10-K/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________

Form 10-K/A

_________________

(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2007

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _____________

Commission file number 0-19599

WORLD ACCEPTANCE

CORPORATION

(Exact name of registrant as specified in its charter)

South Carolina	570425114
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
108 Frederick Street
Greenville, South Carolina	29607
(Address of principal executive offices)	(Zip Code)

(864) 298-9800

(Registrant's telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of Each Class	Name of Each Exchange on Which Registered
Common Stock, no par value	The Nasdaq Stock Market LLC

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes o No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or Section 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Park III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check One):

Large Accelerated Filer xAccelerated Filer oNon-accelerated filer o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The aggregate market value of voting stock held by non-affiliates of the registrant as of September 30, 2006, computed by reference to the closing sale price on such date, was $815,023,770. (For purposes of calculating this amount only, all directors and executive officers are treated as affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.) As of May 22, 2007, 17,517,421 shares of the registrant’s Common Stock, no par value, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant's definitive Proxy Statement pertaining to the 2007 Annual Meeting of Shareholders ("the Proxy Statement") and filed pursuant to Regulation 14A are incorporated herein by reference into Part III hereof.

WORLD ACCEPTANCE CORPORATION

Explanatory Note

This Amendment No. 1 on Form 10-K/A (“Form 10-K/A”) to the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2007, initially filed with the Securities Exchange Commission (the “SEC”) on May 25, 2007, (the “Original Filing”) amends and restates the Signatures page of the Original Filing to identify the Company’s Principal Accounting Officer as required by General Instruction D(2)(a) of Form 10-K.

Except as expressly set forth in this Amendment No. 1, the Original Filing has not been amended, updated or otherwise modified.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

WORLD ACCEPTANCE CORPORATION

 

By:	/s/ A. Alexander McLean, III
	A. Alexander McLean, III
	Chief Executive Officer Date: May 25, 2007

By:	/s/ Kelly Malson Snape
	Kelly Malson Snape
	Chief Financial Officer Date: May 25, 2007

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

/s/ A. Alexander McLean, III A. Alexander McLean, III, Chief Executive Officer; Director (principal executive officer)	/s/ Ken R. Bramlett Jr. Ken R. Bramlett Jr., Director
Date: May 25, 2007	Date: May 25, 2007

/s/ Kelly Malson Snape Kelly Malson Snape, Chief Financial Officer (principal financial and accounting officer)	/s/ James R. Gilreath James R. Gilreath, Director
Date: May 25, 2007	Date: May 25, 2007

/s/ Charles D. Walters Charles D. Walters, Chairman of the Board of Directors	/s/ Charles D. Way Charles D. Way, Director
Date: May 25, 2007	Date: May 25, 2007

/s/ William S. Hummers

William S. Hummers, III, Director

Date: May 25, 2007

WORLD ACCEPTANCE CORPORATION

SIGNATURE

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

WORLD ACCEPTANCE CORPORATION
By:	/s/ A. Alexander McLean, III
	A. Alexander McLean, III
	Chief Executive Officer Date: April 17, 2008

CORRESP

April 17, 2008

Mr. Mark Webb

Branch Chief, Financial Services Group

U.S. Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

Re: World Acceptance Corporation (as used herein, the “Company” or “we,” “us,” “our,” or similar formulations, as applicable)

File No. 0-19599

Dear Mr. Webb:

We are writing in response to your letter dated April 7, 2008 to us with respect to the Staff’s review of our annual report on Form 10-K for the fiscal year ended March 31, 2007 (the “2007 Form 10-K”).

For your convenience and reference, we have repeated the Staff’s comment below (using the same paragraph numbering used in your letter) and included in our response below the corresponding comment.

1.We note your response and restate the comment. You must amend the signature page to identify either the Principal Accounting Officer or the Controller, as required by General Instruction D(2)(a) of Form 10-K. If this is the only change made in your amendment, you may omit the body of the document from your amendment and file a signature page amendment only.

We have filed the requested amendment.

In accordance with the Staff’s comments in your original comment letter dated March 18, 2008 on our 2007 Form 10-K, the Company hereby acknowledges that:

· the Company is responsible for the adequacy and accuracy of the disclosure in its filings;

· Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and

· the Company may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

We hope that this addresses your comments. Please let us know if you would like to discuss any of these matters further.

Sincerely,

/s/ A. Alexander McLean III

A. Alexander McLean III

Chief Executive Officer

World Acceptance Corporation

Date: April 17, 2008