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) April 30, 2008

RADIANT SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Georgia	0-22065	11-2749765
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3925 Brookside Parkway, Alpharetta, Georgia	30022
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (770) 576-6000

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.

On April 30, 2008, Radiant Systems, Inc. announced its results of operations for the quarter ended March 31, 2008. A copy of the related press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934 and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01     Financial Statements and Exhibits.

(d) Exhibits.

99.1      Press Release, dated April 30, 2008, issued by Radiant Systems, Inc.

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.

		RADIANT SYSTEMS, INC.
		By:	/s/ Mark E. Haidet
			Mark E. Haidet
			Chief Financial Officer
Date:	April 30, 2008

EX-99.1

Exhibit 99.1

Radiant Systems, Inc. Reports First Quarter Results

Continued Growth Leads to Adjusted Earnings of $0.17 Per Diluted Share and GAAP Earnings of $0.10 Per Diluted Share

ATLANTA--(BUSINESS WIRE)--Radiant Systems, Inc. (NASDAQ: RADS), a leading provider of innovative technology for the hospitality and retail industries, today announced financial results for the first quarter ended March 31, 2008.

Summary financial results for the first quarter of 2008 are as follows:

• Total revenues for the period were $70.2 million, an increase of 22 percent over revenues of $57.4 million for the same period in 2007.
• Net income for the period, which includes $0.1 million of non-recurring charges, was $3.4 million or $0.10 per diluted share, an increase of $1.4 million, or $0.04 per diluted share, compared to the same period in 2007.
• Adjusted net income (non-GAAP) for the period, which excludes amortization of acquisition-related intangible assets, non-recurring items and employee stock compensation expense, was $5.8 million, or $0.17 per diluted share, an increase of $1.5 million, or $0.04 per diluted share, compared to the same period in 2007.
• During the period, the Company recorded a gain of $0.3 million as a result of entering into a forward exchange contract in preparation for the acquisition of Quest Retail Technology. This gain was offset by a $0.4 million charge relating to early termination penalties and write-off of debt costs resulting from the refinancing of a credit agreement.

John Heyman, the Company's chief executive officer said, “We are very pleased with a strong start to the year. Our business model is founded upon creating more value for our customers and expanding the markets for our products. We believe this foundation will continue to drive growth and margin expansion throughout the year.”

Heyman added, “The demand for our solutions continues to grow in response to the outstanding efforts of our people and channel partners. Our pipeline is growing, our customer base is diverse and our products are delivering high returns for our customers. Our products have demonstrated their ability to help operators better manage their costs and react to changing consumer demands. This value has provided strong demand for our solutions, even in a less robust economic environment. We are optimistic about the year ahead, and believe the acquisitions of Quest Retail Technology and Hospitality EPoS further strengthen our business and expand our growth opportunities.”

“We have been able to deliver results in line with our plans for the year and continue to build momentum in our business development activities,” said Mark Haidet, the Company's chief financial officer. “Our balance sheet metrics remain strong and position us well to take advantage of an improving acquisition market. We continue to see margin expansion in our business with our adjusted operating margin improving 260 basis points from the prior year first quarter to 12.9% and our adjusted operating income growing 53%.”

Haidet continued, “We are re-affirming our annual guidance for 2008 and providing an estimated range for the second quarter. Our guidance is based on our current visibility and assumes a similar economic and purchasing climate to what we have seen so far this year.”

The Company’s guidance is as follows:

	Revenue Range (millions)	Adjusted Earnings (non-GAAP) / Share Range
Quarter ending June 30, 2008	$73 to $75	$.20 to $.21
Year ending Dec. 31, 2008	$305 to $308	$.84 to $.88

The Company provides adjusted operating margin, adjusted net income and adjusted net income per share in this press release as additional information relating to the Company's operating results. These measures are not in accordance with, or an alternative for, GAAP and may be different from adjusted net income and adjusted net income per share measures used by other companies. Adjusted net income and adjusted operating margin exclude amortization of acquisition-related intangible assets, non-recurring items and compensation expense related to the issuance of employee stock options. The income tax provision is calculated on the Company’s cash tax rate for the year (based on actual cash expected to be paid to domestic and foreign governments). The Company believes that this non-GAAP presentation provides useful information to investors regarding certain additional financial and business trends relating to the Company's financial condition and results of operations, and valuable insight into the Company’s ongoing operations and earnings power.

Radiant will hold its first quarter 2008 conference call today at approximately 4:30 p.m. Eastern Time. This call is being webcast by CCBN and can be accessed at Radiant's web site at http://phx.corporate-ir.net/phoenix.zhtml?c=115271&p=irol-irhome. The call will also be available via telephone at 1-800-857-5485 – reference ID# 5766832.

Headquartered in Atlanta, Radiant Systems, Inc. (Nasdaq: RADS) is a global provider of innovative technology to the hospitality, retail and entertainment industries. For more than two decades, Radiant’s point of sale hardware and software solutions have redefined the consumer experience in more than 100,000 restaurants, retail stores, stadiums, parks, arenas, cinemas, convenience stores, fuel centers and other customer-service venues. Radiant has offices in North America, Europe, Asia and Australia. For more information, visit www.radiantsystems.com.

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to financial results and plans for future business development activities, and are thus prospective. Forward-looking statements include all statements that are not statements of historical fact regarding intent, belief or current expectations of the Company, its directors or its officers. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company’s ability to control. Actual results may differ materially from those projected in the forward-looking statements. Among the key risks, assumptions and factors that may affect operating results, performance and financial condition are its ability to continue and manage its growth, liquidity and other capital resources issues, competition and the other factors discussed in detail in the Company’s periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements.

RADIANT SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
	For the three months ended
	March 31, 2008			March 31, 2007
Revenues:
System sales	$	39,087		$	32,015
Client support, maintenance and other services		31,072			25,424
Total revenues		70,159			57,439
Cost of revenues:
System sales		20,085			16,881
Client support, maintenance and other services		19,466			15,605
Total cost of revenues		39,551			32,486
Gross profit		30,608			24,953
Operating Expenses:
Product development		5,615			5,578
Sales and marketing		8,138			6,796
Depreciation of fixed assets		1,046			1,021
Amortization of intangible assets		1,594			1,210
Non-recurring charges		72			(300	)
General and administrative		7,621			6,465
Total operating expenses		24,086			20,770
Income from operations		6,522			4,183
Interest and other expense, net		1,493			775
Income from operations before income taxes		5,029			3,408
Income tax provision		1,609			1,371
Net income	$	3,420		$	2,037
Net income per share
Basic	$	0.11		$	0.07
Diluted	$	0.10		$	0.06
Weighted average shares outstanding:
Basic		31,994			30,980
Diluted		33,620			32,612
Reconciliation of GAAP Net Income to Adjusted Non-GAAP Net Income:
GAAP Net income	$	3,420		$	2,037
Equity-based compensation expense (a)
Cost of revenues		75			114
Operating expenses		798			716
Total equity-based compensation expense		873			830
Amortization of purchased intangibles (b)		1,594			1,210
Non-recurring charges/gains (c)		72			(300	)
Tax effect of adjustment items, difference between the Company's effective tax rate and cash tax rate (d)		(132	)		599
Adjusted non-GAAP net income	$	5,827		$	4,376
Adjusted non-GAAP net income per diluted share	$	0.17		$	0.13
In addition to our GAAP results, Radiant Systems discloses adjusted net income and net income per diluted share, referred to respectively as "adjusted non-GAAP net income" and "adjusted non-GAAP net income per diluted share."  These items, which are collectively referred to as "non-GAAP measures," exclude the impact of stock-based compensation, the amortization of acquisition-related intangible assets, restructuring costs and pre-acquisition charges of potential transactions that will not take place.  Our non-GAAP measures take into account the effect of our net operating losses and other tax credits which reduces our GAAP effective tax rate to the Company's cash outflow tax rate.  From time to time, subject to the review and approval of the audit committee of the Board of Directors, we may make other adjustments for expenses and gains that we do not consider reflective of core operating performance in a particular period and may modify the non-GAAP measures by excluding these expenses and gains. We define our core operating performance to be the revenues recorded in a particular period and the expenses incurred within that period which management has the capability of directly affecting in order to drive operating income.  Non-cash stock-based compensation, amortization of acquisition-related intangible assets, restructuring charges and the write-off of pre-acquisition charges of potential transactions are excluded from our core operating performance because the decisions which gave rise to these expenses were not made to drive revenue in a particular period, but rather were made for our long-term benefit over multiple periods.  While strategic decisions, such as the decisions to issue stock-based compensation, to acquire a company or to restructure leases, are made to further our long-term strategic objectives and do impact our income statement under GAAP, these items affect multiple periods and management is not able to change or affect these items within any particular period.  As such, supplementing GAAP disclosure with non-GAAP disclosure using the non-GAAP measures provides management with an additional view of operational performance by excluding expenses that are not directly related to performance in a particular period. Prior to the adoption of Financial Accounting Standards Board Statement 123 Revised "Share-based Payment" ("FAS 123R") on January 1, 2006, our practice was to exclude stock-based compensation internally to evaluate performance and we presented investors our financial information in this manner while disclosing the effects of stock-based compensation.  With the adoption of FAS 123R, we continue to believe that non-GAAP measures can provide relevant disclosure to investors as contemplated by Staff Accounting Bulletin 107 ("SAB 107") and we have presented non-GAAP measures that exclude and include those items noted above.  While these items (other than restructuring, the gain realized on our forward exchange contract and the pre-acquisition charges of potential transactions that will not take place) are recurring and affect GAAP net income, we do not use them to assess our operational performance for any particular period because (a) these items affect multiple periods and are unrelated to business performance in a particular period; (b) we are not able to change these items in any particular period; and (c) these items do not contribute to the operational performance of our business for any particular period. We also use non-GAAP measures to operate the business because the excluded expenses are not under the control of, and accordingly are not used in evaluating the performance of, operations personnel within their respective areas of responsibility.  In the case of stock-based compensation expense, the award of stock options is governed by the compensation committee of the Board of Directors and, in the case of acquisition-related intangible assets and pre-acquisition charges; acquisitions arise from strategic decisions which are not the responsibility of most levels of operational management.  The restructuring charges and the non-cash portion of our effective tax rate, like our stock-based compensation charges and amortization of acquisition-related intangible assets and pre-acquisition charges, are excluded in management's internal evaluations of our operating results and are not considered for management compensation purposes. In the case of stock-based compensation, our compensation strategy is to use stock-based compensation to attract and retain key employees and executives.  It is principally aimed at long term employee retention, rather than to motivate or reward operational performance for any particular period.  Thus, stock-based compensation varies for reasons that are generally unrelated to operational performance in any particular period.  We use quarterly and annual cash incentive payouts for executives and other employees to motivate and reward the achievement of short-term operational objectives. We view amortization of acquisition-related intangible assets as items arising from pre-acquisition activities.  These are costs that are determined at the time of an acquisition.  While they are continually viewed for impairment, amortization of the costs is a static expense, one that is typically not affected by operations during any particular period and does not contribute to operational performance for any particular period. Pre-acquisition charges of potential acquisitions that will not take place are excluded in our non-GAAP measures because such charges are not considered normal operating expenses of the Company and would have been capitalized as an asset if such transactions would have been completed. The restructuring charges are excluded in our non-GAAP measures because they are significantly different in magnitude and character from routine personnel and facility adjustments that management makes when monitoring and conducting the Company's core operation during any particular period. The gain recognized on our forward exchange contract is excluded in our non-GAAP measures because such gains are not considered to be a normal operating event of the Company and was entered into specifically for the purpose of locking in the US/Australian exchange rate in regards to the acquisition of Quest. Our historical non-GAAP effective tax rate differs from our GAAP effective tax rates because of the exclusion of the non-GAAP adjustments previously mentioned and the resulting impact on the realization of the Company's other tax assets.  We exclude the impact of these discrete tax items from our non-GAAP income tax provision because management believes that they are not indicative of the Company's tax obligations that will be paid in cash. Because the non-GAAP measures are not calculated in accordance with GAAP, they are used by our management as a supplement to, and not an alternative to, or superior to, financial measures calculated in accordance with GAAP.  There are a number of limitations on the non-GAAP measures, including the following: a.  These non-GAAP measures do not have standardized meanings and may not be comparable to similar non-GAAP measures used or reported by other software or technology companies. b.  The non-GAAP measures do not reflect all costs associated with our operations determined in accordance with GAAP. c.  Excluded expenses for stock-based compensation and amortization of acquisition-related intangible assets will continue to recur and impact the Company's GAAP results.  While restructuring costs and other one-time costs are non-recurring activities, their occasional occurrence will impact GAAP results.  As such, the non-GAAP measures should not be construed as an inference that the excluded items are unusual, infrequent or non-recurring. Management compensates for these limitations by relying on these non-GAAP measures only as a supplement to the Company's GAAP results.
(a) The Company adopted SFAS 123(R) on January 1, 2006 using the Modified Prospective Method, which requires us to expense the fair value of grants made under stock option programs over the vesting period of the options. The adjustments to costs of sales and operating expenses represent stock-based compensation expense recorded during the period. Total stock-based compensation expense for the three months ended March 31, 2008 and 2007 was $0.9 million and $0.8 million, respectively, on a pre-tax basis.
(b) Adjustments represent purchase amortization from prior acquisitions.
(c) Adjustments represent the elimination of non-recurring charges and/or gains.  For the three months ended March 31, 2008, these charges represent approximately $0.4 million for early termination penalties and write-offs of debt issuance costs related to the refinancing of a credit agreement.  These charges were partially offset by a $0.3 million gain on a forward exchange contract entered into as a result of the Quest Retail Technology acquisition.  For the three months ended March 31, 2007, the Company recorded a lease restructuring credit of $0.3 million as a result of adjusting our estimate related to a lease restructuring charge that was taken during 2006.
(d) The Company reports its non-GAAP income tax provision on its estimated cash tax rate which is approximately 23% for 2008.  The estimated cash tax rate for 2007 was 15%.  This 15% rate was used during the first three quarters of 2007, but adjusted to 10% during the fourth quarter of 2007 based on our actual cash tax rate.

RADIANT SYSTEMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
ASSETS
		March 31,			December 31,
		2008			2007
Current assets
	Cash and cash equivalents	$	23,516		$	29,940
	Accounts receivable, net		43,403			43,057
	Inventories, net		32,034			30,494
	Deferred tax assets		7,731			7,730
	Other current assets		2,505			2,408
	Total current assets		109,189			113,629
Property and equipment, net			14,861			14,184
Software development costs, net			7,895			7,231
Deferred tax assets, non-current			-			2,905
Goodwill			104,399			62,386
Intangibles, net			40,533			20,650
Other long-term assets			1,090			974
		$	277,967		$	221,959
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
	Current portion of long-term debt and capital lease payments	$	6,045		$	8,420
	Accounts payable and accrued liabilities		31,943			39,744
	Client deposits and unearned revenues		20,667			13,745
	Total current liabilities		58,655			61,909
Long-term debt and capital lease payments, net of current portion			61,749			13,518
Deferred tax liabilities, non-current			2,616			-
Other long-term liabilities			4,689			4,576
	Total liabilities		127,709			80,003
Shareholders' equity
	Common stock, no par value; 100,000,000 shares authorized; 32,058,353 and 31,935,105 shares issued and outstanding, respectively
			-			-
	Additional paid-in capital		153,085			150,924
	Accumulated other comprehensive income		4,464			1,743
	Accumulated deficit		(7,291	)		(10,711	)
	Total shareholders' equity		150,258			141,956
		$	277,967		$	221,959

CONTACT:
Radiant Systems, Inc.
Sara Ford, 770-576-6832