8-K

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): October 23, 2007

HILL INTERNATIONAL, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-50781	20-0953973
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

303 Lippincott Centre, Marlton, NJ	08053
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:(856) 810-6200

Arpeggio Acquisition Corporation

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.03 Material Modification to Rights of Security Holders.

On October 23, 2007, Hill International, Inc. (the “Company”) announced that it notified the holders of its warrants and of its units that it has called the warrants for redemption. The final redemption date for the warrants will be November 23, 2007. After the redemption date, holders of the warrants who have not exercised them will be paid $0.01 per warrant, and the warrants will be cancelled. The warrants are held directly and are also included in the Company’s outstanding units, each of which consists of one share of common stock and two warrants. A copy of the press release announcing the call of the warrants is attached as Exhibit 99.1 to this Form 8-K.

Item 8.01 Other Events.

As indicated under Item 3.03 “Material Modification to Rights of Security Holders,” we announced that we have notified the holders of our warrants and the holders of our units that we have called the warrants for redemption. See Item 3.03 for additional information regarding the redemption of our warrants.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired. None.

(b) Pro forma financial information. None.

(c) Shell Company Transactions. None.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated October 23, 2007.
99.2	Notice of Redemption dated October 23, 2007.

2

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.

	HILL INTERNATIONAL, INC.
	By:	/s/ John Fanelli III
	Name:	John Fanelli III
Dated: October 23, 2007	Title:	Senior Vice President and
		Chief Financial Officer

EX-99.1

Hill International, Inc.	The Equity Group Inc.
John P. Paolin	Devin Sullivan
Vice President of Marketing	Senior Vice President
(856) 810-6210	(212) 836-9608
johnpaolin@hillintl.com	dsullivan@equityny.com

FOR IMMEDIATE RELEASE

Hill International Calls for Redemption of

All Issued and Outstanding Warrants

Marlton, NJ - October 23, 2007 - Hill International (Nasdaq: HINT, HINTW, HINTU), the worldwide construction consulting firm, announced today that it is calling for the redemption of all of its outstanding warrants, which trade separately under the symbol HINTW or trade as part of the company’s units under the symbol HINTU. The redemption date for the warrants is November 23, 2007.

Each warrant entitles the holder to purchase from Hill one share of the company’s common stock at an exercise price of $5.00. Each unit consists of one share of common stock and two warrants. The warrants were originally issued during the initial public offering of Arpeggio Acquisition Corp., a specified purpose acquisition corporation, in June 2004. As a result of the merger between Arpeggio Acquisition Corp. and Hill International, Inc. in June 2006, the warrants are now exercisable into shares of common stock of Hill.

Hill has the right to call the warrants for redemption if the closing sale price of Hill’s common stock has been at least $8.50 per share on each of 20 trading days within any 30 trading day period ending on the third business day prior to the date on which notice of such call is given. The closing sale price of Hill’s common shares has been $8.50 or higher for each of the 20 consecutive trading days beginning on September 21, 2007 and ending on October 18, 2007. The closing sale price of Hill’s common stock on October 18, 2007 was $10.12 per share.

To exercise, warrant holders must deliver their warrant or unit certificate(s) together with the exercise price of $5.00 per warrant (payable to Hill International, Inc.) to the company’s stock transfer agent, Continental Stock Transfer & Trust Co., 17 Battery Place, New York, New York 10004, (212) 845-3200. On the redemption date, warrant holders who fail to exercise will be paid the sum of $0.01 per warrant and their warrants will be cancelled.

The shares of common stock associated with the notice of redemption of Hill’s warrants have been offered under the Company's registration statement, which was declared effective by the Securities and Exchange Commission. The offering of these securities is being made only by means of a prospectus supplement dated October 23, 2007 and related prospectus dated December 21, 2006. Copies of the prospectus supplement and related prospectus may be obtained from Continental Stock Transfer & Trust Co.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state.

There were originally 13.6 million warrants issued and there are currently approximately 10.9 million warrants that remain outstanding. Assuming exercise of all outstanding warrants, Hill would receive gross proceeds of approximately $54.5 million and there will be a total of approximately 38.2 million shares of Hill’s common stock issued and outstanding on the redemption date.

“The cash that will be injected into Hill as a result of the exercise of the warrants will significantly strengthen our financial position, which we expect will allow us to continue to pursue our strategic growth objectives and enhance the long-term value of Hill for all of our stockholders,” said Irvin E. Richter, Hill’s Chairman and Chief Executive Officer.

Hill International, with 1,500 employees in 70 offices worldwide, provides program management, project management, construction management, and construction claims services. Engineering News-Record magazine recently ranked Hill as the 10th largest construction management firm in the United States. For more information on Hill, please visit our website at www.hillintl.com.

This press release may include certain statements that fall within the definition of “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. Any such statements are subject to risks and uncertainties, overall economic and market conditions, competitors’ and clients’ actions, and other conditions, which could cause actual results to differ materially from those anticipated, including those risks identified in Hill’s filings with the Securities and Exchange Commission. Accordingly, such statements should be considered in light of these risks. Any prediction by Hill is only a statement of management’s belief at the time the prediction is made. There can be no assurance that any prediction once made will continue thereafter to reflect management’s belief, and Hill does not undertake to update publicly its predictions, whether as a result of new information, future events or otherwise.

(HINT-G)

#######

EX-99.2

HILL INTERNATIONAL, INC.

303 Lippincott Centre

Marlton, NJ 08053

October 23, 2007    

Notice of Redemption - Redemption Date of November 23, 2007

Dear Warrant Holder:

You are receiving this notice as a holder of warrants or units of Hill International, Inc. The warrants were originally issued by Arpeggio Acquisition Corp. in June 2004. As a result of the merger of Arpeggio Acquisition Corp. with Hill International, Inc., on June 28, 2006, the warrants are now exercisable for the shares of common stock of Hill International, Inc. The warrants are also included in Hill’s units, each of which consists of two warrants and one share of common stock.

We are calling the warrants for redemption at this time. You have until November 23, 2007, the date of redemption, to exercise the warrants. If any warrants are not exercised before November 23, 2007, you will be paid $0.01 per warrant, and the warrants will then be cancelled, and you will no longer have the right to purchase any shares under them. We encourage you to consult with your broker or financial advisor to consider whether or not to exercise the warrants. A broker protect period of 3 business days has been adopted. Brokers will have three days to deliver the warrants to Continental Stock Transfer & Trust Company.

Under the terms of the warrant agreement which govern the warrants, we have the right to call the outstanding and un-exercised warrants for redemption, if the last sale price of the shares has been at least $8.50 for 20 of the last 30 trading days ending on the third business day prior to the date of this letter. The shares have been trading at or greater than $8.50 for the required period, and closed at $10.12 on October 18, 2007.

To exercise the warrants, you must send the warrant exercise price of $5.00 for each warrant you wish to exercise. The payment must be in cash, good certified check or good bank draft, payable to Hill International, Inc. Send the warrant certificate, indicating on the reverse, in the section for warrant exercise, the number of warrants you are exercising and the full payment of the exercise price to the company in the care of:

Continental Stock Transfer & Trust Company

17 Battery Place

New York, New York 10004

Attention: Compliance Department

If you have any questions about exercising the warrants, please contact Hill’s General Counsel, William H. Dengler, Jr., at (856) 810-6257.

Sincerely,

/s/ John Fanelli III

John Fanelli III

Senior Vice President and

Chief Financial Officer