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)     October 27, 2011

WORLD ACCEPTANCE CORPORATION

(Exact name of registrant as specified in its charter)

South Carolina	0-19599	57-0425114
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

108 Frederick Street, Greenville, South Carolina	29607
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code  (864) 298-9800

n/a

(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:

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; and

Item 7.01  Regulation FD Disclosure.

On October 27, 2011, World Acceptance Corporation ("WRLD") issued a press release announcing financial information for its second fiscal quarter and six months ended September 30, 2011.  The press release is attached as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description of Exhibit

99.1 Press release issued October 27, 2011

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.

		WORLD ACCEPTANCE CORPORATION
		(Registrant)
Date:  October 27, 2011
	By:	/s/ Kelly M. Malson
		Kelly M. Malson
		SeniorVice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit Description

99.1 Press Release dated October 27, 2011

EX-99.1

Exhibit 99.1

NEWS RELEASE

For Immediate Release

Contact: Kelly Malson

Chief Financial Officer

(864) 298-9800

WORLD ACCEPTANCE CORPORATION REPORTS

 RECORD SECOND QUARTER

GREENVILLE, S.C. (October 27, 2011) - World Acceptance Corporation (NASDAQ: WRLD) today reported record financial results for its second fiscal quarter and six months ended September 30, 2011.

Net income for the second quarter rose 15.2% to $23.3 million compared to $20.2 million for the same quarter of the prior year.  Net income per diluted share increased 20.6% to $1.52 in the second quarter of fiscal 2012 compared to $1.26 in the prior year quarter.

Total revenues increased to $132.1 million in the second quarter of fiscal 2012, an 11.9% increase over the $118.1 million reported in the second quarter last year.  The primary driver for the growth in revenue was a 12.0% increase in average net loans and the associated growth in interest and fees.  Gross loans outstanding increased 11.1% to $965.0 million at September 30, 2011, up from $868.2 million at September 30, 2010.  Interest and fees rose 12.1% to $116.2 million in the second quarter of fiscal 2012 compared to $103.7 million in the second quarter of fiscal 2011.

“This was our 43rd consecutive year over year quarterly increase of net income and diluted earnings per share, excluding the September 2007 quarter which was restated by approximately $700,000 with the adoption of FASB ASC Topic 470-20.  We believe this highlights the strong demand for our loan product, our ongoing focus on expense control, and our close management of credit risks,” stated Sandy McLean, CEO.  “The Company’s growth in earnings per share has also benefitted from our ongoing share repurchase program during the current fiscal year.  Over the past six months, the Company has repurchased 1,153,700 shares of World Acceptance’s stock.  We continue to use our excellent cash flow and strong financial position to fund our growth while repurchasing shares.

“Our charge-off rate was consistent with the prior year as expected,” stated Mr. McLean.   “Charge-offs as a percent of net loans on an annualized basis were 14.8% for the three month periods ended September 30, 2011 and 2010.  Managing our credit risks is a key driver of our earnings growth.  Additionally, our past due loans as measured by those that are 61+ days delinquent, has remained flat at 4.2% on a contractual basis for the two quarterly periods.”

The provision for loan losses rose 10.2% to $30.1 million in the second quarter of fiscal 2012 compared to the second quarter of fiscal 2011.  “We remain focused on monitoring our loan portfolio in light of the difficult economy and we believe that our allowance for loan losses is adequate based on the current outlook,” noted Mr. McLean.

The Company’s general and administrative expenses increased by 9.6% compared with the second quarter of the prior year due primarily to the new office openings during fiscal 2012.  The Company opened 41 new offices, purchased one new office and closed one office during the first six-months of the fiscal year resulting in a total of 1,108 offices at September 30, 2011.  General and administrative expenses as a percent of total revenues decreased from 47.5% in the prior year quarter to 46.5% during the current fiscal quarter.  The Company benefited from increased leverage of general and administrative expenses due to growth in the revenue and continued cost control management.

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WRLD Reports Record Second Quarter

Page 2

October 27, 2011

The Company’s second quarter effective income tax rate increased to 36.5% compared with 33.9% the prior year’s second quarter.  During the prior year quarter, the Company benefited from an income tax settlement with the state of South Carolina for tax years March 31, 1997, through March 31, 2006, which resulted in the Company recognizing a tax benefit of approximately $900,000 (or $0.06 per diluted share).  A similar benefit was not recognized during the current quarter.

Other key return ratios for the second quarter included a 13.7% return on average assets and a return on average equity of 23.0% (both on a trailing 12 month basis).

Six-Month Results

For the first six-months of the fiscal year, net income rose 11.6% to $43.5 million compared to $38.9 million for the six-months ended September 30, 2010.  Fully diluted net income per share rose 15.8% to $2.78 in fiscal 2012 compared to $2.40 for the first six months of fiscal 2011.

Total revenues for the first six-months of fiscal 2012 rose 11.7% to $255.3 million compared to $228.5 million during the corresponding period of the previous year.  Annualized net charge-offs as a percent of average net loans were 13.7% for both the first six-months of fiscal 2012 and the first six-months of fiscal 2011.

About World Acceptance Corporation

World Acceptance Corporation is one of the largest small-loan consumer finance companies, operating 1,108 offices in 12 states and Mexico.  It is also the parent company of ParaData Financial Systems, a provider of computer software solutions for the consumer finance industry.

Second Quarter Conference Call

The senior management of World Acceptance Corporation will be discussing these results in its quarterly conference call to be held at 10:00 a.m. Eastern time today.  Interested parties may participate in this call by dialing 1-888-578-6632, passcode 1148585.  A simulcast of the conference call is also available on the Internet at http://www.videonewswire.com/event.asp?id=82915 or www.streetevents.com.  The call will be available for replay on the Internet for approximately 30 days.

This press release may contain various “forward-looking statements” within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended, that represent the Company’s expectations or beliefs concerning future events.  Such forward-looking statements are about matters that are inherently subject to risks and uncertainties.  Factors that could cause actual results or performance to differ from the expectations expressed or implied in such forward-looking statements include the following:  the continuation or worsening of adverse conditions in the global and domestic credit markets and uncertainties regarding, or the impact of governmental responses to those conditions; changes in interest rates; risks inherent in making loans, including repayment risks and value of collateral, which risks may increase in light of adverse or recessionary economic conditions; recently-enacted or proposed legislation; the timing and amount of revenues that may be recognized by the Company; changes in current revenue and expense trends (including trends affecting delinquencies and charge-offs); changes in the Company’s markets and general changes in the economy (particularly in the markets served by the Company).  Such factors are discussed in greater detail in the Company’s filings with the Securities and Exchange Commission.  World Acceptance Corporation is not responsible for updating the information contained in this press release beyond the publication date, or for changes made to this document by wire services or Internet services.

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WRLD Reports Record Second Quarter

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October 27, 2011

World Acceptance Corporation

Consolidated Statements of Operations

(unaudited and in thousands, except per share amounts)

	Three Months Ended				Six Months Ended
	September 30,				September 30,
	2011		2010		2011		2010
Interest & fees	$	116,233	$	103,717	$	223,581	$	199,788
Insurance & other		15,906		14,349		31,714		28,676
Total revenues		132,139		118,066		255,295		228,464
Expenses:
Provision for loan losses		30,057		27,275		52,896		46,973
General and administrative expenses
Personnel		40,742		37,351		85,377		77,085
Occupancy & equipment		8,720		7,893		16,939		15,082
Advertising		2,699		2,607		5,482		5,069
Intangible amortization		434		510		867		1,017
Other		8,869		7,730		17,312		15,136
		61,464		56,091		125,977		113,389
Interest expense		3,947		4,096		7,331		7,450
Total expenses		95,468		87,462		186,204		167,812
Income before taxes		36,671		30,604		69,091		60,652
Income taxes		13,367		10,369		25,605		21,703
Net income	$	23,304	$	20,235	$	43,486	$	38,949
Diluted earnings per share	$	1.52	$	1.26	$	2.78	$	2.40
Diluted weighted average shares outstanding		15,328		16,023		15,619		16,236

Consolidated Balance Sheets

(unaudited and in thousands)

	September 30,			March 31,			September 30,
	2011			2011			2010
ASSETS
Cash	$	13,061		$	8,031		$	8,825
Restricted cash		77,000			-			-
Gross loans receivable		964,955			875,046			868,192
Less: Unearned interest & fees		(258,484	)		(228,974	)		(230,314	)
Allowance for loan losses		(54,164	)		(48,355	)		(48,343	)
Loans receivable, net		652,307			597,717			589,535
Property and equipment, net		23,199			23,366			23,439
Deferred income taxes		17,958			14,480			13,316
Goodwill		5,635			5,634			5,609
Intangibles		5,885			6,365			7,091
Other assets		9,308			10,804			8,576
	$	804,353		$	666,397		$	656,391
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Notes payable		359,600			187,430			242,163
Income tax payable		11,615			13,098			2,974
Accounts payable and accrued expenses		20,494			23,294			19,161
Total liabilities		391,709			223,822			264,298
Shareholders' equity		412,644			442,575			392,093
	$	804,353		$	666,397		$	656,391

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WRLD Reports Record Second Quarter

Page 4

October 27, 2011

Selected Consolidated Statistics

(dollars in thousands)

	Three Months Ended						Six Months Ended
	September 30,						September 30,
	2011			2010			2011			2010
Expenses as a percent of total revenues:
Provision for loan losses		22.7	%		23.1	%		20.7	%		20.6	%
General and administrative expenses		46.5	%		47.5	%		49.3	%		49.6	%
Interest expense		3.0	%		3.5	%		2.9	%		3.3	%
Average gross loans receivable	$	957,903		$	850,622		$	931,122		$	823,330
Average loans receivable	$	699,978		$	625,104		$	682,096		$	606,448
Loan volume	$	703,505		$	642,243		$	1,406,097		$	1,270,029
Net charge-offs as percent of average loans		14.8	%		14.8	%		13.7	%		13.7	%
Return on average assets (trailing 12 months)		13.7	%		13.5	%		13.7	%		13.5	%
Return on average equity (trailing 12 months)		23.0	%		22.9	%		23.0	%		22.9	%
Offices opened (closed) during the period, net		21			24			41			44
Offices open at end of period		1,108			1,034			1,108			1,034

END