Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2008 vs FY2007

Consolidation of financial institutions will continue to reduce the number of our customers and potential customers. Our primary market consists of approximately [removed: 9,000] [added: 8,400] commercial and savings banks and [removed: 9,000] [added: 8,200] credit unions.

As a supplier of services to financial institutions, portions of our operations are examined by the Office of the Comptroller of the Currency, the Federal Reserve [removed: Board and] [added: Board,] the Federal Deposit Insurance Corporation, [added: the National Credit Union Association and the Office of Thrift Supervision,] among other regulatory agencies.

The Company could also experience the loss of customers due to their financial failure.

For our customers who prefer not to make an up-front capital investment in software and hardware, we provide our full range of products and services on an outsourced basis through our eight data centers [added: in six physical locations] and [removed: 23] [added: 20] item-processing centers located throughout the United States.

All amounts are in thousands and discussions compare fiscal [removed: 2007] [added: 2008] to fiscal [removed: 2006] [added: 2007] and compare fiscal [removed: 2006] [added: 2007] to fiscal [removed: 2005.][added: 2006.]

Over the last five fiscal years, our revenues have grown from [removed: $404,627] [added: $467,415] in fiscal [removed: 2003] [added: 2004] to [removed: $668,062] [added: $742,926] in fiscal [removed: 2007.][added: 2008.]

Net income has grown from [removed: $49,397] [added: $62,315] in fiscal [removed: 2003] [added: 2004] to [removed: $104,681] [added: $104,222] in fiscal [removed: 2007.][added: 2008.]

This growth has resulted primarily from internal expansion supplemented by strategic acquisitions, allowing us to develop and acquire new products and services for approximately 2,300 customers who utilize our core software systems as of June 30, [removed: 2007.][added: 2008.]

Since the start of fiscal 2004, we have completed [removed: 15 acquisitions, including one completed after June 30, 2007.][added: 16 acquisitions.]

| License | [removed: | $ 76,403] [added: $] | [added: 76,403] | $ [added: |] 84,014 | | \-9% |

License revenue represents the delivery and acceptance of application software systems contracted [removed: by us] with [added: us by] the customer.

| Year Over Year Change | | $ Change | | % Change | [added: |]

| In-House Support & Other Services | [removed: |] $ [removed: 21,369] | [added: 21,111] | [added: |] 11% |

| Outsourcing Services | | [removed: 15,963] [added: 15,957] | | 16% |

| Implementation Services | | [removed: 11,445] [added: 11,442] | | 24% |

| Total Increase | [added: $] | [removed: $ 77,656] [added: 78,612] | | | [added: |]

| Hardware | [removed: | $ 88,342] [added: $] | [added: 88,342] | $ [added: |] 82,530 | | +7% |

| Cost of License | [removed: | $ 4,277] [added: $] | [added: 4,277] | $ [added: |] 2,717 | | +57% |

| License Gross Profit | [removed: | $ 72,126] [added: $] | [added: 72,126] | $ [added: |] 81,297 | | \-11% |

| Support and Service Gross Profit | [removed: | $ 191,179] [added: $] | [added: 191,803] | $ [removed: 153,278] | [added: 153,848] | [added: |] +25% |

| Cost of hardware | [removed: | $ 65,469] [added: $] | [added: 65,469] | $ [added: |] 60,658 | | +8% |

| Hardware Gross Profit | [removed: | $ 22,873] [added: $] | [added: 22,873] | $ [added: |] 21,872 | | +5% |

| TOTAL GROSS PROFIT | [removed: | $ 286,178] [added: $] | [added: 286,802] | $ [removed: 256,447] | [added: 257,017] | [added: |] +12% |

| Selling and marketing | [removed: | $ 51,045] [added: $] | [added: 50,195] | $ [removed: 50,007] | [added: 49,126] | [added: |] +2% |

Dedicated sales forces, inside sales teams, technical sales support teams and channel partners conduct our sales efforts for our [added: two] market segments, and are overseen by regional sales managers.

| Research and development | [removed: | $ 35,962] [added: $] | [added: 35,962] | $ [added: |] 31,874 | | +13% |

| Percentage of total revenue | | [removed: 5%] [added: <1%] | | [removed: 5%] [added: <1%] | | |

We devote significant effort and expense to develop new software, [removed: to] service products and [removed: to] continually upgrade and enhance our existing offerings.

[removed: Research] [added: General] and [removed: development expenses] [added: administrative costs] remained at [removed: 5%] [added: 6%] of total revenue for both fiscal years.

| General and administrative | [removed: | $ 40,617] [added: $] | [added: 40,617] | $ [removed: 35,209] | [added: 35,196] | [added: |] +15% |

[added: INTEREST INCOME (EXPENSE)] Interest income increased 65% from $2,066 to $3,406 due primarily to larger invested balances coupled with higher interest rates on invested balances.

The provision for income taxes was [removed: $55,522] [added: $56,033] or [removed: 34.6%] [added: 34.7%] of income before income taxes in fiscal 2007 compared with [removed: $50,145] [added: $50,669] or 35.8% of income before income taxes fiscal 2006.

[removed: Net income] [added: Income from continuing operations] increased 16% from [removed: $89,923,] [added: $90,863,] or [removed: $0.96] [added: $0.97] per diluted share in fiscal 2006 to [removed: $104,681,] [added: $105,643,] or [removed: $1.14] [added: $1.16] per diluted share in fiscal 2007.

| Percentage of total revenue | | [removed: 14%] [added: 8%] | | [removed: 15%] [added: 8%] | | |

| [removed: Support] [added: Cost of support] and [removed: service |] [added: service] | [removed: $ 425,661] [added: $] | [added: 364,140] | $ [removed: 364,076] | [added: 309,919] | [added: |] +17% |

| Percentage of total revenue | | [removed: 72%] [added: 6%] | | [removed: 68%] [added: 6%] | | |

| [removed: Year] [added: Year] Over Year [removed: Change] [added: Change] | | $ Change | | % Change |

| In-House Support & Other Services | [removed: |] $ [removed: 26,932] | [added: 32,685] | [removed: 16%] | [added: 15% | |]

| Implementation Services | | [removed: 2,582] [added: 3,859] | | 6% | [added: |]

| Total Increase | [added: $] | [removed: $ 61,585] [added: 77,389] | | |

Support and service revenues are generated from implementation services (including conversion, installation, configuration and training), annual support to assist the customer in operating their systems and to enhance and update the software, outsourced data processing services and [added: EFT Support services (including] ATM and debit card [added: transaction processing, online bill payment services, remote deposit capture and Check 21 transaction] processing [removed: services.][added: services).]

EFT support, [removed: including ATM and debit] [added: which includes ATM/debit] card [added: processing, on-line bill pay, remote deposit capture and Check 21] transaction processing services, experienced the largest percentage [added: growth due to increased customer activity and expansion] of [removed: growth.][added: our customer base.]

Outsourcing services for banks and credit unions also continue to drive revenue growth at a strong pace as we add new bank and credit union customers and [removed: open new data processing sites.][added: increase volume.]

FISCAL 2008 COMPARED TO FISCAL 2007

Fiscal 2008 showed strong growth in support and service revenues, tempered somewhat by leaner gross and operating margins.

As a result, an 11% increase in total revenue yielded income from continuing operations that was flat in comparison to fiscal 2007.

| _License Reveue_ | | | | | | |

| | | 2008 | | 2007 | | |

| License | $ | 73,553 | $ | 76,403 | | \-4% |

License revenue decreased by $2,850 compared to last fiscal year mainly due to a decrease in the number of new license agreements and an overall decrease in the average transaction size in comparison to the prior fiscal year.

Those products that had the most significant decreases included Yellow Hammer Fraud Detective™ (our fraud detection/prevention solution), Silverlake® (our flagship core software solution for larger banks), and Synergy (our enterprise content management solution).

A significant portion of the decrease in license revenue can be attributed to the continuing shift in demand by banks and credit unions toward our outsourcing services from an in-house delivery.

While many products had decreases in revenue during the current fiscal year, some products did very well, including Episys®, our flagship core processing system aimed at larger credit unions, and Yellow Hammer™ BSA, our new compliance and risk mitigation solution.

| | | 2008 | | 2007 | | |

| Support and service | $ | 580,334 | $ | 501,722 | | +16% |

| --- | --- | --- | --- | --- | --- |

| | | | | | |

| | | | | | |

| EFT Support | | 30,601 | | 29% | |

| Outsourcing Services | | 11,467 | | 10% | |

| | | | | | |

| | | | | | |

Implementation services revenue increased during the year partially due to implementations of newly acquired or developed software products, as well as an increase in merger conversions for existing customers that acquired other financial institutions.

| | | 2008 | | 2007 | | |

| Hardware | $ | 89,039 | $ | 88,342 | | +1% |

Hardware revenue increased slightly in the current fiscal year because a small decrease in the sale of major hardware components was offset by slight increases in revenue from the sale of financial institution forms and supplies and from hardware maintenance contracts.

| | | 2008 | | 2007 | | |

| Cost of License | $ | 6,698 | $ | 4,277 | | +57% |

| Support and Service Gross Profit | $ | 216,194 | $ | 191,803 | | +13% |

| Cost of hardware | $ | 64,862 | $ | 65,469 | | \-1% |

| Hardware Gross Profit | $ | 24,177 | $ | 22,873 | | +6% |

| TOTAL COST OF SALES | $ | 435,700 | $ | 379,665 | | +15% |

| TOTAL GROSS PROFIT | $ | 307,226 | $ | 286,802 | | +7% |

These increases were commensurate with the increase in support and service revenue.

The gross profit margin decreased to 37% from 38% in support and service.

Cost of hardware decreased for the year.

Hardware gross profit margin increased slightly due to sales mix.

| | | 2008 | | 2007 | | |

| Selling and marketing | $ | 55,916 | $ | 50,195 | | +11% |

| | | 2008 | | 2007 | | |

| Research and development | $ | 43,326 | $ | 35,962 | | +20% |

In addition, recent acquisitions have research and development expenses that exceed the average for the remainder of the Company, which has contributed to the increase from the prior fiscal year.

Research and development expenses increased slightly to 6% of total revenue from 5% in fiscal 2007.

| _License Revenue_ | | | | | | |

| Support and service | | $ 503,317 | | $ 425,661 | | +18% |

| --- | --- | --- | --- | --- |

| | | | | |

| | | | | |

| Cost of support and service | | $ 312,138 | | $ 272,383 | | +15% |

| TOTAL COST OF SALES | | $ 381,884 | | $ 335,758 | | +14% |

Incentives and rebates received from vendors fluctuate quarterly and annually due to changing thresholds established by the vendors.

INTEREST INCOME (EXPENSE)

NET INCOME

FISCAL 2006 COMPARED TO FISCAL 2005

Fiscal 2006 showed strong growth in support and service revenues and improved gross and operating margins, which allowed us to leverage an 11% increase in total revenue to a 19% increase in net income.

| | | 2006 | | 2005 | | |

| License | | $ 84,014 | | $ 82,374 | | +2% |

License revenue increased by $1,640 compared to last fiscal year mainly due to growth in delivery and acceptance of software systems within the banking segment, partially offset by a decrease in the credit union segment which had experienced record revenues in fiscal 2005.

Year-to-date license revenue in fiscal 2006 experienced growth in many software solutions.

The leading elements were Synergy Intelligent Document Imaging™ (our intelligent document imaging and archiving solution), SilverLake System® (our flagship software solution for larger banks), Biodentify_®_ (our biometric fingerprint security solution), and Fraud Detective™ (our anti-fraud and anti-money laundering software solution).

In addition, both PROFITability_®_ (our product profitability solution) and PROFITstar ALM/Budgeting (our asset/liability and budgeting solution), which were acquired during fiscal 2006, contributed to license revenue growth.

| | | 2006 | | 2005 | | |

| EFT Support | | 18,357 | | 32% |

| Outsourcing Services | | 13,714 | | 15% |

In-house support and other services increased primarily from additional software licenses sold during the previous twelve months.

Our daily transaction counts are rapidly growing as we have added customers and as our customers continue to experience consistent organic growth in ATM and debit card transactions.

We expect growth in outsourcing to continue as we add services from recent acquisitions to our existing and new customers.

Implementation services reflect growth as contracting activity continues for new license implementation as well as for conversion activities for our existing customers who have acquired institutions that had used other software systems.

| | | 2006 | | 2005 | | |

| Hardware | | $ 82,530 | | $ 89,413 | | \-8% |

Hardware revenue continued to decrease as in prior years due to the overall rising equipment processing power and decreasing equipment prices.

The Company experienced growth in revenues related to IBM iSeries machines, which was offset by a decrease in revenues related to pSeries machines.

These changes are consistent with the changes experienced with our license revenues.

In addition, the Company discontinued offering certain services related to uninterruptible power supply equipment during fiscal 2005 which led to a decrease sales of that equipment during fiscal 2006.

| | | 2006 | | 2005 | | |

| Cost of License | | $ 2,717 | | $ 5,547 | | \-51% |

| Cost of support and service | | $ 272,383 | | $ 244,097 | | +12% |

| Support and Service Gross Profit | | $ 153,278 | | $ 119,979 | | +28% |

| Cost of hardware | | $ 60,658 | | $ 63,769 | | \-5% |

| Hardware Gross Profit | | $ 21,872 | | $ 25,644 | | \-15% |

| TOTAL COST OF SALES | | $ 335,758 | | $ 313,413 | | +7% |

| TOTAL GROSS PROFIT | | $ 256,447 | | $ 222,450 | | +15% |

Gross profit margin on license revenue increased because a smaller percentage of the revenue growth was attributable to these reseller agreements.

Today, the Company's extensive array of products and services includes processing transactions, automating business processes, and managing information for more than [removed: 8,700] [added: 8,800] financial institutions and diverse corporate entities.

- Jack Henry Banking is a leading provider of integrated data processing systems to approximately [removed: 1,700] [added: 1,600] banks ranging from de novo or start-up institutions to mid-tier banks with assets in excess of [removed: $1] [added: $10] billion.

- Symitar is a leading provider of core data processing solutions for credit unions of all sizes, with more than [removed: 650] [added: 700] credit union customers.

ProfitStars' offers [removed: proven] solutions for generating revenue and growth opportunities, increasing security and mitigating operational risks, and controlling operating costs.

ProfitStars' products and services enhance the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with more than [removed: 6,400] [added: 8,200] domestic and international customers.

Our products and services enable our customers to implement [removed: proven] technology solutions that can be tailored to support their unique growth, service, operational, and performance goals.

We measure and monitor customer satisfaction using formal annual surveys and [removed: more than 50,000] online surveys initiated each year by routine support requests.

Based on these strategic initiatives, targeted marketing and sales initiatives, and disciplined acquisition activities, our customer base has increased [added: over] 190 percent during the [removed: four-year] [added: five-year] period ranging from June 30, 2003 to June 30, [removed: 2007,] [added: 2008,] growing from approximately 3,000 customers to more than [removed: 8,700] [added: 8,800] customers.

- Software license fees paid by customers [removed: installing] [added: implementing] our software solutions in-house;

JHA's gross revenue has grown from [removed: $404.6] [added: $467.4] million in fiscal [removed: 2003] [added: 2004] to [removed: $668.1] [added: $742.9] million in fiscal [removed: 2007,] [added: 2008,] representing a compound annual growth rate during this five-year period of [removed: 11] [added: 10] percent_._ Net income from continuing operations has grown from [removed: $49.4] [added: $62.3] million to [removed: $104.7] [added: $105.3] million during this same five-year period, representing a compound annual growth rate of [removed: 13] [added: 11] percent_._ Information regarding the classification of our business into separate segments serving the banking and credit union industries is set forth in Note [removed: 13] [added: 14] to the Consolidated Financial Statements (see Item 8).

Jack Henry Banking primarily serves commercial banks and savings institutions with less than $20.0 billion in assets, and generated approximately 83 percent of the Company's total revenue in fiscal [removed: 2007.][added: 2008.]

According to the Federal Deposit Insurance Corporation ("FDIC"), there were [removed: approximately 8,600] [added: more than 8,400] commercial banks and savings institutions in this asset range as of December 31, [removed: 2006.][added: 2007.]

Symitar serves credit unions of all asset sizes, and generated approximately 17 percent of the Company's total revenue in fiscal [removed: 2007.][added: 2008.]

According to the Credit Union National Association ("CUNA"), there were approximately [removed: 8,600] [added: 8,200] domestic credit unions as of December 31, [removed: 2006.][added: 2007.]

Symitar currently supports more than [removed: 650] [added: 700] of these credit unions with core information processing platforms and complementary products and services.

ProfitStars currently supports approximately [removed: 6,400] [added: 8,200] institutions with specialized solutions for generating additional revenue and growth, increasing [removed: security and] [added: security,] mitigating operational risks, and controlling operating costs.

The FDIC reports the number of commercial banks and savings institutions declined [removed: 10] [added: 9] percent from the beginning of calendar year [removed: 2002] [added: 2003] to the end of calendar year [removed: 2006.][added: 2007.]

Although the number of banks declined at a 2 percent compound annual rate during this period, aggregate assets increased at a compound annual rate of [removed: 9] [added: 10] percent and totaled [removed: $10] [added: $11.2] trillion as of December 31, [removed: 2006.][added: 2007.]

Comparing calendar years [removed: 2006] [added: 2007] to [removed: 2005,] [added: 2006,] new bank charters [removed: increased] [added: decreased] 7 percent and mergers [removed: increased 9] [added: decreased 6] percent.

CUNA reports the number of credit unions declined 16 percent from the beginning of calendar year [removed: 2002] [added: 2003] to the end of calendar year [removed: 2006.][added: 2007.]

Although the number of credit unions declined at a 4 percent compound annual rate during this period, aggregate assets increased at a compound annual rate of [removed: 7] [added: 6] percent and totaled [removed: $732.5] [added: $776.5] billion as of December 31, [removed: 2006.][added: 2007.]

According to _Automation in Banking [removed: 2007,_] [added: 2008,_] approximately [removed: 55] [added: 56] percent of all [removed: commercial banks] [added: financial institutions] currently utilize in-house core information processing solutions and approximately [removed: 45] [added: 44] percent outsource information processing to third-party providers.

According to the [removed: _2007] [added: _2008] Credit Union Technology Survey_ published by Callahan & Associates_,_ approximately [removed: 75] [added: 73] percent of all credit unions [removed: with assets exceeding $25 million] utilize in-house core information processing solutions and approximately [removed: 25] [added: 27] percent outsource information processing to third-party providers.

- [removed: Cross sold] [added: Sold] to existing core customers;

Since our focused diversification strategy was adopted, JHA has completed [removed: 15] [added: 16] acquisitions that support it and assembled three distinct product suites that enable users to:

Today, ProfitStars' products and services collectively represent more than [removed: 6,400] [added: 8,200] domestic and international implementations.

[removed: Since the beginning] [added: Following are some] of [removed: fiscal year 2004,] the [removed: following] acquisitions [added: that] have been made [added: in the last five fiscal years] to support JHA's focused diversification:

| 2006 | ProfitStar | Asset/Liability Management, Budgeting [added: and Profitability] |

[removed: | | |] [added: _PROFITability_® \- Organizational] and [removed: Profitability |][added: product profitability system]

[removed: Solutions][added: Solutions]

Today, we provide an extensive array of products and services that enable more than [removed: 8,700] [added: 8,800] financial institutions and corporate entities to capitalize on business opportunities and respond to inherent business challenges with proven solutions.

ProfitStars' products and services are enhancing the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with [removed: approximately 6,400] [added: more than 8,200] domestic and international implementations.

- SilverLake® is a robust IBM® System i™-based system primarily designed for commercial-focused banks with assets ranging from $500 million to [removed: $20] [added: $30] billion.

This system has been implemented by more than 450 banks, and now automates approximately [removed: 15] [added: 19] percent of the domestic banks with assets ranging from $1 billion to $30 billion.

- CIF 20/20® is a parameter-driven, easy-to-use system that now supports approximately [removed: 900] [added: 800] banks ranging from de novo institutions to those with assets exceeding $2 billion.

It has been implemented by [removed: more than] [added: approximately] 500 credit unions and is ranked as the system implemented by more credit unions with assets exceeding $25 million than any other alternative.

It has been implemented by more than [removed: 190] [added: 200] credit unions, is cost-efficient, and provides intuitive point-and-click, drag-and-drop operation.

Our outsourcing services are provided through a national network of [removed: six] [added: eight] data [removed: center] [added: centers in six physical] locations and [removed: 23] [added: 20] image-enabled item processing centers.

[removed: | |] _Intelligence Warehouse/Intelligence Manager ("IW/IM")_ - Business intelligence and analysis platform fully integrated with the SilverLake core banking systems [removed: |]

[removed: | |] _Margin Maximizer_ - Loan and deposit pricing solution [removed: |]

We are committed to meet and exceed our customers' service-related expectations.

| 2008 | AudioTel | Check and document imaging and electronic banking |

According to Callahan and Associates' _2007 Credit Union Technology Survey_, a respected source of published data related to the credit union industry, for eight consecutive years Symitar's core processing platforms have been implemented by more credit unions with assets exceeding $25 million than any competitive system.

Our sustainable competitive advantage is a company-wide commitment to exceed our customers' service-related expectations.

| --- | --- | --- |

| 2005 | Banc Insurance Services | Insurance Agency Outsourcing |

According to Callahan and Associates, a respected source of published data related to the credit union industry, for eight consecutive years Symitar's core processing platforms have been implemented by more credit unions with assets exceeding $25 million than any competitive alternative, positioning Symitar as the recognized market leader.

| --- | --- |

| | _Business Analytics_ - Business intelligence and analysis platform fully integrated with the CIF 20/20 and Episys core systems |

| B S | _Business Analytics/Financial Management Analytics/Operations Management Analytics/Sales Management Analytics_ - Business intelligence solutions |

| --- | --- |

| | _Insurance Agency Outsourcing_ - Turnkey insurance agency solution |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

| | _PROFITability_ \- Organizational and product profitability system * |

| --- | --- |

| | _Insurance Agency Outsourcing_ - Turnkey insurance agency outsourcing solution |

jXchange

Although JHA provides one of the most extensive product offerings available today, our experience supporting core bank and credit union clients has demonstrated that diverse financial services organizations have niche product requirements outside the Company's offering.

In response, we developed jXchange, a services-oriented architecture on a .NET platform that provides open connectivity between our core and complementary solutions and third-party products.

This contemporary integration methodology increases financial institutions' operating flexibility, and enables them to leverage existing and future technology investments.

10-K 1 [removed: jha07q4.htm] [added: jha08q4.htm] FORM 10K FOR FISCAL YEAR ENDED JUNE 30, [removed: 2007][added: 2008]

| UNITED STATES | | | | | [removed: |]

| SECURITIES AND EXCHANGE COMMISSION | | | | | [removed: |]

| Washington, D.C. 20549 | | | | | [removed: |]

| [removed: FORM] [added: FORM] 10-K [removed: ANNUAL] [added: ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | | | [removed: |]

| (Mark One) | | | | | [removed: |]

| [removed: \[X\]] [added: \[ \]] | [removed: ANNUAL] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | | [removed: |]

| | For the fiscal year ended June 30, [removed: 2007 |] [added: 2008] | | | |

| [removed: \[ \]] [added: \[X\]] | [removed: TRANSITION] [added: ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES [removed: EXCHANGE ACT OF 1934 |] [added: EXCHANGE] | | | |

| | For the transition period from _______________ to _______________ | | | | [removed: |]

| Commission [added: File] Number 0-14112 | | | | | [removed: |]

| JACK HENRY AND ASSOCIATES, INC. | | | | | [removed: |]

| (Exact name of registrant as specified in its charter) | | | | | [removed: |]

| Delaware | | [removed: |] 43-1128385 | | |

| (State or Other Jurisdiction of Incorporation or Organization) | | [removed: |] (I.R.S. Employer Identification No.) | | |

| 663 Highway 60, P.O. Box 807, Monett, MO 65708 | | | | | [removed: |]

| (Address of Principal Executive Offices) | | | | | [removed: |]

| | Registrant's telephone number, including area code: (417) 235-6652 | | | | [removed: |]

| | Securities registered pursuant to Section 12(b) of the Act: | | | | [removed: |]

| | Title of Each Class [added: |] Name of Each Exchange on Which Registered | | | [removed: | |]

| | Common Stock ($0.01 par value) [removed: NASDAQ] | [removed: |] [added: NASDAQ] | | |

| | Securities registered pursuant to Section 12(g) of the Act: None | | | | [removed: |]

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the [added: Securities Act.]

See definition of "accelerated filer and large accelerated filer" in Rule [removed: 12b-2)] [added: 12b-2] of the Exchange Act.

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) [removed: Yes \[ \] No \[ X \]]

As of August [removed: 20, 2007,] [added: 21, 2008,] the Registrant had [removed: 89,284,629] [added: 86,071,862] shares of Common Stock outstanding ($0.01 par value).

On that date, the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $2,097,543,709] [added: $1,584,230,243] (based on the average of the reported high and low sales prices on NASDAQ on such date).

[removed: Certain sections] [added: Portions] of the Company's Notice of Annual Meeting of Stockholders and Proxy Statement for its [removed: 2007] [added: 2008] Annual Meeting of Stockholders (the "Proxy Statement"), as described in the footnotes to the Table of Contents below, are incorporated by reference into Part II, Item 5 and into Part III of this Report.

RISK FACTORS [removed: 17][added: 16]

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PROPERTIES [removed: 20][added: 19]

LEGAL PROCEEDINGS [removed: 20][added: 19]

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED [added: STOCKHOLDER] 20

| | [removed: STOCKHOLDER] MATTERS AND ISSUER PURCHASES [added: OF EQUITY SECURITIES] | |

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL [removed: 23][added: 22]

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK [removed: 38][added: 37]

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA [removed: 39][added: 38]

| | OF EQUITY SECURITIES | |

| | [removed: ON] ACCOUNTING AND FINANCIAL DISCLOSURE | |

[removed: DIRECTORS AND] [added: DIRECTORS,] EXECUTIVE OFFICERS [removed: OF THE REGISTRANT] [added: AND CORPORATE GOVERNANCE] 67

CERTAIN RELATIONSHIPS AND RELATED [removed: TRANSACTIONS] [added: TRANSACTIONS, AND] 67

| | DIRECTOR INDEPENDENCE | |

We have [removed: 51] [added: 50] leased office facilities in [removed: 25] [added: 22] states, which total approximately [removed: 422,000] [added: 449,000] square feet.

Of our facilities, the credit union business segment uses office space totaling approximately [removed: 128,000] [added: 105,000] square feet in [removed: nine] [added: six] facilities.

The majority of our San Diego, California offices are used in the credit union business segment, as are portions of [removed: eight] [added: five] other office facilities.

The remainder of our leased and owned facilities, approximately [removed: 1,087,000] [added: 1,137,000] square feet of office space, is primarily devoted to serving our bank business segment or supports our whole business.

We own five aircraft.

We own six aircraft and lease a seventh.

| [removed: | Fiscal 2007] [added: Fiscal 2007] | | [removed: High] [added: High] | | [removed: Low] [added: Low] |

| [removed: |] First Quarter | | [removed: $22.20] [added: 0.065] | | [removed: $17.40] |

| [removed: | Second Quarter] [added: Second Quarter] | | [removed: 23.20] [added: 23.20] | | [removed: 21.02] [added: 21.02] |

| [removed: | Third Quarter] [added: Third Quarter] | | [removed: 24.67] [added: 24.67] | | [removed: 20.57] [added: 20.57] |

| [removed: |] Fourth Quarter | | [removed: 26.75] [added: $0.075] | | [removed: 23.54] |

| [removed: | Fiscal 2006] [added: Fiscal 2008] | | [removed: High] [added: High] | | [removed: Low] [added: Low] |

| [removed: |] First Quarter | | [removed: $19.80] [added: 0.055] | | [removed: $18.04] |

| [removed: | Second Quarter] [added: Second Quarter] | | [removed: 19.62] [added: 0.065] | | [removed: 16.56] |

| [removed: | Third Quarter] [added: Third Quarter] | | [removed: 22.98] [added: 0.075] | | [removed: 19.09] |

| [removed: |] Fourth Quarter | | [removed: 23.77] [added: $0.065] | | [removed: 18.14] |

Quarterly dividends per share paid on the common stock for the two most recent fiscal years ended June 30, [removed: 2007] [added: 2008] and [removed: 2006] [added: 2007] are as follows:

| [added: Fiscal 2007] | [removed: Fiscal 2007] | [added: Dividend] | [removed: Dividend] | [added: |]

| [removed: |] First Quarter | | [removed: $0.055] [added: 27.50] | [added: | 23.39 |]

| [added: Second Quarter] | [removed: Second Quarter] | [added: 0.055] | [removed: 0.055] | [added: |]

| [added: Third Quarter] | [removed: Third Quarter] | [added: 0.065] | [removed: 0.065] | [added: |]

| [removed: |] Fourth Quarter | | [removed: 0.065] [added: $27.48] | [added: | $21.62 |]

| [added: Fiscal 2008] | [removed: Fiscal 2006] | [added: Dividend] | [removed: Dividend] | [added: |]

| [removed: |] First Quarter | | [removed: $0.045] [added: 22.20] | [added: | 17.40 |]

| [added: Second Quarter] | [removed: Second Quarter] | [added: 29.24] | [removed: 0.045] | [added: 24.34 |]

| [added: Third Quarter] | [removed: Third Quarter] | [added: 26.11] | [removed: 0.055] | [added: 22.22 |]

| [removed: |] Fourth Quarter | | [removed: 0.055] [added: $26.75] | [added: | $23.54 |]

On August [removed: 20, 2007,] [added: 21, 2008,] there were approximately [removed: 44,000] [added: 50,000] holders of the Company's common stock.

On that same date the last sale price of the common shares as reported on NASDAQ was [removed: $25.96] [added: $20.10] per share.

The following shares of the Company were repurchased during the quarter ended June 30, [removed: 2007:][added: 2008:]

| Period | | Total Number of Shares Purchased | | [added: |] Average Price of Share | | [added: |] Total Number of Shares Purchased as Part of Publicly Announced Plans | | [added: | | |] Maximum Number [added: of] Shares that May Yet Be Purchased Under the Plans (1) |

[removed: (1)] [added: (1)] Purchases made under the stock repurchase authorization approved by the Company's Board of Directors on October 4, 2002 with respect to 3.0 million shares, [removed: which was] increased by 2.0 million shares on April 29, [removed: 2005.][added: 2005, and by 5.0 million shares on August 28, 2006.]

On [removed: August 25, 2006, following the end of the quarter,] [added: February 4, 2008,] the Company's Board of Directors approved an additional 5.0 million share increase to the stock repurchase authorization.

The following chart presents a comparison for the five-year period ended June 30, [removed: 2007,] [added: 2008,] of the market performance of the Company's common stock with the S & P 500 Index and an index of peer companies selected by the Company:

The following information depicts a line graph with the following [removed: values:][added: values.]

| | | JKHY | | [added: New] Peer Group [added: (1)] | | [added: Old Peer Group (2) | |] S & P 500 |

This comparison assumes $100 was invested on [removed: July 1, 2002,] [added: June 30, 2003,] and assumes reinvestments of dividends.

[removed: Companies in] [added: In previous fiscal years,] the [added: old] peer group [removed: are Bisys Group,] [added: (2) consisted of] Cerner Corp., Computer Sciences Corp., [removed: Efunds Corp.,] Euronet Worldwide Inc., Fair Isaac Corp., Fidelity National Financial, Fiserv Inc., Marshall & Ilsley Corp., National Datacomputer Com, [added: and] SEI Investments [removed: Company and First Data Corp.][added: Company.]

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| April 1 - April 30, 2008 | | 0 | | | $ - | | | | 0 | | | | 5,089,971 |

| May 1 - May 31, 2008 | | 1,200,400 | | | $ 23.31 | | | | 1,200,400 | | | | 3,889,571 |

| June 1 - June 30, 2008 | | 200,000 | | | $ 22.70 | | | | 200,000 | | | | 3,689,571 |

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| Total | | 1,400,400 | | | $ 23.23 | | | | 1,400,400 | | | | 3,689,571 |

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| 2003 | | 100.00 | | 100.00 | | 100.00 | | 100.00 |

| 2004 | | 113.87 | | 117.19 | | 118.07 | | 119.11 |

| 2005 | | 104.67 | | 126.52 | | 131.77 | | 126.64 |

| 2006 | | 113.52 | | 140.98 | | 145.02 | | 137.57 |

| 2007 | | 150.27 | | 171.76 | | 170.62 | | 165.90 |

| 2008 | | 127.69 | | 130.33 | | 114.09 | | 144.13 |

In fiscal year 2008, we changed our peer group of companies used for this analysis to align with peer companies selected by our Compensation Committee for use in determining compensation for executive management.

Companies in the new peer group (1) are Affiliated Computer Services, Inc., Bottomline Technology, Inc., Cerner Corp., DST Systems, Inc., Euronet Worldwide, Inc., Fair Isaac Corp., Fidelity National Financial, Inc., Fiserv, Inc., Goldleaf Financial Solutions, Inc., Metavante Technologies, Inc., Online Resources Corp., S1 Corp., SEI Investments Company, Telecommunications Systems, Inc., and Tyler Technologies Corp.

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| April 1 - April 30, 2007 | | 143,600 | | $ 23.78 | | 143,600 | | 3,817,875 |

| May 1 - May 31, 2007 | | 617,433 | | $ 25.25 | | 617,433 | | 3,200,442 |

| June 1 - June 30, 2007 | | 310,793 | | $ 25.87 | | 310,793 | | 2,889,649 |

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| Total | | 1,071,826 | | $ 25.23 | | 1,071,826 | | 2,889,649 |

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| 2002 | | 100.00 | | 100.00 | | 100.00 |

| 2003 | | 107.73 | | 100.27 | | 100.25 |

| 2004 | | 122.67 | | 113.88 | | 119.41 |

| 2005 | | 112.75 | | 116.86 | | 126.96 |

| 2006 | | 122.29 | | 130.92 | | 137.92 |

| 2007 | | 161.88 | | 162.92 | | 166.32 |

| Selected Financial Data | | | | | | [added: | | | | |]

| (In Thousands, Except Per Share Data) | | | | | | [added: | | | | |]

| | YEAR ENDED JUNE 30, | | | | | [added: | | | | |]

| Income Statement Data | [removed: 2007] | [added: 2008 | | 2007 | |] 2006 | [added: |] 2005 | [removed: 2004] | [removed: 2003] [added: 2004] |

| Dividends declared per share | [removed: $ 0.24] [added: $] | [removed: $] [added: 0.28 | $ | 0.24 | $ |] 0.20 | [removed: $] [added: $ |] 0.17 | [removed: $ 0.15] [added: $] | [removed: $ 0.14] [added: 0.15] |

| Balance Sheet Data | | | | | | [added: | | | | |]

| Working capital | [removed: $ 19,908] [added: $] | [removed: $] [added: (11,418) | $ | 19,908 | $ |] 42,918 | [removed: $] [added: $ |] 13,710 | [removed: $ 85,818] [added: $] | [removed: $ 70,482] [added: 85,818] |

| Total assets | [removed: $ 999,340] [added: $] | [removed: $] [added: 1,021,044 | $ | 999,340 | $ |] 906,067 | [removed: $] [added: $ |] 814,153 | [removed: $ 653,614] [added: $] | [removed: $ 548,575] [added: 653,614] |

| Long-term debt | [removed: $ 128] [added: $] | [removed: $] [added: 24 | $ | 128 | $ |] 421 | [removed: $ -] [added: $] | [removed: $ -] [added: \-] | [removed: $ -] [added: $] | [added: \- |]

| Stockholders' equity | [removed: $ 598,365] [added: $] | [removed: $] [added: 601,451 | $ | 598,365 | $ |] 575,212 | [removed: $] [added: $ |] 517,154 | [removed: $ 442,918] [added: $] | [removed: $ 365,223] [added: 442,918] |

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| Revenue (1) | $ | 742,926 | $ | 666,467 | $ | 590,877 | $ | 535,191 | $ | 467,415 |

| Income from continuing operations | $ | 105,287 | $ | 105,644 | $ | 90,863 | $ | 76,050 | $ | 62,315 |

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| Diluted net income per share, continuing operations | $ | 1.17 | $ | 1.15 | $ | 0.97 | $ | 0.82 | $ | 0.68 |

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NOTE: Operating results for fiscal 2007, 2006 and 2005 have been restated to conform to the current presentation with regard to the Company's reporting of certain operations which were sold during fiscal 2008.

Such operations have been classified as discontinued.

See Note 12 to the consolidated financial statements.

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| Revenue (1) | $ 668,062 | $ 592,205 | $ 535,863 | $ 467,415 | $ 404,627 |

| Net income | $ 104,681 | $ 89,923 | $ 75,501 | $ 62,315 | $ 49,397 |

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| Diluted net income per share | $ 1.14 | $ 0.96 | $ 0.81 | $ 0.68 | $ 0.55 |

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| [removed: |] Index to Financial Statements | | |

| [removed: |] Report of Independent Registered Public Accounting Firm | | [removed: 40] [added: 39] |

| [removed: |] Management's Annual Report on Internal Control over Financial Reporting | | [removed: 41] [added: 40] |

| [removed: |] Report of Independent Registered Public Accounting Firm | | [removed: 42] [added: 41] |

| [removed: |] Financial Statements | | |

| | [removed: |] Consolidated Statements of Income, | |

| | [removed: |] Years Ended June 30, [added: 2008,] 2007, [removed: 2006,] and [removed: 2005] [added: 2006] | [removed: 43] [added: 42] |

| | [removed: |] Consolidated Balance Sheets, June 30, [removed: 2007] [added: 2008] and [removed: 2006] [added: 2007] | [removed: 44] [added: 43] |

| | [removed: |] Consolidated Statements of Changes in Stockholders' Equity, | |

| | [removed: |] Years Ended June 30, [added: 2008,] 2007, [removed: 2006,] and [removed: 2005] [added: 2006] | [removed: 45] [added: 44] |

| | [removed: |] Consolidated Statements of Cash Flows, | |

| | [removed: |] Years Ended June 30, [added: 2008,] 2007, [removed: 2006,] and [removed: 2005] [added: 2006] | [removed: 46] [added: 45] |

| | [removed: |] Notes to Consolidated Financial Statements | [removed: 47] [added: 46] |

We have audited the accompanying [removed: consolidated] balance sheets of Jack Henry & Associates, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2007] [added: 2008] and [removed: 2006,] [added: 2007,] and the related [removed: consolidated] statements of income, stockholders' equity, and cash flows for each of the three years in the period ended June 30, [removed: 2007.][added: 2008.]

In our opinion, such [removed: consolidated] financial statements present fairly, in all material respects, the financial position of [removed: Jack Henry & Associates and subsidiaries] [added: the Company] at June 30, [removed: 2007] [added: 2008] and [removed: 2006,] [added: 2007,] and the results of [removed: their] [added: its] operations and [removed: their] [added: its] cash flows for each of the three years in the period ended June 30, [removed: 2007,] [added: 2008,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the [removed: effectiveness of the] Company's internal control over financial reporting as of June 30, [removed: 2007,] [added: 2008,] based on the criteria established in _Internal Control-Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission] [added: Commission_] and our report dated August [removed: 29, 2007] [added: 27, 2008] expressed an unqualified opinion on [removed: management's assessment of] the [removed: effectiveness of the] Company's internal control over financial [removed: reporting and an unqualified opinion on the effectiveness of the Company's internal control over financial] reporting.

As of the end of the Company's [removed: 2007] [added: 2008] fiscal year, management conducted an assessment of the effectiveness of the Company's internal control over financial reporting based on the framework established in _Internal Control-Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission] [added: Commission_] (COSO).

Based on this assessment, management has determined the Company's internal control over financial reporting as of June 30, [removed: 2007] [added: 2008] was effective.

[removed: Management's assessment of the effectiveness of the] [added: The] Company's internal control over financial reporting as of June 30, [removed: 2007] [added: 2008] has been audited by the Company's independent registered public accounting firm, as stated in their report appearing on the next page, which expresses [added: an] unqualified [removed: opinions on management's assessment and] [added: opinion] on the effectiveness of the Company's internal control over financial reporting as of June 30, [removed: 2007.][added: 2008.]

We have audited [removed: management's assessment, included in] the [removed: accompanying Management's Annual Report on Internal Control] [added: internal control] over [removed: Financial Reporting, that] [added: financial reporting of] Jack Henry & Associates, Inc. and subsidiaries (the "Company") [removed: maintained effective internal control over financial reporting] as of June 30, [removed: 2007,] [added: 2008,] based on criteria established in _Internal Control-Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission.][added: Commission_.]

The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial [removed: reporting.][added: reporting, included in the accompanying Management's Annual Report on Internal Control Over Financial Reporting.]

Our responsibility is to express an opinion on [removed: management's assessment and an opinion on] the [removed: effectiveness of the] Company's internal control over financial reporting based on our audit.

Our audit included obtaining an understanding of internal control over financial reporting, [removed: evaluating management's assessment,] [added: assessing the risk that a material weakness exists,] testing and evaluating the design and operating effectiveness of internal [removed: control,] [added: control based on the assessed risk,] and performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our [removed: opinions.][added: opinion.]

In our opinion, [removed: management's assessment that] the Company [removed: maintained] [added: maintained, in all material respects,] effective internal control over financial reporting as of June 30, [removed: 2007, is fairly stated, in all material respects,] [added: 2008,] based on the criteria established in _Internal Control-Integrated [removed: Framework_] [added: Framework] issued by the Committee [removed: of] [added: on] Sponsoring Organizations of the Treadway [removed: Commission.][added: Commission_.]

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements as of and for the year ended June 30, [removed: 2007] [added: 2008] of the Company and our report dated August [removed: 29, 2007] [added: 27, 2008] expressed an unqualified opinion [removed: on those financial statements.][added: and includes explanatory paragraphs relating to a change in accounting for income taxes and discontinued operations.]

| JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES | | | | | | | | [added: |]

| | | | [added: |] YEAR ENDED JUNE 30, | | | | |

| | | | [removed: 2007] [added: 2008] | | [removed: 2006] [added: 2007] | | [removed: 2005] [added: 2006] |

| | License | [removed: | $ 76,403] [added: $] | [added: 73,553] | $ [removed: 84,014] | [added: 76,403] | $ [removed: 82,374] | [added: 84,014 |]

| | Hardware | | [removed: 88,342] [added: 89,039] | | [removed: 82,530] [added: 88,342] | | [removed: 89,413] [added: 82,530] |

| | Cost of license | | [removed: 4,277] [added: 6,698] | | [removed: 2,717] [added: 4,277] | | [removed: 5,547] [added: 2,717] |

| | Cost of hardware | | [removed: 65,469] [added: 64,862] | | [removed: 60,658] [added: 65,469] | | [removed: 63,769] [added: 60,658] |

| | Research and development | | [removed: 35,962] [added: 43,326] | | [removed: 31,874] [added: 35,962] | | [removed: 27,664] [added: 31,874] |

| | General and administrative | | [removed: 40,617] [added: 43,775] | | [removed: 35,209] [added: 40,617] | | [removed: 29,087] [added: 35,196] |

| | Interest income | | [removed: 3,406] [added: 2,145] | | [removed: 2,066] [added: 3,406] | | [removed: 1,162] [added: 2,066] |

| | Interest expense | | [removed: (1,757)] [added: (1,928)] | | [removed: (1,355)] [added: (1,757)] | | [removed: (388)] [added: (1,355)] |

| | Total | | [removed: 1,649] [added: 217] | | [removed: 711] [added: 1,649] | | [removed: 774] [added: 711] |

| PROVISION FOR INCOME TAXES | | | [removed: 55,522] [added: 59,139] | | [removed: 50,145] [added: 56,033] | | [removed: 44,342] [added: 50,669] |

| NET INCOME | | [removed: | $ 104,681] [added: $] | [added: 104,222] | [removed: $ 89,923] [added: $] | [added: 104,681] | $ [removed: 75,501] | [added: 89,923 |]

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As discussed in Note 12 to the financial statements, the Company discontinued the insurance agency outsourcing component of its operations in June 2008 when it sold Banc Insurance Services, Inc. and Banc Insurance Agency, Inc. on June 30, 2008.

The loss on sale and results prior to the sale are included in loss from discontinued operations in the accompanying financial statements.

As discussed in Note 7 to the financial statements, in fiscal 2008 the Company changed its method of accounting for income taxes to conform to FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. 109."

August 27, 2008

August 27, 2008

| | Support and service | | 580,334 | | 501,722 | | 424,333 |

| | Total | | 742,926 | | 666,467 | | 590,877 |

| | Cost of support and service | | 364,140 | | 309,919 | | 270,485 |

| | Total | | 435,700 | | 379,665 | | 333,860 |

| GROSS PROFIT | | | 307,226 | | 286,802 | | 257,017 |

| | Selling and marketing | | 55,916 | | 50,195 | | 49,126 |

| | Total | | 143,017 | | 126,774 | | 116,196 |

| OPERATING INCOME | | | 164,209 | | 160,028 | | 140,821 |

| INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | | | 164,426 | | 161,677 | | 141,532 |

| INCOME FROM CONTINUING OPERATIONS | | | 105,287 | | 105,644 | | 90,863 |

| DISCONTINUED OPERATIONS (Note 12) | | | | | | | |

| | Loss from operations of discontinued component (including loss on disposal of $2,718) | | (4,175) | | (1,474) | | (1,464) |

| | Income tax benefit | | 3,110 | | 511 | | 524 |

| | Loss on discontinued operations | | (1,065) | | (963) | | (940) |

| Continuing operations | | $ | 1.17 | $ | 1.15 | $ | 0.97 |

| Discontinued operations | | | (0.01) | | (0.01) | | (0.01) |

| Continuing operations | | $ | 1.19 | $ | 1.17 | $ | 0.99 |

| Discontinued operations | | | (0.01) | | (0.01) | | (0.01) |

| | | | 2008 | | 2007 |

| | Shares issued at 06/30/08 were 97,702,098 | | | | |

| | 11,301,045 shares at 06/30/08, 7,100,967 shares at 06/30/07 | | (251,180) | | (150,184) |

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August 29, 2007

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, 2007, based on the criteria established in _Internal Control-Integrated Framework_ issued by the Committee of Sponsoring Organizations of the Treadway Commission.

August 29, 2007

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| | Support and service | | 503,317 | | 425,661 | | 364,076 |

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| | Total | | 668,062 | | 592,205 | | 535,863 |

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| | Cost of support and service | | 312,138 | | 272,383 | | 244,097 |

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| | Total | | 381,884 | | 335,758 | | 313,413 |

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| GROSS PROFIT | | | 286,178 | | 256,447 | | 222,450 |

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| | Selling and marketing | | 51,045 | | 50,007 | | 46,630 |

| | Total | | 127,624 | | 117,090 | | 103,381 |

| OPERATING INCOME | | | 158,554 | | 139,357 | | 119,069 |

| INCOME BEFORE INCOME TAXES | | | 160,203 | | 140,068 | | 119,843 |

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The Management's Report on Internal Control over Financial Reporting required by this Item 9A is in Item 8, "Financial Statements and Supplementary Data." Our independent registered accounting firm, Deloitte & Touche LLP, [removed: audited management's assessment and] independently assessed the effectiveness of the Company's internal control over financial reporting.

During the fiscal quarter ending June 30, [removed: 2007,] [added: 2008,] there has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to affect, the Company's internal control over financial reporting.

Based upon that evaluation, the CEO and CFO concluded that our disclosure controls and procedures are effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

For this purpose, disclosure controls and procedures include controls and procedures designed to ensure that information that is required to be disclosed under the Exchange Act is accumulated and communicated to the Company's management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Based upon that evaluation, the CEO and CFO concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including our consolidated subsidiaries) required to be included in our periodic SEC filings.

See the information under the captions "Election of Directors", "Corporate Governance", "Audit Committee Report", "Executive Officers and Significant Employees" and "Section 16(a) Beneficial Ownership Reporting Compliance" in the Company's definitive Proxy Statement [added: for our 2008 Annual Meeting of Stockholders] which is incorporated herein by reference.

See the information under captions "Compensation Discussion and Analysis", "Executive Compensation", "Compensation Committee Report", "Corporate Governance", and [removed: "Director] [added: "Directors] Compensation" in the Company's definitive Proxy Statement which is incorporated herein by reference.

See the information under the captions "Audit Committee Report" and [removed: "Independent] [added: "Ratification of the Selection of the Company's Independent] Registered Public Accounting Firm" in the Company's definitive Proxy Statement which is incorporated herein by reference.

\- Consolidated Statements of Income for the Years Ended June 30, [removed: 2007, 2006] [added: 2008, 2007] and [removed: 2005][added: 2006]

\- Consolidated Balance Sheets as of June 30, [removed: 2007] [added: 2008] and [removed: 2005][added: 2007]

\- Consolidated Statements of Changes in Stockholders' Equity for the Years Ended [added: June 30, 2008, 2007 and 2006]

\- Consolidated Statements of Cash Flows for the Years Ended June 30, [removed: 2007,] [added: 2008, 2007 and] 2006

[removed: (3)] All exhibits not attached hereto are incorporated by reference to a prior filing as [removed: indicated][added: indicated.]

| [removed: 10.22] [added: 10.31] | | [removed: 2006 Executive Bonus Plan,] [added: Form of Termination Benefits Agreement,] attached as Exhibit [removed: 10.22] [added: 10.31] to the Company's Current Report on Form 8-K filed September [removed: 2, 2005.] [added: 10, 2007.] |

| [removed: 10.23] [added: 10.32] | | [removed: 2006 General Manager Bonus Plan,] [added: Form of Restricted Stock Agreement (executives),] attached as Exhibit [removed: 10.23] [added: 10.32] to the Company's Current Report on Form 8-K filed September [removed: 2, 2005.] [added: 10, 2007.] |

| [removed: 10.24] [added: 10.33] | | Form of [removed: Termination Benefits Agreement,] [added: Restricted Stock Agreement (Vice presidents and certain other managers),] attached as Exhibit [removed: 10.24] [added: 10.33] to the Company's Current Report on Form 8-K filed September [removed: 2, 2005.] [added: 10, 2007.] |

| [removed: 10.25] [added: 10.35] | | [added: Jack Henry & Associates, Inc.] 2007 [removed: Executive Bonus] [added: Annual Incentive] Plan, attached as Exhibit [removed: 10.25] [added: 10.35] to the Company's Current Report on Form 8-K filed [removed: September 5, 2006.] [added: November 1, 2007.] |

Pursuant to the requirements of Section 13 or 15(d) 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 this [removed: 29th] [added: 28th] day of August, [removed: 2007.][added: 2008.]

| | JACK HENRY & ASSOCIATES, INC., Registrant | [added: |]

| | [added: |] By /s/ John F. Prim |

| | [added: |] Chief Executive Officer |

| /s/ Michael E. Henry Michael E. Henry | Chairman of the Board and Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ John F. Prim John F. Prim | Chief Executive Officer [added: and Director] | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Kevin D. Williams Kevin D. Williams | Chief Financial Officer and Treasurer (Principal Accounting Officer) | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Jerry D. Hall Jerry D. Hall | Executive Vice President and Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ James J. Ellis James J. Ellis | Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Craig R. Curry Craig R. Curry | Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Wesley A. Brown Wesley A. Brown | Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Matthew Flanigan Matthew Flanigan | Director | August [removed: 29, 2007] [added: 28, 2008] |

| /s/ Marla Shepard Marla Shepard | Director | August [removed: 29, 2007] [added: 28, 2008] |

(3) See "Index to Exhibits" set forth below.

| 10.34 | | Amendment No. 2 to Jack Henry & Associates, Inc. 2006 Employee Stock Purchase Plan, attached as Exhibit 10.34 to the Company's Current Report on Form 8-K filed November 1, 2007. |

| 10.36 | | Jack Henry & Associates, Inc. 1995 Non-Qualified Stock Option Plan, as amended May 9, 2008. |

| 10.37 | | Jack Henry & Associates, Inc. 1996 Stock Option Plan, as amended May 9, 2008. |

| 10.38 | | Jack Henry & Associates, Inc. 2005 Non-Qualified Stock Option Plan, as amended and restated May 9, 2008. |

| --- | --- | --- |

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June 30, 2007, 2006 and 2005

and 2005

| 10.1 | | The Company's 1987 Stock Option Plan, as amended as of October 27, 1992, attached as Exhibit 19.1 to the Company's Quarterly Report on Form 10-Q for the Quarter ended September 30, 1992. |

| 10.26 | | 2007 General Manager Bonus Plan, attached as Exhibit 10.26 to the Company's Current Report on Form 8-K filed September 5, 2006. |

| --- | --- |

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\[ Exhibits are omitted, but are available upon request directed to Kevin D.

Williams, Chief Financial Officer and Treasurer, at the address set forth on the cover page and are also available in the Form 10-K posted at our investor relations website, www.jackhenry.com/ir/.\]