Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2009 vs FY2008

Security problems could damage our reputation and business. We rely on [removed: standard] [added: industry-standard] encryption, network and Internet security systems, most of which we license from third parties, to provide the security and authentication necessary to effect secure transmission of data.

Consolidation of financial institutions will continue to reduce the number of our customers and potential customers. Our primary market consists of approximately [removed: 8,400] [added: 8,200] commercial and savings banks and [removed: 8,200] [added: 8,100] credit unions.

Our business may be adversely impacted by U.S. and global market and economic conditions. We derive most of our revenue from products and services we provide to the financial services industry.

Given this concentration, we may be particularly exposed to the current global economic recession.

If the economic environment remains poor, it may result in significant decreases in demand by current and potential clients for our products and services, which could have a material adverse effect on our business, results of operations and financial condition.

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 in six physical locations and [removed: 20] [added: 12] item-processing centers located throughout the United States.

All [added: dollar] amounts are in thousands and discussions compare fiscal [removed: 2008] [added: 2009] to fiscal [removed: 2007] [added: 2008] and compare fiscal [removed: 2007] [added: 2008] to fiscal [removed: 2006.][added: 2007.]

Over the last five fiscal years, our revenues have grown from [removed: $467,415] [added: $535,191] in fiscal [removed: 2004] [added: 2005] to [removed: $742,926] [added: $745,593] in fiscal [removed: 2008.][added: 2009.]

This growth has resulted primarily from internal expansion supplemented by strategic acquisitions, allowing us to develop and acquire new products and services for approximately [removed: 2,300] [added: 9,800] customers who utilize our [removed: core] software systems as of June 30, [removed: 2008.][added: 2009.]

Since the start of fiscal [removed: 2004,] [added: 2007,] we have completed [removed: 16] [added: 3] acquisitions.

| | | [added: |] Year Ended June 30, | | | | % Change |

| | | [added: |] 2008 | | 2007 | | |

| | | [added: |] Year Ended June 30, | | | | % Change |

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

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

| EFT Support | | 30,601 | | 29% | [removed: |]

| Outsourcing Services | | 11,467 | | 10% | [removed: |]

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

| Total Increase | $ | 78,612 | | | [removed: |]

There was strong growth in [removed: all of the] [added: most] support and service revenue [removed: components.][added: components in fiscal 2009.]

| _Cost of Sales and Gross Profit_ | | | | | | | [added: |]

| Cost of License | [added: |] $ | 6,698 | $ | 4,277 | | +57% |

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

| [added: |] License Gross Profit | $ | 66,855 | $ | 72,126 | | \-7% |

| [added: |] Gross Profit Margin | | 91% | | 94% | | |

| Cost of support and service | [added: |] $ | 364,140 | $ | 309,919 | | +17% |

| Percentage of total revenue | | [added: |] 49% | | 47% | | |

| [added: |] Support and Service Gross Profit | $ | 216,194 | $ | 191,803 | | +13% |

| [added: |] Gross Profit Margin | | 37% | | 38% | | |

| Cost of hardware | [added: |] $ | 64,862 | $ | 65,469 | | \-1% |

| Percentage of total revenue | | [removed: 9%] [added: 8%] | | 10% | | |

| [added: |] Hardware Gross Profit | $ | 24,177 | $ | 22,873 | | +6% |

| [added: |] Gross Profit Margin | | 27% | | 26% | | |

| TOTAL COST OF SALES | [added: |] $ | 435,700 | $ | 379,665 | | +15% |

| Percentage of total revenue | | [added: |] 59% | | 57% | | |

| [added: |] TOTAL GROSS PROFIT | $ | 307,226 | $ | 286,802 | | +7% |

| [added: |] Gross Profit Margin | | 41% | | 43% | | |

| Percentage of total revenue | | [removed: 8%] | [added: 7%] | [removed: 8%] | [added: 9%] | | [added: |]

General and administrative [removed: costs] [added: expenses have] remained [removed: at] [added: a consistent] 6% of total revenue for both [removed: fiscal] years.

| Percentage of total revenue | | [removed: 11%] [added: 7%] | | [removed: 14%] [added: 8%] | | |

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

| Percentage of total revenue | | [removed: 75%] | [added: <1%] | [removed: 72%] | [added: <1%] | | [added: |]

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

| In-House Support & Other Services | $ | [removed: 21,111] [added: 19,692] | | [removed: 11%] [added: 8%] |

| Outsourcing Services | | [removed: 15,957] [added: 4,059] | | [removed: 16%] [added: 3%] |

Income from continuing operations has grown from $76,050 in fiscal 2005 to $103,102 in fiscal 2009.

FISCAL 2009 COMPARED TO FISCAL 2008

In fiscal 2009, revenues remained fairly even compared to the prior year as growth in Support and services revenue was offset by decreases in license and hardware revenue.

This continuing shift in sales mix resulted in slightly leaner gross and operating margins.

As a result, revenue that was consistent with the prior year yielded income from continuing operations that was down 2% in comparison to fiscal 2008.

The US financial crisis is a primary concern at this time as it threatens our customers and our industry.

The profits of many financial institutions have decreased and this has resulted in some reduction of demand for new products and services.

We remain cautiously optimistic, however, with increasing portions of our business coming from recurring revenue, increases in backlog and encouraging sales pipeline in specific areas.

Our customers will continue to face regulatory and operational challenges which our products and services address, and in these times have an even greater need for some of our solutions that directly address institutional profitability and efficiency.

We face these uncertain times with a strong balance sheet and an unwavering commitment to superior customer service, and we believe that we are well positioned to address current opportunities as well as those which will arise when the economic rebound occurs.

| _License Revenue_ | | | | | | |

| | | 2009 | | 2008 | | |

| License | $ | 58,434 | $ | 73,553 | | \-21% |

As a result of the current economic downturn, we have seen some of our customers postpone making large capital investments in technology, including software.

In addition, our customers are often electing to contract for our products via an outsourced delivery rather than a traditional license agreement.

Our outsourced delivery does not require our customers to make a large, up-front capital investment in license fees or hardware.

During fiscal 2009, our core software products either had a decrease in license revenue or they remained even compared to the prior year.

In particular, Episys®, our flagship core solution for credit unions experienced a decrease.

Episys revenue has decreased as we have seen a decrease in the average size of contracts delivered during the year.

Those contracts were smaller on average since they were made with smaller credit unions.

Our license revenues for most of our complementary software solutions are also down compared to the prior year with the exception of certain of our item and document imaging solutions, particularly Synergy Enterprise Content Management, which has experienced 31% growth over the prior year.

| | | 2009 | | 2008 | | |

| Support and service | $ | 614,242 | $ | 580,334 | | +6% |

| EFT Support | | 15,699 | | 12% |

In-house support and other services increased partially as a result of license agreements for which the implementations were completed during the latest twelve months.

In addition, we have seen continuing expansion of our customer basis for EFT support as a whole.

Overall, Outsourcing services revenue grew only slightly.

However, our core data processing revenue increased over 8% year-to-date compared to last year as our customers continue to choose outsourcing for the delivery of our solutions.

These gains have been largely offset by a decrease in de-conversion revenue and in item processing revenue.

We expect the trend towards outsourced product delivery to benefit Outsourcing services revenue; however, we also expect item-processing revenue to continue to decline as fewer paper checks are processed in favor of check images and remote deposit capture.

The decrease in implementation services revenue is related to fewer convert/merger implementations for our bank customers due to the slowdown in bank merger and acquisition activity in the current market environment.

| | | 2009 | | 2008 | | |

| Hardware | $ | 72,917 | $ | 89,039 | | \-18% |

Hardware revenue has been negatively impacted by the decrease in the number of implementations of licensed core systems and the increase in outsourcing contracts, which typically do not include hardware.

Additionally, during the prior fiscal year, hardware revenue was increased by increased IBM System i upgrades, which have not occurred at the same level in the current fiscal year.

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| | | | 2009 | | 2008 | | |

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| Cost of License | | $ | 6,885 | $ | 6,698 | | +3% |

Net income has grown from $62,315 in fiscal 2004 to $104,222 in fiscal 2008.

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When compared with last year, many of our software solutions experienced a decrease in license revenue.

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In-house support and other services increased partially as a result of increased implementations of recently acquired products.

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 increase volume.

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Gross profit margin on license revenue decreased because a larger percentage of the revenue from licenses was attributable to these sales under reseller agreements where the gross margins are significantly lower than on our owned products.

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Selling and Marketing expenses remained steady for both years at 8% of total revenue.

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FISCAL 2007 COMPARED TO FISCAL 2006

Today, the Company's extensive array of products and services includes processing transactions, automating business processes, and managing information for more than [removed: 8,800] [added: 9,800] financial institutions and diverse corporate entities.

- Jack Henry Banking is a leading provider of integrated data processing systems to approximately [removed: 1,600] [added: 1,500] banks ranging from de novo or start-up institutions to mid-tier banks with assets [removed: in excess] of [removed: $10] [added: up to $15] billion.

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: 8,200] [added: 7,500] domestic and international [removed: customers.][added: customers outside of our core customer base.]

We measure and monitor customer satisfaction using formal annual surveys and online surveys initiated each [removed: year] [added: day] by routine support requests.

JHA's gross revenue has grown from [removed: $467.4] [added: $535.9] million in fiscal [removed: 2004] [added: 2005] to [removed: $742.9] [added: $745.6] million in fiscal [removed: 2008,] [added: 2009,] representing a compound annual growth rate during this five-year period of [removed: 10] [added: 7] percent_._ Net income from continuing operations has grown from [removed: $62.3] [added: $75.5] million to [removed: $105.3] [added: $103.1] million during this same five-year period, representing a compound annual growth rate of [removed: 11] [added: 6] percent_._ Information regarding the classification of our business into separate segments serving the banking and credit union industries is set forth in Note 14 to the Consolidated Financial Statements (see Item 8).

Jack Henry Banking primarily serves commercial banks and savings institutions with less than [removed: $20.0] [added: $30.0] billion in [removed: assets, and generated approximately 83 percent of the Company's total revenue in fiscal 2008.][added: assets.]

According to the Federal Deposit Insurance Corporation ("FDIC"), there were more than [removed: 8,400] [added: 8,200] commercial banks and savings institutions in this asset range as of December 31, [removed: 2007.][added: 2008.]

Jack Henry Banking currently supports more than [removed: 1,600] [added: 1,500] of these banks with its core information processing platforms and complementary products and services.

According to the Credit Union National Association ("CUNA"), there were approximately [removed: 8,200] [added: 8,100] domestic credit unions as of December 31, [removed: 2007.][added: 2008.]

ProfitStars currently supports approximately [removed: 8,200] [added: 7,500] institutions with specialized solutions for generating additional revenue and growth, increasing security, mitigating operational risks, and controlling operating costs.

The FDIC reports the number of commercial banks and savings institutions declined [removed: 9] [added: 10] percent from the beginning of calendar year [removed: 2003] [added: 2004] to the end of calendar year [removed: 2007.][added: 2008.]

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 10 percent and totaled [removed: $11.2] [added: $12.3] trillion as of December 31, [removed: 2007.][added: 2008.]

Comparing calendar years [removed: 2007] [added: 2008] to [removed: 2006,] [added: 2007,] new bank charters decreased [removed: 7] [added: 46] percent and mergers decreased [removed: 6] [added: 9] percent.

CUNA reports the number of credit unions declined [removed: 16] [added: 17] percent from the beginning of calendar year [removed: 2003] [added: 2004] to the end of calendar year [removed: 2007.][added: 2008.]

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 6 percent and totaled [removed: $776.5] [added: $832.5] billion as of December 31, [removed: 2007.][added: 2008.]

According to _Automation in Banking [removed: 2008,_] [added: 2009,_] approximately [removed: 56] [added: 51] percent of all financial institutions currently utilize in-house core information processing solutions and approximately [removed: 44] [added: 49] percent outsource information processing to third-party providers.

According to the [removed: _2008] [added: _2009] Credit Union Technology Survey_ published by Callahan & Associates_,_ approximately [removed: 73] [added: 71] percent of all credit unions utilize in-house core information processing solutions and approximately [removed: 27] [added: 28] percent outsource information processing to third-party providers.

Today, ProfitStars' products and services collectively represent more than [removed: 8,200] [added: 7,500] domestic and international [removed: implementations.][added: implementations outside of our core solution customer base.]

Following are some of the acquisitions that have been made in the last [removed: five] [added: six] fiscal years to support JHA's focused diversification:

[removed: Solutions][added: Solutions]

Jack Henry Banking is a recognized market leader, currently supporting more than [removed: 1,600] [added: 1,500] banks with its technology platforms.

ProfitStars' products and services are enhancing the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with more than [removed: 8,200] [added: 7,500] domestic and international [removed: implementations.][added: implementations outside of our core software customer base.]

This system has been implemented by more than 450 banks, and now automates approximately [removed: 19] [added: 6] percent of the domestic banks with assets [removed: ranging from $1 billion to] [added: less than] $30 billion.

It has been implemented by [removed: approximately] [added: over] 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: 200] [added: 150] 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 eight data centers in six physical locations and [removed: 20] [added: 12] image-enabled item processing centers.

Hardware sales, which include [removed: all] non-software products that we re-market in order to support our software systems, represent one of our primary revenue sources.

We currently sell the IBM Power [removed: Systems, System i, System p,] [added: Systems] and System x servers; Lenovo workstations; Dell servers and workstations; Unisys, RDM, Panini, [removed: BancTec] [added: Digital Check, Canon] and NCR check scanners; and other devices that complement our software solutions.

- A best practices methodology developed and refined through the company-wide, day-to-day experience supporting more than [removed: 8,800] [added: 9,800] diverse clients.

Research and development expenses for fiscal years [added: 2009,] 2008, [removed: 2007,] and [removed: 2006] [added: 2007] were [removed: $43.3] [added: $42.9] million, [removed: $36.0] [added: $43.3] million, and [removed: $31.9] [added: $36.0] million, respectively.

Capitalized software for fiscal years [removed: 2008, 2007] [added: 2009, 2008] and [removed: 2006] [added: 2007] was [removed: $23.7] [added: $24.7] million, [removed: $20.7] [added: $23.7] million, and [removed: $16.1] [added: $20.7] million, respectively.

Jack Henry Banking also has been extremely successfully selling its core and complementary solutions to a significant number of the de novo banks chartered [removed: during the past two] [added: in recent] years.

International sales account for less than one percent of JHA's total revenue in each of the three years ended June 30, [added: 2009,] 2008, [removed: 2007,] and [removed: 2006.][added: 2007.]

Backlog as of June 30, 2008 totaled $257.4 million, [removed: consisting] [added: and consisted] of $63.1 million for in-house products and services, and $194.3 million for outsourcing services.

Approximately [removed: $143.0] [added: $163.9] million of the outsourcing services backlog as of June 30, [removed: 2008] [added: 2009] is not expected to be realized during fiscal year [removed: 2009] [added: 2010] due to the long-term nature of many outsourcing contracts.

Backlog as of June 30, [removed: 2007] [added: 2009] totaled [removed: $239.3] [added: $289.4] million, [removed: and consisted] [added: consisting] of [removed: $68.1] [added: $66.8] million for in-house products and services, and [removed: $171.2] [added: $222.5] million for outsourcing services.

Our outsourcing backlog continues to experience growth based on new contracting activities and renewals of multi-year contracts, and although the appropriate portion of this revenue will be recognized during fiscal year [removed: 2008] [added: 2010,] the backlog is expected to remain [added: relatively] constant due to renewals of existing relationships and new contracting activities.

[removed: During the last] [added: For more than a] decade there has been significant consolidation among providers of products and services designed for financial institutions, and this consolidation is expected to continue in the future.

Jack Henry Banking competes with large vendors that provide information and transaction processing solutions to banks, including Fidelity [added: National] Information Services, [added: Inc. and Fiserv, Inc. Symitar competes with large vendors that provide information and transaction processing solutions to credit unions, including Fidelity National Information Services,] Inc.; Fiserv, Inc.; [added: Open Solutions, Inc.;] and [removed: Metavante.][added: Harland Financial Solutions - Ultradata.]

[removed: We must ensure that our] [added: Our] products and services [added: must] comply with the extensive and evolving regulatory requirements applicable to our customers, including but not limited to those mandated by federal truth-in-lending and truth-in-savings rules, the Privacy of Consumer Financial Information regulations, usury laws, the Equal Credit Opportunity Act, the Fair Housing Act, the Electronic Funds Transfer Act, the Fair Credit Reporting Act, the Bank Secrecy Act, the USA Patriot Act, the Gramm-Leach-Bliley Act, and the Community Reinvestment Act.

Symitar serves credit unions of all asset sizes.

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

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

The related revenue and gross profit are included and reported in our banking and credit union segments.

JHA was founded in 1976 as a provider of core information processing solutions for community banks.

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

Symitar competes with large vendors that provide information and transaction processing solutions to credit unions, including Fidelity Information Services, Inc.; Fiserv, Inc.; Open Solutions, Inc.; and Harland Financial Solutions - Ultradata.

10-K 1 [removed: jha08q4.htm] [added: jha09q4.htm] FORM 10K FOR FISCAL YEAR ENDED JUNE 30, [removed: 2008][added: 2009]

| [removed: SECURITIES] [added: UNITED STATES SECURITIES] AND EXCHANGE [removed: COMMISSION | |] [added: COMMISSION Washington, D.C. 20549] | | |

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

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

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

| | For the fiscal year ended June 30, [removed: 2008 | |] [added: 2009] | |

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

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

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

| JACK HENRY AND ASSOCIATES, [removed: INC. | |] [added: INC. (Exact name of registrant as specified in its charter)] | | |

| [added: Delaware] (State or [removed: Other Jurisdiction] [added: other jurisdiction] of [removed: Incorporation] [added: incorporation] or [removed: Organization)] [added: organization)] | | [added: 43-1128385] (I.R.S. Employer Identification No.) | [removed: | |]

| 663 Highway 60, P.O. Box 807, Monett, MO 65708 [removed: | |] [added: (Address of principal executive offices)] | | |

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

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

| [removed: |] Title of [removed: Each Class] [added: each class Common Stock ($0.01 par value)] | [added: |] Name of [removed: Each Exchange] [added: each exchange] on [removed: Which Registered | |] [added: which registered NASDAQ Global Select Market] |

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

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, [removed: or] a non-accelerated [removed: filer.][added: filer or a smaller reporting company.]

See [removed: definition] [added: the definitions] of [removed: "accelerated filer and large] [added: "large] accelerated [added: filer," "accelerated] filer" [added: and "smaller reporting company"] in Rule 12b-2 of the Exchange Act.

As of August 21, [removed: 2008,] [added: 2009,] the Registrant had [removed: 86,071,862] [added: 84,195,045] shares of Common Stock outstanding ($0.01 par value).

On [removed: that date,] [added: December 31, 2008,] the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $1,584,230,243] [added: $1,475,685,132] (based on the average of the reported high and low sales prices on NASDAQ on [removed: such date).][added: December 31, 2008).]

[added: |] DOCUMENTS INCORPORATED BY REFERENCE [added: | | |]

[added: |] Portions of the Company's Notice of Annual Meeting of Stockholders and Proxy Statement for its [removed: 2008] [added: 2009] 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. [added: | | |]

| FORM 10-K | | |

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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

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| Delaware | | 43-1128385 | | |

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| | Common Stock ($0.01 par value) | NASDAQ | | |

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

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

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

| | [removed: DIRECTOR] INDEPENDENCE | |

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In addition, we own 36.4 acres of [removed: unimproved] land [added: being developed into office space] in Springfield, Missouri.

We have [removed: 50] [added: 48] leased office facilities in [removed: 22] [added: 20] states, which total approximately [removed: 449,000] [added: 436,000] square feet.

The remainder of our leased and owned facilities, approximately [removed: 1,137,000] [added: 1,124,000] square feet of office space, is primarily devoted to serving our bank business segment or supports our whole business.

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

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

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

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

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

| [removed: Fiscal 2007] [added: Fiscal 2009] | | [removed: High] [added: High] | | [removed: Low] [added: Low] |

| [removed: Fourth Quarter | | $26.75] [added: Fourth Quarter] | | [removed: $23.54] [added: $0.085] |

| [removed: Third Quarter | | 24.67] [added: Third Quarter] | | [removed: 20.57] [added: 0.085] |

| [removed: Second Quarter | | 23.20] [added: Second Quarter] | | [removed: 21.02] [added: 0.075] |

| [removed: First Quarter | | 22.20] [added: First Quarter] | | [removed: 17.40] [added: 0.075] |

Quarterly dividends per share paid on the common stock for the two most recent fiscal years ended June 30, [removed: 2008] [added: 2009] and [removed: 2007] [added: 2008] are as follows:

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

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

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

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

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

| [removed: Fiscal 2007 | | Dividend] [added: Fiscal 2009] | | [added: Dividend] |

| [removed: Fourth Quarter] [added: Fourth Quarter] | | [removed: $0.065] [added: $20.99] | | [added: $16.95] |

| [removed: Third Quarter] [added: Third Quarter] | | [removed: 0.065] [added: 19.94] | | [added: 14.29] |

| [removed: Second Quarter] [added: Second Quarter] | | [removed: 0.055] [added: 20.39] | | [added: 14.76] |

| [removed: First Quarter] [added: First Quarter] | | [removed: 0.055] [added: 24.45] | | [added: 19.02] |

On August 21, [removed: 2008,] [added: 2009,] there were approximately [removed: 50,000] [added: 47,000] 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: $20.10] [added: $23.59] per share.

The following chart presents a comparison for the five-year period ended June 30, [removed: 2008,] [added: 2009,] 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:

This comparison assumes $100 was invested on June 30, [removed: 2003,] [added: 2004,] and assumes reinvestments of dividends.

Companies in the [removed: new] peer group [removed: (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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![Jack Henry 2004 to 2009

Performance Graph appears here](https://www.sec.gov/Archives/edgar/data/779152/000092623609000039/jkhygraph04-09.gif)

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Issuer Purchases of Equity Securities

The following shares of the Company were repurchased during the quarter ended June 30, 2008:

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

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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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(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, increased by 2.0 million shares on April 29, 2005, and by 5.0 million shares on August 28, 2006.

On February 4, 2008, the Company's Board of Directors approved an additional 5.0 million share increase to the stock repurchase authorization.

These authorizations have no specific dollar or share price targets and no expiration dates.

The following information depicts a line graph with the following values.

| | | JKHY | | New Peer Group (1) | | Old Peer Group (2) | | S & P 500 |

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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.

In previous fiscal years, the old peer group (2) consisted of Cerner Corp., Computer Sciences Corp., Euronet Worldwide Inc., Fair Isaac Corp., Fidelity National Financial, Fiserv Inc., Marshall & Ilsley Corp., National Datacomputer Com, and SEI Investments Company.

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

| Income Statement Data | | [removed: 2008] [added: 2009] | | [added: 2008 | |] 2007 | | 2006 | | 2005 | [removed: | 2004 |]

| Revenue (1) | $ | [removed: 742,926] [added: 745,593] | [removed: $] [added: $] | [added: 742,926 | $ |] 666,467 | [removed: $] [added: $] | 590,877 | [removed: $] [added: $] | 535,191 | [removed: $ | 467,415 |]

| Income from continuing operations | $ | [removed: 105,287] [added: 103,102] | [removed: $] [added: $] | [added: 105,287 | $ |] 105,644 | [removed: $] [added: $] | 90,863 | [removed: $] [added: $] | 76,050 | [removed: $ | 62,315 |]

| Diluted net income per share, continuing operations | [removed: $] [added: $] | [removed: 1.17] [added: 1.22] | [removed: $] [added: $] | [added: 1.17 | $ |] 1.15 | [removed: $] [added: $] | 0.97 | [removed: $] [added: $] | 0.82 | [removed: $ | 0.68 |]

| Dividends declared per share | $ | [removed: 0.28] [added: 0.32] | [removed: $] [added: $] | [added: 0.28 | $ |] 0.24 | [removed: $] [added: $] | 0.20 | [removed: $] [added: $] | 0.17 | [removed: $ | 0.15 |]

| Working capital | $ | [removed: (11,418)] [added: 15,239] | [removed: $] [added: $] | [added: (11,418) | $ |] 19,908 | [removed: $] [added: $] | 42,918 | [removed: $] [added: $] | 13,710 | [removed: $ | 85,818 |]

| Total assets | $ | [removed: 1,021,044] [added: 1,050,700] | [removed: $] [added: $] | [added: 1,021,044 | $ |] 999,340 | [removed: $] [added: $] | 906,067 | [removed: $] [added: $] | 814,153 | [removed: $ | 653,614 |]

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

| Stockholders' equity | $ | [removed: 601,451] [added: 626,506] | [removed: $] [added: $] | [added: 601,451 | $ |] 598,365 | [removed: $] [added: $] | 575,212 | [removed: $] [added: $] | 517,154 | [removed: $ | 442,918 |]

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.

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

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

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

| | Years Ended June 30, [added: 2009,] 2008, [removed: 2007,] and [removed: 2006] [added: 2007] | [removed: 42] [added: 43] |

| | Consolidated Balance Sheets, June 30, [removed: 2008] [added: 2009] and [removed: 2007] [added: 2008] | [removed: 43] [added: 44] |

| | Years Ended June 30, [added: 2009,] 2008, [removed: 2007,] and [removed: 2006] [added: 2007] | [removed: 44] [added: 45] |

| | Years Ended June 30, [added: 2009,] 2008, [removed: 2007,] and [removed: 2006] [added: 2007] | [removed: 45] [added: 46] |

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

We have audited the accompanying balance sheets of Jack Henry & Associates, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2008] [added: 2009] and [removed: 2007,] [added: 2008,] and the related statements of income, stockholders' equity, and cash flows for each of the three years in the period ended June 30, [removed: 2008.][added: 2009.]

In our opinion, such financial statements present fairly, in all material respects, the financial position of the Company at June 30, [removed: 2008] [added: 2009] and [removed: 2007,] [added: 2008,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2008,] [added: 2009,] in conformity with accounting principles generally accepted in the United States of America.

As discussed in Note [removed: 7] [added: 1] 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."

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company's internal control over financial reporting as of June 30, [removed: 2008,] [added: 2009,] based on the criteria established in _Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission_ and our report dated August [removed: 27, 2008] [added: 28, 2009] expressed an unqualified opinion on the Company's internal control over financial reporting.

As of the end of the Company's [removed: 2008] [added: 2009] 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 Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission_ (COSO).

Based on this assessment, management has determined the Company's internal control over financial reporting as of June 30, [removed: 2008] [added: 2009] was effective.

The Company's internal control over financial reporting as of June 30, [removed: 2008] [added: 2009] has been audited by the Company's independent registered public accounting firm, as stated in their report appearing on the next [removed: page, which expresses an unqualified opinion on the effectiveness of the Company's internal control over financial reporting as of June 30, 2008.][added: page.]

We have audited the internal control over financial reporting of Jack Henry & Associates, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2008,] [added: 2009,] based on criteria established in _Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission_.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, [removed: 2008,] [added: 2009,] based on the criteria established in _Internal Control-Integrated Framework issued by the Committee on Sponsoring Organizations of the Treadway 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: 2008] [added: 2009] of the Company and our report dated August [removed: 27, 2008] [added: 28, 2009] expressed an unqualified [removed: opinion] [added: opinion,] and includes [added: an] explanatory [removed: paragraphs] [added: paragraph] relating to a change in accounting for income [removed: taxes and discontinued operations.][added: taxes.]

| CONSOLIDATED STATEMENTS OF INCOME | | | | | | | | [added: |]

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

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

| REVENUE | | | | | | | | [added: |]

| | License | [removed: $] | [removed: 73,553] [added: $] | [added: 58,434 |] $ | [removed: 76,403] [added: 73,553] | $ | [removed: 84,014] [added: 76,403] |

| | Support and service | | [removed: 580,334] | [added: 614,242] | [removed: 501,722] | [added: 580,334] | [removed: 424,333] | [added: 501,722 |]

| | Hardware | | [removed: 89,039] | [added: 72,917] | [removed: 88,342] | [added: 89,039] | [removed: 82,530] | [added: 88,342 |]

| | Total | | [removed: 742,926] | [added: 745,593] | [removed: 666,467] | [added: 742,926] | [removed: 590,877] | [added: 666,467 |]

| COST OF SALES | | | | | | | | [added: |]

| | Cost of license | | [removed: 6,698] | [added: 6,885] | [removed: 4,277] | [added: 6,698] | [removed: 2,717] | [added: 4,277 |]

| | Cost of support and service | | [removed: 364,140] | [added: 385,837] | [removed: 309,919] | [added: 364,140] | [removed: 270,485] | [added: 309,919 |]

| | Cost of hardware | | [removed: 64,862] | [added: 53,472] | [removed: 65,469] | [added: 64,862] | [removed: 60,658] | [added: 65,469 |]

| | Total | | [removed: 435,700] | [added: 446,194] | [removed: 379,665] | [added: 435,700] | [removed: 333,860] | [added: 379,665 |]

| [added: |] GROSS PROFIT | | | [removed: 307,226] [added: 299,399] | | [removed: 286,802] [added: 307,226] | | [removed: 257,017] [added: 286,802] |

| OPERATING EXPENSES | | | | | | | | [added: |]

| | Selling and marketing | | [removed: 55,916] | [added: 54,931] | [removed: 50,195] | [added: 55,916] | [removed: 49,126] | [added: 50,195 |]

| | Research and development | | [removed: 43,326] | [added: 42,901] | [removed: 35,962] | [added: 43,326] | [removed: 31,874] | [added: 35,962 |]

| | General and administrative | | [removed: 43,775] | [added: 43,681] | [removed: 40,617] | [added: 43,775] | [removed: 35,196] | [added: 40,617 |]

| | Total | | [removed: 143,017] | [added: 141,513] | [removed: 126,774] | [added: 143,017] | [removed: 116,196] | [added: 126,774 |]

| OPERATING INCOME | | | [removed: 164,209] | [added: 157,886] | [removed: 160,028] | [added: 164,209] | [removed: 140,821] | [added: 160,028 |]

| INTEREST INCOME (EXPENSE) | | | | | | | | [added: |]

| | Interest income | | [removed: 2,145] | [added: 781] | [removed: 3,406] | [added: 2,145] | [removed: 2,066] | [added: 3,406 |]

August 28, 2009

August 28, 2009

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| | | | 2009 | | 2008 |

| | Income tax receivable | | 2,692 | | \- |

| | Shares issued at 06/30/09 were 98,020,796 | | | | |

| | 14,406,635 shares at 06/30/09, 11,301,045 shares at 06/30/08 | | (309,585) | | (251,180) |

| | Shares issued for equity-based payment arrangements | | 196,727 | | 1,443,071 | | 2,218,395 |

| | Shares issued for equity-based payment arrangements | | 2 | | 14 | | 23 |

| | Tax benefits from share-based compensation | | 1,216 | | 6,555 | | 8,355 |

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| | Minimum tax withholding payments related to option exercises | | | (836) | | \- | | \- |

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Relative to SFAS 157, the FASB issued Staff Positions ("FSP") 157-1, 157-2, 157-3 and 157-4.

FSP 157-1 amends SFAS 157 to exclude SFAS No. 13, "_Accounting for Leases"_ ("SFAS 13"), and its related interpretive accounting pronouncements that address leasing transactions.

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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.

August 27, 2008

August 27, 2008

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| | Shares issued at 06/30/07 were 96,203,030 | | 977 | | 962 |

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

| | Shares issued upon exercise of stock options | | | 14 | | 23 | | 19 |

| | Shares issued upon exercise of stock options | | | 19,151 | | 28,557 | | 19,909 |

| | Tax benefit on exercise of stock options | | | 6,555 | | 8,355 | | 7,260 |

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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." [removed: Our independent registered accounting firm,] Deloitte & Touche [removed: LLP, independently assessed the effectiveness of the Company's] [added: LLP has audited our] internal control over financial [removed: reporting.][added: reporting as of June 30, 2009; their report is included in Item 8 of this Form 10K.]

During the fiscal quarter ending June 30, [removed: 2008,] [added: 2009,] 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.

Deloitte & Touche LLP has issued an attestation report concurring with management's assessment, which is included in Item 8 of this Form 10-K.

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 for our [removed: 2008] [added: 2009] Annual Meeting of Stockholders which is incorporated herein by reference.

[added: |] \- [added: |] Report of Independent Registered Public Accounting Firm [added: |]

[added: |] \- [added: |] Consolidated Statements of Income for the Years Ended June 30, [removed: 2008, 2007] [added: 2009, 2008] and [removed: 2006][added: 2007 |]

[added: |] \- [added: |] Consolidated Balance Sheets as of June 30, [removed: 2008] [added: 2009] and [removed: 2007][added: 2008 |]

[added: |] \- [added: |] Consolidated Statements of Changes in Stockholders' Equity for the Years Ended June 30, [removed: 2008, 2007] [added: 2009, 2008] and [removed: 2006][added: 2007 |]

[added: |] \- [added: |] Consolidated Statements of Cash Flows for the Years Ended June 30, [removed: 2008, 2007] [added: 2009, 2008] and [removed: 2006][added: 2007 |]

[added: |] \- [added: |] Notes to the Consolidated Financial Statements [added: |]

| [added: |] Exhibit No. | | Description |

| [added: |] 3.1.7 | | Restated Certificate of Incorporation, attached as Exhibit 3.1.7 to the Company's Annual Report on Form 10-K for the Year ended June 30, 2003. |

| [removed: 3.2.1] | [added: 3.2.2] | [added: |] Restated and Amended Bylaws, attached as Exhibit [removed: 3.2] [added: 3.2.2] to the Company's Current Report on Form 8-K filed November [removed: 6, 2006.] [added: 13, 2008.] |

| [added: |] 10.3 | | The Company's 1995 Non-Qualified Stock Option Plan, attached as Exhibit 10.3 to the Company's Annual Report on Form 10-K for the Year Ended June 30, 1996. |

| [added: |] 10.8 | | Form of Indemnity Agreement which has been entered into as of August 27, 1996, between the Company and each of its Directors and Executive Officers, attached as Exhibit 10.8 to the Company's Annual Report on Form 10-K for the Year Ended June 30, 1996. |

| [added: |] 10.9 | | The Company's 1996 Stock Option Plan, attached as Exhibit 10.9 to the Company's Annual Report on Form 10-K for the Year Ended June 30, 1997. |

| [added: |] 10.20 | | Credit Agreement with Wachovia Bank, National Association as Administrative Agent, attached as Exhibit 10.20 to the Company's Current Report on Form 8-K filed April 21, 2005. |

| [added: |] 10.21 | | Amendment to the Company's 1996 Stock Option Plan, attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed July 5, 2005. |

| [added: |] 10.27 | | The Company's Restricted Stock Plan, attached as Exhibit 10.27 to the Company's Annual Report on Form 10-K filed September 12, 2006. |

| [added: |] 10.28 | | The Company's 2005 Non-Qualified Stock Option Plan, attached as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed September 12, 2006. |

| [added: |] 10.29 | | Jack Henry & Associates, Inc. 2006 Employee Stock Purchase Plan, attached as Exhibit 10.29 to the Company's Current Report on Form 8-K filed November 6, 2006. |

| [added: |] 10.30 | | Second Amendment to Credit Agreement with Wachovia Bank, National Association as Administrative Agent, attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed May 31, 2007. |

| [added: |] 10.31 | | Form of Termination Benefits Agreement, attached as Exhibit 10.31 to the Company's Current Report on Form 8-K filed September 10, 2007. |

| [added: |] 10.32 | | Form of Restricted Stock Agreement (executives), attached as Exhibit 10.32 to the Company's Current Report on Form 8-K filed September 10, 2007. |

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

| [added: |] 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. |

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

| [added: |] 10.36 | | Jack Henry & Associates, Inc. 1995 Non-Qualified Stock Option Plan, as amended May 9, [added: 2008, attached as Exhibit 10.36 to the Company's Annual Report on Form 10-K filed August 29,] 2008. |

| [added: |] 10.37 | | Jack Henry & Associates, Inc. 1996 Stock Option Plan, as amended May 9, [added: 2008, attached as Exhibit 10.37 to the Company's Annual Report on Form 10-K filed August 29,] 2008. |

| [added: |] 10.38 | | Jack Henry & Associates, Inc. 2005 Non-Qualified Stock Option Plan, as amended and restated May 9, [added: 2008, attached as Exhibit 10.38 to the Company's Annual Report on Form 10-K filed August 29,] 2008. |

| [added: |] 21.1 | | List of the Company's subsidiaries. |

| [added: |] 23.1 | | Consent of Independent Registered Public Accounting Firm. |

| [added: |] 31.1 | | Certification of Chief Executive Officer. |

| [added: |] 31.2 | | Certification of Chief Financial Officer. |

| [added: |] 32.1 | | Written Statement of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350. |

| [added: |] 32.2 | | Written Statement of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350. |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the [removed: Registrant] [added: registrant] has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized this 28th day of August, [removed: 2008.][added: 2009.]

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

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

[removed: | | |] Chief Executive Officer [removed: |]

| /s/ Michael E. Henry Michael E. Henry | Chairman of the Board and Director | August 28, [removed: 2008] [added: 2009] |

| /s/ John F. Prim John F. Prim | Chief Executive Officer and Director | August 28, [removed: 2008] [added: 2009] |

| /s/ Kevin D. Williams Kevin D. Williams | Chief Financial Officer and Treasurer (Principal Accounting Officer) | August 28, [removed: 2008] [added: 2009] |

| /s/ Jerry D. Hall Jerry D. Hall | Executive Vice President and Director | August 28, [removed: 2008] [added: 2009] |

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| | 2.1 | | Agreement and Plan of Merger among Jack Henry & Associates, Inc., Peachtree Acquisition Corporation and Goldleaf Financial Solutions, Inc. attached as Exhibit 2.1 to the Company's Current Report on Form 8-K filed August 17, 2009. |

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Prim

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