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)  May 15, 2008

INNOTRAC CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Georgia

(State or Other Jurisdiction of Incorporation)

000-23741	58-1592285
(Commission File Number)	(IRS Employer Identification No.)

6655 Sugarloaf Parkway
Duluth, Georgia	30097
(Address of Principal Executive Offices)	(Zip Code)

(678) 584-4000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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

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

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

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

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

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On May 15, 2008, Innotrac Corporation ("Innotrac") issued a press release to announce its financial results for the first quarter ended March 31, 2008. A copy of the press release is attached as Exhibit 99.1.

The information in this Report, including the Exhibit attached hereto, is furnished solely pursuant to Item 2.02 of this Form 8-K.  Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.  It may only be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c)	Exhibits
Exhibit No.	Description
99.1	Innotrac Corporation press release dated May 15, 2008, announcing Innotrac’s financial results for the first quarter ended March 31, 2008 (furnished pursuant to Item 2.02 of this Form 8-K).

SIGNATURES

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

		INNOTRAC CORPORATION
	By:	/s/ Scott D. Dorfman
		Scott D. Dorfman
Date:  May 15, 2008		Chairman, President and Chief Executive Officer

EX-99.1

Exhibit 99.1

Innotrac Corporation Announces 2008 First Quarter Results

ATLANTA, GA (May 15, 2008) – Innotrac Corporation (NASDAQ-GM: INOC) announced financial results today for the first quarter ended March 31, 2008.  The Company reported revenues of $32.7 million for the quarter versus $27.8 million reported in the comparable period in 2007, an increase of 17.8%.  The increase in revenue for the three months ended March 31, 2008 was primarily due to the addition of several new direct marketing clients and increased revenue from existing clients in our retail/catalog, DSL and direct marketing verticals.  These increases were offset by a decrease in revenues from our B2B vertical.

The Company reported net income of $862,000, or $0.07 per share, fully diluted, for the three months ended March 31, 2008, versus a net loss of ($793,000), or ($0.06) per share, fully diluted, in the comparable period of 2007.

Conference Call

Innotrac Corporation will hold a conference call to discuss this release Monday afternoon, May 19, 2008 at 5:00 PM Eastern Daylight Time.  Investors can listen to the conference call live by dialing 1-877-569-0972 (Conference ID: 48280563) or by logging on to www.innotrac.com and clicking on “Webcasts and Presentations” in the “Investor Relations” section.  The Webcast will be archived and available at the same Web address.  Additionally, an audio playback will be available for 48-hours at 1-800-642-1687 (Conference ID: 48280563).

Innotrac

Innotrac Corporation, founded in 1984 and based in Atlanta, Georgia, is a full-service fulfillment and logistics provider serving enterprise clients and world-class brands.  The Company employs sophisticated order processing and warehouse management technology and operates eight fulfillment centers and two call centers in seven cities spanning all time zones across the continental United States.  For more information about Innotrac, visit the Innotrac Website, www.innotrac.com.

Information contained in this press release, other than historical information, may be considered forward-looking in nature.  Forward-looking statements in this press release include our expectations for future progress in our business and future generation of cash flows.  Forward-looking statements are subject to various risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected.  Among the key factors that may have a direct bearing on Innotrac's operating results, performance or financial condition are competition, the demand for Innotrac's services, Innotrac's ability to retain its current clients and attract new clients, realization of expected revenues from new clients, the state of the telecommunications and direct response industries in general, changing technologies, Innotrac’s ability to maintain profit margins in the face of pricing pressures and numerous other factors discussed in Innotrac's 2007 Annual Report on Form 10-K and other filings on file with the Securities and Exchange Commission.  Innotrac disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of new information, future events or otherwise.

Contact

George Hare

Chief Financial Officer

678-584-4020

ghare@innotrac.com

###

INNOTRAC CORPORATION
Condensed Statements of Operations
(in thousands, except per share amounts)
	Three Months Ended
	March 31,
	(Unaudited)
	2008		2007
Service revenue	$	25,471	$	22,115
Freight revenue		7,242		5,660
Total revenue		32,713		27,775
Cost of service revenues		12,099		10,390
Freight expense		7,249		5,562
Selling, general and
administrative expenses		11,079		11,164
Depreciation and amortization		1,155		1,285
Total operating expenses		31,582		28,401
Operating income (loss)		1,131		(626	)
Interest expense		269		167
Total other expense		269		167
Income (loss) before income taxes		862		(793	)
Income tax		-		-
Net income (loss)	$	862	$	(793	)
Earnings per share:
Basic	$	0.07	$	(0.06	)
Diluted	$	0.07	$	(0.06	)
Weighted average shares
outstanding:
Basic		12,320		12,281
Diluted		12,605		12,281

INNOTRAC CORPORATION
Condensed Balance Sheets
(in thousands)
	March 31,		December 31,
	2008		2007
ASSETS	(Unaudited)		(Audited)
Current Assets:
Cash	$	51	$	1,079
Accounts receivable (net of allowance for doubtful accounts of  $303 at March 31, 2008 and $288 at December 31, 2007)		24,811		28,090
Inventory		1,073		599
Prepaid expenses and other		1,592		1,100
Total current assets		27,527		30,868
Property and equipment, net		16,773		17,702
Goodwill		25,169		25,169
Other assets, net		1,112		1,192
Total assets	$	70,581	$	74,931
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable	$	10,688	$	14,050
Line of credit		5,036		6,168
Term loan		5,000		5,000
Accrued expenses and other		5,003		5,708
Total current liabilities		25,727		30,926
Noncurrent Liabilities:
Other non-current liabilities		940		993
Total noncurrent liabilities		940		993
Total shareholders' equity		43,914		43,012
Total liabilities and shareholders' equity	$	70,581	$	74,931

INNOTRAC CORPORATION
Condensed Statements of Cash Flows
(in thousands)
	Three Months Ended
	March 31,
	(Unaudited)
	2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	862		$	(793	)
Adjustments to net income (loss):
Depreciation and amortization		1,155			1,285
Provision for bad debts		22			(46	)
Amortization of deferred compensation-stock options		21			19
Amortization of deferred compensation-restricted stock		19			-
Changes in working capital:
Accounts receivable, gross		3,257			4,440
Inventory		(474	)		144
Prepaid assets and other		(516	)		(440	)
Accounts payable, accrued expenses and other		(4,122	)		(4,727	)
Net cash provided by (used in) operating activities		224			(118	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(120	)		(691	)
Cash used in investing activities		(120	)		(691	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net repayments under line of credit		(1,132	)		(140	)
Cash used in by financing activities		(1,132	)		(140	)
Net decrease in cash		(1,028	)		(949	)
Cash, beginning of period		1,079			1,014
Cash, end of period	$	51		$	65