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

April 23, 2007

Date of Report (Date of earliest event reported)

MPS Group, Inc.

(Exact name of registrant as specified in its charter)

Florida	0-24484	59-3116655
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(IRS Employer Identification No.)

1 Independent Drive, Jacksonville, Florida 32202

(Address of principal executive offices)

(Zip Code)

(904) 360-2000

Registrant’s telephone number, including area code

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 26, 2007, MPS Group, Inc. released a press release announcing financial results for the three months ended March 31, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information, including exhibits attached hereto, in this Current Report is being furnished and shall not be deemed ‘filed’ for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 23, 2007, the Compensation Committee of the Board of Directors of MPS Group, Inc. approved or ratified the following increases in annual base salary and target bonus opportunity under the Executive Annual Incentive Plan for certain of the executive officers as described in the table below. On the same date, the Compensation Committee also approved the grant of restricted stock to certain of the Company’s executive officers as is also described in the table below. The restricted stock awards were granted under the Company’s 2004 Equity Incentive Plan and vest ratably over seven years.

Name	Executive Position	2007 Base Salary		2007 Target Bonus Opportunity as a Percentage of Base Salary		Restricted Stock Award
Timothy D. Payne	President and Chief Executive Officer	$	690,000	100	%	240,000
Robert P. Crouch	Senior Vice President, Chief Financial Officer and Treasurer	$	345,000	100	%	120,000
Richard L. White	Senior Vice President and Chief Information Officer	$	250,000	90	%	80,000
Gregory D. Holland	Senior Vice President, Chief Legal Officer and Secretary	$	250,000	60	%	56,000
Tyra H. Tutor	Senior Vice President of Corporate Development	$	200,000	50	%	48,000

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit 99.1 MPS Group, Inc. April 26, 2007, Press Release.

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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, thereunto duly authorized.

	MPS Group, Inc.
Date: April 26, 2007
	/s/ Robert P. Crouch
	Robert P. Crouch Senior Vice President, Treasurer and Chief Financial Officer

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EX-99.1

Exhibit 99.1

	Contact: Tyra Tutor Senior Vice President, Corporate Development (904) 360-2500 tyra.tutor@mpsgroup.com
NEWS RELEASE	For Immediate Release

MPS Group Announces First Quarter 2007 Results

JACKSONVILLE, Fla. (April 26, 2007) — MPS Group, Inc. (NYSE:MPS), a leading provider of specialty staffing, consulting, and business solutions, today announced financial results for the first quarter ended March 31, 2007. Revenue was above the range of guidance previously provided by management, and diluted net income per common share was within the range of guidance previously provided by management.

First Quarter Summary

• Revenue was $510 million, up 16% versus the first quarter of 2006;

• Excluding the effect of foreign currency exchange rates and acquisitions, revenue increased 7% versus the first quarter of 2006;

• Gross profit was $140 million, up 19% versus the first quarter of 2006;

• Diluted net income per common share was $0.17, up 13% from the first quarter of 2006; and

• The Company used $11 million during the first quarter to repurchase Company stock.

Professional Services Division Performance

The Company’s Professional Services division reported revenue of $289 million for the first quarter of 2007. Professional Services division revenue reached 57% of total Company revenue, as the Company continued to make progress toward attaining its goal of generating 60% of consolidated revenue from its Professional Services division. Further discussion of the first quarter performance of the Professional Services division’s two reporting segments follows.

North American Professional Services Segment

The Company’s North American Professional Services segment provides specialized staffing and recruiting in the disciplines of accounting, law, engineering, and health care, and its business units operate respectively under the primary brands Accounting Principals, Special Counsel, Entegee, and Soliant Health.

During the first quarter, this segment’s revenue increased 11% versus the first quarter of 2006 and 6% versus the fourth quarter of 2006. Excluding the impact of acquisitions, revenue from the North American Professional Services segment rose 7% versus the first quarter of 2006 and 5% versus the fourth quarter of 2006. Overall gross margin in this segment reached 30.9%, a 70-basis-point increase versus the first quarter of 2006. The increase in gross margin is attributable to a 40-basis-point increase in temporary staffing margins and an 18% increase in permanent placement fees.

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1 Independent Drive • Jacksonville, Florida 32202 • 904-360-2000 • 904-360-2814 fax

www.mpsgroup.com

MPS Group Reports First Quarter Results

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April 26, 2007

Each of this segment’s business units posted higher revenue than in both the year-earlier period and the preceding quarter on a GAAP and an organic basis. Compared with the first quarter of 2006, Entegee revenue was up 8%, Special Counsel revenue grew 6%, Accounting Principals revenue increased 8%, and Soliant Health revenue rose 33%. Excluding the impact of acquisitions, revenue at Special Counsel, Accounting Principals, and Soliant Health rose 2%, 5%, and 13%, respectively, compared with the same period in the prior year. Demand for the Company’s North American Professional Services segment’s business lines appeared to accelerate in the first quarter.

European Professional Services Segment

The Company’s European Professional Services segment is composed of Badenoch & Clark, a leading provider of finance and accounting and professional staffing services in the United Kingdom and continental Europe.

During the first quarter, Badenoch & Clark revenue increased 29% versus the first quarter of 2006 and was up 9% versus the fourth quarter of 2006. Excluding the impact of changes in foreign currency exchange rates and acquisitions, revenue increased 5% versus the first quarter of 2006 and 7% over the fourth quarter of 2006. Badenoch and Clark’s overall gross margin increased to 28.1% due to a robust increase in permanent placement fees. As the Company has previously discussed, Badenoch & Clark continued to add to its sales and recruiting staff in order to meet anticipated client demand, which resulted in higher expenses during the first quarter.

Information Technology Division Performance

The Company’s Information Technology division reported revenue of $221 million for the first quarter of 2007, representing 43% of the Company’s first quarter revenue. Below is further discussion of the first quarter performance of the IT division’s two reporting segments.

North American Information Technology Services Segment

The Company’s North American Information Technology Services segment is composed of Modis, the IT staffing unit; Idea Integration, the IT solutions unit; and Beeline, the workforce solutions unit. This segment reported revenue of $148 million for the first quarter of 2007, an increase of 13% versus the first quarter of 2006 and up 3% versus the fourth quarter of 2006.

The North American Information Technology Services segment’s gross margin increased 80 basis points from the year-earlier period, primarily due to positive trends in the Beeline and Idea Integration business units. Specifically during the first quarter, Beeline had a very strong level of new customer bookings, and Idea Integration experienced better financial results and an improved sales pipeline.

Modis N.A. revenue increased 10% versus the prior-year first quarter with strong demand coming from higher-volume clients. Modis continued to hire and train new sales and recruiting staff in order to meet current and anticipated client demand, which resulted in higher costs during the quarter. Modis continued to see strong demand for permanent placement hires, which resulted in a 31% increase in permanent placement fees versus the first quarter of 2006.

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MPS Group Reports First Quarter Results

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April 26, 2007

European Information Technology Services Segment

The Company’s European Information Technology Services segment is composed of Modis International, a leading provider of IT staffing services throughout the United Kingdom and continental Europe.

During the first quarter, Modis International’s revenue increased 15% versus the first quarter of 2006. Excluding the impact of changes in foreign currency exchange rates and acquisitions, Modis International’s revenue was up slightly versus the first quarter of 2006. Gross margins reached 16.7%, up 160 basis points versus the first quarter of 2006. Modis International expenses were up slightly as it continued to add new sales and recruiting staff.

Capital Update

During the first quarter, the Company generated operating cash flow of $10 million. At the close of the first quarter, the Company had a cash balance of $115 million, short-term investments of $40 million and no borrowings outstanding under its $250 million credit facility.

MPS Group intends to use cash on hand primarily to invest in strategic acquisitions designed to enhance its service delivery network and establish new specialty lines of business. The Company also intends to use cash on hand to buy back its common stock. During the first quarter of 2007, MPS Group expended $11 million to buy back its common stock. Currently, $35 million remains on the Company’s stock buyback authorization.

Management Comments

“We were pleased with our results for the quarter and with the consistent performance across all of our business units,” stated Timothy Payne, MPS Chief Executive Officer. “In particular, we are encouraged by the activity we are seeing in our North American Professional Services units. We continue to anticipate solid demand for our services in 2007, so we are hiring new sales and recruiting staff and investing in training.”

“We continue to get positive feedback from both clients and business units regarding the outlook for the rest of the year,” added Robert Crouch, MPS Chief Financial Officer. “Therefore, we believe the investments we made during the first quarter will benefit us throughout 2007. We expect second quarter 2007 revenue and diluted net income per common share to be in the range of $520 million to $530 million and $0.19 to $0.21, respectively.”

Conference Call Scheduled Today

The live broadcast of MPS Group’s conference call will begin at 10:00 a.m. Eastern Time today. The link to this event may be found at the Company’s website: www.mpsgroup.com. If you do not have Internet access, you may listen to the call by dialing (913) 981-5543.

If you are unable to participate at that time, online and telephonic replays will be available two hours after the call ends and will continue until 6:00 p.m. on May 3. To access the telephonic replay, please dial (719) 457-0820 and enter 4995878 when prompted for the passcode. The link for the online replay may also be found on the Company’s website.

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MPS Group Reports First Quarter Results

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April 26, 2007

About MPS Group

MPS Group is a leading provider of staffing, consulting, and solutions in the disciplines of information technology, finance and accounting, law, engineering, and healthcare. MPS Group delivers its services to government entities and businesses in virtually all industries throughout the United States, Canada, the United Kingdom, and Europe. A Fortune 1000 company with headquarters in Jacksonville, Florida, MPS Group trades on the New York Stock Exchange. For more information about MPS Group, please visit www.mpsgroup.com. Except as expressly stated herein, none of the information on our website should be considered included in this release.

Forward-Looking Statements

This press release contains forward-looking statements that are subject to certain risks, uncertainties or assumptions described above and may be affected by other factors, including, but not limited to: fluctuations in the economies and financial markets in the U.S. and foreign countries where we do business and in the Company’s industry segments in particular; industry trends toward consolidating vendor lists; the demand for the Company’s services, including the impact of changes in utilization rates; consolidation or bankruptcy of major customers; the effect of competition, including the Company’s ability to expand into new markets and to remain profitable or maintain profit margins in the face of pricing pressures; the Company’s ability to retain significant existing customers or obtain new customers; the Company’s ability to recruit, place and retain consultants and professional employees; the Company’s ability to identify and complete acquisition targets and to successfully integrate acquired operations into the Company; possible changes in governmental laws and regulations affecting the Company’s operations, including possible changes to laws and regulations relating to benefits for consultants and temporary personnel, and possible increased regulation of the employer-employee relationship; employment-related claims, costs, and other litigation matters; adjustments during periodic tax audits; litigation relating to prior and current transactions and activities; fluctuations in interest rates or foreign currency exchange rates; loss of key employees; fluctuations in the price of our common stock due to actual or anticipated changes in quarterly operating results, financial estimates, statements by securities analysts, and other events; and other factors discussed in the Company’s filings with the Securities and Exchange Commission. In some cases, you can identify forward-looking statements by terminology such as: “will,” “may,” “should,” “could,” “expects,” “intends,” “plans,” “hopes,” “indicates,” “projects,” “can,” “anticipates,” “perhaps,” “believes,” “estimates,” “appears,” “predicts,” “potential,” “continues,” “would,” or “become,” or other comparable terminology or the negative of these terms or other comparable terminology. Readers are urged to review and consider the matters discussed in “Item 1A. Risk Factors” of our Form 10-K for 2006 and discussion of risks or uncertainties in subsequent filings with the Securities and Exchange Commission.

Should one or more of these risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results, performance or achievements of the Company may vary materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements are based on beliefs and assumptions of the Company’s management and on information then currently available to management. Undue reliance should not be placed on such forward-looking statements. Forward-looking statements are not guarantees of performance. Such forward-looking statements were prepared by the Company based upon information available at the time of such statements. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update publicly any of them in light of new information or future events.

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MPS Group Reports First Quarter Results

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April 26, 2007

MPS Group, Inc.

Unaudited Operating Highlights

(in thousands, except per share amounts)

	Three Months Ended March 31,
	2007		2006
Operating Highlights:
Revenue:
North American Professional Services	$	163,365	$	147,269
European Professional Services		125,955		97,693
North American Information Technology Services		148,452		131,525
European Information Technology Services		72,356		62,822
Total revenue		510,128		439,309
Gross profit:
North American Professional Services		50,402		44,483
European Professional Services		35,414		26,958
North American Information Technology Services		41,949		36,172
European Information Technology Services		12,097		9,503
Total gross profit		139,862		117,116
Operating income:
North American Professional Services		15,010		13,322
European Professional Services		8,104		7,224
North American Information Technology Services		9,082		9,058
European Information Technology Services		1,446		1,367
Operating income before unallocated corporate expenses		33,642		30,971
Unallocated corporate expenses		6,977		6,724
Total operating income		26,665		24,247
Other income, net		1,991		1,576
Income before provision for income taxes		28,656		25,823
Provision for income taxes		11,176		9,813
Net income	$	17,480	$	16,010
Diluted net income per common share	$	0.17	$	0.15
Diluted common shares outstanding		102,825		104,764
	As of
	March 31, 2007		December 31, 2006
Cash and cash equivalents	$	115,052	$	172,692
Short-term Investments		40,229		—
Accounts receivable, net of allowance		313,681		278,438
Other		30,918		28,792
Current assets		499,880		479,922
Long-term assets		677,186		662,357
Total assets	$	1,177,066	$	1,142,279
Current liabilities	$	176,690	$	161,043
Other		25,172		17,938
Stockholders' equity		975,204		963,298
Total liabilities and stockholders' equity	$	1,177,066	$	1,142,279
Working capital	$	323,190	$	318,879

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April 26, 2007

MPS Group, Inc.

Unaudited Reconciliation of Non-GAAP Financial Measures to Most Comparable GAAP Financial Measures

Reconciliation of EBITDA to Net Income

(in thousands)

	Three Months Ended March 31,
	2007		2006
EBITDA	$	31,146	$	27,721
Depreciation and intangibles amortization		4,481		3,474
Operating income		26,665		24,247
Other income, net		1,991		1,576
Income before provision for income taxes		28,656		25,823
Provision for income taxes		11,176		9,813
Net income	$	17,480	$	16,010

Reconciliation of Year-Over-Year Quarterly Revenue Growth Rate, Excluding Acquisitions

	Professional NA Segment		Special Counsel		Accounting Principals		Soliant Health
Revenue growth rate 1Q2006 to 1Q2007 excluding acquisitions	6.5	%	1.6	%	4.6	%	12.8	%
Revenue growth rate contributed from acquisitions	4.4	%	4.2	%	3.8	%	19.7	%
GAAP revenue growth rate 1Q2006 to 1Q2007	10.9	%	5.8	%	8.4	%	32.5	%

Reconciliation of Year-Over-Year Quarterly Revenue Growth Rate, Excluding

Acquisitions and the Effects of Changes in Foreign Currency Exchange Rates

	MPS Group		Modis International		Badenoch & Clark
Revenue growth rate 1Q2006 to 1Q2007, excluding acquisitions and the effects of changes in foreign currency	6.7	%	0.9	%	5.1	%
Revenue growth rate contributed from acquisitions	4.7	%	2.2	%	10.3	%
Revenue growth rate contributed from effects of changes in currency	4.7	%	12.1	%	13.5	%
GAAP revenue growth rate 1Q2006 to 1Q2007	16.1	%	15.2	%	28.9	%

Reconciliation of Sequential Quarterly Revenue Growth Rate, Excluding

Acquisitions and the Effects of Changes in Foreign Currency Exchange Rates

	Professional NA Segment		Badenoch & Clark
Revenue growth rate 4Q2006 to 1Q2007, excluding acquisitions and the effects of changes in foreign currency	5.4	%	7.0	%
Revenue growth rate contributed from acquisitions	0.9	%	0.0	%
Revenue growth rate contributed from effects of changes in currency	0.0	%	2.1	%
GAAP revenue growth rate 4Q2006 to 1Q2007	6.3	%	9.1	%

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