8-K

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported):  April 18, 2008 (April 16, 2008)

ePlus inc.

(Exact name of registrant as specified in its charter)

Delaware	000-28926	54-1817218
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

13595 Dulles Technology Drive, Herndon, VA20171-3413

(Address, including zip code, of principal executive offices)

Registrant's telephone number, including area code: (703) 984-8400

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

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

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

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

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

1

Item 2.02  Results of Operations and Financial Condition

On April 16, 2008, ePlus inc. announced by press release its results of operations for the quarter ended September 30, 2007.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01  Financial Statements and Exhibits

(d)   Exhibits:

Exhibit No.                              Description

99.1    Press release dated April 16, 2008 issued by ePlus inc.

2

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.

	ePlus inc.
	By: /s/ Steven J. Mencarini
	Steven J. Mencarini
Date: April 18, 2008	Chief Financial Officer

3

EX-99.1

ePlus Reports September 30, 2007 Quarter Results:

Revenues Increased 13.2% to $225.0 Million;

Net Earnings Increased 396.3% to $4.9 Million

HERNDON, VA – April 16, 2008– ePlus inc. (OTC: PLUS - news), today announced financial results for its second quarter of fiscal year 2008, which ended September 30, 2007 (“the Quarter”).  Revenues for the Quarter increased 13.2% to $225.0 million as compared to revenues of $198.7 million during the three months ended September 30, 2006 (“the Prior Year’s Quarter”).  Net earnings for the Quarter increased 396.3% to $4.9 million from $978 thousand the Prior Year’s Quarter.

Basic and fully diluted earnings per common share for the Quarter increased 391.7% to $0.59, as compared to $0.12 for both basic and fully diluted earnings per share the Prior Year’s Quarter.  Basic and diluted weighted average common shares outstanding for the Quarter are 8,231,741 and 8,331,044, respectively, as compared to 8,228,823 and 8,424,903, respectively, for the Prior Year’s Quarter.

For the six months ended September 30, 2007 as compared to the six months ended September, 2006, total revenues increased 19.4% to $463.7 million from $388.3 million; net earnings increased 224.3% to $9.9 million from $3.0 million; and fully diluted earnings per share increased 247.1% to $1.18 from $0.34.

For the Quarter, sales of product and services increased 5.2% to $189.7 million as compared to $180.3 million generated the Prior Year’s Quarter, and represented 84.3% and 90.7% of total revenue, respectively.  The cost of sales, product and services increased 3.5% to $166.2 million as compared to $160.6 million the Prior Year’s Quarter.  The gross margin on sales of product and services was 12.4% in the Quarter as compared to 10.9% the Prior Year’s Quarter.

Lease revenues decreased 7.8% to $12.5 million in the Quarter, and sale of leased equipment totaled approximately $18.2 million as compared to $1.8 million the Prior Year’s Quarter.  The net investment in leased assets was $179.2 million as of September 30, 2007, a 19.7% decrease from $223.2 million as of September 30, 2006.  This decrease was due to a reduction in our direct financing lease portfolio resulting from a sale of 134 lease schedules.  Direct lease costs increased 5.3% to $5.9 million in the Quarter.

For the Quarter, fee and other income was $4.6 million, an increase of 49.7% over the $3.1 million the Prior Year’s Quarter, due to an increase in agent fees from manufacturers and an increase in revenue from sales of ePlus software in the technology sales business unit.

Professional and other fees decreased 26.5%, to $3.5 million for the Quarter, due to higher expenses incurred in the Prior Year’s Quarter related to a lawsuit against SAP and expenses related to the Audit Committee’s review of the Company’s historical stock option grants, as previously disclosed in the Company’s Form 10-K for the fiscal year ended March 31, 2007.

Salaries and benefits expenses decreased slightly by 2.9% to $17.2 million during the Quarter, due to a reduction in the number of employees.  The Company employed 635 people at September 30, 2007, as compared to 671 people at September 30, 2006.   General and administrative expenses decreased 11.2% to $3.9 million during Quarter, due to increased efficiency in spending controls and efforts to enhance productivity.

Interest and financing costs decreased 14.6% to $2.3 million during the Quarter, due to a decrease in non-recourse notes payable, which decreased 21.0% to $117.0 million as of September 30, 2007 as compared to March 31, 2007.  

The Company’s cash and cash equivalents balance as of September 30, 2007 was $52.4 million, as compared to $39.7 million as of March 31, 2007.

The financial results presented herein are unaudited.  Investors are encouraged to review the Company’s Form 10-Q and to review other SEC filings including the Company’s audited financial statements contained in the fiscal year 2007 Form 10-K.

About ePlus inc.

ePlus is a leading provider of technology solutions.  ePlus enables organizations to optimize their IT infrastructure and supply chain processes by delivering world-class IT products from top manufacturers, professional services, flexible lease financing, proprietary software, and patented business methods.  Founded in 1990, ePlus has approximately 650 associates in 30+ offices serving more than 2,500 customers.  The Company is headquartered in Herndon, VA.   For more information, visit http://www.eplus.com/, call 888-482-1122, or email info@eplus.com.

ePlus® and/or other ePlus products referenced herein are either registered trademarks or trademarks of ePlus inc.

Note:  Statements in this press release, which are not historical facts, may be deemed to be "forward-looking statements.”  Actual and anticipated future results may vary due to certain risks and uncertainties, including, without limitation, the effects of the delisting of the Company’s common stock from The Nasdaq Global Market and the quotation of the Company’s common stock in the “Pink Sheets,” including any adverse effects relating to the trading of the stock due to, among other things, the absence of market makers; the timing of our ability to re-apply to list our shares of common stock on The Nasdaq Global Market; the effects of any lawsuits or governmental investigations alleging, among other things, violations of federal securities laws, by the Company or any of its directors or executive officers; the existence of demand for, and acceptance of, our services; our ability to hire and retain sufficient personnel; our ability to protect our intellectual property; the creditworthiness of our customers; a decrease in the capital spending budgets of our customers; our ability to raise capital and obtain non-recourse financing for our transactions; our ability to realize our investment in leased equipment; our ability to reserve adequately for credit losses; fluctuations in our operating results; and other risks or uncertainties detailed in our SEC filings.

All information set forth in this release and its attachments is as of April 16, 2008.  ePlus inc. undertakes no duty to update this information.  More information about potential factors that could affect ePlus inc.’s business and financial results is included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2007 under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is on file with the SEC and available at the SEC’s website at http://www.sec.gov/.

ePlus inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)	As of			As of
	September 30, 2007			March 31, 2007
ASSETS	(in thousands)
Cash and cash equivalents	$	52,396		$	39,680
Accounts receivable—net		126,665			110,662
Notes receivable		1,563			237
Inventories		9,048			6,851
Investment in leases and leased equipment—net		179,225			217,170
Property and equipment—net		5,110			5,529
Other assets		14,103			11,876
Goodwill		26,125			26,125
TOTAL ASSETS	$	414,235		$	418,130
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable—equipment	$	7,286		$	6,547
Accounts payable—trade		29,069			21,779
Accounts payable—floor plan		58,533			55,470
Salaries and commissions payable		4,496			4,331
Accrued expenses and other liabilities		28,655			25,960
Income taxes payable		2,361			-
Recourse notes payable		5,000			5,000
Non-recourse notes payable		117,007			148,136
Deferred tax liability		4,457			4,708
Total Liabilities		256,864			271,931
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock, $.01 par value; 2,000,000 shares authorized; none issued or        outstanding		-			-
Common stock, $.01 par value; 25,000,000 shares authorized;  11,210,731 issued and 8,231,741 outstanding at September 30, 2007        and 11,210,731 issued and 8,231,741 outstanding at March 31, 2007		112			112
Additional paid-in capital		77,440			75,909
Treasury stock, at cost, 2,978,990 and 2,978,990 shares, respectively		(32,884	)		(32,884	)
Retained earnings		112,127			102,754
Accumulated other comprehensive income—foreign currency translation adjustment		576			308
Total Stockholders' Equity		157,371			146,199
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	414,235		$	418,130

ePlus inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
	Three Months Ended September 30,				Six Months Ended September 30,
	2007		2006		2007		2006
	(amounts in thousands, except per share data)
Sales of product and services	$	189,680	$	180,313	$	396,234	$	355,646
Sales of leased equipment		18,218		1,819		26,804		1,819
		207,898		182,132		423,038		357,465
Lease revenues		12,470		13,522		31,616		24,853
Fee and other income		4,633		3,094		9,013		5,940
		17,103		16,616		40,629		30,793
TOTAL REVENUES		225,001		198,748		463,667		388,258
COSTS AND EXPENSES
Cost of sales, product and services		166,193		160,596		351,400		316,625
Cost of leased equipment		17,429		1,775		25,611		1,775
		183,622		162,371		377,011		318,400
Direct lease costs		5,870		5,572		11,893		10,596
Professional and other fees		3,504		4,764		7,171		6,050
Salaries and benefits		17,208		17,723		36,902		34,965
General and administrative expenses		3,892		4,385		8,375		8,871
Interest and financing costs		2,276		2,665		4,772		4,653
		32,750		35,109		69,113		65,135
TOTAL COSTS AND EXPENSES		216,372		197,480		446,124		383,535
EARNINGS BEFORE PROVISION FOR INCOME TAXES		8,629		1,268		17,543		4,723
PROVISION FOR INCOME TAXES		3,775		290		7,679		1,681
NET EARNINGS	$	4,854	$	978	$	9,864	$	3,042
NET EARNINGS PER COMMON SHARE—BASIC	$	0.59	$	0.12	$	1.20	$	0.36
NET EARNINGS PER COMMON SHARE—DILUTED	$	0.59	$	0.12	$	1.18	$	0.34
WEIGHTED AVERAGE SHARES OUTSTANDING—BASIC		8,231,741		8,228,823		8,231,741		8,218,154
WEIGHTED AVERAGE SHARES OUTSTANDING—DILUTED		8,331,044		8,424,903		8,363,348		8,586,866

Contact:	Kley Parkhurst, SVP
	ePlus inc.
	kparkhurst@eplus.com
	703-984-8150