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 28, 2011

INTERPHASE CORPORATION

(Exact name of registrant as specified in its charter)

Texas	0-13071	75-1549797
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2901 North Dallas Parkway, Suite 200, Plano, Texas	75093
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (214) 654-5000

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:

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.

On July 28, 2011, Interphase Corporation issued a press release regarding its financial results for the quarter ended June 30, 2011. A copy of the press release is attached hereto as Exhibit 99.1 and is being furnished, not filed, under Item 2.02 of this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release Dated July 28, 2011.

SIGNATURE

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.

	Interphase Corporation
	By:	/s/ Thomas N. Tipton Jr.
Date: July 29, 2011		Title:	Chief Financial Officer, Vice President of Finance and Treasurer

EXHIBIT INDEX

Exhibit 99.1 Press Release dated July 28, 2011 (filed herewith)

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE
Media Contact:	Investor Contact:
Lisa Bascom	Joseph Hassett
Interphase Corporation	Interphase Corporation
214-654-5000	866-630-INPH
pr@iphase.com	ir@iphase.com

Interphase Announces Second Quarter 2011 Financial Results

PLANO, Texas – July 28, 2011 — Interphase Corporation (NASDAQ: INPH), a leading global provider of solutions for converged communications networks, today reported financial results for its second quarter ended June 30, 2011.

Revenues for the second quarter of 2011 increased approximately 60% to $6.2 million when compared to $3.9 million for the second quarter of 2010. Revenues in the quarter were primarily derived from telecommunications product revenues, which increased to $5.3 million in the second quarter of 2011 compared to $3.2 million for the second quarter of 2010. Services revenues increased to $497,000 compared to $264,000 on a year to year basis, and enterprise product revenues increased slightly to $361,000 for the second quarter of 2011 compared to $346,000 for the second quarter of 2010. Gross margin for the second quarter of 2011 was 53% compared to 46% for the second quarter of 2010. The increase in gross margin percentage was primarily due to increased utilization of our manufacturing facility partially offset by a shift in product mix toward lower margin products. The company reported a net income of $317,000, or $0.04 per fully diluted share in the second quarter of 2011 compared to a net loss of $2.2 million, or ($0.32) per share in the second quarter of 2010. On June 30, 2011, the company’s working capital position was $14.5 million, including cash and marketable securities of $11.2 million.

“We are pleased with our second quarter results as we were able to achieve revenue growth of 60% year over year,” said Gregory B. Kalush, CEO and President of Interphase. “Revenues were poised to continue to grow sequentially as well; however, we experienced a few unanticipated parts shortages that impacted sequential revenue growth for the quarter. Recovery plans within the supply chain have been put in place and we believe that these issues have been mitigated going forward. Despite this challenge, we were able to improve our net income position by 37% over the first quarter of 2011.”

For the first six months of 2011, revenues increased approximately 69% to $12.9 million, compared to $7.6 million for the first six months of 2010. Gross margin increased to 51% for the six months ended June 30, 2011, compared to 48% for the same period in 2010. The Company reported a net income of $548,000, or $0.08 per fully diluted share for the first six months of 2011 compared to a net loss for the first six months of 2010 of $4.6 million, or ($0.67) per share.

About Interphase Corporation

Interphase Corporation (NASDAQ: INPH) delivers solutions for LTE and WiMAX, interworking gateways, packet processing, network connectivity, and security for key applications for the communications and enterprise markets. The company also offers a comprehensive portfolio of desktop virtualization solutions. Founded in 1974, Interphase provides expert engineering design and electronics manufacturing services, in addition to its commercial-off-the-shelf (COTS) product portfolio. Interphase is headquartered in Plano, Texas, with sales offices in the United States and Europe. Clients include Alcatel-Lucent, Emerson Network Power, Fujitsu Ltd., Genband, Hewlett Packard, ip.access, Samsung, and Sun Microsystems. Visit www.iphase.com.

Forward-Looking Statements

This press release contains forward-looking statements about the business, financial condition and prospects of the Company. These statements are made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The actual results of the Company could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties, including (without limitation) effects of the ongoing issues in global credit and financial markets, our reliance on a limited number of customers, failure to see spending improvements in the telecommunications and computer networking industries, significant changes in product demand, the development and introduction of new products and services, changes in competition, various inventory risks due to changes in market conditions and other risks and uncertainties indicated in the Company’s filings and reports with the Securities and Exchange Commission. All of the foregoing risks and uncertainties are beyond the ability of the Company to control, and in many cases, the Company cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. When used in this press release, the words “believes,” “plans,” “expects,” “will,” “intends,” and “anticipates” and similar expressions as they relate to the Company or its management are intended to identify forward-looking statements.

###

Interphase and the Interphase logo are trademarks or registered trademarks of Interphase Corporation. All other trademarks are the property of their respective owners.

Condensed Consolidated Financial Statements

Interphase Corporation
Condensed Consolidated Statements of Operations
(amounts in thousands, except per-share amounts)

	Three Months Ended Jun. 30,					Six Months Ended Jun. 30,
	2011		2010			2011		2010
Revenues	$	6,177	$	3,858		$	12,865	$	7,617
Gross margin		3,247		1,781			6,499		3,640
Research and development		1,016		1,818			2,048		3,911
Sales and marketing		872		1,271			1,876		2,531
General and administrative		1,029		954			2,014		1,958
Total operating expenses		2,917		4,043			5,938		8,400
Income (loss) from operations		330		(2,262	)		561		(4,760	)
Income (loss) before income tax		332		(2,222	)		571		(4,752	)
Net income (loss)		317		(2,211	)		548		(4,574	)
Net income (loss) per diluted share	$	0.04	$	(0.32	)	$	0.08	$	(0.67	)
Weighted average common and dilutive shares		7,139		6,832			7,097		6,851

Selected Consolidated Balance Sheet Information
(amounts in thousands)

	Jun. 30, 2011		Dec. 31, 2010
Cash and marketable securities	$	11,239	$	10,777
Accounts receivable, net		5,045		4,633
Inventories		1,524		1,645
Net property, plant and equipment		371		414
Total assets		19,683		19,314
Total liabilities		7,524		8,304
Total shareholders’ equity	$	12,159	$	11,010

###