Item 2.02 Results of Operations and Financial Condition

On August 10, 2009, ePlus inc. announced by press release its results of operations for its fiscal first quarter ended June 30, 2009. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document.

Item 8.01 Other Events

On August 14, 2009, the Company announced that its Board of Directors authorized a new common stock repurchase program for up to 500,000 shares of common stock, commencing on September 16, 2009. The program is intended to be implemented through purchases made from time to time in the open market or through private transactions. The program will terminate on September 15, 2010.

A copy of the press release issued by the Company announcing the share repurchase program is filed as Exhibit 99.2 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

99.1 Press release dated August 10, 2009 issued by ePlus inc.

99.2 Press release dated August 14, 2009 issued by ePlus inc.

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