SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
SHAW STEVEN A
(Last) (First) (Middle)
C/O VOLT INFORMATION SCIENCES, INC.
560 LEXINGTON AVENUE
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VOLT INFORMATION SCIENCES, INC. [ VISI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
PRESIDENT/CEO
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
10/30/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
12/14/2011 		6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock, $0.10 par value 1,023,793 D
Common Stock, $0.10 par value 131.168 I By ESOP(1)
Common Stock, $0.10 par value 16,306.546 I By 401(K)(2)
Common Stock, $0.10 par value 147,250 I As Co-Trustee(3)
Common Stock, $0.10 par value 331,649 I As Co-Trustee(4)
Common Stock, $0.10 par value 02/05/2011 G 36,516 A $0 180,662 I As Co-Trustee(5)
Common Stock, $0.10 par value 04/19/2011 G 30,488 A $0 180,662 I As Co-Trustee(5)
Common Stock, $0.10 par value 04/21/2011 G 113,658 A $0 180,662 I As Co-Trustee(5)
Common Stock, $0.10 par value 02/15/2011 G 73,032 A $0 361,325 I As Co-Trustee(6)
Common Stock, $0.10 par value 04/19/2011 G 60,977 A $0 361,325 I As Co-Trustee(6)
Common Stock, $0.10 par value 04/21/2011 G 227,316 A $0 361,325 I As Co-Trustee(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $7.1133 (7) 03/10/2013 Common Stock, $.10 par value 6,000 6,000 D
Employee Stock Option (Right to Buy) $13.32 (8) 12/17/2017 Common Stock, $.10 par value 20,000 20,000 D
Restricted Stock Units(9) (10) (10) 12/17/2017 Common Stock, $.10 par value 20,000 20,000 D
Employee Stock Option (Right to Buy) $6.39 (11) 04/06/2019 Common Stock, $.10 par value 8,000 8,000 D
Explanation of Responses:
1. Held in the reporting person's Employee Stock Ownership Plan account in the Company Savings Plan as of October 31, 2011.
2. Held in the reporting person's Stock Fund under the reporting person's 401(k) Plan account in the Company Savings Plan as of October 31, 2011.
3. Held as co-trustee, with the reporting person's brother and a director of the issuer, of a trust of which the reporting person is the beneficiary.
4. Held as co-trustee, with the reporting person's brother and a director of the issuer, of trusts of which the reporting person's brother and or sister are beneficiaries.
5. Held as co-trustee, with the reporting person's brother, sister and a director of the issuer, of a trust of which the reporting person is the beneficiary.
6. Held as co-trustee, with the reporting person's brother, sister and a director of the issuer, of trusts of which the reporting person's brother or sister are beneficiaries.
7. Currently exercisable in full.
8. Options may be "earned" subject to the Company's achievement of certain performance goals measured at the end of the Company's 2012 fiscal year. Such options, to the extent so "earned," will vest in four equal annual installments on the 15th day of the third month of each of the Company's 2013, 2014, 2015 and 2016 fiscal years. The end of the Company's fiscal year is the Sunday nearest October 31, 2012.
9. Each restricted stock unit represents the right to one share of common stock.
10. Each share of common stock represented by a restricted stock unit may be "earned" subject to the Company's achievement of certain performance goals measured at the end of the Company's 2011 fiscal year. Such shares, to the extent so "earned," will vest in five equal annual installments on the 15th day of the third month of each of the Company's 2012, 2013, 2014, 2015 and 2016 fiscal years. The end of the Company's fiscal year is the Sunday nearest to October 31.
11. The option is exercisable in 20% annual installments, on a cumulative basis, commencing April 7, 2010, one year after the date of grant of the option.
Remarks:
/s/ Steven A. Shaw 02/14/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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