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)  July 29, 2009

WORLD ACCEPTANCE CORPORATION

(Exact name of registrant as specified in its charter)

South Carolina	0-19599	57-0425114
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	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:

¨ 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))

Item 2.02  Results of Operations and Financial Condition; and

Item 7.01  Regulation FD Disclosure.

On July 29, 2009, World Acceptance Corporation ("WRLD") issued a press release announcing financial information for its first fiscal quarter ended June 30, 2009.  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 July 29, 2009

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:  July 29, 2009
	By:	/s/ Kelly M. Malson
		Kelly M. Malson
		SeniorVice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release dated July 29, 2009

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 FIRST QUARTER

GREENVILLE, S.C. (July 29, 2009) - World Acceptance Corporation (NASDAQ: WRLD) today reported record financial results for its first fiscal quarter ended June 30, 2009.

Net income for the first quarter rose 29.0% to $14.6 million compared with $11.3 million for the same quarter of the prior year.  Net income per diluted share increased 32.4% to $0.90 in the first quarter of fiscal 2010 compared with $0.68 in the prior year quarter.  The results for the fiscal 2010 first quarter included an after-tax gain of $1.5 million, or $0.09 per diluted share, arising from the Company’s repurchase of an additional $10 million face value of its 3% convertible subordinated debt.

Total revenues increased to $100.2 million in the first quarter of fiscal 2010, a 13.4% increase over the $88.4 million reported in the first quarter last year, which is consistent with the 13.4% increase in average net loans.  Gross loans outstanding increased 14.8% to $726.1 million at June 30, 2009, up from $632.7 million at June 30, 2008.

“World Acceptance’s record first quarter benefited from increased loan demand, continued focus on expense control, continued close management of credit risks during the weakened economy, and a non-recurring gain from the extinguishment of debt,” stated Sandy McLean, CEO. “Loan volume increased 20.1% compared with the first quarter of last year as more traditional financing sources became more difficult to obtain for some borrowers.”

“We also have managed our credit risks during this recession by closely monitoring our loan portfolio,” continued Mr. McLean, “which resulted in net charge-offs decreasing to 13.8% of average net loans on an annualized basis during the quarter from 14.5% in the first quarter of last year.

“Our provision for loan losses rose 14.4% to $20.4 million in the first quarter of fiscal 2010.  As expected, we are not experiencing the same year over year increases that we did in the prior year,” noted Mr. McLean.  “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.”

World Acceptance used its strong financial position to repurchase an additional $10 million face value of its 3% convertible bonds during the quarter.  The repurchase and cancellation of the bonds resulted in a pre-tax gain of $2.4 million.  There remained $85 million face value of the 3% convertible bonds outstanding as of June 30, 2009.

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WRLD Reports Record First Quarter

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July 29, 2009

Total general and administrative expenses improved to 53.2% of total revenues compared with 55.2% during the first quarter of the prior fiscal year.  The Company also expanded its office network by opening an additional 5 new offices during the first quarter.

Key return ratios for the first quarter included a 10.8% return on average assets and a 19.2% return on average equity.

About World Acceptance Corporation

World Acceptance Corporation is one of the largest small-loan consumer finance companies, operating 949 offices in 11 states and Mexico.  It is also the parent company of ParaData Financial Systems, a provider of computer software solutions for the consumer finance industry.

First 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 1-877-856-1962, passcode 7629944.  A simulcast of the conference call is also available on the Internet at http://tinyurl.com/nsoqc8 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 changes in the timing and amount of revenues that may be recognized by the Company, changes in current revenue and expense trends (including trends affecting charge-offs), changes in the Company’s markets and changes in the economy (particular 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 First Quarter

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July 29, 2009

World Acceptance Corporation

Condensed Consolidated Statements of Operations

(unaudited and in thousands, except per share amounts)

	Three Months Ended
	June 30,
	2009		2008
Interest & fees	$	85,068	$	76,349
Insurance & other		15,162		12,072
Total revenues		100,230		88,421
Expenses:
Provision for loan losses		20,428		17,857
General and administrative expenses
Personnel		36,291		33,316
Occupancy & equipment		6,704		6,054
Data processing		534		589
Advertising		2,372		2,710
Intangible amortization		565		600
Other		6,867		5,521
		53,333		48,790
Interest expense		3,110		3,609
Total expenses		76,871		70,256
Income before taxes		23,359		18,165
Income taxes		8,724		6,822
Net income	$	14,635	$	11,343
Diluted earnings per share	$	0.90	$	0.68
Weighted average shares outstanding (diluted)		16,351		16,573

Condensed Consolidated Balance Sheets

(unaudited and in thousands)

	June 30,			March 31,			June 30,
	2009			2009			2008
ASSETS
Cash	$	7,140		$	6,260		$	8,099
Gross loans receivable		726,057			671,176			632,715
Less: Unearned interest & fees		(191,761	)		(172,743	)		(165,209	)
Allowance for loan losses		(40,787	)		(38,021	)		(35,288	)
Loans receivable, net		493,509			460,412			432,218
Property and equipment, net		23,319			23,060			20,100
Deferred tax benefit		12,700			12,251			11,849
Goodwill		5,581			5,581			5,379
Intangibles		8,514			8,988			10,275
Other assets		9,560			9,542			9,986
	$	560,323		$	526,094		$	497,906
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Notes payable		213,563			197,041			210,450
Income tax payable		12,592			11,413			11,774
Accounts payable and accrued expenses		20,464			21,305			15,960
Total liabilities		246,619			229,759			238,184
Shareholders' equity		313,704			296,335			259,722
	$	560,323		$	526,094		$	497,906

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WRLD Reports Record First Quarter

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July 29, 2009

Selected Consolidated Statistics

(dollars in thousands)

	Three Months Ended
	June 30,
	2009			2008
Expenses as a percent of total revenues:
Provision for loan losses		20.4	%		20.2	%
General and administrative expenses		53.2	%		55.2	%
Interest expense		3.1	%		4.1	%
Average gross loans receivable	$	697,258		$	614,196
Average loans receivable	$	515,177		$	454,447
Loan volume	$	553,349		$	460,650
Net charge-offs as percent of average loans		13.8	%		14.5	%
Return on average assets		10.8	%		9.3	%
Return on average equity		19.2	%		18.0	%
Offices opened (closed) during the period, net		5			34
Offices open at end of period		949			872

END