industry, a clear growth platform, strong complementary products that can be
tightly integrated, a significantly expanded customer base and excellent
employee talent.

Having said that, we view this as a turnaround situation. But we've done those
before. Our approach will be to focus on Concentrex's core businesses, restore
customer focus and introduce clear, bottom-line accountability. We'll articulate
more details once the deal is closed.

Harland's combined software businesses will report to John O'Malley. John joined
Harland in 1999 with more than 20 years experience in the financial services
market, including executive positions with Hogan Systems and Fiserv.

We expect to finalize the acquisition in late August, and with that, I'll turn
it over to Charlie.
<PAGE>   3

[Charlie Carden speaking]

Thank you Tim.

I'd like to go over some of the financial parameters of the transaction for you.
As Tim said earlier, the total transaction value is approximately $140 million,
of which $46 million represents the purchase of equity, and about $94 million
represents the assumption of debt and other liabilities and certain
transaction-related costs.

The goodwill to be reflected is expected to be approximately $106 million after
a writeoff of $10 million of in-process R&D.

Excluding the impact of the write-off of acquired in-process research and
development costs, the transaction will be dilutive to earnings per share by
about $0.15 in 2000 and $0.11 in 2001. It will be accretive thereafter. On a
cash basis, we expect it to be accretive by the fourth quarter of this year.

The acquisition will be financed by cash on hand and a new senior revolving
credit facility, with SunTrust as the arranging agent and First Union and
Wachovia as co-agents. Harland's existing Senior A Notes ($85 million) and Term
Loan ($15 million) will be refinanced in this transaction.

Harland's second quarter earnings will be announced on July 24th. A conference
call has been scheduled at 10:00am on that date. We look forward to talking with
you then.

At this point, I'll turn the call back to Tim.


</TEXT>
</DOCUMENT>
</SUBMISSION>
