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):  November 1, 2007

Alliant Techsystems Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-10582	41-1672694
(State or other jurisdiction	(Commission	(I.R.S. Employer Identification
of incorporation)	File Number)	No.)

5050 Lincoln Drive Edina, Minnesota	55436-1097
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number, including area code:  (952) 351-3000

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 November 1, 2007, Alliant Techsystems Inc. (ATK) issued a press release reporting its financial results for the fiscal quarter ended September 30, 2007. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(d)           Exhibits.

Exhibit No.	Description
99.1	Press release, dated November 1, 2007, reporting ATK’s financial results for the fiscal quarter ended September 30, 2007.

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.

	ALLIANT TECHSYSTEMS INC.
By:		/s/ John L. Shroyer
Name:		John L. Shroyer
Title:		Senior Vice President and Chief Financial Officer

Date:  November 1, 2007

3

EX-99.1

Exhibit 99.1

News Release	Corporate Communications	Phone: 952-351-3087
	MN01-1030	Fax: 952-351-3009
	5050 Lincoln Drive
	Edina, MN 55436

Media Contact:	Investor Contact:
Bryce Hallowell	Steve Wold
Phone: 952-351-3087	Phone: 952-351-3056
E-mail: bryce.hallowell@atk.com	E-mail: steve.wold@atk.com

ATK Increases FY08 Sales Guidance to in excess of $4.1 billion and EPS to $6.20 – $6.30

ATK Reports Strong Second Quarter Earnings – up 25 Percent to $1.44 Per Share

Second Quarter Sales Rise 24 Percent to Surpass $1 Billion; Organic Growth of 19 percent

Orders Nearly Triple to $2.57 Billion – Highlighted by NASA Ares I Work

Second Quarter Net income Rises 28 Percent to $51 Million

ATK Completes $100 million Share Repurchase in the Quarter

Minneapolis, November 1, 2007 – Alliant Techsystems (NYSE: ATK) reported today that earnings per share (EPS) in the second quarter of fiscal year 2008, which ended on September 30, rose 25 percent to $1.44 versus $1.15 in the prior-year quarter. Due to the appreciation of the company’s stock, ATK’s second quarter results included a $5.6 million pre-tax, $3.3 million after-tax ($.09), non-cash charge related to the accelerated write-off of unamortized debt issuance costs associated with the company’s convertible bonds due in 2024.

Sales rose 24 percent to surpass $1 billion, compared to $830 million in the prior-year quarter. Organic sales in the quarter increased 19 percent from the prior-year quarter. Orders nearly tripled to $2.57 billion, up from $944 million in the previous year’s quarter. The strong orders growth was driven in part by $1.6 billion booked by the company for future development work on the first stage of NASA’s Ares I launch vehicle. For the quarter, order bookings in all three business Groups exceeded sales.

Based on the strength of its performance through the first half of the fiscal year, and better visibility throughout the remainder of the year, the company is raising its full-year EPS guidance to a range of $6.20 -$6.30. The new guidance includes the nine-cent charge related to the accelerated write-off of debt issuance costs. The company’s previous guidance, which did not include the nine-cent charge, was in a range from $6.15 - $6.25. The company is also raising its sales guidance to in excess of $4.1 billion, up from its previous guidance of $4.0 - $4.1 billion.

The company reported improved margins of 10.2 percent versus 9.9 percent in the prior-year quarter and net income of $51 million, a 28 percent increase from $40 million in the prior-year quarter. The improved margins were due primarily to reduced pension expenses, as well as operating efficiencies. These improvements were partially offset by an increase in discretionary spending on strategic program pursuits.

 “I could not be more pleased with the company’s performance through the first half of the fiscal year,” said Dan Murphy, Chairman and CEO. “Our strategic focus on margin improvement is benefiting the entire company and the Groups are winning new business based on affordable and innovative solutions.”

Earnings per share for the first six months of fiscal year 2008 increased 32 percent to $2.95 compared to $2.24 a year ago. Sales for the first half of fiscal year 2008 rose more than 20 percent to $1.99 billion compared to $1.65 billion in the prior year.

Year-to-date operating cash is $131 million compared to $5 million in the prior year period. The increase reflects the company’s previously announced decision to fully fund the pension plan which resulted in lower pension plan contributions, partially offset by cash used for working capital due to increasing sales and the timing of cash receipts. During the quarter the company repurchased 942,200 shares of stock for approximately $100 million at an average share price of slightly more than $106.

2

SUMMARY OF REPORTED RESULTS

The following table presents the company’s results for the year to date and second quarter ending September 30, 2007 (in millions).

External Sales:

	Quarters Ended								Six Months Ended
	September 30, 2007		October 1, 2006		$ Change		% Change		September 30, 2007		October 1, 2006		$ Change		% Change
Ammunition Systems Group	$	354.7	$	282.7	$	72.0	25.5	%	$	690.2	$	569.6	$	120.6	21.2	%
Launch Systems Group	318.2		262.2		56.0		21.3	%	623.3		526.9		96.5		18.3	%
Mission Systems Group	356.4		285.5		70.9		24.9	%	674.2		556.4		117.8		21.2	%
Total external sales	$	1,029.3	$	830.4	$	199.0	24.0	%	$	1,987.7	$	1,652.9	$	334.8	20.3	%

Income before Interest, Income Taxes, and Minority Interest (Operating Profit):

	Quarters Ended								Six Months Ended
	September 30,  2007			October 1, 2006			Change		September 30,  2007			October 1, 2006			Change
Ammunition Systems Group	$	32.2		$	26.2		$	6.0	$	61.1		$	46.0		$	15.0
Launch Systems Group	43.3			35.4			7.9		88.2			73.1			15.1
Mission Systems Group	35.0			26.4			8.6		68.5			53.5			15.0
Corporate	(5.4		)	(6.1		)	0.7		(11.1		)	(11.3		)	0.1
Total	$	105.1		$	81.9		$	23.2	$	206.6		$	161.3		$	45.3

SEGMENT RESULTS

ATK operates three principal business groups: Ammunition Systems Group; Launch Systems Group; and Mission Systems Group.

AMMUNITION SYSTEMS GROUP

Sales in the Ammunition Systems Group increased by 25 percent to $355 million compared to $283 million in the prior-year quarter. The increase reflects strong sales growth in the civil ammunition business as well as increased sales in military small and medium-caliber ammunition.

Earnings before interest and taxes (operating profit) rose 23 percent to $32 million from $26 million in the prior-year quarter. This reflects higher sales volume, lower pension expenses, and operating efficiencies. These were partially offset by the Group’s sales mix. For the full-year, ATK continues to expect margins in the Ammunition Systems Group in the mid-nine percent range.

LAUNCH SYSTEMS GROUP

Sales in the Launch Systems Group rose by 21 percent to $318 million compared to $262 million in the prior-year quarter. Higher sales from NASA’s Ares I program contributed to the increase, which was partially offset by the anticipated lower sales in space shuttle program.

Operating profit in the Launch Systems Group rose by 22 percent to $43 million from $35 million in the prior-year quarter. The increase reflects additional Ares I work and lower pension expenses, partially offset by increased investment in strategic program pursuits. ATK continues to expect margins for the full year in the Launch Systems Group to approach 14 percent.

3

MISSION SYSTEMS GROUP

Sales in the Mission Systems Group rose 25 percent to $356 million from $285 million in the prior-year quarter. Organic sales rose 12 percent, driven by strong sales in the Group’s aircraft integration and space structures businesses. Sales from the acquisition of Swales Aerospace added $39 million to revenue.

Operating profit increased 33 percent to $35 million from $26 million in the prior-year quarter. The increase reflects increased sales volume, including the Swales Aerospace acquisition, and lower pension expense. ATK continues to expect full-year margins in the Mission Systems Group of approximately 10 percent.

CORPORATE AND OTHER

In the second quarter, corporate and other expenses totaled $5.4 million compared to $6.1 million in the prior-year period.

OUTLOOK

Based on the strength of sales across all three business Groups, ATK is raising its full-year FY08 sales guidance to in excess of $4.1 billion, up from its previous guidance of $4.0 - $4.1 billion. The company is also raising EPS guidance to $6.20 - $6.30, up from its previous of $6.15 - $6.25. This guidance includes the $0.09 debt issue cost charge taken in the second quarter which was not included in previous guidance.

For the year, the company now expects an average share count of approximately 35.5 million, up from previous expectations of 35 million. The increase reflects the appreciation of the company’s stock price and the corresponding share count dilution from the company's convertible notes, offset by the completion of the company’s $100 million share repurchase. The effective tax rate for the year is expected to be approximately 36 percent while pension expenses are expected to be approximately $50 million. ATK continues to expect full-year free-cash flow of approximately $260 million which includes capital expenditures approaching $100 million (see reconciliation table for details).

4

Reconciliation of Non-GAAP Financial Measure

Free Cash Flow

Free cash flow is defined as cash provided by operating activities less capital expenditures. ATK management believes free cash flow provides investors with an important perspective on the cash available for debt repayment, share repurchase, and acquisitions after making the capital investments required to support ongoing business operations. ATK management uses free cash flow internally to assess both business performance and overall liquidity.

	Projected Year Ending March 31, 2008
	(in thousands)
Cash provided by operating activities	$	360,000
Capital expenditures	~100,000
Free cash flow	$	260,000

ATK is a $4.1 billion advanced weapon and space systems company employing approximately 16,500 people in 21 states. News and information can be found on the Internet at www.atk.com.

Certain information discussed in this press release constitutes forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Although ATK believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends, and uncertainties that could cause actual results to differ materially from those projected. Among these factors are: delays in NASA’s human-rated launch programs; changes in governmental spending, budgetary policies and product sourcing strategies; the company’s competitive environment; risks inherent in the development and manufacture of advanced technology; increases in commodity costs, energy prices, and production costs; the terms and timing of awards and contracts; program performance; program terminations; changes in cost estimates related to relocation of facilities; the outcome of contingencies, including litigation and environmental remediation; actual pension asset returns and assumptions regarding future returns, discount rates and service costs; the availability of capital market financing; changes to accounting standards; changes in tax rules or pronouncements; economic conditions; and the company’s capital deployment strategy, including debt repayment, share repurchases, pension funding, mergers and acquisitions and any integration thereof. ATK undertakes no obligation to update any forward-looking statements. For further information on factors that could impact ATK, and statements contained herein, please refer to ATK’s most recent Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with the U.S. Securities and Exchange Commission.

#          #          #

5

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED INCOME STATEMENTS

	QUARTERS ENDED						SIX MONTHS ENDED
	September 30,			October 1,			September 30,			October 1,
(In thousands except per share data)	2007			2006			2007			2006
Sales	$	1,029,345		$	830,374		$	1,987,717		$	1,652,868
Cost of sales	830,976			669,155			1,597,158			1,335,044
Gross profit	198,369			161,219			390,559			317,824
Operating expenses:
Research and development	17,325			13,894			30,008			25,551
Selling	30,861			23,167			60,791			48,782
General and administrative	45,108			42,239			93,181			82,194
Total operating expenses	93,294			79,300			183,980			156,527
Income before interest, income taxes, and minority interest	105,075			81,919			206,579			161,297
Interest expense	(26,055		)	(17,851		)	(45,352		)	(34,686		)
Interest income	416			341			700			544
Income before income taxes and minority interest	79,436			64,409			161,927			127,155
Income tax provision	28,171			24,337			58,084			48,137
Income before minority interest	51,265			40,072			103,843			79,018
Minority interest, net of income taxes	90			145			264			218
Net income	$	51,175		$	39,927		$	103,579		$	78,800
Earnings per common share:
Basic	$	1.55		$	1.17		$	3.12		$	2.27
Diluted	1.44			1.15			2.95			2.24
Average number of common shares	33,120			34,187			33,193			34,767
Average number of common and dilutive shares	35,450			34,612			35,157			35,196

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED BALANCE SHEETS

(In thousands except share data)	September 30, 2007			March 31, 2007
Assets
Current assets:
Cash and cash equivalents	$	23,629		$	16,093
Net receivables	821,342			733,304
Net inventories	213,087			170,602
Deferred income tax assets	64,221			75,333
Other current assets	32,016			33,686
Total current assets	1,154,295			1,029,018
Net property, plant, and equipment	456,437			454,748
Goodwill	1,236,309			1,163,186
Prepaid and intangible pension assets	58,034			27,998
Deferred charges and other non-current assets	192,170			199,732
Total assets	$	3,097,245		$	2,874,682
Liabilities and Stockholders’ Equity
Current liabilities:
Cash overdrafts	$	17,388
Current portion of long-term debt	480,000
Accounts payable	175,480			$	153,572
Contract advances and allowances	79,859			80,904
Accrued compensation	111,806			123,696
Accrued income taxes	17,388			11,791
Other accrued liabilities	169,488			133,309
Total current liabilities	1,051,409			503,272
Long-term debt	1,050,000			1,455,000
Deferred income tax liabilities	49,025			22,278
Postretirement and postemployment benefits liabilities	157,343			163,709
Accrued pension liability	63,861			89,383
Other long-term liabilities	100,506			83,159
Total liabilities	2,472,144			2,316,801
Contingencies
Common stock - $.01 par value
Authorized - 90,000,000 shares
Issued and outstanding 32,699,217 shares at September 30, 2007 and 33,075,268 at March 31, 2007	327			331
Additional paid-in-capital	452,775			477,554
Retained earnings	1,197,154			1,112,649
Accumulated other comprehensive loss	(365,273		)	(424,075		)
Common stock in treasury, at cost, 8,855,844 shares held at September 30, 2007 and 8,479,793 at March 31, 2007	(659,882		)	(608,578		)
Total stockholders’ equity	625,101			557,881
Total liabilities and stockholders’ equity	$	3,097,245		$	2,874,682

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	SIX MONTHS ENDED
(In thousands)	September 30, 2007			October 1, 2006
Operating activities
Net income	$	103,579		$	78,800
Adjustments to net income to arrive at cash provided by operating activities:
Depreciation	34,980			34,066
Amortization of intangible assets	2,865			4,218
Amortization of deferred financing costs	2,441			1,630
Write-off of debt issuance costs associated with convertible notes	5,600			—
Deferred income taxes	4,184			70,976
Loss (gain) on disposal of property	1,610			(84		)
Minority interest, net of income taxes	264			218
Share-based plans expense	11,770			18,310
Excess tax benefits from share-based plans	(8,062		)	(2,049		)
Changes in assets and liabilities:
Net receivables	(49,882		)	10,464
Net inventories	(40,327		)	(44,540		)
Accounts payable	16,203			12,887
Contract advances and allowances	(1,045		)	18,115
Accrued compensation	(36,478		)	(18,243		)
Accrued income taxes	38,486			(24,858		)
Pension and other postretirement benefits	17,243			(186,031		)
Other assets and liabilities	27,826			31,054
Cash provided by operating activities	131,257			4,933
Investing activities
Capital expenditures	(34,595		)	(35,569		)
Acquisition of business	(101,195		)	—
Proceeds from the disposition of property, plant, and equipment	319			510
Cash used for investing activities	(135,471		)	(35,059		)
Financing activities
Change in cash overdrafts	17,388			(60,937		)
Net borrowings on line of credit	75,000			37,000
Payments made on bank debt	—			(13,500		)
Payments made to extinguish debt	—			(2,596		)
Proceeds from issuance of long-term debt	—			300,000
Purchase of call options	—			(50,850		)
Sale of warrants	—			23,220
Payments made for debt issue costs	(105		)	(6,344		)
Net purchase of treasury shares	(100,068		)	(208,027		)
Proceeds from employee stock compensation plans	11,473			13,635
Excess tax benefits from share-based plans	8,062			2,049
Cash provided by financing activities	11,750			33,650
Increase in cash and cash equivalents	7,536			3,524
Cash and cash equivalents - beginning of period	16,093			9,090
Cash and cash equivalents - end of period	$	23,629		$	12,614