8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):  November 7, 2007 (November 6, 2007)

Analysts International Corporation
(Exact name of registrant as specified in its charter)
Minnesota	0-4090		41-0905408
(State or other jurisdiction of Incorporation)	(Commission File Number)		(IRS Employer Identification Number)
3601 West 76th Street, Minneapolis, Minnesota		55435-3000
(Address for principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code:   (952) 835-5900

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

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

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

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

¨ Pre-commencement communications pursuant to Rule 13e-14(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01  Regulation FD Disclosure

On November 6, 2007, Analysts International Corporation held a conference call in which management answered questions concerning the Company’s financial results for the third quarter ended September 29, 2007 and future business strategy.  The full text of the question and answer session from the conference call is furnished as Exhibit 99.1 to this Current Report and is incorporated by reference as if fully set forth herein.

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Cautionary Statement for the Purpose of Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995

The Transcript of the question and answer session from the Company’s November 6, 2007 earnings conference call contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  In some cases, forward-looking statements can be identified by words such as “believe,” “expect,” “anticipate,” “plan,” “potential,” “continue” or similar expressions.  Forward-looking statements also include the assumptions underlying or relating to any of the foregoing statements.  Such forward-looking statements are based upon current expectations and beliefs and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.  Statements made in this question and answer session by Michael J. LaVelle, interim President and CEO, Elmer Baldwin, President and CEO, or David J. Steichen, CFO, regarding:  (i) our plan to hire additional sales, recruiting or management personnel in the fourth quarter of fiscal year 2007 or during fiscal year 2008; (ii) our plan to make additional business investments during fiscal year 2008 (for a total of $5 million for our business plan); (iii) our expectation to achieve profitability in the first quarter of 2008 and beyond; (iv) our plans as to whether we will continue to repurchase common stock of the Company under our repurchase plan; (v) our intent to evaluate and possibly exit certain businesses or client accounts; (vi) our plan to end our relationship with Alliance Management, Inc. at the end of December 2007; (vii) our expectation that our recovery plan remains a two-year plan and includes investments of $5 million; (viii) our belief about expected operating results for the fourth quarter of 2007; and (ix) our beliefs about prospective business with one of our largest clients and the expected quality of that business are forward-looking statements. These statements are not guarantees of future performance, involve certain risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate.  Therefore, actual outcomes and results may differ materially from what is expressed herein.  In any forward-looking statement in which Mr. LaVelle, Mr. Baldwin or Mr. Steichen expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement or expectation or belief will result or be achieved or accomplished.  The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements:  (i) our success in hiring qualified sales, recruiting and management personnel who can become productive quickly; (ii) decisions about whether we use cash to repurchase shares of the Company or for the capital needs of our business plan; (iii) market conditions in the IT services industry, including but not limited to intense competition for billable technical personnel at competitive rates, any additional pricing pressures from any of our largest clients and the state of the Michigan economy; (iv) our ability to evaluate and exit, if appropriate, certain areas of our business or certain client accounts or contracts in a timely and effective manner; (v) significant rapid growth in the business, a significant loss of a contract or relationship with a client or key technology partner or significant lengthening of payment terms with a major client or technology partner that creates a need for additional working capital; (vi) lack of success in implementing or executing on our strategy for capturing any growth opportunities, including but not limited to geographic expansion or expansion of more profitable areas of our business; and (vii) other economic, business, competitive and/or regulatory factors affecting the Company’s business generally, including those set forth in the Company’s filings with the SEC, including its Annual Report on Form 10-K for its most recent fiscal year, especially in the Management’s Discussion and Analysis section, its most recent Quarterly Report on Form 10-Q and its Current Reports on Form 8-K.  All forward-looking statements included in the Transcript are based on information available to the Company on the date of the earnings conference call.   The Company undertakes no obligation (and expressly disclaims any such obligation) to update forward-looking statements made in the conference call’s question and answer session to reflect events or circumstances after the date of the conference call or to update reasons why actual results would differ from those anticipated in such forward-looking statements.

Item 9.01  Financial Statements and Exhibits

(c) Exhibits.

Exhibit Number	Description
99.1	Analysts International Corporation’s transcript of question and answer session from earnings conference call held on November 6, 2007.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:	November 7, 2007	ANALYSTS INTERNATIONAL CORPORATION
		/s/ Colleen M. Davenport
		Colleen M. Davenport
		Secretary and General Counsel

EXHIBIT INDEX

Exhibit Number	Description
99.1	Transcript of question and answer session from earnings conference call held on November 6, 2007.

EX-99.1

EXHIBIT 99.1

Transcript of Question and Answer Session

Analysts International Corporation

Earnings Conference Call – November 6, 2007

Operator:  Thank you.  At this time I’d like to remind everyone if you would like to pose a question, please press star, then the number one on your telephone key pad.  Once again, to pose for a question, that is star, one on your touch-tone phone.  We will pause for a few moments to compile the Q&A roster.

Thank you.  Our first question is coming from Rick Dauteuil of Columbia Management.  Please go ahead.

Rick Dauteuil:Good morning.

Dave Steichen:Morning, Rick.

Rick Dauteuil:Just a quick question.  What were the number of sales personnel that were hired in this quarter?  Recruiters?

Mike LaVelle: I think that we had about seven recruiters and in total we’ve put about 15 salesmen in the field.  I think probably five or six of those will get to this quarter.

Rick Dauteuil:Okay, how?

Mike LaVelle:So a good number of them went in right at the end of the second quarter.

Rick Dauteuil:  Are there more expected in Q4?

Elmer Baldwin:Rick, this is Elmer.  I think we have two or three new positions we’re filling in Q4, but generally we’re going to stand pat on our SG&A headcount through Q4 in sales and marketing, in sales and recruiting.

Rick Dauteuil:Okay.  Are there any other areas of investment that we’re continuing to make in, I guess, Q4 and beyond?

Dave Steichen: I think that the, you know, that obviously the people that we’ve put in thus far, we continue to hold them through the fourth quarter.  And beyond the fourth quarter, I think that, yes, we foresee some changes and some more investment going in to 2008.

Rick Dauteuil:Outside the recruiting area?

Male Speaker:(Inaudible).

Rick Dauteuil:Is that outside the recruiting area, or?

Dave Steichen:Yes, that is sales and recruiting and some management.

Rick Dauteuil:Okay.  What, so Q4 you’re still is, still in the investment mode, not expected to be profitable?  I think Mike mentioned in his prepared remarks that you’re expecting to turn profitable in the first quarter of ’08.  Is that fair?

Dave Steichen:  That’s fair, yes.

Rick Dauteuil:Okay.  That’s all I have.  Thanks.

Dave Steichen:Thanks, Rick.

Operator:Thank you.  Once again, if you would like to pose a question at this time, please press star, then the number one on your telephone keypad.  Our next question is coming from Brad (sic) Ostrem of Van Clemens.  Please go ahead.

Craig Ostrem:Hi, Mike.  Hey, Elmer.  A couple of questions.  The share buyback was announced back in July and I heard you say you’ve purchased about 109,000 shares?  Will that continue?

Dave Steichen:Yes.

Craig Ostrem:And the other question is, you know, I’m looking at the numbers and hearing what you are saying about your performance and your plan and the cost reduction and everything going forward, profitability as Rick mentioned in the first quarter of the new year, will that get better as you go along?  Can you tell by the way things look?  As the plan goes in place or continues to operate, will we see better profitability in the later parts of ’08?

Dave Steichen:Brad (sic), this is Dave Steichen.  I’ll answer the first part of that question and let Elmer give you his thoughts on the second part.  As for the share repurchase program, we did purchase 109,000 shares during this third quarter.  We’re currently in a black period and we’ll be coming out shortly.  We will probably wait until Elmer gets a chance to put his plan in front of the board and get approval internally on a new plan for the Company, and we’ll look at the capital needs of that plan to evaluate whether there is enough capital available to both execute on that plan and continue the share buyback program.

Craig Ostrem:Okay.

Elmer Baldwin:So, Brad (sic), the second question you had was about continued profitability, and our plan that we’re preparing to present to the board in early December, is a plan that positions the Company for profitability, long-term profitability, and our goal is to get out of that first quarter and remain profitable going forward.  However, we need to make some investments to get that done.  And some of that investment will be considered by the Board in the beginning of December.  And we’ve noted that there are some burdensome businesses that we have, and we have to evaluate how to exit those businesses and the timing of that, those kind of moves where we’re not making money, we’re not making the kind of money that our shareholders would expect, in some of our staffing businesses.  We have to really take deliberate steps and it might take some time to get those businesses transitioned.  But, those are the things that we’re evaluating and will be building into our plans with this business continues to be profitable going forward.

Craig Ostrem:Okay.  And as you probably know, Elmer, and with Mark Sheffert, the Company’s been in kind of a turn-around transitional period for a while now, and as shareholders we’re kind of expecting some more performance going into the new year.  And the name was Craig Ostrem, I don’t know how it got brought up as Brad, but it’s Craig Ostrem.

Elmer Baldwin:I’m sorry.

Craig Ostrem:Thank you all for…

Dave Steichen:Sorry, Craig.

Craig Ostrem:That’s okay.

Mike LaVelle:Thanks, Craig.

Operator:Thank you.  Once again, if you would like to pose for a question at this time, please press star, then the number one on your telephone keypad.  Our next question is coming from Ed Grignanvicius of TSI.  Please go ahead.

Ed Grignanvicius:  Good morning, Elmer.  I wanted to follow up with a couple of questions that relate back to what just Craig and Rick talked about.  You’re talking about now presenting a new plan in front of the board.  How does this align with the existing plan that was outlined through Alliance Management?  It just seems like we’re continuously coming up with a plan as opposed to making sure that we’re following through on the existing plan.

Elmer Baldwin:  Okay, Ed.  That’s a good question.  Our plan is in complete alignment with Alliance.  In fact, Alliance has continued to participate in the development of the plan, and we see it as a follow through and a refinement of the plan that they put together.  Some of the investments that were called for in that plan, we delayed; some we made.

Ed Grignanvicius:  Uh-huh.

Elmer Baldwin:  And some we, some we’re reshaping to meet the context of today’s state of the Company.  And we’ve -- another thing is we’ve engaged the employees of the Company in the development of this plan.  I would say there’s no less than 50 people involved in writing these plans.  It’s important that this Company gets in alignment, in alignment with a plan that can get executed.  So we have a number of events that we’ve orchestrated over the past month or so in putting this plan together.  We’ve engaged the Board, we’ve engaged the management team and we’ve engaged Alliance Management to make sure that things that we’re doing are following through on the plans that they recommended.  And in fact, Alliance continues to participate.  And we see their participation ending probably in December, but they’ve been a very valuable tool and a team-mate with us as we’ve been preparing a follow through on the plan that they have started.  We broke our plan into three phases, we put those phases clearly in front of the management, and we’ve reorganized the key initiatives that Alliance outlined into these phases focused on stabilization, sales and marketing, sales and marketing improvements or sales and recruiting improvements, and then lastly business development improvements in the integration of our solutions and staffing business.

Ed Grignanvicius:  Okay.  In the prior calls this was outlined as a two-year plan.  Is it still a two-year plan?  And you were looking, I think that Dave, your CFO mentioned in prior calls, spending approximately $5 million over two years.  So where are we in that plan?  And where are we on that spend?

Dave Steichen:  The spend, as Elmer indicated, we did not make some of the investments that were expected to be made in 2007, we delayed them into 2008.  We will still be making those; they may be slightly repurposed, those dollars, but we will still be making those investments.  And I don’t have a different number to give you today as far as total investments to be made.  I think the plan is -- certainly we have some goals and objectives that were out there at the end of two years that we’re still on target for and shooting to achieve.  The plan will be a living document.  I mean we will continue to update the plan and push out and add new objectives to the end of the plan as we go, as we proceed through it and so --

Ed Grignanvicius:  Okay.  As far as charges for this quarter, so you took about a half a million dollars in charges, correct?

Dave Steichen:  We took $337,000 as a charge to set up some additional reserve on a piece of real estate that we had vacated and hoped to sublet.  We’ve not been able to sublet that.  And the other one was a $200,000, $198,000 credit offsetting that charge.

Ed Grignanvicius:  Okay.  All right, I didn’t get that…

Dave Steichen:  Where we had some stock returned to us.

Ed Grignanvicius:  Okay.  All right.  Do, are we, what are we forecasting for the fourth quarter here in terms of revenue, earnings, charges?  Would like to get an understanding of that.

Dave Steichen:  We don’t at the present time have a forecast to give for the fourth quarter in terms of revenue dollars.  From an operating standpoint I would expect operating results to be consistent or maybe slightly improved from Q3.

Ed Grignanvicius:  Okay.  Well why not?  Why don’t we have a forecast for revenue?  I mean we’re halfway through this plan, we’ve been through a number of plans of trying to reposition this Company.  You guys should have visibility as to what the numbers need to be.

Dave Steichen:  We’ve been pretty consistent for the last four or five quarters in not giving revenue guidance from quarter-to-quarter.

Ed Grignanvicius:  Okay.  So as far as the fourth quarter and then going into 2008, with the next call will you provide guidance for the entire year, for 2008?

Dave Steichen:  I, we have not made that decision yet, but I wouldn’t expect to at this point.

Ed Grignanvicius:  So, basically we’ll be somewhere near three quarters into your plan and by the time you announce earnings, approximately almost a year into the plan, and we’re not able to give guidance for the entire fiscal year?  Is that what we’re saying?

Dave Steichen:  I think that we are, this is a dynamic business that we’re in.  From quarter-to-quarter we have significant revenue transactions that drop into one quarter or the next, and as Elmer indicated, we’ve got some significant decisions to make about getting out of some burdensome businesses and until we get all of that settled down, I don’t think we’re going to be in a position to want to give revenue guidance, certainly not full-year revenue guidance.

Ed Grignanvicius:  All right.  That’s it.  Thanks for your time.

Dave Steichen:  Thanks, Ed.

Operator:  Thank you.  As a final reminder, if you would like to pose for a question at this time, please press star, then the number one on your touch-tone phone.  Our next question is a follow-up from Rick Dauteuil of Columbia Management.  Please go ahead.

Rick Dauteuil:  Yes, just to get into some of the detail on at least one of the things you mentioned on the call.  You suggested you were kind of upgraded at one of the larger customers and you, along with maybe two other companies, will have an opportunity to fill 200 to 300 positions in 2008.  What kind of, can you quantify that opportunity and what your, I guess, confidence in that is?

Michael LaVelle:  For that opportunity, Rick, this is Mike LaVelle.  The opportunity there is, you know, it’s a staffing, it’s of course, a staffing account and our confidence in that is probably fairly high in that it’s an account that we’ve been dealing with for quite some time, and they have plans to expand their business in the areas we’re in and have selected us to be one of the companies to fill that.  It could change, but we feel pretty confident about it now.

Rick Dauteuil:  What would that mean, just that piece in revenue contribution in 2008?

Mike LaVelle:  I really, you know, I think that it could vary so much, Rick, that I really don’t want to put a number out there because, you know, they’ve laid out, there’s three potential vendors, they’ve laid out 200 to 300 positions, how fast they fill them and when is really going to be under their control so I really couldn’t give you a number on that yet.

Rick Dauteuil:  Okay, so it’s 200 to 300 positions split among the three vendors?

Mike LaVelle:  Yes.

Rick Dauteuil:  Okay.  Is it, you’ve talked about some of your staffing, large client staffing business as being burdensome, and clearly you wouldn’t take on more burdensome business.  So what, are, is this expected to be decent margin business?

Mike LaVelle:  Yes.

Rick Dauteuil:  Okay.  Can you tell us today what IBM represented in the quarter?

Mike LaVelle:  I believe they would probably come in -- we’ll get -- Rick, just give us a second, we’re getting that for you.

Rick Dauteuil:  Okay.  And then I, you kind of said largest clients, with a plural.  Maybe if you can quantify what they are as a group in addition to IBM as a single entity?

Dave Steichen:  Rick, I’ve got that number.  The IBM number was, IBM represented 12% of our total revenue in the current quarter.

Mike LaVelle:  And I think our largest staffing clients, the staffing business itself, would probably be very close in the area of 30% of our business right now, 30 to 32% for the –

Dave Steichen:  Yes.

Rick Dauteuil:  Okay.  Is it fair to say you’re probably not making any money on that 30% of your business?

Mike LaVelle:  No.  There’s some of it, you know, some of that has, is reasonable business.

Dave Steichen:  Yes, I think that it’s fair to say that a good chunk of that business is not generating the kind of returns that we think our shareholders deserve.

Mike LaVelle:  That’s correct.

Rick Dauteuil:  Okay.  But I mean can you, but if you were to make a decision on that, and I’m not saying you’ve made that decision, but the overhead that those burdensome businesses are carrying are, is probably pretty substantial.  Can you make that substantial cut in overhead to adjust to a new size if that’s -- if you wanted to get rid of that less profitable business?

Elmer Baldwin:  Rick, this is Elmer.  I think that’s the primary question, is how quickly the business could respond to that business to a change in that line of business.  And so, I think that’s one of the, probably one of our highest priority areas we’re focusing on right now.  How does this business respond with a -- if we do indeed decide to do something about these businesses, what and how quickly do we readjust and realign our G&A expense.

Rick Dauteuil:  Okay.  That’s all I have.

Dave Steichen:  Thanks, Rick.

Operator:  Thank you.  There appears to be no more further questions at this time.  I will now turn the floor back over to your hosts for any closing remarks.

Elmer Baldwin:Well that concludes this call and in closing I'd like to thank you all for participating in this call this morning, and I hope you share my enthusiasm about our new Company here and what we’re going to do in the future.  I look forward to updating you in the next call about the next version of Analysts International and our plans going forward.  Thank you.

Operator:Thank you.  This concludes today's conference call.  You may now disconnect.