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): November 21, 2007

Affiliated Computer Services, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-12665	51-0310342
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
2828 North Haskell Avenue, Dallas, Texas		75204
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (214) 841-6111

Not Applicable
______________________________________________
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:

[  ]  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 8.01 Other Events.

The Company has announced today that Messrs. Robert B. Holland, III, J. Livingston Kosberg, Dennis McCuistion, Joseph P. O’Neill and Frank A. Rossi have agreed to dismiss their lawsuit, without prejuduce, seeking a declaratory judgment that they had not breached their fiduciary duties in responding to the offer by Mr. Deason and Cerberus to acquire the company. A copy of the Press Release is attached to this Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 - Press Release dated November 21, 2007 issued by Affiliated Computer Services, Inc. - Former Directors Agree to Dismiss Lawsuit

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.

	Affiliated Computer Services, Inc.
November 21, 2007	By:	Wayne R. Lewis
		Name: Wayne R. Lewis
		Title: Senior Vice President

Exhibit Index

Exhibit No.	Description
99.1	Exhibit 99.1 - Press Release dated November 21, 2007 issued by Affiliated Computer Services, Inc. - Former Directors Agree to Dismiss Lawsuit

EX-99.1

FOR IMMEDIATE RELEASE

Investor Contact	Media Contact
Jon Puckett Vice President Investor Relations Affiliated Computer Services, Inc. 214-841-8281 jon.puckett@acs-inc.com	Kevin Lightfoot Vice President Corporate Communications Affiliated Computer Services, Inc. 214-841-8191 kevin.lightfoot@acs-inc.com

Former Directors Agree to Dismiss Lawsuit

DALLAS, TEXAS: November 21, 2007 — Affiliated Computer Services, Inc. (NYSE: ACS) earlier today announced that Messrs. Robert B. Holland, III, J. Livingston Kosberg, Dennis McCuistion, Joseph P. O’Neill, and Frank A. Rossi resigned from the company’s Board of Directors.

These former directors have agreed to dismiss, without prejudice, their lawsuit seeking a declaratory judgment that they had not breached their fiduciary duties in responding to the offer by Mr. Darwin Deason, Chairman of the ACS Board of Directors, and Cerberus Capital Management, L.P., to acquire the company.

ACS, a FORTUNE 500 company with more than 62,000 people supporting client operations in more than 100 countries, provides business process outsourcing and information technology solutions to world-class commercial and government clients. The company’s Class A common stock trades on the New York Stock Exchange under the symbol “ACS.” Visit ACS on the Internet at www.acs-inc.com.