8-K

UNITED STATESSECURITIES 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) April 29, 2014

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:

⃞ 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 April 29, 2014, World Acceptance Corporation ("WRLD") issued a press release announcing financial information for its fourth quarter and year ended March 31, 2014.  The press release is attached as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission.

On April 29, 2014, World Acceptance Corporation senior management held a conference call to discuss the results of its fourth quarter and year ended March 31, 2014.  A prepared script of remarks for the conference call by the Chairman and Chief Executive Officer of WRLD is attached hereto as Exhibit 99.2 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 April 29, 2014
	99.2	Prepared script of Chairman and Chief Executive Officer’s and remarks for April 29 conference call

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:	April 29, 2014	By:	/s/ John Calmes
			John Calmes
			Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	99.1 Press Release dated April 29, 2014
99.2	99.2 Prepared script of Chief Executive Officer and Chairman’s remarks for April 29, 2014 conference call

EX-99.1

Exhibit 99.1

World Acceptance Corporation Reports Fourth Quarter Results

GREENVILLE, S.C.--(BUSINESS WIRE)--April 29, 2014--World Acceptance Corporation (NASDAQ: WRLD) today reported financial results for its fourth fiscal quarter and twelve months ended March 31, 2014.

Net income for the fourth quarter increased 2.8% to $39.0 million compared with $37.9 million for the same quarter of the prior year. Net income per diluted share increased 16.9% to $3.52 in the fourth quarter of fiscal 2014 compared with $3.01 in the prior year quarter. Total revenues increased slightly to $161.9 million in the fourth quarter of fiscal 2014 over the $161.8 million reported in the fourth quarter last year.

The Company’s growth in earnings per share benefited from the ongoing share repurchase program during the past year. During the fourth quarter of fiscal 2014, the Company repurchased 740,000 shares at an aggregate cost of $68.5 million. During the fiscal year ended March 31, 2014, the Company repurchased 2,091,699 shares at an aggregate cost of $190.5 million. As of March 31, 2014, 10.3 million shares were outstanding.

Interest and fee income increased 0.6% to $139.0 million in the fourth quarter of fiscal 2014 from $138.1 million in the fourth quarter of fiscal 2013 due to continued growth in outstanding loans receivable and expansion of offices. Insurance and other income decreased by 3.4% to $23.0 million in the fourth quarter of fiscal 2014 compared with $23.8 million in the fourth quarter of fiscal 2013. Tax preparation revenue rose to $8.3 million during the fourth quarter of fiscal 2014 compared with $8.1 million during the fourth quarter of fiscal 2013.

Gross loans rose to $1.11 billion at March 31, 2014, a 4.2% increase over the $1.07 billion outstanding at March 31, 2013. Fourth quarter provision for loan losses decreased to $18.6 million in fiscal 2014 compared with $20.9 million in the fourth quarter of fiscal 2013. The fourth quarter charge-off ratio increased slightly on a year-over-year basis. Net charge-offs to average net loans on an annualized basis increased from 13.7% in the fourth quarter of fiscal 2013 to 13.9% in the current quarter. Accounts contractually delinquent 61+ days increased from 4.4% at March 31, 2013 to 5.3% at March 31, 2014. When excluding the impact of payroll deduct loans in Mexico, the accounts contractually delinquent 61+ days were 4.8% at March 31, 2014. Accounts that were 61+ days past due on a recency basis increased slightly from 2.7% to 3.0%.

The Company’s general and administrative expenses decreased by 0.6% compared with the fourth quarter of the prior year due primarily to a reduction in incentive based compensation partially offset by higher costs associated with new offices opened during fiscal 2014. General and administrative expenses as a percent of total revenues decreased from 46.7% in the prior year quarter to 46.4% during the current fiscal quarter. The Company’s fourth quarter effective income tax rate increased slightly to 37.7% compared with 37.2% in the prior year’s fourth quarter.

Full Year Results

For the year ended March 31, 2014, net income increased 2.4% to $106.6 million compared with $104.1 million for the year ended March 31, 2013. Fully diluted net income per share rose 15.3% to $9.08 for fiscal 2014 compared to $7.88 for fiscal 2013.

Total revenues for fiscal 2014 rose to $617.6 million, a 5.8% increase over the $583.7 million in fiscal 2013. Net charge-offs as a percent of average net loans increased to 14.7% in fiscal 2014 compared with 13.9% during the prior year. Total general and administrative expenses as a percent of revenue decreased from 48.9% in fiscal 2013 to 48.5% in fiscal 2014.

The Company opened 69 new offices, purchased one new office and merged two offices during the fiscal year, resulting in a total of 1,271 offices at March 31, 2014.

Other key return ratios for the fiscal year included a 12.3% return on average assets and a 31.2% return on average equity.

About World Acceptance Corporation

World Acceptance Corporation is one of the largest small-loan consumer finance companies, operating 1,271 offices in 14 states and Mexico. It is also the parent company of ParaData Financial Systems, a provider of computer software solutions for the consumer finance industry.

Fourth 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. A script of the Chairman and Chief Executive Officer’s prepared remarks for the conference call has been furnished as Exhibit 99.2 to the Company’s Form 8-K filed today with the Securities and Exchange Commission (“SEC”) in connection with this press release, and is available via the SEC’s Edgar database at www.sec.gov, and will also be posted to the Company’s website as soon as practicable. Interested parties may participate in this call by dialing 1-888-427-9411, passcode 1830559. A simulcast of the conference call is also available on the Internet at http://www.videonewswire.com/event.asp?id=99050. 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 21E of the Securities Exchange Act of 1934, as amended, that represent the Company’s expectations or beliefs concerning future events. Statements other than those of historical fact, as well as those identified by the words “anticipate,” “estimate,” “plan,” “expect,” “believe,” “may,” “will,” and “should” or any variation of the foregoing and similar expressions are forward-looking statements. 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: recently enacted, proposed or future legislation and the manner in which it is implemented; the nature and scope of regulatory authority, particularly discretionary authority, that may be exercised by regulators having jurisdiction over the Company’s business or consumer financial transactions generically; the impact of changes in accounting rules and regulations, or their interpretation or application, which could materially and adversely affect the Company’s reported financial statements or necessitate material delays or changes in the issuance of the Company’s audited financial statements; the Company's assessment of its internal control over financial reporting, and the timing and effectiveness of the Company's efforts to remediate any reported material weakness in its internal control over financial reporting; changes in interest rates; risks related to expansion and foreign operations; risks inherent in making loans, including repayment risks and value of collateral; 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); and the unpredictable nature of litigation. These and other factors are discussed in greater detail in Part I, Item 1A, “Risk Factors” in the Company’s most recent annual report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) and the Company’s other reports filed with, or furnished to, the SEC from time to time. World Acceptance Corporation does not undertake any obligation to update any forward-looking statements it makes. The Company is also 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.

World Acceptance Corporation
Consolidated Statements of Operations
(unaudited and in thousands, except per share amounts)
		Three Months Ended				Year Ended
		March 31,				March 31,
		2014		2013		2014		2013
Interest & fees	$	138,954	$	138,066	$	542,156	$	505,495
Insurance & other		22,973		23,777		75,493		78,223
Total revenues		161,927		161,843		617,649		583,718
Expenses:
Provision for loan losses		18,569		20,911		126,575		114,323
General and administrative expenses
Personnel		50,957		53,021		202,794		194,423
Occupancy & equipment		10,106		9,387		38,880		36,278
Advertising		2,973		2,869		16,062		14,850
Intangible amortization		236		328		1,058		1,365
Other		10,839		9,990		40,840		38,794
		75,111		75,595		299,634		285,710
Interest expense		5,692		4,998		21,196		17,394
Total expenses		99,372		101,504		447,405		417,427
Income before taxes		62,555		60,339		170,244		166,291
Income taxes		23,578		22,440		63,636		62,201
Net income	$	38,977	$	37,899	$	106,608	$	104,090
Diluted earnings per share	$	3.52	$	3.01	$	9.08	$	7.88
Diluted weighted average shares outstanding		11,063		12,583		11,741		13,214
Consolidated Balance Sheets
(unaudited and in thousands)
						March 31,		March 31,
						2014		2013
ASSETS
Cash					$	19,570	$	11,625
Gross loans receivable						1,112,307		1,067,052
Less: Unearned interest & fees						(298,388)		(284,956)
Allowance for loan losses						(63,255)		(59,981)
Loans receivable, net						750,664		722,115
Property and equipment, net						24,826		23,935
Deferred tax benefit						33,514		29,416
Goodwill						5,967		5,896
Intangibles						3,778		4,625
Other assets						11,708		11,713
					$	850,027	$	809,325
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Notes payable					$	505,500	$	400,250
Income tax payable						9,521		13,942
Accounts payable and accrued expenses						27,651		28,737
Total liabilities						542,672		442,929
Shareholders' equity						307,355		366,396
					$	850,027	$	809,325

Selected Consolidated Statistics
(dollars in thousands)
	Three Months Ended		Year ended
	March 31,		March 31,
	2014	2013	2014	2013
Expenses as a percent of total revenues:
Provision for loan losses	11.5%	12.9%	20.5%	19.6%
General and administrative expenses	46.4%	46.7%	48.5%	48.9%
Interest expense	3.5%	3.1%	3.4%	3.0%
Average gross loans receivable	$ 1,185,200	$ 1,122,658	$ 1,151,713	$ 1,072,500
Average net loans receivable	$ 864,297	$ 819,695	$ 836,961	$ 782,212
Loan volume	$ 535,104	$ 606,128	$ 2,954,079	$ 2,985,336
Net charge-offs as percent of average loans	13.9%	13.7%	14.7%	13.9%
Return on average assets (rolling 12 month period)	12.3%	13.0%	12.3%	13.0%
Return on average equity (rolling 12 month period)	31.2%	27.0%	31.2%	27.0%
Offices opened (closed) during the period, net	23	17	68	66
Offices open at end of period	1,271	1,203	1,271	1,203

CONTACT:
World Acceptance Corporation
John Calmes, 864-298-9800
Chief Financial Officer

EX-99.2

EXHIBIT 99.2

March 31, 2014
Quarterly Conference Call
Summary of Quarterly Results

Date: April 29, 2014

During the fourth quarter of fiscal 2014, the Company continued to confront many of the challenges that we have been facing during the previous three quarters of the year. We experienced another decrease in the demand for our loan products and our annualized loan loss ratios had a slight year-over-year increase. However, in spite of another IRS delay in the official beginning of the tax filing season, our tax return preparation income had a slight improvement over last year. Net income for the quarter was $39.0 million, or $3.52 per diluted share, compared to $37.9 million or $3.01 per share for the prior year quarter. This represents a 2.8% increase in net income and a 16.9% increase in diluted earnings per share when comparing the two quarterly periods. For fiscal 2014, net income was $106.6 million, or $9.08 per diluted share, representing a 2.4% and a 15.3% increase in net income and EPS, respectively, over the $104.1 million and $7.88 earned during fiscal 2013. The Company’s EPS continues to benefit from our ongoing share repurchase program. During fiscal 2014, we repurchased 2.1 million shares of common stock on the open market at an aggregate purchase price of approximately $190.5 million. These repurchases, combined with the 2.6 million shares repurchased during fiscal 2013 and the 2.2 million shares repurchased during fiscal 2012 should be very accretive to per share earnings in the future. During the past three fiscal years, the Company has spent $513.4 million in reducing its outstanding shares, which has increased its debt to equity ratio from .42 to 1.0 at March 31, 2011 to 1.64 to 1.0 at the end of the current fiscal year, which is in line with Company targets.

A big challenge remains in the demand for our loan products in the US. As we have previously disclosed, we have had a decline in our loans to new borrowers throughout all of fiscal 2014. During the current quarter, this decline was less than the three previous quarters, but remains the primary area of focus by management. Additionally, the Company made some system changes during the quarter that ensured customers were not encouraged to refinance existing loans where the proceeds from the transaction were less than 10% of the loan being refinanced. This resulted in a decrease in our loan volume and had an impact on our balances outstanding and our overall yields. As a result, gross loans outstanding amounted to $1.11 billion at March 31, 2014, a 4.2% increase over the $1.07 billion outstanding at March 31, 2013. We continue to see a shift in the mix of our loan portfolio. The percentage of loans outstanding that represents the larger loans has increased from 33.1% to 38.0% over the last twelve months. This shift is primarily due to the expansion in the US to lower yielding states that require a larger average balance loan to cover the fixed administrative costs, as well as the greater growth in Mexico in the payroll deduct loans, which are generally much larger with longer terms. Additionally, the 4.2% year-over-year growth in loan balances resulted from an increase in average balances outstanding as the number of accounts was flat.

We remained on track with the expansion of our branch network during the current fiscal year. We began fiscal 2014 with 1,203 offices, opened 69, purchased 1 and closed 2, giving us a total of 1,271 offices at March 31, 2014. Five of the new offices opened during the current fiscal year were in Mississippi, a new state for the Company. Our plan for fiscal 2015 is to open 50 offices in the US and 20 in Mexico. Additionally, we intend to enter at least one new state during the coming year.

Total revenue for the quarter amounted to $161.9 million, a 0.1% increase over the $161.8 million during the fourth quarter of the prior fiscal year. This increase was substantially less than our expected revenue increase given the 5.4% increase in average net loans outstanding over the two quarterly periods and the increased fees in Texas and Georgia due to the law changes in these two states. The expected revenue increase was offset by the reduction in loan volume during the quarter and the change in the portfolio mix. Revenues from the 1,131 offices open throughout both quarterly periods decreased by 2.5%.

As was previously mentioned, we were pleased with the results from our income tax preparation business. During fiscal 2014, the Company prepared and filed 54,594 tax returns, a 2.4% increase over the number of returns filed during the prior fiscal year. Net fees recognized during fiscal 2014 amounted to $9.1 million, a 4.9% increase over the $8.7 million recorded in fiscal 2013.

The Company’s delinquencies increased slightly at the end of the current fiscal year. Accounts that were 61+ days past due increased from 2.7% to 3.0% on a recency basis and from 4.4% to 5.3% on a contractual basis when comparing the two year end statistics. This increase was partially due to the timing of payments received from one of our larger unions in Mexico on our payroll deduct loans. Additionally, the quarterly charge-off ratio increased slightly on a year-over-year basis, which was an improvement from the first part of the current fiscal year. Net charge-offs to average net loans on an annualized basis increased from 13.7% during the fourth quarter of fiscal 2013 to 13.9% during the current quarter. For fiscal 2014 net charge-offs to average net loans were 14.7%, which remain in line with our historical performance.

Controlling the Company’s operating expenses remains a high priority for our ongoing success. General and administrative expenses for the current quarter were $75.1 million, or 0.6%, less than the $75.6 million during the fourth quarter of fiscal 2013. As a percent of total revenue, our G&A expense declined from 46.7% during the fourth quarter of fiscal 2013 to 46.4% during the current quarter. Overall, general and administrative expenses, when divided by average open offices, decreased by 5.6% when comparing the two quarterly periods. For fiscal 2014 total general and administrative expenses as a percent of total revenues was 48.5% compared to 48.9% for the prior year.

Progress continues to be made in our Mexican operations. We have 133 offices open as of March 31, 2014. Sixteen offices were opened and two were closed during the current fiscal year. We now have approximately 139,000 accounts and approximately $97.6 million in gross loans outstanding, which represents a 10.1% increase in accounts and a 14.3% increase in ledger during fiscal 2014. Loan growth in Mexico in pesos was 21.3%, but the decline in the exchange rate reduced our reported growth in US dollars. Net charge-offs were approximately $8.8 million during the fiscal year, or 15.9% of average net loans, compared to $7.5 million, or 17.9%, during fiscal 2013. At March 31, 2014, 61+ day delinquencies were 3.2% and 10.2% on a recency and contractual basis, respectively. The dramatic increase in contractual delinquencies was primarily due to the timing of payments received on our payroll deduct loans discussed above. This subsidiary had $11.9 million in pretax earnings (before intercompany allocations) for the current fiscal year versus $6.7 million during fiscal 2013, which should only improve as we continue to grow our outstanding receivables in existing and new markets.

The Company’s return on average assets of 12.3% and return on average equity of 31.2% continued their excellent historical trend in fiscal 2014.

Finally, while there is very little to report on the regulatory or legislative front at the state level, as the Company recently disclosed, it received a civil investigative demand (“CID”) from the CFPB. The information requested was gathered and delivered within the deadlines provided in the CID. At this time, there has been no further communication with the CFPB regarding the information we provided.

This transcript contains various “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, that represent the Company’s expectations or beliefs concerning future events. Statements other than those of historical fact, as well as those identified by the words “anticipate,” “estimate,” “intend,” “plan,” “expect,” “believe,” “may,” “will,” and “should” or any variation of the foregoing and similar expressions are forward-looking statements.  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:  recently enacted, proposed or future legislation and the manner in which it is implemented; the nature and scope of regulatory authority, particularly discretionary authority, that may be exercised by the CFPB or other regulators having jurisdiction over the Company’s business or consumer financial transactions generically; the unpredictable nature of regulatory proceedings and litigation; and any determinations, findings, claims or actions made or taken by the CFPB, other regulators or other third parties in connection with or resulting from the CID that assert or establish that the Company’s lending practices or other aspects of its business violate applicable laws or regulations; the impact of changes in accounting rules and regulations, or their interpretation or application, which could materially and adversely affect the Company’s reported financial statements or necessitate material delays or changes in the issuance of the Company’s audited financial statements; the Company's assessment of its internal control over financial reporting, and the timing and effectiveness of the Company's efforts to remediate any reported material weakness in its internal control over financial reporting; changes in interest rates; risks related to expansion and foreign operations; risks inherent in making loans, including repayment risks and value of collateral; 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); and changes in the Company’s markets and general changes in the economy (particularly in the markets served by the Company).    These and other factors are discussed in greater detail in Part I, Item 1A, “Risk Factors” in the Company’s most recent annual report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) and the Company’s other reports filed with, or furnished to, the SEC from time to time.  World Acceptance Corporation does not undertake any obligation to update any forward-looking statements it makes.  The Company is also not responsible for updating the information contained in this transcript beyond the publication date, or for changes made to this document by wire services or Internet services.