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, 2009

 
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 April 30, 2009, PC Connection, Inc. announced its financial results for the quarter ended March 31, 2009.  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

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 First Quarter Results

FIRST QUARTER SUMMARY:

• Q1 net sales:  $326.2 million, down 23% year over year

• Gross margin:  12.8%, up from 12.4% last year

• Diluted loss per share:  $.06 per share

• Cash balance increases to $68 million

MERRIMACK, N.H.--(BUSINESS WIRE)--April 30, 2009--PC Connection, Inc. (NASDAQ: PCCC), a leading direct marketer of information technology (IT) products and services, today announced results for the quarter ended March 31, 2009. Net sales for the three months ended March 31, 2009 decreased by $97.5 million, or 23.0%, to $326.2 million from $423.7 million for the three months ended March 31, 2008. Net loss for the quarter was $1.6 million, or $.06 per share, compared to net income of $4.8 million, or $.18 per share, for the corresponding prior year period.

The quarter ended March 31, 2009 included $0.9 million of special charges related to workforce reduction and management restructuring that increased our net loss and loss per share. Had these charges not been incurred, pro forma net loss for the quarter ended March 31, 2009 would have been $1.0 million, or $.04 per share, compared to net income of $4.8 million, or $.18 per share, for the quarter ended March 31, 2008. The Company did not record any special charges for the first quarter of 2008. A reconciliation between net loss on a GAAP basis and pro forma net loss is provided in a table below immediately following the Consolidated Statements of Operations.

Quarterly Sales by Business Segment:

• Net sales for the small- and medium-sized business (SMB) segment decreased by 28.2% to $172.4 million compared to the first quarter of 2008. Corporate and consumer sales within the segment declined year over year.
• Net sales for MoreDirect, Inc., the Company’s Large Account segment, decreased by 22.6% to $90.7 million compared to the first quarter of 2008. MoreDirect continued to see large enterprise customers delaying IT purchases and redeploying excess equipment resulting from corporate layoffs during this period of unprecedented economic instability.
• Net sales to government and education customers (Public Sector segment) decreased by 4.9% to $63.1 million compared to the first quarter of 2008. Deferral of certain large federal orders at the end of the 2009 first quarter contributed to the year-over-year decrease as both education sales and sales to state and local governments were down only slightly compared to the prior year period. Larger agency fee revenues, which are recorded on a net basis, also factored in the year-over-year decline.

Quarterly Sales by Product Mix:

• Notebooks and PDA sales, the Company’s largest product category, decreased by 26% year over year and accounted for 15% of net sales in the first quarter of 2009 and 2008. Lower average selling prices, or ASPs, decreased revenues as unit sales for the quarter were level year over year. ASPs were impacted by competitive pricing pressures as well as the growth of netbook sales.
• Software sales decreased by 20% year over year, accounting for 14% of net sales in the first quarter of 2009 compared to 13% of net sales for the first quarter of 2008.
• Accessories/Other sales decreased by 5% year over year, accounting for 14% of net sales in the first quarter of 2009 compared to 11% of net sales for the corresponding period a year ago. Growth in certain consumer electronics and service revenues partly offset the overall decline.
• Net/Com Products sales decreased by 7% year over year, accounting for 10% of net sales in the first quarter of 2009 compared to 8% of net sales for the corresponding period a year ago. Several large public sector sales contributed to the 2009 revenues.

Gross profit dollars decreased by $11.1 million, or 21.1%, in the first quarter of 2009 from the corresponding period a year ago due to lower revenues. Gross profit margin, as a percentage of net sales, improved year over year by 31 basis-points to 12.8% in the first quarter of 2009. Lower invoice margins in the first quarter of 2009 were offset by increased vendor consideration, improved freight margins, and increased agency fee revenues which are recorded on a net basis.

Overall annualized sales productivity decreased by 21% in the first quarter of 2009 compared to the first quarter of 2008. Sales productivity in the Company’s Large Account segment decreased by 16% in the first quarter of 2009 compared to the prior year period. Sales productivity in its Public Sector segment decreased by 27% year over year due to decreased federal government sales, as well as increased 2009 headcount added late in the fourth quarter of 2008. For its SMB segment, productivity declined by 21% year over year. On a consolidated basis, the total number of sales representatives was 629 at March 31, 2009, compared to 689 at March 31, 2008 and 712 at December 31, 2008. The Company reduced headcount of both sales representatives and sales support given the significant decline in revenues experienced in the past quarter.

Total selling, general and administrative expenses for the quarter decreased year over year by $2.1 million, or 4.6%, but increased as a percentage of net sales to 13.3% for the first quarter of 2009 from 10.7% for the first quarter of 2008. The year-over-year dollar decrease was primarily attributable to the lower variable compensation associated with decreased gross profits.

“During the quarter, the overall economy and correspondingly our revenues, declined at a faster pace than anticipated.” said Patricia Gallup, Chairman and Chief Executive Officer. “As previously announced, we took corrective actions in mid-March to align our expense levels with lower sales volumes. Should we continue to see a decline in demand, we are committed to making further cost reductions as needed.” Gallup concluded, “Our balance sheet is strong as evidenced by our record $68 million of cash and absence of bank debt. We believe we are well-positioned to increase market share during this downturn and to grow our business as the economic climate improves.”

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 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 and environment, 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 manage personnel levels in response to fluctuations in revenue, and other risks that could cause actual results to differ materially from these detailed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2008. More specifically, the statements in this release concerning the Company’s outlook for 2009 and other statements of a non-historical basis (including statements regarding the Company’s ability to grow revenues, increase market share, and make further cost reductions as needed) 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