10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2012

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM                      to                     .

Commission File Number 1-10427

ROBERT HALF INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

Delaware	94-1648752
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2884 Sand Hill Road Suite 200 Menlo Park, California	94025
(Address of principal executive offices)	(zip-code)

Registrant’s telephone number, including area code: (650) 234-6000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. (Check one):

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of July 31, 2012:

141,803,257 shares of $.001 par value Common Stock

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

(in thousands, except share amounts)

	June 30, 2012		December 31, 2011
ASSETS
Cash and cash equivalents	$	258,578	$	279,336
Accounts receivable, less allowances of $24,725 and $22,627		531,848		493,327
Current deferred income taxes		101,636		88,578
Other current assets		148,602		145,437
Total current assets		1,040,664		1,006,678
Goodwill		190,388		189,423
Other intangible assets, net		567		50
Property and equipment, net		105,504		107,972
Other assets		7,276		7,713
Total assets	$	1,344,399	$	1,311,836
LIABILITIES
Accounts payable and accrued expenses	$	123,706	$	117,596
Accrued payroll costs and retirement obligations		346,769		355,294
Income taxes payable		25,728		—
Current portion of notes payable and other indebtedness		114		111
Total current liabilities		496,317		473,001
Notes payable and other indebtedness, less current portion		1,487		1,545
Other liabilities		37,235		36,785
Total liabilities		535,039		511,331
Commitments and Contingencies (Note G)
STOCKHOLDERS’ EQUITY
Preferred stock, $.001 par value authorized 5,000,000 shares; issued and outstanding zero shares		—		—
Common stock, $.001 par value authorized 260,000,000 shares; issued and outstanding 141,685,589 shares and 142,085,533 shares		142		142
Capital surplus		770,711		759,476
Accumulated other comprehensive income		38,507		40,887
Retained earnings		—		—
Total stockholders’ equity		809,360		800,505
Total liabilities and stockholders’ equity	$	1,344,399	$	1,311,836

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

2

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(in thousands, except per share amounts)

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net service revenues	$	1,028,383		$	937,966		$	2,043,827		$	1,818,835
Direct costs of services, consisting of payroll, payroll taxes, insurance costs and reimbursable expenses		613,080			565,678			1,226,441			1,108,458
Gross margin		415,303			372,288			817,386			710,377
Selling, general and administrative expenses		343,264			311,202			665,282			604,888
Amortization of intangible assets		52			40			87			79
Interest income, net		(285	)		(238	)		(519	)		(450	)
Income before income taxes		72,272			61,284			152,536			105,860
Provision for income taxes		26,943			24,859			58,873			42,730
Net income	$	45,329		$	36,425		$	93,663		$	63,130
Net income available to common stockholders—diluted	$	45,101		$	35,890		$	93,171		$	62,194
Net income per share (Note J):
Basic	$	.33		$	.25		$	.67		$	.44
Diluted	$	.32		$	.25		$	.67		$	.43
Shares:
Basic		138,588			141,286			138,986			141,966
Diluted		139,739			142,585			140,036			143,357
Cash dividends declared per share	$	.15		$	.14		$	.30		$	.28

3

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(in thousands)

	Three Months Ended June 30,					Six Months Ended June 30,
	2012			2011		2012			2011
COMPREHENSIVE INCOME:
Net income	$	45,329		$	36,425	$	93,663		$	63,130
Foreign currency translation adjustments, net of tax		(6,452	)		3,581		(2,380	)		11,014
Total comprehensive income	$	38,877		$	40,006	$	91,283		$	74,144

4

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

(in thousands, except per share amounts)

	Six Months Ended June 30,
	2012			2011
COMMON STOCK—SHARES:
Balance at beginning of period		142,086			146,183
Net issuances of restricted stock		1,240			1,265
Repurchases of common stock		(3,484	)		(3,151	)
Exercises of stock options		1,844			584
Balance at end of period		141,686			144,881
COMMON STOCK—PAR VALUE:
Balance at beginning of period	$	142		$	146
Net issuances of restricted stock		1			1
Repurchases of common stock		(3	)		(3	)
Exercise of stock options		2			1
Balance at end of period	$	142		$	145
CAPITAL SURPLUS:
Balance at beginning of period	$	759,476		$	787,105
Net issuances of restricted stock at par value		(1	)		(1	)
Repurchases of common stock—excess over par value		(7,714	)		(28,412	)
Cash dividends ($.30 per share and $.28 per share)		(42,614	)		(40,976	)
Stock-based compensation expense		20,205			25,447
Exercises of stock options—excess over par value		35,389			13,692
Tax impact of equity incentive plans		5,970			1,496
Balance at end of period	$	770,711		$	758,351
ACCUMULATED OTHER COMPREHENSIVE INCOME:
Balance at beginning of period	$	40,887		$	47,120
Foreign currency translation adjustments, net of tax		(2,380	)		11,014
Balance at end of period	$	38,507		$	58,134
RETAINED EARNINGS:
Balance at beginning of period	$	—		$	—
Net income		93,663			63,130
Repurchases of common stock—excess over par value		(93,663	)		(63,130	)
Balance at end of period	$	—		$	—

5

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(in thousands)

	Six Months Ended June 30,
	2012			2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	93,663		$	63,130
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets		87			79
Depreciation expense		24,280			25,703
Stock-based compensation expense—restricted stock and stock units		20,205			25,447
Excess tax benefits from stock-based compensation		(2,895	)		(944	)
Provision for deferred income taxes		(13,973	)		(6,781	)
Provision for doubtful accounts receivable		4,644			2,309
Changes in assets and liabilities:
Increase in accounts receivable		(44,317	)		(65,517	)
(Decrease) increase in accounts payable, accrued expenses, accrued payroll costs and retirement obligations		(3,114	)		17,479
Increase in income taxes payable		38,650			28,770
Change in other assets, net of change in other liabilities		(1,944	)		(1,793	)
Net cash flows provided by operating activities		115,286			87,882
CASH FLOWS FROM INVESTING ACTIVITIES:
Payment for acquisitions, net of cash acquired		(1,484	)		—
Capital expenditures		(24,211	)		(28,375	)
Increase in trusts for employee benefits and retirement plans		(3,596	)		(2,785	)
Net cash flows used in investing activities		(29,291	)		(31,160	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchases of common stock		(101,380	)		(91,545	)
Cash dividends paid		(41,874	)		(40,307	)
Increase in notes payable and other indebtedness		(55	)		(60	)
Excess tax benefits from stock-based compensation		2,895			944
Proceeds from exercises of stock options		35,391			13,693
Net cash flows used in financing activities		(105,023	)		(117,275	)
Effect of exchange rate changes on cash and cash equivalents		(1,730	)		6,487
Net decrease in cash and cash equivalents		(20,758	)		(54,066	)
Cash and cash equivalents at beginning of period		279,336			315,137
Cash and cash equivalents at end of period	$	258,578		$	261,071
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	208		$	273
Income taxes, net of refunds	$	35,507		$	19,251

6

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

June 30, 2012

Note A—Summary of Significant Accounting Policies

Nature of Operations. Robert Half International Inc. (the “Company”) provides specialized staffing and risk consulting services through such divisions as Accountemps^®, Robert Half^® Finance & Accounting, OfficeTeam^®, Robert Half^® Technology, Robert Half^® Management Resources, Robert Half^® Legal, The Creative Group^®, and Protiviti^®. The Company, through its Accountemps, Robert Half Finance & Accounting, and Robert Half Management Resources divisions, is a specialized provider of temporary, full-time, and project professionals in the fields of accounting and finance. OfficeTeam specializes in highly skilled temporary administrative support personnel. Robert Half Technology provides information technology professionals. Robert Half Legal provides temporary, project, and full-time staffing of attorneys and specialized support personnel within law firms and corporate legal departments. The Creative Group provides project staffing in the advertising, marketing, and web design fields. Protiviti provides business consulting and internal audit services, and is a wholly owned subsidiary of the Company. Revenues are predominantly derived from specialized staffing services. The Company operates in North America, South America, Europe, Asia and Australia. The Company is a Delaware corporation.

Basis of Presentation. The unaudited Condensed Consolidated Financial Statements (“Financial Statements”) of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The comparative year-end condensed consolidated statement of financial position data presented was derived from audited financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) necessary for a fair statement of the financial position and results of operations for the periods presented have been included. These Financial Statements should be read in conjunction with the audited Consolidated Financial Statements of the Company for the year ended December 31, 2011, included in its annual report on Form 10-K. The results of operations for any interim period are not necessarily indicative of, nor comparable to, the results of operations for a full year.

Principles of Consolidation. The Financial Statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. All intercompany balances have been eliminated.

Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. As of June 30, 2012, such estimates included allowances for uncollectible accounts receivable, workers’ compensation losses, and income and other taxes. Management estimates are also utilized in the Company’s goodwill impairment assessment.

Advertising Costs. The Company expenses all advertising costs as incurred. Advertising costs for the three and six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Advertising costs	$	11,290	$	10,384	$	21,226	$	19,750

7

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note A—Summary of Significant Accounting Policies (Continued)

Internal-use Software. The Company capitalizes direct costs incurred in the development of internal-use software. Amounts capitalized are reported as a component of computer software within property and equipment. Internal-use software development costs capitalized for the three and six months ended June 30, 2012 and 2011 are reflected in the following table (in thousands):

	Three Months Ended June  30,				Six Months Ended June  30,
	2012		2011		2012		2011
Internal-use software development costs	$	4,984	$	4,735	$	9,681	$	7,993

Note B—New Accounting Pronouncements

Balance Sheet Disclosures. In December 2011, the Financial Standards Board (“FASB”) issued authoritative guidance in regards to the presentation of netting assets and liabilities of financial and derivative instruments as a single amount in the statement of financial position to address the difference between GAAP and international financial reporting standards (“IFRS”). This authoritative guidance is to be applied for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Company does not expect the adoption of this guidance to have a material effect on its Financial Statements.

Comprehensive Income. In June 2011, the FASB issued authoritative guidance which allows an entity the option to present net income, and comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This authoritative guidance eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholder’s equity. This authoritative guidance is to be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Except for presentation requirements, the adoption of this guidance as of March 31, 2012, did not have an impact on the Company’s Financial Statements. In December 2011, the FASB issued authoritative guidance to defer only those changes related to the presentation of reclassification adjustments. The amendments are being made to allow the FASB time to reconsider whether to present on the face of the financial statements the effects of reclassifications out of accumulated other comprehensive income on the components of net income and other comprehensive income for all periods presented.

Note C—Other Current Assets

Other current assets consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Deposits in trusts for employee benefits and retirement plans	$	91,928	$	87,646
Other		56,674		57,791
	$	148,602	$	145,437

8

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note D—Goodwill

The following table sets forth the activity in goodwill from December 31, 2011, through June 30, 2012 (in thousands):

	Goodwill
Balance as of December 31, 2011	$	189,423
Acquisitions		947
Foreign currency translation adjustments		18
Balance as of June 30, 2012	$	190,388

Note E—Property and Equipment, Net

Property and equipment consisted of the following (in thousands):

	June 30, 2012			December 31, 2011
Computer hardware	$	125,951		$	122,619
Computer software		259,773			249,843
Furniture and equipment		115,850			108,917
Leasehold improvements		116,842			113,972
Other		12,997			15,143
Property and equipment, cost		631,413			610,494
Accumulated depreciation		(525,909	)		(502,522	)
Property and equipment, net	$	105,504		$	107,972

Note F—Accrued Payroll Costs and Retirement Obligations

Accrued payroll costs and retirement obligations consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Payroll and benefits	$	203,810	$	181,035
Employee retirement obligations		88,349		87,031
Workers’ compensation		27,680		24,217
Payroll taxes		26,930		63,011
	$	346,769	$	355,294

Included in employee retirement obligations is the following (in thousands):

	June 30, 2012		December 31, 2011
Deferred compensation plan and other benefits related to the Company’s Chief Executive Officer	$	72,447	$	71,603

9

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note G—Commitments and Contingencies

The Company’s prior filings contained disclosures regarding three lawsuits against the Company filed in the California Superior Court: one by Plaintiff Mark Laffitte, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers; one by Plaintiff Isabel Apolinario, on behalf of herself and a putative class of salaried Account Executives and Staffing Managers; and one by Plaintiff Van Williamson, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers. As previously reported by the Company, the Company believes it has meritorious defenses to the allegations and has vigorously defended against each litigation. As disclosed in the Company’s Current Report on Form 8-K dated April 24, 2012, and its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012, these cases were set for voluntary mediation on June 18, 2012. On July 5, 2012, the parties to these lawsuits entered into a Memorandum of Agreement, which is expected to settle and resolve all claims. The settlement resulted in a pre-tax charge to second quarter 2012 Selling, General and Administrative expenses of $19.0 million and a net after-tax charge to second quarter 2012 Net Income of approximately $11.4 million. The actual settlement of the cases is contingent upon the execution of a formal written settlement agreement approved by the courts. Based on the settlement terms contained in the Memorandum of Agreement, the Company has determined that these cases are not currently material pending legal proceedings. Accordingly, the Company does not presently intend to make disclosures regarding these cases in its future Securities and Exchange Commission filings.

On April 23, 2010, Plaintiffs David Opalinski and James McCabe, on behalf of themselves and a putative class of similarly situated Staffing Managers, filed a Complaint in the United States District Court for the District of New Jersey naming the Company and one of its subsidiaries as Defendants. The Complaint alleges that salaried Staffing Managers located throughout the U.S. have been misclassified as exempt from the Fair Labor Standards Act’s overtime pay requirements. Plaintiffs seek an unspecified amount for unpaid overtime on behalf of themselves and the class they purport to represent. Plaintiffs also seek an unspecified amount for statutory penalties, attorneys’ fees and other damages. On October 6, 2011, the Court granted the Company’s motion to compel arbitration of the Plaintiffs’ allegations. At this stage, it is not feasible to predict the outcome of or a range of loss, should a loss occur, from these allegations and, accordingly, no amounts have been provided in the Company’s financial statements. The Company believes it has meritorious defenses to the allegations, and the Company intends to continue to vigorously defend against the allegations.

The Company is involved in a number of other lawsuits arising in the ordinary course of business. While management does not expect any of these other matters to have a material adverse effect on the Company’s results of operations, financial position or cash flows, litigation is subject to certain inherent uncertainties.

Legal costs associated with the resolution of claims, lawsuits and other contingencies are expensed as incurred.

Note H—Stockholders’ Equity

Stock Repurchase Program. As of June 30, 2012, the Company is authorized to repurchase, from time to time, up to 3.6 million additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions. The number and the cost of common stock shares repurchased during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Common stock repurchased (in shares)		2,503		2,958
Common stock repurchased	$	72,361	$	85,851

10

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note H—Stockholders’ Equity (Continued)

Additional stock repurchases were made in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of exercise price and applicable statutory withholding taxes. Repurchases of shares are funded with cash generated from operations. The number and the cost of employee stock plan repurchases made during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Employee stock plan repurchased (in shares)		980		193
Employee stock plan repurchased	$	29,019	$	5,694

The repurchased shares are held in treasury and are presented as if constructively retired. Treasury stock is accounted for using the cost method. Treasury stock activity for the six months ended June 30, 2012 and 2011, (consisting of stock option exercises and the purchase of shares for the treasury) is presented in the unaudited Condensed Consolidated Statements of Stockholders’ Equity.

Cash Dividends. The Company’s Board of Directors may at their discretion declare and pay dividends upon the shares of the Company’s stock either out of the Company’s retained earnings or capital surplus. The cash dividends declared during the six months ended June 30, 2012 and 2011, are reflected in the following table:

	Six Months Ended June 30,
	2012		2011
Cash dividends declared per share	$	.30	$	.28

Repurchases of shares and issuances of cash dividends are applied first to the extent of retained earnings and any remaining amounts are applied to capital surplus. As a result, the Company had no retained earnings as of June 30, 2012 and December 31, 2011.

Note I—Stock Plans

Under various stock plans, officers, employees and outside directors have received or may receive grants of restricted stock, stock units, stock appreciation rights or options to purchase common stock. Grants have been made at the discretion of the Committees of the Board of Directors. Grants generally vest over four years. Shares offered under the plan are authorized but unissued shares or treasury shares.

Options currently outstanding under the plans have an exercise price equal to the fair market value of the Company’s common stock at the date of grant and consist of non-statutory stock options under the Internal Revenue Code, and generally have a term of 10 years.

Recipients of restricted stock do not pay any cash consideration to the Company for the shares, have the right to vote all shares subject to such grant, and for grants made prior to July 28, 2009, receive all dividends with respect to such shares on the dividend payment dates, whether or not the shares have vested as long as any performance condition has been met. Restricted stock grants made on or after July 28, 2009, contain forfeitable rights to dividends. Dividends for these grants are accrued on the dividend payment dates but are not paid until the shares vest, and dividends accrued for shares that ultimately do not vest are forfeited. Recipients of stock

11

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note I—Stock Plans (Continued)

units do not pay any cash consideration for the units, do not have the right to vote, and do not receive dividends with respect to such units. Compensation expense for restricted stock and stock units is generally recognized on a straight-line basis over the vesting period, based on the stock’s fair market value on the grant date. For restricted stock grants issued with performance conditions, compensation expense is recognized over each vesting tranche.

Note J—Net Income Per Share

The calculation of net income per share for the three and six months ended June 30, 2012 and 2011 is reflected in the following table (in thousands, except per share amounts):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Basic net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—basic		228		537		494		939
Net income available to common stockholders—basic	$	45,101	$	35,888	$	93,169	$	62,191
Basic weighted average shares		138,588		141,286		138,986		141,966
Basic net income per share	$	.33	$	.25	$	.67	$	.44
Diluted net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—diluted		228		535		492		936
Net income available to common stockholders—diluted	$	45,101	$	35,890	$	93,171	$	62,194
Basic weighted average shares		138,588		141,286		138,986		141,966
Dilutive effect of potential common shares		1,151		1,299		1,050		1,391
Diluted weighted average shares		139,739		142,585		140,036		143,357
Diluted net income per share	$	.32	$	.25	$	.67	$	.43

Potential common shares include the dilutive effect of stock options, unvested performance-based restricted stock, restricted stock which contain forfeitable rights to dividends, and stock units. The weighted average diluted common shares outstanding for the three and six months ended June 30, 2012 and 2011, excludes the effect of the following (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Total number of anti-dilutive potential common shares		239		803		233		664

Employee stock options will have a dilutive effect under the treasury method only when the respective period’s average market value of the Company’s common stock exceeds the exercise proceeds. Under the treasury method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost for future service that the Company has not yet recognized, and the amount of tax benefits that would be recorded in capital surplus, if the options were exercised and the stock units and performance-based restricted stock had vested.

12

ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note K—Business Segments

The Company, which aggregates its operating segments based on the nature of services, has three reportable segments: temporary and consultant staffing, permanent placement staffing, and risk consulting and internal audit services. The temporary and consultant segment provides specialized staffing in the accounting and finance, administrative and office, information technology, legal, advertising, marketing and web design fields. The permanent placement segment provides full-time personnel in the accounting, finance, administrative and office, and information technology fields. The risk consulting segment provides business and technology risk consulting and internal audit services.

The accounting policies of the segments are set forth in Note A—“Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. The Company evaluates performance based on income or loss from operations before net interest income, intangible amortization expense, and income taxes.

The following table provides a reconciliation of revenue and operating income (loss) by reportable segment to consolidated results (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net service revenues
Temporary and consultant staffing	$	829,008		$	752,369		$	1,658,665		$	1,467,051
Permanent placement staffing		89,141			80,663			172,003			148,267
Risk consulting and internal audit services		110,234			104,934			213,159			203,517
	$	1,028,383		$	937,966		$	2,043,827		$	1,818,835
Operating income (loss)
Temporary and consultant staffing	$	51,668		$	46,241		$	120,822		$	84,311
Permanent placement staffing		18,358			13,875			31,624			21,742
Risk consulting and internal audit services		2,013			970			(342	)		(564	)
		72,039			61,086			152,104			105,489
Amortization of intangible assets		52			40			87			79
Interest income, net		(285	)		(238	)		(519	)		(450	)
Income before income taxes	$	72,272		$	61,284		$	152,536		$	105,860

Note L—Subsequent Events

On August 1, 2012, the Company authorized the repurchase, from time to time, of up to 10 million shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions. The authorization is in addition to the 3.6 million shares remaining under the existing repurchase program.

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ROBERT HALF INTERNATIONAL INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

June 30, 2012

Note L—Subsequent Events (Continued)

On August 1, 2012, the Company announced the following:

Quarterly dividend per share	$.15
Declaration date	August 1, 2012
Record date	August 24, 2012
Payment date	September 14, 2012

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain information contained in Management’s Discussion and Analysis and in other parts of this report may be deemed forward-looking statements regarding events and financial trends that may affect the Company’s future operating results or financial positions. These statements may be identified by words such as “estimate”, “forecast”, “project”, “plan”, “intend”, “believe”, “expect”, “anticipate”, or variations or negatives thereof or by similar or comparable words or phrases. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the statements. These risks and uncertainties include, but are not limited to, the following: the global financial and economic situation; changes in levels of unemployment and other economic conditions in the United States or foreign countries where the Company does business, or in particular regions or industries; reduction in the supply of candidates for temporary employment or the Company’s ability to attract candidates; the entry of new competitors into the marketplace or expansion by existing competitors; the ability of the Company to maintain existing client relationships and attract new clients in the context of changing economic or competitive conditions; the impact of competitive pressures, including any change in the demand for the Company’s services, on the Company’s ability to maintain its margins; the possibility of the Company incurring liability for its activities, including the activities of its temporary employees, or for events impacting its temporary employees on clients’ premises; the possibility that adverse publicity could impact the Company’s ability to attract and retain clients and candidates; the success of the Company in attracting, training, and retaining qualified management personnel and other staff employees; the Company’s ability to comply with governmental regulations affecting personnel services businesses in particular or employer/employee relationships in general; whether there will be ongoing demand for Sarbanes-Oxley or other regulatory compliance services; the Company’s reliance on short-term contracts for a significant percentage of its business; litigation relating to prior or current transactions or activities, including litigation that may be disclosed from time to time in the Company’s SEC filings; the ability of the Company to manage its international operations and comply with foreign laws and regulations; the impact of fluctuations in foreign currency exchange rates; the possibility that the additional costs the Company will incur as a result of health care reform legislation may have a material adverse effect on the Company’s profit margins or the demand for the Company’s services; the possibility that the additional costs the Company will incur as a result of other government legislation or regulations may have a material adverse effect on the Company’s profit margins or the demand for the Company’s services; the possibility that the Company’s computer and communications hardware and software systems could be damaged or their service interrupted; and the possibility that the Company may fail to maintain adequate financial and management controls and as a result suffer errors in its financial reporting. Additionally, with respect to Protiviti, other risks and uncertainties include the fact that future success will depend on its ability to retain employees and attract clients; there can be no assurance that there will be ongoing demand for Sarbanes-Oxley or other regulatory compliance services; failure to produce projected revenues could adversely affect financial results; and there is the possibility of involvement in litigation relating to prior or current transactions or activities. Because long-term contracts are not a significant part of the Company’s business, future results cannot be reliably predicted by considering past trends or extrapolating past results.

Critical Accounting Policies and Estimates

The Company’s most critical accounting policies and estimates are those that involve subjective decisions or assessments and are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. Other than updates to estimates used in the Company’s goodwill impairment assessment discussed below, there were no material changes to these critical accounting policies during the six months ended June 30, 2012.

Goodwill Impairment. The Company assesses the impairment of goodwill annually in the second quarter, or more often if events or changes in circumstances indicate that the carrying value may not be recoverable in accordance with FASB authoritative guidance. The Company completed its annual goodwill impairment analysis as of June 30, 2012, and determined that no adjustment to the carrying value of goodwill was required.

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The Company follows FASB authoritative guidance utilizing a two-step approach for determining goodwill impairment. In the first step the Company determines the fair value of each reporting unit utilizing a present value technique derived from a discounted cash flow methodology. For purposes of this assessment the Company’s reporting units are its lines of business. The fair value of the reporting unit is then compared to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not impaired and no further testing is performed. The second step under the FASB guidance is contingent upon the results of the first step. To the extent a reporting unit’s carrying value exceeds its fair value, an indication exists that the reporting unit’s goodwill may be impaired and the Company must perform a second more detailed impairment assessment. The second step involves allocating the reporting unit’s fair value to its net assets in order to determine the implied fair value of the reporting unit’s goodwill as of the assessment date. The implied fair value of the reporting unit’s goodwill is then compared to the carrying amount of goodwill to quantify an impairment charge as of the assessment date.

The Company’s reporting units are Accountemps, Robert Half Finance & Accounting, OfficeTeam, Robert Half Technology, Robert Half Management Resources and Protiviti, which had goodwill balances at June 30, 2012, of $127.4 million, $26.6 million, $0.0 million, $7.1 million, $0.0 million and $29.3 million, respectively, totaling $190.4 million. There were no changes to the Company’s reporting units or to the allocations of goodwill by reporting unit through June 30, 2012.

The goodwill impairment assessment is based upon a discounted cash flow analysis. The estimate of future cash flows is based upon, among other things, a discount rate and certain assumptions about expected future operating performance. The discount rate for all reporting units was determined by management based on estimates of risk free interest rates, beta and market risk premiums. The discount rate used was compared to the rate published in various third party research reports, which indicated that the rate was within a range of reasonableness. The primary assumptions related to future operating performance include revenue growth rates and profitability levels. In addition, the impairment assessment requires that management make certain judgments in allocating shared assets and liabilities to the balance sheets of the reporting units. Solely for purposes of establishing inputs for the fair value calculations described above related to its annual goodwill impairment testing, the Company made the following assumptions. The Company assumed that year-to-date trends would continue for all reporting units through 2012, using unique assumptions for each reporting unit. In addition, the Company applied profitability assumptions consistent with each reporting unit’s historical trends at various revenue levels and, for year 2014 and beyond, used a 5% growth factor to calculate the terminal value at the end of ten years for each unit. This rate is comparable to the Company’s most recent ten-year annual compound revenue growth rate. In its most recent calculation, the Company used a 10.0% discount rate, which is slightly higher than the 9.5% discount rate used for the Company’s test during the second quarter of 2011. This increase in discount rate is attributable primarily to an increase in beta, partially offset by a decrease in the risk free rate.

In order to evaluate the sensitivity of the fair value calculations on the goodwill impairment test, the Company applied hypothetical decreases to the fair values of each reporting unit. The Company determined that hypothetical decreases in fair value of at least 75% would be required before any reporting unit would have a carrying value in excess of its fair value.

Given the current economic environment and the uncertainties regarding the impact on the Company’s business, there can be no assurance that the Company’s estimates and assumptions regarding the duration of the ongoing economic downturn, or the period or strength of recovery, made for purposes of the Company’s goodwill impairment testing will prove to be accurate predictions of the future. If the Company’s assumptions regarding forecasted revenue or profitability growth rates of certain reporting units are not achieved, the Company may be required to recognize goodwill impairment charges in future periods. It is not possible at this time to determine if any such future impairment charge would result or, if it does, whether such charge would be material.

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Recent Accounting Pronouncements

See Note B—“New Accounting Pronouncements” to the Company’s Condensed Consolidated Financial Statements included under Part I—Item 1 of this report.

Results of Operations

Demand for the Company’s temporary and permanent placement staffing services and risk consulting and internal audit services is largely dependent upon general economic and labor market conditions both domestically and abroad. Because of the inherent difficulty in predicting economic trends and the absence of material long-term contracts in any of our business units, future demand for the Company’s services cannot be forecasted with certainty. We expect total Company results to continue to be impacted by general macroeconomic conditions in 2012.

The Company’s temporary and permanent placement staffing services business has more than 350 offices in 42 states, the District of Columbia and 19 foreign countries, while Protiviti has 59 offices in 23 states and 12 foreign countries.

Non-GAAP Financial Measures

To help readers understand the Company’s financial performance, the Company supplements its GAAP financial results with revenue growth rates derived from Non-GAAP revenue amounts. Variations in the Company’s financial results include the impact of changes in foreign currency exchange rates and billing days. The Company provides “same billing days and constant currency” revenue growth calculations to remove impact of these items. These calculations show the year-over-year revenue growth rates for the Company’s temporary and consultant staffing and permanent placement staffing segments on both a reported basis and also on a same day, constant-currency basis for Global, U.S. and International operations. The Company has provided this data because management believes it better reflects the Company’s actual revenue growth rates and aids in evaluating revenue trends over time. The Company expresses year-over-year revenue changes as calculated percentages using the same number of billing days and constant currency exchange rates.

In order to calculate constant currency revenue growth rates, as-reported amounts are retranslated using foreign currency exchange rates from the prior year’s comparable period. Management calculates a global, weighted-average number of billing days for each reporting period based upon input from all countries and all staffing lines of business. In order to remove the fluctuations caused by comparable periods having different billing days, the Company calculates same billing day revenue growth rates by dividing each comparative period’s reported revenues by the calculated number of billing days for that period, to arrive at a per billing day amount. Same billing day growth rates are then calculated based upon the per billing day amounts. The term “same billing days and constant currency” means that the impact of different billing days has been removed from the constant currency calculation.

The Non-GAAP financial measures provided herein may not provide information that is directly comparable to that provided by other companies in the Company’s industry, as other companies may calculate such financial results differently. The Company’s Non-GAAP financial measures are not measurements of financial performance under GAAP, and should not be considered as alternatives to actual revenue growth derived from revenue amounts presented in accordance with GAAP. The Company does not consider these Non-GAAP financial measures to be a substitute for, or superior to, the information provided by GAAP financial results. A reconciliation of the same-day, constant-currency revenue growth rates to the reported revenue growth rates is provided herein.

Three months ended June 30, 2012 and 2011

Revenues. The Company’s revenues were $1.0 billion for the three months ended June 30, 2012, increasing by 10% compared to $938 million for the three months ended June 30, 2011. Revenues from foreign operations

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represented 26% of total revenues for three months ended June 30, 2012, compared to 31% for the three months ended June 30, 2011. The Company analyzes its revenues for three reportable segments: temporary and consultant staffing, permanent placement staffing, and risk consulting and internal audit services. The Company’s results were strongest domestically across each of the Company’s three reportable segments. Growth rates outside the United States were not as strong, owing in large measure to ongoing concerns over the European debt crisis. The Company has limited exposure to the hardest-hit countries in Europe, but results were affected by a more cautious business environment and lower currency exchange rates in Europe and other parts of the world. Contributing factors for each reportable segment are discussed below in further detail.

Temporary and consultant staffing services revenues were $829 million for the three months ended June 30, 2012, increasing by 10.2% compared to revenues of $752 million for the three months ended June 30, 2011. On a same day, constant-currency basis, temporary and consultant staffing services revenues increased 12.8% for the second quarter of 2012 compared to the second quarter of 2011. In the U.S., as reported revenues in the second quarter of 2012 increased 16.5% compared to the second quarter of 2011. On a same-day basis, U.S. year-over-year revenues grew 16.9%. The Company’s temporary and consultant staffing services revenues from international operations decreased 5.2% compared to the second quarter of 2011. On a same day, constant-currency basis, the Company’s revenues from international operations increased 2.8% in the second quarter of 2012 compared to the second quarter of 2011.

Permanent placement staffing revenues were $89 million for the three months ended June 30, 2012, increasing by 10.5% compared to revenues of $81 million for the three months ended June 30, 2011. On a same day, constant-currency basis, permanent placement revenues increased 14.7% for the second quarter of 2012 compared to the second quarter of 2011. In the U.S., revenues in the second quarter of 2012 increased 22.0% compared to the second quarter of 2011. On a same-day basis, U.S. year-over-year revenues increased 22.4%. Historically, demand for permanent placement services is even more sensitive to economic and labor market conditions than demand for temporary and consulting staffing services and this is expected to continue. The Company’s permanent placement staffing services revenues from international operations decreased 1.9% compared to the second quarter of 2011. On a same day, constant-currency basis, the Company’s revenues from international operations increased 6.5% in the second quarter of 2012 compared to the second quarter of 2011.

A reconciliation of the Non-GAAP year-over-year revenue growth rates to the As Reported year-over-year revenue growth rates for the three months ended June 30, 2012, is presented in the following table:

	Global			United States			International
Temporary and consultant staffing
As Reported		10.2	%		16.5	%		-5.2	%
Billing Days Impact		0.4	%		0.4	%		0.3	%
Currency Impact		2.2	%		—			7.7	%
Same Billing Days and Constant Currency		12.8	%		16.9	%		2.8	%
Permanent placement staffing
As Reported		10.5	%		22.0	%		-1.9	%
Billing Days Impact		0.3	%		0.4	%		0.4	%
Currency Impact		3.9	%		—			8.0	%
Same Billing Days and Constant Currency		14.7	%		22.4	%		6.5	%

Risk consulting and internal audit services revenues were $110 million for the three months ended June 30, 2012, increasing by 5.0% compared to revenues of $105 million for the three months ended June 30, 2011. Contributing to the increase were the improved economic conditions in U.S. In the U.S., revenues in the second quarter of 2012 increased 10.0% compared to the second quarter of 2011. The Company’s risk consulting and internal audit services revenues from international operations decreased 7.8% compared to the second quarter of 2011.

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Gross Margin. The Company’s gross margin dollars were $415 million for the three months ended June 30, 2012, increasing by 12% compared to $372 million for the three months ended June 30, 2011. In the second quarter of 2012, gross margin dollars increased for all three of the Company’s reportable segments compared to the second quarter of 2011. Gross margin as a percentage of revenues increased for the Company’s temporary and consultant staffing services segment and decreased for the risk consulting and internal audit services division on a year-over-year basis. Contributing factors for each reportable segment are discussed below in further detail.

Gross margin dollars from the Company’s temporary and consultant staffing services represent revenues less direct costs of services, which consist of payroll, payroll taxes and insurance costs for temporary employees, and reimbursable expenses. Gross margin dollars for the Company’s temporary and consultant staffing services division were $297 million for the three months ended June 30, 2012, increasing by 13% compared to $263 million for the three months ended June 30, 2011. As a percentage of revenues, gross margin for temporary and consultant staffing services was 35.8% in the second quarter of 2012, up from 35.0% in the second quarter of 2011. The higher temporary and consultant gross margin percentage is primarily the result of higher pay/bill spreads. Pay/bill spreads represent the differential between wages paid to temporary employees and amounts billed to clients.

Gross margin dollars from permanent placement staffing services represent revenues less reimbursable expenses. Gross margin dollars for the Company’s permanent placement staffing division were $89 million for the three months ended June 30, 2012, increasing by 11% compared to $81 million for the three months ended June 30, 2011. Because reimbursable expenses for permanent placement staffing services are de minimis, the increase in gross margin dollars is substantially explained by the increase in revenues previously discussed.

Gross margin dollars for risk consulting and internal audit services represent revenues less direct costs of services, which consist primarily of professional staff payroll, payroll taxes, insurance costs and reimbursable expenses. Gross margin dollars for the Company’s risk consulting and internal audit division were $29 million for the three months ended June 30, 2012, increasing by 3% compared to $28 million for the three months ended June 30, 2011. As a percentage of revenues, gross margin for risk consulting and internal audit services was 26.4% in the second quarter of 2012, down from 26.9% in the second quarter of 2011. The year-over-year margin decrease is primarily due to lower staff utilization levels outside of the United States.

Selling, General and Administrative Expenses. The Company’s selling, general and administrative expenses were $343 million for the three months ended June 30, 2012, increasing by 10% compared to $311 million for the three months ended June 30, 2011. As a percentage of revenues, the Company’s selling, general and administrative expenses were 33.4% for the second quarter of 2012, up from 33.2% for the second quarter of 2011. The increase in Q2 2012 selling, general and administrative expenses was primarily due to a $19 million, or 1.8% of revenues, charge related to a litigation settlement disclosed in the Company’s July 5, 2012, Form 8-K. This charge more than offset percentage decreases in administrative compensation and fixed overhead due to higher operating leverage obtained by higher revenues. Contributing factors related to each reportable segment are discussed below in further detail.

Selling, general and administrative expenses for the Company’s temporary and consultant staffing services division were $245 million for the three months ended June 30, 2012, up 13% from $217 million for the three months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for temporary and consultant staffing services were 29.6% in the second quarter of 2012, up from 28.9% in the second quarter of 2011. For the second quarter of 2012 compared to the second quarter of 2011, the increase in selling, general and administrative expenses as a percentage of revenue is primarily due to the previously mentioned litigation settlement.

Selling, general and administrative expenses for the Company’s permanent placement staffing division were $71 million for the three months ended June 30, 2012, increasing by 6% compared to $67 million for the three months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for

19

permanent placement staffing services were 79.4% in the second quarter of 2012, down from 82.7% in the second quarter of 2011. For the second quarter of 2012 compared to the second quarter of 2011, improved leverage in general and administrative expenses, as a result of higher revenue, drove the overall decrease as a percentage of revenues.

Selling, general and administrative expenses for the Company’s risk consulting and internal audit services division were $27 million for the three months ended June 30, 2012, remaining flat compared to the three months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for risk consulting and internal audit services were 24.6% in the second quarter of 2012, down from 26.0% compared to the second quarter of 2011. For the second quarter of 2012 compared to the second quarter of 2011, the decrease in selling, general and administrative expenses as a percentage of revenue is primarily due to higher operating leverage obtained by higher revenues.

Operating Income. The Company’s total operating income was $72 million, or 7.0% of revenues, for the three months ended June 30, 2012, increasing by 18% from $61 million, or 6.5% of revenues, for the three months ended June 30, 2011. For the Company’s temporary and consultant staffing services division, operating income was $52 million, or 6.2 % of applicable revenues, up from $46 million, or 6.1% of applicable revenues, in the second quarter of 2011. For the Company’s permanent placement staffing division, operating income was $18 million, or 20.6% of applicable revenues, up from an operating income of $14 million, or 17.2% of applicable revenues, in the second quarter of 2011. For the Company’s risk consulting and internal audit services division, operating income was $2 million, or 1.8% of applicable revenues, up from an operating income of $1 million, or 0.9% of applicable revenues, in the second quarter of 2011.

Provision for income taxes. The provision for income taxes was 37% and 41% for the three months ended June 30, 2012 and 2011, respectively. The lower provision for the three months ended June 30, 2012, was primarily due to the resolution of certain tax matters.

Six months ended June 30, 2012 and 2011

Revenues. The Company’s revenues were $2.0 billion for the six months ended June 30, 2012, increasing by 12% compared to $1.8 billion for the six months ended June 30, 2011. Revenues from foreign operations represented 27% and 31% of total revenues for the six months ended June 30, 2012 and 2011, respectively. The Company analyzes its revenues for three reportable segments: temporary and consultant staffing, permanent placement staffing and risk consulting and internal audit services. In the first half of 2012, revenues for all three of the Company’s reportable segments were up compared to the first half of 2011. Results were strongest domestically, with growth rates outside the United States impacted by ongoing concerns over the European debt crisis. Contributing factors for each reportable segment are discussed below in further detail.

Temporary and consultant staffing services revenues were $1.6 billion for the six months ended June 30, 2012, increasing by 13.1% compared to revenues of $1.5 billion for the six months ended June 30, 2011. On a same day, constant-currency basis, temporary and consultant staffing services revenues increased 14.2% for the first half of 2012 compared to the first half of 2011. In the U.S., revenues in the first half of 2012 increased 18.3%, or 17.9% on a same-day basis, compared to the first half of 2011. For the Company’s international operations, revenues in the first half of 2012 increased 0.4%, or 5.3% on a same-day, constant currency basis, compared to the first half of 2011.

Permanent placement revenues were $172 million for the six months ended June 30, 2012, increasing by 16.0% compared to revenues of $148 million for the six months ended June 30, 2011. On a same day, constant- currency basis, permanent placement revenues increased 18.3% for the first half of 2012 compared to the first half of 2011. In the U.S., revenues in the first half of 2012 increased 25.3%, or 24.9% on a same-day basis, compared to the first half of 2011. Historically, demand for permanent placement services is even more sensitive to economic and labor market conditions than demand for temporary and consulting staffing services and this is expected to continue. For the Company’s international operations, revenues in the first half of 2012 increased 6.0%, or 11.1% on a same day, constant-currency basis, compared to the first half of 2011.

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A reconciliation of the Non-GAAP year-over-year revenue growth rates to the As Reported year-over-year revenue growth rates for the six months ended June 30, 2012, is presented in the following table:

	Global			United States			International
Temporary and consultant staffing
As Reported		13.1	%		18.3	%		0.4	%
Billing Days Impact		-0.4	%		-0.4	%		-0.4	%
Currency Impact		1.5	%		—			5.3	%
Same Billing Days and Constant Currency		14.2	%		17.9	%		5.3	%
Permanent placement staffing
As Reported		16.0	%		25.3	%		6.0	%
Billing Days Impact		-0.3	%		-0.4	%		-0.4	%
Currency Impact		2.6	%		—			5.5	%
Same Billing Days and Constant Currency		18.3	%		24.9	%		11.1	%

Risk consulting and internal audit services revenues were $213 million for the six months ended June 30, 2012, increasing by 4.7% compared to revenues of $204 million for the six months ended June 30, 2011. Contributing to the increase was higher demand in U.S. In the U.S., revenues in the first half of 2012 increased 9.4% compared to the first half of 2011. For the Company’s international operations, revenues in the first half of 2012 decreased 7.5% compared to the first half of 2011.

Gross Margin. The Company’s gross margin dollars were $817 million for the six months ended June 30, 2012, up from $710 million for the six months ended June 30, 2011. For the first half of 2012 compared to the first half of 2011, gross margin dollars increased for the Company’s temporary and consultant staffing services and permanent placement staffing segments and remained flat for the risk consulting and internal audit services. Gross margin as a percentage of revenues increased for the Company’s temporary and consultant staffing services division and decreased for the risk consulting and internal audit services division on a year-over-year basis. Contributing factors for each reportable segment are discussed below in further detail.

Gross margin dollars from the Company’s temporary and consultant staffing services represent revenues less direct costs of services, which consist of payroll, payroll taxes and insurance costs for temporary employees, and reimbursable expenses. Gross margin dollars for the Company’s temporary and consultant staffing services division were $592 million for the six months ended June 30, 2012, increasing by 16% compared to $509 million for the six months ended June 30, 2011. As a percentage of revenues, gross margin for temporary and consultant staffing services was 35.7% in the first half of 2012, up from 34.7% in the first half of 2011. The year over year gross margin improvement was driven by higher pay/bill spreads. Pay/bill spreads represent the differential between wages paid to temporary employees and amounts billed to clients.

Gross margin dollars from permanent placement staffing services represent revenues less reimbursable expenses. Gross margin dollars for the Company’s permanent placement staffing division were $172 million for the six months ended June 30, 2012, increasing by 16% compared to $148 million for the six months ended June 30, 2011. Because reimbursable expenses for permanent placement staffing services are de minimis, the increase in gross margin dollars is substantially explained by the increase in revenues previously discussed.

Gross margin dollars for risk consulting and internal audit services represent revenues less direct costs of services, which consist primarily of professional staff payroll, payroll taxes, insurance costs and reimbursable expenses. Gross margin dollars for the Company’s risk consulting and internal audit division were $53 million for the six months ended June 30, 2012, remaining flat compared to $53 million for the six months ended June 30, 2011. As a percentage of revenues, gross margin for risk consulting and internal audit services was 24.8% in for the first half of 2012, down from 26.1% in the first half of 2011. The year-over-year margin decrease is primarily due to lower staff utilization levels, particularly outside of the United States.

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Selling, General and Administrative Expenses. The Company’s selling, general and administrative expenses were $665 million for the six months ended June 30, 2012, increasing by 10% compared to $605 million for the six months ended June 30, 2011. As a percentage of revenues, the Company’s selling, general and administrative expenses were 32.6% for the first half of 2012, down from 33.3% for the first half of 2011. Contributing factors for each reportable segment are discussed below in further detail.

Selling, general and administrative expenses for the Company’s temporary and consultant staffing services division were $472 million for the six months ended June 30, 2012, up 11% from $425 million for the six months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for temporary and consultant staffing services were 28.4% in the first half of 2012, down from 29.0% in the first half of 2011. For the first half of 2012 compared to the first half of 2011, the decrease in selling, general and administrative expenses as a percentage of revenue is primarily due to the higher operating leverage obtained by higher revenues, partially offset by the previously mentioned litigation settlement.

Selling, general and administrative expenses for the Company’s permanent placement staffing division were $140 million for the six months ended June 30, 2012, increasing by 11% compared to $126 million for the six months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for permanent placement staffing services were 81.6% in the first half of 2011, down from 85.3% in the first half of 2011. For the first half of 2012 compared to the first half of 2011, improved leverage in general and administrative expenses, as a result of higher revenue, drove the overall decrease as a percentage of revenues.

Selling, general and administrative expenses for the Company’s risk consulting and internal audit services division were $53 million for the six months ended June 30, 2012, decreasing by 1% compared to $54 million for the six months ended June 30, 2011. As a percentage of revenues, selling, general and administrative expenses for risk consulting and internal audit services were 25.0% in the first half of 2012, down from 26.3% in the first half of 2011. For the first half of 2012 compared to the first half of 2011, decreases as a percentage of revenues fixed overhead drove the overall decrease.

Operating Income. The Company’s total operating income was $152 million, or 7.4% of revenues, for the six months ended June 30, 2012, increasing by 44% from $105 million, or 5.8% of revenues, for the six months ended June 30, 2011. For the Company’s temporary and consultant staffing services division, operating income was $121 million, or 7.3% of applicable revenues, up from $84 million, or 5.7% of applicable revenues, in the first half of 2011. For the Company’s permanent placement staffing division, operating income was $31 million, or 18.4% of applicable revenues, up from operating income of $22 million, or 14.7% of applicable revenues, in the first half of 2011. For the Company’s risk consulting and internal audit services division, operating loss was $0.3 million, or negative 0.2% of applicable revenues, improving from an operating loss of $1 million, or negative 0.3% of applicable revenues, in the first half of 2011.

Provision for income taxes. The provision for income taxes was 39% and 40% for the six months ended June 30, 2012 and 2011, respectively. The lower provision for the six months ended June 30, 2012 was primarily due to the resolution of certain tax matters.

Liquidity and Capital Resources

The change in the Company’s liquidity during the six months ended June 30, 2012 and 2011 is primarily the net effect of funds generated by operations and the funds used for capital expenditures, repurchases of common stock and payment of dividends.

Cash and cash equivalents were $259 million and $261 million at June 30, 2012 and 2011, respectively. Operating activities provided $115 million during the six months ended June 30, 2012, which was more than offset by $29 million and $105 million of net cash used in investing activities and financing activities, respectively. Operating activities provided $88 million during the six months ended June 30, 2011, which was more than offset by $31 million and $117 million of net cash used in investing activities and financing activities, respectively.

22

Operating activities—Net cash provided by operating activities for the six months ended June 30, 2012, was composed of net income of $94 million, adjusted for non-cash items of $32 million, and offset by changes in working capital of $11 million. Net cash provided by operating activities for the six months ended June 30, 2011, was composed of net income of $63 million, adjusted for non-cash items of $46 million, and offset by changes in working capital of $21 million.

Investing activities—Net cash used in investing activities for the six months ended June 30, 2012, was $29 million. This was composed of capital expenditures of $24 million, deposits to trusts for employee benefits and retirement plans of $4 million and payment for acquisitions, net of cash acquired of $1 million. Net cash used in investing activities for the six months ended June 30, 2011, was $31 million. This was composed of capital expenditures of $28 million and deposits to trusts for employee benefits and retirement plans of $3 million.

Financing activities—Net cash used in financing activities for the six months ended June 30, 2012, was $105 million. This included repurchases of $101 million in common stock and $42 million in cash dividends to stockholders, offset by proceeds of $35 million from exercises of stock options and $3 million in excess tax benefits from stock-based compensation. Net cash used in financing activities for the six months ended June 30, 2011, was $117 million. This included repurchases of $92 million in common stock and $40 million in cash dividends to stockholders, offset by proceeds of $14 million from exercise of stock options and $1 million in excess tax benefits from stock-based compensation.

As of June 30, 2012, the Company is authorized to repurchase, from time to time, up to 3.6 million additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions. During the six months ended June 30, 2012 and 2011, the Company repurchased 2.5 million shares and 3.0 million shares of common stock on the open market for a total cost of $72 million and $86 million, respectively. Additional stock repurchases were made in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of exercise price and applicable statutory withholding taxes. During the six months ended June 30, 2012 and 2011, such repurchases totaled 1.0 million shares, at a cost of $29 million, and 0.2 million shares, at a cost of $6 million, respectively. Repurchases of shares have been funded with cash generated from operations.

The Company’s working capital at June 30, 2012, included $259 million in cash and cash equivalents. The Company expects that internally generated cash will be sufficient to support the working capital needs of the Company, the Company’s fixed payments, dividends, and other obligations on both a short- and long-term basis.

On August 1, 2012, the Company announced a quarterly dividend of $.15 per share to be paid to all shareholders of record as of August 24, 2012. The dividend will be paid on September 14, 2012.

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to the impact of foreign currency fluctuations. The Company’s exposure to foreign currency exchange rates relates primarily to the Company’s foreign subsidiaries. Exchange rates impact the U.S. dollar value of the Company’s reported earnings, investments in its foreign subsidiaries, and the intercompany transactions with its foreign subsidiaries.

For the six months ended June 30, 2012, approximately 27% of the Company’s revenues were generated outside of the U.S. These operations transact business in their functional currency. As a result, fluctuations in the value of foreign currencies against the U.S. dollar, particularly the Canadian dollar, British pound, and Euro, have an impact on the Company’s reported results. Revenues and expenses denominated in foreign currencies are translated into U.S. dollars at the monthly average exchange rates prevailing during the period. Consequently, as the value of the U.S. dollar changes relative to the currencies of the Company’s non-U.S. markets, the Company’s reported results vary.

23

Fluctuations in currency exchange rates impact the U.S. dollar amount of the Company’s stockholders’ equity. The assets and liabilities of the Company’s non-U.S. subsidiaries are translated into U.S. dollars at the exchange rates in effect at period end. The resulting translation adjustments are recorded in stockholders’ equity as a component of accumulated other comprehensive income.

ITEM 4. Controls and Procedures

Management, including the Company’s Chairman and Chief Executive Officer and the Vice Chairman and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Chairman and Chief Executive Officer and the Vice Chairman and Chief Financial Officer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports the Company files and submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

There have been no changes in the Company’s internal controls over financial reporting identified in connection with the evaluation required by Rule 13a-15 of the Securities Exchange Act of 1934 that occurred during the Company’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

24

PART II—OTHER INFORMATION

ITEM 1. Legal Proceedings

The Company’s prior filings contained disclosures regarding three lawsuits against the Company filed in the California Superior Court: one by Plaintiff Mark Laffitte, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers; one by Plaintiff Isabel Apolinario, on behalf of herself and a putative class of salaried Account Executives and Staffing Managers; and one by Plaintiff Van Williamson, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers. As previously reported by the Company, the Company believes it has meritorious defenses to the allegations and has vigorously defended against each litigation. As disclosed in the Company’s current report on Form 8-K dated April 24, 2012, and its quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2012, these cases were set for voluntary mediation on June 18, 2012. On July 5, 2012, the parties to these lawsuits entered into a Memorandum of Agreement which is expected to settle and resolve all claims. The settlement resulted in a net after-tax charge to second quarter 2012 Net Income of approximately $11.4 million. The actual settlement of the cases is contingent upon the execution of a formal written settlement agreement approved by the courts. Based on the settlement terms contained in the Memorandum of Agreement, the Company has determined that these cases are not currently material pending legal proceedings. Accordingly, the Company does not presently intend to make disclosures regarding these cases in its future Securities and Exchange Commission filings.

There have been no material developments with regard to the other legal proceedings previously disclosed in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2011 and its quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2012.

ITEM 1A. Risk Factors

There have not been any material changes with regard to the risk factors previously disclosed in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2011.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

	Total Number of Shares Purchased			Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans		Maximum Number of Shares that May Yet Be Purchased Under Publicly Announced Plans (d)
April 1, 2012 to April 30, 2012		100,495	(a)	$	29.78		100,000		4,968,153
May 1, 2012 to May 31, 2012		1,120,589	(b)	$	29.36		1,080,649		3,887,504
June 1, 2012 to June 30, 2012		336,801	(c)	$	27.00		305,600		3,581,904
Total April 1, 2012 to June 30, 2012		1,557,885					1,486,249

(a) Includes 495 shares repurchased in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of applicable withholding taxes and/or exercise price.

(b) Includes 39,940 shares repurchased in connection with employee stock plans, whereby Company shares were tendered by employees for payment of applicable withholding taxes and/or exercise price.

(c) Includes 31,201 shares repurchased in connection with employee stock plans, whereby Company shares were tendered by employees for payment of applicable withholding taxes and/or exercise price.

(d) Commencing in October 1997, the Company’s Board of Directors has, at various times, authorized the repurchase, from time to time, of the Company’s common stock on the open market or in privately

25

negotiated transactions depending on market conditions. As of September 30, 2010, a total of 88,000,000 shares had been authorized for repurchase since plan inception, of which, 84,418,096 shares had been repurchased. On August 1, 2012, the Company’s Board of Directors authorized the repurchase, from time to time, of up to 10,000,000 additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions, bringing the total authorization since plan inception to 98,000,000 shares and the remaining authorization to 13,581,904 shares.

ITEM 3. Defaults Upon Senior Securities

None.

ITEM 4. Mine Safety Disclosure

Not applicable.

ITEM 5. Other Information

None.

ITEM 6. Exhibits

3.1	Restated Certificate of Incorporation, incorporated by reference to Exhibit 3.1 to Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2009.
3.2	By-Laws, incorporated by reference to Exhibit 3.2 to Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2003.
10.1	Amendment to Restricted Share Agreement dated as of May 9, 2012, between Registrant and Harold M. Messmer, Jr.
10.2	Form of Amendment to Restricted Share Agreement.
31.1	Rule 13a-14(a) Certification of Chief Executive Officer.
31.2	Rule 13a-14(a) Certification of Chief Financial Officer.
32.1	Section 1350 Certification of Chief Executive Officer.
32.2	Section 1350 Certification of Chief Financial Officer.
101.1	Part I, Item 1 of this Form 10-Q formatted in XBRL.

26

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 thereunto duly authorized.

ROBERT HALF INTERNATIONAL INC.

(Registrant)

/S/    M. KEITH WADDELL        

M. Keith Waddell

Vice Chairman, President and Chief Financial Officer

(Principal Financial Officer and

duly authorized signatory)

Date: August 3, 2012

27

EX-10.1

EXHIBIT 10.1

ROBERT HALF INTERNATIONAL INC.

AMENDMENT TO RESTRICTED SHARE AGREEMENT

This Amendment to Restricted Share Agreement (the “Amendment”) is made and entered into effective as of May 9, 2012, by and between Harold M. Messmer, Jr. (“Participant”) and Robert Half International Inc. (the “Company”) and reflects the cumulative effects of amendments made effective May 6, 2012, and May 9, 2012.

For good and valuable consideration, to the sufficiency of which the parties acknowledge and agree, the Restricted Shares Agreements between Participant and the Company dated as of February 12, 2009, February 10, 2010, February 9, 2011, and April 12, 2012, (respectively, the “2009 Agreement”, the “2010 Agreement”, the “2011 Agreement” and the “2012 Agreement”) are amended as set forth below.

1.    Accelerated Vesting.    Section 3 of each of the 2009 Agreement, the 2010 Agreement, the 2011 Agreement and the 2012 Agreement is amended to insert “(excluding the first sentence of Section 15, which shall not apply to the Restricted Stock Award)” after “Section 15 of the Plan”.

2.    Performance Conditions.    Section 4 of the 2012 Agreement is hereby amended and restated in its entirety as follows:

“The Restricted Share Award shall be subject to the Performance Condition as specified in Section 12 of the Plan; provided, however, for purposes of this Restricted Share Award, the term “Multiplier” shall mean (a) the Performance Goal Ratio, if the Performance Goal Ratio is greater than or equal to 0 and less than 1.0, (b) 1, if the Performance Goal Ratio is greater than or equal to 1.0, or (c) 0, if the Performance Goal Ratio is less than 0. The Target Performance Goal (with respect to which the Performance Goal shall be Earnings Per Share) and the Performance Period shall be determined by the Committee.”

3.    Negative Discretion.    The 2011 Agreement and the 2012 Agreement are each hereby amended to add a new Section 19 to the end thereof:

“19.    Additional Negative Discretion.    In addition to the Performance Conditions set forth in Section 4 above and notwithstanding the vesting schedule set forth in Section 2 of the Agreement or anything to the contrary in the Plan, upon each vesting date, if the determination by the Compensation Committee of the TSR referred to below shall not yet have occurred, 50% of the shares that would otherwise be eligible to vest on such date (i.e., 25% of the total shares subject to the Restricted Share Award) shall remain held in escrow by the Company and subject to forfeiture based on the Company’s Total Shareholder Return (“TSR”) relative to the TSR of the companies that comprise the S&P 500 Index as of May 6, 2012 and December 31, 2014 (the “S&P 500 TSR”) for the period commencing on May 6, 2012 and ending on December 31, 2014 (the “TSR Measurement Period”). The calculation of the Final Award and the total number of shares that may be forfeited, if any, based on the Company’s relative TSR shall be determined as follows:

(i) if the Company’s TSR for the TSR Measurement Period is at or below the 35^th percentile relative to the S&P 500 TSR, then 50% of the total shares remaining subject to the Restricted Share Award after any adjustment for the Performance Condition specified in Section 4 shall be forfeited in calculating the Final Award;

(ii) if the Company’s TSR for the TSR Measurement Period is at or above the 50^th percentile relative to the S&P 500 TSR, then no shares subject to the Restricted Share Award shall be forfeited in calculating the Final Award as a result of the Company’s TSR; and

(iii) to the extent the Company’s TSR for the TSR Measurement Period is between the 35^th and 50^th percentile relative to the S&P 500 TSR, linear interpolation shall be used to determine the percentage of shares remaining subject to the Restricted Share Award after any adjustment for the Performance Condition specified in

Section 4 that shall be forfeited. For example, if the Company’s relative TSR is at the 40^th percentile, then 33.3% of the total shares remaining subject to the Restricted Share Award shall be forfeited.

Any non-forfeited shares held in escrow pursuant to this Section 19 shall be released upon the Compensation Committee’s determination of the Company’s TSR shortly following the completion of the TSR Measurement Period. For the avoidance of doubt, the total number of shares that may be forfeited pursuant to this Section 19 shall be allocated equally between the tranches scheduled to vest on each of the two vesting dates.

For purposes of this Restricted Share Award, “Total Shareholder Return” or “TSR” shall be equal to the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the last day of the TSR Measurement Period less the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the first day of the TSR Measurement Period, plus all dividends payments made during the TSR Measurement Period, which are assumed to be re-invested as of the date of such dividend distribution, divided by the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the first day of the TSR Measurement Period, with all prices to be automatically proportionately adjusted as applicable in the event of a stock split, reverse stock split, combination, consolidation, reclassification or subdivision.”

4.    Adjustment of Grant.    The 2011 Agreement is amended to reduce the number of shares covered thereby from 178,037 to 136,146. The 41,891 shares no longer covered by the 2011 Agreement are deemed forfeited without consideration and shall be returned to the Company. The 136,146 shares still subject to the agreement shall vest as to 50% thereof on each of the two vesting dates specified in Section 2 of the 2011 Agreement.

5.    Full Force and Effect.    To the extent not expressly amended hereby, the 2009 Agreement, the 2010 Agreement, 2011 Agreement and the 2012 Agreement remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

ROBERT HALF INTERNATIONAL INC.
By
	M. Keith Waddell         President

Participant hereby accepts and agrees to be bound by all of the terms and conditions of this Agreement.

        Harold M. Messmer, Jr.

EX-10.2

EXHIBIT 10.2

The Amendment to Restricted Share Agreement substantially in the form attached hereto has been entered into by the Registrant with each of M. Keith Waddell, Paul F. Gentzkow, Robert W. Glass, Michael C. Buckley and Steven Karel. Pursuant to Instruction 2 to Item 601 of Regulation S-K, the individual agreements are not being filed.

ROBERT HALF INTERNATIONAL INC.

AMENDMENT TO RESTRICTED SHARE AGREEMENT

This Amendment to Restricted Share Agreement (the “Amendment”) is made and entered into effective as of May 9, 2012, by and between             (“Participant”) and Robert Half International Inc. (the “Company”) and reflects the cumulative effects of amendments made effective May 6, 2012, and May 9, 2012.

For good and valuable consideration, to the sufficiency of which the parties acknowledge and agree, the Restricted Shares Agreements between Participant and the Company dated as of February 12, 2009, February 10, 2010, February 9, 2011, and April 12, 2012, (respectively, the “2009 Agreement”, the “2010 Agreement”, the “2011 Agreement” and the “2012 Agreement”) are amended as set forth below.

1.    Accelerated Vesting.    Section 3 of each of the 2009 Agreement, the 2010 Agreement, the 2011 Agreement and the 2012 Agreement is amended to insert “(excluding the first sentence of Section 15, which shall not apply to the Restricted Stock Award)” after “Section 15 of the Plan”.

2.    Performance Conditions.    Section 4 of the 2012 Agreement is hereby amended and restated in its entirety as follows:

“The Restricted Share Award shall be subject to the Performance Condition as specified in Section 12 of the Plan; provided, however, for purposes of this Restricted Share Award, the term “Multiplier” shall mean (a) the Performance Goal Ratio, if the Performance Goal Ratio is greater than or equal to 0 and less than 1.0, (b) 1, if the Performance Goal Ratio is greater than or equal to 1.0, or (c) 0, if the Performance Goal Ratio is less than 0. The Target Performance Goal (with respect to which the Performance Goal shall be Earnings Per Share) and the Performance Period shall be determined by the Committee.”

3.    Negative Discretion.    The 2011 Agreement and the 2012 Agreement are each hereby amended to add a new Section 19 to the end thereof:

“19.    Additional Negative Discretion.    In addition to the Performance Conditions set forth in Section 4 above and notwithstanding the vesting schedule set forth in Section 2 of the Agreement or anything to the contrary in the Plan, upon each vesting date, if the determination by the Compensation Committee of the TSR referred to below shall not yet have occurred, 50% of the shares that would otherwise be eligible to vest on such date (i.e., 25% of the total shares subject to the Restricted Share Award) shall remain held in escrow by the Company and subject to forfeiture based on the Company’s Total Shareholder Return (“TSR”) relative to the TSR of the companies that comprise the S&P 500 Index as of May 6, 2012 and December 31, 2014 (the “S&P 500 TSR”) for the period commencing on May 6, 2012 and ending on December 31, 2014 (the “TSR Measurement Period”). The calculation of the Final Award and the total number of shares that may be forfeited, if any, based on the Company’s relative TSR shall be determined as follows:

(i) if the Company’s TSR for the TSR Measurement Period is at or below the 35^th percentile relative to the S&P 500 TSR, then 50% of the total shares remaining subject to the Restricted Share Award after any adjustment for the Performance Condition specified in Section 4 shall be forfeited in calculating the Final Award;

(ii) if the Company’s TSR for the TSR Measurement Period is at or above the 50^th percentile relative to the S&P 500 TSR, then no shares subject to the Restricted Share Award shall be forfeited in calculating the Final Award as a result of the Company’s TSR; and

(iii) to the extent the Company’s TSR for the TSR Measurement Period is between the 35^th and 50^th percentile relative to the S&P 500 TSR, linear interpolation shall be used to determine the percentage of shares remaining subject to the Restricted Share Award after any adjustment for the Performance Condition specified in Section 4 that shall be forfeited. For example, if the Company’s relative TSR is at the 40^th percentile, then 33.3% of the total shares remaining subject to the Restricted Share Award shall be forfeited.

Any non-forfeited shares held in escrow pursuant to this Section 19 shall be released upon the Compensation Committee’s determination of the Company’s TSR shortly following the completion of the TSR Measurement Period. For the avoidance of doubt, the total number of shares that may be forfeited pursuant to this Section 19 shall be allocated equally between the tranches scheduled to vest on each of the two vesting dates.

For purposes of this Restricted Share Award, “Total Shareholder Return” or “TSR” shall be equal to the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the last day of the TSR Measurement Period less the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the first day of the TSR Measurement Period, plus all dividends payments made during the TSR Measurement Period, which are assumed to be re-invested as of the date of such dividend distribution, divided by the average price of a share of common stock during the thirty (30) trading days prior to and ending on the last trading day on or immediately prior to the first day of the TSR Measurement Period, with all prices to be automatically proportionately adjusted as applicable in the event of a stock split, reverse stock split, combination, consolidation, reclassification or subdivision.”

4.    Full Force and Effect.    To the extent not expressly amended hereby, the 2009 Agreement, the 2010 Agreement, 2011 Agreement and the 2012 Agreement remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

ROBERT HALF INTERNATIONAL INC.
By
	Harold M. Messmer, Jr. Chairman

Participant hereby accepts and agrees to be bound by all of the terms and conditions of this Agreement.

EX-31.1

EXHIBIT 31.1

Certification Pursuant to Rule 13a-14 under the Securities Exchange Act of 1934

I, Harold M. Messmer, Jr., certify that:

1. I have reviewed this report on Form 10-Q of Robert Half International Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2012

/s/ Harold M. Messmer, Jr.

Harold M. Messmer, Jr.

Chairman & CEO

EX-31.2

EXHIBIT 31.2

Certification Pursuant to Rule 13a-14 under the Securities Exchange Act of 1934

I, M. Keith Waddell, certify that:

1. I have reviewed this report on Form 10-Q of Robert Half International Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2012

/s/ M. Keith Waddell

M. Keith Waddell

Vice Chairman, President & CFO

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT

TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2012 of Robert Half International Inc. (the “Form 10-Q”), I, Harold M. Messmer, Jr., Chief Executive Officer of Robert Half International Inc., certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Robert Half International Inc.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Robert Half International Inc. and will be retained by Robert Half International Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

	/s/ Harold M. Messmer, Jr.
August 3, 2012	Harold M. Messmer, Jr. Chief Executive Officer Robert Half International Inc.

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT

TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2012 of Robert Half International Inc. (the “Form 10-Q”), I, M. Keith Waddell, Chief Financial Officer of Robert Half International Inc., certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Robert Half International Inc.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Robert Half International Inc. and will be retained by Robert Half International Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

	/s/ M. Keith Waddell
August 3, 2012	M. Keith Waddell Chief Financial Officer Robert Half International Inc.

XML

Stockholders' Equity - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Shareholders Equity [Line Items]
Number of shares authorized to be repurchased	3.6
Retained earnings

XML

Subsequent Events - Additional Information (Detail) In Millions, unless otherwise specified	Jun. 30, 2012	Aug. 01, 2012 Repurchase of Equity
Subsequent Event [Line Items]
Number of additional shares authorized to be repurchased		10
Number of shares authorized to be repurchased	3.6

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Business Segments - Additional Information (Detail)	6 Months Ended
	Jun. 30, 2012 Segment
Segment Reporting Information [Line Items]
Number of reportable segments	3

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Other Current Assets (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Other Assets, Current [Line Items]
Deposits in trusts for employee benefits and retirement plans	$ 91,928	$ 87,646
Other	56,674	57,791
Other current assets	$ 148,602	$ 145,437

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Property and Equipment, Net (Tables)

6 Months Ended

Jun. 30, 2012

Components of Property and Equipment

Property and equipment consisted of the following (in thousands):

	June 30, 2012			December 31, 2011
Computer hardware	$	125,951		$	122,619
Computer software		259,773			249,843
Furniture and equipment		115,850			108,917
Leasehold improvements		116,842			113,972
Other		12,997			15,143
Property and equipment, cost		631,413			610,494
Accumulated depreciation		(525,909	)		(502,522	)
Property and equipment, net	$	105,504		$	107,972

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Cash Dividends Declared (Detail) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Stockholders Equity Note [Line Items]
Cash dividends declared per share	$ 0.15	$ 0.14	$ 0.30	$ 0.28

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Employee Retirement Obligations (Detail) (Chief Executive Officer, USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Chief Executive Officer
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Deferred compensation plan and other benefits related to Chief Executive Officer	$ 72,447	$ 71,603

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Reconciliation of Revenue and Operating Income (Loss) by Reportable Segment to Consolidated Results (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Segment Reporting Information [Line Items]
Net service revenues	$ 1,028,383	$ 937,966	$ 2,043,827	$ 1,818,835
Operating Income (Loss)	72,039	61,086	152,104	105,489
Amortization of intangible assets	52	40	87	79
Interest income, net	(285)	(238)	(519)	(450)
Income before income taxes	72,272	61,284	152,536	105,860
Temporary and consultant staffing
Segment Reporting Information [Line Items]
Net service revenues	829,008	752,369	1,658,665	1,467,051
Operating Income (Loss)	51,668	46,241	120,822	84,311
Permanent placement staffing
Segment Reporting Information [Line Items]
Net service revenues	89,141	80,663	172,003	148,267
Operating Income (Loss)	18,358	13,875	31,624	21,742
Risk consulting and internal audit services
Segment Reporting Information [Line Items]
Net service revenues	110,234	104,934	213,159	203,517
Operating Income (Loss)	$ 2,013	$ 970	$ (342)	$ (564)

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Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2012

Summary of Significant Accounting Policies

Note A—Summary of Significant Accounting Policies

Nature of Operations. Robert Half International Inc. (the “Company”) provides specialized staffing and risk consulting services through such divisions as Accountemps^®, Robert Half^® Finance & Accounting, OfficeTeam^®, Robert Half^® Technology, Robert Half^® Management Resources, Robert Half^® Legal, The Creative Group^®, and Protiviti^®. The Company, through its Accountemps, Robert Half Finance & Accounting, and Robert Half Management Resources divisions, is a specialized provider of temporary, full-time, and project professionals in the fields of accounting and finance. OfficeTeam specializes in highly skilled temporary administrative support personnel. Robert Half Technology provides information technology professionals. Robert Half Legal provides temporary, project, and full-time staffing of attorneys and specialized support personnel within law firms and corporate legal departments. The Creative Group provides project staffing in the advertising, marketing, and web design fields. Protiviti provides business consulting and internal audit services, and is a wholly owned subsidiary of the Company. Revenues are predominantly derived from specialized staffing services. The Company operates in North America, South America, Europe, Asia and Australia. The Company is a Delaware corporation.

Basis of Presentation. The unaudited Condensed Consolidated Financial Statements (“Financial Statements”) of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The comparative year-end condensed consolidated statement of financial position data presented was derived from audited financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) necessary for a fair statement of the financial position and results of operations for the periods presented have been included. These Financial Statements should be read in conjunction with the audited Consolidated Financial Statements of the Company for the year ended December 31, 2011, included in its annual report on Form 10-K. The results of operations for any interim period are not necessarily indicative of, nor comparable to, the results of operations for a full year.

Principles of Consolidation. The Financial Statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. All intercompany balances have been eliminated.

Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. As of June 30, 2012, such estimates included allowances for uncollectible accounts receivable, workers’ compensation losses, and income and other taxes. Management estimates are also utilized in the Company’s goodwill impairment assessment.

Advertising Costs. The Company expenses all advertising costs as incurred. Advertising costs for the three and six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Advertising costs	$	11,290	$	10,384	$	21,226	$	19,750

Internal-use Software. The Company capitalizes direct costs incurred in the development of internal-use software. Amounts capitalized are reported as a component of computer software within property and equipment. Internal-use software development costs capitalized for the three and six months ended June 30, 2012 and 2011 are reflected in the following table (in thousands):

	Three Months Ended June  30,				Six Months Ended June  30,
	2012		2011		2012		2011
Internal-use software development costs	$	4,984	$	4,735	$	9,681	$	7,993

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Stock Plans - Additional Information (Detail)	6 Months Ended
	Jun. 30, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period for grants (in years)	4 years
Term of options outstanding (in years)	10 years

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Business Segments (Tables)

6 Months Ended

Jun. 30, 2012

Reconciliation of Revenue and Operating Income (Loss) by Reportable Segment to Consolidated Results

The following table provides a reconciliation of revenue and operating income (loss) by reportable segment to consolidated results (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net service revenues
Temporary and consultant staffing	$	829,008		$	752,369		$	1,658,665		$	1,467,051
Permanent placement staffing		89,141			80,663			172,003			148,267
Risk consulting and internal audit services		110,234			104,934			213,159			203,517
	$	1,028,383		$	937,966		$	2,043,827		$	1,818,835
Operating income (loss)
Temporary and consultant staffing	$	51,668		$	46,241		$	120,822		$	84,311
Permanent placement staffing		18,358			13,875			31,624			21,742
Risk consulting and internal audit services		2,013			970			(342	)		(564	)
		72,039			61,086			152,104			105,489
Amortization of intangible assets		52			40			87			79
Interest income, net		(285	)		(238	)		(519	)		(450	)
Income before income taxes	$	72,272		$	61,284		$	152,536		$	105,860

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Net Income Per Share (Tables)

6 Months Ended

Jun. 30, 2012

Calculation of Net Income Per Share

The calculation of net income per share for the three and six months ended June 30, 2012 and 2011 is reflected in the following table (in thousands, except per share amounts):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Basic net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—basic		228		537		494		939
Net income available to common stockholders—basic	$	45,101	$	35,888	$	93,169	$	62,191
Basic weighted average shares		138,588		141,286		138,986		141,966
Basic net income per share	$	.33	$	.25	$	.67	$	.44
Diluted net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—diluted		228		535		492		936
Net income available to common stockholders—diluted	$	45,101	$	35,890	$	93,171	$	62,194
Basic weighted average shares		138,588		141,286		138,986		141,966
Dilutive effect of potential common shares		1,151		1,299		1,050		1,391
Diluted weighted average shares		139,739		142,585		140,036		143,357
Diluted net income per share	$	.32	$	.25	$	.67	$	.43

Weighted Average Diluted Common Shares Outstanding

The weighted average diluted common shares outstanding for the three and six months ended June 30, 2012 and 2011, excludes the effect of the following (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Total number of anti-dilutive potential common shares		239		803		233		664

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Calculation of Net Income Per Share (Detail) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Net income	$ 45,329	$ 36,425	$ 93,663	$ 63,130
Net income available to common stockholders-basic	45,101	35,888	93,169	62,191
Basic weighted average shares	138,588	141,286	138,986	141,966
Basic net income per share	$ 0.33	$ 0.25	$ 0.67	$ 0.44
Net income	45,329	36,425	93,663	63,130
Net income available to common stockholders-diluted	45,101	35,890	93,171	62,194
Basic weighted average shares	138,588	141,286	138,986	141,966
Dilutive effect of potential common shares	1,151	1,299	1,050	1,391
Diluted weighted average shares	139,739	142,585	140,036	143,357
Diluted net income per share	$ 0.32	$ 0.25	$ 0.67	$ 0.43
Basic
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Income allocated to participating securities	228	537	494	939
Diluted
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Income allocated to participating securities	$ 228	$ 535	$ 492	$ 936

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Subsequent Events (Tables)

6 Months Ended

Jun. 30, 2012

Dividend Announced

On August 1, 2012, the Company announced the following:

Quarterly dividend per share	$.15
Declaration date	August 1, 2012
Record date	August 24, 2012
Payment date	September 14, 2012

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Advertising Costs (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Summary Of Significant Accounting Policies [Line Items]
Advertising costs	$ 11,290	$ 10,384	$ 21,226	$ 19,750

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 93,663	$ 63,130
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets	87	79
Depreciation expense	24,280	25,703
Stock-based compensation expense-restricted stock and stock units	20,205	25,447
Excess tax benefits from stock-based compensation	(2,895)	(944)
Provision for deferred income taxes	(13,973)	(6,781)
Provision for doubtful accounts receivable	4,644	2,309
Changes in assets and liabilities:
Increase in accounts receivable	(44,317)	(65,517)
(Decrease) increase in accounts payable, accrued expenses, accrued payroll costs and retirement obligations	(3,114)	17,479
Increase in income taxes payable	38,650	28,770
Change in other assets, net of change in other liabilities	(1,944)	(1,793)
Net cash flows provided by operating activities	115,286	87,882
CASH FLOWS FROM INVESTING ACTIVITIES:
Payment for acquisitions, net of cash acquired	(1,484)
Capital expenditures	(24,211)	(28,375)
Increase in trusts for employee benefits and retirement plans	(3,596)	(2,785)
Net cash flows used in investing activities	(29,291)	(31,160)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchases of common stock	(101,380)	(91,545)
Cash dividends paid	(41,874)	(40,307)
Increase in notes payable and other indebtedness	(55)	(60)
Excess tax benefits from stock-based compensation	2,895	944
Proceeds from exercises of stock options	35,391	13,693
Net cash flows used in financing activities	(105,023)	(117,275)
Effect of exchange rate changes on cash and cash equivalents	(1,730)	6,487
Net decrease in cash and cash equivalents	(20,758)	(54,066)
Cash and cash equivalents at beginning of period	279,336	315,137
Cash and cash equivalents at end of period	258,578	261,071
Cash paid during the period for:
Interest	208	273
Income taxes, net of refunds	$ 35,507	$ 19,251

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Internal-Use Software Development Costs Capitalized (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Summary Of Significant Accounting Policies [Line Items]
Internal-use software development costs	$ 4,984	$ 4,735	$ 9,681	$ 7,993

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Number and Cost of Common Stock Shares Repurchased (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Stockholders Equity Note [Line Items]
Common stock repurchased (in shares)	2,503	2,958
Common stock repurchased	$ 72,361	$ 85,851

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CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
ASSETS
Cash and cash equivalents	$ 258,578	$ 279,336
Accounts receivable, less allowances of $24,725 and $22,627	531,848	493,327
Current deferred income taxes	101,636	88,578
Other current assets	148,602	145,437
Total current assets	1,040,664	1,006,678
Goodwill	190,388	189,423
Other intangible assets, net	567	50
Property and equipment, net	105,504	107,972
Other assets	7,276	7,713
Total assets	1,344,399	1,311,836
LIABILITIES
Accounts payable and accrued expenses	123,706	117,596
Accrued payroll costs and retirement obligations	346,769	355,294
Income taxes payable	25,728
Current portion of notes payable and other indebtedness	114	111
Total current liabilities	496,317	473,001
Notes payable and other indebtedness, less current portion	1,487	1,545
Other liabilities	37,235	36,785
Total liabilities	535,039	511,331
Commitments and Contingencies (Note G)
STOCKHOLDERS' EQUITY
Preferred stock, $.001 par value authorized 5,000,000 shares; issued and outstanding zero shares
Common stock, $.001 par value authorized 260,000,000 shares; issued and outstanding 141,685,589 shares and 142,085,533 shares	142	142
Capital surplus	770,711	759,476
Accumulated other comprehensive income	38,507	40,887
Retained earnings
Total stockholders' equity	809,360	800,505
Total liabilities and stockholders' equity	$ 1,344,399	$ 1,311,836

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Weighted Average Diluted Common Shares Outstanding (Detail) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total number of anti-dilutive potential common shares	239	803	233	664

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CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) In Thousands	Total	COMMON STOCK:	CAPITAL SURPLUS:	ACCUMULATED OTHER COMPREHENSIVE INCOME:	RETAINED EARNINGS:
Balance at beginning of period at Dec. 31, 2010		$ 146	$ 787,105	$ 47,120
Balance at beginning of period, (in shares) at Dec. 31, 2010		146,183
Net issuances of restricted stock, (in shares)		1,265
Repurchases of common stock, (in shares)		(3,151)
Exercises of stock options, (in shares)		584
Net issuances of restricted stock		1	(1)
Net income	63,130				63,130
Foreign currency translation adjustments, net of tax	11,014			11,014
Repurchases of common stock		(3)	(28,412)		(63,130)
Cash dividends			(40,976)
Stock-based compensation expense			25,447
Exercise of stock options		1	13,692
Tax impact of equity incentive plans			1,496
Balance at end of period at Jun. 30, 2011		145	758,351	58,134
Balance at end of period, (in shares) at Jun. 30, 2011		144,881
Balance at beginning of period at Dec. 31, 2011	800,505	142	759,476	40,887
Balance at beginning of period, (in shares) at Dec. 31, 2011		142,086
Net issuances of restricted stock, (in shares)		1,240
Repurchases of common stock, (in shares)		(3,484)
Exercises of stock options, (in shares)		1,844
Net issuances of restricted stock		1	(1)
Net income	93,663				93,663
Foreign currency translation adjustments, net of tax	(2,380)			(2,380)
Repurchases of common stock		(3)	(7,714)		(93,663)
Cash dividends			(42,614)
Stock-based compensation expense			20,205
Exercise of stock options		2	35,389
Tax impact of equity incentive plans			5,970
Balance at end of period at Jun. 30, 2012	$ 809,360	$ 142	$ 770,711	$ 38,507
Balance at end of period, (in shares) at Jun. 30, 2012		141,686

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Components of Property and Equipment (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Property, Plant and Equipment [Line Items]
Computer hardware	$ 125,951	$ 122,619
Computer software	259,773	249,843
Furniture and equipment	115,850	108,917
Leasehold improvements	116,842	113,972
Other	12,997	15,143
Property and equipment, cost	631,413	610,494
Accumulated depreciation	(525,909)	(502,522)
Property and equipment, net	$ 105,504	$ 107,972

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Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2012

Advertising Costs

 Advertising costs for the three and six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Advertising costs	$	11,290	$	10,384	$	21,226	$	19,750

Internal-Use Software Development Costs Capitalized

Internal-use software development costs capitalized for the three and six months ended June 30, 2012 and 2011 are reflected in the following table (in thousands):

	Three Months Ended June  30,				Six Months Ended June  30,
	2012		2011		2012		2011
Internal-use software development costs	$	4,984	$	4,735	$	9,681	$	7,993

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Accrued Payroll Costs and Retirement Obligations (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Accrued Liabilities [Line Items]
Payroll and benefits	$ 203,810	$ 181,035
Employee retirement obligations	88,349	87,031
Workers' compensation	27,680	24,217
Payroll taxes	26,930	63,011
Total accrued payroll costs and retirement obligations	$ 346,769	$ 355,294

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Goodwill (Tables)

6 Months Ended

Jun. 30, 2012

Activity in Goodwill

The following table sets forth the activity in goodwill from December 31, 2011, through June 30, 2012 (in thousands):

	Goodwill
Balance as of December 31, 2011	$	189,423
Acquisitions		947
Foreign currency translation adjustments		18
Balance as of June 30, 2012	$	190,388

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CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) (CAPITAL SURPLUS:, USD $)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
CAPITAL SURPLUS:
Cash dividends, per share	$ 0.30	$ 0.28

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CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Accounts receivable, allowances	$ 24,725	$ 22,627
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized	5,000,000	5,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	260,000,000	260,000,000
Common stock, issued	141,685,589	142,085,533
Common stock, outstanding	141,685,589	142,085,533

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Stock Plans

6 Months Ended

Jun. 30, 2012

Stock Plans

Note I—Stock Plans

Under various stock plans, officers, employees and outside directors have received or may receive grants of restricted stock, stock units, stock appreciation rights or options to purchase common stock. Grants have been made at the discretion of the Committees of the Board of Directors. Grants generally vest over four years. Shares offered under the plan are authorized but unissued shares or treasury shares.

Options currently outstanding under the plans have an exercise price equal to the fair market value of the Company’s common stock at the date of grant and consist of non-statutory stock options under the Internal Revenue Code, and generally have a term of 10 years.

Recipients of restricted stock do not pay any cash consideration to the Company for the shares, have the right to vote all shares subject to such grant, and for grants made prior to July 28, 2009, receive all dividends with respect to such shares on the dividend payment dates, whether or not the shares have vested as long as any performance condition has been met. Restricted stock grants made on or after July 28, 2009, contain forfeitable rights to dividends. Dividends for these grants are accrued on the dividend payment dates but are not paid until the shares vest, and dividends accrued for shares that ultimately do not vest are forfeited. Recipients of stock units do not pay any cash consideration for the units, do not have the right to vote, and do not receive dividends with respect to such units. Compensation expense for restricted stock and stock units is generally recognized on a straight-line basis over the vesting period, based on the stock’s fair market value on the grant date. For restricted stock grants issued with performance conditions, compensation expense is recognized over each vesting tranche.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Jul. 31, 2012
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Trading Symbol	RHI
Entity Registrant Name	HALF ROBERT INTERNATIONAL INC /DE/
Entity Central Index Key	0000315213
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		141,803,257

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Net Income Per Share

6 Months Ended

Jun. 30, 2012

Net Income Per Share

Note J—Net Income Per Share

The calculation of net income per share for the three and six months ended June 30, 2012 and 2011 is reflected in the following table (in thousands, except per share amounts):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Basic net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—basic		228		537		494		939
Net income available to common stockholders—basic	$	45,101	$	35,888	$	93,169	$	62,191
Basic weighted average shares		138,588		141,286		138,986		141,966
Basic net income per share	$	.33	$	.25	$	.67	$	.44
Diluted net income per share:
Net income	$	45,329	$	36,425	$	93,663	$	63,130
Income allocated to participating securities—diluted		228		535		492		936
Net income available to common stockholders—diluted	$	45,101	$	35,890	$	93,171	$	62,194
Basic weighted average shares		138,588		141,286		138,986		141,966
Dilutive effect of potential common shares		1,151		1,299		1,050		1,391
Diluted weighted average shares		139,739		142,585		140,036		143,357
Diluted net income per share	$	.32	$	.25	$	.67	$	.43

Potential common shares include the dilutive effect of stock options, unvested performance-based restricted stock, restricted stock which contain forfeitable rights to dividends, and stock units. The weighted average diluted common shares outstanding for the three and six months ended June 30, 2012 and 2011, excludes the effect of the following (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Total number of anti-dilutive potential common shares		239		803		233		664

Employee stock options will have a dilutive effect under the treasury method only when the respective period’s average market value of the Company’s common stock exceeds the exercise proceeds. Under the treasury method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost for future service that the Company has not yet recognized, and the amount of tax benefits that would be recorded in capital surplus, if the options were exercised and the stock units and performance-based restricted stock had vested.

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Net service revenues	$ 1,028,383	$ 937,966	$ 2,043,827	$ 1,818,835
Direct costs of services, consisting of payroll, payroll taxes, insurance costs and reimbursable expenses	613,080	565,678	1,226,441	1,108,458
Gross margin	415,303	372,288	817,386	710,377
Selling, general and administrative expenses	343,264	311,202	665,282	604,888
Amortization of intangible assets	52	40	87	79
Interest income, net	(285)	(238)	(519)	(450)
Income before income taxes	72,272	61,284	152,536	105,860
Provision for income taxes	26,943	24,859	58,873	42,730
Net income	45,329	36,425	93,663	63,130
Net income available to common stockholders-diluted	$ 45,101	$ 35,890	$ 93,171	$ 62,194
Net income per share (Note J):
Basic	$ 0.33	$ 0.25	$ 0.67	$ 0.44
Diluted	$ 0.32	$ 0.25	$ 0.67	$ 0.43
Shares:
Basic	138,588	141,286	138,986	141,966
Diluted	139,739	142,585	140,036	143,357
Cash dividends declared per share	$ 0.15	$ 0.14	$ 0.30	$ 0.28

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Goodwill

6 Months Ended

Jun. 30, 2012

Goodwill

Note D—Goodwill

The following table sets forth the activity in goodwill from December 31, 2011, through June 30, 2012 (in thousands):

	Goodwill
Balance as of December 31, 2011	$	189,423
Acquisitions		947
Foreign currency translation adjustments		18
Balance as of June 30, 2012	$	190,388

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Other Current Assets

6 Months Ended

Jun. 30, 2012

Other Current Assets

Note C—Other Current Assets

Other current assets consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Deposits in trusts for employee benefits and retirement plans	$	91,928	$	87,646
Other		56,674		57,791
	$	148,602	$	145,437

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Other Current Assets (Tables)

6 Months Ended

Jun. 30, 2012

Other Current Assets

Other current assets consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Deposits in trusts for employee benefits and retirement plans	$	91,928	$	87,646
Other		56,674		57,791
	$	148,602	$	145,437

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Business Segments

6 Months Ended

Jun. 30, 2012

Business Segments

Note K—Business Segments

The Company, which aggregates its operating segments based on the nature of services, has three reportable segments: temporary and consultant staffing, permanent placement staffing, and risk consulting and internal audit services. The temporary and consultant segment provides specialized staffing in the accounting and finance, administrative and office, information technology, legal, advertising, marketing and web design fields. The permanent placement segment provides full-time personnel in the accounting, finance, administrative and office, and information technology fields. The risk consulting segment provides business and technology risk consulting and internal audit services.

The accounting policies of the segments are set forth in Note A—“Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011. The Company evaluates performance based on income or loss from operations before net interest income, intangible amortization expense, and income taxes.

The following table provides a reconciliation of revenue and operating income (loss) by reportable segment to consolidated results (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net service revenues
Temporary and consultant staffing	$	829,008		$	752,369		$	1,658,665		$	1,467,051
Permanent placement staffing		89,141			80,663			172,003			148,267
Risk consulting and internal audit services		110,234			104,934			213,159			203,517
	$	1,028,383		$	937,966		$	2,043,827		$	1,818,835
Operating income (loss)
Temporary and consultant staffing	$	51,668		$	46,241		$	120,822		$	84,311
Permanent placement staffing		18,358			13,875			31,624			21,742
Risk consulting and internal audit services		2,013			970			(342	)		(564	)
		72,039			61,086			152,104			105,489
Amortization of intangible assets		52			40			87			79
Interest income, net		(285	)		(238	)		(519	)		(450	)
Income before income taxes	$	72,272		$	61,284		$	152,536		$	105,860

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2012

Commitments and Contingencies

Note G—Commitments and Contingencies

The Company’s prior filings contained disclosures regarding three lawsuits against the Company filed in the California Superior Court: one by Plaintiff Mark Laffitte, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers; one by Plaintiff Isabel Apolinario, on behalf of herself and a putative class of salaried Account Executives and Staffing Managers; and one by Plaintiff Van Williamson, on behalf of himself and a putative class of salaried Account Executives and Staffing Managers. As previously reported by the Company, the Company believes it has meritorious defenses to the allegations and has vigorously defended against each litigation. As disclosed in the Company’s Current Report on Form 8-K dated April 24, 2012, and its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012, these cases were set for voluntary mediation on June 18, 2012. On July 5, 2012, the parties to these lawsuits entered into a Memorandum of Agreement, which is expected to settle and resolve all claims. The settlement resulted in a pre-tax charge to second quarter 2012 Selling, General and Administrative expenses of $19.0 million and a net after-tax charge to second quarter 2012 Net Income of approximately $11.4 million. The actual settlement of the cases is contingent upon the execution of a formal written settlement agreement approved by the courts. Based on the settlement terms contained in the Memorandum of Agreement, the Company has determined that these cases are not currently material pending legal proceedings. Accordingly, the Company does not presently intend to make disclosures regarding these cases in its future Securities and Exchange Commission filings.

On April 23, 2010, Plaintiffs David Opalinski and James McCabe, on behalf of themselves and a putative class of similarly situated Staffing Managers, filed a Complaint in the United States District Court for the District of New Jersey naming the Company and one of its subsidiaries as Defendants. The Complaint alleges that salaried Staffing Managers located throughout the U.S. have been misclassified as exempt from the Fair Labor Standards Act’s overtime pay requirements. Plaintiffs seek an unspecified amount for unpaid overtime on behalf of themselves and the class they purport to represent. Plaintiffs also seek an unspecified amount for statutory penalties, attorneys’ fees and other damages. On October 6, 2011, the Court granted the Company’s motion to compel arbitration of the Plaintiffs’ allegations. At this stage, it is not feasible to predict the outcome of or a range of loss, should a loss occur, from these allegations and, accordingly, no amounts have been provided in the Company’s financial statements. The Company believes it has meritorious defenses to the allegations, and the Company intends to continue to vigorously defend against the allegations.

The Company is involved in a number of other lawsuits arising in the ordinary course of business. While management does not expect any of these other matters to have a material adverse effect on the Company’s results of operations, financial position or cash flows, litigation is subject to certain inherent uncertainties.

Legal costs associated with the resolution of claims, lawsuits and other contingencies are expensed as incurred.

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Property and Equipment, Net

6 Months Ended

Jun. 30, 2012

Property and Equipment, Net

Note E—Property and Equipment, Net

Property and equipment consisted of the following (in thousands):

	June 30, 2012			December 31, 2011
Computer hardware	$	125,951		$	122,619
Computer software		259,773			249,843
Furniture and equipment		115,850			108,917
Leasehold improvements		116,842			113,972
Other		12,997			15,143
Property and equipment, cost		631,413			610,494
Accumulated depreciation		(525,909	)		(502,522	)
Property and equipment, net	$	105,504		$	107,972

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Accrued Payroll Costs and Retirement Obligations

6 Months Ended

Jun. 30, 2012

Accrued Payroll Costs and Retirement Obligations

Note F—Accrued Payroll Costs and Retirement Obligations

Accrued payroll costs and retirement obligations consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Payroll and benefits	$	203,810	$	181,035
Employee retirement obligations		88,349		87,031
Workers’ compensation		27,680		24,217
Payroll taxes		26,930		63,011
	$	346,769	$	355,294

Included in employee retirement obligations is the following (in thousands):

	June 30, 2012		December 31, 2011
Deferred compensation plan and other benefits related to the Company’s Chief Executive Officer	$	72,447	$	71,603

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Stockholders' Equity

6 Months Ended

Jun. 30, 2012

Stockholders' Equity

Note H—Stockholders’ Equity

Stock Repurchase Program. As of June 30, 2012, the Company is authorized to repurchase, from time to time, up to 3.6 million additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions. The number and the cost of common stock shares repurchased during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Common stock repurchased (in shares)		2,503		2,958
Common stock repurchased	$	72,361	$	85,851

Additional stock repurchases were made in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of exercise price and applicable statutory withholding taxes. Repurchases of shares are funded with cash generated from operations. The number and the cost of employee stock plan repurchases made during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Employee stock plan repurchased (in shares)		980		193
Employee stock plan repurchased	$	29,019	$	5,694

The repurchased shares are held in treasury and are presented as if constructively retired. Treasury stock is accounted for using the cost method. Treasury stock activity for the six months ended June 30, 2012 and 2011, (consisting of stock option exercises and the purchase of shares for the treasury) is presented in the unaudited Condensed Consolidated Statements of Stockholders’ Equity.

Cash Dividends. The Company’s Board of Directors may at their discretion declare and pay dividends upon the shares of the Company’s stock either out of the Company’s retained earnings or capital surplus. The cash dividends declared during the six months ended June 30, 2012 and 2011, are reflected in the following table:

	Six Months Ended June 30,
	2012		2011
Cash dividends declared per share	$	.30	$	.28

Repurchases of shares and issuances of cash dividends are applied first to the extent of retained earnings and any remaining amounts are applied to capital surplus. As a result, the Company had no retained earnings as of June 30, 2012 and December 31, 2011.

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Activity in Goodwill (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Goodwill [Line Items]
Beginning balance	$ 189,423
Acquisitions	947
Foreign currency translation adjustments	18
Ending balance	$ 190,388

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2012

Nature of Operations

Nature of Operations. Robert Half International Inc. (the “Company”) provides specialized staffing and risk consulting services through such divisions as Accountemps^®, Robert Half^® Finance & Accounting, OfficeTeam^®, Robert Half^® Technology, Robert Half^® Management Resources, Robert Half^® Legal, The Creative Group^®, and Protiviti^®. The Company, through its Accountemps, Robert Half Finance & Accounting, and Robert Half Management Resources divisions, is a specialized provider of temporary, full-time, and project professionals in the fields of accounting and finance. OfficeTeam specializes in highly skilled temporary administrative support personnel. Robert Half Technology provides information technology professionals. Robert Half Legal provides temporary, project, and full-time staffing of attorneys and specialized support personnel within law firms and corporate legal departments. The Creative Group provides project staffing in the advertising, marketing, and web design fields. Protiviti provides business consulting and internal audit services, and is a wholly owned subsidiary of the Company. Revenues are predominantly derived from specialized staffing services. The Company operates in North America, South America, Europe, Asia and Australia. The Company is a Delaware corporation.

Basis of Presentation

Basis of Presentation. The unaudited Condensed Consolidated Financial Statements (“Financial Statements”) of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The comparative year-end condensed consolidated statement of financial position data presented was derived from audited financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) necessary for a fair statement of the financial position and results of operations for the periods presented have been included. These Financial Statements should be read in conjunction with the audited Consolidated Financial Statements of the Company for the year ended December 31, 2011, included in its annual report on Form 10-K. The results of operations for any interim period are not necessarily indicative of, nor comparable to, the results of operations for a full year.

Principles of Consolidation

Principles of Consolidation. The Financial Statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. All intercompany balances have been eliminated.

Use of Estimates

Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. As of June 30, 2012, such estimates included allowances for uncollectible accounts receivable, workers’ compensation losses, and income and other taxes. Management estimates are also utilized in the Company’s goodwill impairment assessment.

Advertising Costs

Advertising Costs. The Company expenses all advertising costs as incurred. Advertising costs for the three and six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2012		2011		2012		2011
Advertising costs	$	11,290	$	10,384	$	21,226	$	19,750

Internal-use Software

Internal-use Software. The Company capitalizes direct costs incurred in the development of internal-use software. Amounts capitalized are reported as a component of computer software within property and equipment. Internal-use software development costs capitalized for the three and six months ended June 30, 2012 and 2011 are reflected in the following table (in thousands):

	Three Months Ended June  30,				Six Months Ended June  30,
	2012		2011		2012		2011
Internal-use software development costs	$	4,984	$	4,735	$	9,681	$	7,993

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Accrued Payroll Costs and Retirement Obligations (Tables)

6 Months Ended

Jun. 30, 2012

Accrued Payroll Costs and Retirement Obligations

Accrued payroll costs and retirement obligations consisted of the following (in thousands):

	June 30, 2012		December 31, 2011
Payroll and benefits	$	203,810	$	181,035
Employee retirement obligations		88,349		87,031
Workers’ compensation		27,680		24,217
Payroll taxes		26,930		63,011
	$	346,769	$	355,294

Employee Retirement Obligations

Included in employee retirement obligations is the following (in thousands):

	June 30, 2012		December 31, 2011
Deferred compensation plan and other benefits related to the Company’s Chief Executive Officer	$	72,447	$	71,603

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Dividend Announced (Detail) (Dividend Declared, USD $)	1 Months Ended
	Aug. 01, 2012
Dividend Declared
Subsequent Event [Line Items]
Quarterly dividend per share	$ 0.15
Declaration date	Aug. 01, 2012
Record date	Aug. 24, 2012
Payment date	Sep. 14, 2012

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Number and Cost of Employee Stock Plan Repurchases (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Stockholders Equity Note [Line Items]
Employee stock plan repurchased (in shares)	980	193
Employee stock plan repurchased	$ 29,019	$ 5,694

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
COMPREHENSIVE INCOME:
Net income	$ 45,329	$ 36,425	$ 93,663	$ 63,130
Foreign currency translation adjustments, net of tax	(6,452)	3,581	(2,380)	11,014
Total comprehensive income	$ 38,877	$ 40,006	$ 91,283	$ 74,144

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New Accounting Pronouncements

6 Months Ended

Jun. 30, 2012

New Accounting Pronouncements

Note B—New Accounting Pronouncements

Balance Sheet Disclosures. In December 2011, the Financial Standards Board (“FASB”) issued authoritative guidance in regards to the presentation of netting assets and liabilities of financial and derivative instruments as a single amount in the statement of financial position to address the difference between GAAP and international financial reporting standards (“IFRS”). This authoritative guidance is to be applied for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Company does not expect the adoption of this guidance to have a material effect on its Financial Statements.

Comprehensive Income. In June 2011, the FASB issued authoritative guidance which allows an entity the option to present net income, and comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This authoritative guidance eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholder’s equity. This authoritative guidance is to be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Except for presentation requirements, the adoption of this guidance as of March 31, 2012, did not have an impact on the Company’s Financial Statements. In December 2011, the FASB issued authoritative guidance to defer only those changes related to the presentation of reclassification adjustments. The amendments are being made to allow the FASB time to reconsider whether to present on the face of the financial statements the effects of reclassifications out of accumulated other comprehensive income on the components of net income and other comprehensive income for all periods presented.

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Stockholders' Equity (Tables)

6 Months Ended

Jun. 30, 2012

Number and Cost of Common Stock Shares Repurchased

The number and the cost of common stock shares repurchased during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Common stock repurchased (in shares)		2,503		2,958
Common stock repurchased	$	72,361	$	85,851

Number and Cost of Employee Stock Plan Repurchases

The number and the cost of employee stock plan repurchases made during the six months ended June 30, 2012 and 2011, are reflected in the following table (in thousands):

	Six Months Ended June 30,
	2012		2011
Employee stock plan repurchased (in shares)		980		193
Employee stock plan repurchased	$	29,019	$	5,694

Cash Dividends Declared

The cash dividends declared during the six months ended June 30, 2012 and 2011, are reflected in the following table:

	Six Months Ended June 30,
	2012		2011
Cash dividends declared per share	$	.30	$	.28

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Commitments and Contingencies - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2012 LegalMatter	Jun. 30, 2012 LegalMatter
Commitments and Contingencies [Line Items]
Number of lawsuits filed against company related to litigation settlements	3	3
Litigation settlement expense (pre-tax)	$ 19	$ 19
Litigation settlement expense (after-tax charge)	$ 11.4	$ 11.4

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Subsequent Events

6 Months Ended

Jun. 30, 2012

Subsequent Events

Note L—Subsequent Events

On August 1, 2012, the Company authorized the repurchase, from time to time, of up to 10 million shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions. The authorization is in addition to the 3.6 million shares remaining under the existing repurchase program.

On August 1, 2012, the Company announced the following:

Quarterly dividend per share	$.15
Declaration date	August 1, 2012
Record date	August 24, 2012
Payment date	September 14, 2012