8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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, 2003

Hooper Holmes, Inc.

(Exact name of registrant as specified in charter)

New York	1-9972	22-1659359
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

170 Mt. Airy Road, Basking Ridge, New Jersey 07920

(Address of principal executive officers) (zip)

Registrant’s telephone number, including area code (908) 766-5000

None

(Former names or former address, if change since last report.)

FORM 8-K

Item 7. Financial Statements and Exhibits.

(c) Exhibits

99.1 Press release dated July 28, 2003.

Item 12. Item 12. Results of Operations and Financial Condition.

The information contained in this item 12 is being furnished pursuant to “Item 12. Results of Operations and Financial Condition” in accordance with the SEC Release No. 33-8216 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, (the “Exchange Act”), as amended, or otherwise subject to the liability of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference un such a filing.

On July 28, 2003, Hooper Holmes, Inc., issued a press release announcing its financial results for the quarter ended June 30, 2003, a copy of which is attached as Exhibit 99.1.

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.

Hooper Holmes, Inc.
By:	/s/    Fred Lash
	Fred Lash Senior Vice President, Chief Financial Officer & Treasurer

Date: July 30, 2003

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued by Hooper Holmes, Inc. on July 28, 2003.

EX-99.1

EXHIBIT 99.1

News Release

170 Mt. Airy Road

Basking Ridge, NJ 07920

CONTACT:

Fred Lash

Chief Financial Officer

908-766-5000

FOR IMMEDIATE RELEASE

Investors: Tiernan Cavanna/Lanie Fladell

Media: Sean Leous

FD Morgen-Walke

212-850-5600

HOOPER HOLMES REPORTS SECOND QUARTER FINANCIAL RESULTS

- Revenues Increase 15% to $76.2 Million -

- Gross Margin Improves to 29.3% versus 28.8% Last Year -

BASKING RIDGE, NJ, July 28, 2003, Hooper Holmes, Inc. (AMEX:HH) today reported financial results for the second quarter and six months ended June 30, 2003.

Revenues for the quarter grew 15% to $76.2 million from $66.0 million in the second quarter last year, reflecting contributions from the Company’s acquisitions of D&D Associates (the Diversified Business Unit) and Medicals Direct Group plc, which was added to the Health Information Business Unit in the second half of 2002.

Revenues for the Health Information Business Unit, which includes the Company’s Portamedic, Infolink, and Heritage Labs divisions, and the August 2002 acquisition of the Medicals Direct Group, were $67.6 million, or 89% of total revenues. Revenues from Portamedic, Infolink and Heritage Labs were $62.5 million in the second quarter of 2003 versus $66.0 million in the prior year period primarily as a result of an 8% decrease in Portamedic’s revenue. This was primarily due to softness in the life insurance market, however, both Infolink and Heritage Labs increased their revenue by 7.0% and 35%, respectively, over the prior year period. Medicals Direct increased its second quarter revenues over 50% to $5.1 million compared to $3.3 million in the first quarter of 2003. Revenues for the Diversified Business Unit, comprised of D&D Associates, were $8.6 million, or 11% of total revenues.

Net income for the 2003 second quarter was $5.1 million, or $0.08 per diluted share, compared to $3.9 million, or $0.06 per diluted share, reported for the second quarter of 2002. Net income for last year’s second quarter included a pre-tax charge of $1.6 million, or $0.01 per diluted share after-tax, related to the Company’s reserve against the carrying value of its investment in e-Nable Corporation. Net income for the second quarter 2003 versus the corresponding quarter in 2002 was impacted by increased SG&A expenses due to additional SG&A costs resulting from the companies acquired in late 2002, and higher insurance, legal and administrative costs.

Jim McNamee, Chairman and Chief Executive Officer, stated, “We are pleased to report solid second quarter results. Our 15% revenue increase primarily reflects the performance of D&D Associates and Medicals Direct Group. Additionally, we improved our gross margin to 29.3% from 28.8% in last year’s second quarter, primarily as a result of the strong profitability of our Independent Medical Examination (IME) business. Due to the progress we’ve made integrating D&D and Medicals Direct Group and certain expenses that occurred only in the first quarter of 2003, SG&A expense as a percentage of revenues improved to 18.3% versus 20.0% in the first quarter of 2003.”

For the six months ended June 30, 2003, revenues increased 14% to $151.0 million from $132.5 million in last year’s comparable period. Net income was $9.8 million, or $0.15 per diluted share, compared to $9.7 million, or $0.14 per diluted share, in the first half of last year. Net income for the 2002 six-month period includes the previously disclosed $1.0 million after-tax e-Nable charge. Excluding this charge, net income for the first half of 2002 was $10.7 million, or $0.16 per diluted share.

Mr. McNamee continued, “Our second quarter performance, fueled by the strength of our Diversified Business Unit, underscores the rationale of our business strategy to expand our presence in complementary areas serving the insurance industries. Looking ahead, based on current information, we expect third quarter 2003 revenues to range between $75 million and $78 million. For the full year 2003, we continue to expect revenues to range between $300 million and $320 million, with earnings growth in the range of approximately 20% over 2002 earnings, excluding the total e-Nable charge of $4.1 million after-tax in 2002.”

Hooper Holmes will host a conference call today to discuss second quarter results at 9:30 a.m. Eastern Time. The call will be broadcast live over the Internet, and is accessible at the Company’s website located at http://www.hooperholmes.com. In addition, an online archive of the broadcast will be available within two hours after the live call.

Hooper Holmes, Inc. provides health information services on insurance policy applicants to the life insurance industry. The Company provides these health information services through over 275 locations nationwide.

Certain information contained herein includes information that is forward-looking. The matters referred to in forward-looking statements may be affected by the risks and uncertainties involving the Company’s business. These forward-looking statements are qualified in the entirety by cautionary statements contained in the Company’s Securities and Exchange Commission filings. The Company disclaims any obligation to update these forward-looking statements.

-TABLES TO FOLLOW-

HOOPER HOLMES INC.

2003 CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except share and per share amounts)

	Three Months ended June 30,						Six Months ended June 30,
	2003			2002			2003			2002
Revenues	$	76,170		$	66,015		$	151,020		$	132,505
Cost of operations		53,839			47,035			105,938			92,935
Gross profit		22,331			18,980			45,082			39,570
Selling, general and administrative expenses		13,976			11,288			28,926			22,525
Loss on investment		0			1,630			0			1,630
Operating income		8,355			6,062			16,156			15,415
Other income (expense):
Interest expense		(115	)		(29	)		(175	)		(58	)
Interest income		257			717			472			1,273
Other (expense) income, net		(189	)		(238	)		(514	)		(428	)
		(47	)		450			(217	)		787
Income before income taxes		8,308			6,512			15,939			16,202
Income taxes		3,213			2,592			6,186			6,468
Net income	$	5,095		$	3,920		$	9,753		$	9,734
Earnings per share:
Basic	$	0.08		$	0.06		$	0.15		$	0.15
Diluted	$	0.08		$	0.06		$	0.15		$	0.14
Weighted average number of shares:
Basic		64,756,409			65,265,493			64,750,322			65,069,706
Diluted		66,694,179			68,087,145			66,458,515			67,905,998

-MORE-

HOOPER HOLMES INC.

CONSOLIDATED BALANCE SHEETS

	06/30/03		12/31/02
	(unaudited)		(audited)
ASSETS
Current Assets:
Cash and cash equivalents	$	16,599,187	$	23,298,151
Marketable securities		20,436,074		22,761,101
Accounts receivable, net		33,886,096		27,809,521
Other current assets		5,621,515		6,823,818
Total current assets		76,542,872		80,692,591
Property, plant and equipment:		31,868,122		30,620,147
Less: Accumulated depreciation and amortization		22,993,284		21,924,363
Property, plant and equipment, net		8,874,838		8,695,784
Goodwill, net		129,754,897		117,075,544
Intangible assets, net		30,510,296		28,474,439
Other assets		984,270		1,291,172
Total assets	$	246,667,173	$	236,229,530
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of long-term debt	$	1,000,000	$	172,776
Accounts payable		10,146,313		10,436,388
Accrued expenses:
Insurance benefits		29,613		484,748
Salaries, wages and fees		1,523,109		1,816,791
Payroll and other taxes		542,800		449,093
Income taxes payable		1,652,189		2,703,713
Other		7,481,531		5,853,132
Total current liabilities		22,375,555		21,916,641
Long term debt, less current maturities		2,051,343		3,313,983
Other long term liabilities		4,567,638		806,195
Deferred income taxes		3,339,344		3,483,114
Minority interest		226,556		902,650
Stockholders’ equity:
Common stock, par value $.04 per share; authorized 240,000,000 shares, issued 67,499,074 in 2003 and 2002.		2,699,963		2,699,963
Additional paid-in capital		127,677,528		128,079,363
Accumulated other comprehensive income		148,732		160,873
Retained earnings		104,142,365		96,009,551
		234,668,588		226,949,750
Less: Treasury stock at cost (2,712,651 and 2,754,151 shares)		20,561,851		21,142,803
Total stockholders’ equity		214,106,737		205,806,947
Total liabilities and stockholders’ equity	$	246,667,173	$	236,229,530

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