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): December 8, 2005

KORN/FERRY INTERNATIONAL

(Exact name of registrant as specified in its charter)

Delaware	001-14505	95-2623879
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

1900 Avenue of the Stars, Suite 2600 Los Angeles, California	90067
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (310) 552-1834

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):

¨ 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 8.01 Other Events.

On December 8, 2005, Korn/Ferry International (the “Company”) issued a press release, attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing a stock repurchase program authorized by the Company’s Board of Directors to acquire in open market or private transactions, from time-to-time and in accordance with applicable laws, rules and regulations, up to $50 million of the Company’s common stock.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1 Press Release, dated December 8, 2005.

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.

	KORN/FERRY INTERNATIONAL
	(Registrant)
Date: December 8, 2005	/s/ Gary D. Burnison
		(Signature)
	Name:	Gary D. Burnison
	Title:	Executive Vice President, Chief Financial Officer and Chief Operating Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release, dated December 8, 2005.

EX-99.1

Exhibit 99.1

KORN/FERRY INTERNATIONAL NEWS

CONTACTS

Investor Relations: Gary D. Burnison, (310) 226-2613

Media Relations: Anneli Ballard, (212) 984-9350

Korn/Ferry Announces $50 Million Stock Repurchase Program

LOS ANGELES – December 8, 2005 – Korn/Ferry International (NYSE:KFY), the premier provider of executive search, outsourced recruiting and leadership development solutions, today announced that its board of directors at its December 7, 2005 meeting, approved the repurchase of up to $50 million of Korn/Ferry stock in a common stock repurchase program. The shares may be repurchased from time to time in open market transactions or privately negotiated transactions at Korn/Ferry’s discretion, subject to market conditions and other factors.

“Given our confidence in the firm’s growth prospects, we believe the repurchase of Korn/Ferry stock provides a very attractive and tax effective way to reward our shareholders,” said Paul C. Reilly, Chairman and Chief Executive Officer of Korn/Ferry International. “After two years of strategic operational re-engineering, reinvestment in the business, recruitment efforts and technology, our Board felt that we have reached a time where we can begin this plan.”

This repurchase program will not affect Korn/Ferry’s commitment to investment in new products and solutions and other opportunities to fuel growth in the years ahead. “We truly believe that clients will increasingly turn to fewer service providers for their expanding talent management needs. Being a trusted advisor to our clients demands that we continually strive to bring new offerings to market,” said Gary D. Burnison, Chief Operating Officer, Chief Financial Officer and Executive Vice President of Korn/Ferry.

About Korn/Ferry International

Korn/Ferry International, with more than 70 offices in 35 countries, is the premier provider of executive search, outsourced recruiting and leadership development solutions. Based in Los Angeles, the firm partners with clients worldwide to deliver unparalleled senior-level search, management assessment, coaching and development, and recruitment outsourcing services through its Futurestep subsidiary. For more information, visit the Korn/Ferry International Web site at www.kornferry.com or the Futurestep Web site at www.futurestep.com.

	KORN/FERRY INTERNATIONAL
	2-2-2-2

This release contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties which are beyond the control of Korn/Ferry. Forward-looking statements include, without limitation, statements regarding the repurchase of Korn/Ferry stock, stock price, future growth and projected financial performance. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could influence the matters discussed in certain forward-looking statements contained in this release include the timing and amount of revenues that may be recognized by Korn/Ferry, continuation of current revenue and expense trends, absence of unforeseen changes in Korn/Ferry’s markets, legal and regulatory changes, and general changes in the economy (particularly in the markets served by Korn/Ferry). For a detailed description of risks and uncertainties that could affect Korn/Ferry, please refer to Korn/Ferry’s periodic filings with the Securities and Exchange Commission. Korn/Ferry disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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