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 31, 2008

 
Registrant’s telephone number, including area code: (603) 683-2000

⃞ 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 July 31, 2008, PC Connection, Inc. announced its financial results for the quarter ended June 30, 2008.  The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.  Financial Statements and Exhibits

(d)     Exhibits

The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

99.1       Press Release issued by PC Connection, Inc. on July 31, 2008.

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.

EXHIBIT INDEX

Exhibit 99.1

PC Connection, Inc. Reports Second Quarter Results

SECOND QUARTER HIGHLIGHTS:

• Q2 net sales: $449.4 million, up 2% year over year
• Gross margin: 12.65%, up from 12.25% last year
• Net income: $5.1 million
• Diluted earnings per share: $.19 per share

MERRIMACK, N.H.--(BUSINESS WIRE)--PC Connection, Inc. (NASDAQ: PCCC), a leading direct marketer of information technology (IT) products and services, today announced results for the quarter ended June 30, 2008. Net sales for the three months ended June 30, 2008 increased by $8.3 million, or 1.9%, to $449.4 million from $441.1 million for the three months ended June 30, 2007. Net income for the quarter was $5.1 million, or $.19 per share, compared to $5.8 million, or $.21 per share, for the corresponding prior year quarter. Management believes the current economic environment affected the level of demand for IT solutions during the quarter.

Net sales for the six months ended June 30, 2008 increased by $33.8 million, or 4.0%, to $873.1 million from $839.3 million for the six months ended June 30, 2007. Net income for the six months ended June 30, 2008 was $9.9 million, or $.37 per share, compared to $9.1 million, or $.34 per share, for the six months ended June 30, 2007.

Quarterly Sales Growth by Business Segment:

• Net sales for the small- and medium-sized business (SMB) segment increased by 1.9% to $236.4 million compared to the second quarter of 2007. Corporate sales within the segment grew year over year, as sales to consumers continued to decline, reflecting our focus on business customers.
• Net sales for MoreDirect, Inc., the Company’s Large Account segment, decreased by 4.7% to $127.4 million compared to the second quarter of 2007. MoreDirect experienced decreased revenues from its larger enterprise customers, but partly offset these during the quarter with the addition of new accounts.
• Net sales to GovConnection, Inc., the Company’s Public Sector segment, increased by $10.1 million, or 13.3%, to $85.7 million compared to the second quarter of 2007. Strong federal government contract sales and larger education sales contributed to this double-digit increase.

Quarterly Sales Growth by Product Mix:

• Net/Com Products sales increased 43% year over year, accounting for 11% of net sales in the second quarter of 2008 compared to 8% of net sales for the corresponding period a year ago. We experienced double digit year-over-year growth in all three segments, and with several vendors.
• Video, Imaging and Sound sales increased 9% year over year, accounting for 14% of net sales in the second quarter of 2008 compared to 13% for the corresponding prior year quarter. Strong video product sales continued to drive the majority of this revenue growth.
• Sales of Notebooks and PDAs decreased 3% year over year, accounting for 16% of net sales in both second quarters of 2008 and 2007.

Gross profit dollars increased by $2.8 million, or 5.2%, in the second quarter of 2008 from the corresponding period a year ago due to improved rate and volume in 2008. Gross profit margin, as a percentage of net sales, increased 40 basis-points to 12.6% in the second quarter of 2008 compared to the second quarter of 2007, primarily due to increased vendor allowances in 2008.

Overall annualized sales productivity was unchanged in the second quarter of 2008 compared to the second quarter of 2007. Sales productivity in our Large Account segment increased 5% in the second quarter of 2008 compared to the second quarter of 2007. Sales productivity in our Public Sector segment increased 9% year over year primarily due to increased Federal contract and education sales in 2008. For our SMB segment, productivity decreased 3% year over year due to the addition of new sales representatives. On a consolidated basis, the total number of sales representatives was 667 at June 30, 2008, compared to 652 at June 30, 2007.

Total selling, general and administrative expenses for the quarter increased year over year by $3.2 million, or 7.0%, and increased as a percentage of net sales to 10.7% for the second quarter of 2008 from 10.3% for the second quarter of 2007. The year-over-year dollar and rate increase was primarily attributable to the incremental variable compensation associated with higher gross profits, additional investment in sales and promotion costs in 2008, as well as the weaker demand environment.

The Company believes revenue for the third quarter of 2008 will be in the same range as the third quarter of 2007, reflecting the current economic environment. “We are continuing to move our business forward and are taking a number of actions to bring costs in line with expected sales levels,” said Patricia Gallup, Chairman and Chief Executive Officer. “We believe that our talented and experienced team will be successful in executing our plans, and that we will continue to build long-term shareholder value.”

About PC Connection, Inc.

PC Connection, Inc., a Fortune 1000 company, has three sales subsidiaries: PC Connection Sales Corporation, MoreDirect, Inc., and GovConnection, Inc., headquartered in Merrimack, NH, Boca Raton, FL, and Rockville, MD, respectively. All three companies can deliver custom-configured computer systems overnight. Investors and media can find more information about PC Connection, Inc. at http://ir.pcconnection.com.

PC Connection Sales Corporation (1-800-800-5555), the original business of PC Connection, Inc. serving the small- and medium-sized business sector (SMB), is a rapid-response provider of information technology (IT) products and services. It offers more than 150,000 brand-name products through its staff of technically trained sales account managers and catalog telesales representatives, catalogs, and publications, and its website at www.pcconnection.com. The subsidiary serves the Apple/Macintosh community through its MacConnection division (1-800-800-2222), which also publishes specialized catalogs and is online at www.macconnection.com.

MoreDirect, Inc. (561-237-3300), www.moredirect.com, provides corporate technology buyers with a comprehensive web-based e-procurement solution and in-depth IT supply-chain expertise, serving as a one-stop source by aggregating more than 300,000 products from the inventories of leading IT wholesale distributors and manufacturers. MoreDirect’s TRAXX™ system is a seamless end-to-end interface that empowers clients to electronically source, evaluate, compare prices, and track related technology product purchases in real-time.

GovConnection, Inc. (1-800-800-0019) is a provider of IT products and services to federal, state, and local government agencies and educational institutions through specialized account managers, catalogs, and publications, and online at www.govconnection.com.

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“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements that are subject to risks and uncertainties, including, but not limited to, the impact of changes in market demand and the overall level of economic activity, or in the level of business investment in information technology products, competitive products and pricing, product availability and market acceptance, new products, fluctuations in operating results, and the ability of the Company to hire and retain essential personnel, and other risks that could cause actual results to differ materially from these detailed under the caption “Risk Factors” in the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission for the quarter ended March 31, 2008. More specifically, the statements in this release concerning the Company’s outlook for 2008 and the statements concerning the Company’s gross margin percentage, productivity, and selling and administrative costs and other statements of a non-historical basis (including statements regarding implementing strategies for future growth and the ability of the Company to improve sales productivity) are forward-looking statements that involve certain risks and uncertainties. Such risks and uncertainties include the ability to realize market demand for and competitive pricing pressures on the products and services marketed by the Company, the continued acceptance of the Company's distribution channel by vendors and customers, continuation of key vendor and customer relationships and support programs and the ability of the Company to hire and retain qualified sales representatives and other essential personnel. The Company assumes no obligation to update the information in this press release or revise any forward-looking statements, whether as a result of any new information, future events, or otherwise.

CONTACT:
PC Connection, Inc.
Stephen Baldridge, 603-683-2322
Sr. Vice President of Finance & Corporate Controller